Notes to the Consolidated Financial Statements
for the year ended 31 March 2009
| 11. Property, Plant and Equipment |
| 12. Goodwill |
| 13. Intangible Assets |
| 14. Investment Properties |
| 15. Investment in Joint Ventures and Associates |
11. Property, Plant and Equipment
| Freehold Premises €’000 |
Leasehold Improv- |
Assets in Devel- |
Assets in Const- ruction €’000 |
Operating Landfill Assets |
Operating Windfarm Plant & Equipment |
Other Plant & Equipment |
Fixtures & Fittings |
Transport Assets |
Total €’000 |
|
| Cost | ||||||||||
| Balance at 1 April 2007 | 56,722 | 5,122 | 162,060 | 345,362 | 123,769 | 333,301 | 157,449 | 4,791 | 9,286 | 1,197,862 |
| Acquisitions through business combinations | 12,767 | 1,346 | 14,069 | 27,065 | - | - | 26,402 | 635 | 18,924 | 101,208 |
| Other acquisitions | 5,630 | 465 | 123,189 | 480,578 | 8,607 | 12,571 | 32,647 | 1,278 | 2,825 | 667,790 |
| Transfers | 10,660 | (76) | (30,105) | (150,613) | - | 134,870 | 35,304 | 7 | (47) | - |
| Transfer to intangible assets | (250) | - | - | - | - | - | - | - | - | (250) |
| Transfer to non-current assets held for sale | - | (1,230) | (3,210) | - | - | - | (43,335) | (3,251) | (4) | (51,030) |
| Disposal of Airtricity Holdings Limited | - | - | (83,798) | (219,848) | - | (360,372) | (25,221) | - | - | (689,239) |
| Other disposals | - | (20) | (153,974) | (427,169) | - | (106,646) | (2,604) | (180) | (2,492) | (693,085) |
| Effect of movements in foreign exchange | (398) | (116) | (13,448) | (44,852) | - | (13,724) | (1,867) | (60) | (1,122) | (75,587) |
|
||||||||||
| Balance at 1 April 2008 | 85,131 | 5,491 | 14,783 | 10,523 | 132,376 | - | 178,775 | 3,220 | 27,370 | 457,669 |
| Acquisitions through business combinations | 6,095 | 136 | 19,615 | 145,498 | - | - | 3,673 | 56 | 1,123 | 176,196 |
| Adjustments to fair value of prior year acquisitions | - | - | - | - | - | - | (1,046) | - | (17) | (1,063) |
| Other acquisitions | 872 | 1,025 | 37,382 | 74,664 | 20,913 | - | 18,370 | 649 | 7,664 | 161,539 |
| Transfers | 5,756 | 1,800 | (7,671) | (125,181) | (3,991) | - | 125,957 | 1,038 | 2,292 | - |
| Transfer to intangible assets | - | - | (70) | - | - | - | (49) | (27) | - | (146) |
| Transfer to trade and other receivables | - | - | - | - | (3,809) | - | - | - | - | (3,809) |
| Transfer from provisions | - | - | - | - | 1,274 | - | - | - | - | 1,274 |
| Arising on merger of VBV LLC with GPRE Inc | (2,873) | (2,912) | - | (109,928) | - | - | (106,751) | - | - | (222,464) |
| Disposal of subsidiaries | - | - | - | (799) | - | - | (6,144) | - | - | (6,943) |
| Other disposals | (8,346) | - | (299) | (44) | - | - | (50,229) | (963) | (1,413) | (61,294) |
| Effect of movements in foreign exchange | 1,769 | 9 | 6,343 | 15,551 | - | - | 12,870 | (4) | (2,995) | 33,543 |
| Balance at 31 March 2009 | 88,404 | 5,549 | 70,083 | 10,284 | 146,763 | - | 175,426 | 3,969 | 34,024 | 534,502 |
| Freehold Premises €’000 |
Leasehold Improv- |
Assets in Devel- |
Assets in Const- ruction €’000 |
Operating Landfill Assets |
Operating Windfarm Plant & Equipment |
Other Plant & Equipment |
Fixtures & Fittings |
Transport Assets |
Total €’000 |
|
| Depreciation and impairment losses | ||||||||||
| Balance at 1 April 2007 | 2,418 | 1,346 | 3,262 | - | 49,929 | 37,634 | 54,953 | 2,748 | 6,483 | 158,773 |
| Depreciation charge for the year | 1,288 | 893 | 387 | - | 12,453 | 20,870 | 31,054 | 1,371 | 2,644 | 70,960 |
| Impairment losses/reversals | 7,818 | - | 4,502 | - | - | - | 51,929 | - | - | 64,249 |
| Transfers | 2 | (2) | - | - | - | - | (28) | - | 28 | - |
| Transfer to non-current assets held for sale | - | (242) | - | - | - | - | (23,102) | (2,315) | - | (25,659) |
| Disposal of Airtricity Holdings Limited | - | - | (4,204) | - | - | (56,038) | (9,688) | - | - | (69,930) |
| Disposals | (1) | (20) | - | - | - | (925) | (987) | (143) | (2,144) | (4,220) |
| Effect of movements in foreign exchange | (12) | (14) | - | - | - | (1,541) | (390) | (13) | (162) | (2,132) |
|
||||||||||
| Balance at 1 April 2008 | 11,513 | 1,961 | 3,947 | - | 62,382 | - | 103,741 | 1,648 | 6,849 | 192,041 |
| Depreciation charge for the year | 1,123 | 470 | 337 | - | 11,099 | - | 17,597 | 631 | 6,011 | 37,268 |
| Impairment losses | - | - | 500 | - | - | - | - | - | - | 500 |
| Transfers | 1 | (829) | - | - | 1,416 | - | (1,401) | 736 | 77 | - |
| Transfer to intangibles | - | - | - | - | - | - | (36) | (10) | - | (46) |
| Arising on merger of VBV LLC with GPRE Inc | - | (5) | - | - | - | - | (414) | - | - | (419) |
| Disposal of subsidiaries | - | - | - | - | - | - | (2,216) | - | - | (2,216) |
| Other disposals | (8,346) | - | (299) | - | - | - | (49,874) | (821) | (1,089) | (60,429) |
| Effect of movements in foreign exchange | 48 | (64) | - | - | - | - | (68) | 47 | (617) | (654) |
| Balance at 31 March 2009 | 4,339 | 1,533 | 4,485 | - | 74,897 | - | 67,329 | 2,231 | 11,231 | 166,045 |
| Carrying amounts | ||||||||||
| At 1 April 2008 | 73,618 | 3,530 | 10,836 | 10,523 | 69,994 | - | 75,034 | 1,572 | 20,521 | 265,628 |
| At 31 March 2009 | 84,065 | 4,016 | 65,598 | 10,284 | 71,866 | - | 108,097 | 1,738 | 22,793 | 368,457 |
Included in the net book value of Other Plant and Equipment of the Group at 31 March 2009 is €17,762,000 (2008: €17,086,000) in respect of assets held under finance leases. Depreciation on those assets during the year amounted to €2,535,000 (2008: €2,205,000).
Included in the net book value of Transport Assets of the Group at 31 March 2009 is €17,682,000 (2008: €20,886,000) in respect of assets held under finance leases. Depreciation on those assets during the year amounted to €4,490,000 (2008: €1,602,000).
The aggregate amount of interest capitalised and included in Property, Plant and Equipment is €3,987,000 (2008: €4,662,000), including €2,933,000 (2008: €22,387,000) capitalised during the period. The interest rate in respect of interest capitalised during the period ranged from 5.03% to 6.6%.
The directors do not consider the remaining useful lives of property, plant and equipment to be materially different from the period over which the assets are being depreciated.
Directive 2002/96/EC of the European Parliament and of the Council of 27 January 2003 on Waste Electrical and Electronic Equipment was introduced on 13 August 2005. The Group has adopted a comprehensive policy on collection, treatment, recovery, reuse and recycling of waste and does not believe that the introduction of this directive will have a material effect on the carrying cost of property, plant and equipment purchased prior to 13 August 2005. The cost of collection, treatment, recovery and recycling of property, plant and equipment purchased subsequent to 13 August 2005 is financed through the payment of charges on acquisition. These charges are capitalised as part of the cost of the related asset and depreciated over the assets’ expected useful life.
31 March 2009 |
31 March 2008 |
|
| At start of year | 239,596 | 129,768 |
| Arising on new acquisitions (note 31) | 52,955 | 146,160 |
| Arising on increased investment in existing subsidiaries * | 2,312 | - |
| Arising on adjustments to fair values of prior year acquisitions ** | 4,039 | - |
| Other additions *** | 331 | 2,263 |
| Transfer to intangible assets | - | (28,402) |
| Transfer to other financial assets | (624) | - |
| Impairment | (232) | (875) |
| Disposal of Airtricity Holdings Limited | - | (5,432) |
| Other disposals | (4,230) | (257) |
| Translation adjustment | 9,003 | (3,629) |
| At end of year | 303,150 | 239,596 |
| * | Goodwill arising on increased investment in existing subsidiaries relates to the Group’s acquisition of the remaining 35% of Recycle Management Corporation LLC during the year. |
| ** | Goodwill arising on adjustments to fair values of prior year acquisitions relates primarily to acquisitions by Greenstar UK. |
| *** | Other additions relate to professional fees and other acquisition related costs incurred during the year. |
The net book value of goodwill capitalised under previous GAAP (Irish GAAP) as at the transition date to IFRS (1 January 2004) has been treated as deemed cost. Goodwill arising on acquisition since that date has been capitalised at cost.
The following cash generating units, being the lowest level of asset for which there are separately identifiable cash flows, have the following carrying amounts of goodwill:
Number of Cash Generating |
31 March 2009 |
Number of Cash Generating |
31 March 2008 |
|
| Waste management | 9 | 262.3 | 9 | 239.6 |
| Wind energy | 1 | 37.7 | - | - |
| Solar energy | 1 | 3.2 | - | - |
| 11 | 303.2 | 9 | 239.6 |
Impairment testing for cash generating units containing goodwill and indefinite
life intangible assets
In accordance with accounting requirements, the Group performs annual testing
for impairment of its cash generating units. The most recent tests were performed
at 31 March 2009. An impairment loss is recognised for the amount, if any, by
which an asset’s carrying amount exceeds its recoverable amount. The recoverable
amount is based on the discounted present value of the future cash flows expected
to arise from the cash generating unit or asset to which the goodwill relates.
Goodwill acquired through business combinations has been allocated to cash-generating units (CGUs) for the purpose of impairment testing. The CGUs represent the lowest level within the Group at which the associated goodwill is monitored for management purposes and are not larger than the primary segments as determined in accordance with IAS 14 Segment Reporting.
Impairment testing has been carried out in respect of all assets in all 11 CGUs including goodwill.
Key assumptions factored into the cash flow forecasts include management’s estimates of future profitability, replacement capital expenditure requirements, trade working capital investment requirements and tax considerations. Forecasts are based on historical performance, where appropriate, together with management’s expectation of future trends affecting the industry sectors and other developments and initiatives in the industry. The duration of the discounted cash flow models and the discount rates applied to the cash flows are significant factors in determining the fair value of the cash-generating units and have been arrived at taking account of the Group’s strong financial position, its established history of earnings and cash flow generation across the business sectors in which it operates and its proven ability to pursue and integrate value-enhancing acquisitions. Sensitivity analysis is carried out on all budgets, forecasts and strategic plans used in the calculations.
If different estimates of the projected cash flows, lower long term growth rates or higher discount rates were used, these changes could materially alter the discounted present value of future cash flows. No account has been taken of property revaluations. As a consequence, the carrying value of goodwill could be materially different from the amount stated in the balance sheet.
The impairment testing carried out on the remaining goodwill in the balance sheet at 31 March 2009 identified significant headroom in the recoverable amount of the related CGUs as compared to their carrying value, with the exception of €232,000 of impairment losses which were recognised by the Group in the year ended 31 March 2009 (2008: €875,000).
Waste Management
Within the waste management division, goodwill has been allocated to nine
cash-generating units for the purposes of impairment testing based on the
division into which the business combination will be assimilated. The cash-generating
units represent the lowest level at which the associated goodwill is monitored
for internal management purposes.
The recoverable amount of the identified cash-generating units was estimated based on value in use calculations. These calculations use cash flow projections based on actual operating results and financial budgets approved by management covering a five year period. A terminal value has been included based on normalised year five cash flows, a growth rate in perpetuity of 2.5% and a pre-tax weighted average cost of capital of 9.6%, which are based on experience and are consistent with management’s expectations for market development and growth in market share where applicable.
Based on the review as described above, no impairment has arisen.
Wind Energy
The recoverable amount of the Group’s wind energy division was estimated based on value in use calculations. These calculations use cash flow projections based on financial budgets, forecasts and strategic plans approved by management covering a five year period. Cash flow growth for the extrapolated period (following the initial five year period) is projected to be 1.5% per annum, which is consistent with management’s expectations for income growth. Cash flows for specific projects where a Power Purchase Agreement is in place were based upon these agreements. A pre-tax discount rate of 13.3% has been used in discounting the projected cash flows. This discount rate is in line with that division’s estimated pre-tax weighted average cost of capital as at the date of impairment testing.
Based on the review as described above, no material impairment has arisen.
Solar Energy
The recoverable amount of the Group’s solar energy division was estimated based on value in use calculations. These calculations use cash flow projections based on financial budgets, forecasts and strategic plans approved by management. Cash flow for the twenty year period was based on the 20 year Power Purchase Agreement. A pre-tax discount rate of 10% has been used in discounting the projected cash flows. This discount rate is in line with that division’s estimated pre-tax weighted average cost of capital as at the date of impairment testing.
Based on the review as described above, no impairment has arisen.
Impairment Charge
An impairment charge of €232,000 arose in the Group’s tolling and other
division in the year ended 31 March 2009. This impairment results from
the write-off of costs associated with discontinued development projects.
The carrying amount of that CGU has been reduced to its recoverable amount based on value-in-use calculations, as outlined above. The related impairment charge has been reflected in administrative expenses in the Group Income Statement.
| West-Link €’000 |
Software Costs |
Customer Lists |
Supplier Lists |
Devel- Assets |
Gas Reserves |
Contract Based |
Intell- Property |
Total €’000 |
|
| Cost | |||||||||
| Balance at 1 April 2007 | (54,461) | 2,174 | 13,191 | - | 5,132 | - | 706 | - | 75,664 |
| Additions | |||||||||
| - through business combinations | - | 949 | 61,009 | 195 | - | - | 3,478 | - | 65,631 |
| - other | - | 2,388 | - | - | 2,995 | - | 629 | - | 6,012 |
| Disposals | (54,461) | - | - | - | - | - | - | - | (54,461) |
| Transfer from property, plant and equipment | - | 250 | - | - | - | - | - | - | 250 |
| Transfer from goodwill | - | - | (1,767) | - | - | 30,169 | - | - | 28,402 |
| Transfer to assets held for sale | - | (17) | - | - | - | - | - | - | (17) |
| Transfers | - | 11 | (953) | 942 | - | - | - | - | - |
| Translation difference | - | - | (1,178) | - | - | - | (36) | - | (1,214) |
| Balance at 1 April 2008 | - | 5,755 | 70,302 | 1,137 | 8,127 | 30,169 | 4,777 | - | 120,267 |
| Additions | |||||||||
| - through business combinations | - | - | 9,203 | - | - | - | 9,899 | 136,368 | 155,470 |
| - amendments to fair value of prior year acquisitions | - | - | 2,038 | - | (585) | - | 186 | - | 1,639 |
| - other | - | 2,771 | - | - | 265 | - | - | - | 3,036 |
| Disposals | - | - | (182) | - | (6,581) | - | - | - | (6,763) |
| Transfer from property, plant and equipment | - | 146 | - | - | - | - | - | - | 146 |
| Arising on merger of VBV LLC with GPRE Inc | - | - | - | - | (1,043) | - | - | - | (1,043) |
| Transfers | - | (41) | 41 | - | - | - | - | - | - |
| Translation difference | - | 16 | 3,737 | (165) | 72 | - | 2,295 | 22,544 | 28,499 |
| Balance at 31 March 2009 | - | 8,647 | 85,139 | 972 | 255 | 30,169 | 17,157 | 158,912 | 301,251 |
|
|||||||||
| Amortisation and impairment losses | |||||||||
| Balance at 1 April 2007 | 23,900 | 726 | 1,890 | - | 1,209 | - | 113 | - | 27,838 |
| Amortisation for the year | 3,776 | 1,248 | 5,331 | 198 | 54 | 3,000 | 492 | - | 14,099 |
| Impairment charge | - | - | - | - | 5,318 | - | - | - | 5,318 |
| Transfers | - | - | (163) | 163 | - | - | - | - | - |
| Disposals | (27,676) | - | - | - | - | - | - | - | (27,676) |
| Translation difference | - | (43) | (464) | (20) | - | - | (25) | - | (552) |
| Balance at 1 April 2008 | - | 1,931 | 6,594 | 341 | 6,581 | 3,000 | 580 | - | 19,027 |
| Amortisation for the year | - | 1,306 | 13,007 | 185 | - | 3,500 | 1,662 | - | 19,660 |
| Impairment charge | - | - | - | - | 226 | - | - | - | 226 |
| Transfers | - | - | 26 | (26) | - | - | - | - | - |
| Transfer from property, plant and equipment | - | 46 | - | - | - | - | - | - | 46 |
| Disposals | - | - | (182) | - | (6,581) | - | - | - | (6,763) |
| Translation difference | - | (94) | (89) | (78) | 16 | - | 126 | - | (119) |
| Balance 31 March 2009 | - | 3,189 | 19,356 | 422 | 242 | 6,500 | 2,368 | - | 32,077 |
| Carrying Amounts | |||||||||
| At 1 April 2008 | - | 3,824 | 63,708 | 796 | 1,546 | 27,169 | 4,197 | - | 101,240 |
| At 31 March 2009 | - | 5,458 | 65,783 | 550 | 13 | 23,669 | 14,789 | 158,912 | 269,174 |
The amortisation charge for the period has been charged to operating expenses in the income statement.
| • | Up until the date of its disposal, West-Link was amortised over the life of the concession. |
| • | Software costs are amortised over their useful lives of five years. |
| • | Customer lists are amortised over their estimated useful lives of five to ten years. |
| • | Supplier lists are amortised over their estimated useful lives of six years. |
| • | Gas reserves are amortised in line with the rate of utilisation of the gas reserve. |
| • | Contract based intangible assets are amortised over their useful lives of three to ten years. |
| • | Intellectual property is amortised when development activities are substantially completed and the relevant assets commence operations. |
Impairment Charge
An impairment charge of €226,000 arose in the Group’s waste management
division in the year ended 31 March 2009. This impairment results from
the write-off of development costs associated with discontinued acquisition
projects.
The prior year impairment charge of €5,318,000 arose due to the cessation of Bioverda’s European activities.
31 March €’000 |
31 March €’000 |
|
| At start of year | - | - |
| Transfer from assets held for resale | 3,405 | - |
| Impairment charge | (603) | - |
| At end of year | 2,802 | - |
Investment properties comprises of land and a building located in Ireland, held for capital appreciation. During the year, the Group transferred a property with a carrying value of €3.405 million from Assets Held for Sale to Investment Properties. The property was classified as held for sale at 31 March 2008 as the Group had planned on selling the property during the year ended 31 March 2009. However, the Group has now decided to hold the property for capital appreciation and the property was reclassified to Investment Properties.
The carrying amount of investment properties is the fair value of the property as determined by the Directors. In preparing the property valuation, the Directors consulted with a registered independent appraiser having an appropriate recognised professional qualification and recent experience in the location and category being valued. The Directors are of the opinion that the fair value which they have applied in their valuation is the amount at which the property should exchange between a willing buyer and seller in an arms’ length transaction which is consistent with market values as defined, inter alia, by the Royal Institute of Chartered Surveyors. Attention is drawn to the risks associated with the valuation of investment properties, particularly at the current time. Notwithstanding the increased level of uncertainty in property markets generally at present, the Directors are satisfied with the basis upon which the valuation has been prepared.
The impairment loss recognised of €603,000 has been reflected in the income statement. A deferred tax asset of €151,000 was recognised during the year on the investment property.
15. Investment in Joint Ventures and Associates
| Joint Ventures €’000 |
Associates €’000 |
|
| Balance at 1 April 2007 | 68,258 | - |
| Acquisitions | 268 | - |
| Additional investment | 4,606 | - |
| Joint venture arising upon disposal of 50% of subsidiary | 54,726 | - |
| Dividends paid | (2,242) | - |
| Loss for the year | (2,100) | - |
| Effects of movement in hedging reserve | (3,066) | - |
| Effects of movement in foreign exchange reserve | (4,291) | - |
| Impairment | (4,531) | - |
| Disposal of Airtricity Holdings Limited | (66,542) | - |
|
||
| Balance at 1 April 2008 | 45,086 | - |
| Acquisitions | 192 | 1,056 |
| Additional investment | (205) | 38,415 |
| Dividends paid | (832) | - |
| Profit/(loss) for the year | 2,118 | (4,131) |
| Effects of movements in hedging reserve | (16,071) | - |
| Provision for joint venture liabilities | 17,684 | - |
| Arising on increase in investment in VBV LLC | (32,427) | - |
| Assets contributed by the Group on merger of VBV LLC with GPRE Inc | - | 59,616* |
| Repayment of shareholder loan | (2,357) | - |
| Balance at 31 March 2009 | 13,188 | 94,956 |
Joint venture loss for the prior year includes a loss of €2,680,000 included in discontinued items.
Corn-Based Ethanol
On 2 April 2008, the Group acquired the shareholding of the Virgin Group
in Virgin Bioverda LLC (“VBV”) increasing the Group’s overall investment
in VBV from 47.5% to 90%. On 15 October 2008, VBV was merged with Green
Plains Renewable Energy,
Inc. (“GPRE”). This was accounted for as a reverse acquisition i.e. VBV
was considered the acquiring company and GPRE was considered the acquired
company. As a result, GPRE assets and liabilities as of 15 October 2008, the
date of the merger, have been incorporated into VBV’s balance sheet based
on the fair values of the net assets acquired, which equalled the consideration
paid for the acquisition. This transaction resulted in the Group holding a
45% interest in the merged GPRE entity.
* The consolidated asset and liabilities of VBV LLC, contributed by the Group, at the date of merger, were as follows:
| €’000 | |
| Property, plant & equipment | 222,045 |
| Intangible assets | 1,043 |
| Financial assets | 2,343 |
| Inventories | 11,217 |
| Trade and other receivables | 18,755 |
| Interest bearing loans and borrowings | (132,833) |
| Provisions | (1,600) |
| Trade and other payables | (21,660) |
| Cash & cash equivalents | 12 |
| Net identifiable assets and liabilities | 99,322 |
| Less minority share of net assets merged | (39,001) |
| 60,321 | |
| Translation reserve recycled to income statement | (845) |
| Transaction costs capitalised | 140 |
| Group’s share of net assets merged | 59,616 |
The Group’s share of its joint venture and associate assets and liabilities was as follows:
Joint Ventures |
Associates |
|||
31 March 2009 |
31March
2008 |
31 March 2009 |
31 March 2008 |
|
| Non-current assets | 197,286 | 191,715 | 165,168 | - |
| Current assets | 10,694 | 14,435 | 59,778 | - |
| Share of gross assets | 207,980 | 206,150 | 224,946 | - |
| Non-current liabilities | (202,539) | (145,883) | (106,426) | - |
| Current liabilities | (9,937) | (20,557) | (31,949) | - |
| Share of gross liabilities | (212,476) | (166,440) | (138,375) | - |
| Net investment in joint ventures (excluding goodwill) | (4,496) | 39,710 | 86,571 | - |
| Goodwill | - | 5,376 | 8,385 | - |
| (4,496) | 45,086 | 94,956 | - | |
| Provision for joint venture liabilities | 17,684 | - | - | - |
| Share of gross assets | 13,188 | 45,086 | 94,956 | - |
Impairment Testing
The Green Plains Renewable Energy, Inc. share price at 31 March 2009 was US$3.07
per share. The share price at 16 July 2009 was US$7.92 per share.
The recoverable amount of the Group’s corn-based ethanol division was estimated based on value in use calculations. These calculations use cash flow projections based on financial budgets and forecasts. Cash flow growth for the extrapolated period of the expected useful life of an ethanol plant of 34 years is projected to be 2.7% per annum, which is consistent with management’s expectations for income growth. A pre-tax discount rate of 11.6% has been used in discounting the projected cash flows. This discount rate is in line with that division’s estimated pre-tax weighted average cost of capital as at the date of impairment testing.
Based on the review as described above, and due to the start-up nature of GPRE, the Directors are of the view that no material impairment has arisen.
