Annual report 2021

Notes to the consolidated financial statements

1 General information and basis of preparation

— Financial reporting — Notes to the consolidated financial statements

1 General information and basis of preparation

1.1 General information

medmix Ltd (the “company”) is a company domiciled in Switzerland. The address of the company’s registered office is Dammstrasse 19 in Zug, Switzerland. The consolidated financial statements for the year ended December 31, 2021, comprise the company and its subsidiaries (together referred to as the “groupˮ and individually as the “subsidiaries”).

The group is a global market leader in high-precision delivery devices for the healthcare and consumer and industrial business areas. The group specializes in the design and production of innovative, high-precision delivery devices and applicators for the dental, drug delivery, surgery, industrial and beauty markets. The group employs around 2’000 people at 20 production, sales and service sites around the world.

On September 20, 2021, Sulzer Ltd (“Sulzer” or “former parent”) shareholders at their extraordinary general meeting (EGM) approved the proposed 100% spin-off of the Applicator Systems (APS) division through a 1:1 share split, granting Sulzer shareholders one APS share in addition to each Sulzer share held. APS has been renamed medmix.

The spin-off was registered in the commercial registers of the cantons of Zurich and Zug on September 20, 2021, simultaneously with the incorporation of the company, which was registered with a share capital of 34’262’370 shares (registered shares with a nominal value of CHF 0.01 each). The spin-off became legally effective upon registration in the competent commercial registers, whereas the benefits and risks related to the assets and liabilities were economically transferred with retroactive effect as of January 1, 2021.

On September 30, 2021, the company became a publicly traded group and the shares of the company are listed on SIX Swiss Exchange in Zurich, Switzerland (symbol: MEDX).

The consolidated financial statements have been prepared in accordance with International Financial Reporting Standards (IFRS). They were authorized for issue by the Board of Directors on February 21, 2022.

Details of the group’s accounting policies are included in note 31.

1.2 Basis of preparation

The consolidated financial statements have been prepared in accordance with International Financial Reporting Standards (IFRS) using the historical cost convention except for

  • financial assets at fair value through profit and loss; and
  • net position from defined benefit plans, where plan assets are measured at fair value and the plan liabilities are measured at the present value of the defined benefit obligation.

The company was incorporated on September 20, 2021 and the goal structure existed as of December 31, 2021. As such, the group changed the basis of preparation from combined and carve-out financial statements in 2020 to consolidated financial statements in 2021. The group carried over the book values of the closing carve-out financial statements instead of applying IFRS 1.

The preparation of financial statements in conformity with IFRS requires the use of certain critical accounting estimates. It also requires management to exercise its judgment in the process of applying the group’s accounting policies. The areas involving a higher degree of judgment or complexity or areas where assumptions and estimates are significant to the consolidated financial statements are disclosed in note 5.

Relationship with former parent and affiliates prior to the spin-off

The financial statements for periods prior to the spin-off have been prepared on a combined and carve-out basis from the consolidated financial statements of the Sulzer group because the group’s business did not form a separate legal group until the spin-off occurred.

IFRS does not provide principles for the preparation of combined and carve-out financial statements, and accordingly, in preparing the financial statements for periods prior to the spin-off, certain accounting and allocation conventions commonly used in practice for the preparation of combined and carve-out financial statements were applied. The assets and liabilities included in the balance sheets prior to the spin-off were measured at the carrying amounts recorded in the Sulzer consolidated financial statements. Prior to the spin-off, assets, liabilities, revenue and income and expenses have been identified for the purpose of preparing the combined and carve-out financial statements by applying the following approach:

  • Assets: the allocation of assets is based on the existing legal ownership of those assets or they have been carved out from the Sulzer group for the business belonging to the group.
  • Liabilities: the attribution of liabilities is based on the contractual obligations incurred by each of the legal entities or the businesses included in the group.
  • In addition, the Sulzer group performed certain corporate overhead functions for the group including but not limited to finance, internal audit, tax planning and IT services. Costs incurred by these functions have been allocated to the group according to existing transfer pricing agreements.

The majority of the subsidiaries were party to the Sulzer cash pooling to maximize the availability of cash for general operating and investing purposes. Under these cash pooling arrangements, cash balances were swept by Sulzer regularly from the group’s bank accounts. The net position with the Sulzer cash pooling accounts at the end of each reporting period prior to the spin-off are reflected in the balance sheet in other current financial assets and current borrowings.

Prior to the spin-off, dividends and other equity transactions between the group and Sulzer were recognized directly to retained earnings in equity.

Prior to the spin-off, income taxes are determined based on the assumption that the subsidiaries are separate taxable entities from the Sulzer group (separate tax return approach). This assumption implies that the current and deferred taxes are calculated as if a separate tax return had been prepared in each tax jurisdiction. In some tax jurisdictions, the group and Sulzer businesses operated within the same legal entity and certain subsidiaries were part of a Sulzer tax group. This required the assumption that the subsidiaries and businesses in those tax jurisdictions operated on a standalone basis and constitute separate taxable entities. Actual outcomes and results could differ from these separate tax return estimates. Refer to note 11 for additional disclosures on income taxes.

The effects of business combinations prior to the spin-off, in the form of goodwill, other intangible assets and fair value adjustments, were transferred from the Sulzer group to the group and are deemed to form part of the group and are recognized in the financial statements using measurement principles and assumptions applied by the Sulzer group.

Prior to the spin-off, the equity attributable to the owners of the group consists of the net assets attributable to the group and represents the cumulative net investment by the Sulzer group. Some changes in net assets allocated between the group and the Sulzer group are presented separately in the consolidated financial statements through the lines “Contribution from the Sulzer group” and “Contribution to the Sulzer group” in the statement of changes in equity reflecting the internal activities between the group and the Sulzer group. These primarily relate to the debt split between the group and Sulzer, acquisitions and recharges for vested shares under the existing share plans.

As part of the debt split between the group and the Sulzer group during 2021, the unfulfilled part of a loan agreement, namely the repayment and interest payment obligations under the loan agreement amounting in total to CHF 80.2 million, was transferred to the group in the course of the spin-off, while the loan proceeds remained with the Sulzer group. The debt split between the group and Sulzer has been reflected in the balance sheet and statement of changes in equity as of June 30, 2021, and as a result, the equity of the group decreased by CHF 80.2 million and current borrowings increased by the same amount. Refer to note 21 for further details.

On October 1, 2020, the group received a contribution from the Sulzer group related to the acquisition of Haselmeier amounting to CHF 82.0 million. The contribution is disclosed under “contribution from the Sulzer group” in the statement of changes in equity. Refer to note 21 for further details.

Prior to the spin-off, employees of the group participated in the Sulzer long-term incentive plan. The share-based payment expenses have been calculated based on the number of the performance share units (PSUs) received under the Sulzer performance share plans (PSPs). The performance share units will be settled in shares of the former parent on a pro rata temporis basis at the end of the original vesting period. For more information, refer to note 28.

Transactions between the group and Sulzer group entities outside the scope of the group have not been eliminated and are reported as transactions with related parties, refer to note 29.

Management of the group believes that the basis of preparation described above results in financial statements for the periods prior to the spin-off appropriately reflecting the assets and liabilities associated with the group and a reasonable reflection of the utilization of services provided for the benefits received by the group relative to the total costs incurred by the Sulzer group. However, as the group did not operate as a stand-alone entity during the relevant years, the financial information may not be indicative of the group’s future performance and does not necessarily reflect what its results of operations, financial position and cash flows would have been had the group operated as a separate entity apart from the Sulzer group prior to the spin-off.

Agreements entered into between the group and Sulzer in connection with the spin-off govern the relationship between the parties following the spin-off and provide for the allocation of various assets, liabilities, rights and obligations. These agreements also include arrangements for transition services to be provided on a temporary basis between the parties.

Following the spin-off, the consolidated financial statements include the accounts of the group and no longer include any allocations from Sulzer.

Rounding

Due to rounding, numbers presented throughout the report may not add up precisely to the totals provided. All ratios, percentages and variances are calculated using the underlying amount rather than the presented rounded amount.

Tables

Within tables, blank fields generally indicate that the field is not applicable or not meaningful, or that information is not available as of the relevant date or for the relevant period. Dashes (–) generally indicate that the respective figure is zero, while a zero (0.0) indicates that the relevant figure has been rounded to zero.

2 Significant events and transactions during the reporting period

2 Significant events and transactions during the reporting period

The financial position and performance of the group were particularly affected by the following events and transactions during the reporting period:

  • On September 20, 2021, Sulzer Ltd (“Sulzer” or “former parent”) shareholders at their extraordinary general meeting (EGM) approved the proposed 100% spin-off of its Applicator Systems (APS) division through a 1:1 share split, granting Sulzer shareholders one APS share in addition to each Sulzer share held. APS has been renamed medmix.
  • On September 30, 2021, the company became a publicly traded group and the shares of the company are listed on SIX Swiss Exchange in Zurich, Switzerland (symbol: MEDX).
  • As of September 30, 2021, the company increased its share capital from CHF 342’623.70 to CHF 412’623.70, by using part of the authorized capital that was created at the EGM of Sulzer on September 20, 2021. The share capital increase resulted in net proceeds of CHF 294.7 million after deducting stamp duty of CHF 3.1 million and directly related transaction costs of CHF 17.2 million.
  • After the spin-off, the group repaid most of the current and non-current borrowings with the Sulzer group. The group arranged two committed syndicated credit facilities (facility A and B) for a total amount of CHF 400.0 million, both maturing in September 2026. The credit facilities include two one-year extension options (subject to lenders’ approval).
  • The group experienced substantial revenue growth in 2021. In 2020, revenues were strongly impacted by the outbreak of COVID-19. Following the closing of stores, factories and dental clinics, the markets stalled in the second quarter of 2020. Since the third quarter of 2020, the group has been experiencing a strong recovery, with revenue reaching pre-pandemic levels, and the recovery continued into 2021 for all market segments except Surgery.
  • Prior to the spin-off, the group terminated the cash pool with the Sulzer group. The cash pool debit balances, presented as current financial assets, amounted to CHF 31.4 million, and the cash pool credit balances, presented as borrowings, amounted to CHF 14.1 million as of December 31, 2020. The termination of the cash pool led to cash flow movements in 2021 of CHF 31.4 million disclosed in the cash flow statement as “sale of current financial assets” and to CHF 14.1 million disclosed as “repayments of current borrowings”.

For a detailed discussion about the group’s performance and financial position, please refer to the section financial review.

3 Segment information

3 Segment information

Segment information by business areas

 

 

Healthcare

 

Consumer & Industrial

 

Total medmix

millions of CHF

 

2021

 

2020

 

2021

 

2020

 

2021

 

2020

Revenue 1)

 

169.8

 

104.3

 

287.5

 

247.0

 

457.3

 

351.3

Business area cost of goods sold

 

–66.6

 

–37.8

 

–170.3

 

–151.1

 

–236.9

 

–188.9

Business area gross profit

 

103.2

 

66.4

 

117.1

 

95.9

 

220.4

 

162.4

Business area gross profit margin

 

60.8%

 

63.7%

 

40.7%

 

38.8%

 

48.2%

 

46.2%

1) Revenue from external customers.

Certain expenses are not attributable to a particular business area and are reviewed as a whole across the group irrespective of the business area. These expenses are presented in the following reconciliation statement.

Bridge from business area gross profit to adjusted EBITDA

millions of CHF

 

2021

 

2020

Business area gross profit

 

220.4

 

162.4

Other cost of goods sold

 

–39.2

 

–41.3

Gross profit

 

181.2

 

121.1

Operating expenses

 

–121.3

 

–103.0

Operating income (EBIT)

 

59.9

 

18.1

Depreciation

 

28.7

 

23.4

Amortization

 

22.2

 

19.2

Impairments on tangible and intangible assets

 

0.9

 

0.5

EBITDA

 

111.7

 

61.2

Restructuring expenses

 

0.3

 

3.2

Non-operational items 1)

 

2.5

 

1.6

Adjusted EBITDA

 

114.5

 

66.0

Adjusted EBITDA margin

 

25.0%

 

18.8%

1) Non-operational items include significant acquisition-related expenses, gains and losses from the sale of businesses or real estate (including release of provisions), and certain non-operational items that are non-recurring or do not regularly occur in similar magnitude.

Bridge from cash flow from operating activities to free cash flow

millions of CHF

 

2021

 

2020

 

Cash flow from operating activities

 

87.3

 

50.6

 

Purchase of intangible assets

 

–2.1

 

–1.0

 

Sale of intangible assets

 

 

0.0

 

Purchase of property, plant and equipment

 

–29.8

 

–42.1

 

Sale of property, plant and equipment

 

0.2

 

1.9

 

Free cash flow (FCF)

 

55.6

 

9.4

 

Information about reportable segments

Operating segments are determined based on the reports reviewed by the Board of Directors (BoD) that are used to measure performance, make strategic decisions, and allocate resources to the segments. The business is managed based on business areas, and the reportable segments have been identified as disclosed below. The BoD assesses the performance of the two segments based on the business areas’ revenue, gross profit and gross profit margin.

The BoD assesses performance of the group using alternative performance measures (APM) which are derived from the financial statements prepared in accordance with IFRS. The APMs are prepared in addition to IFRS to assist in comparability of information across periods by adjusting for depreciation, amortization, impairment, restructuring and other non-operational items (see section alternative performance measures (APM)). In this context, the BoD assesses the performance of the group based on adjusted EBITDA and free cash flow in addition to each business area’s revenue and gross profit.

Revenue from external customers that is reported to the BoD is measured in a manner consistent with that in the income statement. There is no significant revenue between the segments. No individual customer represents a significant portion of the group’s revenue.

Healthcare

Through its well-known brands Haselmeier, medmix, Mixpac and Transcodent, the Healthcare business area specializes in the design and production of innovative, high-precision delivery devices and services within drug delivery, surgery and dental markets. Products include injection pens for subcutaneous delivery of drugs, surgical delivery devices focusing on trauma bone repair and wound-healing tissue treatment and mixing, filling and delivery device systems for the dental consumable industry.

The business area’s IP-protected solutions make the customers’ products precise, safe, unique and more sustainable, leveraging the business’s expertise in drug delivery, plastic-injection technology, molding and two-component mixing.

Consumer & Industrial

Through its well-known brands Mixpac, MK, Cox and Geka, the Consumer & Industrial business area specializes in the design and production of innovative, high-precision delivery devices and services within the Industry market segment, such as adhesives used in construction, electronics, automotive, aerospace and various industries and consumer markets such as beauty and other microbrush applications. Products include hand-held mixing and dispensing delivery devices for two-component adhesives and sealants, mixing tips, cartridges, high-precision make-up applicators and microbrushes.

The business area’s IP-protected solutions make the customers’ products precise, safe, unique and more sustainable, leveraging the business’s expertise in plastic injection molding, two-component mixing, fluid handling, material design and microbrushes.

Regional segment information

The allocation of assets is based on their geographical location. Non-current assets exclude non-current financial assets, deferred income tax assets and defined benefit assets. The allocation of revenue from external customers is based on the ship-to location defined by the group’s customer, which does not necessarily correspond with the location of the end customer.

Non-current assets by region

millions of CHF

 

2021

 

2020 1)

 

Europe, the Middle East and Africa

 

579.4

 

591.8

 

– thereof Germany

 

339.1

 

347.4

 

– thereof Switzerland

 

185.3

 

188.9

 

 

 

 

 

 

 

Americas

 

35.8

 

31.1

 

– thereof USA

 

34.2

 

29.7

 

 

 

 

 

 

 

Asia-Pacific

 

8.4

 

8.3

 

– thereof China

 

7.2

 

6.9

 

 

 

 

 

 

 

Total non-current assets

 

623.5

 

631.3

 

1) The balance sheet as of December 31, 2020, has been adjusted following the finalization of the valuation of the contingent consideration related to acquisitions in 2020. A reconciliation to the previously published balance sheet is provided in note 4.

Revenue by region

millions of CHF

 

2021

 

2020

Europe, the Middle East and Africa

 

273.2

 

204.0

– thereof Germany

 

106.5

 

82.1

– thereof Italy

 

40.1

 

24.5

– thereof France

 

21.6

 

23.1

– thereof Switzerland

 

18.3

 

9.2

 

 

 

 

 

Americas

 

141.0

 

117.0

– thereof USA

 

129.3

 

106.5

 

 

 

 

 

Asia-Pacific

 

43.1

 

30.3

– thereof China

 

20.6

 

15.6

 

 

 

 

 

Total revenue

 

457.3

 

351.3

Market segment information

The following table shows the allocation of revenue from external customers by market segment:

Revenue by market segment

millions of CHF

 

2021

 

2020

Dental

 

116.3

 

82.4

Drug Delivery

 

40.8

 

7.4

Surgery

 

12.6

 

14.5

Total Healthcare

 

169.8

 

104.3

 

 

 

 

 

Industry

 

160.5

 

125.3

Beauty

 

126.9

 

121.7

Total Consumer & Industrial

 

287.5

 

247.0

 

 

 

 

 

Total revenue

 

457.3

 

351.3

4 Acquisition of subsidiaries

4 Acquisition of subsidiaries

Acquisitions in 2021

No acquisitions were made in 2021.

Cash flow from acquisitions of subsidiaries

millions of CHF

 

2021

 

2020

Cash consideration paid

 

 

–1.5

Contingent consideration paid

 

–2.7

 

Cash acquired

 

 

3.7

Total cash flow from acquisitions, net of cash acquired

 

–2.7

 

2.2

Contingent consideration

millions of CHF

 

2021

 

2020 1)

Balance as of January 1

 

2.7

 

Assumed in a business combination

 

0.0

 

2.7

Payment of contingent consideration

 

–2.7

 

Currency translation differences

 

0.0

 

0.0

Total contingent consideration as of December 31

 

0.0

 

2.7

– thereof non-current

 

 

– thereof current

 

0.0

 

2.7

1) Numbers are adjusted to reflect the reassessment of the contingent considerations (measurement period adjustment).

Acquisitions in 2020

The following table summarizes the recognized amounts of assets acquired and liabilities assumed at the date of acquisition, including the resulting goodwill and the total consideration paid.

Net assets acquired

millions of CHF

 

Haselmeier

 

Others

 

Total

Intangible assets

 

39.8

 

1.7

 

41.5

Property, plant and equipment

 

13.1

 

0.0

 

13.1

Lease assets

 

2.4

 

 

2.4

Deferred income tax assets

 

0.3

 

 

0.3

Cash and cash equivalents

 

3.7

 

0.0

 

3.7

Trade accounts receivable

 

5.2

 

0.0

 

5.2

Other current assets

 

9.6

 

0.1

 

9.7

Lease liabilities

 

–2.4

 

 

–2.4

Provisions

 

–3.5

 

–0.0

 

–3.5

Non-current income tax liabilities

 

–2.3

 

 

–2.3

Deferred income tax liabilities

 

–5.3

 

–0.3

 

–5.6

Other liabilities

 

–1.8

 

 

–1.8

Net identifiable assets

 

58.8

 

1.5

 

60.3

Goodwill recognized in balance sheet 1)

 

48.8

 

 

48.8

Total consideration 1)

 

107.6

 

1.5

 

109.1

 

 

 

 

 

 

 

Purchase price paid by the group

 

 

1.5

 

1.5

Borrowings assumed by the group

 

23.0

 

 

23.0

Purchase price paid by the Sulzer group

 

82.0

 

 

82.0

Contingent consideration 1)

 

2.7

 

 

2.7

Total consideration 1)

 

107.6

 

1.5

 

109.1

1) Numbers are adjusted to reflect the reassessment of the contingent considerations (measurement period adjustment).

Measurement period adjustment as of December 31, 2020

The group reassessed the accounting treatment of the contingent consideration of the Haselmeier acquisition based on facts and circumstances already existing at the acquisition date on October 1, 2020. The contingent consideration is mainly dependent on technology-related proof-of-concept, project development and customer orders and following the reassessment, the earn-out amount was adjusted from CHF 0.5 million to CHF 2.7 million retrospectively. Consequently, the group adjusted goodwill and other current and accrued liabilities by CHF 2.2 million as of December 31, 2020.

millions of CHF

 

As reported 2020

 

Measurement period adjustment

 

Adjusted 2020

Goodwill

 

263.2

 

2.2

 

265.4

Total non-current assets

 

635.3

 

2.2

 

637.5

Total assets

 

789.9

 

2.2

 

792.0

 

 

 

 

 

 

Other current and accrued liabilities

 

26.5

 

2.2

 

28.7

Total current liabilities

 

134.4

 

2.2

 

136.6

Total equity and liabilities

 

789.9

 

2.2

 

792.0

5 Critical accounting estimates and judgments

5 Critical accounting estimates and judgments

In preparing these consolidated financial statements in accordance with IFRS, management has made estimates and assumptions that affect the reported amounts of income, expenses, assets, liabilities and contingent liabilities. All estimates and assessments are continually reviewed and are based on historical experience and other factors, including expectations regarding future events that appear reasonable under the given circumstances. The group makes estimates and assumptions that relate to the future. By their nature, these estimates will only rarely correspond to actual subsequent events. The estimates and assumptions that carry a significant risk, in the form of a substantial adjustment to the present values of assets and liabilities within the next financial year, are set out below.

Employee benefit plans

The present value of the pension obligation and the plan assets depends on a number of factors that are determined on an actuarial basis using a number of assumptions. Assumptions used in determining the defined benefit assets/obligations include the discount rate, future salary and pension increases, and mortality rates. The assumptions are reviewed and reassessed at the end of each year. Further details are provided in note 8 and note 31.

Income taxes

The group is obliged to pay income taxes in numerous jurisdictions. Assumptions are required in order to determine income tax provisions. There are transactions and calculations for which the ultimate tax determination is uncertain during the ordinary course of business. The group recognizes liabilities for anticipated tax audit issues based on estimates of whether additional taxes will be due. Where the final tax outcome of these matters is different from the amounts that were initially recorded, such differences will impact the income tax and deferred tax provisions in the period in which such determination is made. Management believes that the estimates are reasonable, and that the recognized liabilities for income tax-related uncertainties are adequate. Further details are disclosed in note 11.

Goodwill and other intangible assets

The group carries out an annual impairment test on goodwill in the first quarter of the year (after the budget and the three-year strategic plan have been approved), or when indications of a potential impairment exist. The recoverable amount from cash-generating units is measured on the basis of value-in-use calculations with the terminal growth rate, the discount rate, and the projected cash flows as the main variables. Information about assumptions and estimation uncertainties that have significant risk of resulting in a material adjustment are disclosed in note 12. The accounting policies are disclosed in note 31.

Lease assets and lease liabilities

The group has applied judgment to determine the lease term for lease contracts that include renewal and termination options. The assessment of whether the group is reasonably certain to exercise such options impacts the lease term, which significantly affects the amount of lease liabilities and lease assets recognized. This assessment depends on economic incentives, such as removal and relocation costs. Further details are disclosed in note 14 and note 31.

Revenue

At contract inception, the group assesses the goods or services promised in a contract with a customer and identifies each promise to transfer to the customer as a performance obligation. The group considers the terms of the contract and all other relevant facts, including the economic substance of the transaction. Judgment is needed to determine whether there is a single performance obligation or multiple, separate performance obligations.

If the consideration promised in a contract includes a variable amount (e.g. early payment discounts, volume discounts), the group estimates the amount of consideration to which the group will be entitled in exchange for transferring the promised goods or services to a customer. The amount of the variable consideration is estimated by using either of the following methods, depending on which method the group expects to better predict the amount of consideration to which it will be entitled: the expected value or the most likely amount. The method selected is applied consistently throughout the contract and to similar types of contracts when estimating the effect of uncertainty on the amount of variable consideration to which the group is entitled. Depending on the outcome of the respective transactions, actual payments may differ from these estimates.

To allocate the transaction price to each performance obligation on a relative stand-alone selling price basis, the group determines the stand-alone selling price at contract inception of the distinct good or service underlying each performance obligation in the contract and allocates the transaction price in proportion to those stand-alone selling prices. If the stand-alone selling price is not directly observable, then the group estimates the amount with the expected cost plus margin method. Further details are disclosed in note 31.

Provisions

Provisions are made, among other reasons, for warranties, disputes, litigation and restructuring. A provision is recognized in the balance sheet when the group has a legal or constructive obligation as a result of a past event, and it is probable that an outflow of economic benefits will be required to settle the obligation. The nature of these costs is such that judgment has to be applied to estimate the timing and amount of cash outflows. Depending on the outcome of the respective transactions, actual payments may differ from these estimates. Further details are disclosed in note 24 and note 31.

6 Financial risk management

6 Financial risk management

6.1 Financial risk factors

The group’s activities expose it to a variety of financial risks: market risk (including currency risk, interest rate risk, cash flow interest rate risk and price risk), credit risk and liquidity risk. The group’s overall risk management program focuses on the unpredictability of financial markets and seeks to minimize potential adverse effects on the group’s financial performance. The group uses derivative financial instruments to hedge certain risk exposures.

Risk management is carried out by a central treasury department (Group Treasury) of the Sulzer group. Group Treasury identifies, evaluates and hedges financial risks in close cooperation with the group’s entities and businesses. Principles for overall risk management and policies covering specific areas, such as foreign exchange risk, interest rate risk, credit risk, use of derivative financial instruments and non-derivative financial instruments, and investment of excess liquidity, exist in writing.

a) Market risk

(I) Foreign exchange risk

The group operates internationally and is exposed to foreign exchange risk arising from various currency exposures. The group is exposed to transactional foreign currency risk to the extent that revenues, purchases, license fees, borrowings and other balance sheet items are denominated in currencies other than the functional currencies of group companies. The functional currencies of group entities are primarily CHF, EUR, USD and GBP. Management has set up a policy to require entities to manage their foreign exchange risk against their functional currency. The entities are required to hedge their major foreign exchange risk exposure using forward contracts or other standard instruments, usually transacted with Group Treasury. The group’s management policy is to apply the following hedge ratios:

Contractual FX exposure
  • 90% to 100% of the exposure
Non-contractual FX exposure
  • 100% of the forecasted exposure for the next 1–3 months
  • 60% of the forecasted exposure for the next 4–6 months
  • 40% of the forecasted exposure for the next 7–12 months

The group uses forward exchange contracts to hedge its currency risk, with a maturity of less than one year from the reporting date. The contracts are generally designated for hedge accounting as cash flow hedges. The group determines the existence of an economic relationship between the hedging instruments and the hedged item based on the currency, amount and timing of the respective cash flows. For hedges of foreign currency purchases, the group enters into hedge relationships where the critical terms of the hedging instrument match exactly with the terms of the hedged item. The group therefore performs a qualitative assessment of effectiveness. If changes in circumstances affect the terms of the hedged item such that the critical terms no longer match exactly with the critical terms of the hedging instrument, the group uses the hypothetical derivative method to assess effectiveness. In hedges of foreign currency purchases, ineffectiveness may arise if the timing of the forecast transaction changes from what was originally estimated.

Presently, most of the contracts are designated as cash flow hedges. External foreign exchange contracts are designated as hedges of foreign exchange risk on specific assets, liabilities or future transactions on a gross basis. The group has certain investments in foreign operations, whose net assets are exposed to foreign currency translation risk. If required, currency exposure arising from the net assets of the group’s foreign operations is managed primarily through borrowings denominated in the relevant foreign currencies. Derivative financial instruments are only used on an ad hoc basis to manage foreign currency translation risk.

The following tables show the hypothetical influence on the income statement for 2021 and 2020 related to foreign exchange risk of financial instruments. The volatility used for the calculation is the one-year historic volatility on December 31 for the relevant currency pair and year. For 2021, the currency pair with the most significant exposure and inherent risk was the EUR versus the INR. If, on December 31, 2021, the EUR had increased by 5.8% against the INR with all other variables held constant, profit after tax for the year would have been CHF 0.2 million lower due to foreign exchange losses on EUR-denominated financial liabilities. A decrease of the rate would have caused a gain of the same amount.

Hypothetical impact of foreign exchange risk on income statement

millions of CHF

 

2021

Currency pair

 

EUR/INR

 

EUR/CZK

 

USD/BRL

Exposure

 

–3.8

 

4.7

 

0.7

Volatility

 

5.8%

 

4.0%

 

16.8%

Effect on profit after tax (rate increase)

 

–0.2

 

0.2

 

0.1

Effect on profit after tax (rate decrease)

 

0.2

 

–0.2

 

–0.1

millions of CHF

 

2020

Currency pair

 

EUR/JPY

 

EUR/USD

 

GBP/DKK

Exposure

 

0.9

 

–0.8

 

–0.3

Volatility

 

7.9%

 

7.6%

 

8.9%

Effect on profit after tax (rate increase)

 

0.1

 

–0.1

 

–0.0

Effect on profit after tax (rate decrease)

 

–0.1

 

0.1

 

The following tables show the hypothetical influence on equity for 2021 and 2020 related to foreign exchange risk of financial instruments for the most important currency pairs as of December 31 of the respective year. The volatility used for the calculation is the one-year historic volatility on December 31 for the relevant currency pair and year. Most of the hypothetical effect on equity is a result of fair value changes of derivative financial instruments designated as hedges of future cash flows in foreign currencies.

Hypothetical impact of foreign exchange risk on equity

millions of CHF

 

2021

Currency pair

 

USD/CHF

 

CHF/PLN

 

EUR/GBP

Exposure

 

–32.7

 

–20.3

 

–7.5

Volatility

 

6.5%

 

6.5%

 

5.3%

Effect on equity, net of taxes (rate increase)

 

–1.8

 

–1.1

 

–0.3

Effect on equity, net of taxes (rate decrease)

 

1.8

 

1.1

 

0.3

millions of CHF

 

2020

Currency pair

 

USD/CHF

 

CHF/PLN

 

EUR/CHF

Exposure

 

–35.7

 

–6.8

 

13.1

Volatility

 

7.4%

 

8.8%

 

3.8%

Effect on equity, net of taxes (rate increase)

 

–2.4

 

–0.5

 

0.5

Effect on equity, net of taxes (rate decrease)

 

2.4

 

0.5

 

–0.5

(II) Price risk

As of December 31, 2021, and 2020, the group was not exposed to significant price risk related to investments in equity securities.

(III) Interest rate sensitivity

The group’s interest rate risk arises from interest-bearing assets and liabilities. Assets and liabilities at variable rates expose the group to cash flow interest rate risk. The group analyzes its interest rate exposure on a net basis, and if required, enters into derivative instruments in order to keep the volatility of net interest income or expense limited. The group’s current and non-current interest-bearing liabilities mainly comprise a syndicated term loan of CHF 250.0 million with variable interest rates.

The following table shows the hypothetical influence on the income statement for variable interest-bearing assets net of liabilities at variable interest rates, assuming market interest rate levels would have increased/decreased by 100 basis points. For CHF, increasing interest rates would have a negative impact on the income statement, since the value of variable interest-bearing liabilities exceed the value of variable interest-bearing assets. For the other most significant currencies, EUR, USD, CNY and GBP, increasing interest rates would have had a positive impact on the income statement, where variable interest-bearing assets (comprising mainly cash and cash equivalents) exceed the value of variable interest-bearing liabilities.

Hypothetical impact of interest rate risk on income statement

millions of CHF

 

2021

Variable interest-bearing assets / (liabilities), net

 

Amount

 

Sensitivity in basis points

 

Impact on post-tax profit

 

 

 

rate increase

 

rate decrease

CHF

 

–95.1

 

100

 

–0.8

 

0.8

EUR

 

22.5

 

100

 

0.2

 

–0.2

USD

 

12.5

 

100

 

0.1

 

–0.1

CNY

 

10.7

 

100

 

0.1

 

–0.1

GBP

 

4.7

 

100

 

0.0

 

0.0

millions of CHF

 

2020

Variable interest-bearing assets / (liabilities), net

 

Amount

 

Sensitivity in basis points

 

Impact on post-tax profit

 

 

 

rate increase

 

rate decrease

EUR

 

18.4

 

100

 

0.2

 

–0.2

USD

 

9.8

 

100

 

0.1

 

–0.1

GBP

 

–8.5

 

100

 

–0.1

 

0.1

CNY

 

6.3

 

100

 

0.1

 

–0.1

CHF

 

–4.5

 

100

 

0.0

 

0.0

On December 31, 2021, if the interest rates on CHF-denominated assets net of liabilities had been 100 basis points higher with all other variables held constant, post-tax profit for the year would have been CHF 0.8 million lower, as a result of higher interest expenses on CHF-denominated liabilities. A decrease of interest rates on CHF-denominated liabilities net of assets would have caused a gain of the same amount. As of December 31, 2020, if the interest rates had been 100 basis points higher with all other variables held constant, post-tax profit for the year would have been CHF 0.2 million higher, as a result of higher interest income on EUR-denominated assets.

b) Credit risk

Credit risk arises from cash and cash equivalents, derivative financial instruments, deposits with financial institutions and credit exposures to customers, including outstanding receivables, contract assets and committed transactions. The maximum exposure to credit risk per class of financial asset is disclosed by carrying amounts in the fair value table.

Credit risks of banks and financial institutions are monitored and managed centrally. Generally, only independently rated parties with a strong credit rating are accepted, and the total volume of transactions is split among several banks to reduce the individual risk with one bank.

For every customer with a large order volume, an individual risk assessment of the credit quality of the customer is performed that considers independent ratings, financial position, past experience and other factors. Additionally, bank guarantees and letters of credit are requested. For more details on the credit risk of contract assets, please refer to note 17, and on the credit risk of trade accounts receivable, please refer to note 18.

c) Liquidity risk

Prudent liquidity risk management includes the maintenance of sufficient cash and marketable securities, the availability of funding from an adequate number of committed credit facilities, and the ability to close out market positions.

Management anticipates the future development of the group’s liquidity reserve on the basis of expected cash flows by performing regular group-wide cash forecasts.

The following table analyzes the group’s financial liabilities in relevant maturity groupings based on the remaining period at the balance sheet to the contractual maturity date. The amounts disclosed in the table are the contractual undiscounted cash flows calculated with the year-end closing rates. Borrowings include the notional amount and interest payments.

Maturity profile of financial liabilities

 

 

2021

millions of CHF

 

Carrying amount

 

<1 year

 

1–5 years

 

>5 years

 

Total

Borrowings

 

255.2

 

19.6

 

249.1

 

 

268.8

Lease liabilities

 

65.7

 

8.0

 

24.5

 

38.3

 

70.8

Trade accounts payable

 

41.1

 

41.1

 

 

 

41.1

Other current and non-current liabilities (excluding derivative liabilities)

 

3.1

 

3.0

 

0.0

 

 

3.1

Derivative liabilities

 

0.2

 

0.2

 

 

 

0.2

– thereof outflow

 

 

 

24.9

 

 

 

24.9

– thereof inflow

 

 

 

24.7

 

 

 

24.7

 

 

2020 1)

millions of CHF

 

Carrying amount

 

<1 year

 

1–5 years

 

>5 years

 

Total

Borrowings

 

286.0

 

38.9

 

73.0

 

196.4

 

308.3

Lease liabilities

 

46.2

 

6.5

 

21.3

 

21.0

 

48.8

Trade accounts payable

 

29.8

 

29.8

 

 

 

29.8

Other current and non-current liabilities (excluding derivative liabilities)

 

7.7

 

6.7

 

1.0

 

 

7.7

Derivative liabilities

 

0.2

 

0.2

 

 

 

0.2

– thereof outflow

 

 

 

73.8

 

 

 

73.8

– thereof inflow

 

 

 

73.6

 

 

 

73.6

1) The balance sheet as of December 31, 2020, has been restated following the finalization of the valuation of the contingent consideration related to acquisitions in 2020. A reconciliation to the previously published balance sheet is provided in note 4.

6.2 Capital risk management

The group’s objectives when managing capital are to safeguard the group’s ability to continue as a going concern in order to provide returns for shareholders and benefits for other stakeholders and to maintain an optimal capital structure to reduce the cost of capital.

The following table shows the net debt/adjusted EBITDA ratio as of December 31.

Net debt/adjusted EBITDA ratio

millions of CHF

 

2021

 

2020

 

 

 

 

 

 

 

Cash and cash equivalents

 

–209.8

 

–14.8

 

Current financial assets

 

–0.2

 

–31.4

 

Non-current borrowings

 

238.9

 

239.5

 

Non-current lease liabilities

 

57.8

 

39.9

 

Current borrowings

 

16.3

 

46.5

 

Current lease liabilities

 

7.9

 

6.4

 

Net debt as of December 31

 

110.9

 

286.0

 

 

 

 

 

 

 

EBIT

 

59.9

 

18.1

 

Depreciation

 

28.7

 

23.4

 

Impairments on tangible and intangible assets

 

0.9

 

0.5

 

Amortization

 

22.2

 

19.2

 

EBITDA

 

111.7

 

61.2

 

Restructuring expenses

 

0.3

 

3.2

 

Non-operational items 1)

 

2.5

 

1.6

 

Adjusted EBITDA

 

114.5

 

66.0

 

 

 

 

 

 

 

Net debt

 

110.9

 

286.0

 

Adjusted EBITDA

 

114.5

 

66.0

 

Net debt/adjusted EBITDA ratio

 

0.97

 

4.33

 

1) Non-operational items include significant acquisition-related expenses, gains and losses from the sale of businesses or real estate (including release of provisions), and certain non-operational items that are non-recurring or do not regularly occur in similar magnitude.

6.3 Fair value estimation

The following tables present the carrying amounts and fair values of financial assets and liabilities as of December 31, 2021, and 2020, including their levels in the fair value hierarchy. For financial assets and financial liabilities not measured at fair value in the balance sheet, fair value information is not provided if the carrying amount is a reasonable approximation of fair value.

Fair values are categorized into three different levels in a fair value hierarchy based on the inputs used in the valuation techniques as follows:

The fair value of financial instruments traded in active markets is based on quoted market prices at the balance sheet date. Such instruments are included in level 1.

The fair values included in level 2 are based on valuation techniques using observable market input data. This may include discounted cash flow analysis, option pricing models or reference to other instruments that are substantially the same, while always making maximum use of market inputs and relying as little as possible on entity-specific inputs. The fair values of forward contracts are measured based on broker quotes for foreign exchange rates and interest rates.

Fair values measured using unobservable inputs are categorized within level 3 of the fair value hierarchy. This applies particularly to contingent considerations in business combinations.

Fair value table

 

 

 

 

December 31, 2021

 

 

 

 

Carrying amount

 

Fair value

millions of CHF

 

Notes

 

Fair value hedging instruments

 

Fair value through profit or loss

 

Financial assets at amortized cost

 

Other financial liabilities

 

Total carrying amount

 

Level 1

 

Level 2

 

Level 3

 

Total fair value

Financial assets measured at fair value

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Derivative assets – current

 

19,26

 

2.1

 

 

 

 

 

 

 

2.1

 

 

2.1

 

 

2.1

Total financial assets measured at fair value

 

 

 

2.1

 

 

 

 

2.1

 

 

2.1

 

 

2.1

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Financial assets not measured at fair value

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Non-current financial assets (at amortized cost)

 

 

 

 

 

 

 

0.1

 

 

 

0.1

 

 

 

 

 

 

 

 

Trade accounts receivable

 

18

 

 

 

 

 

28.5

 

 

 

28.5

 

 

 

 

 

 

 

 

Other current receivables (excluding current derivative assets and other taxes)

 

19

 

 

 

 

 

1.6

 

 

 

1.6

 

 

 

 

 

 

 

 

Current financial assets (at amortized cost)

 

 

 

 

 

 

 

0.2

 

 

 

0.2

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

20

 

 

 

 

 

209.8

 

 

 

209.8

 

 

 

 

 

 

 

 

Total financial assets not measured at fair value

 

 

 

 

 

240.2

 

 

240.2

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Financial liabilities measured at fair value

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Derivative liabilities – current

 

25,26

 

0.2

 

 

 

 

 

 

 

0.2

 

 

0.2

 

 

0.2

Contingent considerations

 

4

 

 

 

0.0

 

 

 

 

 

0.0

 

 

 

0.0

 

0.0

Total financial liabilities measured at fair value

 

 

 

0.2

 

0.0

 

 

 

0.2

 

 

0.2

 

0.0

 

0.2

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Financial liabilities not measured at fair value

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Non-current borrowings

 

23

 

 

 

 

 

 

 

238.9

 

238.9

 

 

 

 

 

 

 

 

Other non-current liabilities (excluding non-current derivative liabilities)

 

 

 

 

 

 

 

 

 

0.0

 

0.0

 

 

 

 

 

 

 

 

Current borrowings and bank loans

 

23

 

 

 

 

 

 

 

16.3

 

16.3

 

 

 

 

 

 

 

 

Trade accounts payable

 

 

 

 

 

 

 

 

 

41.1

 

41.1

 

 

 

 

 

 

 

 

Other current liabilities (excluding current derivative liabilities, other taxes and contingent considerations)

 

25

 

 

 

 

 

 

 

1.9

 

1.9

 

 

 

 

 

 

 

 

Total financial liabilities not measured at fair value

 

 

 

 

 

 

298.3

 

298.3

 

 

 

 

 

 

 

 

Fair value table

 

 

 

 

December 31, 2020 1)

 

 

 

 

Carrying amount

 

Fair value

millions of CHF

 

Notes

 

Fair value hedging instruments

 

Fair value through profit or loss

 

Financial assets at amortized cost

 

Other financial liabilities

 

Total carrying amount

 

Level 1

 

Level 2

 

Level 3

 

Total fair value

Financial assets measured at fair value

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Derivative assets – current

 

19,26

 

0.3

 

 

 

 

 

 

 

0.3

 

 

0.3

 

 

0.3

Total financial assets measured at fair value

 

 

 

0.3

 

 

 

 

0.3

 

 

0.3

 

 

0.3

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Financial assets not measured at fair value

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Non-current financial assets (at amortized cost)

 

 

 

 

 

 

 

0.0

 

 

 

0.0

 

 

 

 

 

 

 

 

Trade accounts receivable

 

18

 

 

 

 

 

26.1

 

 

 

26.1

 

 

 

 

 

 

 

 

Other current receivables (excluding current derivative assets and other taxes)

 

19

 

 

 

 

 

6.5

 

 

 

6.5

 

 

 

 

 

 

 

 

Current financial assets (at amortized cost)

 

15

 

 

 

 

 

31.4

 

 

 

31.4

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

20

 

 

 

 

 

14.8

 

 

 

14.8

 

 

 

 

 

 

 

 

Total financial assets not measured at fair value

 

 

 

 

 

78.9

 

 

78.9

 

 

 

 

 

 

 

 

Derivative liabilities – current

 

25,26

 

0.2

 

 

 

 

 

 

 

0.2

 

 

0.2

 

 

0.2

Contingent considerations

 

4

 

 

 

2.7

 

 

 

 

 

2.7

 

 

 

2.7

 

2.7

Total financial liabilities measured at fair value

 

 

 

0.2

 

2.7

 

 

 

2.9

 

 

0.2

 

2.7

 

2.9

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Financial liabilities not measured at fair value

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Non-current borrowings

 

23

 

 

 

 

 

 

 

239.5

 

239.5

 

 

 

 

 

 

 

 

Other non-current liabilities (excluding non-current derivative liabilities)

 

 

 

 

 

 

 

 

 

1.0

 

1.0

 

 

 

 

 

 

 

 

Current borrowings and bank loans

 

23

 

 

 

 

 

 

 

46.5

 

46.5

 

 

 

 

 

 

 

 

Trade accounts payable

 

 

 

 

 

 

 

 

 

29.8

 

29.8

 

 

 

 

 

 

 

 

Other current liabilities (excluding current derivative liabilities, other taxes and contingent considerations)

 

25

 

 

 

 

 

 

 

2.8

 

2.8

 

 

 

 

 

 

 

 

Total financial liabilities not measured at fair value

 

 

 

 

 

 

319.7

 

319.7

 

 

 

 

 

 

 

 

1) The balance sheet as of December 31, 2020, has been restated following the finalization of the valuation of the contingent consideration related to acquisitions in 2020. A reconciliation to the previously published balance sheet is provided in note 4.

7 Personnel expenses

7 Personnel expenses

millions of CHF

 

2021

 

2020

 

Salaries and wages

 

108.8

 

86.9

 

Defined contribution plan expenses

 

0.5

 

0.5

 

Defined benefit plan expenses

 

5.3

 

5.3

 

Cost of share-based payment transactions

 

1.1

 

0.5

 

Social benefit costs

 

15.9

 

14.3

 

Other personnel costs

 

3.4

 

1.5

 

Total personnel expenses

 

135.1

 

109.1

 

8 Employee benefit plans

8 Employee benefit plans

The defined benefit obligations for the active members of pension plans is the present value of accrued pension obligations at the balance sheet date considering future salary and pension increases and turnover rates (using the project unit credit method). The defined benefit obligations for the retirees are the present value of the current and future pension benefits considering future pension increases.

Reconciliation of the amount recognized in the balance sheet as of December 31

 

 

2021

millions of CHF

 

Funded plans Switzerland

 

Unfunded plans Germany

 

Total

Present value of funded defined benefit obligation

 

–94.2

 

 

–94.2

Fair value of plan assets (funded plans)

 

101.1

 

 

101.1

Overfunding / (underfunding)

 

6.9

 

 

6.9

Present value of unfunded defined benefit obligation

 

 

–1.5

 

–1.5

Asset / (liability) recognized in the balance sheet

 

6.9

 

–1.5

 

5.4

– thereof as defined benefit obligations

 

 

–1.5

 

–1.5

– thereof as defined benefit assets

 

6.9

 

 

6.9

 

 

2020

millions of CHF

 

Funded plans Switzerland

 

Unfunded plans Germany

 

Total

Present value of funded defined benefit obligation

 

–82.5

 

 

–82.5

Fair value of plan assets (funded plans)

 

75.9

 

 

75.9

Overfunding / (underfunding)

 

–6.6

 

 

–6.6

Present value of unfunded defined benefit obligation

 

 

–1.6

 

–1.6

Asset / (liability) recognized in the balance sheet

 

–6.6

 

–1.6

 

–8.3

– thereof as defined benefit obligations

 

–6.6

 

–1.6

 

–8.3

– thereof as defined benefit assets

 

 

 

The group operates funded defined benefit pension plans in Switzerland. Unfunded defined benefit plans relate to pension plans in Germany. The plans are exposed to actuarial risks, e.g., longevity risk, currency risk and interest rate risk, and the funded plans additionally to market (investment) risk.

In Switzerland, the group contributes to two pension plans funded via two different pension funds, i.e., a base plan for all employees and a supplementary plan for employees with salaries exceeding a certain limit. Both plans provide benefits depending on the pension savings at retirement. They include certain legal minimum interest credits to the pension savings (i.e., investment return) and guaranteed rates of conversion of pension savings into an annuity at retirement. In addition, the plans offer death in service and disability benefits. The two pension funds are collective funds, administrating pension plans of group companies and other companies. In case of a material underfunding of the pension plans, the regulations include predefined steps, such as higher contributions by employer and employees or lower interest on pension savings, to eliminate the underfunding. The pension funds are legally separated from the group. The vast majority of the active participants in the two pension funds are employed by companies not belonging to the group. The Board of Trustees for the base plan comprises 10 employee representatives and 10 employer representatives. The total expenses recognized in the income statement in 2021 were CHF 5.2 million (2020: CHF 5.2 million).

In Germany, the group operates an unfunded defined benefit pension plan and benefits are paid directly by the employer to the beneficiaries as they become due. The plan is closed for new entrants. Existing employees who participated in the defined benefit plan continue to be eligible for these defined benefit pensions. The defined benefit plan offers retirement pensions and disability pensions. The total expenses recognized in the income statement in 2021 were CHF 0.1 million (2020: CHF 0.1 million).

Employee benefit plans

millions of CHF

 

2021

 

2020

 

 

 

 

 

 

 

Reconciliation of asset / (liability) recognized in the balance sheet

 

 

 

 

 

Asset / (liability) recognized at January 1

 

–8.3

 

–8.7

 

Defined benefit income / (expenses) recognized in the income statement

 

–5.3

 

–5.3

 

Defined benefit income / (expenses) recognized in OCI

 

14.9

 

2.9

 

Employer contributions

 

3.9

 

2.8

 

Currency translation differences

 

0.0

 

0.0

 

Asset / (liability) recognized at December 31

 

5.4

 

–8.3

 

 

 

 

 

 

 

Components of defined benefit income / (expenses) in the income statement

 

 

 

 

 

Current service costs (employer)

 

–5.2

 

–5.3

 

Interest expenses

 

–0.1

 

–0.1

 

Interest income on plan assets

 

0.1

 

0.1

 

Other administrative costs

 

–0.0

 

–0.0

 

Income / (expenses) recognized in the income statement

 

–5.3

 

–5.3

 

– thereof charged to personnel expenses

 

–5.3

 

–5.3

 

– thereof charged to financial expenses

 

–0.0

 

–0.0

 

 

 

 

 

 

 

Components of defined benefit gains / (losses) in OCI

 

 

 

 

 

Actuarial gains / (losses) on defined benefit obligation

 

–4.3

 

1.3

 

Returns on plan assets excl. interest income

 

19.3

 

1.6

 

Defined benefit gains / (losses) recognized in OCI 1)

 

14.9

 

2.9

 

1) The tax effect on defined benefit cost recognized in OCI amounted to CHF -2.0 million (2020: CHF -0.4 million).

Employee benefit plans

millions of CHF

 

2021

 

2020

 

Reconciliation of defined benefit obligation

 

 

 

 

 

Defined benefit obligation as of January 1

 

–84.1

 

–83.7

 

Interest expenses

 

–0.1

 

–0.1

 

Current service costs (employer)

 

–5.2

 

–5.3

 

Contributions by plan participants

 

–2.8

 

–2.7

 

Benefits paid / (deposited)

 

0.8

 

6.4

 

Other administrative costs

 

–0.0

 

–0.0

 

Actuarial gains / (losses)

 

–4.3

 

1.3

 

Currency translation differences

 

0.1

 

0.0

 

Defined benefit obligation as of December 31 1)

 

–95.7

 

–84.1

 

 

 

 

 

 

 

Reconciliation of the fair value of plan assets

 

 

 

 

 

Fair value of plan assets as of January 1

 

75.9

 

75.0

 

Interest income on plan assets

 

0.1

 

0.1

 

Employer contributions

 

3.9

 

2.8

 

Contributions by plan participants

 

2.8

 

2.7

 

Benefits (paid) / deposited

 

–0.8

 

–6.4

 

Returns on plan assets excl. interest income

 

19.3

 

1.6

 

Fair value of plan assets as of December 31

 

101.1

 

75.9

 

 

 

 

 

 

 

Total plan assets at fair value – quoted market price

 

 

 

 

 

Cash and cash equivalents

 

7.8

 

4.8

 

Equity instruments

 

24.4

 

17.2

 

Debt instruments

 

27.8

 

23.0

 

Real estate funds

 

3.0

 

2.4

 

Others

 

5.9

 

4.4

 

Total assets at fair value – quoted market price as of December 31

 

68.9

 

51.8

 

 

 

 

 

 

 

Total plan assets at fair value – non-quoted market price

 

 

 

 

 

Properties occupied by or used by third parties (real estate)

 

26.3

 

19.7

 

Others

 

5.9

 

4.4

 

Total assets at fair value – non-quoted market price as of December 31

 

32.2

 

24.1

 

 

 

 

 

 

 

Best estimate of contributions for upcoming financial year

 

 

 

 

 

Contributions by the employer

 

4.2

 

2.8

 

1) The defined benefit obligation includes the funded part and the unfunded part.

Employee benefit plans

millions of CHF

 

2021

 

2020

 

Components of defined benefit obligation, split

 

 

 

 

 

Defined benefit obligation for active members

 

–78.0

 

–21.3

 

Defined benefit obligation for pensioners

 

–17.5

 

–62.5

 

Defined benefit obligation for deferred members

 

–0.2

 

–0.3

 

Total defined benefit obligation as of December 31

 

–95.7

 

–84.2

 

 

 

 

 

 

 

Components of actuarial gains / (losses) on obligations

 

 

 

 

 

Actuarial gains / (losses) arising from changes in financial assumptions

 

3.1

 

–1.0

 

Actuarial gains / (losses) arising from changes in demographic assumptions

 

 

3.5

 

Actuarial gains / (losses) arising from experience adjustments

 

–7.4

 

–1.1

 

Total actuarial gains / (losses) on defined benefit obligation

 

–4.3

 

1.3

 

 

 

 

 

 

 

Maturity profile of defined benefit obligation

 

 

 

 

 

Weighted average duration of defined benefit obligation in years

 

16.4

 

10.6

 

Principal actuarial assumptions as of December 31

The following were the principal actuarial assumptions:

 

 

2021

 

2020

 

 

 

Funded plans Switzerland

 

Unfunded plans Germany

 

Funded plans Switzerland

 

Unfunded plans Germany

 

Discount rate for active employees

 

0.4%

 

0.9%

 

0.2%

 

0.8%

 

Discount rate for pensioners

 

0.3%

 

0.9%

 

0.1%

 

0.8%

 

Future salary increases

 

1.0%

 

0.0%

 

1.0%

 

0.0%

 

Future pension increases

 

0.0%

 

1.0%

 

0.0%

 

1.5%

 

Life expectancy at retirement age (male / female) in years

 

22/24

 

21/24

 

22/24

 

21/24

 

Sensitivity analysis of defined benefit obligations

Reasonably possible changes at the reporting date to the relevant actuarial assumptions, holding other assumptions constant, would have affected the defined benefit obligation by the amounts shown below.

millions of CHF

 

2021

 

2020

 

Discount rate (decrease 0.25 percentage points)

 

–4.1

 

–2.4

 

Discount rate (increase 0.25 percentage points)

 

3.8

 

2.3

 

Future salary growth (decrease 0.25 percentage points)

 

0.6

 

0.2

 

Future salary growth (increase 0.25 percentage points)

 

–0.6

 

–0.2

 

Life expectancy (decrease 1 year)

 

2.1

 

6.0

 

Life expectancy (increase 1 year)

 

–2.1

 

–5.9

 

9 Other operating income and expenses

9 Other operating income and expenses

millions of CHF

 

2021

 

2020

 

Gain from sale of property, plant and equipment

 

0.1

 

0.2

 

Operating currency exchange gains, net

 

 

1.2

 

Other operating income

 

0.3

 

0.8

 

Total other operating income

 

0.3

 

2.3

 

 

 

 

 

 

 

Restructuring expenses

 

–0.3

 

–3.2

 

Impairments on tangible and intangible assets

 

–0.9

 

–0.5

 

Loss from sale of property, plant and equipment

 

–0.0

 

–0.0

 

Operating currency exchange losses, net

 

–1.8

 

 

Total other operating expenses

 

–3.0

 

–3.7

 

 

 

 

 

 

 

Total other operating income / (expenses), net

 

–2.7

 

–1.5

 

Other operating income includes income from litigation cases, government grants and incentives, and recharges to third parties not qualifying as revenues from customers.

For 2021, the group recognized restructuring costs of CHF 0.5 million (2020: CHF 4.8 million), partly offset by released restructuring provisions of CHF 0.2 million (2020: CHF 1.6 million). The group further performed impairment tests on production machines and facilities leading to impairments of CHF 0.9 million (2020: CHF 0.5 million). For more details, refer to note 12 and note 13.

The functional allocation of the total restructuring expenses and impairments is as follows: cost of goods sold CHF –0.3 million (2020: CHF –2.2 million), selling and administrative expenses CHF –0.2 million (2020: CHF –1.4 million) and research and development expenses CHF –0.7 million (2020: CHF –0.1 million).

10 Financial income and expenses

10 Financial income and expenses

millions of CHF

 

2021

 

2020

 

Interest and securities income

 

0.0

 

0.2

 

Total interest and securities income

 

0.0

 

0.2

 

Interest expenses on borrowings and lease liabilities

 

–8.1

 

–7.7

 

Total interest expenses

 

–8.1

 

–7.7

 

Total interest income / (expenses), net

 

–8.0

 

–7.5

 

 

 

 

 

 

 

Fair value changes

 

1.3

 

0.0

 

Other financial expenses

 

–0.3

 

–0.1

 

Currency exchange gains / (losses), net

 

–1.5

 

 

Total other financial income / (expenses), net

 

–0.5

 

–0.1

 

 

 

 

 

 

 

Total financial income / (expenses), net

 

–8.6

 

–7.6

 

– thereof fair value changes on financial assets at fair value through profit and loss

 

1.3

 

0.0

 

– thereof interest income on financial assets at amortized costs

 

0.0

 

0.2

 

– thereof other financial expenses

 

–0.3

 

–0.1

 

– thereof currency exchange gains / (losses), net

 

–1.5

 

 

– thereof interest expenses on borrowings

 

–7.4

 

–7.2

 

– thereof interest expenses on lease liabilities

 

–0.7

 

–0.5

 

As of December 31, 2021, the total financial expenses, net, amounted to CHF 8.6 million, compared with CHF 7.6 million in 2020.

The financial expenses are mainly driven by interest expenses on borrowings as a result of current and non-current borrowings with the Sulzer group prior to the spin-off and under a syndicated term loan after the spin-off (refer to note 23 for further details on the syndicated term loan).

11 Income taxes

11 Income taxes

millions of CHF

 

2021

 

2020

 

Current income tax expenses

 

–13.0

 

–5.7

 

Deferred income tax income

 

5.7

 

4.8

 

Total income tax expenses

 

–7.3

 

–0.8

 

For the reconciliation of the income tax expenses 2021, the group used for the group tax rate the weighted average tax rate. Prior to the spin-off for 2020, the group applied the statutory tax rate of Sulzer Mixpac AG, Haag. The weighted average tax rate results from applying each subsidiary’s statutory income tax rate to the income before taxes. Since the group operates in countries that have differing tax laws and rates, the consolidated weighted average effective tax rate will vary from year to year according to variations in income per country and changes in applicable tax rates.

Reconciliation of income tax expenses

millions of CHF

 

2021

 

2020

 

Income before income tax expenses

 

51.3

 

10.5

 

Group tax rate

 

17.5%

 

14.5%

 

Income taxes at group tax rate

 

–9.0

 

–1.5

 

Income taxed at different tax rates

 

4.7

 

3.9

 

Effect of tax loss carryforwards and allowances for deferred income tax assets

 

–3.1

 

–5.4

 

Expenses not deductible for tax purposes

 

–0.3

 

–0.2

 

Effect of changes in tax rates and legislation

 

–0.2

 

–0.0

 

Prior year items and others

 

0.6

 

2.4

 

Total income tax expenses

 

–7.3

 

–0.8

 

Effective income tax rate

 

14.3%

 

8.1%

 

The effective income tax rate for 2021 was 14.3%. The effect of tax loss carryforwards and allowances of deferred income tax assets in the amount of CHF –3.1 million mainly consists of unrecognized tax losses in Germany, which forfeited following the spin-off of the group from the Sulzer group.

The effective income tax rate for 2020 was 8.1%. The effect of tax loss carryforwards and allowances of deferred income tax assets in the amount of CHF –5.4 million mainly consist of unrecognized tax loss carryforwards, which forfeited following the spin-off of the group from the Sulzer group in 2021. Prior year items and others in the amount of CHF 2.4 million include the recognition of a tax asset upon the revaluation of intangible assets for tax purposes.

Income tax liabilities

millions of CHF

 

2021

 

2020

 

Balance as of January 1

 

6.9

 

6.4

 

Acquired through business combination

 

 

2.3

 

Additions

 

11.5

 

7.2

 

Released as no longer required

 

–0.3

 

0.5

 

Utilized

 

–7.5

 

–9.3

 

Currency translation differences

 

–0.0

 

–0.0

 

Total income tax liabilities as of December 31

 

10.6

 

6.9

 

– thereof non-current

 

1.7

 

2.1

 

– thereof current

 

8.9

 

4.8

 

Summary of deferred income tax assets and liabilities in the balance sheet

 

 

2021

millions of CHF

 

Assets

 

Liabilities

 

Net

Intangible assets

 

1.2

 

–23.0

 

–21.8

Property, plant and equipment

 

1.3

 

–0.4

 

1.0

Inventories

 

2.7

 

–0.4

 

2.3

Other assets

 

0.7

 

–3.0

 

–2.2

Defined benefit obligations

 

0.2

 

–0.0

 

0.1

Non-current provisions

 

0.3

 

 

0.3

Current provisions

 

0.2

 

–0.1

 

0.1

Other liabilities

 

4.2

 

–1.9

 

2.3

Tax loss carryforwards

 

2.5

 

 

2.5

Tax assets / liabilities

 

13.3

 

–28.8

 

–15.4

 

 

 

 

 

 

 

Offset of assets and liabilities

 

–9.2

 

9.2

 

0.0

 

 

 

 

 

 

 

Net recorded deferred income tax assets and liabilities

 

4.2

 

–19.6

 

–15.4

 

 

2020

millions of CHF

 

Assets

 

Liabilities

 

Net

Intangible assets

 

3.1

 

–28.7

 

–25.7

Property, plant and equipment

 

1.4

 

–1.3

 

0.1

Inventories

 

1.4

 

–0.3

 

1.1

Other assets

 

1.0

 

–1.2

 

–0.2

Defined benefit obligations

 

0.9

 

 

0.9

Non-current provisions

 

0.3

 

 

0.3

Current provisions

 

0.1

 

–0.1

 

–0.0

Other liabilities

 

1.1

 

–0.1

 

1.0

Tax loss carryforwards

 

1.9

 

 

1.9

Tax assets / liabilities

 

11.1

 

–31.6

 

–20.5

 

 

 

 

 

 

 

Offset of assets and liabilities

 

–4.9

 

4.9

 

 

 

 

 

 

 

 

Net recorded deferred income tax assets and liabilities

 

6.2

 

–26.7

 

–20.5

Cumulative deferred income taxes recorded in equity as of December 31, 2021, amounted to CHF –1.7 million (2020: CHF 0.2 million). 

The group does not recognize any deferred taxes on investments in group entities because it controls the dividend policy of its entities — i.e., the group controls the timing of reversal of the related taxable temporary differences and management is satisfied that no material amounts will reverse in the foreseeable future.

Movement of deferred income tax assets and liabilities in the balance sheet

 

 

2021

millions of CHF

 

Balance as of January 1

 

Recognized in profit or loss

 

Recognized in other comprehensive income

 

Acquisition of entities

 

Currency translation differences

 

Balance as of December 31

Intangible assets

 

–25.7

 

2.8

 

 

 

1.0

 

–21.8

Property, plant and equipment

 

0.1

 

0.5

 

 

 

0.3

 

1.0

Inventories

 

1.1

 

1.4

 

 

 

–0.2

 

2.3

Other assets

 

–0.2

 

–2.1

 

0.1

 

 

 

–2.2

Defined benefit obligations

 

0.9

 

1.2

 

–2.0

 

 

 

0.1

Non-current provisions

 

0.3

 

–0.2

 

 

 

0.2

 

0.3

Current provisions

 

–0.0

 

0.2

 

 

 

 

0.1

Other liabilities

 

1.0

 

1.3

 

 

 

 

2.3

Tax loss carryforwards

 

1.9

 

0.6

 

 

 

 

2.5

Total

 

–20.5

 

5.7

 

–1.9

 

 

1.3

 

–15.4

 

 

2020

millions of CHF

 

Balance as of January 1

 

Recognized in profit or loss

 

Recognized in other comprehensive income

 

Acquisition of entities

 

Currency translation differences

 

Balance as of December 31

Intangible assets

 

–25.2

 

5.2

 

 

–5.6

 

 

–25.7

Property, plant and equipment

 

1.2

 

–1.1

 

 

 

0.1

 

0.1

Inventories

 

1.3

 

–0.2

 

 

 

 

1.1

Other assets

 

–0.3

 

0.1

 

–0.0

 

 

 

–0.2

Defined benefit obligations

 

1.1

 

0.2

 

–0.4

 

 

 

0.9

Non-current provisions

 

0.3

 

–0.0

 

 

 

 

0.3

Current provisions

 

1.0

 

–1.3

 

 

0.3

 

 

–0.0

Other liabilities

 

–0.0

 

1.0

 

 

 

 

1.0

Tax loss carryforwards

 

0.8

 

1.1

 

 

 

 

1.9

Total

 

–19.8

 

4.8

 

–0.4

 

–5.3

 

0.1

 

–20.5

Tax loss carryforwards (TLCF)

 

 

2021

millions of CHF

 

Amount

 

Potential tax assets

 

Valuation allowance

 

Carrying amount

 

Unrecognized TLCF

Expiring in the next 3 years

 

 

 

 

 

Expiring in 4–7 years

 

1.7

 

0.6

 

 

0.6

 

Available without limitation

 

15.1

 

2.3

 

–0.4

 

1.9

 

3.2

Total tax loss carryforwards as of December 31

 

16.8

 

2.9

 

–0.4

 

2.5

 

3.2

 

 

2020

millions of CHF

 

Amount

 

Potential tax assets

 

Valuation allowance

 

Carrying amount

 

Unrecognized TLCF

Expiring in the next 3 years

 

 

 

 

 

Expiring in 4–7 years

 

5.1

 

0.7

 

 

0.7

 

Available without limitation

 

39.1

 

10.3

 

–9.1

 

1.2

 

32.8

Total tax loss carryforwards as of December 31

 

44.2

 

11.0

 

–9.1

 

1.9

 

32.8

Deferred income tax assets are recognized for tax loss carryforwards to the extent that the realization of the related tax benefit through future taxable profits is probable. No deferred income tax assets have been recognized on tax loss carryforwards in the amount of CHF 3.2 million (2020: CHF 32.8 million).

12 Goodwill and other intangible assets

12 Goodwill and other intangible assets

 

 

2021

millions of CHF

 

Goodwill

 

Trademarks and licenses

 

Research and development

 

Computer software

 

Customer relationships

 

Total

Acquisition cost

 

 

 

 

 

 

 

 

 

 

 

 

Balance as of January 1

 

265.4

 

78.6

 

5.6

 

15.7

 

237.4

 

602.7

Additions

 

 

 

0.5

 

1.5

 

 

2.1

Disposals

 

 

 

–0.0

 

–0.1

 

 

–0.1

Currency translation differences

 

–7.4

 

–0.1

 

–0.2

 

0.7

 

–5.6

 

–12.5

Balance as of December 31

 

258.0

 

78.5

 

6.0

 

17.8

 

231.8

 

592.2

 

 

 

 

 

 

 

 

 

 

 

 

 

Accumulated amortization and impairment losses

 

 

 

 

 

 

 

 

 

 

 

 

Balance as of January 1

 

 

64.0

 

4.0

 

13.3

 

97.3

 

178.6

Additions

 

 

2.9

 

0.5

 

1.0

 

17.7

 

22.2

Disposals

 

 

 

–0.0

 

–0.1

 

 

–0.1

Impairments

 

 

 

0.1

 

 

 

0.1

Currency translation differences

 

 

–0.3

 

–0.2

 

–0.0

 

–2.1

 

–2.6

Balance as of December 31

 

 

66.6

 

4.5

 

14.1

 

113.0

 

198.3

 

 

 

 

 

 

 

 

 

 

 

 

 

Net book value

 

 

 

 

 

 

 

 

 

 

 

 

As of January 1

 

265.4

 

14.7

 

1.6

 

2.4

 

140.0

 

424.1

As of December 31

 

258.0

 

11.9

 

1.5

 

3.7

 

118.8

 

393.9

 

 

2020

millions of CHF

 

Goodwill 1)

 

Trademarks and licenses

 

Research and development

 

Computer software

 

Customer relationships

 

Total

Acquisition cost

 

 

 

 

 

 

 

 

 

 

 

 

Balance as of January 1

 

217.4

 

69.3

 

5.5

 

14.8

 

208.2

 

515.2

Acquired through business combination

 

48.8

 

9.2

 

 

0.3

 

32.0

 

90.3

Additions

 

 

0.0

 

0.1

 

0.8

 

 

1.0

Disposals

 

 

 

 

–0.2

 

 

–0.2

Currency translation differences

 

–0.9

 

0.1

 

–0.0

 

–0.0

 

–2.8

 

–3.6

Balance as of December 31

 

265.4

 

78.6

 

5.6

 

15.7

 

237.4

 

602.7

 

 

 

 

 

 

 

 

 

 

 

 

 

Accumulated amortization and impairment losses

 

 

 

 

 

 

 

 

 

 

 

 

Balance as of January 1

 

 

62.0

 

3.3

 

12.7

 

82.7

 

160.7

Additions

 

 

2.0

 

0.7

 

0.9

 

15.7

 

19.2

Disposals

 

 

 

 

–0.2

 

 

–0.2

Impairments

 

 

 

0.0

 

 

 

0.0

Currency translation differences

 

 

0.0

 

0.0

 

–0.1

 

–1.1

 

–1.2

Balance as of December 31

 

 

64.0

 

4.0

 

13.3

 

97.3

 

178.6

 

 

 

 

 

 

 

 

 

 

 

 

 

Net book value

 

 

 

 

 

 

 

 

 

 

 

 

As of January 1

 

217.4

 

7.3

 

2.2

 

2.1

 

125.5

 

354.5

As of December 31

 

265.4

 

14.7

 

1.6

 

2.4

 

140.0

 

424.1

1) The balance sheet as of December 31, 2020, has been adjusted following the finalization of the valuation of the contingent consideration related to acquisitions in 2020. A reconciliation to the previously published balance sheet is provided in note 4.

Goodwill impairment test

 

 

2021

millions of CHF

 

Goodwill

 

Headroom

 

Growth rate residual value

 

Pretax discount rate

Healthcare

 

58.2

 

1’976.0

 

2.0%

 

5.6%

Consumer & Industrial

 

199.8

 

855.2

 

2.0%

 

5.6%

Total goodwill as of December 31

 

258.0

 

2’831.2

 

 

 

 

 

 

2020

millions of CHF

 

Goodwill 1)

 

Headroom

 

Growth rate residual value

 

Pretax discount rate

Healthcare

 

60.5

 

1’976.0

 

2.0%

 

5.6%

Consumer & Industrial

 

204.9

 

855.2

 

2.0%

 

5.6%

Total goodwill as of December 31

 

265.4

 

2’831.2

 

 

 

 

1) The balance sheet as of December 31, 2020, has been adjusted following the finalization of the valuation of the contingent consideration related to acquisitions in 2020. A reconciliation to the previously published balance sheet is provided in note 4.

Goodwill is allocated to the smallest cash-generating unit at which goodwill is monitored for internal management purposes (i.e., business area). The recoverable amount of these units is determined over a five-year cash flow projection period.

The calculation is based on the budget for the first period (2021), the three-year strategic plan for the subsequent two periods (2022–2023), and a management calculation for the next two periods (2024–2025). The budget and the three-year strategic plan were approved by the Sulzer Board of Directors in February 2021. Cash flows beyond the planning period are extrapolated using a terminal value including the growth rates as stated above.

As of December 31, 2021, there is no indication for goodwill impairment. Updating the impairment test would not have resulted in a goodwill impairment.

Sensitivity analyses

The recoverable amount from cash-generating units is measured on the basis of value-in-use calculations significantly impacted by the terminal growth rate used to determine the residual value, the discount rate and the projected cash flows. The table above shows the amount by which the estimated recoverable amount of the CGU exceeds its carrying amount (headroom).

Management determined there are no reasonably possible changes in key assumptions that would result in a goodwill impairment.

13 Property, plant and equipment

13 Property, plant and equipment

 

 

2021

millions of CHF

 

Land and buildings

 

Machinery and technical equipment

 

Other non-current assets

 

Assets under construction

 

Total

Acquisition cost

 

 

 

 

 

 

 

 

 

 

Balance as of January 1

 

44.9

 

204.0

 

16.3

 

45.7

 

310.8

Additions

 

2.8

 

8.6

 

1.2

 

17.2

 

29.8

Disposals

 

–0.2

 

–4.5

 

–2.0

 

 

–6.6

Reclassifications

 

22.6

 

12.6

 

1.8

 

–37.0

 

Currency translation differences

 

–1.2

 

–2.2

 

–0.3

 

–3.3

 

–6.9

Balance as of December 31

 

68.9

 

218.6

 

17.1

 

22.6

 

327.1

 

 

 

 

 

 

 

 

 

 

 

Accumulated depreciation

 

 

 

 

 

 

 

 

 

 

Balance as of January 1

 

23.5

 

118.8

 

7.5

 

 

149.8

Additions

 

2.7

 

17.4

 

1.5

 

 

21.6

Disposals

 

–0.2

 

–4.4

 

–1.9

 

 

–6.5

Impairments

 

 

0.2

 

 

0.6

 

0.8

Currency translation differences

 

–1.4

 

–0.6

 

–0.0

 

 

–1.9

Balance as of December 31

 

24.6

 

131.4

 

7.1

 

0.6

 

163.7

 

 

 

 

 

 

 

 

 

 

 

Net book value

 

 

 

 

 

 

 

 

 

 

As of January 1

 

21.4

 

85.2

 

8.8

 

45.7

 

161.0

As of December 31

 

44.2

 

87.1

 

9.9

 

22.0

 

163.3

 

 

2020

millions of CHF

 

Land and buildings

 

Machinery and technical equipment

 

Other non-current assets

 

Assets under construction

 

Total

Acquisition cost

 

 

 

 

 

 

 

 

 

 

Balance as of January 1

 

38.6

 

194.1

 

15.6

 

26.9

 

275.2

Acquired through business combination

 

2.8

 

4.2

 

0.6

 

5.5

 

13.1

Additions

 

1.3

 

8.4

 

1.0

 

31.5

 

42.1

Disposals

 

–0.3

 

–13.2

 

–2.5

 

 

–16.0

Reclassifications

 

2.3

 

14.2

 

1.8

 

–18.3

 

Currency translation differences

 

0.2

 

–3.8

 

–0.2

 

0.1

 

–3.7

Balance as of December 31

 

44.9

 

204.0

 

16.3

 

45.7

 

310.8

 

 

 

 

 

 

 

 

 

 

 

Accumulated depreciation

 

 

 

 

 

 

 

 

 

 

Balance as of January 1

 

21.1

 

117.6

 

8.9

 

 

147.6

Additions

 

2.1

 

14.4

 

1.1

 

 

17.6

Disposals

 

–0.3

 

–11.6

 

–2.4

 

 

–14.3

Impairments

 

 

0.3

 

 

 

0.3

Currency translation differences

 

0.7

 

–2.0

 

–0.1

 

 

–1.4

Balance as of December 31

 

23.5

 

118.8

 

7.5

 

 

149.8

 

 

 

 

 

 

 

 

 

 

 

Net book value

 

 

 

 

 

 

 

 

 

 

As of January 1

 

17.6

 

76.5

 

6.7

 

26.9

 

127.7

As of December 31

 

21.4

 

85.2

 

8.8

 

45.7

 

161.0

The group performed impairment tests on production machines and facilities, resulting in impairments of CHF 0.8 million as of December 31, 2021 (December 31, 2020: CHF 0.3 million), all of which were charged to other operating expenses.

In 2021, the group sold property, plant and equipment with a net book value of CHF 0.1 million for CHF 0.2 million, resulting in a net gain of CHF 0.1 million (2020: property, plant and equipment with a net book value of CHF 1.7 million sold for CHF 1.9 million, resulting in a net gain of CHF 0.2 million).

14 Leases

14 Leases

Lease assets

 

 

2021

millions of CHF

 

Land and buildings, leased

 

Machinery and technical equipment, leased

 

Other non-current assets, leased

 

Total

Balance as of January 1

 

41.7

 

3.6

 

0.9

 

46.1

Additions

 

10.0

 

17.1

 

1.0

 

28.2

Disposals

 

–0.3

 

–0.8

 

–0.1

 

–1.1

Depreciation

 

–5.8

 

–0.8

 

–0.5

 

–7.1

Remeasurements and contract modifications

 

–1.1

 

 

 

–1.1

Currency translation differences

 

2.0

 

–0.7

 

–0.0

 

1.3

Total lease assets as of December 31

 

46.6

 

18.4

 

1.3

 

66.2

 

 

2020

millions of CHF

 

Land and buildings, leased

 

Machinery and technical equipment, leased

 

Other non-current assets, leased

 

Total

Balance as of January 1

 

21.1

 

2.3

 

0.6

 

24.1

Acquired through business combination

 

2.1

 

0.0

 

0.3

 

2.4

Additions

 

25.1

 

1.5

 

0.3

 

26.9

Disposals

 

 

 

–0.0

 

–0.0

Depreciation

 

–5.1

 

–0.3

 

–0.4

 

–5.8

Impairments

 

–0.2

 

 

 

–0.2

Remeasurements and contract modifications

 

–0.5

 

 

 

–0.5

Currency translation differences

 

–0.7

 

–0.0

 

–0.0

 

–0.7

Total lease assets as of December 31

 

41.7

 

3.6

 

0.9

 

46.1

Lease liabilities

 

 

2021

millions of CHF

 

Non-current lease liabilities

 

Current lease liabilities

 

Total

Balance as of January 1

 

39.9

 

6.4

 

46.2

Additions

 

25.9

 

2.2

 

28.2

Interest expenses

 

0.6

 

0.1

 

0.7

Cash flow for repayments – principal portion

 

–1.1

 

–6.8

 

–8.0

Cash flow for repayments – interest portion

 

–0.6

 

–0.1

 

–0.7

Remeasurements and contract modifications

 

0.3

 

–0.2

 

0.1

Reclassifications

 

–6.4

 

6.4

 

Currency translation differences

 

–0.7

 

–0.1

 

–0.8

Total lease liabilities as of December 31

 

57.8

 

7.9

 

65.7

 

 

2020

millions of CHF

 

Non-current lease liabilities

 

Current lease liabilities

 

Total

Balance as of January 1

 

18.8

 

5.3

 

24.2

Acquired through business combination

 

1.6

 

0.9

 

2.4

Additions

 

25.9

 

1.0

 

26.9

Interest expenses

 

0.4

 

0.1

 

0.5

Cash flow for repayments – principal portion

 

–0.6

 

–5.5

 

–6.0

Cash flow for repayments – interest portion

 

–0.4

 

–0.1

 

–0.5

Remeasurements and contract modifications

 

–0.5

 

 

–0.5

Reclassifications

 

–4.7

 

4.7

 

Currency translation differences

 

–0.6

 

–0.1

 

–0.8

Total lease liabilities as of December 31

 

39.9

 

6.4

 

46.2

Other leasing disclosures

millions of CHF

 

2021

 

2020

Recognized in the income statement

 

 

 

 

Expenses relating to short-term leases

 

–1.8

 

–0.2

Expenses relating to low-value asset leases, excluding short-term leases of low-value assets

 

–0.5

 

–1.3

Expenses relating to variable lease payments not included in the lease liability

 

–0.3

 

–0.2

Income from subleasing right-of-use assets

 

0.1

 

0.0

Interest expenses on lease liabilities

 

–0.7

 

–0.5

Total recognized in the income statement

 

–3.2

 

–2.1

 

 

 

 

 

Recognized in the statement of cash flows

 

 

 

 

Cash flow for short-term, low-value and variable leases (included within cash flow from operating activities)

 

–2.6

 

–1.6

Cash flow from subleasing right-of-use assets (included within cash flow from operating activities)

 

0.1

 

0.0

Cash flow for repayments of interest on lease liabilities (included within cash flow from operating activities)

 

–0.7

 

–0.5

Cash flow for repayments of the principal portion on lease liabilities (included within cash flow from financing activities)

 

–8.0

 

–6.0

Cash flow from subsidies for lease payments (included within cash flow from financing activities)

 

0.8

 

Total cash outflow

 

–10.3

 

–8.2

15 Financial assets and borrowings related to the cash pool with the Sulzer group

15 Financial assets and borrowings related to the cash pool with the Sulzer group

The following financial assets and borrowings are related to the cash pool with the Sulzer group. 

millions of CHF

 

2021

 

2020

Cash pool debit balances with the Sulzer group

 

 

31.4

Total current financial assets with the Sulzer group

 

 

31.4

 

 

 

 

 

Cash pool credit balances with the Sulzer group

 

 

14.1

Total borrowings related to the cash pool

 

 

14.1

 

 

 

 

 

Net balance

 

 

17.3

Prior to the spin-off, the group terminated the cash pool with the Sulzer group. The cash pool debit balances, presented as current financial assets, amounted to CHF 31.4 million, and the cash pool credit balances, presented as borrowings, amounted to CHF 14.1 million as of December 31, 2020. The termination of the cash pool led to cash flow movements in 2021 of CHF 31.4 million disclosed in the cash flow statement as sale of current financial assets and to CHF 14.1 million disclosed as repayments of current borrowings.

16 Inventories

16 Inventories

millions of CHF

 

2021

 

2020

 

Raw materials, supplies and consumables

 

20.9

 

18.7

 

Work in progress

 

20.4

 

16.0

 

Finished products and trade merchandise

 

37.9

 

28.3

 

Total inventories as of December 31

 

79.2

 

63.0

 

In 2021, the group recognized write-downs of CHF 2.4 million (2020: CHF 5.3 million) in the income statement. Total accumulated write-downs on inventories amounted to CHF 9.8 million as of December 31, 2021 (2020: CHF 11.4 million). Material expenses in 2021 amounted to CHF 169.6 million (2020: CHF 120.0 million).

17 Assets and liabilities related to contracts with customers

17 Assets and liabilities related to contracts with customers

millions of CHF

 

2021

 

2020

 

Revenue recognized over time related to ongoing performance obligations

 

2.6

 

1.4

 

Revenue recognized over time

 

2.6

 

1.4

 

Revenue recognized at a point in time

 

454.7

 

349.9

 

Revenue

 

457.3

 

351.3

 

– thereof revenue recognized included in the contract liability balance at the beginning of the period

 

5.0

 

3.9

 

 

 

 

 

 

 

Cost of goods sold recognized over time related to ongoing performance obligations

 

–2.2

 

–1.4

 

Cost of goods sold recognized over time related to satisfied performance obligations

 

 

 

Cost of goods sold recognized over time

 

–2.2

 

–1.4

 

Cost of goods sold recognized at a point in time

 

–273.9

 

–228.8

 

Cost of goods sold

 

–276.1

 

–230.2

 

 

 

 

 

 

 

Gross profit recognized over time related to ongoing performance obligations

 

0.4

 

 

Gross profit recognized over time

 

0.4

 

 

Gross profit recognized at a point in time

 

180.8

 

121.1

 

Gross profit

 

181.2

 

121.1

 

 

 

 

 

 

 

Contract assets from revenue recognized over time relating to ongoing performance obligations

 

2.7

 

2.7

 

Netting with contract liabilities

 

–2.7

 

–2.7

 

Contract assets

 

 

 

 

 

 

 

 

 

Contract liabilities from costs recognized over time relating to ongoing performance obligations

 

0.2

 

1.3

 

Advance payments from customers relating to point in time contracts

 

2.6

 

2.8

 

Advance payments from customers relating to over time contracts

 

4.2

 

3.7

 

Netting with contract assets

 

–2.7

 

–2.7

 

Contract liabilities

 

4.3

 

5.0

 

 

 

 

 

 

 

Order backlog (aggregate amount of transaction price allocated to unsatisfied performance obligations)

 

155.9

 

82.0

 

– thereof expected to be recognized as revenue within 12 months

 

148.0

 

82.0

 

18 Trade accounts receivable

18 Trade accounts receivable

Aging structure of trade accounts receivable

 

 

2021

millions of CHF

 

Expected loss rate

 

Gross amount

 

Allowance

 

Net book value

Not past due

 

0.1%

 

19.4

 

–0.0

 

19.4

 

 

 

 

 

 

 

 

 

Past due

 

 

 

 

 

 

 

 

1–30 days

 

0.1%

 

6.9

 

–0.0

 

6.9

31–60 days

 

2.7%

 

1.5

 

–0.0

 

1.5

61–120 days

 

19.5%

 

0.8

 

–0.2

 

0.7

>120 days

 

99.8%

 

1.1

 

–1.1

 

0.0

Total trade accounts receivable as of December 31

 

 

 

29.8

 

–1.3

 

28.5

 

 

2020

millions of CHF

 

Expected loss rate

 

Gross amount

 

Allowance

 

Net book value

Not past due

 

0.3%

 

19.3

 

–0.1

 

19.3

 

 

 

 

 

 

 

 

 

Past due

 

 

 

 

 

 

 

 

1–30 days

 

0.5%

 

5.8

 

–0.0

 

5.8

31–60 days

 

8.2%

 

0.5

 

–0.0

 

0.5

61–120 days

 

7.6%

 

0.4

 

–0.0

 

0.4

>120 days

 

92.6%

 

1.3

 

–1.2

 

0.1

Total trade accounts receivable as of December 31

 

 

 

27.4

 

–1.3

 

26.1

Allowance for doubtful trade accounts receivable

millions of CHF

 

2021

 

2020

 

Balance as of January 1

 

1.3

 

1.5

 

Additions

 

0.1

 

0.4

 

Released as no longer required

 

0.0

 

–0.6

 

Utilized

 

–0.1

 

–0.0

 

Currency translation differences

 

0.0

 

–0.0

 

Balance as of December 31

 

1.3

 

1.3

 

Approximately 35% (2020: 29%) of the gross amount of trade accounts receivable was past due and an allowance of CHF 1.3 million (2020: CHF 1.3 million) was recorded. The recoverability of trade accounts receivable is regularly reviewed, and the credit quality of new customers is thoroughly assessed. Due to the large and heterogeneous customer base, the credit risk from individual customers of the group is limited. The allowance for doubtful trade accounts receivable is based on expected credit losses. These are based on historical observed default rates over the expected life of the trade receivables and are adjusted for forward-looking information such as development of gross domestic product (GDP).

Accounts receivable by geographical region

millions of CHF

 

2021

 

2020

Europe, the Middle East and Africa

 

17.9

 

15.4

– thereof Germany

 

11.4

 

10.2

– thereof Switzerland

 

4.9

 

4.0

 

 

 

 

 

Americas

 

7.2

 

7.9

 

 

 

 

 

Asia-Pacific

 

3.4

 

2.7

 

 

 

 

 

Total as of December 31

 

28.5

 

26.1

19 Other current receivables and prepaid expenses

19 Other current receivables and prepaid expenses

millions of CHF

 

2021

 

2020

 

Taxes (VAT, withholding tax)

 

7.3

 

4.0

 

Derivative financial instruments

 

2.1

 

0.3

 

Other current receivables

 

1.6

 

6.5

 

Total other current receivables as of December 31

 

11.0

 

10.9

 

 

 

 

 

 

 

Prepaid expenses

 

5.6

 

2.7

 

Total prepaid expenses as of December 31

 

5.6

 

2.7

 

 

 

 

 

 

 

Total other current receivables and prepaid expenses as of December 31

 

16.6

 

13.6

 

20 Cash and cash equivalents

20 Cash and cash equivalents

millions of CHF

 

2021

 

2020

 

Cash

 

209.1

 

13.7

 

Cash equivalents

 

0.8

 

1.1

 

Total cash and cash equivalents as of December 31

 

209.8

 

14.8

 

Cash and cash equivalents as of December 31, 2021 amounted to CHF 209.8 million (2020: CHF 14.8 million). Further details are disclosed in the consolidated statement of cash flows.

21 Equity

21 Equity

Share capital

 

 

2021

 

2020

thousands of CHF

 

Number of shares

 

Share capital

 

Number of shares

 

Share capital

Balance as of December 31 (par value CHF 0.01)

 

41’262’370

 

412.6

 

n/a

 

n/a

On September 20, 2021, Sulzer Ltd shareholders at their extraordinary general meeting (EGM) approved the demerger plan and the incorporation of medmix Ltd with a registered share capital of 34’262’370 shares (registered shares with a nominal value of CHF 0.01 each).

As of September 30, 2021, the company increased its share capital from CHF 342’623.70 to CHF 412’623.70, by using part of the authorized capital that was created in the EGM of Sulzer Ltd on September 20, 2021.

The share capital as of December 31, 2021, amounted to CHF 412’623.70, made up of 41’262’370 shares with dividend entitlement and a par value of CHF 0.01. All shares were fully paid in and registered.

As of December 31, 2021, the company had a remaining authorized share capital of CHF 10’000.00, corresponding to 1’000’000 shares at a nominal value of CHF 0.01 each. The Board of Directors is authorized to increase the share capital of the company by the aforementioned remaining amount, at any time, until September 20, 2023.

Share ownership

medmix shares are freely transferable provided that, when requested by the company to do so, buyers declare that they have purchased and will hold the shares in their own name and for their own account. Nominees will only be entered in the share register with the right to vote provided that they meet the following conditions: the nominee is subject to the supervision of a recognized banking and financial market regulator; the nominee has entered into an agreement with the Board of Directors concerning its status; the share capital held by the nominee does not exceed 3% of the registered share capital entered in the commercial register; and the names, addresses and number of shares of those individuals for whose accounts the nominee holds at least 0.5% of the share capital have been disclosed. The Board of Directors is also entitled, beyond these limits, to enter shares of nominees with voting rights in the share register, provided that the above-mentioned conditions are met (see also paragraph 6a of the Articles of Association at https://medmix.swiss/en/Investors/Governance).

 

 

Dec 31, 2021

 

Dec 31, 2020

 

 

Number of shares

 

in %

 

Number of shares

 

in %

Viktor Vekselberg (direct shareholder: Tiwel Holding AG)

 

16’728’414

 

40.54

 

n/a

 

n/a

The Capital Group Companies, Inc. (direct shareholder: Capital Research and Management Company)

 

2’065’631

 

5.01

 

n/a

 

n/a

FIL Limited

 

2’025’719

 

4.90

 

n/a

 

n/a

UBS Fund Management (Switzerland) AG

 

1’489’532

 

4.35

 

n/a

 

n/a

Contributions from/to the Sulzer group

Some changes in net assets allocated between the Sulzer group and the group prior to the spin-off are presented separately in the consolidated financial statements through the lines “Contribution from the Sulzer group” and “Contribution to the Sulzer group” in the statement of changes in equity reflecting the internal activities between the Sulzer group and the group during the periods presented. These primarily relate to the debt split between the group and the Sulzer group and to acquisitions as described further below and recharges for vested Sulzer shares under the existing Sulzer share plans.

As part of the debt split between the group and the Sulzer group during 2021, the unfulfilled part of a loan agreement, namely the repayment and interest payment obligations under the loan agreement amounting in total to CHF 80.2 million, was transferred to the group in the course of the spin-off, while the loan proceeds remained with the Sulzer group. Consequently, retained earnings of the group decreased by CHF 80.2 million and the effect is disclosed as a contribution to the Sulzer group in the statement of changes in equity.

During 2021, the group acquired Sulzer Mixpac (UK) from the Sulzer group for CHF 17.9 million. Sulzer Mixpac (UK) already formed part of the group for the purpose of issuing the combined and carve-out financial statements for the medmix business in 2020. The purchase price is disclosed as contribution to the Sulzer group in the statement of equity.

On October 1, 2020, the group received a contribution from the Sulzer group related to the acquisition of Haselmeier amounting to CHF 82.0 million. The contribution is disclosed under “contribution from the Sulzer group” in the statement of changes in equity. Refer to note 4 for further details.

Retained earnings

The retained earnings include prior years’ undistributed income of consolidated companies and all remeasurements of the net liability for defined benefit plans.

The share capital increase as of September 30, 2021, resulted in net proceeds of CHF 294.7 million after deducting stamp duty of CHF 3.1 million and directly related transaction costs of CHF 17.2 million.

Treasury shares

In 2021, the group acquired in total 150’000 treasury shares to cover its existing exposure from share-based payment programs for consideration of CHF 6.5 million. The total number of shares held by the group as of December 31, 2021, amounted to 150’000 treasury shares (December 31, 2020: 0 shares).

Cash flow hedge reserve

The hedging reserve comprises the effective portion of the cumulative net change in the fair value of cash flow hedging instruments where the hedged transaction has not yet occurred. Amounts are reclassified to profit or loss when the associated hedged transaction affects the income statement.

Currency translation reserve

The currency translation reserve comprises all foreign exchange differences arising on the translation of the financial statements of consolidated entities whose currency differs from the reporting currency of the group.

Dividends

In 2021, prior to the spin-off, the group distributed dividends amounting to CHF 41.3 million (2020: CHF 52.0 million) to the Sulzer group. No dividends were declared or paid from September 20, 2021 to December 31, 2021.

The Board of Directors decided to propose to the annual general meeting 2022 a dividend for the financial year 2021 of CHF 0.50 per share.

22 Earnings per share

22 Earnings per share

 

 

2021

 

2020

Net income attributable to shareholders of medmix Ltd (millions of CHF)

 

44.0

 

9.6

 

 

 

 

 

Issued number of shares

 

41’262’370

 

34’262’370

Adjustment for the average number of treasury shares held

 

–100’931

 

Average number of shares outstanding as of December 31

 

41’161’439

 

34’262’370

 

 

 

 

 

Adjustment for share participation plans

 

 

Average number of shares for calculating diluted earnings per share as of December 31

 

41’161’439

 

34’262’370

 

 

 

 

 

Earnings per share, attributable to a shareholder of medmix Ltd (in CHF) as of December 31

 

 

 

 

Basic earnings per share

 

1.07

 

0.28

Diluted earnings per share

 

1.07

 

0.28

For periods prior to the spin-off, the denominator for basic and diluted earnings per share was calculated using 34’262’370 shares from the spin-off.

23 Borrowings

23 Borrowings

 

 

2021

millions of CHF

 

Non-current borrowings

 

Current borrowings

 

Total

Balance as of January 1

 

239.5

 

46.5

 

286.0

Cash flow from proceeds

 

265.2

 

107.6

 

372.8

Cash flow for repayments

 

–255.1

 

–245.9

 

–501.0

Contribution from/to the Sulzer group

 

–1.4

 

97.8

 

96.4

Reclassifications

 

–10.0

 

10.0

 

Currency translation differences

 

0.7

 

0.4

 

1.0

Total borrowings as of December 31

 

238.9

 

16.3

 

255.2

 

 

2020

millions of CHF

 

Non-current borrowings

 

Current borrowings

 

Total

Balance as of January 1

 

240.4

 

12.1

 

252.5

Cash flow from proceeds

 

 

37.4

 

37.4

Cash flow for repayments

 

 

–22.2

 

–22.2

Assumed through business combination

 

23.0

 

 

23.0

Reclassifications

 

–19.6

 

19.6

 

Currency translation differences

 

–4.2

 

–0.4

 

–4.6

Total borrowings as of December 31

 

239.5

 

46.5

 

286.0

After the spin-off, the group repaid most of the current and non-current borrowings with the Sulzer group. As of December 31, 2021, borrowings with the Sulzer group were reduced to CHF 3.9 million (refer to note 29 for transactions with related parties). The group arranged two committed syndicated credit facilities (facility A and B) for a total amount of CHF 400.0 million, both maturing in September 2026. The credit facilities include two one-year extension options (subject to lenders’ approval).

  • Facility A: Syndicated term loan for an amount of CHF 250.0 million. As of December 31, 2021, the facility was fully utilized. As of December 2022, the term loan will be reduced by semiannual instalments of CHF 10.0 million.
  • Facility B: Syndicated revolving credit facility for an amount of CHF 150.0 million. The credit facility can be drawn untill one month before maturity and includes a further option to increase the credit facility by CHF 75.0 million (subject to lenders’ approval). As of December 31, 2021, the facility was not used.

Related to the Haselmeier acquisition in 2020, the group assumed non-current borrowings of CHF 23.0 million through business combinations, as disclosed in note 4.

Borrowings by currency

 

 

2021

 

 

millions of CHF

 

in %

 

Interest rate

CHF

 

246.9

 

96.7

 

1.0%

EUR

 

8.0

 

3.1

 

0.3%

GBP

 

0.4

 

0.1

 

1.0%

USD

 

0.0

 

0.0

 

0.9%

Total as of December 31

 

255.2

 

100.0

 

 

 

2020

 

 

millions of CHF

 

in %

 

Interest rate

CHF

 

17.3

 

6.0

 

1.0%

EUR

 

220.7

 

77.2

 

2.7%

GBP

 

13.8

 

4.8

 

2.1%

USD

 

27.2

 

9.5

 

2.0%

PLN

 

6.9

 

2.4

 

1.3%

Total as of December 31

 

286.0

 

100.0

 

24 Provisions

24 Provisions

 

 

2021

millions of CHF

 

Other employee benefits

 

Warranties / liabilities

 

Restructuring

 

Other

 

Total

Balance as of January 1

 

4.0

 

1.3

 

5.8

 

8.7

 

19.9

Additions

 

1.6

 

1.2

 

0.5

 

8.2

 

11.5

Released as no longer required

 

 

–0.6

 

–0.2

 

–1.7

 

–2.5

Utilized

 

–1.3

 

–0.1

 

–6.0

 

–8.2

 

–15.6

Currency translation differences

 

–0.0

 

0.0

 

–0.0

 

–2.5

 

–2.6

Total provisions as of December 31

 

4.3

 

1.8

 

0.2

 

4.5

 

10.8

– thereof non-current

 

3.3

 

 

 

0.2

 

3.5

– thereof current

 

1.0

 

1.8

 

0.2

 

4.3

 

7.2

 

 

2020

millions of CHF

 

Other employee benefits

 

Warranties / liabilities

 

Restructuring

 

Other

 

Total

Balance as of January 1

 

3.5

 

0.7

 

11.4

 

3.3

 

18.9

Acquired through business combination

 

 

0.0

 

 

3.5

 

3.5

Additions

 

1.1

 

0.8

 

4.8

 

5.0

 

11.7

Released as no longer required

 

 

–0.1

 

–1.6

 

–1.8

 

–3.5

Utilized

 

–0.6

 

–0.0

 

–8.8

 

–1.2

 

–10.5

Currency translation differences

 

–0.0

 

–0.0

 

–0.1

 

–0.0

 

–0.1

Total provisions as of December 31

 

4.0

 

1.3

 

5.8

 

8.7

 

19.9

– thereof non-current

 

3.2

 

 

 

1.3

 

4.5

– thereof current

 

0.8

 

1.3

 

5.8

 

7.4

 

15.4

The category “Other employee benefits” includes provisions for jubilee gifts, early retirement of senior managers and other obligations to employees for all three years.

The category “Warranties/liabilities” includes provisions for warranties, customer claims, penalties, litigation and legal cases relating to goods delivered or services rendered.

In 2020, the group had initiated restructuring measures at its production facilities in Germany. Up to December 31, 2021, utilization of CHF 6.0 million (2020: CHF 8.8 million) mainly consisted of these structural actions taking effect. The remaining restructuring provision as of December 31, 2021 was CHF 0.2 million (2020: CHF 5.8 million).

“Other” includes provisions that do not fit into the aforementioned categories. Although the group expects a large part of the category “Other” to be realized in 2022, by their nature, the amounts and timing of any cash outflows are difficult to predict.

25 Other current and accrued liabilities

25 Other current and accrued liabilities

millions of CHF

 

2021

 

2020 1)

 

Taxes (VAT, withholding tax)

 

1.1

 

1.3

 

Derivative financial instruments

 

0.2

 

0.2

 

Contingent consideration

 

0.0

 

2.7

 

Other current liabilities

 

1.9

 

2.8

 

Total other current liabilities as of December 31

 

3.3

 

7.0

 

 

 

 

 

 

 

Contract-related costs

 

0.6

 

0.5

 

Salaries, wages and bonuses

 

11.1

 

8.5

 

Vacation and overtime claims

 

2.7

 

1.5

 

Other accrued liabilities

 

14.0

 

11.1

 

Total accrued liabilities as of December 31

 

28.4

 

21.7

 

 

 

 

 

 

 

Total other current and accrued liabilities as of December 31

 

31.7

 

28.7

 

1) The balance sheet as of December 31, 2020, has been adjusted following the finalization of the valuation of the contingent consideration related to acquisitions in 2020. A reconciliation to the previously published balance sheet is provided in note 4.

26 Derivative financial instruments

26 Derivative financial instruments

 

 

2021

 

2020

 

 

Derivative assets

 

Derivative liabilities

 

Derivative assets

 

Derivative liabilities

millions of CHF

 

Notional value

 

Fair value

 

Notional value

 

Fair value

 

Notional value

 

Fair value

 

Notional value

 

Fair value

Forward exchange rate contracts

 

168.4

 

2.1

 

24.7

 

0.2

 

23.4

 

0.3

 

73.6

 

0.2

Total as of December 31

 

168.4

 

2.1

 

24.7

 

0.2

 

23.4

 

0.3

 

73.6

 

0.2

– thereof due in <1 year

 

168.4

 

2.1

 

24.7

 

0.2

 

23.4

 

0.3

 

73.6

 

0.2

The notional value and the fair value of derivative assets and liabilities include current and non-current derivative financial instruments. The cash flow hedges of the expected future revenues were assessed as highly effective. As at December 31, 2021, net cumulative unrealized losses of CHF 0.6 million with deferred tax assets of CHF 0.1 million relating to these cash flow hedges were included in the cash flow hedge reserves. In 2021, losses of CHF 0.4 million were reclassified from cash flow hedge reserves to profit and loss. There was no ineffectiveness that arose from cash flow hedges in 2021. The maximum exposure to credit risk at the reporting date is the fair value of the derivative assets in the balance sheet. As at December 31, 2020, the group had no cash flow hedge reserves.

The hedged, highly probable forecast transactions denominated in foreign currencies are mostly expected to occur at various dates during the next 12 months. Gains and losses recognized in the cash flow hedge reserve (cash flow hedges) in equity on forward foreign exchange contracts as of December 31, 2021, are recognized either in revenues, cost of goods sold or other operating income/expenses in the period or periods during which the hedged transaction affects the income statement. This is generally within 12 months of the balance sheet date unless the gain or loss is included in the initial amount recognized for the purchase of fixed assets, in which case recognition is over the lifetime of the asset (5 to 10 years).

The group enters into derivative financial instruments under enforceable master netting arrangements. These agreements do not meet the criteria for offsetting derivative assets and derivative liabilities in the consolidated balance sheet. As of December 31, 2021, the amount subject to such netting arrangements was CHF 0.2 million (2020: CHF 0.0 million). Considering the effect of these agreements, the amount of derivative assets would reduce from CHF 2.1 million to CHF 1.9 million (2020: from CHF 0.3 million to CHF 0.3 million), and the amount of derivative liabilities would reduce from CHF 0.2 million to CHF 0.0 million (2020: from CHF 0.2 million to CHF 0.2 million).

27 Contingent liabilities

27 Contingent liabilities

The separation from Sulzer Ltd was effected by way of a symmetrical demerger according to the Swiss Merger Act. Under the merger act, the group may be held liable by creditors of Sulzer Ltd who may be able to enforce certain claims existing at the time of the spin-off or having their basis prior to the spin-off against the group.

28 Share participation plans

28 Share participation plans

Share-based payments charged to personnel expenses

millions of CHF

 

2021

 

2020

Restricted share unit plan

 

0.0

 

Performance share plan

 

1.1

 

0.5

Total charged to personnel expenses

 

1.1

 

0.5

Restricted share unit plan settled in medmix shares

This long-term incentive plan covers the Board of Directors. Restricted share units (RSUs) are granted annually. Awards to members of the Board of Directors automatically vest with the departure from the Board. The plan features graded vesting over a three-year period. One RSU award is settled with one medmix share at the end of the vesting period. The fair value of the RSUs granted is measured at the grant date closing share price of medmix Ltd, and discounted over the vesting period using a discount rate that is based on the yield of Swiss government bonds for the duration of the vesting period. Participants are not entitled to dividends declared during the vesting period. Consequently, the grant date fair value of the RSUs is reduced by the present value of the dividends expected to be paid during the vesting period.

Restricted share units

Grant year

 

2021

 

Outstanding as of January 1, 2021

 

 

Granted

 

3’681

 

Outstanding as of December 31, 2021

 

3’681

 

 

 

 

 

Average fair value at grant date in CHF

 

43.92

 

Performance share plan settled in Sulzer shares

Prior to the spin-off from the Sulzer group, employees of the group participated in the Sulzer long-term incentive plan. The share-based payment expenses have been calculated based on the number of Performance shre units (PSU) received under the Sulzer performance share plan (PSP) until the date of the spin-off. The PSP will vest at the end of the original vesting period on a pro rata temporis basis by comparing the effective service period until the date of the spin-off with the original service period of three years. The actual performance factors will be measured at the end of the vesting period. Accordingly, the group disclosed the relevant information for the Sulzer PSP.

Given the spin-off of medmix from the Sulzer group, the Sulzer group neutralized the consequences from the demerger for the PSP. The number of originally granted PSUs was recalculated to neutralize the effect of the spin-off on share price resulting in the same fair value before and after the spin-off. The target values of the Applicator Systems business for the PSP 2019, PSP 2020 and PSP 2021, as derived from their respective three-year financial plans, are deducted for the Sulzer group. As a result, the target values for the Sulzer group comprise only what remain as continuing businesses within the Sulzer group. Furthermore, for each non-market performance condition (i.e., operational profit growth and operational ROCEA) of PSP 2019, PSP 2020 and PSP 2021, the performance curve depicting the gradient formed from the threshold, target and cap performance level remains unchanged.

Vesting of the PSP is based on three performance conditions: operational income before restructuring, amortization, impairments and non-operational items (operational profit) growth over the performance period (weighted 25%), average operational return on capital employed (operational ROCEA) (weighted 25%), and Sulzer’s total shareholder return (TSR), compared to a selected group of peer companies (weighted 50%).

TSR is measured with a starting value of the volume-weighted average share price (VWAP) over the first three months of the first year, and an ending value of the VWAP over the last three months of the vesting period. The rank of Sulzer’s TSR at the end of the performance period determines the effective number of total shares. The exercise price of the PSU is zero.

The following inputs were used to determine the fair value of the PSUs at grant date using a Monte Carlo simulation:

Grant year

 

2021

 

2020

 

2019

 

2018

 

2017

Fair value at grant date

 

124.95

 

78.18

 

115.95

 

143.62

 

116.02

Share price at grant date

 

101.12

 

76.05

 

92.46

 

120.60

 

104.80

Expected volatility

 

34.68%

 

37.45%

 

29.64%

 

29.12%

 

25.10%

Risk-free interest rate

 

–0.58%

 

–0.64%

 

–0.57%

 

–0.42%

 

–0.56%

The expected volatility of the Sulzer shares and the peer group companies is determined by the historical volatility. The zero-yield curves of those countries in which the companies and indices are listed were used as the relevant risk-free rates. Historical data was used to arrive at an estimate for the correlation between Sulzer and the peer companies. For the TSR calculation, all dividends paid during the vesting period are added to the closing share price.

Performance share units — terms of awards

Grant year

 

2021

 

2020

 

2019

 

2018

 

2017

Number of awards granted

 

8’027

 

15’598

 

5’844

 

3’475

 

2’018

Grant date

 

April 1, 2021

 

June 1, 2020

 

April 1, 2019

 

July 1, 2018

 

April 1, 2017

Performance period for cumulative operational profit

 

01/21–12/23

 

01/20–12/22

 

01/19–12/21

 

01/18–12/20

 

01/17–12/19

Performance period for TSR

 

01/21–12/23

 

01/20–12/22

 

01/19–12/21

 

01/18–12/20

 

01/17–12/19

Fair value at grant date in CHF

 

124.95

 

78.18

 

115.95

 

143.62

 

116.02

Performance share units

Grant year

 

2021

 

2020

 

2019

 

2018

 

2017

 

Total

Outstanding as of January 1, 2020

 

 

 

6’821

 

3’699

 

1’903

 

12’423

Granted

 

 

15’388

 

 

 

 

15’388

Exercised

 

 

–729

 

–1’345

 

–1’152

 

–1’903

 

–5’129

Forfeited

 

 

–2’678

 

–1’090

 

–541

 

 

–4’309

Outstanding as of December 31, 2020

 

 

11’981

 

4’386

 

2’006

 

 

18’373

 

 

 

 

 

 

 

 

 

 

 

 

 

Outstanding as of January 1, 2021

 

 

11’981

 

4’386

 

2’006

 

 

18’373

Granted

 

8’769

 

 

 

 

 

8’769

medmix spin-off

 

1’426

 

3’810

 

2’139

 

 

 

7’375

Exercised

 

 

 

 

–2’006

 

 

–2’006

Forfeited

 

–6’093

 

–4’804

 

–360

 

 

 

–11’257

Outstanding as of December 31, 2021

 

4’102

 

10’987

 

6’165

 

 

 

21’254

29 Transactions with members of the Board of Directors, Executive Committee and related parties

29 Transactions with members of the Board of Directors, Executive Committee and related parties

Key management compensation

 

 

2021

 

2020

thousands of CHF

 

Short-term benefits

 

Equity-based compensation

 

Pension and social security contributions

 

Total

 

Short-term benefits

 

Equity-based compensation

 

Pension and social security contributions

 

Total

Board of Directors

 

86

 

161

 

22

 

269

 

 

 

 

Executive Committee

 

1’903

 

612

 

524

 

3’039

 

2’183

 

554

 

570

 

3’307

Prior to the spin-off on September 20, 2021, the group did not have a parent entity and therefore no Board of Directors. As of December 31, 2021, there were no outstanding loans with members of the Board of Directors or the Executive Committee. No shares were granted to members of the Board of Directors, the Executive Committee, or related persons.

Related parties

Income statement impact of transactions with related parties

millions of CHF

 

2021

 

2020

Revenue

 

0.0

 

0.1

Gross profit

 

0.0

 

0.1

Selling and administrative expenses

 

–9.6

 

–11.8

Research and development expenses

 

 

0.1

Operating income (EBIT)

 

–9.5

 

–11.6

Interest and securities income

 

 

0.2

Interest expenses

 

–5.3

 

–6.6

Net income

 

–14.8

 

–18.0

Balance sheet impact of transactions with related parties

millions of CHF

 

2021

 

2020

Current assets

 

 

 

 

Trade accounts receivable

 

0.0

 

0.2

Other current receivables and prepaid expenses

 

 

4.1

Current financial assets

 

 

31.4

Total current assets

 

0.0

 

35.7

 

 

 

 

 

Total assets as of December 31

 

0.0

 

35.7

 

 

 

 

 

Non-current liabilities

 

 

 

 

Non-current borrowings

 

2.6

 

236.8

Total non-current liabilities

 

2.6

 

236.8

 

 

 

 

 

Current liabilities

 

 

 

 

Current borrowings

 

1.3

 

37.5

Trade accounts payable

 

1.8

 

0.2

Other current and accrued liabilities

 

0.0

 

0.3

Total current liabilities

 

3.1

 

38.1

 

 

 

 

 

Total liabilities as of December 31

 

5.7

 

274.9

Transactions with related parties are mainly with the Sulzer group and comprise primarily charges for corporate support functions, centrally procured indirect spend utilized by the group, as well as borrowings and related interest expenses. All related party transactions are priced on an arm’s-length basis.

30 Auditor remuneration

30 Auditor remuneration

Fees for the audit services by KPMG as the appointed group auditor amounted to CHF 0.6 million (2020: CHF 0.3 million). Additional services provided by the group auditor amounted to a total of CHF 0.1 million (2020: CHF 0.2 million). This amount includes CHF 0.1 million (2020: CHF 0.1 million) for tax services and CHF 0.0 million for other services (2020: CHF 0.1 million).

31 Key accounting policies and valuation methods

31 Key accounting policies and valuation methods

31.1 Change in accounting policies

a) Standards, amendments and interpretations which were effective for 2021

A number of amended standards became applicable for the current reporting period. The group did not have to change its accounting policies or make retrospective adjustments as a result of adopting these amended standards.

Software as a service (SaaS) arrangements

The group previously capitalized costs incurred in configuring or customizing software as a service (SaaS) arrangements as intangible assets, as the group considered that it would benefit from these implementation costs over the contract term of the SaaS arrangements. Following the IFRS Interpretations Committee (IFRIC) agenda decision on configuration or customization costs in a cloud computing arrangement, which was published in April 2021, the group has reconsidered its accounting treatment and adopted the treatment set out in this IFRIC agenda decision. The revised accounting policy capitalizes these costs as intangible assets only if the implementation activities create an intangible asset that the entity controls and the intangible asset meets the recognition criteria. Costs that do not meet these criteria are expensed as incurred, unless they are paid to the suppliers of the SaaS arrangement to significantly customize the cloud-based software for the group, in which case they are recognized as a prepayment for services and amortized over the expected period of use of the SaaS arrangement.

As a result of this change in accounting policy, the group completed a review of the existing intangible assets portfolio and there was no material impact to software intangible assets because of the change in accounting policy.

b) Standards, amendments and interpretations issued but not yet effective, which the group decided not to adopt early in 2021

There are no IFRS standards or interpretations not yet effective that would be expected to have a material impact on the group.

31.2 Business combinations

The group accounts for business combinations using the acquisition method when control is transferred to the group. The consideration transferred in the acquisition is measured at the fair value of the assets given, the liabilities incurred to the former owner of the acquiree and the equity interest issued by the group. Any goodwill arising is tested annually for impairment. Any gain on a bargain purchase is recognized in the income statement immediately. Acquisition-related costs are expensed as incurred, except if related to the issue of debt or equity securities. Identifiable assets acquired, and liabilities and contingent liabilities assumed in a business combination, are measured initially at their fair values at the acquisition date.

Any contingent consideration payable is measured at fair value at the acquisition date. If the contingent consideration is classified as equity, then it is not remeasured and settlement is accounted for within equity. Otherwise, subsequent changes in the fair value of the contingent consideration are recognized in the income statement.

31.3 Consolidation

a) Business combinations

The group accounts for business combinations using the acquisition method when control is transferred to the group. The consideration transferred in the acquisition is measured at the fair value of the assets given, the liabilities incurred to the former owner of the acquiree, and the equity interest issued by the group. Any goodwill arising is tested annually for impairment. Any gain on a bargain purchase is recognized in the income statement immediately. Acquisition-related costs are expensed as incurred, except if related to the issue of debt or equity securities. Identifiable assets acquired, and liabilities and contingent liabilities assumed in a business combination, are measured initially at their fair values at the acquisition date.

Any contingent consideration payable is measured at fair value at the acquisition date. If the contingent consideration is classified as equity, then it is not remeasured and settlement is accounted for within equity. Otherwise, subsequent changes in the fair value of the contingent consideration are recognized in the income statement.

If share-based payment awards (replacement awards) are required to be exchanged for awards held by the acquiree’s employees (acquiree’s awards), then all or a portion of the amount of the acquirer’s replacement awards is included in measuring the consideration transferred in the business combination. The determination is based on the difference between the market-based measure of the replacement awards compared with the market-based measure of the acquiree’s awards and the extent to which the replacement awards relate to precombination service.

b) Subsidiaries

Subsidiaries are all entities controlled by the group. The group controls an entity when it is exposed to, or has the rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity. The financial statements of subsidiaries are included in the consolidated financial statements from the date on which control commences until the date on which control ceases.

According to the full consolidation method, all assets and liabilities and income and expenses of the subsidiaries are included in the consolidated financial statements. The share of non-controlling interests in the net assets and results is presented separately as non-controlling interests in the consolidated balance sheet and income statement, respectively.

c) Non-controlling interests

The group recognizes any non-controlling interest in the acquiree on an acquisition-by-acquisition basis, at the non-controlling interest’s proportionate share of the recognized amounts of the acquiree’s identifiable net assets. Transactions with non-controlling interests that do not result in loss of control are accounted for as equity transactions.

When the group loses control over a subsidiary, it derecognizes the assets and liabilities of the subsidiary, and any related non-controlling interest and other components of equity. Any resulting gain or loss is recognized in the income statement. Any interest retained in the former subsidiary is measured at fair value when control is lost.

d) Associates and joint ventures

Associates are those entities in which the group has significant influence, but no control, over the financial and operating policies. Significant influence is presumed to exist when the group holds, directly or indirectly, between 20% and 50% of the voting rights. Joint ventures are those entities over whose ­activities the group has joint control, established by contractual agreement and requiring unanimous consent for strategic, financial and operating decisions. Associates and joint ventures are accounted for using the equity method and are initially recognized at cost.

e) Transactions eliminated on consolidation

All material intercompany transactions and balances and any unrealized gains arising from intercompany transactions are eliminated in preparing the consolidated financial statements. Unrealized losses are eliminated in the same way as unrealized gains, but only to the extent that there is no evidence of impairment.

31.4 Segment reporting

Operating segments are reported in a manner consistent with the internal reporting provided to the Board of Directors (BoD). The BoD, who is responsible for allocating resources and assessing performance of the operating segments, has been identified as chief operating decision maker.

31.5 Foreign currency translation

a) Functional and presentation currency

Items included in the financial statements of consolidated entities are measured using the currency of the primary economic environment in which the entity operates (the functional currency). The consolidated financial statements are presented in Swiss francs (CHF).

The following table shows the major currency exchange rates:

 

 

2021

 

2020

CHF

 

Average rate

 

Year-end rate

 

Average rate

 

Year-end rate

EUR 1

 

1.08

 

1.03

 

1.07

 

1.08

GBP 1

 

1.26

 

1.23

 

1.20

 

1.20

USD 1

 

0.91

 

0.91

 

0.94

 

0.88

CNY 100

 

14.17

 

14.35

 

13.60

 

13.49

b) Transactions and balances

Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at year-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognized in the income statement.

c) Subsidiaries

The results and balance sheet positions of all foreign operations that have a functional currency different from the presentation currency of the group are translated into the presentation currency as follows:

  • Assets and liabilities for each balance sheet presented are translated at the closing rate at the date of that balance sheet.
  • Income and expenses for each income statement are translated at average exchange rates.

Foreign exchange differences are taken to other comprehensive income. In the event of a sale or liquidation of foreign operations, exchange differences that were recorded in other comprehensive income are recognized in the income statement as part of the gain or loss on sale or liquidation.

If a loan is made to a group company, and the loan in substance forms part of the group’s investment in the group company, translation differences arising from the loan are recognized directly in other comprehensive income as foreign currency translation differences. When the group company is sold or partially disposed of, and control no longer exists, gains and losses accumulated in equity are reclassified to the income statement as part of the gain or loss on disposal.

31.6 Intangible assets

The intangible assets with finite useful life are ­amortized in line with the expected useful life, usually on a straight-line basis. The period of useful life is to be assessed according to business rather than legal criteria. This assessment is made at least once a year. An impairment might be required in the event of sudden or unforeseen value changes.

a) Goodwill

Goodwill represents the difference between the consideration transferred and the fair value of the group’s share in the identifiable net asset value of the acquired business at the time of acquisition. Any goodwill arising as a result of a business combination is included within intangible assets.

Goodwill is subject to an annual impairment test and valued at its original acquisition cost less accumulated impairment losses. In cases where circumstances indicate a potential impairment, impairment tests are conducted more frequently. Profits and losses arising from the sale of a business include the book value of the goodwill assigned to the business being sold.

For impairment testing, goodwill is allocated to those cash-generating units or groups of cash-generating units that are expected to benefit from the business combination in which the goodwill arose. Goodwill originating from the acquisition of an associated company is included in the book value of the participation in associated companies.

b) Trademarks and licenses

Trademarks, licenses and similar rights acquired from third parties are stated at acquisition cost. Such assets are amortized over their expected useful life, generally not exceeding 10 years.

c) Research and development

Expenditure on research activities is recognized in the income statement as incurred. Development costs for major projects are capitalized only if the expenditure can be measured reliably, the product or process is technically and commercially feasible, future economic benefits are probable, and the group intends and has sufficient resources to complete development and to use or sell the asset. Otherwise, it is recognized in the income statement as incurred. Subsequently, such assets are measured at cost less accumulated amortization (max. five years) and any accumulated impairment loss.

d) Computer software

Acquired computer software licenses in control of the group are capitalized on the basis of the cost incurred to acquire and bring to use the specific software. These costs are amortized over their estimated useful lives (three to max. five years).

e) Customer relationships

As part of a business combination, acquired customer rights are recorded at fair value (cost at the time of acquisition). These costs are amortized over their estimated useful lives, generally not exceeding 15 years.

31.7 Property, plant and equipment

Property, plant and equipment is stated at acquisition cost less depreciation and impairments. Acquisition cost includes expenditure that is directly attributable to the acquisition of the item. Subsequent costs are included in the asset’s carrying amount or recognized as a separate asset, as appropriate, only when it is probable that the future economic benefits associated with the item will flow to the group and the cost of the item can be measured reliably. The carrying amount of the replaced item is derec­ognized. All other repairs and maintenance are charged to the income statement during the financial ­period in which they are incurred.

Depreciation is provided on a straight-line basis over the estimated useful life. Land is stated at cost and is not depreciated.

The useful lives are as follows:
Buildings: 20–50 years
Machinery: 5–15 years
Technical equipment: 5–10 years
Other non-current assets: max. 5 years

31.8 Impairment of property, plant and equipment and intangible assets

Assets with a finite useful life are only tested for impairment if relevant events or changes in circumstances indicate that the book value is no longer recoverable. An impairment loss is recorded equal to the excess of the carrying value over the recoverable amount. The recoverable amount is the higher of the fair value of the asset less disposal costs and its value in use. The value in use is based on the estimated cash flow over a five-year period and the extrapolated projections for subsequent years. The results are discounted using an appropriate pretax, long-term interest rate. For the purposes of the impairment test, assets are grouped together at the lowest level for which separate cash flows can be identified (cash-generating units).

31.9 Lease assets and lease liabilities

The group recognizes lease assets and lease liabilities for most leases (these leases are on-balance-sheet leases). However, the group has elected not to recognize lease assets and lease liabilities for some leases of low- value assets and short-term leases. The group recognizes the lease payments associated with these leases as an expense on a straight-line basis over the lease term.

The group presents lease assets and lease liabilities as separate line items in the balance sheet.

The group recognizes lease assets and lease liabilities at the lease commencement date. The asset is initially measured at cost and subsequently at cost less any accumulated depreciation and impairment losses and adjusted for certain remeasurements. The lease liability is initially measured at the present value of the lease payments that are not paid on commencement date, discounted using the interest rate implicit in the lease or, if that rate cannot be readily determined, the group’s incremental borrowing rate. In most cases, the group uses its incremental borrowing rate as the discount rate.

The lease liability is subsequently increased by the interest cost on the lease liability and decreased by lease payments made. It is remeasured when there is a change in future lease payments arising from a change in an index rate, a change in the estimate of the amount expected to be payable under a residual value guarantee, changes in the assessment of whether a purchase or extension option is reasonably certain to be exercised, or a termination option is reasonably certain not to be exercised.

31.10 Financial assets

Financial assets are classified into the following categories:

  • Financial assets at fair value through profit or loss (FVTPL)
  • Financial assets measured at amortized cost

For debt instruments, classification depends on the business model for managing the financial assets and the contractual terms of the cash flows. For assets measured at fair value, gains and losses will be recorded in profit or loss. The group reclassifies debt investments when and only when its business model for managing those assets changes.

Debt instruments

Financial assets at fair value through profit or loss (FVTPL)

Assets that do not meet the criteria for amortized cost or FVOCI are measured at FVTPL. A gain or loss on a debt investment that is subsequently measured at FVTPL is recognized in profit or loss and presented within other operating income and expenses or other financial income and expenses, depending on the nature of the investment, in the period in which it arises.

Financial assets measured at amortized cost

Assets that are held for collection of contractual cash flows where those cash flows represent solely payments of principal and interest are measured at amortized cost. Interest income from these financial assets is included in finance income using the effective interest rate method. Any gain or loss arising on derecognition is recognized directly in profit or loss and presented in other gains/(losses) together with foreign exchange gains and losses. Impairment losses are presented as separate line items in the statement of profit or loss.

Equity instruments

The group subsequently measures all equity investments at fair value. A gain or loss on an equity investment that is subsequently measured at FVTPL is recognized in profit or loss and presented within other operating income and expenses or other financial income and expenses, depending on the nature of the investment, in the period in which it arises.

31.11 Derivative financial instruments and hedging activities

The group uses derivative financial instruments, such as forward currency contracts and other forward contracts, to hedge its risks associated with fluctuations in foreign currencies arising from operational and financing activities. Such derivative financial instruments are initially recognized at fair value on the date on which a derivative contract is entered into and are subsequently remeasured at fair value. Derivatives are carried as assets when the fair value is positive and as liabilities when the fair value is negative.

Any gains or losses arising from changes in fair value on the derivatives during the year that do not qualify for hedge accounting are taken directly into profit or loss.

The group applies hedge accounting to secure the foreign currency risks of future cash flows that have a high probability of occurrence. These hedges are classified as “cash flow hedges”, whereas the hedge instrument is recorded on the balance sheet at fair value and the effective portions are booked against “Other comprehensive ­income” in the column “Cash flow hedge reserve”. If the hedge relates to a non-financial transaction that will subsequently be recorded on the balance sheet, the adjustments accumulated under “Other comprehensive income” at that time will be included in the initial book value of the asset or liability. In all other cases, the cumulative changes of fair value of the hedging instrument that have been recorded in other comprehensive income are included as a charge or credit to income when the forecasted trans­action is recognized or when hedge accounting is discontinued as the criteria are no longer met.

At the inception of the transaction, the group documents the relationship between hedging instruments and hedged items and its risk management objectives and strategy for undertaking various hedging transactions. The group also documents its assessment, both at hedge inception and on an ongoing basis, of whether the derivatives that are used in hedging transactions are highly effective in offsetting changes in fair values or cash flows of hedged items.

31.12 Offsetting financial assets and liabilities

Financial assets and liabilities are offset and the net amount reported in the balance sheet when there is a legally enforceable right to offset the recognized amounts, and there is an intention to settle on a net basis or realize the asset and settle the liability simultaneously.

31.13 Inventories

Raw materials, supplies and consumables are stated at the lower of cost or net realizable value. Finished products and work in progress are stated at the lower of production cost or net realizable value. Production cost includes the costs of materials, direct and indirect manufacturing costs, and contract-related costs of development. Inventories are valued by reference to weighted average costs. Provisions are made for slow-moving and excess inventories.

31.14 Trade receivables

Trade and other accounts receivable are recognized initially at fair value and subsequently measured at amortized cost, less allowances for doubtful trade accounts receivable.

The allowance for doubtful trade accounts receivable is based on expected credit losses. These are based on historical observed default rates over the expected life of the trade receivables and are adjusted for forward-looking information such as development of gross domestic product (GDP).

31.15 Cash and cash equivalents

Cash and cash equivalents comprise bills, postal giros and bank accounts, together with other short-term highly liquid investments with a maturity of three months or less from the date of acquisition. Bank overdrafts are reported within borrowings in the current liabilities.

31.16 Share capital

Ordinary shares are classified as equity. Costs directly attributable to the issue of ordinary shares and share options are recognized as a deduction from equity, net of any tax effects. When share capital is repurchased, the amount of the consideration paid, which includes directly attributable cost, is net of any tax effects and is recognized as a deduction from equity. Repurchased shares are classified as treasury shares and are presented as a deduction from total equity. When treasury shares are sold or reissued subsequently, the amount received is recognized as an increase in equity and the resulting surplus or deficit on the transaction is transferred to/from retained earnings.

31.17 Trade payables

Trade payables and other payables are stated at face value. The respective value corresponds approx­imately to the amortized cost.

31.18 Borrowings

Financial debt is stated at fair value when initially recognized, after recognition of transaction costs. In subsequent periods, it is valued at amortized cost. Any difference between the amount borrowed (after deduction of transaction costs) and the repayment amount is reported in the income statement over the duration of the loan using the effective interest method. Borrowings are classified as current liabilities unless the group has an unconditional right to defer settlement of the liability for at least 12 months after the balance sheet date.

31.19 Current and deferred income taxes

The current income tax charge comprises the expected tax payable or receivable on the taxable income or loss for the year and any adjustment to the tax payable or receivable in respect of previous years. It is calculated on the basis of the tax laws enacted or substantively enacted at the balance sheet date in the countries where the group operates and generates taxable income. The management periodically evaluates positions taken in tax returns with respect to situations in which applicable tax regulations are subject to interpretation and establishes provisions where appropriate on the basis of amounts expected to be paid to the tax authorities.

The liability method is used to provide deferred taxes on all temporary differences between the tax base of assets and liabilities and their carry­ing amounts in the consolidated financial statements. Deferred taxes are valued by applying tax rates (and regulations) substantially enacted on the balance sheet date or any that have essentially been legally approved and are expected to apply at the time when the deferred tax asset is realized or the deferred tax liability is settled.

Income tax is recognized in profit or loss except to the extent that it relates to items recognized directly in equity or other comprehensive income, in which case it is recognized directly in equity or other comprehensive income.

Deferred tax assets are recognized for unused tax losses and deductible temporary differences to the extent that it is probable that a taxable profit will be available against which they can be used. Deferred tax liabilities arising as a result of temporary differences relating to investments in subsidiaries and asso­ciated companies are applied, unless the group can control when temporary differences are reversed and it is unlikely that they will be reversed in the foreseeable future.

31.20 Employee benefits

a) Defined benefit plans

The group’s net obligation in respect of defined benefit plans is calculated separately for each plan by estimating the amount of future benefit that employees have earned in the current and prior periods, discounting that amount using interest rates of high-quality corporate bonds that are denominated in the currency in which the benefits will be paid and deducting the fair value of any plan assets.

The calculation of defined benefit assets/obligations is performed annually by a qualified actuary using the projected unit credit method. When the calculation results in a potential asset for the group, the recognized asset is limited to the present value of economic benefits available in the form of any future refunds from the plan or reductions in future contributions to the plan. To calculate the present value of economic benefits, consideration is given to any applicable minimum funding requirements.

Remeasurements of the net defined benefit liability, which comprise actuarial gains and losses, the return on plan assets (excluding interest income on plan assets), and the effect of the asset ceiling (if any, excluding interest), are recognized immediately in other comprehensive income. The group determines the net interest expense/(income) on the net defined benefit liability/(asset) for the period by applying the discount rate used to measure the defined benefit obligation at the beginning of the annual period to the then net defined benefit liability/(asset), taking into account any changes in the net defined benefit liability/(asset) during the period as a result of contributions and benefit payments. Net interest expenses and other expenses related to defined benefit plans are recognized in the income statement.

When the benefits of a plan are changed or when a plan is curtailed, the resulting change in benefit that relates to past service or the gain or loss on curtailment is recognized immediately in the income statement. The group recognizes gains and losses on the settlement of a defined benefit plan when the settlement occurs.

b) Defined contribution plans

Defined contribution plans are defined as pure savings plans, under which the employer makes certain contributions into a separate legal entity (fund) and does not have a legal or an extendible (constructive) liability to contribute any additional amounts in the event this entity does not have enough funds to pay out benefits. A “constructive” commitment exists when it can be assumed that the employer will voluntarily make additional contributions in order not to endanger the relationship with its employees. Company contributions to such plans are considered in the income statement as personnel expenses.

c) Other employee benefits

Some subsidiaries provide other employee benefits such as early retirement benefits or jubilee gifts to their employees. Early retirement benefits are defined as termination benefits for employees accepting voluntary redundancy in exchange for those benefits. Jubilee gifts are other long-term benefits. For example, in Switzerland, the group makes provisions for jubilee benefits based on a Swiss local directive. The provisions are reported in the category “Other employee benefits”.

Short-term benefits are payable within 12 months after the end of the period in which the employees render the related employee service. In the case of liabilities of a long-term nature, the discounting effects and employee turnover are to be taken into consideration.

Obligations to employees arising from restructuring measures are included under the category “Restruc­turing provisions”.

31.21 Share-based compensation

The group operates one equity-settled, share-based payment plan. The restricted share plan (RSP) covers the members of the Board of Directors.

The fair value of the employee services received in exchange for the grant of the share units is recognized as a personnel expense with a corresponding increase in equity. The total amount expensed is recognized over the vesting period, which is the period over which the specified service conditions are expected to be met.

The fair value of the restricted share units (RSUs) granted for services rendered is measured at the medmix Ltd closing share price at grant date, and discounted over the vesting period using a discount rate that is based on the yield of Swiss government bonds with maturities matching the duration of the vesting period. Participants are not entitled to dividends declared during the vesting period. The grant date fair value of the RSUs is consequently reduced by the present value of dividends expected to be paid during the vesting period.

The group accrues for the expected cost of social charges in connection with the allotment of shares under the RSP. The dilutive effect of the share-based awards is considered when calculating diluted earnings per share.

31.22 Provisions

Provisions are recognized when the group has a present legal or constructive obligation as a result of past events, it is probable that an outflow of resources will be required to settle the obligation and the amount can be reliably estimated. Restructuring provisions comprise employee termination payments. Provisions are not recognized for future operating losses. Where there are a number of similar obligations, the likelihood that an outflow will be required is determined by considering the class of obligation as a whole. A provision is recognized even if the likelihood of an outflow with respect to a single item included in the class of obligations may be small.

Provisions are measured at the present value of the expenditures expected to be required to settle the obligation using a pretax rate that reflects current market assessments of the time value of money and the risks specific to the obligation. The increase in the provision due to the passage of time is recognized as interest expense.

31.23 Revenue

Revenue comprises the fair value of the consideration received or receivable for the sale of goods and rendering of services in the ordinary course of the group’s activities. This includes standard products (off the rack) and configured and engineered or tailor-made products. Revenues are shown net of value-added tax, returns, rebates and discounts and after eliminating revenues within the group.

The core principle is that revenues are recognized at an amount that reflects the consideration to which the group expects to be entitled in exchange for transferring goods or services to a customer.

Revenues are recognized when (or as) the group satisfies a performance obligation by transferring a promised good or service (i.e., an asset) to a customer. An asset is transferred when (or as) the customer obtains control of that asset.

A customer obtains control of a good or service if it has the ability to direct the use of, and obtain substantially all of the remaining benefits from, that good or service (e.g., use, consume, sale, hold). A customer could have the future right to direct the use of the asset and obtain substantially all of the benefits from it (i.e., upon making a prepayment for a specified product).

There are two methods to recognize revenues:

  • Point in time method (PIT): revenue recognition when the performance obligation is satisfied at a certain point in time
  • Over time method (OT): revenues, costs and profit margin recognition in line with the progress of the project

The group determines at contract inception whether control of each performance obligation transfers to a customer over time or at a point in time. Arrangements where the performance obligations are satisfied over time are not limited to services arrangements. The assessment of whether control transfers over time or at a point in time is critical to the timing of revenue recognition.

Point in time method (PIT)

A performance obligation is satisfied at a point in time if none of the criteria for satisfying a performance obligation over time is met. Revenues are recognized when (or as) the customer obtains control of that asset (depending on incoterms). The following points indicate that a customer has obtained control of an asset:

  • The entity has a present right to payment
  • The customer has legal title
  • The customer has physical possession
  • The customer has the significant risks and rewards of ownership
  • The customer has accepted the asset

For contracts applying the point in time method, the transfer of risks and rewards of ownership (depending on international commercial terms) typically depicts the transfer in control most appropriately.

Over time method (OT)

Revenues are recognized over time if any of the following is met:

  • The customer simultaneously receives/consumes as the group performs.
  • The group creates/enhances an asset and the customer controls it during this process.
  • The created asset has no alternative use and the group has an enforceable right to payment (including reasonable profit margin) for performance up to date if the customer terminates the contract for convenience.

The over time method is based on the percentage of costs to date compared with the total estimated contract costs (cost-to-cost method). In rare cases, other methods, such as a milestones method, may be used for a particular project, assuming that the stage of completion can be better estimated than by applying the cost-to-cost method. Work progress of sub-suppliers is considered to determine the stage of completion. If circumstances arise that may change the original estimates of revenues, costs or the extent of progress toward completion, estimates are revised. These revisions may result in increases or decreases in estimated revenues or costs, and are reflected in income in the period in which the circumstances that give rise to the revision become known by management.

The income statement contains a share of revenues, including an estimated share of profit. The balance sheet includes the corresponding contract assets if the assets exceed the advance payments from the customer of the project. When it appears probable that the total costs of an order will exceed the expected income, the total amount of expected loss is recognized immediately in the income statement.

Contract classification per business area

Revenues are measured based on the consideration specified in a contract with a customer. Revenues are recognized over time if any of the conditions above is met. If none of the criteria for satisfying a performance obligation over time is met, revenues are recognized at a point in time.

The following table provides information about the nature and timing of the satisfaction of performance obligations in contracts with customers, and the related revenue recognition method.

Contract classification

 

Characteristics

 

Typical revenue recognition method

 

 

 

 

Created asset has alternative use or the group has no enforceable right to payment (including reasonable profit margin) for performance up to date if the customer terminates the contract for convenience

 

Created asset has no alternative use and the group has enforceable right to payment (including reasonable profit margin) for performance up to date if the customer terminates the contract for convenience

Healthcare

 

 

 

 

 

 

 

 

— Off-the-shelf articles of stock materials (production to stock)

 

 

 

 

Standard orders

 

— Made-to-order articles

 

PIT

 

n/a

 

 

— Highly customized products that are tailor-made to customers’ specifications

 

 

 

 

Developmental projects for drug delivery devices and medical instruments

 

— Multistage process that generally includes design, development and industrialization capability phases

 

PIT

 

OT

Consumer & Industrial

 

 

 

 

 

 

 

 

— Off-the-shelf articles of stock materials (production to stock)

 

 

 

 

Standard orders

 

— Made-to-order articles

 

PIT

 

n/a

Disaggregation of revenues

In the segment information (note 3), revenues are disaggregated by:

  • Business areas (group’s reportable segments)
  • Geographical regions
  • Market segments and business areas

Payment terms

The group’s general terms and conditions of supply require payments within 30 days after the invoice date.

Other payment terms may apply if otherwise defined in the customer contract, the purchase order, the respective change order or the quotation.

Variable considerations

If the consideration promised in a contract includes a variable amount (e.g., liquidated damages, early payment discount, volume discounts), the group estimates the amount of consideration to which the group will be entitled in exchange for transferring the promised goods or services to a customer. The amount of the variable consideration is estimated by using either of the following methods, depending on which method the group expects will better predict the amount of consideration to which it will be entitled: the expected value method or the most likely amount method. The method selected is applied consistently throughout the contract and to similar types of contracts when estimating the effect of uncertainty on the amount of variable consideration to which the group is entitled.

The group’s general terms and conditions of supply foresee the following warranty periods. Except in cases where the scope of supply is limited to services only, the warranty period ends on the earliest of the dates below:

  • After 12 months from the initial operation of the scope of supply
  • After 18 months from delivery of the scope of supply
  • In the event that delivery is delayed or impeded for reasons beyond the supplier’s control, after 18 months from the date of the supplier’s notification that the scope of supply is ready for dispatch

Where the scope of supply is limited to services only, the warranty period ends six months after completion of such services.

If the group fails to meet the delivery date for more than two calendar weeks due to reasons for which the group is directly responsible, and provided that the purchase order expressly provides liquidated damages for such failure, the purchaser is entitled to demand that the group pay liquidated damages at the rate stated in the purchase order.

The group’s obligation for warranties, liquidated damages and other obligations is accounted for as a variable consideration in the revenues and recognized as a provision.

Allocation of the transaction price

To allocate the transaction price to each performance obligation on a relative stand-alone, selling price basis, the group determines the stand-alone selling price at contract inception of the distinct good or service underlying each performance obligation in the contract and allocates the transaction price in proportion to those stand-alone selling prices. If the stand-alone selling price is not directly observable, then the group estimates the amount with the expected cost-plus-margin method.

31.24 Assets and disposal groups held for sale

A non-current asset or a group of assets is classified as “held for sale” if its carrying amount will be recovered principally through a sale transaction rather than through continuing use. For this to be the case, the management must be committed to sell the assets, the assets must be actively marketed for sale, and the sale must be expected to be completed within one year. A non-current asset or a group of assets classified as “held for sale” will be measured at the lower of its carrying amount or fair value less selling cost.

31.25 Dividend distribution

Dividend distribution to the shareholders of medmix Ltd is resolved upon decision at the Annual General Meeting and will be paid in the same reporting period.

32 Subsequent events after the balance sheet date

32 Subsequent events after the balance sheet date

Subsequent events have been considered for adjustment of disclosure up to February 21, 2022, the date these consolidated financial statements were authorized for issue.

33 Subsidiaries

33 Subsidiaries 

 

 

Subsidiary

 

Equity participation

 

Registered capital (including paid-in capital in the USA)

 

Direct participation by medmix Ltd

 

Research and development

 

Production and engineering

 

Sales

 

Service

Europe

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Switzerland

 

Sulzer Mixpac AG, Haag

 

100%

 

CHF 100’000

 

 

 

 

 

 

 

 

 

Applicator Systems AG, Zug 1)

 

100%

 

CHF 100’000

 

 

 

 

 

 

 

 

 

Czech Republic

 

Haselmeier s.r.o., Dnesice

 

100%

 

CZK 50’200’000

 

 

 

 

 

 

 

 

 

Germany

 

Sulzer APS Deutschland Holding GmbH, Bechhofen

 

100%

 

EUR 870’000

 

 

 

 

 

 

 

 

 

 

 

 

Geka GmbH, Bechhofen

 

100%

 

EUR 878’600

 

 

 

 

 

 

 

 

Sulzer Mixpac Deutschland GmbH, Kiel

 

100%

 

EUR 26’000

 

 

 

 

 

 

 

 

Haselmeier GmbH, Stuttgart

 

100%

 

EUR 2’027’700

 

 

 

 

 

 

 

UK

 

Sulzer Mixpac (UK) Ltd., Hungerford

 

100%

 

GBP 1’000’000

 

 

 

 

 

 

 

 

Poland

 

Sulzer Mixpac Poland Sp. z o.o., Nowa Wies Wroclawska

 

100%

 

PLN 5’000

 

 

 

 

 

 

 

 

 

North America

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

USA

 

Sulzer Mixpac USA Inc., Salem, New Hampshire

 

100%

 

USD 100

 

 

 

 

 

 

 

 

 

 

 

Geka Manufacturing Corporation, Elgin, Illinois

 

100%

 

USD 603’719

 

 

 

 

 

 

 

 

 

Sulzer APS US Holding Inc., Salem, New Hampshire 1)

 

100%

 

USD 1’000

 

 

 

 

 

 

 

 

 

 

 

 

Haselmeier Inc., Lowell, Massachusetts

 

100%

 

USD 1

 

 

 

 

 

 

 

 

 

Central and South America

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Brazil

 

Geka do Brasil Indústria e Comércio de Embalagens Ltda., Cotia

 

100%

 

BRL 15’009’794

 

 

 

 

 

 

 

Asia

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

India

 

Haselmeier India Pvt. Ltd., Bengaluru

 

100%

 

INR 32’309’720

 

 

 

 

 

 

 

 

 

People’s Republic of China

 

Sulzer Applicators System Shanghai Ltd., Shanghai 1)

 

100%

 

CHF 1’000’000

 

 

 

 

 

 

 

 

 

1) Established in 2021.