Notes to the consolidated interim financial statements

1 Group accounting principles 

General information

Bystronic AG is a stock company incorporated under Swiss law and is domiciled in Zurich. The class A registered shares have been listed on the SIX Swiss Exchange since May 3, 2021 (symbol: BYS); previously under the name Conzzeta AG (symbol: CON). The Board of Directors approved the consolidated interim financial statements 2022 on July 20, 2022.

Accounting principles

The consolidated interim financial statements cover the period from January 1, 2022, to June 30, 2022 and were prepared in accordance with Swiss GAAP FER (Accounting and Reporting Recommendations) and Swiss GAAP FER 31 “Complementary Recommendations for listed entities”. These consolidated interim financial statements do not include all the information and disclosures contained in the consolidated annual financial statements and should thus be read in conjunction with the consolidated annual financial statements as of December 31, 2021. The accounting principles of the consolidated financial statements as of December 31, 2021 have been applied unchanged.

The figures contained in the consolidated interim financial statements are unaudited.

Consolidation

The consolidated interim financial statements include the financial statements of Bystronic AG and of all companies directly or indirectly controlled by Bystronic AG, through investments with more than 50% of the votes or by other means. These group companies are fully consolidated. Investments in associates (at least 20%, but less than 50% of the voting rights) are accounted for under the equity method. Securities held as non-current assets are valued at acquisition cost, less any necessary value adjustments.

The assets and liabilities of companies that are included in the consolidation for the first time are measured at fair value. Goodwill arising from this revaluation is offset against equity. First-time consolidations take effect on the date on which control is acquired, deconsolidations on the date on which control is relinquished. When companies are sold or liquidated, the goodwill offset against equity is recycled in the income statement.

Significant estimates made by management

In preparing the consolidated interim financial statements, certain assumptions are made which affect the accounting basis to be used and the amounts reported as assets, liabilities, income and expenses and the presentation of these amounts. The management did not make any new material assumptions or estimates in the consolidated interim financial statements compared with those made in the consolidated annual financial statements as of December 31, 2021.

Influence of the Coronavirus pandemic

The coronavirus pandemic had an impact on Bystronicʼs business performance in the first half of 2021. The business units, which operate in different sectors and markets, were affected to varying degrees. The Board of Directors and the Executive Committee have analyzed the possible scenarios depending on the further course of the pandemic and have defined and initiated corresponding measures. The situation eased in most markets in the first half of 2022. China was severely affected by the pandemic in the first half of the year and was subject to temporary lockdowns.

2 Segment information

Order intake

Order intake is an important performance indicator. An order is recognized when a sales contract is signed, an initial down payment is received and the products ordered by the customer have been placed at the production plants.

Net sales

The following overview shows the segment net sales divided into Bystronic and discontinued operations.

With reference to the recommendation for listed companies (FER 31/8), Bystronic refrains from disclosing segment results in the interest of the shareholders for the following reasons:

• Impairment of negotiating positions:
  The disclosure of segment results would allow conclusions to be drawn about the pricing, which could significantly affect Bystronic’s negotiating positions.

• Competitive disadvantage compared to competitors:
  Bystronic’s competitors do not disclose segment information and detailed segment results. The disclosure of segment results would put Bystronic in a competitive disadvantage compared to its competitors as the results allow conclusions to be drawn about the margin and cost situation per segment.

3 Discontinued operations

On December 9, 2019, Bystronic (reported before the change of name by the holding company Conzzeta AG) announced the decision of the Board of Directors to focus the group on the Bystronic business unit. The other business units were sold by June 30, 2021. The activities of FoamPartner and Mammut which were not sold in the comparative period are allocated to discontinued operations. There are no more discontinued operations in the first half of 2022.

As of March 31, 2021, Bystronic sold the FoamPartner activities to Recticel, the Belgian polyurethane chemicals specialist based in Brussels and listed on Euronext (REC). The year 2022 includes neither net sales nor operating profit, while the comparative period covers three months. The transaction resulted in a loss on sale of CHF 80.1 million, which was recognized as “Other operating expenses” in the year 2021. The remaining purchase price receivable of CHF 20.0 million is a deferred purchase price payment recognized as “Other receivables” in the year 2021 and was paid in January 2022. On the remaining purchase price receivable, a currency loss of CHF 0.3 million resulted. The loss on sale includes goodwill in the amount of CHF 152.2 million, which was offset against equity at the time of the acquisition.

As of June 30, 2021, Bystronic sold the Mammut Sports Group business unit to Telemos Capital, an investment company based in London (UK). The year 2022 includes neither net sales nor operating profit, while the comparative period comprises six months. The transaction resulted in a loss on sale of CHF 0.3 million, which was recognized in the position “Other operating expenses” in the year 2021. The transaction included an earn-out structure of up to CHF 45.0 million. Due to the earn-out related result as of December 31, 2021, no fair value for the earn-out is included in the loss on sale. The parties also agreed on an interest-bearing vendor loan of CHF 60.0 million, which will be repaid by the buyer by January 2027 at the latest and has been recognized together with the accrued interest of CHF 1.7 million under “Financial assets”.

4 Changes in the scope of consolidation

4.1 Changes in the previous year

• On March 26, 2021, Bystronic acquired Kurago Software S.L., Bilbao, Spain. The purchase price was CHF 0.5 million. The transaction resulted in goodwill of CHF 0.5 million, which was offset against equity. Cash and cash equivalents of CHF 1.2 million were acquired.
• As of March 31, 2021, Bystronic sold the activities of FoamPartner.
• As of June 30, 2021, Bystronic sold the business unit Mammut Sports Group.

4.2 Changes in the current year

• As of January 1, 2022, FMG Verfahrenstechnik AG, Sulgen (Switzerland) was merged with Bystronic Laser AG, Niederönz (Switzerland).
• On June 8, 2022, Bystronic sold the company OOO Bystronic Laser, Moscow (Russia). With the sale, cash and cash equivalents in the amount of CHF 0.6 million were disposed of.

5 Seasonality

Bystronic’s activities are not subject to any significant seasonal fluctuations.

6 Dividends

At the Annual General Meeting on April 26, 2022, a dividend of CHF 60.00 per class A registered share and CHF 12.00 per class B registered share was approved. The dividend distribution amounted to CHF 124.1 million.

7 Exchange rates

8 Events after the balance sheet date

There are no events after the balance sheet date that require an adjustment to the assets and liabilities recognized in the balance sheet or require disclosure.