ANNUAL REPORT 2020

Notes to the Financial Statements of feintool international holding ag

as at December 31, 2020

Principle

General

Feintool International Holding AG has its headquarters in Lyss, Switzerland. The 2020 financial statements were prepared in accordance with the provisions of Swiss accounting law (Art. 32 of the Swiss Code of Obligations). The main applied valuation principles that are not required by law are described in the following.

Treasury shares

Treasury shares are recognized at the time of acquisition at cost as a minus line item in equity. In the event of resale, the profit or loss is taken to equity and reported under free retained earnings.

Capital participation plans

Treasury shares are used for share-based payments to the Board of Directors and employees. They are recognized at a fixed price in the regulations for the issue and transferred to the entitled beneficiary. The corresponding expense including social security contributions is reported in personnel expenses.

Leases

In accordance with the principle of substance over form, all of the company’s leases and rental agreements with third parties are recognized on the balance sheet from, with the exception of short-term contracts (12 months or less) and low-value assets. The right-of-use asset is capitalized on the balance sheet. Afterwards, the right-of-use asset is amortized on a straight-line basis from the date of commencement to the end of the lease term unless ownership of the underlying asset is transferred to the company at the end of the lease term or the cost of the lease reflects the fact that the company will exercise a purchase option. In this case, the right-of-use asset is amortized over its useful economic life, which is determined in accordance with the rules for property, plant, and equipment. Upon initial recognition, the right-of-use asset is measured at the present value of the lease liability upon commencement of the lease term. The lease liability corresponds to the present value of future lease payments discounted at an average interest rate of 1.3 % and reduced by the amortization payments.

Short-term leases (<1 year) and low-value leases continue to be recognized under other operating expenses in each accounting period in which resulting expenses are incurred.

Intercompany rental and lease agreements continue to be recognized as rental and lease expenses in each accounting period in which resulting expenses are incurred. This means that the right-of-use asset leased under such contracts is not capitalized, nor is a lease liability recognized. A total of kCHF 147 is recognized as an expense from such contracts in the income statement for 2020 (previous year kCHF 192).

Omission of cash flow statement and additional information in the Notes to the Financial Statements

Feintool International Holding AG prepares its consolidated financial statements in accordance with a recognized standard for accounting (IFRS) and consequently omits additional disclosures in the Notes to the Financial Statements and a report on the cash flow statement in these financial statements as set forth in the statutory provisions.

1 Trade and other receivables

12/31/2020

12/31/2019

in CHF 1 000

in CHF 1 000

Accounts receivable – third parties

672

383

Accounts receivable – intercompany

3 305

5 948

Interest bearing receivable – intercompany 1)

3 851

1 132

Total trade and other receivables

7 828

7 463

1) Interest bearing receivable related to zero balance cash pools

2 prepaid expenses and accrued income

12/31/2020

12/31/2019

in CHF 1 000

in CHF 1 000

Prepaid expenses – third parties

1 632

1 424

Prepaid expenses – intercompany

10

51

Total prepaid expenses and accrued income

1 641

1 475

3 property, plant and equipment

3.1 Own property, plant and equipment

12/31/2020

12/31/2019

in CHF 1 000

in CHF 1 000

Furniture and fixtures

4

25

Automotive

2

Other fixed assets

4

46

Total property, plant and equipment

8

72

3.2 Property, plant and equipment in lease

12/31/2020

12/31/2019

in CHF 1 000

in CHF 1 000

Right of use on buildings

258

515

Other Right of use assets

23

87

Total right of use assets

281

602

In accordance with the principle of substance over form, leases are recognized on the balance sheet beginning since the 2019 financial year, which includes all rental and lease contracts with third parties with the exception of short-term contracts (12 months or less) and low-value assets.

4 intangible assets

12/31/2020

12/31/2019

in CHF 1 000

in CHF 1 000

Cost for research and development

1 949

2 045

Software

28

Other intangible assets

9

Total intangible assets

1 977

2 054

5 financial assets

12/31/2020

12/31/2019

in CHF 1 000

in CHF 1 000

Financial assets – intercompany

148 976

154 174

Total financial assets

148 976

154 174

6 investments

Company

Locations, country

Capital

Proportion of capital and voting rights as of December 31, 2020

Proportion of capital and voting rights as of December 31, 2019

Consoli dation method

Feintool International Holding AG

Lyss, CH

CHF

49 148 420

100 %

100 %

Full

Feintool Automotive System Parts (Tianjin) Co. Ltd. 1)

Tianjin, CN

EUR

26 350 000

100 %

100 %

Full

Feintool Engineering Co. Ltd.

Atsugi, J

JPY

400 000 000

100 %

100 %

Full

Feintool Fineblanking Technology (Shanghai) Co., Ltd.

Shanghai, CN

USD

2 500 000

100 %

100 %

Full

Feintool Holding GmbH

Bayreuth, GER

EUR

818 000

100 %

100 %

Full

Feintool System Parts Ettlingen GmbH

Ettlingen, GER

EUR

766 937

100 %

100 %

Full

Feintool System Parts Jena GmbH

Jena, GER

EUR

3 068 000

100 %

100 %

Full

Feintool System Parts Obertshausen GmbH

Obertshausen, GER

EUR

1 000 000

100 %

100 %

Full

Feintool System Parts Oelsnitz GmbH

Oelsnitz, GER

EUR

550 000

100 %

100 %

Full

Feintool System Parts Ohrdruf GmbH 2)

Ohrdruf, GER

EUR

2 556 000

100 %

100 %

Full

Stanzwerk Jessen GmbH

Frankfurt, GER

EUR

3 000 000

100 %

100 %

Full

Feintool System Parts Jessen GmbH

Jessen, GER

EUR

1 000 000

100 %

100 %

Full

Jela Immobilien GmbH

München, GER

EUR

25 000

100 %

100 %

Full

Vireo Verwaltungsgesellschaft mbH 3)

Jena, GER

EUR

245 340

n/a

100 %

Full

Feintool Japan Co. Ltd

Atsugi, J

JPY

225 000 000

100 %

100 %

Full

Feintool Precision System Parts (Taicang) Co. Ltd.

Taicang, CN

USD

20 800 000

100 %

100 %

Full

Feintool System Parts Lyss AG

Lyss, CH

CHF

3 100 000

100 %

100 %

Full

Feintool System Parts Most s.r.o.

Most, CZ

CZK

100 000 000

100 %

100 %

Full

Feintool Technologie AG

Lyss, CH

CHF

2 000 000

100 %

100 %

Full

Feintool (Chongquing) Technology Co. Ltd. in Liq. 4)

Chongquing, CN

USD

61 000

n/a

100 %

Full

Feintool U.S. Operations, Inc. 5)

Cincinnati, USA

USD

6

100 %

100 %

Full

Feintool Cincinnati, Inc. 5)

Cincinnati, USA

USD

500

100 %

100 %

Full

Feintool Equipment Corp. 5)

Cincinnati, USA

USD

100

100 %

100 %

Full

Feintool New York, Inc. 5)

White Plains, USA

USD

1000

100 %

100 %

Full

One Holland Ave. Development LLC

Cincinnati, USA

USD

100 %

100 %

Full

Feintool Tennessee, Inc.

Nashville, USA

USD

100 %

100 %

Full

HL Holding AG

Lyss, CH

CHF

100 000

100 %

100 %

Full

1) Feintool Automotive System Parts (Tianjin) Co. Ltd. carried out a capital increase in the amount of EUR 3.85 million in the financial year.

2) Feintool Holding GmbH holds a 60 % stake in Feintool System Parts Ohrdruf GmbH. The remaining 40 % is held by Feintool International Holding AG.

3) On November 22, 2019, Jela Immobilien GmbH purchased a 90 % interest in Vireo Verwaltungsgesellschaft mbH from HL Holding AG. On May 6, 2020, Jela Immobilien GmbH acquired the remaining 10 % interest in Vireo Verwaltungsgesellschaft mbH from HL Holding AG. Effective October 16, 2020, Jela Immobilien GmbH (absorbing entity) and Vireo Verwaltungsgesellschaft mbH (absorbed entity) were merged.

4) On May 9, 2020, the company Feintool (Chongquing) Technology Co. Ltd. which was placed in liquidation on January 1, 2015, has been removed from the commercial register.

5) The total paid-up capital of Feintool U.S. Operations, Inc., Feintool Cincinnati, Inc., Feintool Equipment Corp., and Feintool New York, Inc., was incorrectly disclosed under “Capital” in previous years. The current figures reflect these companies’ nominal capital. No equity transactions were carried out at these companies in either 2019 or 2020.

7 Current interest-bearing liabilities

12/31/2020

12/31/2019

in CHF 1 000

in CHF 1 000

Current interest bearing liabilities – third parties

13 519

13 572

Current interest bearing liabilities – intercompany 1)

24 136

45 306

Current leasing liabilities

286

314

Total current interest bearing liabilities

37 941

59 193

1) Interest bearing liabilities related to zero balance cash pools.

8 trade and other current payables

12/31/2020

12/31/2019

in CHF 1 000

in CHF 1 000

Current liabilities – third parties

682

1 015

Current liabilities – related parties

159

204

Current liabilities – intercompany

31

Current liabilities – governing bodies

51

47

Trade and other payables

923

1 266

9 accrued expenses and deferred income

12/31/2020

12/31/2019

in CHF 1 000

in CHF 1 000

Accruals for salary, bonus, overtime

1 307

986

Outstanding accounts payable

1 055

1 162

Tax accruals

188

Accrued expenses – intercompany

140

961

Total accrued expenses and deferred expense

2 690

3 109

10 Non-current financial liabilities

12/31/2020

12/31/2019

in CHF 1 000

in CHF 1 000

Non-current interest bearing liabilities – third parties 1)

63 732

44 501

Non-current leasing liabilities

294

Total non-current interest bearing liabilities

63 732

44 795

1) On June 13, 2017, Feintool signed a CHF 90 million syndicated loan agreement in cash loans with six banks and a term until June 13, 2022. On May 17, 2018, this contract was extended and will now run until June 13, 2023. In March 2020, it became apparent that Feintool was likely to breach individual financial covenants in its financial agreements over the course of 2020. In June 2020, Feintool signed an amendment to the agreement with the banks concerned that essentially increases the credit line by CHF 30 million to CHF 120 million and suspends the critical covenants until December 30, 2021. In their place, covenants relating to minimum profitability requirements and “available funds” (liquid funds and unused credit lines) were added to the agreement. As of December 31, 2020, CHF 63.7 million of the syndicated loan had been used (previous period: CHF 44.5 million). Any drawdowns by subsidiaries are guaranteed by Feintool International Holding AG up to a maximum amount of CHF 99 million.

11 non-current Provisions

Non-current provisions include provisions for insurance payments in the amount of kCHF 541 (previous year kCHF 490) and provisions for anniversary benefits of kCHF 108 (previous year kCHF 107).

12 share capital

12.1 Share capital

12/31/2020

12/31/2019

Number/CHF

Number/CHF

Number of shares

4 914 842

4 914 842

Nominal value

10

10

Share capital

49 148 420

49 148 420

12.2 General legal reserves from capital contributions

The statutory reserves from capital contributions include the premium from capital increases, less the previous dividend distributions. The distribution from reserves from capital contributions is treated in the same way as the repayment of capital for tax purposes. The Swiss Federal Tax Administration (FTA) has confirmed that the reported reserve from capital contributions is recognized as a capital contribution pursuant to Art. 5 (1bis) Swiss Withholding Tax Act.

13 Conditional capital – employee stock option plan

The disclosure of the conditional capital is represented in section 24.2 of the Notes to the Financial Statements.

14 AUTHORIZED SHARE CAPITAL

The disclosure of authorized share capital is reported in section 24.3 of the Notes to the consolidated financial statements.

15 treasury shares

The disclosure of the treasury shares is represented in section 24.4 of the Notes to the Financial Statements.

16 operating income

2020

2019

in CHF 1 000

in CHF 1 000

Operating income – third party

75

861

Income from intercompany services

24 556

30 430

thereof licenses and patents

13 771

18 875

thereof other management services

3 205

3 045

thereof IT services

5 186

5 907

thereof internal services, building maintenance/services and staff restaurant

1 006

1 221

thereof other intercompany services

1 388

1 382

Total operating income

24 631

31 291

17 financial income

2020

2019

in CHF 1 000

in CHF 1 000

Interest income – third party

33

20

Interest income – intercompany

2 587

2 535

Foreign exchange gains

13 516

20 975

Total financial income

16 136

23 530

18 personnel expenses

2020

2019

in CHF 1 000

in CHF 1 000

Salaries and wages1)

5 955

6 334

Social security contribution1)

868

799

Other personnel expenses

989

597

Total personnel expenses

7 812

7 730

Feintool International Holding AG employed 35 staff at the end of the year (previous year 33; calculated in Full Time Equivalents and incl. Apprentices and trainees).

1) In the 2020 financial year, Feintool International Holding AG received short-time work compensation in the amount of kCHF 70. Of this total, kCHF 65 is recognized in wages and salaries and kCHF 5 in social security contributions.

19 other operating expenses

2020

2019

in CHF 1 000

in CHF 1 000

Research and development

2 485

2 895

Patents and licenses

246

312

Corporate communication and investor relations

495

564

Information technology

3 711

3 364

Consulting

816

1 392

Rent

196

234

Staff restaurant

191

327

Capital tax

-309

Other expenses

230

415

Total other operating expenses

8 370

9 193

20 financial expenses

2020

2019

in CHF 1 000

in CHF 1 000

Interest expense – third party

1 449

776

Other financial expenses – third party 1)

763

540

Foreign exchange losses

15 731

23 066

Total financial expenses

17 942

24 382

1) Besides bank charges, other financial expenses include lead syndication commissions (annual amortization of establishing cost for the syndicated loan), valuation expenses from currency hedges and market making costs.

21 Prior-period Expenses

Prior-period expenses relates to prior-period expenses from intercompany services.

22 Contingent liabilities in favor of third parties

31.12.2020

31.12.2019

in CHF 1 000

in CHF 1 000

Guarantees and warranties for investments

16 157

27 200

Subordination clauses in favor of subsidiaries

6 955

955

Joint and several liability as regards cash pooling

p.m.

p.m.

Joint and several liability as regards Swiss VAT group

p.m.

p.m.

On July 15, 2016, a promissory note was issued in the amount of EUR 65 million. The issuer, with a guarantee from Feintool International Holding AG, is Feintool Holding GmbH based in Germany.

23 Major shareholders

The disclosure of the major shareholders is represented in section 31 of the Notes to the Financial Statements.

24 SHAREHOLDINGS OF GROUP MANAGEMENT AND THE BOARD OF DIRECTORS INCLUDING RELATED PARTIES

12/31/2020

12/31/2019

Number of registered shares

Number of registered shares

Alexander von Witzleben, Chairman of the Board of Directors 1)

40 057

35 057

Christian Mäder, Deputy Chairman of the Board of Directors from April 30, 2020 on 2)

Dr. Marcus Bollig, Member of the Board of Directors from April 30, 2020 on 2)

Norbert Indlekofer, Member of the Board of Directors

Heinz Loosli, Member of the Board of Directors

781

3 481

Total Board of Directors

40 838

38 538

Knut Zimmer, CEO

6 030

3 746

Dr. Thomas F. Bögli, CFO

4 713

4 047

Total Group Management

10 743

7 793

Total other employees

756

566

1) Held directly and indirectly; the 5 000 shares with a value of CHF 276 000 as remuneration for the 2020 financial year were assigned on January 4, 2021.

2) The General Meeting on April 30, 2020, elected Christian Mäder and Dr. Marcus Bollig to the Board of Directors.

The shares are valued at a price of CHF 55.20 (previous year: CHF 61.80) as of December 31, 2020. This results in a total value of kCHF 2 889 (previous year: kCHF 2 898).

25 Liabilities to employee benefit plans

There was no liability to the pension fund as of December 31, 2020 (previous year kCHF 0).

26 Events after the balance sheet date

There were no significant events after the balance sheet date.

27 PROPOSAL by THE BOARD OF DIRECTORS

The Board of Directors proposes to the General Meeting to refrain from distributing a dividend and to carry forward the 2020 annual results to new account.

12/31/2020

in CHF

Retained earnings brought forward

102 493 855

Result for the year

1 268 085

Available earnings

103 761 940

Gain Carryforward

103 761 940

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