Adaro Energy Annual Report 2008 www.adaro.com
155
Contact Us Governing Adaro
Financial Report Corporate Social Responsibility
PT ADARO ENERGY Tbk Schedule 523
FORMERLY PT PADANG KARUNIA AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
31 DECEMBER 2008 AND 2007 Expressed in million Rupiah, unless otherwise stated
3. ACQUISITIONS AND DISPOSALS OF SUBSIDIARIES continued
p. Disposal of PT Anugerah Buminusantara Abadi by PT Saptaindra Sejati
On 30 April 2007, SIS disposed of 99.22 interest in ABA to KBS for Rp 20,000. The assets and liabilities of ABA disposed of on 30 April 2007 are as follows:
2007
Total assets 67,840
Total liabilities 52,598
Net assets 15,242
Interest disposed of 99.22
Net assets disposed of 15,123
Adjustment to net assets disposed of: - Difference in value from restructuring transactions of entities under common control
6,409 - Deferred tax asset on loss from investment in ABA
11,286 Cash received from disposal of subsidary
20,000 Receivables from disposal of subsidiary
20,000 Cash and cash equivalents in ABA
1,192 Net cash outflow from disposal of subsidiary
1,192
q. Acquisition of PT Sarana Daya Mandiri by PT Alam Tri Abadi
On 29 October 2008, ATA acquired 51.20 interest in SDM for Rp 128.
2008
Purchase consideration through cash payment 128
Net liabilities acquired 17,772
Goodwill 17,900
Details of the assets and liabilities arising from the acquisition are as follows:
2008
Cash and cash equivalents 1,450
Other receivables 887
Advances and prepayments 17
Prepaid taxes 29,107
Fixed assets, net 299,230
Other payables 108,373
Accrued expenses 4
Taxes payable 1,343
Other short-term loan 143
Loans from related parties 238,600
Net liabilities 17,772
Interest acquired 51.20
Minority interest 48.80
Net liabilities acquired 17,772
Goodwill 17,900
Purchase consideration through cash payment 128
Cash and cash equivalents in SDM 1,450
Net cash inflow from acquisition of subsidiary 1,322
By holding 51.20 in SDM, ATA has consolidated the financial statements of SDM and recognised pre -acquisition loss amounting to Rp 17,772.
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Adaro Energy Annual Report 2008 www.adaro.com
Adaro in Summary From Us to You
Running Adaro Management Report
Owning Adaro
PT ADARO ENERGY Tbk Schedule 524
FORMERLY PT PADANG KARUNIA AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
31 DECEMBER 2008 AND 2007 Expressed in million Rupiah, unless otherwise stated
3. ACQUISITIONS AND DISPOSALS OF SUBSIDIARIES continued
r. Acquisition of Rachmalta Investments Ltd by Rachpore Investments Pte Ltd
On 24 December 2008, Rachpore increased its interest in Rachmalta, from 50 to 100, for US1 or equivalent to
Rp 10,950 full amount. Through this increase, the financial statements of Rachmalta and its subsidiaries, MEC , were consolidated to the consolidated financial statements of Rachpore, ATA and Group and pre-acquisition loss amounting to
Rp 21,413 was also recognised in those consolidated financial statements.
2008
Purchase consideration through cash payment -
Net liabilities acquired 163,859
Mining properties 163,859
Details of the assets and liabilities arising from the acquisition are as follows:
2008
Cash and cash equivalents 779
Loans to related parties 73,694
Accrued expenses 80
Amounts due to related parties 105
Loans from related party 402,006
Net liabilities 327,718
Interest acquired 50
Net liabilities acquired 163,859
Mining properties 163,859
Goodwill 40,965
Deferred tax liabilities 40,965
Purchase consideration through cash payment -
Cash and cash equivalents in Rachmalta 779
Net cash inflow from acquisition of subsidiary 779
In 2008, Rachmalta was in a net liability position. The loss amounting to Rp 109,502 has not been recognised by Rachpore with respect to its 50 interest. The unrecognised share of net loss in Rachmalta was recognised by Rachpore in 2008 since
the increase of Rachpore’s interest in Rachmalta to 100 on 24 December 2008. At ATA’s consolidation level, the amount was recorded as a reduction retained earnings .
On 23 December 2008, ATA and Coaltrade acquired ownership in Adaro from MEC for US6,713,783 and US16,217, respectively. Through this transaction, ATA increased its ownership in Adaro to 100.
At the Group’s and ATA’s consolidation level, MEC’s share of Adaro’s net income that has not been previously recognised, was recorded as an increase to the retained earnings amounting to Rp 2,646. In addition, the Group and ATA also recognised
mining property, goodwill and deferred tax liabilities for MEC’s ownership in Adaro amounting to Rp 89,816, Rp 22,454 and Rp 22,454, respectively.
s. Liquidation of Revere Group Ltd, Decimal Investments Pte Ltd, Saluno Investments Pte Ltd, Rachsing Holdings Pte
Ltd, Ariane Investments Mezzanine Pte Ltd, Ariane Capital Singapore Pte Ltd and Agalia Energy Investments Pte Ltd On 28 October 2008, Revere, Decimal, SI, RH, AIM, Ariane Capital and Agalia were liquidated. As a result of the liquidation,
ATA directly owns additional shares in Biscayne, Rach M, Rachpore, Viscaya, Arindo Holdings and Arindo Global of 100, 100, 100, 100, 0.30 and 67, respectively.
Adaro Energy Annual Report 2008 www.adaro.com
157
Contact Us Governing Adaro
Financial Report Corporate Social Responsibility
PT ADARO ENERGY Tbk Schedule 525
FORMERLY PT PADANG KARUNIA AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
31 DECEMBER 2008 AND 2007 Expressed in million Rupiah, unless otherwise stated
3. ACQUISITIONS AND DISPOSALS OF SUBSIDIARIES continued
t. Acquisition and disposal of PT Nusantara Power Energy by PT Jasapower Indonesia
On 3 December 2007, JPI acquired 70 interest in PT Nusantara Power Energy “NPE” for Rp 700,000. The details of the net assets acquired are as follows:
2007
Purchase consideration through cash payment 700
Net assets acquired 700
Goodwill -
Other assets 1,000
Net assets 1,000
Interest acquired 70
Net assets acquired 700
Goodwill -
Cash and cash equivalents in NPE -
Net cash outflow from acquisition of subsidiary 700
On 30 April 2008, JPI disposed of all of its interest in NPE for Rp 700,000. The details of the net assets disposed of are as follows:
2008
Other assets 5,000
Net assets 5,000
Interest disposed 70
Net assets disposed 3,500
Adjustment to net assets disposed of: - Loss on disposal of subsidiary
2,800 - Other receivable from disposal of subsidiary
700 Cash received from disposal of investments
- Cash and cash equivalents in NPE
- Net cash outflow from disposal of subsidiary
-
4. RESTATEMENT OF CONSOLIDATED FINANCIAL STATEMENTS
As disclosed in Note 3, acquisitions of additional interest in SIS, ATA and MSW were accounted for using the pooling-of-interests method as required under SFAS No. 38 Revised 2004. Therefore, the 31 December 2007 consolidated financial statements were
restated as if the restructuring transactions had already occurred as at 1 January 2007. In addition, the Board of Directors of Adaro is of the opinion that a restatement of the 31 December 2007 consolidated financial
statements is required resulting from adjustments to the Corporate Income Tax expense for fiscal years 2004, 2005, 2006 and 2007, amounting to US11,304,782, US33,233,919, US36,818,114 and US9,785,299, respectively, due to the different
interpretations of taxation regulations relating to Leveraged Buy-Out “LBO” transactions executed by the Group.
The adjustments were related to taxes payable, accrued expenses and retained earnings. The restatement of Adaro’s financial statements resulted in the restatement of these consolidated financial statements.
