88
Financial statements Notes to the consolidated financial statements
6. Acquisitions and disposals of subsidiaries and non-controlling interests
Acquisition of 100 per cent of the beer operations of FEMSA
On 30 April 2010, Fleineken N.V. completed the acquisition of the beer operations of Fomento Económico Mexicano, S.A.B. de C.V.
('FEMSA') via an all share transaction (the 'transaction'). Fleineken N.V. acquired all shares of common stocks in FEMSA Cerveza,
comprising 100 per cent of FEMSA's Mexican beer operations (including its US and other export businesses) and the remaining
83 per cent of FEMSA's Brazilian beer business that Fleineken did not own. A portion of the Fleineken shares allotted to FEMSA
(and its affiliates) will be delivered over a period of not more than five years (the 'Allotted Shares' or Allotted Share Delivery
Instrument or ASDI). The Allotted Shares have been recognised as a separate category within equity.
The beer operations acquired from FEMSA contributed a revenue of EUR2.036 million and results from operating activities of
EUR215 million (EBIT) for the eight-months period from 1 May 2010 to 31 December 2010. Amortisation of brands and customer
relationships for the eight-month amounts to EUR62 million. Flad the acquisition occurred on 1 January 2010, pro-forma revenue an
pro-forma results from operating activities (EBIT) for the 12-month period ended 31 December 2010 would have amounted
to EUR2.873 million and EUR268 million respectively. The pro-forma amortisation of brands and customer relationships would
have amounted to EUR90 million. This pro-forma information does not purport to represent what our actual results would have
been had the acquisition actually occurred on 1 January 2010, nor are they necessarily indicative of future results of operations.
In determining the contributions, management has assumed that the fair value adjustments that arose on the date of the acquisitio
would have been the same as if the acquisition had occurred on 1 January 2010.
The following summarises the major classes of consideration transferred, and the recognised amounts of assets acquired and
liabilities assumed at the acquisition date.
In millions of EUR
Property, plant equipment
Intangible assets
2,104
Investments in associates joint ventures
Other investments
Advances to customers
Inventories
Trade and other receivables
Assets acquired
5,37
Loans and borrowings, interest bearing
Loans and borrowings, non-interest bearing
Tax liabilities (non-current)
Employee benefits
Provisions
Deferred tax liabilities
Current part loans, interest bearing
Bank overdraft
Tax liabilities (current)
Liabilities assumed
3,33
Total net identifiable assets
2,04
Consideration transferred in exchange for shares
3,86!
Consideration paid in cash
Recognition indemnification receivable
J134)
Fair value of previous interest in the acquiree
Non-controlling interests
Net identifiable assets acquired
Goodwill on acquisition
1,78
Amounts were converted into euros at the rate of MXN/EUR16.246, BRL/EUR2.2959 and USD/EUR1.3315 for the statement of financial position.