ANNUAL REPORT 2008 - Gorenje Group
ANNUAL REPORT 2008 - Gorenje Group ANNUAL REPORT 2008 - Gorenje Group
102 2008 9. Minority interest Minority interests at 31 December 2008 are: 2008 2007 Share in equity in % Minority interest in TEUR Share in net profit or loss in TEUR Share in equity in % Minority interest in TEUR Share in net profit or loss in TEUR Gorenje Tiki d.o.o., Ljubljana 0.018 3 0 0.018 3 0 Gorenje Tiki, d.o.o., Serbia 0.018 2 0 0.018 2 0 Gorenje Podgorica, d.o.o., Montenegro 0.028 1 0 0.028 1 0 Gorenje Notranja oprema, d.o.o., Velenje 0.02 4 0 0.4 88 4 Gorenje Küchen GmbH, Austria 0.02 0 0 0.4 -6 -4 Gorenje kuchyne spol. s r.o., Czech Republic 0.02 0 0 0.4 8 1 ZEOS, d.o.o., Ljubljana 49.0 327 14 49.0 313 123 SUROVINA, d.d., Maribor 49.0 11,711 1,539 49.0 10,713 1,100 RVT, d.o.o., Maribor 0 0 0 70.01 -746 -233 Sirovina, a.d., Serbia 49.0 41 1 55.88 49 -63 ERICo, d.o.o., Velenje 49.0 510 74 49.0 433 64 Gorenje Kuhinje, d.o.o., Ukraine 30.014 244 -111 PUBLICUS, d.o.o., Ljubljana 49.0 153 -214 Gorenje design studio, d.o.o., Velenje 48.0 247 6 Total 13,243 1,309 10,858 992 The transfer of ownership between the companies of the Gorenje Group did not have any impact on the consolidated financial statements of the Gorenje Group, for the intra-group transactions were eliminated from consolidation. 10. Acquisition of companies The following companies were acquired in 2008: PUBLICUS, d.o.o., Ljubljana on 25 March 2008, Istrabenz Gorenje Avtomatizacija procesov, d.o.o., Kisovec on 22 April 2008, Radolad, Kiew in May 2008, and Atag Europe BV end of June 2008. The fair value of net assets of the acquired companies was estimated. The effect of the acquisition on assets and liabilities of the Group is shown below. The allocation of differences found between the book value and the fair value of assets and liabilities of the acquired company to its separate identifiable assets is shown below:
103 ATAG Europe BV in TEUR Carrying amount prior to acquisition Adjustment to fair value Recognised value after the acquisition Intangible assets 2,808 2,808 Property, plant and equipment 10,756 10,756 Trademark 61,964 61,964 Deffered tax assets 378 378 Inventories 18,423 18,423 Operating receivables 16,047 16,047 Cash 116 116 Financial liabilities -8,344 -8,344 Operating liabilities -24,350 -24,350 Provisions -6,824 -6,824 Deffered tax liabilities -2,066 -2,066 Net difference (assets – liabilities) 6,944 61,964 68,908 Acquired share (100 %) 68,908 Goodwill 62,130 Purchase price 131,038 Paid with shares 39,409 Cash -116 Net outflow 91,513 The trademarks Atag, Etna and Pelgrim were valued using the royalty relief method and the discounted cash flow method. The royalty relief method is premised on the royalty that a company would have to pay for the use of the trademark if it had to license it from a third party. The hypothetical royalty rate is estimated for each year of the remaining useful life and discounted to present value. The estimate is based on the projection of operations for 20 years. The discount rate of 14.79 % was applied. Recognised trademark Applied growth rates ATAG 39,412 1.5 % ETNA 7,960 1.0 % PELGRIM 14,592 0.5 % Total 61,964 The difference which could not be assigned to individual types of acquired assets and liabilities includes goodwill recognised upon acquisition and amounts to TEUR 62,130. Through the acquisition of the ATAG company, Gorenje acquires a significant market share in Benelux and, at the same time, rounds up its set of trademarks with a top price trademark, which will help the Gorenje Group to significantly consolidate its position in Europe. In this way Gorenje realizes its strategic plan and the role of an active connecting link in the line of household appliances. There are numerous expected synergies between the two companies in the area of marketing, purchases, product management, and production. P U B L I C U S , d . o . o . , L j u b l j a n a in TEUR 2008 Property, plant and equipment 1,173 Operating receivables 860 Cash 86 Provisions -118 Financial liabilities -811 Operating liabilities -439 Net difference (assets – liabilities) 751 Acquired share (51 %) 383 Goodwill 1,617 Purchase price 2,000 Cash -86 Net outflow 1,914
- Page 51 and 52: 51 included a connection to the nat
- Page 53 and 54: 53 The appliances have been classif
- Page 55 and 56: 55 3.7 PRODUCTION The majority of p
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- Page 61 and 62: 61 3.10.3 OPERATING RISK MANAGEMENT
- Page 63 and 64: 63 3.11 CREATING VALUE FOR SHAREHOL
- Page 65 and 66: 65 3.12 BUSINESS PLAN AND ANTICIPAT
- Page 67 and 68: 67 3.13 REPORT ON SOCIAL RESPONSIBI
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- Page 79 and 80: 79 Consolidated balance sheet of th
- Page 82 and 83: 82 2008 Consolidated statement of c
- Page 84 and 85: 84 2008 4.1.1.2 NOTES TO THE CONSOL
- Page 86 and 87: 86 2008 (ii) Foreign operations The
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- Page 90 and 91: 90 2008 or services or for administ
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- Page 98 and 99: 98 2008 hedging of currency risk an
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- Page 122 and 123: 122 2008 Note 35 - Current financia
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- Page 126 and 127: 126 2008 31 December 2007 in TEUR N
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- Page 132 and 133: 132 2008 4.1.1.3 POROČILO REVIZORJ
- Page 134 and 135: 134 2008 Gorenje Gulf FZE, United A
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103<br />
ATAG Europe BV<br />
in TEUR<br />
Carrying amount<br />
prior to acquisition<br />
Adjustment to fair<br />
value<br />
Recognised value<br />
after the acquisition<br />
Intangible assets 2,808 2,808<br />
Property, plant and equipment 10,756 10,756<br />
Trademark 61,964 61,964<br />
Deffered tax assets 378 378<br />
Inventories 18,423 18,423<br />
Operating receivables 16,047 16,047<br />
Cash 116 116<br />
Financial liabilities -8,344 -8,344<br />
Operating liabilities -24,350 -24,350<br />
Provisions -6,824 -6,824<br />
Deffered tax liabilities -2,066 -2,066<br />
Net difference (assets – liabilities) 6,944 61,964 68,908<br />
Acquired share (100 %) 68,908<br />
Goodwill 62,130<br />
Purchase price 131,038<br />
Paid with shares 39,409<br />
Cash -116<br />
Net outflow 91,513<br />
The trademarks Atag, Etna and Pelgrim were valued using the royalty relief method and the discounted<br />
cash flow method. The royalty relief method is premised on the royalty that a company<br />
would have to pay for the use of the trademark if it had to license it from a third party. The hypothetical<br />
royalty rate is estimated for each year of the remaining useful life and discounted to present<br />
value. The estimate is based on the projection of operations for 20 years. The discount rate of 14.79<br />
% was applied.<br />
Recognised trademark<br />
Applied growth rates<br />
ATAG 39,412 1.5 %<br />
ETNA 7,960 1.0 %<br />
PELGRIM 14,592 0.5 %<br />
Total 61,964<br />
The difference which could not be assigned to individual types of acquired assets and liabilities includes<br />
goodwill recognised upon acquisition and amounts to TEUR 62,130. Through the acquisition<br />
of the ATAG company, <strong>Gorenje</strong> acquires a significant market share in Benelux and, at the same<br />
time, rounds up its set of trademarks with a top price trademark, which will help the <strong>Gorenje</strong> <strong>Group</strong><br />
to significantly consolidate its position in Europe. In this way <strong>Gorenje</strong> realizes its strategic plan and<br />
the role of an active connecting link in the line of household appliances. There are numerous expected<br />
synergies between the two companies in the area of marketing, purchases, product management,<br />
and production.<br />
P U B L I C U S , d . o . o . , L j u b l j a n a<br />
in TEUR <strong>2008</strong><br />
Property, plant and equipment 1,173<br />
Operating receivables 860<br />
Cash 86<br />
Provisions -118<br />
Financial liabilities -811<br />
Operating liabilities -439<br />
Net difference (assets – liabilities) 751<br />
Acquired share (51 %) 383<br />
Goodwill 1,617<br />
Purchase price 2,000<br />
Cash -86<br />
Net outflow 1,914