Financial statements I Notes to the consolidated financial statements continued
6. Acquisitions and disposals of subsidiaries and non-controlling interests continued
Acquisition of pubs in the UK
On 2 December 2011, HEINEKEN announced that it had acquired from The Royal Bank of Scotland ('RBS') ('Seller') the Galaxy Pub Estate ('Galaxy')
in the UK (referred to as the 'acquired business'). The following summarises the major classes of consideration transferred, and the recognised
amounts of assets and assumed liabilities at the acquisition date. Management agreements that were in place were settled upon acquisition.
In millions of EUR*
Property, plant equipment
441
Cash and cash equivalents
-
Assets acquired
441
In millions of EUR*
Liabilities assumed
-
Total net identifiable assets
441
Consideration transferred
480
Settlement of pre-existing relationship
(39)
Net identifiable assets acquired
(441)
Goodwill on acquisition
-
Amounts were converted into euros at the rate of EUR/GBP 0.859 for the statement of financial position.
The purchase price accounting for the acquired business is prepared on a provisional basis. The outcome indicates no goodwill as the fair value of the
assets acquired approximates the consideration transferred. The rationale for the acquisition is to further drive volume growth and to strengthen the
leading position in the UK beer and cider market. The acquisition creates a strong platform from which EIEINEKEN is building leadership in the high
value UK on-trade channel and will mainly impacts net result. The early amortisation and termination of associated contracts under the acquisition
gave rise to a one-off, pre-tax expense of EUR36 million.
Acquisition related cost of EUR3 million have been recognised in the income statement for the period ended 31 December 2011
Provisional accounting FEMSA acquisition in 2010
The FEMSA acquisition accounting has been concluded during the first half year of 2011A final adjustment was made to provisional accounting for
the FEMSA acquisition. Total impact resulted in an increase of goodwill of EUR4 million, the comparatives have not been restated. The adjustment
resulted from the filing of a tax return in March 2011which was EUR6 million lower, a negative impact of EUR12 million due to a legal provision and
recognition of certain employee benefits for EUR10 million. In 2010 FEMSA results were included from 1 May 2010 onwards (8 months) and have
been fully consolidated in 2011 (12 months).
Disposals
Disposal of interest without losing control
On 12 May 2010 HEINEKEN acquired an additional interest in Commonwealth Brewery Limited (CBL) and Burns House Limited (BHL) situated in
the Bahamas, increasing its ownership to 100 per cent in both entities. This acquisition was subject to government approval that 25 per cent of the
combined entities would be disposed of. During the period which ended 31 December 2011, HEINEKEN disposedof 25 per cent of its 100 per cent
interestin CBL (which had acquired 100 per cent of BHL prior to this), for an amount of EUR43 million through an initial public offering (IPO) in the
Bahamas. As a result, its ownership decreased to 75 per cent. After the disposal of this non-controlling interest, HEINEKEN maintains a controlling
interest in CBL. There is no impact on net result, the impact is recognised in equity.
98
Heineken N.V. Annual Report 2011
