Notes to the Annual Accounts
1.1 General Information
The present annual accounts of MCH Group Ltd. with head office in Basel have been drawn up in accordance with the Swiss commercial accounting and financial reporting legislation (Title 32 of the Swiss Code of Obligations). The main accounting and valuation principles applied that are not prescribed by law are described below.
1.2 Valuation principles
Assets are valued at no more than acquisition cost. All assets and liabilities denoted in foreign currencies are translated at the exchange rates applicable on the balance sheet date. The resulting exchange rate differences are included on the income statement. Unrealized exchange gains are deferred and reported under the item “Accrued expenses and deferred income”. Income and expenses denominated in foreign currencies and all transactions in foreign currencies are translated at the exchange rates applicable on the individual transaction dates.
1.3 Non-inclusion of a cash flow statement and further details in the notes
MCH Group Ltd. draws up group accounts in accordance with a recognized accounting standard (Swiss GAAP FER). In accordance with the statutory provisions, it has thus dispensed with the provision of details of interest-bearing liabilities and auditing fees and also with the presentation of a cash flow statement in the notes to the present annual accounts.
2. Disclosures on balance sheet and income statement positions
The indirect holdings are listed in the “Group Account” section of the Financial Report under “21. Investments in subsidiaries”
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The capital share corresponds to the voting share.
2.2 Other receivables and payables
In the previous year, the other payables to third parties included the issue taxes owed for the two capital increases for an amount of CHF 1.0 million.
Other payables towards holdings include already received insurance compensation for the cancelation of shows which has not yet been transferred to the holdings in the amount of CHF 20.6 million (previous year CHF 12.4 million) The event cancelation insurance was taken out by MCH Group Ltd. The insurance compensation is therefore collected in advance by MCH Group Ltd. which then transfers it to the holdings that bear the damage due to the exhibition cancelations. The transfer of the indemnities is made in the amount of the claims for the participations. The retained portion of CHF 3.8 million is included in other operating income.
2.3 Long-term, non-interest-bearing liabilities to stakeholders
The long-term, non-interest-bearing liabilities to stakeholders are the non-interest-bearing loan of the Canton of Basel-Stadt to MCH Messe Basel which was transferred to MCH Group as part of the first capital increase in 2020. This loan was converted into share capital on the basis of the non-exercised subscription rights of third-party shareholders. The remaining amount that could not be converted into share capital will continue as a loan.
2.4 Shareholders' equity
As at 31.12.2021, the share capital is divided into 14,869,351 registered shares (unchanged compared with the previous year) with a nominal value of CHF 10.00 per share. Two capital increases took place in the 2020 financial year. In the first, the capital was increased by CHF 20,000,000 from CHF 60,065,750 to CHF 80,065,750 (subscription ratio 1 to 3). In the second, the capital was increased by CHF 68,627,760 from CHF 80,065,750 to CHF 148,693,510 (subscription ratio 7 to 6).
Of the reported reserves from capital contributions in the amount of CHF 32.6 million, an amount of CHF 32.2 million was confirmed by the tax authorities, The amount of CHF 0.4 million that has not been confirmed since 2013 relates to issuing costs for the capital increase in 2011. A reclassification within equity has not yet been made.
In the reporting year, 100,000 own shares were purchased for purposes of future compensation of the management. The own shares were purchased in the period from 09.07.2021 to 21.07.2021 at an average market price of CHF 14.71. No shares had been awarded by the balance sheet date of 31.12.2021.
2.5 Repayment waiver on loan
In conjunction with the restructuring of MCH Swiss Exhibition (Basel) Ltd. that was required as a result of Covid-19, a repayment waiver became necessary in the 2020 financial year on the loan granted for CHF 45.0 million.
In the framework of financing MCH Group Ltd., a CHF 100 million bond was raised in 2018, with a term running from 16.05.2018 to 16.05.2023 (5 years) and a coupon of 1.875%. The fees incurred for the issue of the bond are charged to the income statement on an accrual basis over the five-year term.
2.7 Unemployment insurance (ALV) contributions (short-time working)
Due to Covid-19, the company applied for and was granted short-time working by the state during the previous year. No application for compensation was submitted for the 2021 financial year (previous year, CHF 0.2 million, CHF 0.2 million of which was received).
2.8 Other operating income
Other operating income includes income from event cancelation insurance of CHF 3.8 million.