4. Key events and transactions

The following key events and transactions took place in the year ended December 31, 2025.

Refinancing transactions

On March 19, 2025, the Group issued €625 million of senior unsecured bonds. Proceeds from the issue of bonds, together with draw-downs of the Group’s revolving credit facilities, were used to repay €550 million of senior unsecured notes and €85.5 million of unsecured Schuldscheindarlehen (“SSD”, a private German debt placement) that were due in June 2025. See note 23 for additional details.

Changes in the Board of Directors and the Group Executive Board

Ola Rollén was elected as a member and chair of the Board of Directors at the Annual General Meeting on April 8, 2025. The former chair, Andreas Umbach, did not stand for re-election. Matthias Währen, Wah-Hui Chu and Laurens Last did also not stand for re-election. Niren Chaudhary and Urs Riedener were elected as new members of the Board of Directors.

On August 4, 2025, the Board of Directors and Samuel Sigrist mutually agreed on Mr. Sigrist stepping down from his position as Chief Executive Officer and member of the Group Executive Board with immediate effect. Ann-Kristin Erkens was appointed interim Chief Executive Officer, while continuing in her current role as Chief Financial Officer. On November 17, 2025, the Board of Directors announced that it has appointed Mikko Keto as the Group’s new Chief Executive Officer. He is expected to join SIG on March 1, 2026.

Impacts of strategic review and soft market conditions

in 2025, SIG’s performance has been impacted by weak consumer sentiment, with prices remaining at an elevated level, the Euro strengthening across most major currencies and overall market turbulence with heightened uncertainty on tariffs and fiscal policies.

In light of these prevailing soft market conditions and latest market outlook, the Board of Directors initiated a review of the Group’s strategic direction. As per the outcome of the strategic review, SIG will focus on its higher-margin, higher-growth aseptic businesses. In line with this, SIG will initiate a divestment of smaller non-aseptic businesses and address various non-core parts of the portfolio. SIG will also undertake various performance improvement activities and implement a more rigorous approach to capital investments.

Considering the soft market conditions, the updated growth forecasts and the refined strategy, a number of individual assets and cash generating units (“CGUs”) were tested for impairment in the third quarter of 2025.

The total pre-tax impact of impairment losses and other charges resulting from various assessments and actions undertaken by management is €350.7 million (€295.3 million post-tax) for the year ended December 31, 2025. The majority of these charges are non-cash.

The table below provides an overview of the charges recognized for the year ended December 31, 2025 following the strategic review and soft market conditions.

A more detailed description of the impacts on the Group of the impairment assessments is provided below. Additional details are presented in notes 5.4, 7, 9 and 12–14. Note 14 also includes information about the Group’s 2025 annual impairment test of goodwill and SIG trademarks with indefinite useful lives, which are not impaired.

Bag-in-box and spouted pouch

The bag-in-box and spouted pouch businesses have experienced a slowdown in their end markets. Subdued consumer demand, driven by persistently high prices in the end markets we serve, has lowered the growth expectations compared to previous forecasts.

The recoverable amount, calculated in accordance with IAS 36 Impairment of Assets, of the bag-in-box and spouted pouch businesses (identified as the CGU tested for impairment) was assessed based on its value in use (applying a discount rate of 7.4%) and approximated €120 million (including debt).

Based on the recoverable amounts of the individual assets in the CGU, an impairment loss of €95.0 million (pre-tax) was recognized for the CGU for the year ended December 31, 2025. It mainly relates to acquisition-related assets: customer relationships (€63.0 million), technology assets (€16.2 million) and production equipment (€15.8 million). In addition, an impairment loss of €5.8 million (pre-tax) was recognized for trademarks, which were tested for impairment on an individual asset basis.

Besides the trademarks, certain production equipment of the bag-in-box and spouted pouch businesses was also tested separately for impairment. An impairment loss of €4.5 million was recognized for this production equipment. The assets tested for impairment on an individual asset basis were deemed fully impaired.

In addition, other charges of €2.0 million relating to inventory write-offs were recognized for the year ended December 31, 2025.

Chilled carton

The chilled carton market is currently experiencing a decline driven by the down-turn of the economy, subdued consumer demand and increased competition. Considering these factors, the Board of Directors decided in its review of the Group’s strategy to find a strategic partner for this business.

The recoverable amount, calculated in accordance with IAS 36 Impairment of Assets, of the chilled carton business (identified as the CGU tested for impairment) was assessed based on its value in use (applying a discount rate of 7.6%) and approximated €72.6 million (including debt).

Based on the recoverable amounts of the individual assets in the CGU, an impairment loss of €85.7 million (pre-tax) was recognized for the CGU for the year ended December 31, 2025. It relates to both acquisition- and production-related assets: customer relationships (€43.6 million), technology assets (€6.8 million), the leased chilled carton production plant in the form of a right-of-use asset (€11.5 million) and production equipment (€23.8 million).

Sale of production plant completed

The Group moved its production of chilled carton from Shanghai to Suzhou in 2024. The sale of the production plant in Shanghai was completed in October 2025. The assets were sold for €16.2 million, with a resulting pre-tax gain of €2.0 million. See note 9 for additional information about the impacts of the production changes on the Group in the years ended December 31, 2025 and 2024.

Markets and capacity

In the context of the current weaker market environment and the recently updated strategic direction of the Group, management has re-assessed the required operating needs of the Group as well as the current and future customer use and demand of filling lines.

Indian aseptic carton

The aseptic carton business in India is currently experiencing lower consumer demand and strong competition. Considering the low price points and the projected outlook for the region, management has decided to pause further expansion until the Indian aseptic carton business can meet sizable economies of scale.

The recoverable amount, calculated in accordance with IAS 36 Impairment of Assets, of the Indian aseptic carton business (identified as the CGU tested for impairment) was assessed based on its value in use (applying a discount rate of 7.3%) and was negative. The Board of Directors still see a market opportunity in India and will focus the business on attaining economies of scale.

Based on the recoverable amounts of the individual assets in the CGU, an impairment loss of €37.6 million (pre-tax) was recognized for the CGU for the year ended December 31, 2025. It relates to production-related assets: the leased aseptic carton production plant in the form of a right-of-use asset (€21.8 million) and production equipment (€15.8 million).

In addition, other charges of €5.6 million were recognized for the year ended December 31, 2025, primarily relating to penalties for pausing further expansion of the production plant.

Production equipment (own and leased)

Management has performed an assessment of its required operating capacities in its aseptic carton production plants (outside India – see above). The assessment resulted in an impairment loss of €13.7 million (pre-tax) relating to own production equipment and an impairment loss of €2.6 million (pre-tax) relating to leased production equipment (right-of-use assets) for the year ended December 31, 2025. The impairment losses relate to a number of individual pieces of production equipment.

Filling lines

Management has performed an assessment of the recoverability of the filling lines presented as property plant and equipment on the statement of financial position. The assessment considered the current subdued market conditions and resulted in an impairment loss of €21.2 million (pre-tax) for the year ended December 31, 2025.

Innovation

The Board of Directors decided in September 2025 to cease further marketing of and investments in the Ultima filling machine and related assets. This has resulted in an impairment loss of €45.4 million (pre-tax) for the year ended December 31, 2025, relating to capitalized development costs (€13.5 million), filling line assets (€28.4 million), and own and leased production equipment (€3.5 million in total).

In addition, other charges of €16.4 million were recognized for the year ended December 31, 2025. They relate to costs associated with recent innovations, including the Ultima project and new product releases.

Restructuring and other

The Group has initiated a performance improvement program, which includes footprint rationalization and the alignment of headcounts to the Group’s reassessed needs. Restructuring costs of €8.6 million have been recognized for the year ended December 31, 2025. These costs relate to relocation of bag-in-box and spouted pouch production from the Netherlands and Chile to other plants along with severance payments as well as to other performance improvement programs initiated in several regions of the Group.

Expenses for termination benefits of €2.5 million relating to the former Chief Executive Officer (see section “Changes in the Board of Directors and the Group Executive Board” above and note 28) and consulting costs of €2.5 million relating to 2025 strategic review topics were also incurred in the year ended December 31, 2025.