Notes to the consolidated interim financial statements of the Galenica Group
1. Group organisation
General information
Galenica is a fully-integrated healthcare service provider in Switzerland. Galenica operates a network of pharmacies, develops and offers own brands and products, exclusive brands and products from business partners as well as a variety of on-site health services and tests for customers. Galenica is also a provider of pre-wholesale and wholesale distribution and database services in the Swiss healthcare market.
The parent company is Galenica Ltd., a Swiss public limited company with its headquarters in Bern. The registered office is at Untermattweg 8, 3027 Bern, Switzerland. Shares in Galenica Ltd. are traded on the SIX Swiss Exchange under securities no. 36067446 (ISIN CH0360674466).
The Board of Directors released the consolidated interim financial statements 2025 on 5 August 2025 for publication.
2. Accounting principles
Basis of preparation
The unaudited consolidated interim financial statements of Galenica have been prepared in accordance with IFRS Accounting Standards as issued by the International Accounting Standard Board (IASB), as well as the interpretations of the IFRS Interpretations Committee (IFRIC) and the provisions of Swiss law. The consolidated interim financial statements have been prepared using the same accounting principles as the consolidated financial statements for the year ending 31 December 2024 and comply with IAS 34 – Interim Financial Reporting. The consolidated interim financial statements should be read in conjunction with the consolidated financial statements for the year ending 31 December 2024 as they update previously reported information.
Galenica's consolidated interim financial statements are prepared in Swiss francs (CHF) and, unless otherwise indicated, figures are rounded to the nearest CHF 1,000.
Due to rounding, numbers presented throughout this report may not add up precisely to the totals provided. Totals are calculated using the underlying amount rather than the presented rounded number.
Foreign currencies are not material for the consolidated interim financial statements.
Estimation uncertainty, assumptions and judgments
The preparation of the Group's consolidated interim financial statements requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, income and expense, and the disclosure of contingent liabilities as at the reporting date. Although these estimates and assumptions are made on the basis of all available information and with the greatest of care, the actual results may differ.
Seasonal influences on operations
Sales in the business sectors in which Galenica operates are usually not significantly influenced by seasonal or cyclical fluctuations during the financial year.
Income taxes
Current income taxes are based on an estimate of the expected income tax rate for the full year.
Amendments to IFRS Accounting Standards
As at 1 January 2025 Galenica adopted the following amended IFRS Accounting Standards:
- Amendments to IAS 21 – Lack of exchangeability
This change has no material impact on the financial position, financial performance and cash flows of Galenica nor on disclosures in these consolidated interim financial statements. Galenica has not early adopted any other standard or interpretation that has been issued but is not yet effective.
3. Operating segment information
Operating segment information first half of 2025
Operating segment information first half of 2025
|
in thousand CHF |
Products & Care |
Logistics & IT |
Group Services |
Eliminations |
Galenica Group |
|
Net sales |
867,330 |
1,649,718 |
27,019 |
–548,702 |
1,995,365 |
|
– of which intersegmental net sales |
57,439 |
465,530 |
25,732 |
–548,702 |
– |
|
– of which net sales to third parties |
809,891 |
1,184,188 |
1,287 |
– |
1,995,365 |
|
Cost of goods |
–465,817 |
–1,467,441 |
– |
488,730 |
–1,444,527 |
|
Personnel costs |
–194,335 |
–85,361 |
–23,884 |
–1,161 |
–304,740 |
|
Share of profit from associates and joint ventures |
2,834 |
90 |
– |
26 |
2,949 |
|
Earnings before interest, taxes, depreciation and amortisation (EBITDA) |
116,666 |
50,150 |
33 |
-2,949 1) |
163,901 |
|
Depreciation, amortisation and impairment |
–35,782 |
–18,112 |
–1,296 |
64 |
–55,126 |
|
Earnings before interest and taxes (EBIT) |
80,884 |
32,038 |
–1,263 |
-2,886 1) |
108,774 |
|
Interest income |
|
|
|
|
620 |
|
Interest expense |
|
|
|
|
–6,286 |
|
Other net financial result |
|
|
|
|
3,394 |
|
Earnings before taxes (EBT) |
|
|
|
|
106,502 |
|
Income taxes |
|
|
|
|
–17,858 |
|
Profit from continuing operations |
|
|
|
|
88,644 |
|
|
|
|
|
|
|
|
Assets |
1,874,279 |
1,176,040 |
517,794 |
-504,610 2) |
3,063,503 |
|
Investments in associates and joint ventures |
144,475 |
212 |
– |
–2,055 |
142,632 |
|
Liabilities |
584,996 |
699,496 |
807,679 |
-474,974 3) |
1,617,198 |
|
|
|
|
|
|
|
|
Investments in property, plant and equipment |
8,417 |
4,911 |
1,769 |
– |
15,097 4) |
|
Investments in intangible assets |
1,044 |
11,568 |
– |
–74 |
12,538 5) |
|
|
|
|
|
|
|
|
Employees as at 30 June (FTE) |
4,359 |
1,486 |
280 |
– |
6,125 |
1) Including the effects of IAS 19 from defined benefit plans and long-service awards of CHF -2.6 million
2) Of which elimination of intercompany positions of CHF -484.9 million and other unallocated amounts of CHF -19.7 million
3) Of which elimination of intercompany positions of CHF -484.9 million and other unallocated amounts of CHF 9.9 million
4) Of which non-cash investments of CHF 1.3 million
5) Of which non-cash investments of CHF 2.2 million
Operating segment information first half of 2024
Operating segment information first half of 2024
|
in thousand CHF |
Products & Care |
Logistics & IT |
Group Services |
Eliminations |
Galenica Group |
|
Net sales |
829,334 |
1,563,318 |
26,380 |
–519,017 |
1,900,014 |
|
– of which Intersegmental net sales |
56,032 |
437,739 |
25,246 |
–519,017 |
– |
|
– of which net sales to third parties |
773,302 |
1,125,579 |
1,133 |
– |
1,900,014 |
|
Cost of goods |
–437,533 |
–1,393,249 |
– |
461,353 |
–1,369,428 |
|
Personnel costs |
–191,223 |
–81,452 |
–22,952 |
3,002 |
–292,626 |
|
Share of profit from associates and joint ventures |
1,854 |
–17 |
– |
149 |
1,986 |
|
Earnings before interest, taxes, depreciation and amortisation (EBITDA) |
112,422 |
42,298 |
417 |
30 2) |
155,167 |
|
Depreciation, amortisation and impairment |
–34,979 |
–16,815 |
–1,051 |
94 |
–52,751 |
|
Earnings before interest and taxes (EBIT) |
77,443 |
25,483 |
–634 |
124 2) |
102,416 |
|
Interest income |
|
|
|
|
974 |
|
Interest expense |
|
|
|
|
–6,108 |
|
Other net financial result |
|
|
|
|
1,168 |
|
Earnings before taxes (EBT) |
|
|
|
|
98,450 |
|
Income taxes |
|
|
|
|
–19,162 |
|
Profit from continuing operations |
|
|
|
|
79,287 |
|
|
|
|
|
|
|
|
Assets 1) |
1,844,485 |
1,069,816 |
620,682 |
-464,086 3) |
3,070,898 |
|
Investments in associates and joint ventures 1) |
147,309 |
122 |
– |
–2,344 |
145,087 |
|
Liabilities 1) |
569,114 |
550,563 |
830,692 |
-431,315 4) |
1,519,053 |
|
|
|
|
|
|
|
|
Investments in property, plant and equipment |
11,682 |
5,294 |
1,854 |
– |
18,829 5) |
|
Investments in intangible assets |
465 |
19,193 |
– |
–74 |
19,584 6) |
|
|
|
|
|
|
|
|
Employees as at 30 June (FTE) |
4,312 |
1,492 |
253 |
– |
6,057 |
1) Figures as at 31 December 2024
2) Including the effects of IAS 19 from defined benefit plans and long-service awards of CHF 1.8 million
3) Of which elimination of intercompany positions of CHF -445.1 million and other unallocated amounts of CHF -19.0 million
4) Of which elimination of intercompany positions of CHF -445.1 million and other unallocated amounts of CHF 13.8 million
5) Of which non-cash investments of CHF 0.7 million
6) Of which non-cash investments of CHF 4.3 million
4. Business combinations
In the first half of 2025, the scope of consolidation has changed as a result of the following transactions:
Acquisition of pharmacies. Galenica acquired 100% of the interests in pharmacies in various locations in Switzerland. Upon acquisition, the pharmacies were merged with Galenicare Ltd.
The total purchase consideration amounted to CHF 28.3 million, of which CHF 15.9 million was settled in cash. A deferred consideration in the amount of CHF 8.8 million was recognised, which is due in the second half year of 2025. The fair value of the provisional net identifiable assets amounts to CHF 9.2 million at the acquisition date. The goodwill of CHF 19.0 million was allocated to the operating segment Products & Care and corresponds to the added value of the pharmacies based on their locations and the know-how of the employees gained. Transaction costs were not material.
Business combinations
|
in thousand CHF |
Fair value |
|
Cash and cash equivalents |
3,606 |
|
Trade receivables |
3,289 |
|
Inventories |
1,235 |
|
Property, plant and equipment |
250 |
|
Right-of-use assets |
3,334 |
|
Other current and non-current assets |
3,129 |
|
Trade payables |
–1,082 |
|
Lease liabilities |
–3,334 |
|
Net deferred tax liabilities |
–18 |
|
Other current and non-current liabilities |
–1,173 |
|
Fair value of net assets |
9,236 |
|
Goodwill |
19,035 |
|
Purchase consideration |
28,271 |
|
Cash acquired |
–3,606 |
|
Deferred consideration |
–8,787 |
|
Net cash flow from current business combinations |
15,878 |
|
Payment of consideration due to previous business combinations |
18,500 |
|
Net cash flow from business combinations |
34,378 |
Pro forma figures for acquisitions made in the first half of 2025
Since their inclusion in Galenica's scope of consolidation, the businesses acquired contributed net sales of CHF 7.8 million and a operating result (EBIT) of CHF 0.2 million to the Group's results. If these acquisitions had occurred on 1 January 2025, they would have contributed additional net sales of CHF 5.8 million and increased EBIT by CHF 0.4 million.
5. Net sales
Net sales first half of 2025
Net sales first half of 2025
|
in thousand CHF |
Sale of goods |
Sale of services |
Total net sales |
Intersegmental net sales |
Total net sales to third parties |
of which sale of goods to third parties |
of which sale of services to third parties |
|
Local Pharmacies |
649,196 |
43,952 |
693,148 |
–187 |
692,961 |
649,044 |
43,917 |
|
Pharmacies at Home |
35,674 |
2,393 |
38,067 |
1 |
38,068 |
35,675 |
2,393 |
|
Retail (B2C) 1) |
684,726 |
46,344 |
731,070 |
–41 |
731,029 |
684,719 |
46,310 |
|
Products & Brands |
94,834 |
3,007 |
97,841 |
–46,781 |
51,060 |
48,214 |
2,846 |
|
Services for Professionals |
35,388 |
7,705 |
43,093 |
–15,292 |
27,801 |
27,662 |
139 |
|
Professionals (B2B) 1) |
130,249 |
10,681 |
140,930 |
–62,068 |
78,861 |
75,876 |
2,985 |
|
Products & Care 1) |
812,490 |
54,840 |
867,330 |
–57,439 |
809,891 |
760,596 |
49,295 |
|
Wholesale |
1,574,451 |
5,130 |
1,579,581 |
–432,668 |
1,146,913 |
1,143,060 |
3,853 |
|
Logistics & IT Services |
142 |
82,901 |
83,044 |
–45,768 |
37,275 |
9 |
37,266 |
|
Logistics & IT 1) |
1,574,590 |
75,129 |
1,649,718 |
–465,530 |
1,184,188 |
1,143,070 |
41,118 |
|
Group Services |
– |
27,019 |
27,019 |
–25,732 |
1,287 |
– |
1,287 |
|
Eliminations 2) |
–483,261 |
–65,440 |
–548,702 |
548,702 |
– |
– |
– |
|
Galenica Group |
1,903,819 |
91,547 |
1,995,365 |
– |
1,995,365 |
1,903,666 |
91,700 |
1) Including eliminations of intercompany net sales
2) Eliminations of intersegmental net sales
Net sales first half of 2024
Net sales first half of 2024
|
in thousand CHF |
Sale of goods |
Sale of services |
Total net sales |
Intersegmental net sales |
Total net sales to third parties |
of which sale of goods to third parties |
of which sale of services to third parties |
|
Local Pharmacies |
615,327 |
42,271 |
657,597 |
–174 |
657,423 |
615,173 |
42,250 |
|
Pharmacies at Home |
35,751 |
2,192 |
37,944 |
– |
37,944 |
35,751 |
2,192 |
|
Retail (B2C) 1) |
650,928 |
44,463 |
695,391 |
–24 |
695,367 |
650,925 |
44,442 |
|
Products & Brands |
96,133 |
882 |
97,014 |
–46,862 |
50,153 |
49,320 |
833 |
|
Services for Professionals |
33,600 |
7,836 |
41,435 |
–13,653 |
27,782 |
26,447 |
1,335 |
|
Professionals (B2B) 1) |
129,743 |
8,704 |
138,447 |
–60,512 |
77,935 |
75,767 |
2,168 |
|
Products & Care 1) |
778,226 |
51,108 |
829,334 |
–56,032 |
773,302 |
726,692 |
46,610 |
|
Wholesale |
1,491,116 |
5,337 |
1,496,453 |
–408,100 |
1,088,352 |
1,084,283 |
4,069 |
|
Logistics & IT Services |
70 |
77,594 |
77,664 |
–40,438 |
37,226 |
90 |
37,137 |
|
Logistics & IT 1) |
1,491,187 |
72,131 |
1,563,318 |
–437,739 |
1,125,579 |
1,084,373 |
41,206 |
|
Group Services |
– |
26,380 |
26,380 |
–25,246 |
1,133 |
– |
1,133 |
|
Eliminations 2) |
–458,348 |
–60,669 |
–519,017 |
519,017 |
– |
– |
– |
|
Galenica Group |
1,811,065 |
88,950 |
1,900,014 |
– |
1,900,014 |
1,811,065 |
88,950 |
1) Including eliminations of intercompany net sales
2) Eliminations of intersegmental net sales
6. Fair values of financial assets and financial liabilities
Fair value
|
|
|
30.06.2025 |
|
31.12.2024 |
|
in thousand CHF |
Carrying amount |
Fair value |
Carrying amount |
Fair value |
|
Bond (level 1 of the fair value hierarchy) |
519,816 |
539,820 |
519,811 |
541,600 |
With the exception of the bonds the carrying amounts of all financial instruments approximate to the fair value or fair value disclosure is not required (lease liabilities).
As at 30 June 2025 Galenica holds equity instruments designated at fair value through other comprehensive income including a 10.4% (previous year end: 10.3%) investment in the listed (level 1 of the fair value hierarchy) company Redcare Pharmacy N.V., Netherlands, with a fair value of CHF 186.6 million (CHF 261.4 million as at 31 December 2024) and other investment in non-listed (level 3 of the fair value hierarchy) companies with a fair value of CHF 2.0 million (CHF 3.2 million as at 31 December 2024). These investments were irrevocably designated at fair value through other comprehensive income as Galenica considers these investments to be strategic in nature. Galenica recognised in the consolidated statement of comprehensive income a remeasurement loss of CHF 80.7 million (previous year: loss of CHF 21.3 million as at 30 June 2024).
Fair value of financial instruments (level 3 of the fair value hierarchy)
Fair value of contingent consideration liabilities from business combinations (level 3 of the fair value hierarchy)
|
in thousand CHF |
2025 |
2024 |
|
1 January |
30,907 |
41,507 |
|
Change in fair value (recognised in profit or loss) |
–4,841 |
–10,600 |
|
Payments (cash out) |
–18,500 |
– |
|
30 June / 31 December |
7,566 |
30,907 |
Fair value of equity instruments designated at fair value through other comprehensive income (level 3 of the fair value hierarchy)
|
in thousand CHF |
2025 |
2024 |
|
1 January |
3,181 |
3,928 |
|
Addition |
– |
935 |
|
Change in fair value (recognised in other comprehensive income) |
–1,177 |
–1,682 |
|
30 June / 31 December |
2,004 |
3,181 |
Fair value and sensitivity analysis of contingent consideration liabilities from discontinued operations
Determining the contingent consideration liability in connection with the sale of Mediservice forecasted gross margin of the discontinued operation were identified as key assumptions. Accordingly Galenica has recorded the amount of CHF 3.0 million (previous year: CHF 3.0 million) as other liability based on the expected future gross margin for the years 2024-2026. The future cash outflows range between zero and CHF 3.1 million.
Sensitivity analysis of contingent consideration liabilities from business combinations (level 3 of the fair value hierarchy)
Sensitivity analysis of contingent consideration liabilities from business combinations (level 3 of the fair value hierarchy)
|
in thousand CHF |
Bahnhof Apotheke Langnau |
Aquantic |
Padma |
|
Fair value of contingent considerations as at 30.06.2025 |
– |
3,594 |
3,972 |
|
Minimal payout |
– |
– |
– |
|
Maximal payout |
20,000 |
5,450 |
4,000 |
|
Key assumption |
forecasted net sales 1) |
forecasted EBITDA 1) |
forecasted sell out prices 1) |
|
Year of relevance |
2026+2027 |
2025+2026 |
2025 |
|
Sensitivity analysis |
|
|
|
|
Impact on fair value by 5% increase of key assumption |
– |
406 |
– |
|
Impact on fair value by 5% decrease of key assumption |
– |
–406 |
–998 |
1) of the acquired business
7. Subsequent events
The following business combinations occurred between 30 June 2025 and 5 August 2025, the date that the consolidated interim financial statements were released for publication.
Acquisition of Labor Team Group. On 1 July 2025 Galenica signed a purchase agreement to acquire 100% of the interests of the Diagnostics Group GmbH (hereinafter the Labor Team Group) and will enter the diagnostics business. The transaction is subject to approval of the Swiss Competition Commission (COMCO) which is expected in the second half of 2025. The total purchase consideration is estimated to approximately CHF 238 million and is due with the closing of the transaction.
There were no further significant events after the reporting date.