Note 1 Business combinations
General
2017
There were no acquisitions in 2017.
2016
Sale of Endinet and purchase of networks in Friesland and the Noordoostpolder (AEF B.V.)
The sale and purchase agreement (SPA) to purchase the Enexis networks in Friesland and the Noordoostpolder (Aktivabedrijf Enexis Friesland B.V., hereafter AEF B.V.) on 1 January 2016 and at the same time sell the networks in the Eindhoven and Zuidoost-Brabant region (Endinet Groep B.V.) was signed on 27 July 2015. The transaction involved Alliander selling the shares of Endinet Groep B.V. to Enexis and buying the shares of AEF B.V. from Enexis with an additional payment by Enexis of €365 million. The AEF B.V. networks are surrounded by the area serviced by Liander and their acquisition will make for more efficient operations. The acquisition was also entirely in line with the strategy of having a single network operator for both electricity and gas in any one area or region.
Alliander acquired total control of AEF B.V. on 1 January 2016 and has included the company in the Alliander consolidation with effect from that date.
The final purchase price for AEF was established at fair value at €335 million based on its figures for 2015 and including settlements.
Purchase of 450connect GmbH
On 31 May 2016, Alliander AG purchased the entire share capital of Inquam Deutschland GmbH (name changed to 450connect GmbH). 450connect is active in leasing bandwidth to third parties, including provision of services related to the communication networks concerned. The purchase of 450connect will enable Alliander AG to establish a private mobile communication network for critical infrastructure (mainly concerning network operators) for smart meter and smart grid applications among others. Alliander N.V. has been developing a similar communication network in the Netherlands in partnership with Stedin since 2014, owned by the joint venture Utility Connect.
Alliander AG acquired total control of 450connect on 31 May 2016 and has included the company in the Alliander AG consolidation with effect from that date.
The total purchase price paid on 31 May 2016 amounted to €18 million, made up of a cash payment of €5 million and a contingent consideration valued at €13 million as at 31 May 2016. The final amount of the contingent consideration, agreed with the former shareholders, will depend on the future number of new connections secured, with a maximum of €30 million. The fair value of this consideration has been measured on the basis of new connection acquisition projections and other factors.