ManpowerGroup 2012 Annual Report Download - page 62

RECENTLY ISSUED ACCOUNTING STANDARDS
In May 2011, the FASB issued new accounting guidance on fair value measurement. The new guidance clarifies some
existing concepts, eliminates wording differences between United States Generally Accepted Accounting Principles
(“GAAP”) and International Financing Reporting Standards (“IFRS”), and in some limited cases, changes some principles to
achieve convergence between United States GAAP and IFRS. The new guidance results in a consistent definition of fair
value and common requirements for measurement of and disclosure about fair value between United States GAAP and
IFRS. It also expands the disclosures for fair value measurements that are estimated using significant unobservable (Level
3) inputs. We adopted this guidance effective January 1, 2012. There was no impact of this adoption on our Consolidated
Financial Statements.
In June 2011, the FASB issued new accounting guidance on presentation of comprehensive income. The new guidance
requires an entity to present the total of comprehensive income, the components of net income, and annually present the
components of other comprehensive income either in a single continuous statement of comprehensive income, or in two
separate but consecutive statements. It eliminates the option to present components of other comprehensive income as
part of the statement of shareholders’ equity. We adopted this guidance in the first quarter of 2012.
In September 2011, the FASB issued new accounting guidance on testing goodwill for impairment. Under the revised
guidance, entities testing goodwill for impairment have the option of performing a qualitative assessment before calculating
the fair value of the reporting unit (i.e., step 1 of the goodwill impairment test). If entities determine, on the basis of qualitative
factors, that the fair value of the reporting unit is more likely than not less than the carrying amount, the two-step impairment
test would be required. We adopted this guidance effective January 1, 2012. We did not adopt the option of performing a
qualitative assessment and the application of the guidance to our annual impairment test had no impact on our Consolidated
Financial Statements.
In December 2011, the FASB issued new accounting guidance on balance sheet offsetting. The new guidance requires an
entity to disclose both gross information and net information about instruments and transactions eligible for offset in the
statement of financial position. It also requires disclosures on instruments and transactions subject to an agreement similar
to a master netting agreement. The guidance is effective for us in 2013. We are currently assessing the impact of the
adoption of this guidance will have on our Consolidated Financial Statements.
In July 2012, the FASB issued new accounting guidance on testing indefinite-lived intangible assets other than goodwill for
impairment. The revised guidance allows entities the option to first assess qualitative factors to determine whether it is
necessary to perform the quantitative impairment test. An entity electing to perform a qualitative assessment is no longer
required to calculate the fair value of an indefinite-lived intangible asset unless the entity determines, based on a qualitative
assessment, that it is “more likely than not” that the asset is impaired. The guidance is effective for us in 2013. We do not
expect the adoption of this guidance to have an impact on our Consolidated Financial Statements.
SUBSEQUENT EVENTS
We have evaluated events and transactions occurring after the balance sheet date through our filing date and noted no
events that are subject to recognition or disclosure.
02.
Acquisitions
On April 16, 2012, we acquired Damilo Group (“Damilo”), a French firm specializing in IT design solutions, for total
consideration, net of cash acquired, of €21.2 ($28.0). Goodwill arising from this transaction was €30.8 ($40.6). The related
intangible assets were €6.3 ($8.0) and €5.8 ($7.6) as of April 16, 2012 and December 31, 2012, respectively. The assumed
liabilities and acquired assets, net of goodwill, related intangible assets and cash arising from the transaction were
€33.8 ($44.6) and €17.9 ($23.6), respectively.
On September 22, 2011, we acquired approximately 70% of the shares and voting rights of Proservia SA (“Proservia”),
a provider of information technology and systems engineering solutions in France. We acquired the remaining shares
and voting rights by the end of November 2011. The purchase price was €14.89 ($19.93) per share. The total consideration,
net of cash acquired, was €21.6 ($29.4). Goodwill arising from this transaction was €20.7 ($27.7). The related intangible
assets were €11.0 ($14.7), €10.8 ($14.0) and €9.4 ($12.4) as of September 22, 2011, December 31, 2011 and December 31,
2012, respectively.
In April 2010, we acquired COMSYS IT Partners, Inc. (“COMSYS”), a leading professional staffing firm in the United States,
from its existing shareholders. The value of the consideration for each outstanding share of COMSYS common stock was
approximately $17.65, for a total enterprise value of $427.0, including debt of $47.1, which we repaid upon closing. The
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
in millions, except share and per share data
60 ManpowerGroup 2012 Annual Report Notes to Consolidated Financial Statements