Koenig & Bauer AG
(notes according to the German Commercial Code)
The annual financial statements of Koenig & Bauer AG were prepared in accordance with the provisions of the German Commercial Code (HGB).
As a holding company Koenig & Bauer AG does not conduct any operating business of its own but performs central and strategic functions for the Group. Central functions performed for the Koenig & Bauer Group include compliance/auditing, controlling, corporate development, innovation promotion, investor relations, corporate responsibility, accounting, purchasing, information technology (IT), corporate accounting, patent and licensing, human resources, legal and insurance, tax and central marketing/corporate communications. In addition, Koenig & Bauer AG provides IT hardware and operates the computer centre for Group tasks and grants licences and brand rights to the subsidiaries.
With the restructuring of the Koenig & Bauer Group, Koenig & Bauer AG as a holding company streamlined its tasks and assigned more operational responsibilities to the two segments in the course of the 2025 financial year. In addition to pursuing the Group’s strategic responsibilities, the focus of the holding company has since continued to be on providing shared services for all Group subsidiaries, including information technology (IT), human resources (HR), investor relations (IR), communications, central purchasing and financial services. The number of employees on 31 December 2025, excluding apprentices, was 442 (previous year: 477).
In addition to income from the services recharged to the Group companies and the fees for the use of licences and brand rights, Koenig & Bauer AG’s business performance depends on the dividend income and profit transfers received from the subsidiaries and, hence, their business performance. The direct and indirect investments held by Koenig & Bauer AG are shown in a list in the notes to the consolidated financial statements.
Report on risks, opportunities and forecasts
The developments described in the chapters of the economic report mainly affect the business activities of Koenig & Bauer AG and its subsidiaries. Koenig & Bauer AG’s business performance is significantly influenced by its subsidiaries and is therefore directly or indirectly subject to the same risks and opportunities as the Koenig & Bauer Group. The risks to which Koenig & Bauer AG is exposed include impairments of investments in subsidiaries and receivables from affiliated companies. The impairment tests for the investments in subsidiaries are generally based on a discounted cash flow model, which is influenced by the performance and earnings of the subsidiaries and their own investments. Therefore, adverse effects on subsidiaries or indirect investments may necessitate the recognition of impairments for investments and loss allowances for receivables in Koenig & Bauer AG’s annual financial statements. Impairments and loss allowances would reduce the net profit available for distribution to the shareholders. As the investments in subsidiaries and receivables from affiliated companies constitute a substantial proportion of the total assets, this is a significant risk. Fluctuations in net investment income and loss allowances for receivables from affiliated companies would have a correspondingly large effect on Koenig & Bauer AG’s net profit. Due to these interrelationships between Koenig & Bauer AG and its subsidiaries, the outlook for the Koenig & Bauer Group also reflects the expectations for Koenig & Bauer AG. Therefore, the above statements for the Koenig & Bauer Group also apply to Koenig & Bauer AG. No separate significant performance indicators have been defined for Koenig & Bauer AG.
Earnings
In the year under review, revenue declined by €22.3m to €110.2m (previous year: €132.5m) and chiefly comprised income from transfer pricing for shared services provided by Koenig & Bauer AG for the operating Group companies and fees for the utilisation of licences and brand rights as well as land and buildings. The decline in revenue is mainly due to the recharge of reduced costs to the Group companies. As a result of the efficiency and savings effects achieved by the “Spotlight” focus programme, Koenig & Bauer AG’s cost base decreased, which consistently led to a lower volume of invoiced services and fees to the Group companies and thus to a lower revenue level compared with the previous year. The cost of sales for the services provided to generate revenue also decreased, mainly due to efficiency and savings effects, by €11.9m to €-78.5m (previous year: €-90.6m). Accordingly, gross profit decreased by €10.4m to €31.7m (previous year: €42.1m), resulting in a gross margin of 28.8% (previous year: 31.8%). General administrative expenses were reduced by €11.4m to €32.8m (previous year: €44.2m) as part of “Spotlight”. Other operating income of €3.8m (previous year: €6.8m) mainly includes income from currency effects and research allowances (previous year: reversal of provisions). As in the previous year, other operating expenses of €51.8m (previous year: €60.8m) mainly result from expenses from individual value adjustments within the Group and expenses from currency effects. On balance, this resulted in an operating loss of €-49.1m after €-56.0m in the previous year.
Net investment income consists of dividend distributions (2025: €9.4m; 2024: €38.5m), income from profit transfer agreements (2025: €16.0m; 2024: €5.6m), impairments of financial assets (2025: €-10.2m; 2024: €-6.4m), and fair-value remeasure gains on financial assets (2025: €8.3m; 2024: €7.8m) as well as loss absorption expenses (2025: €-8.9m; 2024: €-31.6m) from subsidiaries. It increased by €0.7m to €14.6m as of 31 December 2025 (previous year: €13.9m).
The financial result decreased mainly due to lower interest rates as well as lower utilisation of credit lines. Interest expense decreased by €1.8m to €-3.8m (previous year: €-5.5m). Net interest expense improved to €-18.3m as of 31 December 2025 (previous year: €-19.4m). Income taxes stood at €-0.7m (previous year: €-0.2m). On balance, this results in a net loss of €53.5m (previous year: net loss of €61.7m). To offset the net result for the year, retained earnings of €61.7m were transferred to the accumulated loss, so that the accrued deficit for the 2025 financial year is €-53.5m.
Assets and finances
As of 31 December 2025, Koenig & Bauer AG’s total assets decreased by €8.9m to €745.0m compared to €753.9m in the previous year. Non-current assets decreased slightly overall by €1.1m to €540.9m (31 December 2024: €542.0m). The decline is essentially due to valuations of shares in affiliated companies. As of the reporting date, financial assets amounted to €415.9m compared with €416.7m in the previous year. Intangible assets increased by €2.7m to €63.8m (31 December 2024: €61.1m). This is mainly due to additions from the capitalisation of the POINT Sheetfed project, which exceeded regular depreciation and amortisation. This is offset by a decrease in property, plant and equipment of €3.0m to €61.2m (31 December 2024: €64.2m) due to scheduled depreciation.
The reduction in current assets by €9.5m to €199.5m (31 December 2024: €209.0m) was due on the one hand to the decrease in receivables from affiliated companies by €26.9m to €96.2m (31 December 2024: €123.1m) and is mainly characterised by individual loss allowances. They include receivables under loans to affiliated companies of €15.1m (31 December 2024: €29.2m), receivables from offsetting cash flows of €66.0m (31 December 2024: €86.0m) as well as trade receivables of €18.0m (31 December 2024: €8.0m). By contrast, receivables from associates rose by €5.0m to €33.9m (31 December 2024: €28.9m). In addition, inventories increased by €1.7m to €1.7m (31 December 2024: €0.03m). The increase in inventories is mainly due to strategic supply management within the Group. This essentially relates to the stocking of merchandise that is sold to subsidiaries in the following year as part of internal intercompany transactions. Other assets increased by €2.7m to €6.7m (31 December 2024: €4.0m). Cash in hand and at banks increased by €8.0m to €60.9m (31 December 2024: €52.9m).
Due to the net loss at the end of the 2025 financial year, equity decreased to €199.7m (31 December 2024: €253.2m). The equity ratio stood at 26.8% as of the reporting date (31 December 2024: 33.6%). Provisions fell slightly from €103.1m in the previous year to €99.4m. Pension provisions and similar obligations decreased to €68.5m (31 December 2024: €73.5m), while tax provisions rose to €1.0m (31 December 2024: €0.0m). Pension provisions declined primarily due to the increase in the discount rate. Other provisions increased slightly to €29.9m (31 December 2024: €29.6m). Overall, liabilities increased by €48.4m to €445.5m (31 December 2024: €397.1m). The increase resulted primarily from liabilities to affiliated companies, which increased by €47.9m to €180.0m (31 December 2024: €132.1m). In addition, trade payables increased by €2.5m to €6.4m (31 December 2024: €3.9m). Prepayments received on orders remained constant at €2.3m. This was offset by the decline in liabilities to credit institutions by €2.0m to €253.0m (31 December 2024: €254.9m) due to changes in the syndicated loan and the deposits and withdrawals to a financial service provider. In addition, other liabilities decreased slightly from €3.8m to €3.7m as of 31 December 2025.
Cash flow from operating activities amounted to €26.4m (previous year: €20.8m) and is mainly attributable to active net working capital management, in which receivables were reduced and liabilities, mainly to affiliated companies, accrued. The cash flow of €-15.9m (previous year: €-31.4m) from investing activities resulted from additions to intangible assets. Cash flow from financing activities of €-1.9m (previous year: €18.6m) also reflects changes in the syndicated loan.