Consolidated Financial Statements of <strong>SinnerSchrader</strong> <strong>AG</strong>Notes49Furthermore, in the previous year, the IASB issued standards as well as interpretations and amendments toexisting standards which have since been adopted in the context of EU endorsement but the application ofwhich was not mandatory for <strong>SinnerSchrader</strong> as of 31 August <strong>2009</strong>. The following standards are concerned:IAS/IFRS/IFRIC Content To be applied for annual periodsbeginning on or after thefollowing dateIAS 1 1) Presentation of Financial Statements 1 January <strong>2009</strong>IFRS 3 1) Business Combinations 1 July <strong>2009</strong>IAS 27 1) Consolidated and Separate Financial Statements 1 July <strong>2009</strong>IFRS 2 1) Share-based Payment (Vesting Conditions and Cancellation) 1 January <strong>2009</strong>IAS 32 1) Financial Instruments: Presentation (Puttable Instruments) 1 January <strong>2009</strong>IFRS 1 1) /IAS 27 1) Costs of an investment in a subsidiary,1 January <strong>2009</strong>an entity under common control or an associateVarious Annual Improvement Project <strong>2008</strong> 2) 1 January <strong>2009</strong>IFRIC 15 Agreements for the Construction of Real Estate 1 January <strong>2009</strong>IFRIC 16 Hedges of a Net Investment in a Foreign Operation 1 October <strong>2008</strong>IASInternational Accounting StandardsIFRS International Financial Reporting StandardsIFRIC International Financial Reporting Interpretations Committee1)Amendments2)Effect on several standards<strong>SinnerSchrader</strong> is not expecting any major impact on its consolidated assets, financial, and income situationas a result of applying these regulations for the first time. The application of IFRS 1 will result in changes in thenaming and identification of some components of the Consolidated Annual Financial Statements; the first-timeapplication of the changed standards in conjunction with the two Annual Improvement Projects will probablyresult in additional information in the Notes.In the Annual Financial Statements for the <strong>2008</strong>/<strong>2009</strong> financial year, <strong>SinnerSchrader</strong> used IFRS 8 for segmentreporting – which is to be used for the first time for financial years starting after 1 January <strong>2009</strong> – ahead of timebecause the Management felt that segment reporting in accordance with the management approach was usefulas information for the recipients of the Annual Financial Statements.2.3 Consolidation GroupThe consolidation group as of 31 August <strong>2009</strong> consisted of the <strong>AG</strong> as well as the following direct or indirectsubsidiaries of the <strong>AG</strong>, each of which was fully consolidated:• <strong>SinnerSchrader</strong> Deutschland GmbH, Hamburg, Germany• spot-media <strong>AG</strong>, Hamburg, Germany• spot-media consulting GmbH, Hamburg, Germany• newtention technologies GmbH, Hamburg, Germany• newtention services GmbH, Hamburg, Germany• next commerce GmbH, Hamburg, Germany• <strong>SinnerSchrader</strong> UK Ltd., London, UK• <strong>SinnerSchrader</strong> Benelux BV, Rotterdam, the Netherlands
50NotesConsolidated Financial Statements of <strong>SinnerSchrader</strong> <strong>AG</strong>Compared to the balance sheet date of the previous year, the consolidation group changed to include thenewtention group, which consists of newtention technologies GmbH and its subsidiary newtention servicesGmbH, formerly adbalance GmbH, as well as next commerce GmbH.• newtention groupThe newtention group was fully acquired by <strong>SinnerSchrader</strong> in the course of the financial year. The corebusiness of newtention technologies GmbH is the development and marketing of ad serving software, aspecial application software used to carry out and control advertising and marketing measures on the Internet.The software runs in a data centre operated by newtention technologies GmbH and is used by advertisingcompanies, media agencies, and advertising platforms following the software-as-as-service model. Using adserving technology, newtention services GmbH has developed online forms of advertising and planned andcontrolled online campaigns for customers based on this.The newtention group was acquired in several individual legal steps which are to be viewed as a single financialprocedure. In the first step on 1 December <strong>2008</strong>, <strong>SinnerSchrader</strong> purchased the business operations of newtentionservices GmbH by means of an asset deal and received an option to be exercised at any time for the acquisition ofthe majority of newtention technologies GmbH. In the second step on 29 May <strong>2009</strong>, <strong>SinnerSchrader</strong> took overall interests in newtention technologies GmbH on the basis of a separate purchase agreement from19 May <strong>2009</strong>, waiving the option.In accordance with the relevant IFRS regulations in IAS 27, control of the newtention group passed to<strong>SinnerSchrader</strong> when it received the purchase option on 1 December <strong>2008</strong> due to potential voting rights,meaning that the newtention group was to be consolidated in the <strong>SinnerSchrader</strong> Group for the first time at thispoint. Since all interests in the newtention group were in the hands of the former partners (“external interests”)until they passed to <strong>SinnerSchrader</strong> in May <strong>2009</strong>, the acquired net assets on 1 December <strong>2008</strong> and the resultsachieved until the transfer of interests to <strong>SinnerSchrader</strong> at the end of May were to be attributed entirely tothese interests. At the end of May, <strong>SinnerSchrader</strong> bought out the external interests and completely took overthe net assets so that the results of the newtention group were to be attributed entirely to <strong>SinnerSchrader</strong>’sshareholders as of 1 June <strong>2009</strong>.The total procurement costs from the two-stage transaction amounted to € 928,000. Of this, € 660,000 arose inthe first step and € 268,000 in the second step. After settling the liabilities from current projects in the amount of€ 54,000, € 806,000 of these procurement costs were paid in cash and a countervalue of € 28,000 was fulfilledby the addition of 20,000 <strong>SinnerSchrader</strong> shares. The remaining € 40,000 represents the valuation of a variablepurchase price component which is to be paid in April 2010 on the basis of the development of certain keyfigures of newtention’s business. A current liability in the amount of this valuation was reported in the balancesheet as of 31 August <strong>2009</strong>. No liquid funds were taken over in the transaction, meaning that the net outflow offunds from the transaction amounted to € 806,000.The assets and liabilities of the newtention group acquired at the time of the takeover to be reported in theConsolidated Balance Sheets as of 1 December <strong>2008</strong> in accordance with IFRS 1 are shown in Table 1 togetherwith their book values – if available – and their current values. The software developed by newtention itself wasidentified as an intangible asset of the newtention group valued at € 1.4 million. The probable usage period ofthe software was determined to be four years. No contingent liabilities were identified.