Note 31 Acquisitions and divestments

Acquisitions and divestments had the following effects on PostNord Group’s assets and liabilities, SEKm 2012 2011
Acquisition Divestment Total Acquisition Divestment Total
Goodwill 436 –44 392 79 –78 1
Customer relationships 260
260 92 –20 72
Other intangible fixed assets 27 –9 18 1
1
Other fixed assets 744 –46 698 233 –79 154
Total fixed assets 1,467 –99 1,368 405 –177 228
Current assets 313 –36 277 119 –269 –150
TOTAL ASSETS 1,780 –135 1,645 524 –446 78
TOTAL LIABILITIES –852 121 –731 –171 363 192
NET ASSETS 928 –14 914 353 –83 270
Capital gain, divested operations/group companies
–5 –5
–80 –80
Other items affecting cash flow –558 39 –519 –9 –22 –31
Purchase price paid/received –928 19 –909 –344 219 –125
Cash and cash equivalents (acquired/divested) 66 –12 54
–34 –34
Net effect on cash and cash equivalents –1,420 46 –1,374 –344 185 –159

Divestment of subsidiaries

Within Logistics, PostNord is maintaining its focus on the Nordic countries. Wholly-owned subsidiaries EBT Property B.V, HIT Starintex B.V Holland and HIT Belgium S.A were divested on January 4, 2012 for an aggregate purchase price of SEK 18m.

On January 1, 2012 business area Mail Denmark divested its 50%-owned subsidiary SPOT A/S for a purchase price of SEK 1m.

Acquisition of subsidiaries

Green Cargo Logistics AB

Posten AB acquired Green Cargo Logistics AB and its subsidiary Green Cargo Logistics A/S on May 31, 2012 for SEK 521m. The acquisition included two real estate companies, KB Sveterm and Kardinalmärket 1 AB. Green Cargo Logistics AB’s name was changed to PostNord Logistik TPL AB as of June 29, 2012. Loans of SEK 755m were retired.

The acquisition strengthens PostNord’s third-party logistics operations, in line with the group’s strategic direction. The 3PL market is deemed to have significant growth potential. Green Cargo Logistics AB has been part of PostNord’s Logistics business area since May 31, 2012.

Net sales from the acquisition totaled SEK 664m in 2012. The acquisition of PostNord Logistik TPL AB and its subsidiary contributed SEK 28m to operating profit in 2012. The surplus book value of PostNord Logistik TPL AB’s fixed assets (excluding goodwill) acquired by the group was amortized according to plan at SEK 15m. The acquisition contributed SEK 13m to group profit.

If the acquisition had been made as of January 1, 2012 (under the same conditions), the group’s net sales would have risen an additional SEK 429m and its operating profit SEK 22m, and an additional SEK 10m of surplus book value would have been amortized.

The acquisition gave rise to goodwill in the form of synergy effects, result improvement potential and knowledge to develop the business segment.

Harlem Transport AS

On November 1, 2012 Posten AB acquired 100% of the shares of Harlem Transport AS, a Norwegian transport and logistics company, for SEK 180m. Loans of SEK 97m were retired. The company offers services for the transport of consignment cargo in four areas: supermarkets, industry, shipping and recycling and waste. The acquisition is part of the strategy to create end-to-end solutions and cross-border logistics capacity in the Nordic region.

Net sales from the acquisition totaled SEK 56m in 2012. The acquisition of Harlem Transport AS contributed SEK 3m to operating profit in 2012. The surplus book value of Harlem Transport AS’ fixed assets (excluding goodwill) acquired by the group was amortized according to plan at SEK 1m. The acquisition contributed SEK 2m to group profit.

If the acquisition has been made as of January 1, 2012 (under the same conditions), the group’s net sales would have risen an additional SEK 291m and its operating profit SEK 13m, and an additional SEK 5m of surplus book value would have been amortized.

Rosersberg Brevterminal AB

As part of the new terminal structure, Posten AB acquired shares in three companies during the first half of the year 2011. Roserbergs Brevterminal AB was acquired in order to acquire land for the new terminal. The conditions for payment of the agreed additional purchase price of SEK 49m, for the purchase of land, were met in December 2012.

Other changes during 2012

Changes to the purchase price of acquired companies totaled SEK –4m in 2012.

2012 Jan-Dec, SEKm Goodwill Other intangible fixed assets Other fixed assets Current assets Liabilities Total assets
Acquired





Green Cargo Logistics AB (including subsidiary Green Cargo Logistics A/S) 331 227 69 213 –319 521
Kardinalmärket 1 AB

314 3 –205 112
Kommanditbolaget Sveterm

285 12 –231 66
Reduction of purchase price, Nils Hansson Logistics AB –1



–1
Adjustment of fixed purchase price, Eek Transport AS 1



1
Harlem Transport AS 105 60 27 85 –97 180
Additional purchase price, Roserberg Brevterminal AB

49

49
Total 436 287 744 313 –852 928
Divested





EBT Property B.V. 39
1 25 –55 10
HIT Starintex B.V. Holland

45 5 –45 5
Hit Belgium S.A. 5 9
5 –21 –2
SPOT A/S


1
1
Total 44 9 46 36 –121 14

Acquisition of assets and liabilities

PostNord’s wholly-owned subsidiary Tidningstjänst AB entered into a contract on June 1, 2012 for the takeover of Svensk Morgondistribution KB operations from the MittMedia and Västerbottens-Kuriren media groups. The deal covers the multi-year distribution of the media group’s morning newspapers. The purchase price, equivalent to the residual book value of the assets, totaled SEK 6m. The assets were primarily comprised of capitalized development expenses and miscellaneous equipment. Svensk Morgondistribution has 740 full-time employees and had sales of approximately SEK 350m in 2011.