Siegfried Holding AgSIX: SFZN

Financial Report (Siegfried 2025 AR Financial Report EN)

· Issued by Siegfried Holding Ag


Financial Report

2025



Financial Report

Consolidated financial statements of Siegfried Holding AG 03

Key figures overview 03

Financial commentary 2025 04

Consolidated balance sheet 06

Consolidated income statement 07

Consolidated statement of cash flows 08

Consolidated statement of changes in equity 09

Notes to the consolidated financial statements 10

Report of the statutory auditor 36

Financial statements of Siegfried Holding AG 39

Balance sheet of Siegfried Holding AG 40

Income statement of Siegfried Holding AG 41

Notes to the financial statements of Siegfried Holding AG 41

Proposal of the Board of Directors regarding the repayment of par value

from share capital 47

Report of the statutory auditor 48

Information for investors 50

Key figures overview 2021 - 2025, consolidated figures 50

Core results 51

Stock market data 53

Share price development 53

About this annual report 54



This is an excerpt of Siegfried's Annual Report 2025.

All chapters can be found on our investor relations portal: https://www.siegfried.ch/investors/reports

1 327.8

354.0

26.7%

312.3

23.5%

217.5

16.4%

162.1

12.2%

3.71

3.69

228.2

- 3.1

231.5

‌Key figures overview

2025

2024

Change CHF (LC)

Net sales (million CHF)

1 294.6

+2.6% (+4.3%)

Core gross profit (million CHF)

329.1

7.6%

Core gross profit margin (%)

25.4%

Core results1

Core EBITDA (million CHF)2

285.6

9.3%

Core EBITDA margin (%)2

22.1%

Core EBIT (operating result) (million CHF)

200.9

8.3%

Core EBIT margin (%)

15.5%

Core net profit (million CHF)

158.9

2.0%

Core net profit-margin (%)

12.3%

Non-diluted core earnings per share (CHF)3

3.69

0.6%

Diluted core earnings per share (CHF)3

3.66

0.9%

Cash flow from operating activities (million CHF)

168.8

35.2%

Free cash flow (million CHF)4

- 11.6

- 72.9%

Investment in property, plant and equipment

180.8

28.0%

and intangible assets (million CHF)

December 31, 2025

December 31, 2024

Change

Equity (million CHF)

979.9

15.1%

Total assets (million CHF)

1 933.7

11.4%

Equity ratio (%)

50.7%

Employees (number of FTEs)

3 886

0.1%

1 127.6

2 153.5

52.4%

3 891

1 For more information and reconciliation of Swiss GAAP FER to core results see Financial Report «Investor information», pages 51-52.

2 Including a one-off effect in other income of CHF 7.5 million.

3 At the Annual General Meeting 2025 a share split at a ratio of 1:10 was approved. The prior year was adjusted accordingly for better comparability.

4 Calculation free cash flow: operating cashflow +/− investment in PPE +/− investment in intangible assets.

‌Financial commentary 2025

Strong results in 2025: Strategic expansion lays the foundation for future profitable growth

For 2025, Siegfried reported a strong financial performance, delivering across all key financial metrics. Continued profitable growth was driven by disciplined execution and operational efficiency, despite ongoing macroeconomic volatility and currency headwinds.

Net sales increased to CHF 1 327.8 million, representing a year-on-year growth of 2.6% in CHF. At constant exchange rates, growth amounted to 4.3%. The EUR, which accounts for approximately 50% of net sales, depreciated by 1.6% against the Swiss franc, while the USD, representing 13% of net sales, declined by 5.5%.

The distribution of net sales throughout the year reflected a more pronounced seasonality with 46.7% of net sales generated in the first half and 53.3% in the second half of the year. There was once again a stronger contribution towards the end of the year, which was made possible through the strong execution capabilities of the organization.

As a result of ongoing portfolio optimization and strong impact of operational excellence, profitability further improved. Core gross profit increased to CHF 354.0 million, resulting in a core gross profit margin of 26.7%, exceeding the previous year's level of CHF 329.1 million and a margin of 25.4%.

Core EBITDA reached CHF 312.3 million, an increase of 9.3%, while core EBIT rose to CHF 217.5 million (+8.3%). Core net profit increased to CHF 162.1 million, reflecting Siegfried's strong earnings quality and operating leverage. Corresponding margins reached new record levels, with a core EBITDA margin of 23.5%, core EBIT margin of 16.4%, and core net profit margin of 12.2%.

By excluding extraordinary expenses and income, the core results provide a clear and comparable view of Siegfried's operational performance.

In 2025, adjustments to Swiss GAAP FER results remained limited and in total reduced the core numbers. Adjustments primarily related to changes in pension obligations from foreign pension plans, including changes in the technical interest rate, which reduced core results by CHF 9.9 million. Interest expenses related to these obligations amounted to CHF 2.9 million and were again reported as financial expenses. Also, in 2025, we incurred CHF 0.8 million of cost for the assessment of acquisition opportunities that did not result in an acquisition, underscoring the Group's prudent and disciplined approach to acquisitions.

Strengthened cost management and operational efficiency

Operational excellence, efficiency improvements, and strict cost discipline continued to be central priorities in 2025. While Siegfried selectively invested in strategic capabilities and growth initiatives, these additional costs were more than offset by productivity gains and process improvements across the Group.

Total core operating expenses excluding operating income amounted to CHF 151.2 million, representing 11.4% of net sales, through an expansion of the perimeter (the Siegfried Acceleration Hub) and selected investments into strategic capabilities.

  • Core marketing and sales expenses amounted to CHF 18.6 million.

  • Core research and development expenses, a key driver of customer engagement and future growth, totaled

    CHF 46.2 million.

  • Core administrative and general expenses amounted to CHF 86.4 million, reflecting continued investments in digitalization, IT, and organizational capabilities.

Other income increased to CHF 14.7 million, also due to a one-off insurance payment of CHF 7.5 million related to fraudulent payments identified in 2021.

Optimized financial management

Core financial expenses amounted to CHF 11.6 million, remaining well under control despite higher average debt levels following higher amounts of strategic investments. Foreign exchange differences were minus CHF 6.4 million, reflecting the significant volatility in foreign exchange rates.

Operating cash flow, free cash flow, and financing activities

Operating cash flow amounted to CHF 228.2 million. Our continued focus on net working capital efficiency was partially offset by timing effects in revenue recognition late in the year.

Siegfried continued to invest decisively in its future. Investments in property, plant and equipment amounted to CHF 211.9 million, representing 16.0% of net sales. Free cash flow amounted to negative CHF 3.1 million (CHF -11.6 in 2024).

In September 2025, Siegfried successfully placed a CHF 300 million senior bond for general corporate purposes, including the refinancing of the existing CHF 200 million senior bond. Also, in 2025, we have successfully established a non-recourse factoring facility for an amount of up to CHF 50 million, allowing us to even better manage our net working capital consumption.

Other key financial figures

At year-end, Siegfried held CHF 103.1 million in cash and cash equivalents. Financial liabilities totaled CHF 575.2 million, resulting in net debt of CHF 472.1 million. The net debt-to-core EBITDA ratio stood at 1.5, underlining the Group's solid balance sheet and financial flexibility, which will remain even after the financing of the acquisition completed later in the year 2026.

Strategic acquisition strengthens long-term growth platforms

In January 2026, Siegfried announced the acquisition of high-quality small molecules drug substance manufacturing capacity in the United States and Australia, representing a major strategic milestone for the Group. This acquisition significantly strengthens Siegfried's US footprint, expands its technological capabilities, and enhances access to attractive customer segments in the world's largest pharmaceutical market.

The transaction represents a strong strategic fit and will form a key pillar for sustained profitable growth and value creation in the years ahead.

Proposal to the Annual General Meeting

At the Annual General Meeting on April 16, 2026, the Board of Directors will propose par value repayment of CHF 0.40 per share, a payout increase of CHF 0.02 per share, reflecting Siegfried's strong financial performance and commitment to shareholder returns.



Dr. Reto Suter

Chief Financial Officer

‌Consolidated balance sheet

In 1000 CHF (as of December 31)

Notes*

2025

2024

Assets

Non-current assets

Property, plant and equipment

2

1 016 079

909 988

Intangible assets

3

65 331

55 892

Financial and other non-current assets

566

583

Employer contribution reserves

17

10 605

9 966

Deferred tax assets

4

12 221

17 918

Total non-current assets

1 104 802

994 346

Current assets

Accrued income and prepaid expenses

5

48 270

34 497

Inventories

6

407 551

387 580

Current income taxes

10 259

18 221

Other current assets

7

87 169

64 457

Trade receivables

8

391 690

395 008

Derivative financial instruments

9

6

-

Securities

713

856

Cash and cash equivalents

103 082

38 756

Total current assets

1 048 740

939 375

Total assets

2 153 543

1 933 722

Liabilities and equity

Equity

Share capital

10

32 566

49 643

Treasury shares

11

- 75 411

- 77 542

Capital reserves

180 579

171 174

Retained earnings

990 390

836 917

Total equity

1 128 124

980 192

Minority interests

- 569

- 284

Total equity incl. minority interests

1 127 555

979 908

Non-current liabilities

Non-current financial liabilities

12

375 200

490 100

Non-current provisions

13

12 701

20 380

Deferred tax liabilities

4

20 881

18 435

Other non-current liabilities

14

19 323

32 736

Non-current pension liabilities

17

73 158

85 565

Total non-current liabilities

501 263

647 216

Current liabilities

Current provisions

13

4 680

6 120

Current pension liabilities

17

188

453

Accrued expenses and deferred income

15

63 547

61 552

Current income tax liabilities

34 180

30 732

Other current liabilities

16

111 351

111 424

Trade payables

110 352

95 505

Other current financial liabilities

12

200 000

-

Derivative financial instruments

9

428

813

Total current liabilities

524 726

306 599

Total liabilities

1 025 989

953 815

Total liabilities and equity

2 153 543

1 933 723

* The notes on pages 10-35 are an integral part of the group financial statements.

‌Consolidated

income statement

In 1000 CHF (for the years ended December 31)

Notes*

2025

2024

Net sales

28

1 327 834

1 294 573

Cost of goods sold

- 973 840

- 965 516

Gross profit

353 994

329 057

Marketing and sales costs

- 18 645

- 18 067

Research and development costs

- 46 182

- 41 115

Administration and general overhead costs

- 80 134

- 80 294

Other operating income

19

14 732

9 679

Operating result

223 764

199 260

Financial income

20

63

2 167

Financial expenses

20

- 8 737

- 8 628

Exchange rate differences

20

- 6 424

3 469

Profit before income taxes

208 666

196 268

Income taxes

4

- 40 292

- 36 379

Net profit incl. minority interests

168 374

159 890

of which attributable to minority shareholders

- 285

- 174

of which attributable to shareholders of Siegfried Holding AG

168 659

160 064

Non-diluted earnings per share (CHF)1

22

3.85

3.71

Diluted earnings per share (CHF)1

22

3.84

3.69

* The notes on pages 10-35 are an integral part of the group financial statements.

1 At the Annual General Meeting 2025 a share split at a ratio of 1:10 was approved. The prior year was adjusted accordingly for better comparability.

‌Consolidated statement of cash flows

In 1000 CHF (for the years ended December 31)

Notes*

2025

2024

Net profit incl. minority interests

168 374

159 890

Depreciation and impairment of PP&E and intangible assets

2,3

94 763

84 726

Change in provisions

13

- 5 033

- 1 343

Other non-cash items1

366

- 15 368

Share-based payments2

18

7 797

481

Exchange rate differences

20

6 424

- 3 469

Financial income

20

- 63

- 2 167

Financial expenses

20

8 737

8 628

Income taxes

4

40 292

36 379

Net result on disposal of property, plant and equipment

401

197

Cash flow from operating activities before change in NWC

322 058

267 954

Change in net working capital:

Trade receivables

- 3 400

- 38 888

Other current assets and accruals

- 40 356

48 221

Inventories

- 30 941

57 772

Trade payables

18 620

- 11 334

Other current liabilities and accruals

- 6 806

- 64 133

Payments out of provisions and pension liabilities

13

- 7 989

- 8 146

Income taxes paid

- 23 028

- 82 669

Cash flow from operating activities

228 159

168 777

Purchase of property, plant and equipment

2

- 211 914

- 165 301

Proceeds from disposal of property, plant and equipment

160

437

Purchase of intangible and other assets

3

- 19 555

- 15 546

Acquisition of group companies

21

-

- 10 138

Investments in financial fixed assets

- 4

- 161

Divestments of financial fixed assets

-

- 1

Interest received

68

360

Dividend received

1

4

Cash flow from investing activities

- 231 244

- 190 346

Capital increase

-

915

Increase of non-current financial liabilities

12

420 000

175 100

Decrease of non-current financial liabilities

12

- 334 900

- 130 000

Change of current financial liabilities

8

5 021

-

Change in other non-current liabilities

-

185

Addition of treasury shares

-

- 18 746

Disposal of treasury shares

1 340

52

Interest paid and bank charges

- 6 341

- 9 081

Distribution to the shareholders of Siegfried Holding AG

- 16 633

- 15 386

Cash flow from financing activities

68 487

3 039

Net change in cash and cash equivalents

65 402

- 18 529

Cash and cash equivalents 1/1/

38 756

56 363

Net effect of exchange rate changes on cash

- 1 078

922

Cash and cash equivalents 31/12/

103 082

38 756

* The notes on pages 10-35 are an integral part of the group financial statements.

1 Other non-cash effective changes include in prior year mainly the effect of the discount rate change on foreign pension plan obligations and derivative financial instruments.

2 Includes a deduction of CHF 1.2 million relating to shares withheld to cover tax and social security obligations. Prior year figures include contribution to treasury shares from capital increase CHF -3.8 million.

Total Siegfried Holding AG shareholders

‌Consolidated statement of changes in equity

Share capital Treasury shares Capital reserves Hybrid capital Value fluctuations of financial instruments1 Accumulated profits1 Offset goodwill / badwill1,2 Cumulative translation adjustments1 Total minorities Total equity In 1000 CHF

As of January 1, 2024

65 233

- 105 844

132 356

80 000

- 3 618

965 407

- 124 094

- 171 203

838 236

- 103

838 133

Net profit

-

-

-

-

-

160 064

-

-

160 064

- 174

159 890

Distribution from nominal capital reduction

- 16 246

-

-

-

-

861

-

-

- 15 384

-

- 15 384

Interest/conversion on hybrid capital

-

50 490

-

- 80 000

-

29 079

-

-

- 431

-

- 431

Changes in financial instruments4

-

-

-

-

- 7 150

-

-

-

- 7 150

-

- 7 150

Share-based payments

-

-

-

-

-

6 136

-

-

6 136

- 7

6 129

Issuance of earned shares from share-based payments

-

356

-

-

-

- 40 748

-

-

- 40 392

-

- 40 392

Addition of treasury shares3

-

- 22 568

-

-

-

-

-

-

- 22 568

-

- 22 568

Disposal of treasury shares

-

25

-

-

-

27

-

-

52

-

52

Capital increase

656

-

38 818

-

-

-

-

-

39 474

-

39 474

Allocation goodwill / badwill

-

-

-

-

-

-

3 441

-

3 441

-

3 441

Currency translation differences

-

-

-

-

-

-

-

18 715

18 715

-

18 715

As of December 31, 2024

49 643

- 77 542

171 174

-

- 10 769

1 120 826

- 120 653

- 152 487

980 192

- 284

979 907

As of January 1, 2025

49 643

- 77 542

171 174

-

- 10 769

1 120 826

- 120 653

- 152 487

980 192

- 284

979 907

Net profit

-

-

-

-

-

168 659

-

-

168 659

- 285

168 374

Distribution from nominal capital reduction

- 17 187

-

-

-

-

555

-

-

- 16 633

-

- 16 633

Changes in financial instruments4

-

-

-

-

6 665

-

-

-

6 665

-

6 665

Share-based payments

-

-

-

-

-

6 175

-

-

6 175

-

6 175

Issuance of earned shares from share-based payments

-

1 424

-

-

-

- 10 009

-

-

- 8 585

-

- 8 585

Disposal of treasury shares

-

707

-

-

-

633

-

-

1 340

-

1 340

Capital increase

110

-

9 405

-

-

-

-

-

9 515

-

9 515

Allocation goodwill / badwill

-

-

-

-

-

-

4 192

-

4 192

-

4 192

Currency translation differences

-

-

-

-

-

-

-

- 23 395

- 23 395

-

- 23 395

As of December 31, 2025

32 566

- 75 411

180 579

-

- 4 104

1 286 838

- 116 461

- 175 882

1 128 124

- 569

1 127 555

1 In the consolidated balance sheet these items are disclosed as retained earnings.

2 For details refer to note 3 intangible assets.

3 Includes non-cash stock additions of CHF 3.8 million.

4 Includes hedges of equity like loans, for details refer to note 9 derivative financial instruments.

‌Notes to the consolidated financial statements

General information

Financial statements

The financial reporting of the Siegfried Group complies with Swiss GAAP FER and the provisions of Swiss law. The consolidated financial statements are based on historical costs, except for the revaluation of specific financial assets and liabilities, such as derivative financial instruments. As described in the following policies, they are valued at actual value or market value, respectively. The consolidated financial statements are prepared on a going concern basis. The consolidated financial statements of the Siegfried Group are presented in Swiss francs and were approved by the Board of Directors on February 18, 2026, for presentation to the General Meeting held on April 16, 2026.

Information about the Group

The Siegfried Group is a worldwide pharmaceutical supplier with production sites in Switzerland, the USA, Malta, China, Germany, France and Spain. Under contract to the pharmaceutical industry Siegfried develops manufacturing processes for active pharmaceutical ingredients and their intermediates and produces them (Drug Substances). The Siegfried Group also produces finished pharmaceutical products (Drug Products). Siegfried Holding AG (head office in Zofingen, AG) is listed on the SIX Swiss Exchange.

Method and scope of consolidation

The consolidated financial statements include the financial statements of all Swiss and foreign companies, in which Siegfried Holding AG controls (generally over 50% of the voting interest) directly or indirectly the financial and operating activities. Assets and liabilities, income and expenses are included according to the full consolidation method. Minority interests in the net assets and income of consolidated companies are recorded separately both in the consolidated balance sheet and the consolidated income statement.

Investments in associated companies are accounted for using the equity method. These are companies, over which the Group exercises significant interest, but not control. This is generally the case with a voting rights share of 20% to 50%. Investments in joint ventures are also accounted for using the equity method.

Group companies acquired or disposed of during the reporting period are included in or excluded from the consolidated financial statements from the date of acquisition or disposal. The individual financial statements, on which the consolidated financial statements are based, are drawn up in accordance with accounting principles applied consistently throughout the Group. All intercompany transactions, including receivables and payables, income and expenses, unrealized intercompany profits are eliminated in the consolidation. The annual reporting period for all Group companies ends on December 31.

Alternative performance measures

Siegfried uses certain key figures for performance measurement that are not defined by Swiss GAAP FER. As these key figures are not defined according to Swiss GAAP FER, comparability with similar figures from other companies may be limited. The following alternative performance measures (APM) are used:

Gross profit

Gross profit is calculated as net sales less cost of goods sold.

Cash flow from operating activities before change in NWC

The cash flow from operating activities before changes in the net working capital includes the cash flow from operating activities less changes in net working capital, payments out of provisions and pension liabilities and income taxes paid.

Free cash flow

Free cash flow comprises the cash flow from operating activities plus purchase of as well as proceeds from disposal of property, plant and equipment and of intangible and other assets.

Information on the core results can be found on pages 51 to 52.

Accounting principles

Business combinations

Acquisitions of subsidiary companies are reported according to the purchase method. The goodwill or badwill from business combinations corresponds to the difference between the purchase price incl. acquisition costs and the proportional actual value of the net identifiable assets of the acquired company at the time of the purchase. Intangible assets which have not been recognised previously and are relevant to the decision to obtain control are identified, recognised and amortised over the useful life.

Purchased goodwill and badwill is eliminated against equity. If the initial accounting for a business combination is incomplete by the end of the reporting period, in which the combination occurred, the combination is accounted for using provisional amounts. Adjustment of the provisional amounts and the recognition of additionally identified assets and liabilities must be undertaken within the mea-

surement period, if new information about facts and circumstances is obtained that existed at the acquisition date.

Segment reporting

The Siegfried Group consists of one "reportable segment". The decision takers measure the performance of the company based on the financial information at the level of the Siegfried Group as a whole.

Foreign currency translation

The positions of the individual financial statements are valued on a functional currency basis. The consolidated financial statements are denominated in Swiss francs. The functional currency of the Group companies is the respective local currency (LC). Balance sheets stated in foreign currencies are translated at the year-end exchange rates, the corresponding income statements at the average annual exchange rates, which should not differ significantly from the exchange rates prevailing on the transaction dates. The exchange rate differences arising from the translation of the financial statements are recognized directly in the consolidated equity. Exchange rate differences arising on intercompany loans that, in substance, form part of the net investment in that subsidiary, are also recognized in equity. Intercompany loans are regarded as part of a net investment in a subsidiary, if the settlement of these loans is neither planned nor likely to occur in the foreseeable future. All other exchange rate differences are included in the income statement.

The exchange rates applied to the Group's most important foreign currencies are as follows:

Balance sheet

Year-end rates

2025

2024

1 USD

0.793

0.906

1 EUR

0.931

0.941

100 CNY

11.322

12.412

Income statement

Average rates

2025

2024

1 USD

0.832

0.881

1 EUR

0.937

0.953

100 CNY

11.565

12.236

Property, plant and equipment

Property, plant and equipment are valued at acquisition or production cost less accumulated depreciation. Land is not depreciated. Depreciation is charged on a straight-line basis over the following estimated useful life of the assets:

Buildings and leasehold improvements 10-30 years

Machinery and equipment 5-15 years

Vehicles 5-10 years

IT-Hardware 3-5 years

If parts of a fixed asset have different useful lives, they are recognized and depreciated as separate assets. The useful lives of assets are evaluated at least once a year at the reporting date and, if necessary, amended. Property, plant and equipment are excluded from the balance sheet upon retirement, or when no value in use can be expected. Maintenance and repair costs are recognized in the income statement. Subsequent purchase and production costs are capitalized, only if a future economic benefit is expected and the costs of the asset can be reliably determined.

Leasing

Leased property, plant and equipment for which the significant risks and rewards are transferred to the Group are disclosed as financial leases respectively as asset and liability. All other lease agreements are classified as operating leases. Leasing liabilities from operating leases, which cannot be terminated within one year, are disclosed in the notes to the consolidated financial statements. Currently the Siegfried Group has entered only into operating leases and no financial leases.

Intangible assets

Intangible assets consist of licenses, patents, trademarks, software and land use rights in China. If there are indications of impairment, intangible assets are tested for recoverability. Intangible assets are accounted for at cost of acquisition or of production plus costs of placing it in a usable condition less accumulated amortization and any accumulated impairment losses. Intangible assets are amortized on a straight-line basis over the estimated useful life. All intangible assets are amortized over the shorter of their following legal and economic lives:

Land use rights China 50 years

Licenses, patents and trademarks The shorter of economic or legal

life, as a rule 5-20 years

Software 3-5 years

Impairment of non-financial non-current assets and intangible assets

An assessment whether the value of non-financial non-current assets (PPE) and intangible assets with finite useful life may be impaired is undertaken if as a result of events or changed circumstances it appears possible that the carrying amounts are not recoverable. If the carrying amount exceeds the recoverable amount, then an impairment is recorded to this amount. The recoverable amount is the higher of the asset's net recoverable value and the value in use. When an impairment loss arises the useful life of the asset in question is reviewed and, if necessary, the future depreciation charge is accelerated.

An impairment loss recognized in a previous period should be partially or fully reversed if the factors determining the recoverable amount improved significantly. In such cases, the new carrying amount is the lower of the new determined recoverable amount and the carrying amount less depreciation as if an impairment loss had never been recognized. The reversal of an impairment is recognised in the operating result.

Securities/financial assets

Securities are a part of the current assets and are valued at actual values. If no actual value is available the securities are valued at acquisition cost less any impairment. Financial assets are carried at acquisition cost less impairment, if any.

Inventories

Inventories include raw materials, supplies, semi-finished goods, finished goods and trading goods. Raw materials are measured at the lower of acquisition or production cost and net recoverable value. Acquisition or production cost are measured using the moving weighted average price method. Production costs comprise all manufacturing costs including an appropriate share of production overheads. They are measured at standard costs. Appropriate valuation allowances are made for obsolete and slow-moving inventory items as well as for Q-blocked goods. Net realizable value is the estimated selling price in the ordinary course of business, less applicable variable selling expenses. Settlement discounts are treated as reductions in the purchase price.

Trade receivables

Trade receivables are included initially at nominal value and subsequently at net realizable value; this is equal to the amounts invoiced after deducting allowances for doubtful accounts. Indications for possible impairment are given if the payment is delayed, the customer is experiencing financial difficulties, or recapitalization or bankruptcy is likely. Allowances for doubtful accounts are established based on the difference between the net present value of the nominal amount of the receivables and the estimated net collectible amount. The expected loss is recognized in the income statement in the line item "marketing and sales". When a trade receivable

becomes uncollectible, it is derecognized against the allowance for doubtful accounts.

Under non-recourse factoring arrangements Siegfried may sell eligible short-term trade receivables to a factor. Trade receivables sold under non-recourse factoring arrangements are fully derecognized from the statement of financial position upon transfer. Siegfried receives part of the consideration immediately in cash, while the remainder is recognized as other receivables against the factor. Once the contractual conditions are fulfilled the factor pays the other receivable. After the sale of those trade receivables Siegfried acts solely as an agent for the factor in collecting customer payments, which are recorded as other current liabilities and remitted to the factor twice a month.

Other receivables

This caption includes mainly VAT receivables and other receivables. They are recorded at net realizable value.

Accrued income and prepaid expenses

Accrued income is valued at nominal value and contains payments made for the following financial year and accrued income which will be received in the next period.

Cash and cash equivalents

Cash consists of cash, balances held in bank accounts and short-term deposits with a maturity of three months or less from the reporting date and are carried at current value. Cash is the defined fund of the consolidated cash flow statement.

Equity/treasury shares

A purchase of treasury shares by a Group company, including all costs, is recorded against equity, until the shares are redeemed, reissued, or sold. If treasury shares are issued or sold at a later date, the net consideration less directly attributable transaction costs and income taxes is recorded in equity.

Financial liabilities

All financial liabilities are recorded under current or non-current financial liabilities. The non-current financial liabilities include all liabilities with a residual duration of more than one year. The current financial liabilities include all liabilities with a duration of less than one year, including the current portion of non-current liabilities. If at the reporting date there is a binding commitment to extend a maturing loan, it is classified according to the new duration.

Other liabilities

Other liabilities are valued at nominal value and contain mainly VAT liabilities and personnel commitments.

Accrued expenses and deferred income

Accrued expenses are valued at nominal value and contain mainly payments which are due in the following financial year but should be expensed in the current financial year and accrued revenue.

Provisions

Provisions are recorded if, as a result of a past event, there is a justified probable obligation, the amount and/or due date of which is uncertain but can reasonably be estimated. The calculation of the provision is based on the estimate of the cash outflow to settle the obligation. If time is a significant factor, the amount of the provision is discounted.

Employee benefits

Pension plans

The Group operates various employee benefit plans in and outside Switzerland for employees who satisfy the participation criteria. The pension benefits paid are governed by the legal requirements in the respective countries. Most of the employees of the Swiss companies in the Siegfried Group are insured in its own pension fund, the Pensionskasse Siegfried, Zofingen, legally autonomous foundation. The pension fund is financed by employee and employer contributions. In addition, there are affiliations to two collective foundations. Abroad, there are separate pension solutions in Germany for Siegfried PharmaChemikalien Minden GmbH, in France for Siegfried St. Vulbas SAS, in Spain for Siegfried Barbera S.L. and Siegfried El Masnou S.A. as well as for the companies in the USA.

The effective economic effects of all Group pension plans are calculated annually at the reporting date and the resulting liability or economic benefit is recognized in the balance sheet. Pursuant to Swiss GAAP FER 16, economic liabilities and benefits of Swiss pension plans are determined on the basis of accounts drawn up in accordance with Swiss GAAP FER 26. For the valuation of foreign pension obligations, actuarial reports are obtained that are based on dynamic models in line with the international accounting standards.

Employer contribution reserves are recognized as assets, provided they are not covered by a waiver of use. Changes in value of employer contribution reserves or liabilities are recognized as personnel expenses.

Share-based payments

For the members of management a long term incentive plan (LTIP) exists. At the beginning of a vesting period of three-years the plan participants acquire a defined number of performance share units (PSU). The valuation of the PSU is undertaken by an external company, which is specialized in the valuation of option and equity plans. The expenses are recognized as personnel expenses on an equal basis over the vesting period. After the three-year vesting period the plan participants are allocated between 0 and 1.5 shares per acquired PSU.

Further an employee share purchase plan (ESPP) exists that allows employees, which can not participate in the LTIP, to purchase shares at their own cost up to 10% of their annual base salary and,

after two years (subject to an active employment relationship), to receive one share for free for every two investment share purchased (2:1 matching).

Furthermore, there is a share matching plan (SMP) in place, allowing employees to purchase Siegfried shares at their own cost up to a maximum of 10% of their annual base salary and, after three years (subject to an active employment relationship), to receive one share for free for every investment share purchased (1:1 matching). The ESPP and the SMP are considered equity-settled share-based payment plans. The fair value of the shares corresponds to the fair value at grant date. Costs for the employee share plans are recorded as personnel expenses in the period in which the employee

performed his/her services.

Siegfried acquired three BASF sites in 2015. BASF operated an employee share purchase plan, under the terms of which employees were able to acquire rights to future bonus shares by purchase with their own funds. In order to be able to offer the employees suitable compensation for the future rights existing at the date of the sale, a share plan limited to ten years was launched, under which the employees will receive Siegfried shares free of charge in the years 2016-2025.

Profit sharing/bonus plans

The Group operates a short term incentive plan (STIP), which is compensated annually in cash. These bonus entitlements in cash are recognized on an accrual basis as a liability and expense, if there is a contractual commitment or past business practice that constitutes a de facto commitment. The amount of the performance-based remuneration paid under the STIP is linked to the achievement of corporate, functional and individual targets. At the end of the one-year performance period it is determined whether the corporate, functional and individual goals have been achieved. The achievement scale for the corporate targets stretches from 0% to a maximum of 200%, for functional and individual targets from 0% to a maximum of 150%.

Taxes

The tax expense for the period comprises current and deferred taxes. Current income taxes are calculated on the basis of the taxable result and the tax rate applicable locally. Provisions are made for deferred taxes on all temporary differences between amounts determined for tax purposes and those reported for Group accounting purposes at the actual local tax rates likely to be applied. Deferred tax assets arising from temporary timing differences and tax loss carryforwards are recognized if it is probable that future taxable profits will be available against which the deferred tax assets can be utilized. Management analyzes on an annual basis the financial situation and the expected profits of the concerned companies. Changes in deferred taxes are recognized against net profit unless the tax relates to an item recognized directly in equity. No provisions are made for deferred income taxes on potential future dividends out of retained earnings, as these sums are deemed permanently reinvested.

Net sales, services and long-term contracts

Net sales represent amounts received and receivable for goods and services supplied to customers after deducting discounts and volume rebates and excluding sales and value-added taxes. Revenue from the sale of goods is recognized when the benefits and risks as well as the authority of ownership have passed to the buyer. Income from services is recognized on an accrual basis in accordance with the underlying service agreements.

Development projects and other long-term projects are recognized in accordance with Swiss GAAP FER 22 as long-term contracts. If all the conditions for the application of the percentage of completion method (PoCM) are fulfilled, revenues and profit are realized in line with the progress of the contract; otherwise they are realized on completion of the contract (CCM - completed contract method). The degree of completion is determined using the cost-to-cost method.

Cost of goods sold

The production costs of the goods sold and services rendered include the direct production costs and the production overheads.

Other operating income

The other operating income includes gains on the sale of fixed assets and income from activities that are not part of the Siegfried Group's core business.

Research and development

Research and development costs include wages and salaries, development costs, costs of materials and overheads and are directly expensed.

Dividends

Dividends to shareholders are recorded as liabilities at the time the resolution to pay a dividend is made.

Government grants

In connection with investment projects some subsidiary companies in the Siegfried Group receive government grants. Government grants are recognized at fair value, only if there is a high probability that the conditions will be met. The grants are recognized in income in the periods, in which the company recognises the related expenses. If the government grants relate to fixed assets, they are deducted in determining the carrying amount of the fixed assets. The grant is recognized as reduced depreciation over the useful life of the depre-ciable fixed assets.

Transactions with related parties

Transactions with related parties are defined as a business relationship with shareholders of the Group, with companies which are fully consolidated and other related parties as defined under Swiss GAAP FER 15.

Commitments and contingencies

The operations of the Group companies continue to be exposed to risks from political, legal, fiscal and regulatory developments, including those related to environmental protection. The nature and frequency of these developments and events, which are not covered by any insurance, are not predictable. Possible obligations that are dependent on future events are disclosed as contingent liabilities.

Company-wide risk management

The company-wide risk management is based on the ISO 31000 standard for risk management and is adjusted to the specific situation of the Siegfried Group. The risk management concept is assessed annually and, if necessary, adjusted and improved.

Core targets of company-wide risk management

With this risk management concept, a well-established risk culture firmly anchored in the company, and clearly defined risk processes, we strive to increase transparency about the risks in the company, which allows us to avoid, transfer or, if worthwhile, carry risks.

Identification, evaluation and management

A risk register is used to assess and classify risks according to strategic, operational, financial and external effects. There is also an estimate of the likelihood of occurrence with the possible financial consequences. From this, the measures for the management of the identified risks are derived and also evaluated. The Corporate Risk Committee monitors the aggregated risks for compliance with internal guidelines and processes and is in regular contact with the respective risk managers. The consolidated risk assessment is submitted to the Executive Committee, the Audit Committee and the Board of Directors for review. Reporting is accelerated in the event of new or changing risks.

At its strategy meeting on July 2 to 5, 2025, the Board of Directors considered in depth the strategic projects and their inherent risks. When there were significant changes, it also requested relevant information at other meetings about risks associated with strategic projects and approved the implementation of any required actions. Operating risks were discussed and assessed by the Board of Directors at its regular meetings. The most important operational risks per area were defined on November 14, 2025.

The annual report on the internal control system, including its assessment, was also approved at the meeting on November 14, 2025. The risk management and the ICS reports were also pre-discussed in the Audit Committee on November 10, 2025.

Financial risk management

Financial risk management within Siegfried Group is governed by policies and guidelines approved by management. These policies cover foreign exchange risk, interest rate risk, market risk, credit risk and liquidity risk. Group policies also cover the investment of excess funds and the raising of debts. Both the investment of excess funds and the raising of current and non-current debts are centralized. Risk management strives to minimize the potential negative effects on the Group's financial position.

Market risks

Siegfried is exposed to market risks which consist mainly of foreign exchange risk, interest rate risk and market value risk.

Foreign exchange risks

Siegfried operates across the world and is therefore exposed to movements in foreign currencies affecting its reporting in Swiss francs. Foreign exchange risks arise on business transactions that are not conducted in the Group's functional currency. Siegfried continues to monitor its currency exposures. The Group seeks to reduce the foreign exchange risk with natural hedges. If necessary, the Group will also take forward contracts, swaps or currency options into consideration.

The Siegfried Group is principally exposed to currency risk with respect to the USD and the EUR and to a lesser extent the CNY.

Interest rate risks

Interest rate risks arise from movements in interest rates, which could have adverse effects on the Group's net profit or financial position. Interest rate movements can result in changes in interest income and expense on interest bearing assets and liabilities. In addition, they can also, as described under the market value risks below, impact specific assets, liabilities and financial instruments. Within the Siegfried Group, interest rate management is centralized.

Market value risks

Changes in the market value of financial assets and derivative financial instruments can affect the financial position and net profit of the Group. The Siegfried Group does not hold financial investments for speculative purposes. Non-current financial investments, such as investments in subsidiaries, are held for strategic reasons. Risks of loss in value are minimized by thorough analysis before purchase and by continuously monitoring the performance and risks of the investments.

Liquidity risks

The Group companies need to have sufficient access to cash to meet their obligations. The treasury department manages the raising of current and non-current debt centrally. Cash flow forecasting is performed by the operating entities of the Group and aggregated and monitored by Group Treasury.

Credit risks/counterparty risks

Credit risks arise from the possibility that the counter-party to a transaction may be unable or unwilling to meet their obligations, causing a financial loss to Siegfried. Trade receivables are subject to active risk management focusing on the monitoring and controlling of risks. The credit risks on other financial assets are limited by the policy of restricting them to institutional partners. Where possible, the latter are controlled by an ongoing review of the classification of their creditworthiness and the limitation of aggregated individual risks. In addition, the investment of liquid funds with a single credit

institution is limited.

Capital risk

The capital of the Siegfried Group is managed with a view to ensuring the continuation of operations, to earning an adequate yield for the shareholders and to optimizing the capital structure in order to reduce the cost of capital.

The Siegfried Group monitors its capital structure by reference to the net debt ratio and the equity ratio. The net debt ratio is defined as net debt (cash balances less bank borrowings) divided by EBITDA (operating result plus depreciation of property, plant and equipment and impairment of intangible assets). The equity ratio is defined as equity divided by total assets.

Derivative financial instruments

To manage currency and interest rate exposure, Siegfried may use forward exchange contracts as well as interest rate and currency swaps or put options. Derivatives used to hedge changes in value of an existing underlying transaction are recognized applying the same valuation principles that are applied to the underlying hedged transaction. A derivative is derecognized as soon as it matures (or an early option is exercised) or as soon as, following a sale or default by the counterparty, no further claim on future payments exists.

Estimates, assumptions and accounting judgments

The compilation of consolidated financial statements in accordance with Swiss GAAP FER requires estimates, assumptions and accounting judgments. The most important forward looking assumptions, from which a substantial risk may arise that could lead to a material adjustment to assets and liabilities within a year, are outlined on the following paragraphs.

Receivables

Receivables are initially recorded at nominal value and subsequently adjusted to net realizable value by deducting allowances for doubtful accounts. Indicators for impairment include delayed payments, customer financial difficulties, or potential recapitalization or bankruptcy. Allowances are established to cover collectability risks, determined through a direct analysis of outstanding receivables, considering both individual doubtful accounts and general allowances for overdue receivables.

Inventory

Appropriate valuation allowances are set for obsolete or slow-moving inventory, including Q-blocked goods. Following Group guidelines, inventories at risk of obsolescence or slow turnover are regularly evaluated and potentially written down to their net realizable value. This value is based on the estimated selling price, less applicable variable selling expenses, with considerations for past experience, future demand, and product life cycle.

Impairment test of non-financial non-current assets

In compliance with the above accounting principles the recoverability of the net assets is tested if there is any indication of impairment. The recoverable amount of the cash-generating unit is calculated using the discounted cash flow method, based on approved midrange plans. These calculations require management to make forward looking assumptions and estimates.

In the year under review, no indications were found that would impair the fair value of the net book values.

Deferred tax assets

Deferred tax benefits from unused tax losses and deductible temporary differences are considered to the extent to which it is probable that future profits will be earned, against which they can be used. Management assesses the capitalization of deferred tax assets on tax losses and tax credits on an annual basis based on the taxable profits expected for the next 5 years. The tax rates are based on the effective and expected tax rates applicable for the relevant companies.

Environmental provisions

Provisions relate to obligations to eliminate environmental pollution. Future decontamination costs depend on the regulatory status and management decisions on future construction projects. Depending on the nature and scope of the construction projects realized, the obligation to eliminate detrimental effects on the environment is increased or reduced. The environmental provision would as a consequence be higher or lower (see note 13).

Restructuring provision

The provision relates to restructuring measures and expected costs in connection with the decision to reorganise business activities. These estimates are based on the best knowledge and belief of the Executive Committee about the Group's current and future activities.

Pension obligations for foreign pension plans

Foreign pension obligations are valued by means of external actuarial reports, unless they are contribution plans. The parameters on which the actuarial report is based, such as discount rate, pension adjustment, increase in income and others, are subject to a certain degree of judgement, as bandwidths exist. The management can define respectively adjust these parameters within these bandwidths.

  1. Scope of consolidation

    The consolidation includes the following companies:

    Group companies

    in LC

    Participation

    Share capital 2025

    Share capital 2024

    Operating

    Alliance Medical Products Inc., Irvine (USA)

    USD

    100.00%

    116 521

    116 521

    Siegfried AG, Zofingen (Switzerland)

    CHF

    100.00%

    20 000 000

    20 000 000

    Siegfried Evionnaz SA, Evionnaz (Switzerland)

    CHF

    100.00%

    1 000 000

    1 000 000

    Siegfried Hameln GmbH, Hameln (Germany)

    EUR

    100.00%

    751 000

    751 000

    Siegfried Malta Ltd., Valletta (Malta)

    EUR

    100.00%

    100 000

    100 000

    Siegfried (Nantong) Pharmaceuticals Co. Ltd., Nantong (China)

    CNY

    100.00%

    422 296 722

    422 296 722

    Siegfried PharmaChemikalien Minden GmbH, Minden (Germany)

    EUR

    100.00%

    50 000

    50 000

    Siegfried St. Vulbas SAS, Saint Vulbas (France)

    EUR

    100.00%

    15 200 000

    15 200 000

    Siegfried USA LLC, Pennsville (USA)

    USD

    100.00%

    500 000

    500 000

    Siegfried Barbera S.L., Barberà del Vallès (Spain)

    EUR

    100.00%

    503 000

    503 000

    Siegfried El Masnou S.A., El Masnou (Spain)

    EUR

    100.00%

    10 099 778

    10 099 778

    SIEGFRIED DiNAMIQS AG, Schlieren (Switzerland)

    CHF

    95.00%

    500 000

    500 000

    Curia Wisconsin Inc., Grafton (USA)

    USD

    100.00%

    1

    1

    Finance and administration

    Siegfried Deutschland Holding GmbH, Hameln (Germany)

    EUR

    100.00%

    1 790 000

    1 790 000

    Siegfried Deutschland Real Estate GmbH, Hameln (Germany)

    EUR

    100.00%

    -

    25 000

    Siegfried Holding AG, Zofingen (Switzerland)

    CHF

    100.00%

    32 565 600

    49 643 000

    Siegfried Hong Kong Ltd., Hong Kong (China)

    HKD

    100.00%

    1 000

    1 000

    Siegfried USA Holding Inc., Pennsville (USA)

    USD

    100.00%

    3 000

    3 000

    Siegfried Pharmaceutical UK Ltd., London (UK)

    GBP

    100.00%

    1

    1

    Siegfried Deutschland Real Estate GmbH in Hameln (Germany) was liquidated on November 30, 2025.

    Siegfried has acquired a CDMO specialising in early-stage development in Grafton, Wisconsin (US) from Curia Global at July 1, 2024.

    All fully consolidated investments are wholly owned at 100% by the Group, except for SIEGFRIED DiNAMIQS AG, which represent a 95% interest.

  2. Property, plant and equipment

    Buildings

    and lease-

    Machinery

    In 1000 CHF

    Land

    hold improvements

    and equipment

    Assets under construction

    Total

    Acquisition costs

    As of January 1, 2024

    44 530

    421 526

    1 327 669

    185 283

    1 979 007

    Translation differences

    420

    7 797

    23 804

    2 025

    34 046

    Change in scope of consolidation

    396

    2 524

    3 585

    1 339

    7 844

    Additions

    -

    5 639

    53 988

    109 922

    169 549

    Disposals

    -

    - 832

    - 15 744

    -

    - 16 576

    Reclassifications

    -

    16 638

    40 802

    - 63 303

    - 5 863

    As of December 31, 2024

    45 346

    453 292

    1 434 104

    235 266

    2 168 007

    Translation differences

    - 361

    - 10 806

    - 32 132

    - 4 905

    - 48 204

    Additions

    535

    4 704

    26 359

    179 277

    210 875

    Disposals

    -

    - 403

    - 8 808

    - 43

    - 9 254

    Reclassifications

    1

    20 634

    61 462

    - 82 446

    - 349

    As of December 31, 2025

    45 521

    467 421

    1 480 985

    327 149

    2 321 075

    Accumulated depreciation and impairments

    As of January 1, 2024

    -

    244 037

    933 898

    -

    1 177 935

    Translation differences

    -

    4 466

    16 451

    -

    20 917

    Depreciation charge

    -

    15 645

    62 631

    -

    78 276

    Disposals

    -

    - 667

    - 15 233

    -

    - 15 900

    Reclassifications

    -

    -

    - 3 209

    -

    - 3 209

    As of December 31, 2024

    -

    263 480

    994 538

    -

    1 258 018

    Translation differences

    -

    - 6 149

    - 22 827

    -

    - 28 977

    Depreciation charge

    -

    16 447

    68 199

    -

    84 646

    Disposals

    -

    - 402

    - 8 290

    -

    - 8 692

    As of December 31, 2025

    -

    273 376

    1 031 620

    -

    1 304 996

    Net book value 31 December 2025

    45 521

    194 045

    449 365

    327 149

    1 016 079

    Net book value 31 December 2024

    45 346

    189 812

    439 566

    235 266

    909 988

    At December 31, 2025, land included CHF 3.6 million (2024: CHF 3.1 million) undeveloped property.

    As of December 31, 2025, commitments for the purchase of property, plant and equipment amounted to CHF 51.3 million (2024: CHF 76.8 million).

  3. Intangible assets

    In 1000 CHF

    Acquisition costs

    Licenses,

    patents

    Trademarks

    Software

    Others

    Software in

    development

    Total

    As of January 1, 2024

    10 216

    5 759

    36 457

    5 708

    18 947

    77 087

    Translation differences

    740

    467

    251

    253

    5

    1 716

    Change in scope of consolidation

    -

    -

    68

    -

    -

    68

    Additions

    -

    -

    1 745

    529

    13 272

    15 546

    Disposals

    -

    -

    - 2 471

    -

    -

    - 2 471

    Reclassification

    -

    -

    18 095

    27

    - 12 260

    5 863

    As of December 31, 2024

    10 956

    6 225

    54 145

    6 517

    19 964

    97 808

    Translation differences

    - 1 233

    - 778

    - 398

    - 446

    - 13

    - 2 868

    Additions

    476

    -

    6 243

    637

    12 199

    19 555

    Disposals

    -

    -

    - 79

    - 2

    -

    - 81

    Reclassification

    -

    -

    19 281

    380

    - 19 311

    350

    As of December 31, 2025

    10 199

    5 447

    79 192

    7 086

    12 839

    114 764

    Accumulated amortization and impairments

    As of January 1, 2024

    9 850

    5 659

    15 668

    2 040

    -

    33 217

    Translation differences

    721

    460

    245

    84

    -

    1 510

    Amortization charge

    384

    31

    5 953

    82

    -

    6 450

    Disposals

    -

    -

    - 2 471

    -

    -

    - 2 471

    Reclassification

    -

    -

    3 209

    -

    -

    3 209

    As of December 31, 2024

    10 956

    6 150

    22 604

    2 206

    -

    41 915

    Translation differences

    - 1 233

    - 771

    - 374

    - 144

    -

    - 2 522

    Amortization charge

    36

    30

    9 945

    107

    -

    10 118

    Disposals

    -

    -

    - 79

    -

    -

    - 79

    As of December 31, 2025

    9 759

    5 409

    32 096

    2 169

    -

    49 432

    Net book value 31 December 2025

    440

    38

    47 096

    4 917

    12 839

    65 331

    Net book value 31 December 2024

    -

    75

    31 541

    4 311

    19 964

    55 892

    120 653

    - 4 192

    116 461

    The goodwill which arose upon the acquisition of Alliance Medical Products Inc. (AMP), the Hameln companies, the BASF sites Evionnaz, St. Vulbas and Minden, DiNAQOR DiNAMIQS AG and Curia Wisconsin, Inc. as well as the badwill which resulted from the acquisition of the Novartis locations Barberà del Vallès and El Masnou and

    from the asset purchase agreement with Celgene Chemicals Sàrl were set off against the consolidated equity at the date of purchase. If the goodwill and badwill had been capitalized, the effect on the financial statements would have been as follows:

    In 1000 CHF (for the years ended December 31) 2025

    2024

    Theoretical goodwill/(badwill)

    As of January 1

    124 094

    Goodwill/(badwill) allocation1

    - 3 441

    As of December 31

    120 653

    Accumulated amortization

    As of January 1

    96 741

    Amortization

    8 049

    As of December 31

    104 790

    Theoretical goodwill/(badwill) December 31 3 911

    15 863

    1 Includes an adjustment of the badwill from the acquisition of the two spanish production sites.

    The theoretical useful life applied for straight-line amortization is translated into Swiss francs at the rate prevailing at

    the date of

    104 790

    7 760

    112 550

    15 years as the acquisitions are regarded as long-term investments for Siegfried. The goodwill/badwill from business combinations is

    acquisition. This procedure avoids foreign exchange adjustments to the theoretical goodwill and badwill movements.

    In 1000 CHF (for the years ended December 31)

    2025

    2024

    Operating result according to income statement

    223 764

    199 260

    Amortization of goodwill

    - 7 760

    - 8 049

    Theoretical operating result incl. amortization of goodwill

    216 004

    191 211

    Net profit incl. minority interests according to income statement

    168 374

    159 890

    Amortization of goodwill

    - 7 760

    - 8 049

    Theoretical net profit incl. amortization of goodwill

    160 614

    151 841

    Equity incl. minority interests according to balance sheet

    1 127 555

    979 908

    Theoretical capitalization of goodwill (net book value)

    3 911

    15 863

    Theoretical equity incl. net book value of goodwill

    1 131 465

    995 771

  4. Income taxes

    In 1000 CHF

    2025

    2024

    Current tax expense

    33 621

    31 682

    Deferred tax expense

    6 671

    4 697

    Total income taxes

    40 292

    36 379

    Profit before income tax

    208 666

    196 268

    Group's effective income tax rate

    19.3%

    18.5%

    In 1000 CHF

    2025

    2024

    Average expected tax rate

    15.7%

    15.7%

    Average expected income taxes

    32 731

    30 843

    Reassessment of tax loss carry-forwards

    -

    - 1 576

    Non-recognition of tax loss carry-forwards

    5 536

    9 137

    Non-deductible expenses

    3 669

    -

    Other effects

    - 1 644

    - 2 026

    Group's effective income taxes

    40 292

    36 379

    Group's effective income tax rate

    19.3%

    18.5%

    In 2025, the Group's average expected tax rate is 15.7% (2024: 15.7%). The effective tax rate based on earnings before taxes is 19.3% (2024: 18.5%).

    In 1000 CHF

    December 31, 2024

    Change

    December 31, 2025

    Deferred tax assets

    17 918

    - 5 697

    12 221

    Deferred tax liabilities

    18 435

    2 446

    20 881

    Deferred tax assets of about CHF 12.2 million (2024: CHF 17.9 million) consist of temporary differences and tax loss carry-forwards from individual subsidiaries. As of December 31, 2025, deferred tax assets were capitalized of CHF 4.4 million on tax loss carry-forwards (2024: CHF 4.9 million). The other deferred tax assets of CHF 7.8

    million are mainly due to temporary differences on liabilities of foreign pension plans (2024: CHF 13.0 million).

    Deferred tax assets and liabilities are calculated using the tax rates currently applicable and applied to future taxation (CH 15.0%, CN 25.0%, DE 30.0%, FR 25.0%, MT 35.0%, US 21.0%, ES 25.0%).

    In 1000 CHF

    2025

    2024

    Expiry of unrecognized tax losses and tax credits

    Within one year

    179 -

    Between one and five years

    22 907 24 789

    More than five years

    95 579 71 859

    Total unrecognized tax losses and tax credits

    118 665 96 648

    Siegfried has unrecognized tax loss carry-forwards in the amount of CHF 118.7 million (2024: CHF 96.6 million).

    OECD Minimum Taxation (Pillar Two)

    In December 2023, Switzerland enacted legislation implementing the OECD minimum taxation rules ("Pillar Two"). The Swiss qualified domestic minimum top-up tax (QDMTT) has been effective since January 1, 2024, followed by the international top-up tax under the Income Inclusion Rule (IIR) as of January 1, 2025. Pillar Two introduces a minimum effective tax rate of 15% for large multinational enterprise groups.

    Based on management's assessment, the transitional Country-by-Country Reporting (CbCR) safe harbour requirements will not be met for the Swiss entities of the Group for the 2025 financial year. The Group has recognized a Swiss top-up tax expense for the 2025 financial year of CHF 3.1 million.

  5. Accrued income and prepaid expenses

    In 1000 CHF

    2025

    2024

    Accrued income from sale of products / services

    30 688

    16 387

    Prepaid insurance and accrued bank charges and financing costs

    2 118

    1 125

    Other prepayments

    14 278

    15 830

    Others

    1 186

    1 154

    Total accrued income and prepaid expenses

    48 270

    34 497

  6. Inventories

    In 1000 CHF

    2025

    2024

    Raw materials

    137 540

    133 500

    Semifinished goods

    203 049

    195 070

    Finished goods and trading goods

    110 704

    89 532

    Valuation allowances for inventory

    - 43 741

    - 30 521

    Total inventories

    407 551

    387 580

    Produced intermediates are reported together with the work in process as semifinished goods.

    As of December 31, 2025, there are CHF 24.5 million semifinished goods from PoCM orders booked in inventory (2024: CHF 10.9 million).

  7. Other current assets

    In 1000 CHF

    2025

    2024

    Social security receivables and advances to employees

    4 470

    2 808

    Prepayments to suppliers

    1 953

    2 741

    VAT receivables

    57 380

    47 205

    Others1

    23 366

    11 703

    Total other current assets

    87 169

    64 457

    1 Including a receivable of CHF 9.8 million (2024: CHF 0.0 million) from factoring, see note 8 trade receivables.

  8. Trade receivables

    In 1000 CHF

    2025

    2024

    Trade receivables

    394 980

    396 882

    Allowances for doubtful accounts

    - 3 291

    - 1 874

    Total trade receivables

    391 690

    395 008

    The allowances for doubtful accounts are calculated using the difference between the nominal amount of the receivables and the

    estimated net amount collectible. The net amount collectible is estimated on the basis of experience.

    In 1000 CHF

    2025

    2024

    Not yet due

    330 681

    366 976

    Due 0 - 3 months

    57 389

    21 167

    Due > 3 months

    3 620

    6 865

    Total trade receivables

    391 690

    395 008

    On December 2, 2025, Siegfried entered into a non-recourse factoring agreement, under which the factor may purchase eligible receivables up to a maximum of CHF 50 million. As of the reporting date, trade receivable of CHF 50.0 million (2024: CHF 0.0 million) had been sold and fully derecognized. Of this amount, Siegfried received

    CHF 40.2 million (2024: CHF 0.0 million) in cash from the factor, while the remaining CHF 9.8 million (2024: CHF 0.0 million) was recognized as other receivables. Other current liabilities representing amounts collected on behalf of the factor and awaiting transfer to the factor totaled CHF 5.0 million (2024: CHF 0.0 million).

  9. Derivative financial instruments

    The guidelines on financial risk management are described in the accounting principles. Within the framework of these guidelines the Siegfried Group uses derivative financial instruments to hedge foreign exchange and interest rate risks. The contract value provides information about the volume of outstanding transactions. At the reporting date foreign exchange and interest hedging contracts were

    open. Foreign currency forward contracts were used to hedge net payment flows in the financial year 2025 aggregating USD 85.5 million, EUR 58.0 million and CHF 0.1 million (2024: USD 73.3 million, EUR 59.7 million and CHF 0.1 million). The changes in fair value of these foreign exchange contracts are recognized in the financial result and in equity depending on the underlying instrument.

    Contract value Positive fair value Negative fair value

    121 309

    121 580

    121 580

    121 309

    6

    -

    -

    6

    428

    813

    813

    428

    In 1000 CHF 2025 2024 2025 2024 2025 2024

    Foreign currency swaps

    Total Long-term intra-group loans with equity characteristics

    As part of the Group's intra-group financing, loans are granted to group companies that are economically regarded as part of a net investment in those entities. Such loans are considered part of a net investment if their repayment is neither planned nor likely in the foreseeable future. The resulting foreign exchange translation differences are recognised directly in consolidated equity, without af-

    fecting profit or loss. In line with the foreign exchange differences on loans classified as part of a net investment in group companies, changes in the fair value of the derivatives are also recognised directly in consolidated equity. Cumulative fair value changes are recognised in profit or loss only upon the disposal or liquidation of the foreign subsidiary. The effectiveness of the hedging relationships is reviewed on a regular basis.

    As at the balance sheet date, the following loans are considered and hedged as net investments in group companies:

    In 1000 USD

    2025

    2024

    Siegfried USA Holding Inc., Pennsville (USA)

    108 500

    107 000

    Siegfried USA LLC, Pennsville (USA)

    120 000

    65 000

    Total

    228 500

    172 000

    For the purpose of hedging against currency fluctuations, foreign exchange swaps in an amount of USD 45.7 million (2024: USD 34.4 million) are entered into on a monthly basis on an ongoing basis. In addition, USD 182.8 million (2024: USD 137.6 million) is hedged by means of foreign exchange forward contracts within a defined hedging bandwidth, which reduces hedging costs.

    The change in fair value of the foreign exchange swaps amounted to CHF 2.6 million (2024: CHF -3.0 million), and the change in fair value of the foreign exchange forward contracts amounted to CHF 4.0 million (2024: CHF -4.2 million).

  10. Share capital - hybrid capital -conditional capital

    The share capital of Siegfried Holding AG decreased net by CHF 17.0 million, reflecting a repayment of par value to the shareholders in the amount of CHF 17.1 million, partially offset by CHF 0.1 million from the issuance of shares under the employee benefit programmes. The nominal value per share was decreased from CHF 11.00 each to CHF 7.20 each by resolution of the general assembly on April 10, 2025. At the same time a share split at a ratio of 1:10 took place. The capital reduction and the share split were publicly certified on April 10, 2025. As of December 31, 2025 the share capital amounts to CHF 32.6 million and it is divided into 45 230 000 registered shares with a par value of CHF 0.72 each

    (2024: 4 513 000 registered shares with a par value of CHF 11.00 each).

    In 2025, Siegfried Holding AG has conditional capital of CHF 1 548 000 for the creation of 2 150 000 shares (par value of CHF 0.72) to serve the Long Term Incentive Plan (LTIP) and other employee benefit plans (2024: CHF 2 475 000 for 225 000 shares with a par value of CHF 11.00).

    In 2025, 10 000 shares were allocated for participation programs from conditional capital (2024: 45 000 shares). This was followed by a share split at a ratio of 1:10 which was approved at the Annual General Meeting on April 10, 2025.

    December 31,

    Before share

    December 31,

    Conditional capital (number of shares)

    2024

    Change

    split

    2025

    Long Term Incentive Plan (LTIP) and other employee benefit plans

    225 000

    - 10 000

    215 000

    2 150 000

    Total

    225 000

    - 10 000

    215 000

    2 150 000

    Siegfried Holding AG has a capital band ranging from CHF 32.6 million to CHF 35.8 million, within which the Board of Directors is authorised until April 10, 2030, or until an earlier expiry of the capital band, to increase the share capital once or several times and by any amounts, either by issuing up to 4 523 000 fully paid registered shares with a par value of CHF 0.72 each or by increasing the par value of the existing registered shares.

    The accumulated non-distributable reserves amounted to CHF 21.4 million (2024: CHF 24.8 million).

  11. Treasury shares

    Treasury shares are deducted at transaction value directly from equity. At December 31, 2025, the book value of the treasury shares was CHF 75.4 million (2024: CHF 77.5 million). At the Annual General Meeting on April 10, 2025 a share split at a ratio of 1:10 was approved. The first trading day of the split shares was April 28, 2025.

    The following information refers to the number of shares after the split. The prior year was adjusted accordingly for better comparability. In 2025, Siegfried held 1 421 560 shares at year end which is a decrease by 40 170 shares (2024: decrease by 774 800 shares). The shares are valued at the average rate.

    CHF

    Number of

    shares

    Average

    prices

    At January 1, 2024

    2 236 530

    47.33

    Additions 2024

    232 140

    97.22

    Disposals 20241

    - 7 410

    104.98

    Servicing of convertible bonds

    - 999 530

    80.04

    At December 31, 2024

    1 461 730

    53.05

    Additions 2025

    10

    98.80

    Disposals 20251

    - 40 180

    84.70

    At December 31, 2025

    1 421 560

    53.05

    1 Disposals include allocations from share-based payments from treasury shares (2025: 26 860 shares; 2024: 6 940 shares).

  12. Financial liabilities

    Interest of the existing syndicated loan agreement in the amount of CHF 400.0 million is based on SARON (CHF), SOFR (USD) and Euribor (EUR), plus an interest margin that depends on a financial covenant of a maximum debt ratio. The Siegfried Group fulfilled this covenant at the year end. At December 31, 2025, the syndicated loan was utilized in the amount of CHF 75.0 million (2024: CHF 290.0 million). In 2024, the second extension option was exercised, extending the syndicated loan until March 2027.

    On May 19, 2021, Siegfried Holding AG placed a senior bond in the amount of CHF 200.0 million on the Swiss capital market. The bond was issued with a term of 5 years and a coupon of 0.20%.

    On September 11, 2025, Siegfried Holding AG placed an additional senior bond in the amount of CHF 300.0 million on the Swiss capital market. The bond was issued with a term of 6 years and a coupon of 1.30%.

    In addition, private mandatory convertible bonds in the amount of CHF 0.1 million each were placed on October 1, 2024 and May 1, 2025 (interest rates of 1.75% and 1.65% respectively) with a term of 7 years each.

  13. Provisions

    In 1000 CHF

    Environmental

    provisions

    Restructuring

    provisions

    Other

    provisions

    Total

    As of January 1, 2024

    13 941

    17 816

    134

    31 891

    Costs incurred

    - 719

    - 3 334

    -

    - 4 053

    Additions, interest

    62

    486

    -

    548

    Discounting environmental provision, Releases of unused provisions

    - 1 821

    -

    - 70

    - 1 891

    Currency translation

    -

    -

    3

    3

    As of December 31, 2024

    11 463

    14 968

    68

    26 499

    Thereof current

    2 863

    3 236

    20

    6 120

    Thereof non-current

    8 599

    11 733

    49

    20 380

    As of January 1, 2025

    11 463

    14 968

    68

    26 499

    Costs incurred

    - 756

    - 3 330

    -

    - 4 085

    Additions, interest

    529

    1

    -

    530

    Discounting environmental provision,

    -

    - 5 563

    -

    - 5 563

    Releases of unused provisions

    Currency translation

    -

    -

    - 1

    - 1

    As of December 31, 2025

    11 236

    6 076

    67

    17 380

    Thereof current

    2 900

    1 760

    20

    4 680

    Thereof non-current

    8 335

    4 317

    48

    12 701

    Environmental provisions

    The Siegfried Group produces chemical products at various locations. The production process is such that undesirable incidents may also arise, which result in an obligation to remedy pollutant effects on the environment. Possible remediation obligations of CHF 11.2 million have been provided for (2024: CHF 11.5 million). The liabilities are recognized in the accounting period in which the obligation becomes evident. A provision is recorded if it is expected that the obligation results in an outflow of economic resources in the medium term and if a reasonable estimate of that obligation can be made. By their nature the amounts and timing of any outflows are difficult to predict.

    Environmental assessments were prepared in connection with planned construction projects. In the reporting period costs for remediation incurred of CHF 0.8 million (2024: CHF 0.7 million). In the previous year, a reassessment led to a discount of CHF 1.8 million. The start of the planned construction projects is anticipated within the next 15 years. The environmental provision was discounted with 1.5% (2024: 2%) to the present value of the expected expenditures. The compounding amounted to CHF 0.5 million (2024: CHF 0.1 million). Management reviews the provisions annually, based on regulatory changes or changes in planned investments.

    Restructuring provisions

    With the recording of the net assets of the two Spanish production sites in 2021, due to decreasing needs of the seller and measures already initiated before the acquisition, restructuring provisions of CHF 27.7 million had to be recognised. It is not assumed that this can be compensated by new business. At the end of the reporting period the provision amounted to CHF 6.1 million (2024: CHF 14.8 million). In 2025, CHF 2.9 million have been used (2024: CHF 2.9 million) and CHF 5.3 million were released.

    In the previous year, the remaining CHF 0.4 million from the asset deal with Celgene Chemicals Sàrl were used.

    Other provisions

    Other provisions of CHF 0.1 million (2024: CHF 0.1 million) include legal claims. In the previous year, CHF 0.1 million were released for product warranties.

  14. Other non-current liabilities

    Other non-current liabilities of CHF 19.3 million (2024: CHF 32.7 million) contains in addition to obligations for long-service awards a liability of CHF 16.8 million (2024: CHF 30.3 million) in connection

    with the acquisition of the Novartis companies on January 1, 2021 (earn-out), see note 16 for the current part of the earn-out.

  15. Accrued expenses and deferred income

    In 1000 CHF

    2025

    2024

    Bonus and personnel liabilities

    26 962

    26 037

    Vacation and overtime accruals

    8 374

    8 117

    Deferred income

    13 287

    12 213

    Other

    14 924

    15 185

    Total accrued expenses and deferred income

    63 547

    61 552

  16. Other current liabilities

    In 1000 CHF

    2025

    2024

    Social security liabilities

    11 486

    13 314

    Refunds to customers1

    11 978

    22 132

    Customer prepayments

    24 909

    23 305

    Other taxes

    3 991

    5 151

    VAT liabilities

    43 260

    32 324

    Other2

    15 726

    15 198

    Other current liabilities

    111 351

    111 424

    1 Including a liability of CHF 6.4 million (2024: CHF 15.9 million) from the MSA with Novartis.

    2 Including a liability of CHF 5.3 million (2024: CHF 9.4 million) in connection with the acquisition of the Novartis

    companies on January 1, 2021 (earn-out), see note 14 for the non-current part of the earn-out.

  17. Employee benefits

    and personnel expenses

    In 1000 CHF

    2025

    2024

    Wages and salaries1

    321 071

    300 779

    Share-based payments1

    9 041

    8 953

    Pension expense

    5 572

    13 240

    Expenses for other long-term employee benefits

    431

    371

    Social and other personnel expenses1

    74 367

    72 931

    Total personnel expenses

    410 481

    396 275

    1 These figures include all wages and salaries and, respectively, all share-based payments, including shares allocated to board members and other share-based compensation as well as related social expenses. Prior-year figures have been adjusted.

    At year-end, the number of employees (in full-time positions) was 3 891 (2024: 3 886).

    The change in pension expenses is mainly due to the change in the discount rate. The discount rate for the interest on pension liabilities in Siegfried PharmaChemikalien Minden GmbH (DE) increased in 2025 by 80 basis points (2024: increased by 7 basis points).

    Pension liabilities and economic benefits are as follows:

    Excess/ insufficient cover1 Economical part for the company Change vs. PY or taken to the income statement in the FY2 Contributions limited to the period Pension expenses (personnel)3 In 1000 CHF

    Pension institutions without surplus/deficit (CH)

    Pension plans without own assets (DE)

    Pension plans without own assets (FR)

    Pension plans without own assets (USA)

    Pension plans without own assets (SP)

    31 Decem- ber 2025

    2 827

    - 71 628

    - 1 527

    - 159

    -

    31 Decem-

    - 29

    - 71 628

    - 1 527

    - 159

    -

    - 73 343

    ber 2025

    31 Decem- ber 2024

    -

    - 84 206

    - 1 357

    - 453

    -

    31 Decem-

    11 858

    3 908

    20

    1 446

    748

    17 980

    11 287

    - 7 865

    205

    1 197

    748

    5 572

    29

    - 12 578

    170

    - 294

    -

    - 12 673

    ber 2025 2025 2025 2024

    11 051

    - 552

    230

    1 437

    1 074

    Total 70 487 - 86 016 13 240

    1 For domestic institutions, the reported value is based on preliminary unaudited figures.

    2 Currency effects adjusted.

    3 Including result from ECR.

    The employer contribution reserves are as follows:

    Nominal

    639

    446

    446

    639

    value Waiver of usage Other value adjustments Balance sheet asset Result from ECR in personnel expenses

    In 1000 CHF

    31 Decem-

    ber 2025

    31 Decem-

    ber 2025

    31 Decem-

    ber 2025

    31 Decem-

    ber 2025

    31 Decem-

    ber 2024 2025 2 024

    Pension schemes (CH)

    10 605

    -

    -

    10 605

    9 966

    Total

    10 605

    -

    -

    10 605

    9 966

  18. Share-based payments

For members of management a long term incentive plan (LTIP) exists. The plan participants receive at the beginning of a three-year vesting period a defined number of performance share units (PSU). At the end of the three-year vesting period the plan participants are allocated, depending on the extent to which they have attained the targets, a certain number of shares per PSU received. The plan was introduced in 2014 and was revised in 2021 to make appropriate adjustments to take account of the significant growth of the company and the strong increase in the share price.

Between 0 and 1.5 shares can be allocated per PSU for LTIP grants 2023, 2024, 2025 with a vesting in 2026, 2027, 2028. The plan defines a target amount for the growth in total shareholder return, compound annual growth rate (CAGR) on total shareholder return (TSR weighting 100%). Absolute TSR is the plan target and aims to link the LTIP value at vesting directly with the absolute value created by the company for its shareholders. After allocation, 50% of the shares remain restricted for a three year restriction period starting on the vesting date.

The valuation of the PSU is undertaken at the beginning of the relevant vesting period by an external company, which is specialized in the valuation of option and equity plans.

In March 2025, the shares were transferred for the performance period 2022-2024. The target achievement and thus the performance factor was 91.37%, i.e. 0.9137 shares were allocated per PSU, see Remuneration Report.

Further an employee share purchase plan (ESPP) exists that allows employees, which can not participate in the LTIP, to purchase shares at their own cost. The plan, which was revised in 2024, forsees that after two years, participants receive one share for free for every two investment shares purchased (2:1 matching). In 2025, total 8 140 shares (2024: 10 760 shares) were purchased by employee.

Furthermore, there is a share matching plan (SMP) in place, allowing employees to purchase Siegfried shares at their own cost and after three years to receive one share for free for every investment share purchased (1:1 matching). In 2025, employees purchased a total of 5 180 (2024: 5 480) shares.

At the Annual General Meeting a share split at a ratio of 1:10 was approved. All prior year figures were adjusted accordingly for better comparability.

For the three current plan periods, the following personnel expenses, excluding social security charges, were recognized in 2025 and 2024:

LTIP

Fair value

2025

Personnel expense

Plan period

Numbers of PSU

(CHF)

(in 1000 CHF)

2023-2025

115 092

37.12

584

2024-2026

122 139

73.21

2 067

2025-2027

111 481

66.56

2 473

Total

5 124

LTIP

Fair value

2024

Personnel expense

Plan period

Numbers of PSU

(CHF)

(in 1000 CHF)

2022-2024

114 658

65.07

828

2023-2025

138 019

37.12

1 129

2024-2026

147 751

73.21

3 606

Total

5 562

Share matching plan (SMP)*

Numbers of shares

Fair value

2025

Personnel expense

Plan period

purchased (1:1)

(CHF)

(in 1000 CHF)

2023-2025

4 580

68.65

95

2024-2026

5 050

88.20

144

2025-2027

5 240

98.00

171

Total

411

Share matching plan (SMP)*

Numbers of shares

Fair value

2024

Personnel expense

Plan period

purchased (1:1)

(CHF)

(in 1000 CHF)

2023-2025

4 790

68.65

106

2024-2026

5 410

88.20

154

Total

260

Employee share plan (ESPP)*

Numbers of shares

Fair value

2025

Personnel expense

Plan period

purchased (2:1)

(CHF)

(in 1000 CHF)

2024-20251

5 000

88.20

441

2025-2026

4 070

98.00

199

Total

640

1 Amounts for 2025 include expenses relating to the 2024 plan period.

Employee share plan (ESPP)*

Numbers of shares

Fair value

2024

Personnel expense

Plan period

purchased (2:1)

(CHF)

(in 1000 CHF)

2024-20251

5 380

88.20

246

Total

246

1 Expenses relating to the 2024 plan period recognized in 2025.

* Employees are granted the opportunity to acquire investment shares at a specified point in time under the ESPP or SMP plans. The transaction relating to the acquisition of investment shares by employees does not qualify as share-based payment and is therefore not included in the above personnel expense figures for share-based payments.

In addition, Board members' remuneration comprises a share-based component. Shares are granted at the beginning of a Board mem-ber's term. From the date of grant, these shares are subject to a three-year restriction period and are not subject to any performance conditions. For each member of the Board of Directors, a fixed amount is defined as a share component, from which the number of shares allocated is determined based on the share price.

For extraordinary services rendered by employees, so-called free shares may be allocated. Furthermore, in accordance with internal regulations, so-called leaver shares may be granted upon retirement or termination for economic reasons.

In 1000 CHF

2025

2024

LTIP

5 124

5 562

SMP

411

260

ESPP1

640

246

VR

946

971

Free shares / Leaver shares

1 921

1 914

Total share-based payments

9 041

8 953

1 Expenses relating to the 2024 plan period recognized in 2025.