Notes
The present financial statements have been prepared in accordance with the regulations on commercial accounting and reporting given in the Swiss Code of Obligations. Securities (marketable securities with a stock exchange price) as well as derivative financial instruments are recognized at fair value. All other assets are stated at historical cost less necessary impairments.
The company does not have any employees (PY none).
The SFS Group AG is incorporated and domiciled in Heerbrugg, municipality of Widnau/SG, Switzerland and owns the following investments:
2024 | 2023 | |||
Share capital | Participation in %1 | Share capital | Participation in %1 | |
SFS Group International AG, Heerbrugg, municipality of Widnau, Switzerland | 5.4 | 100.0 | 5.4 | 100.0 |
SFS Group Schweiz AG, Heerbrugg, municipality of Widnau, Switzerland | 12.6 | 100.0 | 12.6 | 100.0 |
1Each share represents one voting right
The significant indirect shareholdings are disclosed in note 5.2 of the consolidated financial report.
The share capital is divided into 38,900,000 registered shares (PY 38,900,000 registered shares) each with a par value of CHF 0.10. No conversion and option rights have been issued (PY none).
As of December 31, 2024, SFS Group AG and its subsidiaries hold 34,407 treasury shares (PY 13,406). In the reporting period 33,500 treasury shares (PY 25,000) were purchased at an average transaction price of CHF 120.8 (PY CHF 102.0) and 12,499 treasury shares (PY 24,422) were disposed of at an average transaction price of CHF 110.4 (PY CHF 106.0) due to share-based compensation or employee share purchase programs.
The following tables provide information with regard to the shareholdings of the Board members:
Number of shares Board of Directors | 12/31/2024* | 12/31/2023 |
Thomas Oetterli, Chair, non-executive, independent member | 14,340 | 11,840 |
Peter Bauschatz, non-executive, independent member | 2,060 | 1,560 |
Tanja Birner, non-executive, independent member since April 2024 | 500 | n/a |
Nick Huber, non-executive member** | 117,932 | 117,232 |
Urs Kaufmann, non-executive, independent member | 13,340 | 12,840 |
Manuela Suter, non-executive, independent member | 2,540 | 2,040 |
Fabian Tschan, non-executive member** | 2,687,533 | 2,687,033 |
Jörg Walther, non-executive, independent member | 8,220 | 7,720 |
Total | 2,846,465 | 2,840,265 |
*Including number of shares of persons living in the same household
**Member family shareholders
Shares, granted during the reporting period, are disclosed in the compensation report.
Number of shares Group Executive Board | 12/31/2024* | 12/31/2023 |
Jens Breu, Chief Executive Officer | 35,920 | 33,870 |
Arthur Blank, Head of Corporate HR & Communications, Head of Construction division until 2023 | 17,035 | 16,235 |
Volker Dostmann, Chief Financial Officer | 3,121 | 2,571 |
Thomas Jung, Head of Construction division since 2024 | 1,970 | n/a |
Walter Kobler, Head of Medical & Industrial Specials division | 25,026 | 24,415 |
Urs Langenauer, Head of Automotive division since 2024, Head of Riveting division until 2023 | 5,491 | 5,091 |
George Poh, Head of Electronics division | 51,417 | 50,567 |
Iso Raunjak, Head of Distribution & Logistics Switzerland division | 2,313 | 1,913 |
Martin Reichenecker, Head of Distribution & Logistics International division | 2,580 | 1,830 |
Alfred Schneider, Head of Automotive division until 2023 | n/a | 19,655 |
Claude Stadler, Head of Corporate Services** until 2023 | n/a | 393,716 |
Total | 144,873 | 549,863 |
*Including number of shares of persons living in the same household
**Member family shareholders
Shares, granted during the reporting period, are disclosed in the compensation report.
The disclosed statutory capital reserve of SFS Group AG amounts to CHF 83,504,892.60 (PY CHF 132,122,251.35). Based on a resolution of the Annual General Meeting 2024, the statutory capital reserve was distributed to the shareholders in the amount of CHF 48,617,358.75. The Federal Tax Administration (FTA) has not approved CHF 12,858,791.85 of the statutory capital reserve (capital expenses resulting from the IPO 2014 as well as from the capital increase 2022). In this context, the SFS Group AG is still of the opinion that the share premium before deduction of the IPO and capital expenses qualify to the full extent as a statutory capital reserve.
Apart from the warranty obligations there are no contingent liabilities.
12/31/2024 | 12/31/2023 | |
Guarantee obligations to Group companies in favor of third parties | 687.9 | 651.3 |
Guarantee obligations to related parties in favor of third parties | 8.4 | 11.1 |
of which used | 114.1 | 210.5 |
Nominal value in CHF million | Interest rate in % | Term | Expiration at nominal value |
250.0 | 1.00 | 2022–2025 | 06/06/2025 |
150.0 | 1.45 | 2022–2027 | 06/08/2027 |
In connection with the financing of the Hoffmann SE acquisition, SFS Group issued two bonds in June 2022. The total volume amounts to CHF 400 million. Bonds are recognized in the balance sheet at nominal value. Deviations from the nominal value in the case of below or above-par issues are offset with the emission costs and recognized as accruals and deferrals and afterwards reversed on a straight-line basis over the term of the bonds.
SFS is not aware of any events that occurred after the balance sheet date that could have a material impact on the financial statements for the financial year ended December 31, 2024.