- Part 3: For the preceding part double click ID:nRSQ4009Yb
161,879 74,720 39,300 275,899
Non-controlling interest arising on acquisition - - (21,311) (21,311)
Other reserve movements arising on acquisition - - 2,503 2,503
Intangible assets - goodwill 157,527 14,457 42,486 214,470
Total consideration 319,406 89,177 62,978 471,561
Satisfied by:
Cash 339,660 95,362 65,470 500,492
Cash and cash equivalents acquired (91,125) (14,602) (4,723) (110,450)
Net cash outflow 248,535 80,760 60,747 390,042
Acquisition related liabilities 70,871 8,417 2,231 81,519
Total consideration 319,406 89,177 62,978 471,561
The acquisitions of Butagaz and Esso Retail France have been deemed to be substantial transactions and separate disclosure
of the fair values of the identifiable assets and liabilities has therefore been made. None of the remaining business
combinations completed during the year were considered sufficiently material to warrant separate disclosure of the fair
values attributable to those combinations. The carrying amounts of the assets and liabilities acquired, determined in
accordance with IFRS, before completion of the combination together with the adjustments made to those carrying values
disclosed above were as follows:
Book Fair value Fair
value adjustments value
Butagaz £'000 £'000 £'000
Non-current assets (excluding goodwill) 301,336 110,021 411,357
Current assets 82,873 (2,920) 79,953
Non-current liabilities (202,385) (39,427) (241,812)
Current liabilities (81,732) (5,887) (87,619)
Identifiable net assets acquired 100,092 61,787 161,879
Goodwill arising on acquisition 219,314 (61,787) 157,527
Total consideration 319,406 - 319,406
Book Fair value Fair
value adjustments value
Esso Retail France £'000 £'000 £'000
Non-current assets (excluding goodwill) 80,343 14,801 95,144
Current assets 21,430 (287) 21,143
Non-current liabilities (18,611) (5,702) (24,313)
Current liabilities (17,254) - (17,254)
Identifiable net assets acquired 65,908 8,812 74,720
Goodwill arising on acquisition 23,269 (8,812) 14,457
Total consideration 89,177 - 89,177
Book Fair value Fair
value adjustments value
Others £'000 £'000 £'000
Non-current assets (excluding goodwill) 6,443 16,572 23,015
Current assets 49,293 (146) 49,147
Non-current liabilities (788) (4,201) (4,989)
Current liabilities (27,463) (410) (27,873)
Identifiable net assets acquired 27,485 11,815 39,300
Non-controlling interest and related reserve movement (18,808) - (18,808)
Goodwill arising on acquisition 54,301 (11,815) 42,486
Total consideration 62,978 - 62,978
Book Fair value Fair
value adjustments value
Total £'000 £'000 £'000
Non-current assets (excluding goodwill) 388,122 141,394 529,516
Current assets 153,596 (3,353) 150,243
Non-current liabilities (221,784) (49,330) (271,114)
Current liabilities (126,449) (6,297) (132,746)
Identifiable net assets acquired 193,485 82,414 275,899
Non-controlling interest and related reserve movement (18,808) - (18,808)
Goodwill arising on acquisition 296,884 (82,414) 214,470
Total consideration 471,561 - 471,561
The initial assignment of fair values to identifiable net assets acquired has been performed on a provisional basis in
respect of a number of the business combinations above given the timing of closure of these transactions. Any amendments
to these fair values within the twelve month timeframe from the date of acquisition will be disclosable in the 2017 Annual
Report as stipulated by IFRS 3.
The principal factors contributing to the recognition of goodwill on business combinations entered into by the Group are
the expected profitability of the acquired business and the realisation of cost savings and synergies with existing Group
entities.
£26.566 million of the goodwill recognised in respect of acquisitions completed during the financial year is expected to be
deductible for tax purposes.
Acquisition related costs included in other operating expenses in the Group Income Statement amounted to £7.478 million.
No contingent liabilities were recognised on the acquisitions completed during the year or the prior financial years.
The gross contractual value of trade and other receivables as at the respective dates of acquisition amounted to £100.127
million. The fair value of these receivables is £97.904 million (all of which is expected to be recoverable) and is
inclusive of an aggregate allowance for impairment of £2.223 million.
The fair value of contingent consideration recognised at the date of acquisition is calculated by discounting the expected
future payment to present value at the acquisition date. In general, for contingent consideration to become payable,
pre-defined profit thresholds must be exceeded. On an undiscounted basis, the future payments for which the Group may be
liable for acquisitions completed during the year range from nil to £4.325 million.
There were no adjustments processed during the year to the fair value of business combinations completed during the year
ended 31 March 2015 where those fair values were not readily determinable as at 31 March 2015.
The acquisitions during the year contributed £1,473.9 million to revenues and £49.0 million to profit after tax and
non-controlling interests. Had all the business combinations effected during the year occurred at the beginning of the
year, total Group revenue for the year ended 31 March 2016 would have been £11,079.0 million and total Group profit after
tax would be £189.9 million.
12. Seasonality of Operations
The Group's operations are significantly second-half weighted primarily due to a portion of the demand for DCC Energy's
products being weather dependent and seasonal buying patterns in DCC Technology.
13. Related Party Transactions
There have been no related party transactions or changes in related party transactions that could have a material impact on
the financial position or performance of the Group during the 2016 financial year.
14. Discontinued Operations
The Group's discontinued operations for the year ended 31 March 2015 comprise the results of the Group's former DCC Food &
Beverage segment. The conditions for the businesses disposed of to be classified as discontinued operations were fulfilled
in the second half of the year ended 31 March 2015. The following table details the results of discontinued operations
included in the prior year comparatives of the Group Income Statement:
2015
£'000
Revenue 143,360
Operating profit before amortisation of intangible assets and exceptional items 6,483
Amortisation of intangible assets (1,288)
Operating profit before exceptional items 5,195
Net finance costs (194)
Share of equity accounted investments' profit after tax 87
Profit before exceptional items and tax 5,088
Exceptional items 2,865
Profit on disposal of discontinued operations 8,214
Profit before tax 16,167
Income tax expense (404)
Profit from discontinued operations after tax 15,763
Assets and liabilities classified as held for sale at 31 March 2015 comprise the fair value of the assets and liabilities
of Bottle Green Limited (the remaining subsidiary of the Group's former Food & Beverage division) which was sold on 28
April 2015.
There were no discontinued operations in the year ended 31 March 2016.
15. Events after the Balance Sheet Date
There have been no material events subsequent to 31 March 2016 which would require adjustment to or disclosure in this
report.
16. Board Approval
This report was approved by the Board of Directors of DCC plc on 16 May 2016.
This information is provided by RNS
The company news service from the London Stock Exchange