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FORM 20-F Grupo Casa Saba, S.A.B. de C.V.

FORM 20-F Grupo Casa Saba, S.A.B. de C.V.

FORM 20-F Grupo Casa Saba, S.A.B. de C.V.

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Table of Contents<br />

a) Through an assignment agreement of documents pending collection dated November 30, <strong>20</strong>10, the subsidiaries <strong>Casa</strong> <strong>Saba</strong> and Drogueros sold certain collection rights<br />

applicable to individuals and legal entities to the Company at a discount in the amount of Ps. 488,441 and Ps. 30,994, respectively. The sales price amounted to Ps. 340,444 and Ps.<br />

<strong>20</strong>,188, respectively.<br />

b) Through a stock purchase and sale promise agreement dated May 17, <strong>20</strong>10, amen<strong>de</strong>d by private instruments of June 16 and August 9, <strong>20</strong>10, the Company bound itself to acquire<br />

97.8 percent of the shares issued and outstanding representative of the capital stock of FASA through a Public Offering of Acquisition and Control. The Company obtained control<br />

thereof effective October 3, <strong>20</strong>10. The acquisition was carried out through Controladora <strong>Casa</strong> <strong>Saba</strong>, which operates mainly as a controlling company of companies that sell<br />

pharmaceutical products through retail pharmacies. The agreed upon sales price amounted to $240,870,791 thousand of Chilean pesos (approximately Ps. 6,<strong>20</strong>1,240, approximately).<br />

At the acquisition date, the Company recor<strong>de</strong>d the purchase price allocation based on the estimated fair value of the net assets i<strong>de</strong>ntified and noncontrolling interest in the business<br />

acquired, in accordance with Mexican FRS B-7, “Business acquisitions” (FRS B-7), which recognizes the “purchase method” as the sole valuation standard. As a result, the Company<br />

<strong>de</strong>termined certain i<strong>de</strong>ntifiable intangible assets related to tra<strong>de</strong>marks that will generate expected future economic benefits that will be controlled by the Company. Management<br />

consi<strong>de</strong>rs that the value of those intangible assets is inclu<strong>de</strong>d in the fair value of the transaction, which had not been recognized by FASA since it was not permitted by accounting<br />

standards. Those assets with in<strong>de</strong>finite economically useful lives were valued by in<strong>de</strong>pen<strong>de</strong>nt experts, which amounted to approximately Ps. 3,971,000, (Note 10). Therefore, an excess<br />

of the cost of acquisition over the estimated fair value of the net assets acquired and the noncontrolling interest was <strong>de</strong>termined preliminary in the amount of Ps. 2,590,378 (Note 10),<br />

which represents the amount of uni<strong>de</strong>ntifiable or inseparable intangible assets, in accordance with the accounting standard referred to above.<br />

Subsequent to the acquisition of FASA, new information was uncovered that assisted management in <strong>de</strong>termining that various events and circumstances exist at the acquisition date<br />

that represented an adjustment to the amounts of the acquired net assets and noncontrolling interest and, therefore, an amendment to the goodwill preliminarily recor<strong>de</strong>d. Accordingly,<br />

during the “allocation period”, Management <strong>de</strong>termined various liabilities incurred, as well as the impairment of some long-lived assets at the date of completion of the business<br />

acquisition in the amount of Ps. 114,239. Consequently, the goodwill that emerged in this acquisition finally amounted to Ps. 2,704,617. Adjustments were recognized retrospectively at<br />

the acquisition date, in conformity with Mexican FRS B-1, “Accounting changes and error corrections”. Therefore, the final allocation of purchase price of FASA at the acquisition<br />

date of September 30, <strong>20</strong>10 was as follows:<br />

FASA<br />

September 30, <strong>20</strong>10<br />

Current asset Ps. 4,214,275<br />

Property and equipment 2,361,306<br />

Deferred charges 443,123<br />

Other assets <strong>20</strong>6,041<br />

Intangible assets (tra<strong>de</strong>marks) 3,971,000<br />

Goodwill 2,704,617<br />

Total acquired assets Ps. 13,900,362<br />

Current liability Ps. 5,112,369<br />

Noncurrent liability 2,447,256<br />

Total assumed liabilities Ps. 7,559,625<br />

F-13

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