The following entities were included in the Consolidated Financial Statements for the first time in the business year 2018/19:
Name of entity |
|
Interest in % |
|
Date of initial consolidation |
|
|
|
|
|
Full consolidation |
|
|
|
|
voestalpine HR Services GmbH |
|
100.000% |
|
April 1, 2018 |
VOEST-ALPINE TUBULAR CORP. |
|
100.000% |
|
April 1, 2018 |
voestalpine Metal Engineering Verwaltung GmbH |
|
100.000% |
|
April 1, 2018 |
voestalpine Automotive Components Hungaria Kft. |
|
100.000% |
|
August 14, 2018 |
Travertec S.R.L. |
|
60.000% |
|
November 1, 2018 |
voestalpine Automotive Components Arad Beteiligung GmbH |
|
100.000% |
|
February 25, 2019 |
voestalpine Automotive Components Cartersville Beteiligung GmbH |
|
100.000% |
|
February 25, 2019 |
The additions of fully consolidated entities to the scope of consolidation include three acquisitions, one newly established entity, and the consolidation of three entities not previously included in the Consolidated Financial Statements.
In accordance with IFRS 3, acquired companies are included in the Consolidated Financial Statements at the fair value carried forward of the acquired assets, liabilities, and contingent liabilities determined as of the acquisition date, taking into account depreciation and amortization as appropriate. The carrying amount of the non-controlling interests is determined based on the fair values carried forward for the assets and liabilities acquired. As regards the first-time full consolidations in accordance with IFRS 3, note that due to time constraints and/or the fact that not all valuations have been completed, the following items shall be considered provisional: property, plant and equipment; intangible assets; as well as inventories and provisions—and consequently goodwill as well.
The increase in majority interests is treated as a transaction between owners. The difference between the acquisition costs of additional shares and the pro-rated carrying amount of the non-controlling interests is recognized directly in equity. In the reporting period, EUR 2.4 million (2017/18: EUR 0.0 million) was paid for the acquisition of non-controlling interests or provisions were formed for the payment thereof. Non-controlling interests in the amount of EUR 2.4 million (2017/18: EUR 0.0 million) were derecognized.
Put options granted to non-controlling shareholders in exchange for their shares in Group companies are recognized in the statement of financial position as liabilities stated at fair value. If the risks and rewards associated with ownership of a non-controlling interest have already been transferred at the time the majority interest was acquired, the assumption is that 100% of the entity was acquired. If, however, the risks and rewards are not transferred, the non-controlling interests continue to be shown in equity. The liability is covered by a direct transfer from retained earnings with no effect on profit or loss (double credit approach). The subsequent fair value measurement is recognized through profit or loss.
The liabilities for outstanding put options as of March 31, 2019 are EUR 6.4 million (March 31, 2018: EUR 0.4 million). The discounted cash flow method is applied for valuation purposes, taking the contractual maximum limits into account. The medium-term business plan and the discount rate, in particular, are some of the input factors in the discounted cash flow method.
On November 1, 2018, voestalpine VAE Apcarom SA (Metal Engineering Division) acquired a 60% stake in Travertec S.R.L. (the Romanian manufacturer of concrete sleepers) from PCM Rail.One AG (a German entity). The acquisition was made with the aim of broadening the Group’s existent local product portfolio, which includes the production of turnouts and track sleepers, by key components as well as expanding and securing its market position in Romania and adjacent export markets.
As of February 25, 2019, voestalpine Metal Forming GmbH acquired 100% of the shares of both voestalpine Automotive Components Arad Beteiligung GmbH and voestalpine Automotive Components Cartersville Beteiligung GmbH.
These acquisitions have the following impact on the Consolidated Financial Statements:
|
|
Recognized values |
|
|
|
Non-current assets |
|
1.0 |
Current assets |
|
2.8 |
Non-current provisions and liabilities |
|
–0.2 |
Current provisions and liabilities |
|
–0.3 |
Net assets |
|
3.3 |
Addition of non-controlling interests |
|
–1.3 |
Acquisition costs |
|
2.0 |
Cash and cash equivalents acquired |
|
–0.6 |
Net cash outflow |
|
1.4 |
|
|
|
In millions of euros |
Since their initial consolidation, the acquisitions have contributed revenue of EUR 0.2 million to consolidated revenue. Their share in the Group’s profit after tax for the same period was EUR 0.1 million. The reported consolidated revenue would have been EUR 0.8 million higher and the reported Group’s profit after tax would have been EUR 0.4 million higher if the acquisitions had been consolidated as of April 1, 2018.
As part of the first-time full consolidation of Travertec S.R.L., fair values for trade receivables of EUR 0.4 million (gross carrying amount: EUR 0.4 million) and for other receivables of EUR 0.2 million (gross carrying amount: EUR 0.2 million) were taken over. Receivables that are probably uncollectible are considered immaterial.
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