Audited condensed results for the year ended 30 June 2012

Business combinations

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  Subsidiaries and businesses acquired   Nature of
business
Operational
segment
Date
acquired
Interest
acquired
(%)
  Purchase
consideration
transferred
Rm
 
  Lehnkering Group   Logistics Logistics January 2012 100   1 892  
  Transport Holdings Botswana Group   Transport logistics Logistics March 2012 80   66  
  Accordian Investments (Pty) Ltd   Distributor & importer Distributorships July 2011 60   (11)  
  Watts Truck Centre Limited (Glouchester)   Vehicle sales & services Automotive retail February 2012 100   26  
  Bobcat Group   Industrial equipment Distributorships June 2012 67,5   19  
  Individual immaterial business combinations             249  
  Total purchase consideration transferred             2 241  

Reason for the acquisitions

We acquired a further 20% interest in Accordian Investments, a previously held associate in which we held 40% resulting in its acquisition as a subsidiary, to expand our distribution business.

Lehnkering Group, was acquired to expand the International logistics business and to benefit from synergies within the shipping business.

Watts Truck Centre (Glouchester), was acquired to expand our automotive retail business within the United Kingdom.

Bobcat Group, was acquired to expand our distribution business.

We acquired a further 40% interest in Transport Holdings Botswana, a previously held associate in which we held 40% resulting in its acquisition as a subsidiary, to expand our logistics business within Africa.

  Fair value of assets acquired
and liabilities assumed at date of
acquisition:
  Total
Rm
Lehnkering
Group
Rm
Transport
Holdings
Botswana
Group
Rm
Accordian
Investments
(Pty) Ltd
Rm
  Watts Truck
Centre
Limited
(Glouchester)
Rm
Bobcat
Group
Rm
Individually
immaterial
acquisitions
Rm
 
  Assets                    
  Intangible assets   872 857 3       1 11  
  Investments, loans, associates and joint ventures   55 40 3         12  
  Property, plant and equipment   1 045 935 11 2   4 11 82  
  Transport fleet   467 245 54         168  
  Vehicles for hire   50           47 3  
  Non-current financial assets   16 11           5  
  Deferred tax assets   97 91       2   4  
  Inventories   383 98 3 142   56 70 14  
  Tax in advance   28 25         2 1  
  Trade and other receivables   2 097 1 807 70 57   38 39 86  
  Loans due by group entities   52 40         12    
  Cash resources   312 256 19     8 3 26  
      5 474 4 405 163 201   108 185 412  
  Liabilities                    
  Retirement benefit obligations   342 342              
  Interest-bearing borrowings   1 476 1 161 32 118     35 130  
  Deferred tax liabilities   435 395 11       5 24  
  Non-current financial liabilities   1             1  
  Trade and other payables and provisions   2 492 2 055 60 112   106 87 72  
  Loans due to group entities   142 8   16     39 79  
  Current tax liabilities   44 39 1         4  
      4 932 4 000 104 246   106 166 310  
  Acquirees’ carrying amount at acquisition   542 405 59 (45)   2 19 102  
  Less: Non-controlling interests   (58)   (28) 18     (6) (42)  
  Net assets acquired   484 405 31 (27)   2 13 60  
  Purchase consideration transferred   2 241 1 892 66 (11)   26 19 249  
  – Cash   2 147 1 892 52 2   26 6 169  
  – Contingent consideration   76           13 63  
  – Fair value of other assets transferred   5     5          
  – Fair value of previously held interest   13   14 (18)       17  
                       
  Excess of purchase price over net assets acquired   1 757 1 487 35 16   24 6 189  

Trade and other receivables acquired had gross contractual amounts of R2 110 million of which R13 million was doubtful. None of the goodwill is expected to be deductible for tax purposes. Non-controlling interests have been calculated based on their proportionate share in net assets.

Details of contingent consideration

The contingent consideration requires the group to pay the vendors an additional total amount of R76 million over three years if the entities’ net profit after tax exceeds certain earnings targets.

Acquisition costs

Acquisition costs amounting to R51 million has been excluded from the purchase consideration and have been recognised as an expense during the year.

  Impact of the acquisitions on the
results of the Group
  Total Lehnkering
Group
Transport
Holdings
Botswana
Group
Accordian
Investments
(Pty) Ltd
Watts Truck
Centre
Limited
(Glouchester)
Bobcat
Group
Individually
immaterial
acquisitions
 
  From the dates of acquisition, the                  
  acquired businesses contributed:                  
       Revenue   4 214 2 993 121 464 119   517  
       Attributable profit   111 96 3   1   11  
  Had all the acquisitions been consolidated from 1 July 2011 the income statement would have included:                  
       Revenue   7 817 5 867 313 464 317 223 633  
       Attributable profit   214 180 13   3 4 14