2019 Annual financial report

Chapter 6. Consolidated financial statements 2019 year

Note 2 Changes to consolidation scope

2.1 Acquisitions in 2019
2.1.1 Acquisition of Epsilon

On July 1, 2019, Publicis Groupe completed the full acquisition of Espilon Data Management, LLC, in fulfilment of the April 2019 agreement with Alliance Data Systems Corporation, for USD 4,451 million. Headquartered in the US, Epsilon is a unique technology and platform company focusing on maximizing the value of its clients’ data.

 The integration of Epsilon will allow Publicis Groupe to position itself as a leader in personalized client experiences at scale. This acquisition will accelerate the implementation of Publicis’ strategy to become the preferred transformation partner for its clients. 

This acquisition was mainly financed by (i) the issue on June 5, 2019 of a euro 2.25 billion bond in three tranches, and (ii) a medium-term loan established on June 28, 2019 (draw-down effective July 1, 2019) in three tranches (one for USD 900 million and two for euro 150 million each). 

The provisional allocation of the consideration transferred broke down as follows at December 31, 2019:

(in millions of euros) Epsilon

(in millions of euros)

Consideration transferred (A)

Epsilon

3,912

(in millions of euros)

Non-current assets

Epsilon

318

(in millions of euros)

Current assets excluding cash and cash equivalents

Epsilon

482

(in millions of euros)

Cash and cash equivalents

Epsilon

37

(in millions of euros)

Total assets (B)

Epsilon

837

(in millions of euros)

Non-current liabilities

Epsilon

153

(in millions of euros)

Current liabilities

Epsilon

161

(in millions of euros)

Total liabilities (C)

Epsilon

314

(in millions of euros)

Net assets acquired before fair value adjustment(1) (D = B - C)

Epsilon

523

(in millions of euros)

Client relationships

Epsilon

499

(in millions of euros)

Technological applications

Epsilon

499

(in millions of euros)

Total intangible assets

Epsilon

998

(in millions of euros)

Total fair value adjustments (E)

Epsilon

998

(in millions of euros)

Net assets acquired after fair value adjustments (F = D + E)

Epsilon

1,520

(in millions of euros)

Goodwill (G = A - F)

Epsilon

2,392

(1) Excluding goodwill and intangible assets from prior acquisitions.