Annual Report 2015

2. Acquired businesses and business divestments

 

Acquired businesses 2015

 
   

Posti Group's subsidiary, OpusCapita Group Oy, acquired Swedish companies Kredithanterarna and Svenska Fakturaköp on April 30, 2015. The acquisitions enable OpusCapita to further broaden its offer of Order-to-Cash products by cash management solutions. The companies add OpusCapita thorough knowledge of the Swedish market in their business segment.

   

The acquisition cost was EUR 5.8 million, of which the contingent earn-out component reconized in long-term liabilities is EUR 1.4 million. The expenses of the consultation and valuation services related to the preparatory phases of the transaction are recognized under other operating expenses.

   

Goodwill arising from the acquisition, totaling EUR 3.6 million, is generated by the substantial synergies in Order-to-Cash services and the possibilities to enter other Nordic markets. Had the acquired business been combined in the consolidated financial statements as of the beginning of the 2015, the Group's net sales in 2015 would have been EUR 1.0 million higher and its results would have increased by EUR 0.2 million.

   

Analysis of net assets acquired

   

Effect on assets

 

EUR million

Fair value

Intangible assets

2.5

Property, plant and equipment

0.0

Receivables

1.0

Cash and cash equivalents

0.4

Effect on assets

4.0

   

Effect on liabilities

 

EUR million

 

Deferred tax liability

0.5

Non-current liabilities

0.4

Trade payables and other liabilities

0.8

Effect on liabilities

1.7

Net assets acquired

2.2

   

Components of acquisition cost

 

EUR million

 

Purchase price

4.4

Earn-out consideration (estimated)

1.4

Total cost of acquisition

5.8

Fair value of net assets acquired

2.2

Goodwill

3.6

   

Cash flow effect of the acquisition

 

EUR million

 

Purchase price paid in cash

4.4

Cash and cash equivalents of the acquired subsidiary

0.4

Cash flow

-4.0

   

Business divestments in 2015

 
   

Posti Group divested its road freight business in Sweden, Norway and Denmark as well as its international freight operations in Finland to Danish Nordic Transport Group (NTG) on April 30, 2015. Also the shares of a subsidiary KH Fur Oy were sold. The divestment had one-off negative impact on Group's result and cash flows.

   

Acquired businesses 2014

 
   

Posti Group's subsidiary, OpusCapita Group Oy, acquired the Norwegian based financial accounting outsourcing company Norian Group on 1 October 2014. The acquisition strengthened OpusCapita's position as the leading service provider in the Nordic countries.

   

The acquisition cost was EUR 5.0 million, of which the contingent earn-out component reconized in long-term liabilities is EUR 1.9 million. The expenses of the consultation and valuation services related to the preparatory phases of the transaction are recognized under other operating expenses. In the acquisition, 175 employees were transferred to OpusCapita.

   

Goodwill arising from the acquisition, totaling EUR 4.2 million, is generated by the substantial synergies in products, services and clientele. Had the acquired business been combined in the consolidated financial statements as of the beginning of the 2014, the Group's net sales in 2014 would have been EUR 8,0 million higher and its results would have decreased by EUR 0.5 million.

   

Analysis of net assets acquired

   

Effect on assets

 

EUR million

Fair value

Intangible assets

1.2

Property, plant and equipment

0.2

Deferred tax assets

0.1

Receivables

1.8

Cash and cash equivalents

0.0

Effect on assets

3.3

   

Effect on liabilities

 

EUR million

 

Deferred tax liability

0.4

Non-current liabilities

0.4

Trade payables and other liabilities

1.9

Effect on liabilities

2.6

Net assets acquired

0.7

   

Components of acquisition cost

 

EUR million

 

Purchase price

3.1

Earn-out consideration (estimated)

1.9

Total cost of acquisition

5.0

Fair value of net assets acquired

0.7

Goodwill

4.2

   

Cash flow effect of the acquisition

 

EUR million

 

Purchase price paid in cash

3.7

Cash and cash equivalents of the acquired subsidiary

0.0

Cash flow

-3.6

   

Business divestments in 2014

 
   

The Group sold its Mediapankki-business to Multiprint Oy on 1 September 2014. The transaction did not have a material effect on Group's financial statements.