|
in local currency 1 000 |
Currency |
2022 Nominal share capital |
Participation in % |
2021 Nominal share capital |
Participation in % |
|
Cicor Technologies Ltd, Boudry/Switzerland |
CHF |
34 095 |
100 |
30 695 |
100 |
|
Holding/Finance |
|
|
|
|
|
|
Cicorel SA, Boudry/Switzerland* |
CHF |
8 000 |
100 |
8 000 |
100 |
|
Engineering/Production/Sales/Distribution |
|
|
|
|
|
|
Reinhardt Microtech AG, Wangs/Switzerland* |
CHF |
1 800 |
100 |
1 800 |
100 |
|
Engineering/Production/Sales/Distribution |
|
|
|
|
|
|
Reinhardt Microtech GmbH, Ulm/Germany |
EUR |
500 |
100 |
500 |
100 |
|
Engineering/Production/Sales/Distribution |
|
|
|
|
|
|
RHe Microsystems GmbH, Radeberg/Germany* |
EUR |
216 |
100 |
216 |
100 |
|
Engineering/Production/Sales/Distribution |
|
|
|
|
|
|
Cicor Deutschland GmbH, Dresden, Germany* 1) |
EUR |
5 000 |
100 |
n/a |
n/a |
|
Engineering/Production/Sales/Distribution |
|
|
|
|
|
|
Electronicparc Holding AG, Bronschhofen/Switzerland* |
CHF |
23 271 |
100 |
23 271 |
100 |
|
Holding/Finance |
|
|
|
|
|
|
Swisstronics Contract Manufacturing AG, Bronschhofen (Wil)/Switzerland |
CHF |
3 000 |
100 |
3 000 |
100 |
|
Engineering/Production/Sales/Distribution |
|
|
|
|
|
|
Systronics SRL, Arad/Romania |
RON |
5 145 |
100 |
5 145 |
100 |
|
Production/Sales |
|
|
|
|
|
|
Axis EMS Heights Ltd., Milton Keynes/UK* |
GBP |
141 |
100 |
141 |
100 |
|
Holding/Finance |
|
|
|
|
|
|
Axis EMS Group Ltd., Milton Keynes/UK |
GBP |
264 |
100 |
264 |
100 |
|
Holding/Finance |
|
|
|
|
|
|
Axis EMS Holdings Ltd., Milton Keynes/UK |
GBP |
885 |
100 |
885 |
100 |
|
Holding/Finance |
|
|
|
|
|
|
Axis Electronics Ltd., Milton Keynes/UK |
GBP |
10 |
100 |
10 |
100 |
|
Engineering/Production/Sales/Distribution |
|
|
|
|
|
|
ESG Holding Pte Ltd., Singapore* |
SGD |
1 896 |
100 |
1 896 |
100 |
|
Holding/Finance |
|
|
|
|
|
|
Cicor Asia Pte Ltd., Singapore |
SGD |
2 000 |
100 |
2 000 |
100 |
|
Sales/Distribution |
|
|
|
|
|
|
PT Cicor Panatec, Batam/Indonesia |
USD |
300 |
100 |
300 |
100 |
|
Production |
|
|
|
|
|
|
Brant Rock Enterprises Corp., British Virgin Islands |
USD |
10 |
100 |
10 |
100 |
|
Holding/Finance |
|
|
|
|
|
|
Cicor Anam Ltd., Anam/Vietnam |
USD |
1 500 |
100 |
1 500 |
100 |
|
Production |
|
|
|
|
|
|
Suzhou Cicor Technology Co. Ltd., China |
CNY |
42 033 |
100 |
42 033 |
100 |
|
Production |
|
|
|
|
|
|
Cicor Americas Inc., USA* |
USD |
10 |
100 |
10 |
100 |
|
Sales/Distribution |
|
|
|
|
|
|
Cicor Management AG, Bronschhofen/Switzerland* |
CHF |
250 |
100 |
250 |
100 |
|
Management Services |
|
|
|
|
|
* Directly held subsidiaries of Cicor Technologies Ltd.
1) The company was renamed from SMT Elektronik GmbH.
As of 27 April 2022, Cicor Technologies Ltd. acquired 100% of the shares of SMT Elektronik GmbH, Dresden (Germany) . The acquired company provides electronic manufacturing services, predominantly for clients in the medical and industrial industry, and is included in the EMS Division.
The fair value of the acquired assets and liabilities as per the acquisitions date are shown in the below table.
|
in CHF 1 000 |
2022 |
|
Property, plant and equipment |
4 173 |
|
Intangible assets |
467 |
|
Inventories |
8 501 |
|
Trade accounts receivable |
2 543 |
|
Other accounts receivable, prepaid expenses and accruals |
383 |
|
Cash and cash equivalents |
64 |
|
Long-term provisions |
– |
|
Deferred Tax liabilities |
–90 |
|
Long-term financial liabilities |
–669 |
|
Short-term financial liabilities |
–588 |
|
Short-term provisions |
–76 |
|
Trade payables |
–967 |
|
Other current liabilities and accruals |
–1 200 |
|
Income tax payable |
–775 |
|
Total fair value of net assets acquired |
11 767 |
The acquisition resulted in a Goodwill of TCHF 2 277, which was capitalized as part of the intangible assets and is amortized over five years.
Cicor paid an earn-out amount in 2022 to settle the remaining purchase price from the acquisition of the Axis Group. Part of the remaining purchase price was settled in shares of Cicor Technologies Ltd. and part of it was settled in cash. The finalization of the purchase price allocation resulted in an increase in Goodwill of TCHF 2 898, which stems mainly from the reassessment of the earn-out amount.
As of 30 November 2021, Cicor Technologies Ltd. acquired 100% of the shares of Axis EMS Heights Ltd. with its directly/indirectly held subsidiaries Axis EMS Group Ltd., Axis EMS Holdings Ltd. and Axis Electronics Ltd., all in Milton Keynes, United Kingdom. The most important balance sheet positions as per acquisition date are shown in the table below.
|
in CHF 1 000 |
2021 |
|
Cash paid |
54 071 |
|
Direct costs related to acquisition |
2 179 |
|
Purchase considerations cash |
56 250 |
|
Capital increase |
9 705 |
|
Earn-out |
8 858 |
|
Issuance stamp tax and securities transfer tax |
326 |
|
Purchase considerations non-cash |
18 889 |
|
Total purchase considerations |
75 139 |
|
less: Fair value of net assets acquired |
–49 906 |
|
Goodwill |
25 233 |
|
|
|
|
Cash and cash equivalents |
11 244 |
|
Trade accounts receivable |
7 079 |
|
Inventories |
10 563 |
|
Property, plant and equipment |
3 093 |
|
Intangible assets |
43 617 |
|
Trade payables |
–11 605 |
|
Other current liabilities |
–4 535 |
|
Short-term financial liabilities |
–354 |
|
Long-term financial liabilities |
–456 |
|
Short-term provision |
–56 |
|
Deferred Tax liabilities |
–8 684 |
|
Total fair value of net assets acquired |
49 906 |
|
|
|
|
Purchase considerations cash |
56 250 |
|
less: cash and cash equivalent acquired |
–11 244 |
|
Cash outflow on acquisition during the year |
45 006 |
The acquisition resulted in a Goodwill of TCHF 25 233, which was capitalized as part of the intangible assets and is amortized over five years.