Page 83 - Paragon Annual Report 2

Notes to the consolidated financial statements (continued) 11 Acquisitions (continued)
Acquisition of ASK SA
On the 28 April 2017, ASK SA acquired the Group’s Identification Division. As a consequence, of this transaction ASK SA has now become a subsidiary of the Group. The Group controls 77.5% of the issued share capital of ASK SA.
In calculating the goodwill arising on these acquisitions, the fair value of the assets and liabilities has been assessed and adjustments to book value have been made where necessary. The fair value assets and liabilities are summarised in the following table.
Property, Plant and equipment Software
Licences
Development expenditure Patents
Financial investments Deferred tax asset Non-current assets Inventories
Trade and other receivables Cash and cash equivalent Income tax receivable Current assets
Total assets
Trade and other payables Bank overdraft Borrowings
Finance lease
Provisions – retirement Provisions – other Income tax payable Total liabilities
Net liabilities
Fair value of consideration
Non-controlling interest arising
Total goodwill on acquisition (note 12)
ASK SA’s consideration for the acquisition of the ID Division was €108,063,000. The consideration was paid in full by the issuance of shares in ASK SA in the amount of €88,063,000 and €20,000,000 in bonds.
This is a strategic acquisition for the Group representing a move into personal identification products and services, such as electronic passports and ID cards, as well as adding depth to our offer for transport and smart cities. Significant sales and operational synergies exist between ASK and Paragon ID.
The estimated annual impact of this acquisition had it been made at the start of the financial year would have been revenue of €24,800,000 and EBITDA of €1,500,000.
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Fair value
€000
2,376
617
794
447
620
545
9,264
1,536
160
8
5,407
4,907
15,867
21,274
14,503
832
8,158
209
358
797
24,860
(3,586)
24,314
27,900
3
807
28,707
Paragon Group Limited – 05258175