Notes to the consolidated semi-annual financial statements
The consolidated semi-annual financial statements of Rieter Holding Ltd. and its subsidiaries (“Rieter” or “Rieter Group”) have been prepared in accordance with IAS 34 Interim Financial Reporting. They are based on the financial statements of the individual group companies prepared in accordance with Rieter’s uniform accounting policies as of June 30, 2025. The material accounting policies summarized in the Annual Report 2024 were amended in the first half of 2025 in accordance with the new and revised IFRS Standards and Interpretations. The implementation of these changes in IFRS had no significant impact on the consolidated semi-annual financial statements.
The consolidated semi-annual financial statements have not been audited by the statutory auditor. The consolidated income statement and the consolidated cash flow statement are presented in a condensed form.
Rieter has reviewed the areas involving relevant significant accounting estimates and key judgments (see note 1.2 in the consolidated financial statements 2024), particularly the assumptions and financial plans underlying the goodwill impairment test and the intangible assets allocated to Accotex. The review did not indicate any impairment.
The following foreign exchange rates of importance for Rieter were used in the preparation of the consolidated semi-annual financial statements, as well as for the financial statements of group companies:
Average period CHF rates | Period-end CHF rates | ||||
|---|---|---|---|---|---|
Country/region | Currency (unit) | January – June 2024 | January – June 2025 | December 31, 2024 | June 30, 2025 |
China | CNY 100 | 12.32 | 11.89 | 12.40 | 11.11 |
Czech Republic | CZK 100 | 3.84 | 3.76 | 3.74 | 3.78 |
Euro countries | EUR 1 | 0.96 | 0.94 | 0.94 | 0.94 |
India | INR 100 | 1.07 | 1.00 | 1.06 | 0.93 |
USA | USD 1 | 0.89 | 0.86 | 0.91 | 0.80 |
Developments in recent years, particularly the increased operational significance and integration, have made Electro-Jet S.L. (Gurb, Spain) and Prosino S.r.l. (Borgosesia, Italy) – both suppliers of Rieter – an integral part of Rieter’s business. Consequently, the recognized share in profit or loss of associated companies had been reclassified from the financial result to the operating result in the second half of 2024. Therefore, the comparative period of 2024 has been restated. The EBIT impact in the first half of 2025 amounted to CHF 0.1 million (first half of 2024: CHF 1.1 million). With the interest in voting rights in Prosino S.r.l. increasing from 49 to 60 percent on November 1, 2024, Rieter changed the entity from equity accounting to full consolidation. On January 1, 2025, Rieter acquired further 10% of Prosino S.r.l. (Borgosesia, Italy) as part of its purchase obligation at the same valuation as the initial transaction.
Significant pending transactions
On May 5, 2025, Rieter Holding Ltd. (Winterthur, Switzerland) signed a definitive agreement to acquire Barmag from OC Oerlikon at an upfront equity purchase price of CHF 713.4 million.
With this acquisition, Rieter strengthens and expands its technology position in the textile industry and positions itself in the growing market for man-made fibers. The transaction is fully in-line with Rieter’s strategy and follows previous acquisitions, where Rieter complemented its portfolio in short-staple fiber machinery and expanded its footprint in components and machinery for man-made fiber production. The combined platform allows to leverage the recovery of global filament and short-staple fiber spinning markets and to reduce cyclicality due to diversification of end-markets. The acquisition will further enhance Rieter’s position in the important Asia-Pacific region and provide access to Barmag’s filament expertise, which will help to further scale Rieter’s own capabilities and improve digitization solutions and product sustainability.
Barmag comprises the established product brands Oerlikon Barmag, Oerlikon Neumag, and Oerlikon Nonwoven, which are providers of filament spinning systems used in the manufacturing of man-made fibers, texturing machines, Bulked Continuous Filament systems, staple fiber spinning, and nonwoven solutions and – as an engineering services provider – offers solutions along the textile value chain. In the financial year 2024, the company generated sales of CHF 734.0 million with around 2 600 employees.
The transaction values Barmag at an enterprise value of CHF 850.0 million. The enterprise value of CHF 850.0 million represents a through-the-cycle EV/EBITDA1 of 6.3x (excluding synergies). If certain financial criteria are achieved by 2028, an earn-out component of up to CHF 100.0 million will be paid to the seller. A maximum of CHF 36.8 million will be paid to the seller with respect to the future cash savings generated from the utilization of existing tax loss carry–forwards during a limited period (of five years).
The acquisition financing is secured by a bridge loan facility of CHF 852.4 million from UBS. Refinancing the bridge facility will happen through a fully underwritten CHF 400.0 million rights issue with tradable subscription rights, a CHF 77.4 million non-preemptive private placement, which is fully committed and subscribed by Rieter’s two largest shareholders and bank financing. The fully secured financing ensures the balance sheet stability of Rieter.
The acquisition of Barmag is expected to close in the fourth quarter of 2025, subject to customary closing conditions, including regulatory approvals.
Significant transactions
On January 5, 2024, Rieter Holding Ltd. (Winterthur, Switzerland) acquired 100% of the shares of Petit Spare Parts SAS (Aubenas, France). This entity is active in the business of spare parts for textile machines and employs ten full-time employees. The purchase price amounted to CHF 1.4 million. The acquired net assets primarily consist of inventories. No goodwill resulted from the acquisition.
On November 1, 2024, Rieter Holding Ltd. (Winterthur, Switzerland) acquired 11 percent of the shares of Prosino S.r.l. (Borgosesia, Italy), thereby increasing its investment to 60 percent. This company manufactures rings for spinning machines and had been a previous supplier of Rieter. Prosino S.r.l. employs 90 full-time employees. With the acquisition of Prosino S.r.l., Rieter has strengthened its portfolio of high-quality ring components, particularly spinning and twisting rings, which will be allocated to the Components segment.
A further 10 percent of the shares were bought on January 1, 2025 and an additional 10 percent will be bought on January 1, 2026, at the same valuation as the initial transaction in 2024. For the remaining 20 percent of the shares, Rieter Holding Ltd. has a call option effective from January 1, 2027, while the seller is granted a put option effective from January 1, 2028. The exercise prices for the call and put options are based on an EBITDA multiple including a cap and a floor. The redemption amount for this part of financial liability has been determined considering these clauses. The maximum amount to be paid is EUR 4.4 million (CHF 4.1 million).
Under the anticipated acquisition method, the contract was accounted for as if the forwards (purchase obligations of 10 percent on January 1, 2025, and 10 percent on January 1, 2026) had been satisfied by the non-controlling shareholders and the put option (effective from January 1, 2028) had been exercised already. Accordingly, Rieter did not recognize a non-controlling interest in the consolidated financial statements and accounted for the business combination as if it had acquired a 100 percent stake. The respective forward and put liabilities for the remaining shareholding of 40 percent were recognized as financial liabilities in the consolidated balance sheet.
The purchase price of the shares amounted to EUR 2.2 million (CHF 2.1 million) and was settled against cash. The transaction resulted in goodwill of CHF 5.0 million. The goodwill is attributable to the acquired workforce and the complementary nature of the acquired business. It is not deductable for tax purposes. The acquired business contributed sales of CHF 1.4 million and a net result of CHF -0.1 million to the Group for the period from November 1 to December 31, 2024. If the acquisition had occurred on January 1, 2024, the consolidated pro-forma sales and the net result for the year ended December 31, 2024 would have been CHF 866.3 million and CHF 12.1 million, respectively. These amounts were calculated based on the business results, adjusted by the differences in the accounting policies between Rieter and Prosino S.r.l. and by the additional depreciation and amortization that would have been charged assuming the fair value adjustments to inventories, property, plant, and equipment, and intangible assets applied from January 1, 2024, together with the consequential tax effects.
The following table presents a breakdown of assets acquired and liabilities assumed as at November 1, 2024:
CHF million | Prosino S.r.l. | |
|---|---|---|
Cash and cash equivalents | 4.6 | |
Trade receivables | 0.9 | |
Other current receivables | 1.1 | |
Inventories | 4.4 | |
Property, plant, and equipment | 8.6 | |
Intangible assets | 2.2 | |
Other non-current assets | 1.4 | |
Assets | 23.2 | |
Trade payables | 2.0 | |
Other current liabilities | 3.5 | |
Advance payments from customers | 0.1 | |
Non-current financial debt | 2.8 | |
Deferred income tax liabilities | 0.6 | |
Other non-current liabilities | 0.3 | |
Non-current provisions | 0.5 | |
Liabilities | 9.8 | |
Fair value of pre-existing interest in voting rights (49%) | 9.2 | |
Consideration paid in cash (11%) | 2.1 | |
Forward and put liabilities (40%) | 7.1 | |
Total consideration (51%) | 9.2 | |
Fair value of net identifiable assets acquired | 13.4 | |
Goodwill | 5.0 |
There have been no adjustments to the purchase price allocation presented in the Annual Report 2024.
The identified intangible assets comprise the value of customer relationships (CHF 1.3 million) and the related brands and trademarks (CHF 0.9 million). The fair value of the acquired trade receivables amounted to CHF 0.9 million. The gross contractual amount of invoiced trade receivables was CHF 1.0 million, with a respective allowance of CHF 0.1 million recognized at the acquisition date.
Transaction costs of CHF 0.1 million relating directly to the acquisition were recognized as other expenses in the consolidated income statement 2024 as incurred in the second half of 2024.
On May 27, 2025, Rieter sold the land and buildings no longer required for operations at Klosterstrasse in Winterthur (Switzerland) to Töss Campus AG (Winterthur, Switzerland), an entity controlled by a foundation related to Rieter. The transaction was conducted at a market value of CHF 15.7 million.
At June 30, 2025, Rieter has an outstanding receivable balance of CHF 1.0 million from Töss Campus AG, which is unsecured and interest-free.
The following table summarizes the effects of the disposal on the consolidated semi-annual income statement 2025:
CHF million | ||
|---|---|---|
Disposal consideration (gross)1 | 15.7 | |
Carrying amount of land and buildings | – 2.1 | |
Costs directly attributable to the disposal | – 0.0 | |
Gain on disposal of property, plant, and equipment2 | EBIT | 13.6 |
Income taxes related to the gain on disposal | Income taxes | – 0.7 |
Impact of disposal of land and buildings in Winterthur on net profit | Net profit | 12.9 |
1Included in the line item "Proceeds from disposals of property, plant, and equipment" in the condensed consolidated cash flow statement, excluding the outstanding receivable balance in the amount of CHF 1.0 million.
2Included in the line item "Gain on disposal of property, plant, and equipment" in other income (see note 5).
As a result of the persistently difficult market conditions and economic environment in various key markets, Rieter recorded a low order intake. In response to this development, Rieter initiated further restructuring measures. Rieter intends to relocate customer-focused functions to its sales markets, combine resources and simplify processes. The implementation of the respective measures started in the second half of 2024, continued in the first half of 2025, and will be concluded within the next twelve months. In the first half of 2025, restructuring expenses in the amount of CHF 9.9 million include mainly severance payments and outplacement costs. In addition, impairment losses on property, plant, and equipment were recognized in the amount of CHF 0.5 million.
Segment information is based on the Group’s organization and management structure and internal financial reporting to the Chief Operating Decision Maker up to the level of EBIT. The Chief Operating Decision Maker at Rieter is the Chief Executive Officer. Segment reporting is based on the same accounting policies as those used for the preparation of the consolidated financial statements. The Group consists of three reportable segments: Machines & Systems, Components, and After Sales. There is no aggregation of operating segments. Rieter Machines & Systems develops and manufactures machinery and systems used to convert natural and man-made fibers and their blends into yarns. Rieter Components supplies technology components to spinning mills and textile machinery manufacturers as well as precision winding machines. Rieter After Sales serves Rieter customers with spare parts, value-adding after-sales services, and solutions over the entire product life cycle.
Segment information January – June 2025 | ||||
CHF million | Machines & Systems | Components | After Sales | Total reportable segments |
|---|---|---|---|---|
Total segment sales | 144.0 | 134.5 | 78.3 | 356.8 |
Inter-segment sales | 0.0 | 20.6 | 0.0 | 20.6 |
Sales | 144.0 | 113.9 | 78.3 | 336.2 |
Operating EBIT1 | – 31.6 | 0.2 | 6.3 | – 25.1 |
Operating result before interest and taxes (EBIT) | – 38.4 | – 2.4 | 5.6 | – 35.2 |
Purchase of property, plant, and equipment, and intangible assets | 1.3 | 1.7 | 0.1 | 3.1 |
Depreciation, amortization, and impairment | 6.4 | 13.0 | 1.5 | 20.9 |
Segment information January – June 2024 | ||||
CHF million | Machines & Systems | Components | After Sales | Total reportable segments |
|---|---|---|---|---|
Total segment sales | 198.7 | 151.4 | 95.8 | 445.9 |
Inter-segment sales | 0.0 | 24.9 | 0.0 | 24.9 |
Sales | 198.7 | 126.5 | 95.8 | 421.0 |
Operating EBIT1 | – 9.8 | 5.1 | 20.9 | 16.2 |
Operating result before interest and taxes (EBIT) | – 9.9 | 5.1 | 20.9 | 16.1 |
Purchase of property, plant, and equipment, and intangible assets | 1.8 | 3.3 | 0.7 | 5.8 |
Depreciation, amortization, and impairment | 6.5 | 12.7 | 1.6 | 20.8 |
1The definitions of the APM used are published on the Rieter website.
Reconciliation of segment results | ||
CHF million | January – June 2024 | January – June 2025 |
|---|---|---|
Operating result before interest and taxes (EBIT) of reportable segments | 16.1 | – 35.2 |
Gain on disposal of land and buildings in Winterthur1 | – | 13.6 |
Restructuring costs and impairment losses which are not allocated to reportable segments2 | – 0.1 | – 0.3 |
Share in profit of associated companies3 | 1.1 | 0.1 |
Transaction costs directly related to the acquisition of Barmag | – | – 4.2 |
Other result that is not allocated to reportable segments | – 7.1 | 8.7 |
Operating result before interest and taxes (EBIT), Group3 | 10.0 | – 17.3 |
Financial result3 | – 5.1 | – 7.0 |
Profit before taxes | 4.9 | – 24.3 |
The result that is not allocated to reportable segments includes all those elements of income and expenses that are not allocated on a reasonable basis to the other segments, such as certain costs of central functions and infrastructure (internally reported as “Corporate”).
Sales are divided into the following categories:
CHF million | January – June 2024 | January – June 2025 |
|---|---|---|
Sales of products | 393.4 | 314.9 |
Sales of services | 27.6 | 21.3 |
Sales | 421.0 | 336.2 |
Sales of services are mainly incurred at Rieter After Sales.
CHF million | January – June 2024 | January – June 2025 |
|---|---|---|
Rental income | 0.4 | 0.5 |
Gain on disposals of property, plant, and equipment1 | 0.2 | 13.8 |
Disposals of materials for recycling purposes | 0.4 | 0.8 |
Miscellaneous other income | 13.9 | 9.5 |
Other income | 14.9 | 24.6 |
Restructuring expenses2 | 0.0 | – 9.9 |
Impairment losses on property, plant, and equipment2 | – 0.2 | – 0.5 |
Transaction costs directly related to the acquisition of Barmag | 0.0 | – 4.2 |
Losses from accounts receivable | – 0.9 | 0.0 |
Foreign exchange differences (net) | – 0.2 | – 2.7 |
Miscellaneous other expenses | – 7.1 | – 2.9 |
Other expenses | – 8.4 | – 20.2 |
Miscellaneous other income includes income that is not presented as sales, such as income from export incentive schemes or from government grants.
Miscellaneous other expenses include expenses that are not directly linked to the cost of sales or which cannot be allocated to research and development expenses or selling, general, and administrative expenses.
The operating result before interest, taxes, depreciation, amortization, and impairment (EBITDA) is used by Rieter as an alternative performance measure. The table below contains a reconciliation of EBITDA:
CHF million | January – June 2024 | January – June 2025 |
|---|---|---|
Operating result before interest and taxes (EBIT)1 | 10.0 | – 17.3 |
Depreciation, amortization, and impairment | 26.8 | 27.5 |
Operating result before interest, taxes, depreciation, amortization, and impairment (EBITDA)1 | 36.8 | 10.2 |
1See note 1.4.
In the first half of 2025, the subsidiary SSM Vertriebs AG (Steinhausen, Switzerland) was merged into SSM Schärer Schweiter Mettler AG (Wädenswil, Switzerland). Furthermore, the subsidiary Wilhelm Stahlecker GmbH (Suessen, Germany) was merged into Spindelfabrik Suessen GmbH (Suessen, Germany) and Rieter Deutschland GmbH & Co OHG (Ingoldstadt, Germany) into Rieter Vertriebs GmbH (Ingoldstadt, Germany). The changes in Group structure had an insignificant impact on the consolidated semi-annual financial statements 2025.
In the first half of 2024, the subsidiary Rieter Management AG (Winterthur, Switzerland) was merged into Maschinenfabrik Rieter AG (Winterthur, Switzerland), which in turn changed its name to Rieter Ltd. (Winterthur, Switzerland). Moreover, the subsidiary Hogra Holding AG (Freienbach, Switzerland) was merged into Tefina Holding-Gesellschaft AG (Zug, Switzerland) and Rieter Ingolstadt GmbH (Ingolstadt, Germany) was merged into Spindelfabrik Suessen GmbH (Suessen, Germany). Additionally, Rieter acquired Petit Spare Parts SAS (Aubenas, France, see note 2.1). As part of a reorganization, Changzhou Rieter Textile Machinery Trading Co., Ltd. (Changzhou, China) was incorporated as a subsidiary of Rieter China Textile Instruments Co. Ltd. (Changzhou, China). The changes in Group structure had an insignificant impact on the consolidated semi-annual financial statements for 2024.
The following table shows the financial instruments that are measured at fair value, grouped according to the categories defined in the accounting policies:
CHF million | December 31, 2024 | June 30, 2025 | |
|---|---|---|---|
Marketable securities | Assets, level 1 | 0.1 | 0.1 |
Other financial assets | Assets, level 2 | 1.3 | 1.2 |
Other financial assets | Assets, level 3 | 0.5 | 0.5 |
Derivative financial instruments (positive fair values) | Assets, level 2 | 3.5 | 3.7 |
Derivative financial instruments (negative fair values) | Liabilities, level 2 | 2.4 | 4.3 |
There were no transfers among the categories and the valuation techniques have been applied consistently. Financial instruments measured at level 2 consist mainly of derivatives held for hedging purposes entered into with reputable financial institutions. The fair value of these instruments is determined with the help of valuation techniques that use foreign exchange rates and interest rates as observable input parameters.
On June 30, 2025, the financial debt measured at amortized cost includes two fixed-rate bonds: one with a carrying amount of CHF 99.7 million (December 31, 2024: CHF 99.7 million) and a fair value of CHF 98.9 million (December 31, 2024: CHF 98.0 million) and a second with a carrying amount of CHF 69.8 million (December 31, 2024: CHF 69.8 million) and a fair value of CHF 71.2 million (December 31, 2024: CHF 71.5 million). Both bonds are listed on the SIX Swiss Exchange and are included in the balance sheet line item “Non-current financial debt”.
The carrying amounts of the financial instruments measured at amortized cost approximate fair values due to their mainly short-term nature (except for non-current lease liabilities).
The new or amended standards and interpretations listed below have been issued by the International Accounting Standards Board (IASB), but are not yet in effect:
New or amended standards and interpretations | Effective date | Planned application by Rieter |
|---|---|---|
Amendments to the Classification and Measurement of Financial Instruments—Amendments to IFRS 9 and IFRS 71 | January 1, 2026 | Financial year 2026 |
Contracts Referencing Nature-dependent Electricity—Amendments to IFRS 9 and IFRS 71 | January 1, 2026 | Financial year 2026 |
Annual Improvements to IFRS Accounting Standards—Volume 111 | January 1, 2026 | Financial year 2026 |
IFRS 19 Subsidiaries without Public Accountability: Disclosures1 | January 1, 2027 | Financial year 2027 |
IFRS 18 Presentation and Disclosure in Financial Statements | January 1, 2027 | Financial year 2027 |
1No impact or no significant impact is expected on the consolidated financial statements.
IFRS 18 will have a significant impact on the presentation and disclosure of the consolidated financial statements in 2027 and the comparative period in 2026. The impact relates to the structure of the consolidated income statement and the consolidated cash flow statement as well as the disclosure of management performance measures in the consolidated financial statements.
The Semi-Annual Report 2025 was approved for publication by the Board of Directors on July 17, 2025. No events have occurred up to July 17, 2025 which would necessitate adjustments to the carrying amounts of the Group’s assets or liabilities or which would require disclosure.