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CONSOLIDATED FINANCIALSTATEMENTS<br />
BarryCallebaut<br />
Annual Report2010/11<br />
Had the Turín Business been part of the Group since September 1, 2010, it would have<br />
contributed revenue of CHF 28.9 million and net profitfor the year of CHF 1.0million to the<br />
Consolidated Income Statement.<br />
Finalization of acquisition accounting forChocovic Group acquired in 2009/10<br />
The initial accounting for the acquisition of Chocovic Group in fiscal year 2009/10 has been<br />
completed in the period under review.The finalization of purchase accounting of the defined<br />
benefit obligation upon receipt of the actuarial valuation did not lead to any adjustment.<br />
Acquisitions in 2009/10<br />
On December 23, 2009, the Group obtained control of Chocovic Group,aSpanish chocolate<br />
manufacturing group,byacquiring 100% of the shares and voting interests of Trade &Trade,<br />
S.A, Chocovic Group’s ultimate parent. As aresult of the acquisition, the Group is expected<br />
to further expand its core business with industrial and artisanal customers as well as its<br />
geographic presence,mainly in Southern Europe.<br />
The following summarizes the major classes of consideration transferred:<br />
in thousands of CHF 2009/10<br />
Consideration<br />
Cash paid 23,374<br />
Consideration offset with receivables from seller 16,870<br />
Consideration deferred 15,835<br />
Total consideration transferred 56,079<br />
The deferred payments are contractually due at the first and fifth anniversary of the closing<br />
date. Most of the deferred payment is due short term. The consideration due on the fifth<br />
anniversary of the closing shall be offset with indemnification claims by the Group.Nopreexisting<br />
relationships were settled in this transaction. The agreements with the seller do not<br />
contain arrangements for contingent considerations.<br />
The Group expensed acquisition-related costs, such as fees for due diligence work and<br />
lawyers,ofCHF 1.1million over the course of the project immediately in the Consolidated<br />
Income Statement (included in “General and administration expenses”), of which CHF 0.7<br />
million was recognized in the prior fiscal year.<br />
in thousands of CHF 2009/10<br />
Recognized amounts of identifiable assets acquired and liabilities assumed<br />
Cash and cash equivalents 2,218<br />
Trade receivables and other assets 42,031<br />
Inventories 8,684<br />
Property,plantand equipment 6,786<br />
Intangible assets 6,291<br />
Deferred income tax assets 290<br />
Bank overdrafts (7,625)<br />
Trade payables and other currentliabilities (20,247)<br />
Deferred income tax liabilities (1,012)<br />
Other non-currentliabilities (6,166)<br />
Total identifiable net assets 31,250<br />
Goodwill 24,829<br />
Total consideration at fair value 56,079<br />
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