SECURITAS AB Annual Report 2011

108 Annual Report
Notes and comments to the consolidated financial statements
Chubb Security Personnel, the United Kingdom
Securitas has acquired all shares in the security services company Chubb
Security Personnel in the United Kingdom. With 5 000 employees, Chubb
Security Personnel is a leading manned guarding security services provider
in the United Kingdom. The company has a well diversified contract portfolio
with a stable customer portfolio within guarding. The acquisition has
been approved by the United Kingdom Office of Fair Trading. The company
had at the time of acquisition projected annual sales of approximately
MSEK 1 192. Goodwill, which amounts to MSEK 196.4, is mainly related to
geographical coverage and synergies.
ACQUISITION OF THE BUSINESS IN CHUBB SECURITY PERSONNEL
SUMMARY BALANCE SHEET AS OF ACQUISITION DATE APRIL 1, 2011
MSEK
fair value
acquisition balance
Operating non-current assets 1.8
Accounts receivable 152.1
Other assets 91.2
Other liabilities -208.8
Total operating capital employed 36.3
Goodwill from the acquisition 196.4
Acquisition related intangible assets 89.4
Total capital employed 322.1
Net debt –
Total acquired net assets 322.1
Purchase price paid -322.1
Liquid funds in accordance with acquisition analysis –
Total impact on the Group’s liquid funds -322.1
All the shares in Chubb Security Personnel were acquired.
The acquisition has contributed to total sales with MSEK 909.2 and to net income for the year with
MSEK 11.6. The acquisition would, if it had been consolidated from January 1, 2011, have contributed
to total sales with MSEK 1 212.3 and to net income for the year with MSEK 15.5.
Accounts receivable includes items not expected to be collected amounting to MSEK 0.5.
Transaction costs amounts to MSEK 10.9.
Seguricorp, Chile
Securitas has acquired all shares in the security services company Seguricorp
in Chile. The company has approximately 3 750 employees and has nationwide
coverage in guarding services. The company has a strong position in the
customer segment mining industry. With this acquisition, Securitas will be the
market leader in security services in Chile. The company had at the time of
acquisition projected annual sales of approximately MSEK 297. Goodwill,
which amounts to MSEK 69.2, is mainly related to geographical coverage and
synergies.
Securitas Annual Report 2011
ACQUISITION OF THE BUSINESS IN SEGURICORP
SUMMARY BALANCE SHEET AS OF ACQUISITION DATE APRIL 1, 2011
MSEK
fair value
acquisition balance
Operating non-current assets 1.6
Accounts receivable 33.1
Other assets 23.8
Other liabilities -44.6
Total operating capital employed 13.9
Goodwill from the acquisition 69.2
Acquisition related intangible assets 57.0
Total capital employed 140.1
Net debt -0.9
Total acquired net assets 139.2
Purchase price paid -139.2
Liquid funds in accordance with acquisition analysis –
Total impact on the Group’s liquid funds -139.2
All the shares in Seguricorp were acquired.
The acquisition has contributed to total sales with MSEK 221.5 and to net income for the year with
MSEK 6.5. The acquisition would, if it had been consolidated from January 1, 2011, have contributed
to total sales with MSEK 293.3 and to net income for the year with MSEK -1.7.
Accounts receivable includes items not expected to be collected amounting to MSEK 1.0.
Transaction costs amounts to MSEK 2.4.
Goodwill that is expected to be tax deductible amounts to MSEK 69.2.
Consultora Videco, Argentina
Securitas has acquired all shares in the security services company
Consultora Videco in Argentina. The company has approximately 2 240
employees and is operating in the area of Buenos Aires. The company
had at the time of acquisition projected annual sales of approximately
MSEK 320. Goodwill, which amounts to MSEK 250.7, is mainly related to
geographical coverage and synergies.
ACQUISITION OF THE BUSINESS IN CONSULTORA VIDECO
SUMMARY BALANCE SHEET AS OF ACQUISITION DATE APRIL 1, 2011
MSEK
fair value
acquisition balance
Operating non-current assets 1.4
Accounts receivable 38.4
Other assets 1.6
Other liabilities -273.6
Total operating capital employed -232.2
Goodwill from the acquisition 250.7
Acquisition related intangible assets 115.2
Total capital employed 133.7
Net debt 1.7
Total acquired net assets 135.4
Purchase price paid -135.4
Liquid funds in accordance with acquisition analysis 6.0
Total impact on the Group’s liquid funds -129.4
All the shares in Consultora Videco were acquired.
The acquisition has contributed to total sales with MSEK 268.7 and to net income for the year with
MSEK 27.6. The acquisition would, if it had been consolidated from January 1, 2011, have contributed
to total sales with MSEK 320.9 and to net income for the year with MSEK 31.2.
Transaction costs amounts to MSEK 5.8.
Deferred consideration amounts to MSEK 198.5 and has been recognized mainly based on assessment
of the future profitability development for an agreed period. The recognized amount is Securitas’ best
estimate of the final outcome. Thus, no estimate of the range of outcomes has been calculated. Deferred
consideration is linked to the future development of profitability in the acquired company and the final
outcome of the payment may consequently exceed the estimated amount.
Goodwill that is expected to be tax deductible amounts to MSEK 238.2.