AUB Group Limited Annual Report 2023
NOTES TO THE FINANCIAL STATEMENTS YEAR ENDED 30 JUNE 2023
7 BUSINESS COMBINATIONS AND TRANSACTIONS INVOLVING GAIN OR LOSS OF CONTROL (CONTINUED) a) Business combinations (continued) i) During the current period, the following transactions occurred (continued): Regulatory investigation The acquisition of Tysers has exposed the Group to risk in relation to the alleged conduct of business in Ecuador between 2013 and 2017 by Integro Insurance Brokers Limited (a company within the Tysers group) and/or its employees, agents and associated persons. While the UK Serious Fraud Office has communicated that it has decided not to take any action against Integro Insurance Brokers Limited/Tysers in respect of the alleged conduct, the U.S. Department of Justice (DOJ) investigation into Integro Insurance Brokers Limited, its employees, agents and associated persons remains ongoing. The DOJ investigation relates to suspicions of bribery and corruption, and possible associated money laundering. If this investigation reveals any unlawful conduct by companies within the Tysers group, Tysers (and/or the relevant group companies) may be subject to fines and/or other penalties and may incur reputational damage. As previously disclosed, AUB obtained a number of contractual protections in the Tysers transaction documents, including indemnification that AUB considered appropriate for the recovery of potential losses/fines and penalties which may become payable by Tysers in connection with the aforementioned investigations. On acquisition of Tysers, AUB Group has recognised a provision and related recoveries in respect of this matter in accordance with the Australian Accounting Standards. – Effective 1 January 2023, AUB Group acquired a further 25% of AEI Insurance Group Pty Ltd (AEI). On this date AEI became a controlled entity of the Group, and the transaction resulted in a fair value gain on step up of $27.4m. The above acquisitions have been provisionally accounted for as the initial accounting for the business combinations are incomplete at the reporting date, The accounting will be completed within 12 months of the acquisition date. The total Revenue and Net Profit After Tax recognised during the year in relation to the current period acquisitions were $373.9m, and $37.8m respectively. Group revenue in relation to current period acquisitions would have been $481.7m had all of the above transactions closed on 1 July 2022. The profit contribution to the Group had all the above transactions closed on 1 July is impractical to measure given significant change in operational and financing aspects of the acquirees prior to acquisition.
FY23 %/$ ‘000 100.00 100.00
FY22 % 0.00 0.00
Business Acquired
Transaction date(s)
SRS Broking Pty Ltd
1/07/2022 30/09/2022 1/01/2023
Integro Insurance Brokers Holdings Limited
AEI Insurance Group Pty Ltd
65.00
45.00
All other transactions
Various
Various
Various
Total consideration paid for all additional interest acquired
1,101,779
Less contingent/deferred consideration Less shares issued by AUB Group Limited
154,912 215,016
Less cash acquired
95,131
Less trust cash acquired
476,521 (160,199) 801,739 48,967 850,706 340,484 84,046
Payments for acquisition of consolidated entities, net of cash acquired
Goodwill arising on acquisition related to the Group
Goodwill arising on acquisition relating to non-controlling interests
Total Goodwill arising on acquisition Other intangibles net of deferred taxes Net increase in non-controlling interest
AUB GROUP ANNUAL REPORT 2023
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