b. Lauristons Limited
In July 2012, the Group acquired 85% of Lauristons, a 5 branch estate agency chain in South West London for a cash consideration of £1.8m. The
remaining 15% is subject to put and call options exercisable in 2016 dependent on profit performance and in part continued employment of the
vendors. Due to the nature of the payment terms, the deferred consideration is considered to be an employee expense and not a capital payment for
accounting purposes (see note 7 for the expense in the current year).
The fair value of the identifiable assets, except for cash and cash equivalents, and liabilities of Lauristons as at the date of acquisition have been
determined as below:
Fair value
recognised on
acquisition
£’000
Intangible assets 212
Property, plant and equipment 84
Trade and other receivables 744
Cash and cash equivalents (16)
Trade and other payables (376)
total identifiable net assets acquired 648
Purchase consideration 1,802
Goodwill 1,154
Purchase consideration discharged by:
Cash 1,802
Deferred consideration –
1,802
£’000
Analysis of cash flow on acquisition
Transaction costs (included in cash flows from operating activities) –
Net cash acquired with the subsidiary (included in cash flows from investing activities) (16)
Purchase consideration discharged in cash (included in cash flows from investing activities) (1,802)
net cash outflow on acquisition (1,818)
Transaction costs have been expensed and are included under exceptional costs (see note 7).
Financial Statements
The goodwill of Lauristons comprises certain intangible assets that cannot be individually separated and reliably measured from the acquiree due to
their nature. These items include the high quality, dynamic and experienced management team with an outstanding record of delivering strong and
profitable growth against the backdrop of challenging market conditions, the expected value of synergies and the potential to significantly grow the
business.
c. Lettings acquisition by LSLi
During the year LSLi (through its subsidiaries) acquired a number of lettings businesses for an aggregate consideration of £323,000 in cash.
• Assets of the lettings business of Reynolds (Wimbledon) Limited acquired on 1st March 2011 – additional consideration £17,000 paid in 2012;
• Assets of the lettings business of Goddard Management Ltd trading as A120 Lettings acquired on 30th September 2011– additional consideration
£47,000 paid in 2012;
• Assets of the Withers letting business acquired on 4th May 2012 for £79,000;
• Assets of Appletons lettings business acquired on 13th August 2012 for £180,000.
The combined fair values of the identifiable assets and liabilities as at the date of acquisition of the above acquisitions was £nil and so the entire
purchase price of £323,000 was ascribed to goodwill.
The goodwill of £0.3m for the above acquisitions comprises certain intangible assets that cannot be individually separated and reliably measured
from the acquiree due to their nature. These items include the expected value of synergies and the potential to grow the business.
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