3. Information relating to Income statement and balance sheet items

3.1 Income from investments

Income from investments for the year ended December 31, 2024 consists of a dividend of CHF 194,396.4 thousand from SIG Combibloc Holdings S.à r.l. (a dividend of CHF 97,406.1 thousand for the year ended December 31, 2023).

3.2 Other income and other operating expenses

Other income primarily consists of management fees charged to direct or indirect subsidiaries. Other operating expenses primarily consist of compensation paid to the Board of Directors and consultancy costs.

3.3 Trade receivables

Trade receivables due from Group companies mainly consist of management fees charged to direct or indirect subsidiaries.

3.4 Current interest-bearing receivables

As of December 31, 2024, current interest-bearing receivables due from Group companies consist of an interest-bearing intercompany Swiss Franc loan of CHF 136,779.1 thousand (CHF 125,616.1 thousand as of December 31, 2023) due from SIG Schweizerische Industrie-Gesellschaft GmbH. As of December 31, 2023, the Company also had an interest-bearing inter-company Swiss Franc loan receivable of CHF 6,563.9 thousand due from SIG Services AG.

3.5 Investments

The following subsidiary is directly held by the Company.

The subsidiaries indirectly held by the Company are listed in note 27 of the consolidated financial statements of the Company for the year ended December 31, 2024.

The increase in investments in the year ended December 31, 2024 is due to a capital contribution made by the Company to one of its indirectly held subsidiaries.

3.6 Trade payables

Trade payables due to Group companies as of December 31, 2024 and December 31, 2023 mainly relate to intragroup recharges.

3.7 Current interest-bearing liabilities

As of December 31, 2024, current interest-bearing liabilities due to Group companies include an interest-bearing intercompany Euro loan of CHF 5,627.3 thousand (CHF 4,006.4 thousand as of December 31, 2023) from SIG Services AG and an interest-bearing intercompany Swiss Franc loan of CHF 7,132.5 thousand from SIG Services AG (nil as of December 31, 2023).

3.8 Other current liabilities

Other current liabilities primarily consist of liabilities arising due to share-based payment plans and arrangements (granted in 2022 for the year ended December 31, 2024 and granted in 2021 for the year ended December 31, 2023) for certain members of management and the Board of Directors.

In the year ended December 31, 2024, the performance share units (“PSUs”) that were granted to current and former members of management of the Company under the 2021 PSU plan vested. The settlement of this 2021 PSU plan in April 2024 resulted in an expense reduction of CHF 1,159.1 thousand (excluding social charges) recognized as part of personnel expenses for the year ended December 31, 2024. The settlement of the vested PSUs under the 2020 PSU plan in April 2023 resulted in an additional expense of CHF 2,655.5 thousand (excluding social charges) for the year ended December 31, 2023.

For additional information about the share-based payment plans and arrangements, see note 30 of the consolidated financial statements of the Company for the year ended December 31, 2024. See also note 3.10 below.

3.9 Accrued expenses

Accrued expenses for the year ended December 31, 2024 include employee benefit obligations of CHF 1,858.2 thousand (CHF 1,145.9 thousand as of December 31, 2023). There were no payments outstanding to the pension funds as of December 31, 2024 or December 31, 2023.

3.10 Non-current liabilities

Non-current liabilities primarily consist of liabilities arising due to share-based payment plans (granted in prior years) for certain members of management. See also note 3.8.

3.11 Share capital

As of December 31, 2024 and December 31, 2023, the share capital consisted of 382,270,872 shares, issued and fully paid, representing CHF 3.8 million of share capital.

Capital band and conditional share capital

As of December 31, 2024 and December 31, 2023, the Company had conditional share capital of CHF 640,106.48 and a capital band ranging from CHF 3,440,437.85 (lower limit) to CHF 4,587,250.46 (upper limit). The capital band was introduced in 2023 due to a revision of Swiss corporate law, replacing the previously existing authorized share capital.

Under the capital band, the Board of Directors is authorized to increase the share capital by up to 20% of the current share capital if shareholders’ subscription rights are granted, and by up to 10% if shareholders’ subscription rights are excluded. The Board of Directors may also reduce the share capital by up to 10% through cancellation of shares or nominal value reduction or by a simultaneous reduction and re-increase of the share capital. The authorization under the capital band is limited until April 20, 2026 or the full use of the capital band.

The total number of registered shares issued from (i) the capital band, where the shareholders’ subscription rights are excluded, and (ii) the conditional share capital, where the shareholders’ advance subscription rights for equity-linked financing instruments are excluded, may not exceed 38,227,087 registered shares. Within the limit outlined above, the proportion of new shares assigned to each of the categories is stipulated by the Board of Directors.

The proceeds from an issue of new shares under the capital band can be used for various purposes. This provides flexibility to seek additional capital, if required, for investment and acquisition opportunities or to take advantage of favorable market conditions to further improve the Group’s capital position.

The conditional share capital is divided into CHF 160,026.62 for employee benefit plans and CHF 480,079.86 for equity-linked financing instruments as of December 31, 2024 (also as of December 31, 2023).

3.12 Capital contribution reserve

The capital contribution reserve consists of the following:

Withholding tax-exempt distributions from the capital contribution reserve of Swiss listed companies are generally only permissible to the extent that at least the same amount is distributed from other reserves. These provisions do not apply to repayments of “foreign capital contribution reserves”.

The Company has a capital contribution reserve of CHF 2,825.6 million as of December 31, 2024 (CHF 3,009.1 million as of December 31, 2023), which is confirmed by the Swiss Federal Tax Administration. Foreign capital contribution reserves included in the capital contribution reserve amount to CHF 1,591.6 million (CHF 1,775.1 million as of December 31, 2023).

The whole dividend paid in 2023 and 2024 was distributed from foreign capital contribution reserves. The whole dividend to be proposed to the Annual General Meeting in April 2025 is expected to be distributed from foreign capital contribution reserves.

3.13 Treasury shares

The Company purchases its own shares on the market to settle its obligations under the Group’s equity-settled share-based payment plans and arrangements. The Company held 39,172 shares for this purpose as of December 31, 2024 (39,985 shares as of December 31, 2023), representing an amount of CHF 780.0 thousand (CHF 923.1 thousand as of December 31, 2023).

In the year ended December 31, 2024, the Company transferred 225,111 treasury shares (380,166 treasury shares in the year ended December 31, 2023), representing CHF 4,480.1 thousand (CHF 8,682.7 thousand for the year ended December 31, 2023) to participants in the Group’s equity-settled share-based payment plans and arrangements.

The table below provides an overview of the Group’s treasury shares.

No treasury shares are held by the Company’s subsidiaries or joint venture.