REG - Tribal Group PLC - Final Results <Origin Href="QuoteRef">TRBG.L</Origin> - Part 3

TribalAnnouncement

16/03/2015 07:01

- Part 3: For the preceding part double click  ID:nRSP4662Hb 

consideration that becomes due shall be satisfied in the
period from March 2015 to March 2017. 
 
The maximum amount payable is £9.8m. 
 
The carrying amount of each class of Sky Software Pty Limited's assets before
combination is set out below: 
 
                                    Bookvalue£'000  Acquisitionadjustments£'000  Provisional fair valueadjustments£'000  Provisionalfairvalue£'000  
 Intangible assets                  1,697           (1,697)                      4,814                                   4,814                      
 Tangible assets                    2               -                            -                                       2                          
 Trade and other receivables        111             -                            -                                       111                        
 Cash and cash equivalents          60              -                            -                                       60                         
 Trade and other payables           (1,423)         -                            -                                       (1,423)                    
 Deferred tax liabilities           -               -                            (1,445)                                 (1,445)                    
 Net assets acquired                447             (1,697)                      3,369                                   2,119                      
 Goodwill arising on acquisition                                                                                         7,453                      
 Consideration Satisfied by:                                                                                             9,572                      
 Initial cash consideration                                                                                              1,142                      
 Deferred contingent consideration                                                                                       8,430                      
                                                                                                                         9,572                      
 
 
The cash consideration paid by Tribal to date of £1.1m was satisfied through
the Group's existing revolving loan facility. The net cash outflow from the
acquisition, after taking account of the cash acquired, was £1.1m. 
 
The goodwill arising on the acquisition is attributable to synergies, the
assembled workforce, and potential future relationships, contracts and
software. 
 
Intangible assets arising on acquisition are in respect of software (£4.0m)
and customer relationships and contracts (£0.8m). 
 
Sky Software Pty Limited contributed £5.0m revenue and operating profit of
£3.0m to the Group for the period between the date of acquisition and the
balance sheet date. 
 
Acquisition related costs amounted to £0.1m. 
 
Had the acquisition occurred on the 1 January 2014, the Group's revenue would
have increased by £5.3m and its operating profit by £2.9m. 
 
On 2 June 2014, the Group acquired 100% of the issued share capital of Human
Edge Software Corporation Pty Limited ("Human Edge"), a company incorporated
in Australia that provides student management systems primarily to the
Australian schools market. 
 
This transaction has been accounted for by the purchase method of accounting.
The total cost of acquisition was £13.9m, all of which was paid upfront; there
is no deferred element to the consideration. 
 
The carrying amount of each class of Human Edge Software Corporation Limited's
assets before combination is set out below: 
 
                                  Bookvalue£'000  Acquisitionadjustments£'000  Provisional air valueadjustments£'000  Provisionalfairvalue£'000  
 Intangible assets                -               -                            5,168                                  5,168                      
 Tangible assets                  1               -                            -                                      1                          
 Trade and other receivables      5,482           (10)                         -                                      5,472                      
 Cash and cash equivalents        2,753           -                            -                                      2,753                      
 Trade and other payables         (3,133)         10                           -                                      (3,123)                    
 Deferred tax assets              131             -                            -                                      131                        
 Deferred tax liabilities         -               -                            (1,550)                                (1,550)                    
 Net assets acquired              5,234           -                            3,618                                  8,852                      
 Goodwill arising on acquisition                                                                                                                 
 Consideration Satisfied by:                                                                                          5,061                      
 Cash consideration                                                                                                   13,913                     
 
 
The cash consideration paid by Tribal to date of £13.9m was satisfied through
the Group's existing revolving loan facility. The net cash outflow from the
acquisition, after taking account of the cash acquired, was £11.3m. 
 
The goodwill arising on the acquisition is attributable to synergies, the
assembled workforce, and potential future relationships, contracts and
software. 
 
Intangible assets arising on acquisition are in respect of software (£3.0m)
and customer relationships and contracts (£2.2m). 
 
Human Edge Software Corporation Pty Limited contributed £2.7m revenue and
operating profit of £1.3m to the Group for the period between the date of
acquisition and the balance sheet date. 
 
Acquisition related costs amounted to £0.2m. 
 
Had the acquisition occurred on the 1 January 2014, the Group's revenue would
have increased by £4.2m and its operating profit by £1.7m. 
 
This information is provided by RNS
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