Food Lion 2009 Annual Report Download - page 102

98 - Delhaize Group - Annual Report 2009
CONSOLIDATED STATEMENT
OF CHANGES IN EQUITY
CONSOLIDATED STATEMENT
OF CASH FLOWS
NOTES TO THE FINANCIAL
STATEMENTS
CONSOLIDATED STATEMENT
OF COMPREHENSIVE INCOME
CONSOLIDATED INCOME
STATEMENT
CONSOLIDATED BALANCE SHEET
Acquisition of La Fourmi
On September 1, 2008, Delhaize Group acquired 100% of the shares and voting rights of La Fourmi, which operated 14 supermarkets in
Bucharest (of which four are owned). These supermarkets have been integrated with Delhaize Group’s Romanian subsidiary Mega Image. The
purchase price of La Fourmi was EUR 19 million, subsequently adjusted to EUR 12 million, based on the contract terms.
The final fair values of the identifiable assets and liabilities of La Fourmi as of the acquisition date (September 1, 2008) can be summarized as
follows:
(in millions of EUR) Acquisition Date Fair Value
Intangible assets 3
Property, plant and equipment 7
Inventories 1
Receivables and other assets 2
13
Non-current liabilities (2)
Accounts payable (7)
Other current liabilities (3)
Net assets 1
Goodwill arising on acquisition 11
Total acquisition cost 12
The total acquisition costs comprise a cash payment and transaction costs of EUR 0.2 million, which are directly attributable to the acquisi-
tion.
(in millions of EUR) Cash outflow on acquisition
Cash paid (net of contractual adjustments and including transaction costs) 12
Net cash acquired with the subsidiary -
Net cash outflow 12
The fair values of the identifiable assets and liabilities of La Fourmi in the 2008 consolidated financial statements were recognized on a pro-
visional basis. No material adjustments were made during 2009. The goodwill is attributed to strategic and location-related advantages, as
well as to the acquisition of the customer base of the La Fourmi stores.
From the date of acquisition, stores of the former La Fourmi Group have contributed EUR 6 million to the 2008 revenues of the Group and
EUR - 0.2 million to the net profit of the year. If the combination had taken place at the beginning of the year, the 2008 revenues of the Group
would have increased by approximately EUR 20 million.
La Fourmi’s carrying values of assets and liabilities just before the acquisition as well as the estimated full year’s impact on the Group’s consoli-
dated results have not been disclosed here, as the La Fourmi Group previously applied Romanian GAAP and it would have been impracticable
to establish and / or estimate IFRS compliant amounts.
4.2. Acquisition of non-controlling interests
Alfa Beta Vassilopoulos S.A.
On May 18, 2009, Delhaize Group announced the launch of a voluntary tender offer for all of the shares of its Greek subsidiary Alfa Beta
Vassilopoulos S.A. (“Alfa Beta”) which were not yet held by any of the consolidated companies of Delhaize Group at a price of EUR 30.50 per
Alfa Beta share. On June 29, 2009, the offer price was increased to EUR 34.00 per share, being a consequence of reaching an agreement with
two major shareholders (approximately 12%) of Alfa Beta. The necessary regulatory approval was obtained on June 30, 2009.
Prior to the tender offer, Delhaize Group owned 8 310 614 shares or 65.27% of the voting rights of Alfa Beta. During the acceptance period,
which started on June 12, 2009 and ended on July 9, 2009, shareholders of Alfa Beta tendered 2 680 324 shares in total, representing approxi-
mately 21.05% of the Alfa Beta voting rights. At the end of the tender offer period, Delhaize Group held 89.56% of Alfa Beta shares.
During the second half of 2009, Delhaize Group acquired additional shares on the market and at December 31, 2009 Delhaize Group owned
11 451 109 shares (representing 89.93%).
In accordance with the accounting policies of Delhaize Group (application of “parent entity extension” method), the difference between the
consideration paid (EUR 108 million) and the book value of the share of the net assets acquired has been recognized in goodwill and amounts
to EUR 72 million.
In this connection, we also refer to Note 35 on subsequent events.