Universal Registration Document 2024

Glossary

Note 3 Changes to consolidation scope

3.1 Acquisitions in financial year 2024

The main acquisitions of the period are:

  • in March 2024, 100% of Spinnaker SCA, a leading services company specializing in the supply chain. Spinnaker SCA offers comprehensive supply chain strategy, planning and execution consulting services. This acquisition will enable Publicis Groupe to expand its expertise and capabilities in this area;
  • in July 2024, 100% of The Influential Network Inc., a global influencer marketing group and platform. Its proprietary AI-powered technology platform with more than 100 billion data points, and its network of more than 3.5 million creators including 90% of global influencers with more than 1 million followers, are at the service of more than 300 brands around the world. Publicis Groupe’s understanding of consumers via Epsilon, combined with Influential’s platform, will enable brands to identify creators that meaningfully connect to their target customers and communities, while providing the unique ability to holistically plan, manage, and measure investment across social, digital, and affiliate marketing;
  • in September 2024, 100% of Mars United Commerce, the largest independent e-commerce and retail marketing company. With more than 1,000 employees in 14 sites around the world, Mars accelerates the growth of more than 100 major global brands thanks to its knowledge of consumers, its exclusive media tools and its extensive relationships with retailers. This acquisition will enable Publicis Groupe to optimize the development and implementation of comprehensive commerce solutions for its clients.

The goodwill resulting from the Groupe’s acquisitions was calculated as follows:

(in millions of euros) Mars Influential Spinnaker
Cash consideration

Cash consideration

Mars

528

Cash consideration

Influential

196

Cash consideration

Spinnaker

113

Earn-out consideration

Earn-out consideration

Mars

Earn-out consideration

Influential

184

Earn-out consideration

Spinnaker

4

Total consideration transferred (A) Total consideration transferred (A)

Mars

528
Total consideration transferred (A)

Influential

380
Total consideration transferred (A)

Spinnaker

117
Non-controlling interests (B) Non-controlling interests (B)

Mars

12
Non-controlling interests (B)

Influential

Non-controlling interests (B)

Spinnaker

Technology

Technology

Mars

26

Technology

Influential

Technology

Spinnaker

Customer relationship

Customer relationship

Mars

164

Customer relationship

Influential

26

Customer relationship

Spinnaker

10

Deferred tax liabilities related to acquired intangible assets

Deferred tax liabilities related to acquired intangible assets

Mars

(51)

Deferred tax liabilities related to acquired intangible assets

Influential

(7)

Deferred tax liabilities related to acquired intangible assets

Spinnaker

(3)

Other assets

Other assets

Mars

106

Other assets

Influential

57

Other assets

Spinnaker

12

Other liabilities

Other liabilities

Mars

(79)

Other liabilities

Influential

(30)

Other liabilities

Spinnaker

(3)

Total identifiable net assets acquired (B) Total identifiable net assets acquired (B)

Mars

166
Total identifiable net assets acquired (B)

Influential

46
Total identifiable net assets acquired (B)

Spinnaker

16
Goodwill (A + B – C) Goodwill (A + B – C)

Mars

374
Goodwill (A + B – C)

Influential

334
Goodwill (A + B – C)

Spinnaker

101

Goodwill mainly relates to the know-how and technical skills of the employees of the acquired entities and to the ability to maintain and develop existing assets. None of the goodwill recognized is expected to be deductible for tax purposes.

Intangible assets (technology and client relationships) are valued using the royalty method and the excess earnings method respectively. The royalty method considers the discounted estimated royalties payments that are expected to be avoided as a result the patent or trademark being owned. The excess earnings method considers the present value of net cash flows expected to be generated by the client relationships.

The cash flows related to the 2024 acquisitions are as follows:

(in millions of euros) 2024
Cash consideration

Cash consideration

2024

923

Cash and cash equivalents of the acquired group

Cash and cash equivalents of the acquired group

2024

(75)

Earn-out payments

Earn-out payments

2024

67

Acquisitions of subsidiaries, net of cash acquired

Acquisitions of subsidiaries, net of cash acquired

2024

915

Acquisitions during the period contribute less than 1% of consolidated net revenue in financial year 2024 and less than 1% of net income attributable to equity holders of the parent company.

Acquisition costs are recognized in other operating expenses.