Consideration paid
On 1 July 2016 the Group paid an amount of EUR 180 million in cash to VolkerWessels. The net change
in cash and cash equivalents, taking into account the cash and cash equivalents held by the acquired
companies, amounts to EUR 78 million.
Identifiable assets acquired and liabilities assumed
As a result of the acquisition, the following identifiable assets were acquired and liabilities assumed:
At 1 July 2016
Intangible assets
103
Property, plant and equipment
82,019
Deferred tax assets
1,741
Inventory
842
Due from customers
6,177
Current receivables and other current assets
136,708
Cash, cash equivalents and bank overdrafts
102,120
Deferred tax liabilities
- 1,910
Provisions
- 5,553
Due to customers
- 139,951
Current liabilities
- 92,220
Income tax payable
- 9,315
Net amount of identified assets acquired and liabilities assumed
80,761
The purchase price allocation and valuation of identified assets acquired and liabilities assumed was
finalized in October 2016. The following valuation techniques were used in assessing the fair value of
identified, material, assets and liabilities:
The fair value of the individual vessels (property, plant & equipment) is mainly determined based on a
market approach performed by an external vessel valuator.
The fair value of the material assets identified (with the exception of vessels) and liabilities assumed was
determined by an external business valuator. The fair value of contracts acquired (amounts due to and
from customers) was determined based on the projects in progress, including the fair value of the order
portfolio and excluding existing related party activities. This involves estimates of the physical progress,
the costs to complete, less a reasonable margin and less costs of disposal. The fair value of other material
assets identified and liabilities assumed, including creditors and debtors, is based on the market value at
which the assets or liabilities are or can be settled with contractual parties.
Trade accounts and other receivables consist of a gross amount of contractual obligations of
EUR 137.0 million, of which an amount of EUR 0.3 million was deemed irrecoverable at the date of
acquisition.
Goodwill
Goodwill arising from the acquisition:
At 1 july 2016
Total consideration paid at 1 July 2016
180,000
Fair value of existing investment in VBMS
55,700
235,700
Less: Net amount of identified assets acquired and liabilities assumed
- 80,761
Goodwill recognized
154,939
Goodwill recognized as a result of the acquisition mainly relates to the obtained expertise and technical
skills of VolkerWessels employees involved in the acquired maritime and offshore wind energy-related
activities of VolkerWessels and synergies which are expected to result from the integration of the company
into the Group’s existing activities. The goodwill recognized is not tax deductible.
Transactions related to the acquisition
The Group incurred costs of EUR 0.7 million for the services of external advisors relating to this transaction.
These costs are included in the consolidated statement of profit or loss in the line ‘Raw materials,
consumables, services and subcontracted work’ and are incorporated in the segment result under Holding
& Eliminations.
84
ANNUAL REPORT 2016 – BOSKALIS
FINANCIAL STATEMENTS 2016