IBERSOL | Integrated Management Report - 2024
Consolidated Financial Statements The fair value of the assets acquired and liabilities assumed was determined internally using the discounted cash flow method or other fair value determination techniques, which are based on the use of assumptions including macroeconomic indicators such as inflation rates, interest rates, discount rates and business projections. The determina- tion of fair values is therefore subject to various assumptions and judgments, so chang- es could result in different impacts on recognized assets and results. Acquisition of subsidiary In July 2024, the acquisition of 60% of the share capital of the Spanish company Medfood Invest S.L. (Medfood), which indirectly operates 31 KFC restaurants in Spain through its subsidiary New Restaurantes of Spain, S.A., was completed. As a result, the Ibersol Group’s stake in Medfood increased from 40% to 100% (see note 6.7 associated companies note), and the Group now has control of this subsidiary. This acquisition was treated by the Group as a business combination, and the provisions of IFRS 3 apply. Included in the identifiable assets acquired and liabilities assumed on the acquisition date are inputs (tangible and intangible assets, inventories, customers, etc.), production processes and an organized workforce. The Group has determined that, together, the inputs and processes acquired contribute significantly to the ability to generate income. The Group has concluded that the acquired combination is there- fore a business. In the 6-month period ending 31 December 2024, Medfood contributed revenue of around 21.3 million euros and a net loss of around 0.4 million euros. If the acquisition had taken place on 1 January 2024, it is estimated that the Ibersol Group’s consolidated revenue would amount to around 495.6 million euros and the consolidated net profit for the year would amount to 12.6 million euros. The remuneration transferred amounted to 13.4 million euros. No contingent considera- tion was established. The net consideration transferred amounted to 11.6 million euros, after deducting around 1.9 million euros of cash and cash equivalents from Medfood (see below). The Group incurred costs related to the acquisition of 0.5 million euros for legal consul- tancy and due diligence services, which are recorded as External supplies and services. Identifiable assets acquired and liabilities assumed A comprehensive analysis was carried out to identify all the assets acquired and liabili- ties assumed, including those not recorded in the acquiree’s financial statements, the assessment of their fair value and the implicit residual goodwill (the ‘purchase price al- location’ or ‘PPA’). By the end of the year, the PPA was completed with the calculation of the fair values of the assets, liabilities and contingent liabilities acquired, resulting in goodwill for this acquisition of 4,195,902 euros (note 6.2.), as shown below: 398
Made with FlippingBook
RkJQdWJsaXNoZXIy NDkzNTY=