Fiscal 2021 Universal Registration Document

4. Consolidated financial statements

3.1 Business combinations

During Fiscal 2021, goodwill totaling 94 million euro was recognized, mainly on the acquisition of Better World technology (Zeta subsidiary) in India and Wedoogift in France for Benefits & Rewards Services, Abri Dialogue and Hjemmehjælpen A/S for Homecare, and Fooditude and Nourish for Corporate Services.

The table below shows the impact of newly consolidated entities. It includes the values of the assets acquired and liabilities assumed, as provisionally estimated as of August 31, 2021 :

(in millions of euro) AUGUST 31, 2021
Intangible assets

Intangible assets

AUGUST 31, 2021

11

Property, plant and equipment

Property, plant and equipment

AUGUST 31, 2021

3

Trade receivables

Trade receivables

AUGUST 31, 2021

9

Cash and cash equivalents

Cash and cash equivalents

AUGUST 31, 2021

7

Income tax payable

Income tax payable

AUGUST 31, 2021

(1)

Trade and other payables

Trade and other payables

AUGUST 31, 2021

(10)

Net deferred tax

Net deferred tax

AUGUST 31, 2021

3

TOTAL IDENTIFIABLE NET ASSETS TOTAL IDENTIFIABLE NET ASSETSAUGUST 31, 2021 22
CONSIDERATION TRANSFERRED CONSIDERATION TRANSFERREDAUGUST 31, 2021 116
GOODWILL* GOODWILL*AUGUST 31, 2021 94

* Goodwill is recognized as the difference between acquisition price and identifiable net assets at fair value. It principally represents the savoir-faire and expertise of employees and synergies expected from acquired companies.

Business combinations impacts the Cash flow statement as follows:

Price paid during the year (69)
Cash acquired 7
Business combinations (62)

Companies consolidated during Fiscal 2021 were integrated from the date of acquisition, and contributed for 20 million euro to consolidated revenue and for -2 million euro to the consolidated underlying operating profit of the period.

Goodwill variations during Fiscal 2021 and the comparative period are presented in note 6.1 “Goodwill”.

3.2 Disposed or held for sales activities
ACCOUNTING PRINCIPLES AND POLICIES

In accordance with IFRS 5 “Non-current assets held for sale and discontinued operations”, when the Group expects to recover the value of an asset or a group of assets through its sale rather than by its use, this asset or group of assets is presented on a separate line “Assets held for sale” of the consolidated statement of financial position. Non-current assets classified as such are measured at the lower of their carrying value and their fair value net of disposal costs and therefore are no longer subject to depreciation.

The liabilities relating to the asset or group of assets are also presented on a separate line of the consolidated statement of financial ("Liabilities directly associated with assets held for sale").

In addition, when the asset or group of assets held for sale represents a separate major line of business or geographic area of operations, its contribution to income and cash flows is presented on separate lines in the consolidated income statement and the consolidated cash flow statement.

The Group continued its portfolio rationalization by disposing a certain number of activities, resulting in a net loss on disposal of 30 million euro recognized in "Other operating income and expenses" during Fiscal 2021 (see note 4.2.2 "Other operating income and expenses").

Assets and liabilities classified as “Assets held for sale” for 290 million euro and “Liabilities directly associated with assets held for sale” for 138 million euro mainly concern Childcare activities in France and in Spain, for which the Group has announced on July 27, 2021 to have entered exclusive negotiations in relation with their disposal with the group Grandir. The transaction is expected to be completed during the first half of Fiscal 2022. As the fair value of the assets held for sale is higher than the carrying value, no impairment has been recorded for these assets in the consolidated financial statements as of August 31, 2021.