On 1 August 2023, HUBER+SUHNER sold the majority share (51 %) of BKtel Pacific Rim (Japan) Inc, a fully consolidated H+S Group company, to the minority shareholder for a price of CHF 1.1 million, which is equivalent to 51 % of equity. After the deduction of sold net cash (CHF 1.7 million) and the deferred payments to receive (CHF 0.2 million) the net cash outflow was CHF 0.8 million in 2023. In the consolidated Statement of Equity the derecognition of minority interests (49 %) is recognized in the line “change in scope of consolidation”. The year 2023 includes net sales and operating profit until 31 July 2023 while the comparative period includes twelve months. Pro rata net sales 2023 amounted to CHF 1.1 million (net sales 2022: CHF 1.9 million). The transaction resulted in a gain on sale of CHF 0.02 million, which was recognized in 2023 in the position “Other operating income”. BKtel Pacific Rim (Japan) Inc was reported in the Communication segment.
The following net assets were derecognized:
|
|
|
Effect of deconsolidation |
|
Fair Value |
|
|
|
Cash and cash equivalents |
|
1 726 |
Trade receivables |
|
3 |
Other short-term receivables |
|
276 |
Inventories |
|
44 |
Other short-term assets |
|
63 |
Property, plant and equipment |
|
31 |
Financial assets |
|
16 |
Trade payables |
|
(154) |
Other short-term and accrued liabilities |
|
(125) |
Derecognized net assets |
|
1 880 |
In June 2023 the outstanding payment for the acquisition of Phoenix Dynamics Ltd. (acquired in 2022), has been reduced from CHF 1.8 million to CHF 1.5 million as the criteria for deferred payment were not fully achieved. CHF 1.5 million was paid and the goodwill was reduced accordingly by CHF 0.3 million. Phoenix Dynamics Ltd. is reported in the Industry segment.
Phoenix Dynamics Ltd. had been acquired on 31 October 2022, a provider of customised, assembled cable solutions, electro-mechanical assemblies, concept design and consulting for the industrial markets in Europe and North America. Based in Staffordshire, UK, Phoenix Dynamics has been active in the aerospace and defense markets for 25 years. The company that also serves customers in industries such as automotive, energy, industrial, marine, medical, rail and security has been renamed in HUBER+SUHNER Phoenix Dynamics Ltd..
At the time of acquisition in 2022, the fair values of net assets acquired according to Swiss GAAP FER were as follows:
|
|
|
Effect of acquisition |
|
Fair Value |
|
|
|
Cash and cash equivalents |
|
584 |
Trade receivables |
|
763 |
Other short-term receivables |
|
41 |
Income tax receivable |
|
50 |
Inventories |
|
435 |
Accrued income |
|
197 |
Property, plant and equipment |
|
46 |
Deferred tax asset |
|
51 |
Trade payables |
|
(157) |
Other short-term liabilities |
|
(51) |
Accrued liabilities |
|
(321) |
Acquired net assets |
|
1 638 |
The goodwill from the acquisition of Phoenix Dynamics Ltd., which was offset with equity, was CHF 5.9 million. The total purchase price (including acquisition costs) was CHF 7.5 million. After the deduction for purchased net cash (CHF 0.6 million) and the ouststanding payments (CHF 1.8 million) the net cash outflow was CHF 5.1 million in 2022.
From the acquisition of ROADMap Systems Ltd., Cambridge, UK, in 2021, the remaining payment of CHF 0.2 million was paid in April 2022.
A complete list of all Group companies can be found in chapter Group Companies.