Annual report 2008, 1.19 MB - Telenor

04
BUSINESS COMBINATIONS AND DISPOSALS
NOTES TO THE FINANCIAL STATEMENTS
Telenor Group
The following acquisitions and disposals have taken place in 2008, 2007 and 2006. All business combinations are accounted for by applying
the acquisition method of accounting. The summary does not include capital increases or other types of fi nancing by Telenor.
Acquisitions in 2008
NOK IN MILLIONS Change in
Company Country ownership interest % Business Consideration
IS Partner AS Norway 100 IT outsourcing services 1 350
Datametrix 1) Norway 100 IP-based communication 212
Tameer Microfi nance Bank Pakistan 51 Micro fi nancing 95
1) The consideration of Datametrix includes liabilities assumed of NOK 35 million.
Business Combinations 2008
Of the acquisitions one has been defi ned as material business combination in 2008.
IS Partner AS, Norway
On 9 January 2008, EDB Business Partner announced the acquisition of 100% of the issued share capital of IS Partner AS. The total
consideration for the shares was NOK 1,350 million, which was paid in cash. The transaction was completed on 11 February 2008. The value
was set based on fair value after negotiations between the parties. The Norwegian Competition Authority approved the transaction on
31 January 2008.
IS Partner AS offers outsourcing of IT-services to business customers.
The purchase price allocation was performed with assistance from third-party valuation experts and is fi nal. The carrying values at the date of
acquisition are reported according to IFRS. The net assets acquired in the transaction, and the goodwill arising, are as follows:
Preliminary
IS Partner AS carrying amount Fair value Fair fair values
NOK IN MILLIONS at the acquisition date adjustments values 11.02.08
Customer Base - 149 149 163
Software 2 14 16 20
Property, plant and equipment 108 - 108 108
Other fi nancial non-current assets 5 - 5 7
Trade and other receivables 370 153 523 463
Cash and cash equivalents 229 - 229 255
Deferred tax liability 33 (83) (50) (70)
Provision and obligation (249) (20) (269) (211)
Trade and other payables (323) - (323) (433)
Net assets 175 213 388 302
Goodwill 962 982
Total consideration for the shares, satisfi ed by cash 1 350 1 284
Liabilities assumed - -
Total consideration, satisfi ed by cash 1 350 1 284
Useful life of intangible asset at the date of acquisition was estimated on average to: Customer contracts/customer base of 1–5 years and
software of 3 years. The goodwill arising on the acquisition of IS Partner AS is a residual value and is attributable to assembled workforce,
anticipated profi tability of the operations and deferred tax liabilities related to the excess values. The fair value adjustments included a group
relief.
IS Partner contributed NOK 1,492 million in revenues and NOK 137 million to the Telenor Group’s profi t after taxes from total operations
for the period between the date of consolidation and 31 December 2008. This does not include Telenor’s interest expenses related to the
fi nancing of the acquisition.
ANNUAL REPORT 2008 PAGE 27