Financial Statements HUBER+SUHNER AG

Notes to Financial Statements

1 General

1General

The financial statements of HUBER+SUHNER AG, domiciled in Herisau, are prepared in accordance with the Swiss Code of Obligations (OR).

2 Accounting policies

2Accounting policies

2.1General

These financial statements were prepared in accordance with the commercial accounting provisions of the Swiss Code of Obligations. The accounting of major balance sheet and income statement positions is disclosed hereinafter.

2.2Foreign currency translation

All assets and liabilities denominated in foreign currencies are converted into Swiss francs at the year-end exchange rates according to the imparity principle. Income and expenses as well as transactions in foreign currencies are converted at the conversion rate valid at the transaction date. The resulting foreign exchange differences are recognised in the income statement.

2.3Revenue recognition

Revenues from the sale of products are recognised when the risks and rewards of the sold products have been transferred to the customer.

2.4Trade receivables

Trade receivables are measured at amortised cost less allowances. Indications of impairment are substantial financial problems on the customer side, a declaration of bankruptcy or a material delay in payment. In addition, a fiscally permitted allowance is recognised in the remaining trade receivables.

2.5Inventories

Inventories are stated at the lower of cost and net realisable value. The cost of goods comprises direct material and production costs and related production overheads. The valuation of the inventory is based on standard costs that are verified annually. Slow-moving and obsolete stock that have insufficient inventory turns are systematically revaluated, either partly or fully. In addition, a fiscally permitted allowance is recognised in the remaining inventories.

2.6Property, plant, equipment and intangible assets

Property, plant, equipment and intangible assets are stated at the purchased or manufactured cost less fiscally permitted accumulated depreciation. If there are indications that the carrying amount is overstated, property, plant, equipment and intangible assets are reviewed for impairment and, where necessary, written down to the recoverable amount.

2.7Investments in subsidiaries

Investments are initially recognised at cost. Investments are assessed annually and individually.

2.8Provisions

Provisions are made for warranties, personnel expenses, restructuring costs, as well as legal and other miscellaneous operational risks that meet the recognition criteria. They are recognised when the company has a present legal or constructive obligation as a result of past events and if it is more likely than not that an outflow of resources will be required to settle the obligation and the amount can be reliably estimated. Warranty provisions are generally measured and recognised based on experience values. Additional provisions may be made if permitted under tax regulations.

2.9Treasury shares

Treasury shares are stated at acquisition cost and presented as a negative position in the shareholders’ equity. No subsequent valuation is made. If the treasury shares are later disposed of, the resulting gain or loss is recognised in the reserves.

3 Details to individual positions

Financial Statements HUBER+SUHNER AG

3Details to individual positions

3.1Other operating income

Other operating income includes income from other activities such as the sale of scrap, miscellaneous services, the capitalisation of internally produced capital goods, the release of provisions and miscellaneous, not periodical, operating revenues from third parties.

3.2Income and expense from investments

Income from investments includes dividend payments from subsidiaries in the amount of TCHF 44 997 (previous year: TCHF 25 602). Expense corresponds to an impairment recognized at the amount TCHF 3200. No impairments of investments have been reversed (previous year: no recognition or reversal).

3.3Extraordinary income

Extraordinary income results from the reduction of deferred purchase price liability on an acquisition at the amount of TCHF 252 (previous year: none).

3.4Inventories

in CHF 1 000

 

31.12.2021

 

31.12.2020

 

 

 

 

 

Raw materials and supplies

 

12 653

 

9 999

Work in progress

 

7 157

 

6 221

Semi-finished and finished goods

 

61 644

 

49 756

Inventory provision

 

(42 404)

 

(38 196)

Total

 

39 050

 

27 780

3.5Property, plant, equipment and intangible assets

in CHF 1 000

 

31.12.2021

 

31.12.2020

 

 

 

 

 

Land

 

6 225

 

6 225

Buildings

 

35 116

 

36 931

Technical equipment and machinery

 

20 960

 

27 743

Other equipment

 

629

 

863

Assets under construction

 

18 677

 

26 266

Investment property

 

2 080

 

2 080

Intangible assets

 

21 910

 

19 674

Total

 

105 597

 

119 782

3.6Investments in subsidiaries

Directly and indirectly held subsidiaries are listed in chapter Group Companies of the Group Financial Statements.

3.7Share capital

Both at 31 December 2021 and at 31 December 2020 the share capital was composed of 20 200 000 registered shares, with a nominal value of CHF 0.25 each.
The composition of capital stock is disclosed in the Notes to the Group Financial Statements (see Note 27).

The company holds 893 140 treasury shares (726 640 treasury stock, 141 500 treasury shares as part of the running share buyback programme 2021, 25 000 other treasury shares for remuneration purposes).

On 29 October 2021 HUBER+SUHNER AG launched a share buyback programme over a maximum period of three years, for up to 5 % of the registered shares. The shares are being repurchased via a second trading line on the SIX Swiss Exchange for the purpose of capital reduction.

3.8Treasury shares

 

 

2021

 

2020

 

 

 

 

 

Number at 1.1.

 

727 640

 

735 140

Purchases

 

196 425

 

22 133

Allotment

 

(30 925)

 

(29 633)

Number at 31.12.

 

893 140

 

727 640

For details of transactions and balances relating to treasury shares see note 27 of the Notes to Group Financial Statements.

4 Contingent liabilities

4Contingent liabilities

in CHF 1 000

 

31.12.2021

 

31.12.2020

 

 

 

 

 

Parent guarantee for long-term lease

 

6 429

 

6 202

5 Liabilities to pension funds

5Liabilities to pension funds

in CHF 1 000

 

31.12.2021

 

31.12.2020

 

 

 

 

 

Total liabilities to pension funds

 

 

62

6 Net release of undisclosed reserves

6Net release of undisclosed reserves

in CHF 1 000

 

2021

 

2020

 

 

 

 

 

Total net release of undisclosed reserves

 

 

17 710

7 Significant shareholders / shareholdings of Board of Directors and of Executive Group Management

7Significant shareholders / shareholdings of Board of Directors and of Executive Group Management

Shares of votes and capital

 

31.12.2021

 

31.12.2020

 

 

 

 

 

EGS Beteiligungen AG

 

9.24%

 

9.23%

S. Hoffmann-Suhner

 

6.18%

 

6.18%

Huwa Finanz- und Beteiligungs AG

 

3.25%

 

3.25%

Metrohm AG

 

n/a

 

10.62%

Norges Bank (the Central Bank of Norway)

 

n/a

 

3.40%

n/a = not applicable (no significant shareholder anymore)

Information about published disclosure notices in accordance with Article 20 BEHG are included in Corporate Governance, chapter 1.2 Significant shareholders.

According to the Ordinance against Excessive Compensation in Listed Companies (OaEC), which has been in force since 1 January 2014, details of compensation for members of the Board of Directors and Executive Group Management are presented in a separate Compensation Report (see Compensation Report).
In accordance with Article 663c of the Swiss Code of Obligations (OR), shareholdings in the company by members of Board of Directors and by members of Executive Group Management are as follows:

Shareholdings of Board of Directors

(Number of shares at 31 December 2021)

 

Own shares

 

Shares of close family members

 

Total shares

 

Of which non-restricted shares

 

Of which restricted shares 2)

 

Total share of votes 3)

 

 

 

 

 

 

 

 

 

 

 

 

 

U. Kaufmann

 

Chairman

 

89 200

 

500

 

89 700

 

45 700

 

44 000

 

0.46%

B. Kälin

 

Deputy Chairman

 

24 500

 

 

24 500

 

12 500

 

12 000

 

0.13%

M. Bütler

 

Member

 

6 000

 

 

6 000

 

2 400

 

3 600

 

< 0.10 %

R. Seiffert

 

Member

 

13 433

 

 

13 433

 

9 833

 

3 600

 

< 0.10 %

J. Walther

 

Member

 

6 000

 

 

6 000

 

 

6 000

 

< 0.10 %

F. Studer 1)

 

Member

 

 

 

 

 

 

Total shareholdings BoD 2021

 

139 133

 

500

 

139 633

 

70 433

 

69 200

 

0.72%

Shareholdings of Board of Directors

(Number of shares at 31 December 2020)

 

Own shares

 

Shares of close family members

 

Total shares

 

Of which non-restricted shares

 

Of which restricted shares 2)

 

Total share of votes 3)

 

 

 

 

 

 

 

 

 

 

 

 

 

U. Kaufmann

 

Chairman

 

86 200

 

600

 

86 800

 

39 800

 

47 000

 

0.45%

B. Kälin

 

Deputy Chairman

 

22 500

 

 

22 500

 

12 500

 

10 000

 

0.12%

M. Bütler

 

Member

 

4 800

 

 

4 800

 

1 200

 

3 600

 

< 0.10 %

R. Seiffert

 

Member

 

12 233

 

 

12 233

 

8 633

 

3 600

 

< 0.10 %

J. Walther

 

Member

 

4 800

 

 

4 800

 

 

4 800

 

< 0.10 %

F. Studer 1)

 

Member

 

 

 

 

 

 

Total shareholdings BoD 2020

 

130 533

 

600

 

131 133

 

62 133

 

69 000

 

0.67%

1) The figures stated do not include the participation of EGS Beteiligungen AG, where F. Studer is a member of the executive board and Investment Director. Further information on the shareholdings by EGS Beteiligungen AG is provided in this Note above.

Shareholdings of Executive Group Management

(Number of shares at 31 December 2021)

 

Own shares

 

Shares of close family members

 

Total shares

 

Of which non-restricted shares

 

Of which restricted shares 2)

 

Total share of votes 3)

 

 

 

 

 

 

 

 

 

 

 

 

 

U. Ryffel

 

CEO

 

34 100

 

 

34 100

 

20 100

 

14 000

 

0.18%

R. Bolt

 

Member

 

14 570

 

 

14 570

 

2 570

 

12 000

 

< 0.10 %

D. Nixon

 

Member

 

10 330

 

 

10 330

 

1 530

 

8 800

 

< 0.10 %

P. Stolz

 

Member

 

4 970

 

 

4 970

 

70

 

4 900

 

< 0.10 %

J. Walter

 

Member

 

 

 

 

 

 

< 0.10 %

I. Wechsler

 

Member

 

17 600

 

 

17 600

 

3 600

 

14 000

 

< 0.10 %

Total shareholdings EGM 2021

 

81 570

 

 

81 570

 

27 870

 

53 700

 

0.42%

Shareholdings of Executive Group Management

(Number of shares at 31 December 2020)

 

Own shares

 

Shares of close family members

 

Total shares

 

Of which non-restricted shares

 

Of which restricted shares 2)

 

Total share of votes 3)

 

 

 

 

 

 

 

 

 

 

 

 

 

U. Ryffel

 

CEO

 

29 100

 

 

29 100

 

15 100

 

14 000

 

0.15%

R. Bolt

 

Member

 

12 570

 

 

12 570

 

2 570

 

10 000

 

< 0.10 %

F. Landolt

 

Member

 

4 140

 

 

4 140

 

40

 

4 100

 

< 0.10 %

D. Nixon

 

Member

 

8 330

 

 

8 330

 

180

 

8 150

 

< 0.10 %

P. Riederer

 

Member

 

7 200

 

 

7 200

 

1 600

 

5 600

 

< 0.10 %

P. Stolz

 

Member

 

6 695

 

 

6 695

 

1 920

 

4 775

 

< 0.10 %

M. Strasser

 

Member

 

4 100

 

 

4 100

 

200

 

3 900

 

< 0.10 %

I. Wechsler

 

Member

 

15 600

 

 

15 600

 

3 600

 

12 000

 

< 0.10 %

Total shareholdings EGM 2020

 

87 735

 

 

87 735

 

25 210

 

62 525

 

0.45%

2) Shares with remaining lock-in periods of up to 10 years

3) Shares in % of shares entitled to a dividend

Allotted number of shares to:

 

 

2021

 

2020

 

 

 

 

 

Board of Directors

 

7 250

 

10 100

Executive Group Management

 

13 150

 

18 250

Employees

 

4 375

 

2 875

Allotted shares

in CHF 1 000

 

2021

 

2020

 

 

 

 

 

Expensed amount in Income Statement

 

2 155

 

2 183

Outstanding shares are effectively assigned in the following year; for members of Board of Directors and Executive Group Management, the issue is subject to approval by the Annual General Meeting. The expense amount in the Income Statement is based on the year-end 2021 share price of CHF 87.00 (previous year: CHF 69.90).

8 Full-time positions

Financial Statements HUBER+SUHNER AG

8Full-time positions

As in the previous year, HUBER+SUHNER AG had over 250 full-time-equivalent employees in 2021.

9 Leasing obligations not recorded in the balance sheet

9Leasing obligations not recorded in the balance sheet

At the balance sheet date there are neither short-term obligations with a duration of less than one year (previous year: TCHF 0) nor obligations in excess of one year (previous year: no obligations in excess of one year).

10 Events after the balance sheet date

10Events after the balance sheet date

There were no additional events after the balance sheet date which affect the annual results or would require an adjustment to the carrying amounts of HUBER+SUHNER AG’s assets and liabilities.

11 Additional disclosures, cash flow statement and management report

11Additional disclosures, cash flow statement and management report

Pursuant to Article 961d para. 1 of the Swiss Code of Obligations, no additional disclosures are made, as HUBER+SUHNER AG prepares Group Financial Statements in accordance with generally accepted accounting principles (Swiss GAAP FER).

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