Notes to and forming part of the consolidated financial
statements for the year ended 30 June 2010
Note 31. Business combinations
On 11 November 2009, the Group acquired 100 per cent of the issued share capital of Industrial Contract Designers (Asia Pacific) Pty Limited (ICD). ICD
delivers engineering and design of maintenance and brownfields capital projects to the hydrocarbons, processing and related industries. The cash
consideration was $16,504,581.
The carrying amounts and fair values of the assets and liabilities acquired were:
Acquiree’s Provisional
Carr ying Amount Fair Va lue
$’000 $’000
Cash and cash equivalents 3,626 3,626
Trade and other receivables 5,462 5,462
Contract intangibles - 3,429
Customer relationships - 2,907
Property, plant and equipment 747 747
Trade and other payables (1,834) (1,834)
Employee benefits provisions (688) (688)
Provision for income tax (46) (46)
Deferred tax liability - (1,901)
Net carrying value 7,267 11,702
Cash consideration 16,505
Goodwill recognised 4,803
Acquisition accounting has been prepared on a provisional basis.
Goodwill is attributable to the technical skill and engineering capability of the workforce and key management of ICD. ICD contributed $15,787,000 to
revenue and $1,254,000 to net profit for the Group for the period 11 November 2009 to 30 June 2010. Had the acquisition taken place on 1 July 2009 the
contribution to consolidated revenue and net profit would have increased by $9,123,000 and $828,000 respectively.
Changes to provisional fair values of previous acquisitions
T he Planning
Group (TPG)
$’000
Goodwill provisionally recognised at 30 June 2009 1,685
Increase in purchase price- working capital adjustment 47
Adjustment to fair values:
Property, plant and equipment (3)
Inventory and work in progress (45)
Final goodwill balance 1,684
Summary of acquisitions - 2009
On 9 July 2008, the Group acquired the assets and liabilities of The Planning Group (TPG). TPG is involved in town planning consultancy business in Victoria.
The cash consideration was $892,000, the earn-out amount is $1,251,000 and there were direct costs of $35,000 giving a total purchase consideration of
$2,178,000. The carrying amounts and fair values of the assets and liabilities acquired were:
2009
$’000
Property, plant and equipment 88
Receivables 407
Work in progress 65
Deferred tax asset 29
Employee entitlements (95)
Fair value of net identifiable assets 494
Resulting in goodwill recognised of $1,685,000.
Goodwill is attributable to the expected contribution from the key personnel of the TPG business in further developing the Groups’ project management and
consultancy business.