Acquisition of subsidiaries
Shares in the following subsidiaries were acquired during the year ended 31 May 2009:
| |
|
Effective date of acquisition |
|
% acquired |
|
| |
Celebia Holdings Limited** |
1 July 2008 |
|
100% |
|
| |
Blue Label Mexico S.A. de C.V.** |
18 July 2008 |
|
70% |
|
| |
Answers Direct (Proprietary) Limited |
1 August 2008 |
|
80% |
|
| |
Blue Label Data Solutions (Proprietary) Limited** |
1 August 2008 |
|
81% |
|
| |
Blue Label Australasia (Proprietary) Limited |
19 August 2008 |
|
50.5% |
|
| |
Africa Prepaid Services Nigeria Limited** |
1 December 2008 |
|
51% |
|
| |
Blue Label Telecoms USA Inc** |
2 December 2008 |
|
100% |
|
| |
Blue Label USA, LLC** |
2 December 2008 |
|
50.01% |
|
Details of the total net assets acquired and the resulting goodwill and reserves at acquisition are as follows:
| |
|
Total |
|
| |
|
R’000 |
|
| |
Total purchase consideration |
29 646 |
|
| |
Fair value of net assets acquired |
21 966 |
|
| |
|
7 680 |
|
| |
Goodwill |
1 689 |
|
| |
Transaction with minority reserve |
5 991 |
|
The assets and liabilities acquired through the acquisitions are as follows:
| |
|
Acquirer’s carrying |
|
| |
|
amount and |
|
| |
|
fair value |
|
| |
|
at acquisition |
|
| |
|
date |
|
| |
|
R’000 |
|
| |
Cash and cash equivalents |
31 663 |
|
| |
Property, plant and equipment |
161 |
|
| |
Intangible assets |
21 820 |
|
| |
Goodwill |
800 |
|
| |
Inventories |
54 |
|
| |
Receivables |
1 748 |
|
| |
Borrowings |
(23 167) |
|
| |
Payables |
(1 302) |
|
| |
Fair value of subsidiaries acquired |
31 777 |
|
| |
Minority interests |
(9 811) |
|
| |
Fair value of net assets acquired |
21 966 |
|
| |
Cash and cash equivalents in subsidiaries acquired |
31 663 |
|
| |
Total purchase consideration |
(29 646) |
|
| |
Subsequent capital contribution |
(49 630) |
|
| |
Less purchase consideration still due |
415 |
|
| |
Cash outflow on acquisition |
(47 198) |
|
| Had these acquisitions of subsidiaries been made at the beginning of the financial year they would have contributed R7.037 million to revenue and (R5.036) million loss to net profit after tax. The actual contribution to revenue and net profit after tax for the year was R7.037 million and (R3.177) million loss. (This excludes the effect of start up operations). |
|