Notes to the consolidated financial statements - Sulzer Halbjahresbericht 2022

1 General information

– Financial reporting – Notes to the consolidated financial statements

1General information

Sulzer Ltd (the “companyˮ) is a company domiciled in Switzerland. The address of the company’s registered office is Neuwiesenstrasse 15 in Winterthur, Switzerland. The unaudited consolidated interim financial statements for the six months ended June 30, 2022, comprise the company and its subsidiaries (together referred to as the “groupˮ and individually as the “subsidiariesˮ) and the group’s interest in associates and joint ventures. The group specializes in pumping, agitation, mixing, separation and application technologies for fluids of all types. Sulzer was founded in 1834 in Winterthur, Switzerland, and employs around 12’900 people. The company serves clients through a network of 180 production and service sites around the world. Sulzer Ltd is listed on the SIX Swiss Exchange in Zurich, Switzerland (symbol: SUN).

The interim financial statements have been prepared in accordance with the requirements of IAS 34 “Interim financial reporting.ˮ Details of the group’s accounting policies are described in note 15.

2 Significant events and transactions during the reporting period

2Significant events and transactions during the reporting period

The financial position and performance of the group was particularly affected by the following events and transactions during the reporting period:

On April 6, 2022, Sulzer announced that it would significantly reduce its business in Russia, followed by an announcement on May 24, 2022, that it was initiating the process to sell four legal entities in Russia – AO Sulzer Pumps, Sulzer Chemtech LLC, Sulzer Turbo Services Russia LLC and Sulzer Pumps Russia LLC. This decision impacts 322 employees, along with CHF 87.1 million of revenues, representing 2.7% of total sales in 2021. An active program to find a buyer or buyers for the entities is ongoing, with discussions taking place with interested parties, as a result of which the assets and liabilities of these entities have been classified as held for sale for the period ended June 30, 2022. The Groupʼs total net impairment loss on contract assets and trade accounts receivable of CHF 36.8 million includes impairments for contract assets and receivables of CHF 37.9 million attributable to the business in Russia. Write-downs of CHF 88.9 million were recorded on other assets of the Russian business upon the classification as held for sale, and deferred tax assets of CHF 5.4 million were deemed irrecoverable. This impact was offset by a positive foreign exchange effect of CHF 21.0 million arising from movements of unhedged intercompany loans. Further details are provided in note 7, note 8 and note 9.
On May 19, 2022, the group announced its intention to wind down its business in Poland, which consists of two entities; Sulzer Turbo Services Poland and Sulzer Pumps Wastewater Poland. The decision impacts 192 employees, along with CHF 21.5 million of revenues representing 0.6% of total sales in 2021. The group assessed that it no longer controls the two entities, which resulted in a loss from deconsolidation of CHF 6.2 million and wind down costs of CHF 1.6 million. Further details are provided in note 4 and note 8.
Remeasurements of defined benefit plans, net of tax, recorded in other comprehensive income for the interim period amount to CHF –107.0 million. Defined benefit assets amounting to CHF 134.3 million as of December 31, 2021 reduced to zero at the end of the interim period based on a remeasurement of underlying defined benefit plans in Switzerland. The decrease is primarily driven by a change in the effect of the asset ceiling as a result of an increase in the discount rate and is reflected in other comprehensive income, net of the associated tax impact. Reference is made to note 5, Critical accounting estimates and judgements in the consolidated financial statements for the year ended December 31, 2021, documenting assumptions to be used when determining defined benefit assets/obligations.

For a detailed discussion about the group’s performance and financial position please refer to the Business review.

3 Segment information

3Segment information

Segment information by divisions

	Flow Equipment		Services		Chemtech
millions of CHF	2022	2021	2022	2021	2022	2021
Order intake from continuing operations 1)	709.1	626.8	587.9	570.8	437.1	353.9
Nominal growth	13.1%	–15.8%	3.0%	–7.5%	23.5%	10.8%
Currency-adjusted growth	14.0%	–15.3%	2.7%	–5.6%	20.8%	12.8%
Organic growth 2)	13.1%	–20.2%	2.4%	–6.0%	20.9%	12.8%

Order backlog as of June 30 / December 31	877.3	811.5	499.1	479.5	519.7	433.2

Sales recognized at a point in time	415.0	480.7	387.0	441.5	159.9	175.6
Sales recognized over time	216.8	183.2	155.8	84.0	182.1	130.0
Sales from continuing operations 3)	631.9	663.9	542.8	525.5	342.0	305.6
Nominal growth	–4.8%	7.7%	3.3%	–0.5%	11.9%	6.2%
Currency-adjusted growth	–4.4%	8.8%	2.8%	1.3%	9.2%	7.7%
Organic growth 2)	–5.1%	4.4%	2.4%	0.9%	9.8%	7.7%

Operational profit from continuing operations	33.7	33.2	72.2	70.3	33.8	27.7
Operational profitability from continuing operations	5.3%	5.0%	13.3%	13.4%	9.9%	9.1%

Restructuring expenses	–0.4	–0.7	–0.4	–0.7	–0.0	–0.6
Amortization	–13.7	–18.7	–2.5	–2.3	–3.4	–3.2
Impairments on tangible and intangible assets	–2.8	–	–21.4	–0.3	–12.2	–
Non-operational items	–13.2	1.0	–67.0	–0.7	–23.4	–2.8
EBIT from continuing operations	3.7	14.8	–19.0	66.3	–5.3	21.1

Depreciation	–15.6	–16.5	–14.7	–15.6	–7.1	–6.5

Operating assets	1’574.7	1’573.9	977.1	939.5	561.2	552.8
Unallocated assets	–	–	–	–	–	–
Total assets as of June 30 / December 31	1’574.7	1’573.9	977.1	939.5	561.2	552.8

Operating liabilities	733.4	745.0	426.9	403.3	423.0	404.0
Unallocated liabilities	–	–	–	–	–	–
Total liabilities as of June 30 / December 31	733.4	745.0	426.9	403.3	423.0	404.0

Operating net assets	841.3	829.0	550.2	536.2	138.2	148.7
Unallocated net assets	–	–	–	–	–	–
Total net assets as of June 30 / December 31	841.3	829.0	550.2	536.2	138.2	148.7

Capital expenditure (incl. lease assets)	–17.1	–15.1	–23.0	–33.0	–8.4	–9.3

Employees (number of full-time equivalents) as of June 30 / December 31	5’229	5’325	4’446	4’571	3’048	3’734

1) Order intake from external customers.

2) Adjusted for currency and acquisition effects.

3) Sales from external customers.

Segment information by divisions

Total divisions

Others 5)

Total Sulzer

millions of CHF

2022

2021 4)

2022

2021 4)

2022

2021 4)

Order intake from continuing operations 1)

1’734.1

1’551.5

–

1’734.1

1’551.5

Nominal growth

11.8%

–7.7%

–

11.8%

–7.7%

Currency-adjusted growth

11.4%

–6.4%

–

11.4%

–6.4%

Organic growth 2)

10.9%

–8.7%

–

10.9%

–8.7%

    
        Order backlog as of June 30 / December 31
      
        1’896.2
      
        1’724.1
      
        –
      
        –
      
        1’896.2
      
        1’724.1

Sales recognized at a point in time

962.0

1’097.7

–

962.0

1’097.7

Sales recognized over time

554.7

397.3

–

554.7

397.3

Sales from continuing operations 3)

1’516.8

1’495.0

–

1’516.8

1’495.0

Nominal growth

1.5%

4.4%

–

1.5%

4.4%

Currency-adjusted growth

0.9%

5.8%

–

0.9%

5.8%

Organic growth 2)

0.6%

3.8%

–

0.6%

3.8%

Operational profit from continuing operations

139.7

131.2

–3.9

–3.6

135.8

127.6

Operational profitability from continuing operations

9.2%

8.8%

n/a

9.0%

8.5%

Restructuring expenses

–0.8

–1.9

–0.1

0.1

–0.9

–1.8

Amortization

–19.6

–24.2

–0.4

–0.3

–20.0

–24.5

Impairments on tangible and intangible assets

–36.4

–0.3

–

–36.4

–0.3

Non-operational items

–103.6

–2.4

–0.5

–1.0

–104.1

–3.5

EBIT from continuing operations

–20.6

102.3

–4.9

–25.5

97.4

Depreciation

–37.3

–38.6

–1.6

–1.7

–38.8

–40.3

Operating assets

3’112.9

3’066.2

1.2

180.3

3’114.2

3’246.5

Unallocated assets

–

1’645.8

1’763.9

1’645.8

1’763.9

Total assets as of June 30 / December 31

3’112.9

3’066.2

1’647.1

1’944.3

4’760.0

5’010.4

Operating liabilities

1’583.2

1’552.3

29.0

196.8

1’612.2

1’749.1

Unallocated liabilities

–

2’149.0

1’982.0

2’149.0

1’982.0

Total liabilities as of June 30 / December 31

1’583.2

1’552.3

2’177.9

2’178.8

3’761.1

3’731.1

Operating net assets

1’529.7

1’513.9

–27.7

–16.4

1’502.0

1’497.5

Unallocated net assets

–

–503.2

–218.1

–503.2

–218.1

Total net assets as of June 30 / December 31

1’529.7

1’513.9

–530.9

–234.6

998.8

1’279.3

    
        Capital expenditure (incl. lease assets)
      
        –48.5
      
        –57.4
      
        –1.8
      
        –0.8
      
        –50.2
      
        –58.2

    
        Employees (number of full-time equivalents) as of June 30 / December 31
      
        12’722
      
        13’631
      
        192
      
        185
      
        12’914
      
        13’816

1) Order intake from external customers.

2) Adjusted for currency and acquisition effects.

3) Sales from external customers.

4) Comparative information covering the period January 1 to June 30, 2021, has been re-presented due to discontinued operations (details are described in note 6).

5) The most significant activities under “Others” relate to Corporate Center.

For the definition of operational profit from continuing operations, operational profitability from continuing operations, currency-adjusted growth and organic growth, please refer to "supplementary information" in the Sulzer Annual Report 2021.

Information about reportable segments

Operating segments are determined based on the reports reviewed by the Chief Executive Officer that are used to measure performance, make strategic decisions and allocate resources to the segments. The business is managed on a divisional basis and the reported segments have been identified as follows:

Flow Equipment

The Flow Equipment division (renamed in 2021 from Pumps Equipment) specializes in pumping solutions specifically engineered for the processes of its customers. The division provides pumps, agitators, compressors, grinders, screens and filters developed through intensive research and development in fluid dynamics and advanced materials. The focus is on pumping solutions for water, oil and gas, power, chemicals and most industrial segments.

Services

The Services division (renamed in 2021 from Rotating Equipment Services division) provides cutting-edge parts as well as maintenance and repair solutions for pumps, turbines, compressors, motors and generators, through a network of over 100 service sites around the world. The division services Sulzer original equipment, but also all associated third-party rotating equipment run by the customers, maximizing its sustainability and life cycle cost-effectiveness. The division’s technology-based solutions, fast execution and expertise in complex maintenance projects are available at its customers’ doorsteps.

Chemtech

The Chemtech division focuses on innovative mass transfer, static mixing and polymer solutions for chemicals, petrochemicals, refining and LNG. Chemtech also provides ecological solutions such as biobased chemicals, polymers and fuels, recycling technologies for textiles and plastic as well as carbon capture and utilization/storage, contributing to a circular and sustainable economy. The division’s product offering ranges from process components to complete process plants and technology licensing.

Others

Certain expenses related to the Corporate Center are not attributable to a particular segment and are reviewed as a whole across the group. Also included are the eliminations for operating assets and liabilities.

The Chief Executive Officer primarily uses operational profit to assess the performance of the operating segments. However, the Chief Executive Officer also receives information about the segments’ order intake and backlog, sales, and operating assets and liabilities on a monthly basis.

Sales from external customers reported to the Chief Executive Officer are measured in a manner consistent with that in the income statement. There are no significant sales between the segments. No individual customer represents a significant portion of the group’s sales.

Operating assets and liabilities are assets or liabilities related to the operating activities of an entity and contributing to EBIT.

Segment information by region

The allocation of sales from external customers is based on the ship-to location defined by Sulzer’s customer, which does not necessarily correspond with the location of the end customer.

Sales by region

	2022
millions of CHF	Flow Equipment	Services	Chemtech	Total Sulzer
Europe, the Middle East and Africa	303.5	208.0	64.0	575.5
– thereof United Kingdom	9.5	58.3	5.2	73.1
– thereof Germany	47.3	20.6	5.0	72.9
– thereof Saudi Arabia	32.4	8.6	6.6	47.5
– thereof Russia	26.6	8.7	6.3	41.6
– thereof France	13.5	15.3	4.4	33.2

Americas	205.0	265.7	101.1	571.7
– thereof USA	103.4	195.3	69.6	368.3

Asia-Pacific	123.4	69.2	177.0	369.5
– thereof China	90.6	13.3	119.9	223.8

Total	631.9	542.8	342.0	1’516.8

	2021
millions of CHF	Flow Equipment	Services	Chemtech	Total Sulzer 1)
Europe, the Middle East and Africa	313.8	221.5	67.1	602.4
– thereof Saudi Arabia	56.1	11.7	7.2	75.0
– thereof Germany	27.4	25.8	14.7	67.8
– thereof United Kingdom	11.6	53.8	2.4	67.7
– thereof Russia	15.6	13.5	6.6	35.7
– thereof France	13.7	13.6	4.5	31.9

Americas	194.8	232.2	65.5	492.5
– thereof USA	112.6	182.2	41.5	336.2

Asia-Pacific	155.3	71.8	172.9	400.1
– thereof China	115.3	11.4	127.5	254.2

Total	663.9	525.5	305.6	1’495.0

1) Comparative information has been re-presented due to discontinued operations (details are described in note 6).

Segment information by market segment

The following table shows the allocation of sales from external customers by market segment:

Sales by market segment — Flow Equipment

millions of CHF	2022	2021
Energy	216.4	239.9
Water	230.6	233.6
Industry	184.9	190.5
Total Flow Equipment	631.9	663.9

Sales by market segment — Services

millions of CHF	2022	2021
Pumps Services	288.7	283.7
Other Equipment	254.1	241.9
Total Services	542.8	525.5

Sales by market segment — Chemtech

millions of CHF	2022	2021
Chemicals	184.6	178.4
Gas and Refining	66.6	57.8
Services	55.9	47.9
Renewables	25.7	14.3
Water	9.4	7.2
Total Chemtech	342.0	305.6

4 Acquisitions and disposals of subsidiaries

4Acquisitions and disposals of subsidiaries

Cash flow from acquisitions of subsidiaries

millions of CHF	2022	2021
Cash consideration paid	–	–138.4
Contingent consideration paid	–4.1	–0.5
Cash acquired	–	15.0
Total cash flow from acquisitions, net of cash acquired	–4.1	–123.9

Contingent consideration

millions of CHF	2022	2021
Balance as of January 1	5.9	6.6
Assumed in a business combination	–	1.9
Derecognized as discontinued operations	–	–2.2
Payment of contingent consideration	–4.2	–0.5
Currency translation differences	0.2	0.1
Total contingent consideration as of December 31	2.0	5.9
– thereof non-current	–	1.9
– thereof current	2.0	4.0

Balance sheet adjustment as of June 30, 2021

In the second half of 2021, the group re-assessed the accounting treatment of the contingent consideration of the Haselmeier acquisition based on facts and circumstances already existing at the acquisition date on October 1, 2020. Consequently, the group adjusted goodwill and other current and accrued liabilities by CHF 2.2 million as of June 30, 2021.

millions of CHF	As reported 2021	Measurement period adjustment	Adjusted 2021
Goodwill	1’020.3	2.2	1’022.4
Total assets	5’603.9	2.2	5’606.1

Other current and accrued liabilities	823.5	2.2	825.7
Total equity and liabilities	5’603.9	2.2	5’606.1

Disposals of subsidiaries

In the first half year 2022, the group sold its 100% shareholding in the Brazilian subsidiary Sulzer Services Brasil, Triunfo. The disposal resulted in a loss of CHF 0.6 million, including a loss of CHF 1.0 million from the reclassification of currency translation differences into the income statement. The deconsolidation of two Polish subsidiaries resulted in a loss of CHF 6.2 million, including a loss of CHF 1.2 million from the reclassification of currency translation differences into the income statement, the investment retained is valued at zero. The losses are recorded in other operating expenses (see note 8).

millions of CHF	2022	2021
Cash consideration received	7.8	0.4
Cash disposed	–4.7	–
Total cash flow from divestitures, net of cash derecognized	3.1	0.4

5 Financial instruments

5Financial instruments

The following tables present the carrying amounts and fair values of financial assets and liabilities as of June 30, 2022, and December 31, 2021, including their levels in the fair value hierarchy. For financial assets and financial liabilities not measured at fair value in the balance sheet, fair value information is not provided if the carrying amount is a reasonable approximation of fair value.

Fair values are categorized into three different levels in a fair value hierarchy based on the inputs used in the valuation techniques as follows:

The fair value of financial instruments traded in active markets, including the outstanding bonds, is based on quoted market prices at the balance sheet date. Such instruments are included in level 1.

The fair values included in level 2 are based on valuation techniques using observable market input data. These may include discounted cash flow analysis, option pricing models or reference to other instruments that are substantially the same, while always making maximum use of market inputs and relying as little as possible on entity-specific inputs. The fair values of forward contracts are measured based on broker quotes for foreign exchange rates and interest rates.

Fair values measured using unobservable inputs are categorized within level 3 of the fair value hierarchy. This applies particularly to contingent considerations in business combinations.

Contingent considerations are linked to the fulfillment of certain parameters, mainly related to earnout clauses and technology transfer. For more information please refer to note 4.

Fair value table

		June 30, 2022
		Carrying amount						Fair value
millions of CHF	Notes	Fair value hedging instruments	Fair value through profit or loss	Financial assets at fair value through other comprehensive income – equity instruments	Financial assets at amortized cost	Other financial liabilities	Total carrying amount	Level 1	Level 2	Level 3	Total fair value
Financial assets measured at fair value
Other non-current financial assets (at fair value)			9.0	–			9.0	0.3	–	8.7	9.0
Derivative assets – current		17.2					17.2	–	17.2	–	17.2
Current financial assets (at fair value)			1.9	10.5			12.4	12.4	–	–	12.4
Total financial assets measured at fair value		17.2	10.9	10.5	–	–	38.5	12.7	17.2	8.7	38.5

Financial assets not measured at fair value
Other non-current financial assets (at amortized cost)					6.1		6.1
Non-current receivables (excluding non-current derivative assets)					4.4		4.4
Trade accounts receivable					556.1		556.1
Other current receivables (excluding current derivative assets and other taxes)					20.8		20.8
Current financial assets (at amortized cost)					1.5		1.5
Cash and cash equivalents					1’300.6		1’300.6
Total financial assets not measured at fair value		–	–	–	1’889.4	–	1’889.4

Financial liabilities measured at fair value
Derivative liabilities – current		13.8					13.8	–	13.8	–	13.8
Contingent considerations	4		2.0				2.0	–	–	2.0	2.0
Total financial liabilities measured at fair value		13.8	2.0	–	–	–	15.8	–	13.8	2.0	15.8

Financial liabilities not measured at fair value
Outstanding non-current bonds	12					1’164.0	1’164.0	1’109.9	–	–	1’109.9
Other non-current borrowings						0.7	0.7
Other non-current liabilities (excluding non-current derivative liabilities)						1.3	1.3
Outstanding current bonds	12					325.0	325.0	324.9	–	–	324.9
Other current borrowings and bank loans						16.7	16.7
Trade accounts payable						453.6	453.6
Other current liabilities (excluding current derivative liabilities, other taxes and contingent considerations)						376.2	376.2
Total financial liabilities not measured at fair value		–	–	–	–	2’337.4	2’337.4

Fair value table

		December 31, 2021
		Carrying amount						Fair value
millions of CHF	Notes	Fair value hedging instruments	Fair value through profit or loss	Financial assets at fair value through other comprehensive income – equity instruments	Financial assets at amortized cost	Other financial liabilities	Total carrying amount	Level 1	Level 2	Level 3	Total fair value
Financial assets measured at fair value
Other non-current financial assets (at fair value)			8.9	–			8.9	0.3	–	8.6	8.9
Derivative assets – non-current		0.7					0.7	–	0.7	–	0.7
Derivative assets – current		7.0					7.0	–	7.0	–	7.0
Current financial assets (at fair value)			2.0	22.5			24.5	24.5	–	–	24.5
Total financial assets measured at fair value		7.7	10.9	22.5	–	–	41.1	24.8	7.7	8.6	41.1

Financial assets not measured at fair value
Other non-current financial assets (at amortized cost)					9.1		9.1
Non-current receivables (excluding non-current derivative assets)					4.6		4.6
Trade accounts receivable					549.2		549.2
Other current receivables (excluding current derivative assets and other taxes)					18.3		18.3
Current financial assets (at amortized cost)					2.2		2.2
Cash and cash equivalents					1’505.4		1’505.4
Total financial assets not measured at fair value		–	–	–	2’088.8	–	2’088.8

Financial liabilities measured at fair value
Derivative liabilities – non-current		0.8					0.8	–	0.8	–	0.8
Derivative liabilities – current		6.7					6.7	–	6.7	–	6.7
Contingent considerations	4		5.9				5.9	–	–	5.9	5.9
Total financial liabilities measured at fair value		7.5	5.9	–	–	–	13.4	–	7.5	5.9	13.4

Financial liabilities not measured at fair value
Outstanding non-current bonds	12					1’163.8	1’163.8	1’189.5	–	–	1’189.5
Other non-current borrowings						0.8	0.8
Other non-current liabilities (excluding non-current derivative liabilities)						4.6	4.6
Outstanding current bonds	12					325.0	325.0	325.9	–	–	325.9
Other current borrowings and bank loans						20.5	20.5
Trade accounts payable						431.8	431.8
Other current liabilities (excluding current derivative liabilities, other taxes and contingent considerations)						350.9	350.9
Total financial liabilities not measured at fair value		–	–	–	–	2’297.3	2’297.3

6 Discontinued operations

6Discontinued operations

On September 20, 2021, Sulzer Ltd shareholders at their Extraordinary General Meeting approved the 100% spin-off of the Applicator Systems (APS) division (later renamed medmix) through a 1:1 share split, granting Sulzer shareholders one APS share in addition to each Sulzer share held.

The group has therefore separated the financial data for 2021 into “continuing” and “discontinued” operations. Discontinued operations include the operational results from the Applicator Systems division and certain corporate activities attributable to the Applicator Systems division prior to the spin-off on September 20, 2021.

The Applicator Systems division developed and delivered innovative products and services for liquid application and mixing solutions within the healthcare, adhesives and beauty markets through its well-known brands (Mixpac, Transcodent, Cox, medmix, Haselmeier and Geka).

Income statement of discontinued operations

January 1 – June 30

millions of CHF	2022	2021
Sales	–	228.3
Cost of goods sold	–	–136.5
Gross profit from discontinued operations	–	91.8
Selling and distribution expenses	–	–19.6
General and administrative expenses	–	–21.9
Research and development expenses	–	–12.2
Net impairment loss on contract assets and trade accounts receivable	–	–0.1
Other operating income / (expenses), net	–	–6.7
Operating income (EBIT) from discontinued operations	–	31.3
Interest and securities income	–	0.0
Interest expenses	–	–4.1
Other financial income / (expenses), net	–	0.1
Income before income tax expenses from discontinued operations	–	27.3
Income tax expenses	–	–1.7
Net income from discontinued operations, net of tax	–	25.6
Earnings per share discontinued operations (in CHF)
Basic earnings per share, discontinued operations	–	0.76
Diluted earnings per share, discontinued operations	–	0.75

Segment information of discontinued operations

January 1 – June 30

millions of CHF	2022	2021
Order intake 1)	–	268.9
Nominal growth	–	67.9%
Currency-adjusted growth	–	69.4%
Organic growth 2)	–	53.3%

Order backlog as of June 30	–	124.8

Sales recognized at a point in time	–	226.5
Sales recognized over time	–	1.8
Sales 3)	–	228.3
Nominal growth	–	37.5%
Currency-adjusted growth	–	38.4%
Organic growth 2)	–	25.8%

Operational profit	–	44.0
Operational profitability	–	19.3%

Restructuring expenses	–	–0.2
Amortization	–	–11.2
Impairments on tangible and intangible assets	–	–0.6
Non-operational items	–	–0.8
Operating income (EBIT)	–	31.3

Depreciation	–	–13.8

Capital expenditure (incl. lease assets)	–	–18.1

1) Order intake from external customers.

2) Adjusted for currency and acquisition effects.

3) Sales from external customers.

Re-presented consolidated income statement 2021

January 1 – June 30

millions of CHF	2021 as originally presented 1)	Adjustments	2021 adjusted
Sales	1’723.3	–228.3	1’495.0
Cost of goods sold	–1’184.9	136.5	–1’048.4
Gross profit	538.5	–91.8	446.6
Selling and distribution expenses	–173.0	19.6	–153.4
General and administrative expenses	–194.2	21.9	–172.3
Research and development expenses	–42.7	12.2	–30.5
Net impairment loss on contract assets and trade accounts receivable	–2.7	0.1	–2.6
Other operating income / (expenses), net	2.8	6.7	9.6
Operating income (EBIT)	128.7	–31.3	97.4
Interest and securities income	1.7	3.4	5.1
Interest expenses	–13.1	0.7	–12.4
Other financial income / (expenses), net	–2.0	–0.1	–2.1
Share of gains / (losses) of associates	–1.1	–	–1.1
Income before income tax expenses	114.2	–27.3	86.9
Income tax expenses	–27.9	1.7	–26.2
Net income from continuing operations	86.3	–25.6	60.8
Net income from discontinued operations, net of tax	–	25.6	25.6
Net income	86.3	–	86.3
- thereof attributable to shareholders of Sulzer Ltd	85.7	–	85.7
- thereof attributable to non-controlling interests	0.7	–	0.7

1) Aligned with the presentation of the consolidated income statement of the current year, net impairment loss on contract assets and trade accounts receivable previously included in selling and distribution expenses, is presented separately.

7 Disposal group held for sale

7Disposal group held for sale

On May 24, 2022, the group announced its intention to exit the Russian market and initiated an active program to find a buyer for four legal entities in the country. The Russian business is comprised of entities with operations in the reporting segments Flow Equipment, Services and Chemtech and includes two service centers and one production facility. Negotiations are ongoing with potential buyers, with deal closure expected in late 2022 or early 2023, pending finalization of negotiations and obtainment of any required regulatory approvals. The assets and associated liabilities of these operations expected to be transferred as part of a sale have therefore been classified as held for sale in the interim period ending 30 June, 2022.

A disposal group classified as held for sale is measured at the lower of its carrying amount and fair value less costs to sell. Upon the classification as held for sale, write-downs of CHF 88.9 million were recorded, with CHF 32.2 million recorded in other operating expenses, CHF 38.8 million in cost of goods sold, CHF 15.7 million in general and administrative expenses, and CHF 2.2 million in the income tax expenses line. The write-downs include mainly impairments of goodwill, other intangible assets, property, plant and equipment, and write-down of inventory. The fair value less costs to sell reflects the estimated net selling price of the disposal group; the estimate is based on the current status of discussions with potential buyers.

Other comprehensive income as of June 30, 2022, includes CHF 4.3 million to be reclassified to the income statement at the date of the sale. The assets and liabilities classified as held for sale as of June 30, 2022, are presented in the following table:

millions of CHF		2022
Cash and cash equivalents		41.5
Trade accounts receivable		0.9
Total assets of disposal group held for sale		42.4

Non-current lease liabilities		0.5
Other non-current liabilities		0.2
Current borrowings and lease liabilities		0.3
Current provisions		2.4
Trade accounts payable and contract liabilities		3.6
Contract liabilties		26.2
Other current and accrued liabilites		9.2
Total liabilities of disposal group held for sale		42.4

Whereas the cash and cash equivalents classified as held for sale can be used without restriction in the respective country, they are not available for general use by other entities within the group.

8 Other operating income and expenses

8Other operating income and expenses

millions of CHF	2022	2021 1)
Gain from sale of property, plant and equipment	7.5	1.0
Operating currency exchange gains, net	–	2.5
Other operating income	9.1	10.6
Total other operating income	16.6	14.1

Restructuring expenses	–0.9	–1.8
Impairments on tangible and intangible assets	–36.4	–0.3
Cost for mergers and acquisitions	–0.4	–2.3
Loss from sale of property, plant and equipment	–2.8	–0.0
Loss from deconsolidation of subsidiaries	–6.7	–0.0
Operating currency exchange losses, net	–9.9	–
Total other operating expenses	–57.2	–4.5

Total other operating income / (expenses), net	–40.6	9.6

1) Comparative information has been re-presented due to discontinued operations (details are described in note 6).

Other operating income includes income from litigation cases, government grants and incentives, and recharges to third parties not qualifying as sales from customers. In 2021, other operating income included income from charges to the discontinued operation APS division (later renamed medmix) for corporate support functions and centrally procured indirect spend utilized by medmix of CHF 5.2 million.

The loss from deconsolidation of subsidiaries includes a loss of CHF 6.2 million resulting from the deconsolidation of two subsidiaries in Poland and a loss of CHF 0.6 million from the disposal of a subsidiary in Brazil (see note 4).

For the period ended June 30, 2022, the group recognized impairments of CHF 36.4 million (first half of 2021: CHF 0.3 million). Impairments of CHF 4.2 million (first half of 2021: CHF 0.3 million) were recorded based on performed impairment tests on production machines and facilities. Impairments of CHF 32.2 million on goodwill, other intangible assets, and property, plant and equipment were recorded in connection with the classification of the business in Russia as held for sale and the write-down to fair value less costs to sell (see note 7).

The functional allocation of the total restructuring expenses and impairments is estimated as follows: cost of goods sold CHF –24.8 million (first half of 2021: CHF –0.6 million), selling and distribution expenses CHF –6.7 million (first half of 2021: CHF –0.2 million), general and administrative expenses CHF –5.8 million (first half of 2021: CHF –1.3 million).

9 Financial income and expenses

9Financial income and expenses

millions of CHF	2022	2021 1)
Interest and securities income	3.3	5.1
Interest income on employee benefit plans	0.2	0.0
Total interest and securities income	3.5	5.1
Interest expenses on borrowings and lease liabilities	–11.7	–11.0
Interest expenses on employee benefit plans	–1.5	–1.4
Total interest expenses	–13.2	–12.4
Total interest income / (expenses), net	–9.7	–7.2

Fair value changes	9.1	–8.1
Other financial expenses	–1.1	–0.5
Currency exchange gains / (losses), net	10.3	6.5
Total other financial income / (expenses), net	18.3	–2.1

Total financial income / (expenses), net	8.5	–9.4
- thereof fair value changes on financial assets at fair value through profit and loss	9.1	–8.1
- thereof interest income on financial assets at amortized costs	3.3	5.1
- thereof other financial expenses	–1.1	–0.5
- thereof currency exchange gains / (losses), net	10.3	6.5
- thereof interest expenses on borrowings	–10.8	–10.0
- thereof interest expenses on lease liabilities	–0.9	–1.0
- thereof interest expenses on employee benefit plans	–1.3	–1.4

1) Comparative information has been re-presented due to discontinued operations (details are described in note 6).

Total financial income amounted to CHF 8.5 million, compared with financial expenses of CHF 9.4 million in the first half of 2021.

The fair value changes are largely related to derivative financial instruments that are classified as financial assets or financial liabilities at fair value through profit and loss and that are used as hedging instruments to hedge foreign exchange risks.

Currency exchange gains/losses, are mainly related to foreign currency differences of non-operating assets and liabilities recorded at the prevailing rate at the time of acquisition (or preceding year-end closing rate) as against the current balance sheet rate. It includes a positive foreign exchange effect of CHF 21.0 million arising on unhedged intercompany loans to Russian entities prior to their classification as held for sale.

10 Income taxes

10Income taxes

Income tax expenses comprise current and deferred tax. The reported effective income tax rate amounts to 166.4%, compared with 24.4% for the six months ended June 30, 2021, and reflects a pro-rated calculation of the projected full year charge based upon the accounting policy for current and deferred income taxes in note 34 of the consolidated financial statements for the year ended December 31, 2021. The effective income tax rate for 2022 was significantly influenced by write-offs and other losses of business in Russia and Poland impacting income before income tax expenses with no corresponding reduction in the projected tax charge. The June 30, 2022 tax charge also includes write-off of CHF 2.2 million current income tax receivables and the reversal of deferred tax assets of CHF 5.4 million, both related to the Russian businesses.

11 Equity

11Equity

The share capital amounts to CHF 342’623.70, made up of 34’262’370 shares with dividend entitlement and a par value of CHF 0.01. All shares are fully paid in and registered.

Treasury shares

The total number of treasury shares held by Sulzer Ltd as of June 30, 2022, was 400’330 shares (December 31, 2021: 534’073 shares).

The treasury shares are mainly held for the purpose of issuing shares under the management share-based payment programs.

Dividends

On April 6, 2022, the Annual General Meeting approved an ordinary dividend of CHF 3.50 (2021: ordinary dividend of CHF 4.00) per share to be paid out of reserves. The dividend was paid to shareholders on April 12, 2022. The total amount of the dividend to shareholders of Sulzer Ltd was CHF 118.7 million (2021: CHF 135.4 million), thereof paid dividends of CHF 80.6 million (2021: CHF 91.9 million) and unpaid dividends of CHF 38.1 million (2021: CHF 43.5 million). The unpaid dividends are reflected in the balance sheet position “Other current and accrued liabilitiesˮ (see note 14).

Contribution from medmix

The contribution relates to vested shares under Sulzer share plans for medmix employees.

Transaction costs recorded in equity

Transaction costs directly attributable to the spin-off of medmix are recorded as a deduction from equity.

12 Borrowings

12Borrowings

	2022
millions of CHF	Non-current borrowings	Current borrowings	Total
Balance as of January 1	1’164.6	345.5	1’510.1
Cash flow from proceeds	–	272.3	272.3
Cash flow for repayments	–	–276.0	–276.0
Changes in amortized costs	0.2	–0.0	0.1
Currency translation differences	–0.1	–0.1	–0.1
Total borrowings as of June 30	1’164.7	341.7	1’506.4

	2021
millions of CHF	Non-current borrowings	Current borrowings	Total
Balance as of January 1	1’491.3	231.8	1’723.1
Acquired through business combination	0.8	–	0.8
Derecognized as discontinued operations	–	–5.5	–5.5
Cash flow from proceeds	0.0	54.8	54.8
Cash flow for repayments	–0.0	–263.1	–263.1
Changes in amortized costs	0.3	0.1	0.4
Reclassifications	–327.7	327.7	–
Currency translation differences	0.0	–0.4	–0.4
Total borrowings as of December 31	1’164.6	345.5	1’510.1

The group has a CHF 500 million syndicated credit facility with a maturity date of December 31, 2026. The facility includes two one-year extension options and a further option to increase the credit facility by CHF 250 million (subject to lenders’ approval). The facility is available for general corporate purposes including financing of acquisitions. The facility is subject to financial covenants based on net financial indebtedness and EBITDA, which were adhered to throughout the reporting period. As of June 30, 2022, and December 31, 2021, the syndicated facility was not used.

Outstanding bonds

	2022		2021
millions of CHF	Amortized costs	Nominal	Amortized costs	Nominal
0.375% 07/2016–07/2022	325.0	325.0	325.0	325.0
0.875% 07/2016–07/2026	125.0	125.0	125.0	125.0
1.300% 07/2018–07/2023	289.8	290.0	289.8	290.0
1.600% 10/2018–10/2024	249.9	250.0	249.9	250.0
0.800% 09/2020–09/2025	299.5	300.0	299.5	300.0
0.875% 11/2020–11/2027	199.7	200.0	199.7	200.0
Total as of June 30 / December 31	1’489.0	1’490.0	1’488.8	1’490.0
– thereof non-current	1’164.0	1’165.0	1’163.8	1’165.0
– thereof current	325.0	325.0	325.0	325.0

All outstanding bonds are traded at the SIX Swiss Exchange.

13 Provisions

13Provisions

	2022
millions of CHF	Other employee benefits	Warranties / liabilities	Restructuring	Environmental	Other	Total
Balance as of January 1	53.9	93.8	21.0	11.8	55.4	235.8
Classified as held for sale	–	–2.5	–	–	–	–2.5
Additions	5.4	7.7	0.9	0.1	28.9	43.0
Released as no longer required	–0.5	–4.5	–	–	–2.1	–7.1
Utilized	–5.3	–5.7	–8.6	–	–25.5	–45.0
Currency translation differences	0.6	2.5	0.2	–0.3	–1.0	1.9
Total provisions as of June 30	54.0	91.2	13.4	11.6	55.7	226.0
– thereof non-current	38.4	3.8	1.9	11.6	11.7	67.3
– thereof current	15.6	87.4	11.6	0.0	44.1	158.7

The category “Other employee benefitsˮ includes provisions for jubilee gifts, early retirement of senior managers and other obligations to employees.

The category “Warranties/liabilitiesˮ includes provisions for warranties, customer claims, penalties, litigation and legal cases relating to goods delivered or services rendered.

Up to June 2022, the group utilized CHF 8.6 million of restructuring provisions mainly relating to resizing measures of sites in Europe and the USA initiated in 2020 and 2021. The remaining restructuring provision as of June 30, 2022, is CHF 13.4 million (first half of 2021: CHF 26.8 million), of which CHF 11.6 million (first half of 2021: CHF 24.5 million) is expected to be utilized within one year.

“Environmentalˮ mainly consists of expected costs related to inherited liabilities.

“Otherˮ includes provisions that do not fit into the aforementioned categories. Provisions pertaining to onerous contracts, ongoing asbestos lawsuits and other legal claims are included. Based on the currently known facts, Sulzer is of the opinion that the resolution of the open cases will not have material effects on its liquidity or financial condition. Although Sulzer expects a large part of the category “Otherˮ to be realized in one year, by their nature the amounts and timing of any cash outflows are difficult to predict.

14 Other current and accrued liabilities

14Other current and accrued liabilities

millions of CHF	2022	2021
Liability related to the purchase of treasury shares	94.3	98.1
Outstanding dividend payments	239.2	201.1
Taxes (VAT, withholding tax)	29.9	34.3
Derivative financial instruments	13.8	6.7
Notes payable	18.6	26.7
Contingent consideration	2.0	4.0
Other current liabilities	24.1	25.1
Total other current liabilities as of June 30 / December 31	421.8	395.9

Contract-related costs	156.9	168.3
Salaries, wages and bonuses	85.5	116.8
Vacation and overtime claims	27.1	24.0
Other accrued liabilities	141.9	123.1
Total accrued liabilities as of June 30 / December 31	411.4	432.3

Total other current and accrued liabilities as of June 30 / December 31	833.3	828.1

The outstanding dividend payments amounted to CHF 239.2 million (December 31, 2021: CHF 201.1 million), which is an increase of CHF 38.1 million. The details regarding the dividends are explained in note 11.

15 Accounting policies

15Accounting policies

15.1 Basis of preparation

The interim financial statements have been prepared in accordance with the requirements of IAS 34 Interim Financial Reporting. The accounting policies applied are consistent with those applied in the consolidated financial statements for the year 2021 and corresponding interim reporting period, except for the adoption of new and amended standards as set out below.

These interim financial statements do not include all the notes of the type normally included in an annual financial report. Accordingly, these financial statements are to be read in conjunction with the financial statements for the year ended December 31, 2021, and any public announcements made by Sulzer during the interim reporting period.

Due to rounding, numbers presented throughout this report may not add up precisely to the total provided. All ratios, percentages and variances are calculated using the underlying amount rather than the presented rounded amount.

15.2 Change in accounting policies

a) Standards, amendments and interpretations which are effective for 2022

A number of amended standards became applicable for the current reporting period. The group did not have to change its accounting policies or make retrospective adjustments as a result of adopting these amended standards.

b) Standards, amendments and interpretations issued but not yet effective which the group has decided not to adopt early in 2022

There are no other IFRS standards or interpretations not yet effective that would be expected to have a material impact on the group.

16 Subsequent events after the balance sheet date

16Subsequent events after the balance sheet date

The Board of Directors authorized these consolidated interim financial statements for issue on July 28, 2022. At the time when these consolidated interim financial statements were authorized for issue, the Board of Directors and the Executive Committee were not aware of any other events that would materially affect these financial statements.