Close
Acquisitions
Greensmith Energy Management Systems Inc.
On 3 July 2017, Wärtsilä acquired 100% of Greensmith Energy Management Systems Inc.
Greensmith Energy Management Systems Inc. is a market leader in grid-scale energy storage software and integrated solutions. The acquisition of Greensmith enables Wärtsilä to rapidly expand its footprint in the energy storage market globally and position as a premier energy system integrator.
The following tables summarise the preliminary amounts for the consideration paid for Greensmith, the cash flow from the acquisition and the amounts of the assets acquired and liabilities assumed recognised at the acquisition date.
Preliminary consideration MEUR
Consideration transferred 144
Total consideration transferred 144
Preliminary cash flow from the acquisition MEUR
Consideration paid in cash 144
Total cash flow from the acquisition 144
Provisional values of the assets and liabilities arising from the acquisition MEUR
Intangible assets 42
Trade and other receivables 5
Deferred tax assets 4
Total assets 51
Provisions 5
Trade payables and other liabilities 5
Deferred tax liabilities 17
Total liabilities 27
Total net assets 24
Preliminary goodwill 120
The preliminary fair values of acquired identifiable intangible assets at the date of acquisition (including trademark and tehcnology related IP) amounted to EUR 42 million. The fair value of current trade receivables and other receivables is approximately EUR 5 million. The fair value of trade receivables does not include any significant risk.
The preliminary goodwill of EUR 120 million reflects the value of know-how and expertise in grid-scale energy storage and integrated solutions. Wärtsilä foresees that the acquisition will strengthen its position as an energy system integrator as well as support its growth strategy by improving Wärtsilä's offering and services towards customers.
During 2017 the Group incurred acquisition-related costs of EUR 1 million related to external legal fees and due diligence costs. The costs have been included in the other operating expenses in the consolidated statement of income.
Pro Forma
If the Greensmith acquisition had occurred on 1 January 2017, management estimates that consolidated net sales would have been EUR 4,928 million. The impact in the consolidated operating result would not have been significant. In determining these amounts, management has assumed that the fair value adjustments, which arose on the date of acquisition would have been the same if the acquisition had occurred on 1 January 2017.
Other acquisitions
In October, Wärtsilä acquired 100% of Puregas Solutions Ab and Guidance Navigation Holdings Limited.
Puregas Solutions is a Sweden based leader in turnkey biogas upgrading solutions. The acquisition complements Wärtsilä’s existing position in the biogas liquefaction market.
Guidance Navigation Holdings Limited is a UK based privately owned company. The company is a technology leader in the marine industry for sensor solutions relating to dynamic positioning and other vessel control systems. The acquisition enhances Wärtsilä’s capabilities in the areas of situational awareness and near-field measurement, both essential for more intelligent vessel navigation.
The following tables summarise the preliminary amounts for the consideration paid, the cash flow from the acquisitions and the amounts of the assets acquired and liabilities assumed recognised at the acquisition dates.
Preliminary consideration MEUR
Consideration transferred 63
Total consideration transferred 63
Preliminary cash flow from the acquisitions MEUR
Consideration paid in cash 53
Contingent consideration 9
Cash and cash equivalents of the acquired companies -10
Total cash flow from the acquisitions 52
Provisional values of the assets and liabilities arising from the acquisitions MEUR
Intangible assets 17
Inventories 1
Trade and other receivables 14
Cash and cash equivalents 10
Total assets 43
Provisions 1
Trade payables and other liabilities 9
Advances received 4
Deferred tax liabilities 4
Total liabilities 17
Total net assets 26
Preliminary goodwill 37
The preliminary fair values of acquired identifiable intangible assets at the dates of acquisitions (including customer relations, technology and trade marks) amounted to EUR 17 million. The fair value of current trade receivables and other receivables is approximately EUR 14 million. The fair value of trade receivables does not include any significant risk.
The preliminary goodwill of EUR 37 million reflects the value of know-how and expertise in turnkey biogas upgrading solutions and more intelligent vessel navigation. Wärtsilä foresees that acquisition of Puregas Solutions Ab will strengthen and complement its position in the biogas liquefaction market as well as improve Wärtsilä's offering and reach in the gas value chain. The acquisition of Guidance Navigation Holdings Limited enhances Wärtsilä’s capabilities in the areas of situational awareness and near-field measurement, both essential for more intelligent vessel navigation.
During 2017, the Group incurred acquisition-related costs of EUR 1 million related to external legal fees and due diligence costs. The costs have been included in the other operating expenses in the consolidated statement of income.
Pro forma
If the other acquisitions had occurred on 1 January 2017, management estimates that consolidated net sales would have been EUR 4,940 million. The impact in the consolidated operating result would not have been significant. In determining these amounts, management has assumed that the fair value adjustments, which arose on the dates of acquisitions would have been the same if the acquisitions had occurred on 1 January 2017.

Note

Add a note?

Close

For the best experience of our Annual Report, please update your browser to a newer version.