Carphone Warehouse 2016 Annual Report Download - page 132

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Notes to the Group financial statements
130
24 Acquisitions and Merger
2015/16: Acquisition of Infocare Workshop and Simplify Digital Limited
On 30 November 2015 the Group acquired 100% of the issued share capital of Infocare Workshop. Infocare Workshop is a
service and repair company in the Nordics region and was acquired to strengthen the Group’s strategy of owning the complete
end-to-end customer service journey in that region.
On 31 March 2016 the Group acquired 100% of the issued share capital of Simplify Digital Limited. Simplify Digital Limited is the
UK’s largest and fastest growing multi-channel switching platform, offering consumers an Ofcom accredited price comparison
and switching service for broadband, digital TV and fixed line telephone contracts. The company was acquired to further the
Group’s position as the best place for customers to receive independent advice across all their technology, connectivity, media
content and service needs.
a) Fair value of assets and liabilities
The combined fair values of identifiable assets and liabilities of Infocare Workshop and Simplify Digital Limited as at the
acquisition date were as follows:
Note £million
A
ssets
Intangible assets 23
Property, plant & equipment 1
Trade and other receivables (i) 10
Cash and cash equivalents 11
Total assets 45
Liabilities
Trade and other payables (13)
Total liabilities (13)
Total fair value of identifiable net assets acquired 32
Provisional goodwill (ii), (iii) 26
Total consideration (iv) 58
(i) The fair value of trade and other receivables represents trade receivables, accrued income and prepayments whose gross contractual value
and fair value are deemed to be £10 million.
(ii) The finalisation of the fair value of the acquired assets and liabilities of Simplify Digital Limited will be completed within 12 months of the
acquisition and therefore remains provisional until 31 March 2017 owing to the proximity of acquisition to the balance sheet date. It is
therefore possible that adjustments to goodwill could arise up until 31 March 2017.
(iii) The goodwill arising on the acquisitions is not deductible for income tax purposes and consists largely of the synergies and economies
of scale expected from combining the operations.
(iv) Total consideration includes the fair value of contingent consideration arrangements of £13 million which is payable subject to the
achievement of certain earnings growth targets. The total maximum payable under these arrangements is £13 million. The fair value of
contingent consideration arrangements has been estimated by applying the income approach (note 16). Total consideration also includes
deferred consideration of £10 million payable within one year.
00_DC 2016 Annual Report.pdf 130 11/07/2016 18:34