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4.1 CONSOLIDATED FINANCIAL STATEMENTS AND NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
Note 3. Non-controlling interests and related liabilities
DANONE
REGISTRATION DOCUMENT 2015
84
Note 2.5. Finalization in 2015 of the accounting for the acquisitions resulting in control being obtained
carried out in 2014
In 2015, the Group finalized the accounting treatment of the business combinations that took place during 2014. This did not result in a
material adjustment to the purchase price allocation in the consolidated financial statements for 2015 as compared with the consolidated
financial statements for 2014.
Purchase price allocation
As of the acquisition date
(in € millions)
2014
Fair value of net assets acquired (at 100%)
(a)
75
Net assets attributable to non-controlling interests
(b)
−
Partial goodwill
(c)
124
Fair value at the date of acquisition of the consideration paid to the sellers
199
(a) The assets acquired correspond mainly to property, plant and equipment and the liabilities correspond mainly to financial debt.
(b) For each of the subsidiaries not fully acquired, the non-controlling interests are recognized at their share of the fair value of the acquired entity's assets and
liabilities.
(c) Residual goodwill represents mainly the human capital and the expected synergies in terms of commercial and industrial activity and cost savings, market
shares and their growth potential.
Note 2.6. Liabilities/assets linked to earn-outs related to acquisitions resulting in control
being obtained
As of December 31
(in € millions)
2014
2015
Total liabilities (assets)
(a)
−
−
(a) Comprises all earn-outs related to acquisitions resulting in control being obtained,
i.e.
related to transactions carried out in 2014, 2015 and during earlier
fiscal years.
NOTE 3. NON-CONTROLLING INTERESTS AND RELATED LIABILITIES
Note 3.1. Accounting principles
Acquisitions or disposals of interests in controlled
companies with no impact on control
Purchases or disposals of interests in controlled companies that do
not result in control being obtained or lost are recognized directly in
equity under the heading Retained earnings, as transfers between
the Group share and the non-controlling interests' share in the
consolidated equity, with no impact on profit or loss and the cor-
responding cash flows are presented within cash flows relating to
financing activities. The same accounting treatment is applied to
the costs associated with these transactions.
Liabilities related to put options granted
to non-controlling interests
The Group granted put options to third parties with non-controlling
interests in certain consolidated subsidiaries, with these options
giving the holders the right to sell part or all of their investment in
these subsidiaries. These financial liabilities do not bear interest.
In accordance with IAS 32,
Financial instruments: presentation
, when
non-controlling interests hold put options enabling them to sell
their investment in the Group, a financial liability is recognized in an
amount corresponding to the present value of the option strike price,
and the counterpart of the liability arising from these obligations is:
•
on the one hand, the reclassification as debt of the carrying
amount of the corresponding non-controlling interests;
•
on the other, a reduction in the equity – Group share: the dif-
ference between the present value of the strike price of the
options granted and the carrying amount of non-controlling
interests is presented as a reduction of Retained earnings –
Group share. This item is adjusted at the end of each reporting
period to reflect changes in the strike price of the options and the
carrying amount of non-controlling interests. In the absence of
specific provisions stipulated by IFRS, the Company has applied
the recommendations issued by the AMF
(Autorité des Marchés
Financiers)
in November 2009.