Notes on the financial statements of CPH Group AG
Notes
1. Loans granted to group companies
Loans granted to group companies decreased by CHF 157.7 million in 2024. The reduction is primarily attributable to the spinning-off of the Paper Division with effect from 25 June 2024.
2. Investments
1 held directly by CPH Group AG
2 until 18 September 2023: 92 % of CNY 90 million; see Note 32 to the consolidated financial statements
3 acquired on 29 April 2024; see Note 33 to the consolidated financial statements
4 BRL 124 million capital increase effective 9 December 2024
5 spin-off of Paper Division effective 25 June 2024; see Note 34 to the consolidated financial statements
6 founded with a share capital of CHF 0.3 million on 20 March 2024
7 founded on 6 September 2023
3. Interest-bearing liabilities
Interest-bearing liabilities include an unsecured short-term bank loan which was procured to finance the acquisition of Sorbchem India Pvt. Ltd. and the spinning-off of the Paper Division.
4. Share capital
The share capital of CHF 0.9 million consists of 6 000 000 registered shares of CHF 0.15 nominal value. Share capital was reduced by CHF 0.3 million from its previous CHF 1.2 million (and the shares’ nominal value by CHF 0.05 from the previous CHF 0.20 per share) with the spin-off of the Paper Division effective 25 June 2024.
5. Treasury shares
A total of 7 390 (prior year: 6 863) treasury shares were purchased in 2024 at an average purchase price of CHF 67.88 (prior year: CHF 85.54) per share. A total of 129 treasury shares were sold in the year under review (prior year: none) at an average sale price of CHF 83.40 per share. A total of 2 465 (prior year: 1 016) shares with a vesting period of three years (with no further performance, profit or other vesting conditions) were definitively awarded in 2024 in the form of share-based remuneration. The resulting personnel expense at a share price on assignment of CHF 84.73 (prior year: CHF 88.54) per share amounted to CHF 0.2 million (prior year: CHF 0.1 million). A further 3 426 (prior year: 1 017) treasury shares were transferred to group companies for their share-based remuneration at an average transaction value of CHF 84.73 (prior year: CHF 88.54) per share.
6. Number of full-time-equivalent employees
The average number of employees (in full-time equivalents) was below ten in both the year under review and the prior year.
7. Off-balance-sheet leasing obligations
As at the balance sheet date and as at the prior-year balance sheet date, there were no off-balance-sheet leasing obligations.
8. Guarantees to third parties
Total guarantees for obligations to third parties amount to CHF 19.2 million (prior year: CHF 11.8 million). As in the prior year, CPH Group AG continues to provide a guarantee of up to CHF 10.0 million for the obligations of Zeochem AG, Rüti (Switzerland) towards Canton Zurich in respect of the lake bed clean-up in Uetikon (Switzerland): see also Note 20, Provisions in the notes to the consolidated financial statements. Further guarantees totalling CHF 9.2 million exist for group companies’ liabilities (prior year: CHF 1.8 million).
9. Contingent liabilities
Under the corresponding group taxation provisions, CPH Group AG is jointly and severally liable for the value-added tax obligations of its Swiss-domiciled companies.
10. Asset transfers
One group company transferred assets of CHF 125 million to CPH Group AG under a contractual agreement of 16 May 2024 in preparation for the spinning-off of the Paper Division. CPH Group AG also transferred assets of CHF 180 million to a group company under a contractual agreement of 10 June 2024 to the same end. These asset transfers had no impact on employees.
11. Events after the balance sheet date
No events occurred between the balance sheet date and 18 February 2025, the date of the approval and release for publication of these annual financial statements by the Board of Directors, which would require adjustments to the company’s assets, equity and liabilities or would need to be disclosed here. These financial statements are also subject to the approval of the Annual General Meeting of 18 March 2025.