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Saturday, May 16, 11:17:25pmLogin ] [ Contact Forum Admin ] [ Main index ] [ Post a new message ] [ Search | Check update time | Archives: 12345678[9]10 ]
Subject: PWI goodwill on acquisition of $150,377,624 2002 year


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has been recorded in the consolidated financial statements of ERG.
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Date Posted: Thursday, March 06, 05:52:56am

http://www.erg.com.au/invst_relations/reports/annrept/2002_financials.pdf
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Acquisition of remaining 90 per cent of the issued capital of PWI for a purchase consideration comprising a mixture of cash and shares to the value of $142,320,000. Included in this purchase consideration are deferred cash settlements of $38,701,000 payable within one year and $38,022,191 payable on 16 March 2005.
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Subsequent to the end of the financial year, the 12,000,000 pounds payable to Banksys on the Proton World International SA acquisition was restructured as follows: 1,000,000 pounds will be paid on 30 November 2002; 5,000,000 pounds was deferred for one year; and 6,000,000 pounds payable on 15 March 2003 has been deferred to 15 March 2004. 6,000,000 pounds payable on 15 March 2003 has been deferred to 15 March 2004.
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Effective 15 March 2002, the consolidated entity acquired the remaining 90% of the shares of Proton World International SA (PWI) that it did not previously own. PWI has become a 100% owned controlled entity and the goodwill on acquisition of $150,377,624 has been recorded in the consolidated financial statements of ERG.
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44 Investments in Controlled Entities (continued) Details of the acquisition are as follows:
Consolidated
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2002

$000

Fair value of identifiable net assets of the controlled entities acquired:

Cash 13,397

Trade debtors 8,838

Property, plant and equipment 961

Prepayments 688

Inventories 324

Other debtors 250

Product development 178

Investments 37

Bank borrowings – current (2,312)

Deferred income (3,518)

Other creditors and accruals (3,820)

Provisions (6,614)

Trade creditors (4,825)

Bank borrowings – non-current (11,641)

Net liabilities acquired (8,057)

Goodwill on consolidation 150,377

Total consideration 142,320

Consideration consists of:

Cash and deferred consideration 95,204

Cost of original investment 25,905

Shares issued 21,152

Other acquisition costs 59

Total consideration 142,320

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Replies:
Subject Author Date
Re: PWI goodwill on acquisition of $150,377,624 2002 yearThe half-year result includes a provision of $52.4 million taken in contemplation of the PW sale, as compared to its book value at 31 December 2002.Thursday, March 06, 06:00:28am
An amount of Euro 22.5 million (A$40.9 million),representing payments due to ERG on a milestone earn-out basis under the proposed PW sale, has not been accounted for in determining the provision and will be brought to account as it is earned. (NT)As part ofthe proposed sale, ERG will retain access to the Proton technology by taking a 20 year global licence of the Proton technology.Thursday, March 06, 06:04:49am
6/3/03 Proton World's key asset is its technology which the proposed sale will guarantee ERG access to (including upgrades) for 20 years. (NT)Belgian-based Proton World was acquired by ERG in March 2002 for A$112 million plus a deferred contingent consideration of $38 million at 30 June 2002.Thursday, March 06, 07:30:58am
"When combined with the proposed sale of PW the impact on the balance sheet would be dramatically positive.The proposed (NT)sale of PW will eliminate $15 million per annum in amortisation of goodwill, whilst the note conversion eliminates interest of $18 million, giving a total annual saving of $33 million," he said.Thursday, March 06, 07:38:45am
Assuming the full restructure, including the rights issue of $50 million, had taken place as at 31 December 2002, and the PW sale had occurred, the effects on the balance sheet as at that date would have beenBefore Net Assets $29 million After $311 million before $329 million after $87 million : (NT)beforeCash $18 million after $113 millionNet Tangible Assets before($147) million after $212 million Interest-Bearing Debt to Equity before 1,134% after 28%Thursday, March 06, 07:56:44am


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