D. Acquisitions and other additions to the scope of consolidation

The following entities were included in the Interim Consolidated Financial Statements for the first time in the first half of the business year 2022/23:

The additions of fully consolidated entities to the scope of consolidation include two acquisitions, three newly established entities, and the consolidation of one entity 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, amortization, and impairment 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.

The increase in majority interests is treated as a transaction between owners. The difference between the acquisition costs of additional shares and the prorated carrying amount of the non-controlling interests is recognized directly in equity.

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, in individual cases, the risks and rewards associated with ownership of a non-controlling interest had 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, 2023, are EUR 11.1 million (March 31, 2022: EUR 8.8 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 August 1, 2022, voestalpine Railway Systems GmbH, Austria, acquired 50% of the shares of Plastwil Sp. z o.o., a company based in Poland. The acquisition serves to enable voestalpine Railway Systems to further strengthen its position in the Polish market and to provide customized solutions for fastening systems. The acquired company now operates under the name voestalpine Fastening Systems Sp. z o.o.

On January 9, 2023, voestalpine High Performance Metals GmbH, Austria, acquired Metaltec AG, Switzerland, a specialist for bright steels used in high-tech niche segments. Metaltec AG primarily supplies sectors with highly sophisticated demands, such as the automotive, medical, and
 watchmaking industries. The acquisition will further strengthen the company’s already very good position in the Swiss market.

These acquisitions have the following impact on the Consolidated Financial Statements:

The above table contains goodwill of EUR 4.2 million, specifically, EUR 3.0 million from the voestalpine Fastening Systems Sp. z o.o., Poland, transaction and EUR 1.2 million from the acquisition of Metaltec AG, Switzerland. Both differences arise from the company’s earnings potential which, according to IFRS rules, may not be allocated to items that can be capitalized individually. The goodwill of voestalpine Fastening Systems Sp. z o.o. is allocated to the goodwill-carrying Railway Systems business unit and the goodwill of Metaltec AG to the goodwill-carrying Value Added Services unit. It is not expected that portions of the recognized goodwill will be deductible for corporate tax purposes.

Since their initial consolidation, the acquisitions have contributed revenue of EUR 20.9 million to consolidated revenue. Their share in the Group’s profit after tax for the same period was EUR –2.8 million. The reported consolidated revenue would have been EUR 17.4 million higher and the reported Group’s profit after tax would have been EUR 1.1 million lower if the acquisitions had been consolidated as of April 1, 2022.

As part of the first-time full consolidation of voestalpine Fastening Systems Sp. z o.o. and voestalpine Metaltec AG, fair values for trade receivables of EUR 2.8 million (gross carrying amount: EUR million) and for other receivables of EUR 1.9 million (gross carrying amount: EUR 1.9 million) were taken over. Receivables that are probably uncollectible are considered immaterial.