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83
Consolidated Financial Statements
4.2 - Changes in goodwill
The main movements between December 31, 2004
and December 31, 2005 are summarized in the fol-
lowing table:
2005 2004
Net goodwill at opening 4,462.3 3,512.8
Impact of IAS 32/39
at January 1, 2005 76.7
Acquisitions 1,079.5 1,151.9
Disposals - (8.3)
Impairment (8.4) -
Translation adjustment 301.5 (128.2)
Reclassifications (32.8) (65.9)
Net goodwill at year end 5,878.8 4,462.3
Cumulative impairment (8.4) -
4-3 - Acquisitions
Acquisitions primarily included Power Measurement
Inc., Juno Lighting Inc., BEI Technologies Inc, ABS
EMEA, ELAU, Abacus and SE Relays (Magnecraft)
(see note 3).
Power Measurement Inc. (PMI)
Power Measurement Inc. was consolidated for the first
time as of April 14, 2005. The difference between the
cost of the shares and the Company’s equity in the
underlying net assets amounted to $192 million
(162.7 million at December 31, 2005), calculated as
follows:
In millions In millions
of dollars of euros *
Acquisition price 213.8 164.7
Net assets acquired
at April 14, 2005 (1) 11.5 8.9
Intangibles recognized
(customer lists) 20.0 15.4
Fair value adjustments
to other assets and liabilities
acquired (2) (9.7) (7.5)
Fair value of net assets
at April 14, 2005 21.8 16.8
Goodwill 192.0 147.9
* On the basis of the exchange rate on the acquisition
date USD1 =
0.770297.
(1) Excluding goodwill related to previous acquisitions.
(2) Including $5.3 million in deferred tax liabilities.
The Group has until April 14, 2006 to finalize alloca-
tion of the acquisition cost.
Juno Lighting Inc.
Juno Lighting Inc. was consolidated for the first time
as of August 24, 2005. The difference between the
cost of the shares and the Company’s equity in the
underlying net assets amounted to $395.5 million
(335.2 million at December 31, 2005), calculated as
follows:
In millions In millions
of dollars of euros *
Acquisition price 619.8 505.1
Net assets acquired at
August 24, 2005 96.2 78.4
Trademarks 114.3 93.1
Other intangibles recognized
(customer lists) 96.6 78.7
Fair value adjustments to other
assets and liabilities acquired (1) (82.8) (67.5)
Fair value of net assets
at August 24, 2005 224.3 182.8
Goodwill 395.5 322.3
* On the basis of the exchange rate on the acquisition date
USD1 =
0.814863.
(1) Including $98 million in deferred tax liabilities resulting from
reevaluation of the assets.
The Group has until August 24, 2006 to finalize alloca-
tion of the acquisition cost and value intangible assets.
BEI Technologies Inc.
BEI Technologies Inc. was consolidated for the first
time as of October 1, 2005. The Group is in the
process of identifying the assets and liabilities
acquired and has until October 1, 2006 to complete
the initial accounting.
This acquisition, for a total 451 million, generated
goodwill of 390 million ($460 million) as of December
31, 2005.
ABS EMEA
The Group has consolidated Automation Building
System in Europe and the Middle East since August
1, 2005. In 2006, the initial acquisition price of around
$135 million will be adjusted primarily on the basis of
working capital. As of December 31, 2005, goodwill
amounted to 118.8 million. Its allocation will be final-
ized by August 1, 2006.
ELAU
ELAU has been fully consolidated since June 1, 2005.
The successive acquisitions of a 49.1% interest on
June 1, 2004 and a 50.9% interest on May 30, 2005,
for a total of 70 million, generated goodwill of 55.3
million.
The Group has until June 30, 2006 to complete its fair
value adjustments to acquired assets and liabilities
and to value intangible assets.
Abacus / SE Relays
Abacus and SE Relays, both acquired in 2004, have
been fully consolidated since January 1, 2005. The
related goodwill totaled 16.9 million for Abacus and
13.9 million for SE Relays as of December 31, 2005.