Annual Report 2010 - Falck

86 Falck Annual Report 2010 | Group
Notes to the Group financial statements
Note DKK million
31 Investments in subsidiaries, non-controlling interests and operations (continued)
Other than intangible assets with a value of DKK 197 million (2009: DKK 6 million), no assets or liabilities have been identified which
were not recognised in the companies acquired on the date of acquisition.
As a result of significant acquisitions made in late 2010, the opening balance sheet is based on preliminary statements as the fair value of
certain receivables and liabilities could not be determined before the closing of the accounts.
Acquisitions can be adjusted up to 12 months after the acquisition.
Adjustment of goodwill in 2010 related to business combinations closed in 2009 totalled DKK 6 million (2009: DKK 1 million).
The nominal value of other current assets total DKK 358 million (2009: DKK 64 million).
No acquisitions in 2010 accounts for more than 5% of the Group's revenue and they are therefore stated together in the above specification
of net assets acquired.
The following acquisitions were made during the financial year. All acquisitions have been recognised applying the acquisition method:
Percentage
of voting
main month of Purchase Consideration rights
Acquisitions 2010 activity Country acquisition price paid in acquired
Resource Protection International Ltd. Emergency UK Mar. 78 Cash 100%
S Reg AB Assistance Nordic region Sep. 181 Cash 100%
Toesa Service S.A. Emergency Brazil Oct. 170 Cash 60%
Care Ambulance Service, Inc. Emergency USA Dec. 322 Cash 100%
Falck AVD B.V. Emergency The Netherlands Apr. 20 Cash 20%
Other acquisitions 28 Cash
Total acquisitions 2010 799
Profit of acquired companies after date of acquisition 11
Full-year revenue including acquisitions 8,966
Full-year profit including acquisitions 510
Resource Protection International (RPI) is a UK based consultancy company which specialises in reduction of fire and explosion hazards
mainly with focus on large oil and gas companies.
The acquisition will add a service of highly specialised industrial safety experience. The acquisition was primarily made to achieve synergies
with existing business and further to develop both existing and new markets.
As a result, a large part of the purchase price has been allocated to goodwill.
The outstanding consideration comprises payments due within the next 9 months and an earn-out payment related to a percentage of
earnings generated by the activity related to RPI since acquisition. The earn-out is capped.
S Reg is a Swedish-based provider of safety services, mainly offering the subscriber recovery from theft or loss of items, such as bicycles.
The acquisition will add a possibility of cross-selling both S Reg products and Falck products to the subscribers as well as the ability to
grow the sales of S Reg products through the Falck brand where applicable. Due to the type of operation, a part of the purchase price
has been allocated to the current customer contracts. The remaining value has been allocated to goodwill, comprising the expected
value to be derived from cross-selling opportunities and operational synergies.
The acquisition comprises the possibility of contingent payments depending on the fullfilment of certain targets within the separate
product area of the company until 2012. No contingent payment is expected due to the current expectations of performance.
Toesa is a Brazilian-based provider of ambulance and health clinic services with activities in several cities across the country. The ambulance
service is mainly non-emergency services provided for municipal authorities. The acquisition will add additional business areas to the
present operation in Brazil and establish a platform for further growth opportunities in the market. A portion of the purchase price has been
allocated to customer contracts while the remaining value has been allocated to goodwill, being the expected growth of the company.
Care Ambulance Service is a US-based provider of ambulance services covering 911 emergency and non-emergency transports in areas
in Los Angeles and Orange County in California. By the acquisition of Care, Falck will enter the largest ambulance market in the world,
in which Care is one of the largest providers in the region with a strong track record. The US market is expected to provide a strong
potential for growth based on the changes in demographics. A part of the purchase price has been allocated to customer contracts while
the remaining portion has been allocated to goodwill, representing the expected value of future growth opportunities and synergies to
be achieved.