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2010Annual Report - Schneider Electric CZ, s.r.o.

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4 BUSINESS REVIEW<br />

REVIEW OF THE CONSOLIDATED FINANCIAL STATEMENTS<br />

142<br />

> 2. Review of the consolidated<br />

financial statements<br />

Review of business and consolidated statement of income<br />

Changes in the scope of consolidation<br />

Acquisitions (1)<br />

On January 21, 2010, <strong>Schneider</strong> <strong>Electric</strong> announced the signature<br />

of an agreement for the acquisition of Cimac, a leader in systems<br />

integration for industrial automation solutions in the Middle East<br />

Gulf region. Cimac implements complete automation, control and<br />

electrical distribution solutions, primarily for Water-Waste Water and<br />

Oil & Gas customers. As Gulf market leader with proven technologies<br />

and know-how in implementing solutions, it employs over 400 people<br />

and generates sales in excess of EUR40 million. With this acquisition,<br />

<strong>Schneider</strong> <strong>Electric</strong> will be able to capture new opportunities in<br />

the fast-growing automation market in UAE and across the Gulf<br />

countries, while offering geographical complementarities in other<br />

Middle East countries.<br />

On March 5, 2010, <strong>Schneider</strong> <strong>Electric</strong> announced the signature of an<br />

agreement with Zicom Electronic Security Systems Limited to acquire<br />

the assets of their electronic security systems integration business,<br />

namely the Building Solutions Group and the Special Projects Group.<br />

The business recorded revenues of approximately EUR30 million<br />

in fi scal 2009 and has a headcount of about 200. The transaction<br />

excludes Zicom’s other group companies, such as the retail business<br />

and Dubai-based joint-venture. Zicom is the largest independent<br />

electronic security systems integrator in India. It has completed to<br />

date more than 1,000 projects in infrastructure (city surveillance,<br />

railways, airports etc.), government facilities, commercial buildings<br />

and high-end hotels where it enjoys strong market positions.<br />

On April 13, 2010, <strong>Schneider</strong> <strong>Electric</strong> announced the signature of<br />

an agreement to acquire SCADAgroup, an Australian based leading<br />

provider of telemetry products and solutions for the water and wastewater,<br />

oil & gas and electric power end-market segments. Telemetry<br />

is a key technology that allows the remote measurement, monitoring,<br />

control and data transfer of infrastructures scattered over a wide area<br />

or that are hard to access. SCADAgroup has operations throughout<br />

North America, the UK and Australia and employs over 500 staff.<br />

Its revenue for the fi nancial year on June 30, 2010 was AUD102<br />

million, or about EUR68 million. Through this acquisition, <strong>Schneider</strong><br />

<strong>Electric</strong> further reinforces its presence in the water, waste-water, and<br />

oil & gas segments. With SCADAgroup, it acquires technologies and<br />

product offers to be pushed through its channels, and execution<br />

and service capabilities that are complementary to its own in these<br />

segments. The acquisition price, expressed in terms of enterprise<br />

value, is AUD200 million (around EUR140 million), or 11 times the<br />

(1) The dates correspond to when control is acquired in purchased companies.<br />

2010 REGISTRATION DOCUMENT SCHNEIDER ELECTRIC<br />

estimated EBITA for fi nancial year 2010. This transaction should be<br />

accretive on earnings per share within the fi rst year.<br />

On June 7, 2010 (closing date), a consortium comprising Alstom and<br />

<strong>Schneider</strong> <strong>Electric</strong> acquired all of Areva T&D’s capital for EUR2.29<br />

billion. The two consortium partners also fi nanced the repayment<br />

of Areva T&D’s debt towards the Areva Group. As the buyer of the<br />

Distribution business, <strong>Schneider</strong> <strong>Electric</strong> fi nanced the equity value<br />

in the amount of EUR815 million and the debt refi nancing in the<br />

amount of EUR323 million. The transaction agreements specify no<br />

liability guarantee clause or earn-out payments. The Consortium<br />

agreement stipulates that, as of the transaction date, <strong>Schneider</strong><br />

<strong>Electric</strong> immediately became the sole owner, with exclusive control,<br />

of the Distribution business previously held by Areva (and within<br />

the limit of Areva’s holding) and acquired through the Consortium.<br />

Consequently, the Distribution business was fully consolidated as of<br />

June 7, 2010, whilst the Transmission business was entirely excluded<br />

from the scope of consolidation.<br />

On November 23, 2010, <strong>Schneider</strong> <strong>Electric</strong> announced it had signed<br />

an agreement Unifl air SpA., the world number 3 manufacturer of inroom<br />

precision cooling systems and modular access fl oors primarily<br />

for data centers and telecommunications applications. Unifl air SpA<br />

is strong in Europe and has a good presence in new economies, in<br />

particular China and India. It employs approximately 500 people on<br />

a global basis and is expected to generate revenues in excess of<br />

EUR80 million for the current year. It has manufacturing facilities in<br />

Italy, India and China.<br />

December 9, 2010 - <strong>Schneider</strong> <strong>Electric</strong> announced its acquisition of<br />

two French companies, pioneers in building management software:<br />

Vizelia, provider of software for real-time monitoring of building<br />

energy consumption and D5X, a company specialising in commercial<br />

space optimisation solutions. Vizelia has 12 employees and should<br />

generate EUR4 million in revenue for 2010. Its innovative software<br />

gives clients real-time data on their business’ energy consumption,<br />

and on both maintenance and property management. It is designed<br />

both for new buildings and existing structures, particularly those in<br />

the education, commercial real estate and public administration<br />

building sectors. D5X has 27 employees and offers complete<br />

solutions in three areas: real-time building traffi c and occupancy,<br />

environmental controls at room level (lighting, blinds and ventilation)<br />

and data network management. The company should generate<br />

revenue of EUR4 million for 2010.

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