Safe Harbor Statement Strategic Matters Some of the statements - - PowerPoint PPT Presentation
Safe Harbor Statement Strategic Matters Some of the statements - - PowerPoint PPT Presentation
Safe Harbor Statement Strategic Matters Some of the statements contained in this presentation discuss Information future expectations or state other forward-looking information. Financial Those statements are subject to risks identified in
Safe Harbor Statement
Financial Information Commercial Revenues Operational Information Regulation Company Overview Strategic Matters
Page 2
Some of the statements contained in this presentation discuss future expectations or state other forward-looking information. Those statements are subject to risks identified in this press release and in ASUR’s filings with the SEC. Actual developments could differ significantly from those contemplated in these forward-looking statements. The forward-looking information is based on various factors and was derived using numerous
- assumptions. Our forward-looking statements speak only as of
the date they are made and, except as may be required by applicable law, we do not have an obligation to update or revise them, whether as a result of new information, future or
- therwise.
Management Team
Financial Information Commercial Revenues Operational Information Regulation Company Overview Strategic Matters
Long Serving Experienced Management Fernando Chico Pardo
Chairman of the Board of Directors
with company since 2005
Adolfo Castro Rivas
Chief Executive and Financial Officer Head of Investor Relations
with company since 2000
Claudio Góngora Morales
General Counsel
with company since 1999
Alejandro Pantoja López
Chief Infrastructure Officer
with company since 2001
Agustín Arellano Rodríguez
Director of International Projects
with company since 2010
Manuel Gutiérrez Sola
Chief Commercial Officer
with company since 2000
Carlos Trueba Coll
General Director of Cancún Airport
with company since 1998
Héctor Navarrete Muñoz
General Director of Regional Airports
with company since 1999
Page 3
Investment Highlights
- Long-term concession investments in attractive locations in
Mexico, the Caribbean and South America
- Established regulatory framework
- Track record of consistent passenger growth
- Balanced mix of international and domestic traffic
- Successful, market leading commercial business strategy
- Strong cash flow profile and solid balance sheet
- Robust corporate governance and board of directors with
experienced management
Financial Information Commercial Revenues Operational Information Regulation Company Overview Strategic Matters
Page 4
Key value drivers
Focus on Corporate Social Responsibility
- Member of Dow Jones and Bolsa Mexicana de Valores
sustainability indices
- Active participant of United Nations Global Compact, in Mexico
and internationally
- Certified by CEMEFI as Socially Responsible Company (11th year)
- Airports’ Environmental Management Systems certified under
ISO 14001
- Environmental Compliance certification from Mexican
Environmental Protection Agency
- Focus on quality of life for employees and community relations
- Strict standards of corporate governance and business ethics
Financial Information Commercial Revenues Operational Information Regulation Company Overview Strategic Matters
Page 5
Sustainability is a key strategy in
- ur business
model
Financial Information Commercial Revenues Operational Information Regulation Company Overview Strategic Matters
Airport operations in attractive locations in Mexico, the Caribbean and South America
Geographical presence
Page 6
Source: ASUR Company Filings
Cancún: Close to major U.S. destinations
Illustrative flight times from various destinations
Financial Information Commercial Revenues Operational Information Regulation Company Overview Strategic Matters
Page 7
Private airports / airport groups listed on global stock exchanges
Financial Information Commercial Revenues Operational Information Regulation Company Overview Strategic Matters
ASUR and GAP are the only Latin American Airport Groups listed on NYSE
Page 8
Ownership overview
Financial Information Commercial Revenues Operational Information Regulation Company Overview Strategic Matters
FCHP & ADO
Page 9
* 32,945,080 shares with voting rights and delegated voting rights, as of February 06, 2018
Established regulatory framework with a track record of rate setting precedents
Note: 2017 Revenues per PAX, expressed In nominal pesos as of Dec 2017; passenger traffic excludes transit and general aviation passengers
Financial Information Commercial Revenues Operational Information Regulation Company Overview Strategic Matters
Dual Till System
Regulated + Non Regulated Revenues
Page 10
ASUR adjusts specific tariffs / prices once every six months using the Mexican producer price index, excluding petroleum). Otherwise stated, figures from operations in Puerto Rico and Colombia are excluded.
- Key projects completed:
1999: Government capex backlog 2005: 9/11 security standards 2006-2007:Terminal 3 and second
runway in CUN
2011: Passenger flow separation in CUN Required works for Airport Certification
(9 airports)
Terminal building expansion:
- 2011-2013: HUX, MID, OAX and VSA
- 2014-2016: Terminal 2 & 3 in CUN and VER
- 2014-2017: New Terminal 4 in CUN
Visibility of capital expenditure requirements through 2018
1 Committed investments from May 1999 to Dec 2000 2 177 M Pesos pesos have been paid each year (anticipated) –
Terminal 3 Cancún Airport Note: Committed investments according to Master Development Plan, expressed in million pesos as of December 2017 based on the Mexican construction price index in accordance with the terms of the Master Development Plan.
Financial Information Commercial Revenues Operational Information Regulation Company Overview Strategic Matters
MDP Committed Investments 1999-2017:
23,161
million pesos
- Visibility on capital expenditure requirements, as maximum rate negotiated along
with Master Development Plan (MDP) is a function of programmed capex
MDP investment commitments
(expressed in December 2017 Million Pesos) Page 11
Otherwise stated, figures from operations in Puerto Rico and Colombia are excluded
ASUR’s airports are among the most frequented in Mexico
Financial Information Commercial Revenues Operational Information Regulation Company Overview Strategic Matters
Mexican Airports by PAX (thousand PAX)
1 According to the Communications and Transport Ministry’s website
Source: Company financials, AICM website: Note: Selected airport sample includes ASUR, GAP, OMA and OHL concessions and the Mexico City airport; PAX traffic excludes transit and general aviation PAX
Page 12
Revenue and passenger breakdown
by business by airport
Ps.9,029M
Source: Company filings; Note: Non-aeronautical revenues are derived from leasing of space in airports to airlines, restaurants, retailers and other commercial tenants and access fees collected from third parties providing complementary services (such as catering, handling, and ground transport). Commercial revenues are all non-aeronautical and include revenues related to retail (duty free & duty paid), food & beverages, advertising, banking & foreign exchange, car rental, car parking, ground transport, teleservices and others. Revenues from Construction Services are not included. PAX traffic excludes transit and general aviation. Otherwise stated, figures from operations in Puerto Rico and Colombia are excluded.
by airport by type
Cancun
76.0%
Merida
6.9%
Villahermosa
4.1%
Other 13.0% Aeronautical 59% Non-aeronautical 41% Cancun
81.6%
Merida
5.5%
Villahermosa
2.9%
Other 10.1% International
53.9%
Domestic
46.1%
Regulated
62%
Commercial
38% Financial Information Commercial Revenues Operational Information Regulation Company Overview Strategic Matters
2017 Revenues
31.1M
2017 PAX 2017 Revenue per PAX: Ps.290.8
Page 13
1990 1991 1992 1993 1994 1995 1996 1997 1998 1999 2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 3M17 3M18
ASUR traffic evolution
CAGR ’90–’17 (INT’L):
7.1%
CAGR ’90–’17 (DOM):
6.0%
Source: ASA from 1990-1998. ASUR management thereafter Note: Transit and general aviation excluded
CAGR ’90–’17 (Cancun):
7.9%
Financial Information Commercial Revenues Operational Information Regulation Company Overview Strategic Matters
1990 – 2017 CAGR: 6.5%
Page 14
Otherwise stated, figures from operations in Puerto Rico and Colombia are excluded.
ASUR has a balanced mix of domestic and international traffic
1 Note: % of total refers to 2016 figure
Note: Excludes transit and general aviation;
Financial Information Commercial Revenues Operational Information Regulation Company Overview Strategic Matters
Passenger traffic by Origin – Destination (million PAX)
Page 15
Region 99 00 01 02 03 04 05 06 07 08 09 10 11 12 13 14 15 16
% Change 16 vs. 15 % of total 2016 1 % CAGR 99-16
Mexico 5.0 5.0 4.9 4.8 5.3 5.6 5.5 5.9 7.4 8.1 7.0 7.2 7.7 8.9 9.7 10.7 12.1 13.3 10.5 46.9 5.9 USA 4.1 4.6 4.5 4.4 4.9 5.9 5.6 5.3 6.0 6.5 5.9 6.2 6.2 6.2 6.8 7.6 8.8
9.4
6.8 33.2 5.0 Europe 0.7 0.9 0.9 0.8 1.0 1.3 1.2 1.3 1.4 1.5 1.0 1.2 1.3 1.5 1.7 1.7 1.7
1.8
4.3 6.2 5.8 Canada 0.3 0.4 0.5 0.6 0.7 0.8 0.8 0.8 1.0 1.3 1.3 1.5 1.7 1.8 1.8 1.9 2.0
2.1
3.9 7.3 12.1 Latin America 0.5 0.5 0.5 0.3 0.3 0.3 0.3 0.3 0.3 0.4 0.3 0.5 0.6 0.9 1.1 1.3 1.6
1.8
15.5 6.3 7.6 Asia & Others 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0
0.0
NA 0.0 NA
ASUR
10.6 11.4 11.3 10.9 12.2 13.9 13.4 13.6 16.1 17.8 15.5 16.7 17.5 19.2 21.1 23.2 26.1 28.4
8.7 100 6.0
Otherwise stated, figures from operations in Puerto Rico and Colombia are excluded.
Historically, traffic has recovered and grown after exogenous events
EVENT RECOVERY AFTER Sep ‘01: 9/11 13 months Oct ‘05: H. Wilma 16 months May ‘09: H1N1 26 months Type of PAX Historical Max. (%) Mar 18 vs. Hist. Max Domestic Mar’18
0.0%
International
Mar’18
0.0%
TOTAL Mar’18
0.0%
14.7 M 17.1 M 31.8 M
Financial Information Commercial Revenues Operational Information Regulation Company Overview Strategic Matters
Passenger traffic during last 12- months at each specific date (million PAX)
Page 16
Otherwise stated, figures from operations in Puerto Rico and Colombia are excluded.
34
11%
jun-08 dic-17
New Airplanes
- Var. %
INTERJET 11 78 67
609%
VOLARIS 17 69 52
306%
AEROMEXICO 94 131 37
39%
VIVAAEROBUS 7 24 17
243%
AEROMAR 14 18 4
29%
MAGNICHARTERS 5 9 4
80%
TAR 11 11
100%
GLOBAL AIR 4 1 (3)
(75)%
Subtotal 152 341
189 124%
jun-08 dic-17
Lost Airplanes
MEXICANA 78 (78) ALMA 15 (15) AEROCALIFORNIA 22 (22) AVOLAR 8 (8) ALADIA 3 (3) AVIACSA 26 (26) NOVA AIR 3 (3)
Subtotal 155
(155) a) Existing Airlines b) Suspended Airlines
(200) (160) (120) (80) (40) 40 80 120 160 200 50 100 150 200 250 300 350 400 450
Lost vs. New Airplanes Available airplanes Available airplanes New airplanes - existing airlines Lost airplanes - suspended airlines
(155)
189
307 341
Jun-08 Sep-10 Dec-17
After 8.5 years, Mexico recovered the level of Airplanes Available
Financial Information Commercial Revenues Operational Information Regulation Company Overview Strategic Matters
2018 Industry Estimates: 404 available airplanes
Available Airplanes in Mexico
Source: www.airfleets.net www.aerotransport.org
Page 17
Selected Int ASUR GAP OMA
Successful commercial strategy
2017 commercial revenue per PAX
- vs. peers (US$/PAX) – converted at a 2017 average
FX of PS. 18.9199/US$ for Mexican Airports
1 International average includes figures for Fraport, TAV Airports, Copenhagen Airports,Vienna Airport, Aeroports do Paris and Zurich Airport; Note: OMA commercial revenues exclude revenues from Cargo; GAP commercial exclude revenues from Montego Bay
- perations; Amounts converted to US$ at a 2017 average FX of Ps.18.9199/US$
(banxico.org.mx), where applicable; Note: Commercial revenue per passenger recorded in 3Q’05 reflects a one time payment from Dufry Mexico of Ps.39.5mm; Commercial revenue recorded in 4Q’06 reflects a one time payment of Ps.19.1mm from Aldeasa for a new concession contract at Terminal 3 in Cancun International. Passenger traffic excludes transit and general aviation; Commercial revenue per passenger CAGR based on full year 2000 and full year 2017 figures
Commercial revenues per passenger per quarter evolution
(Pesos / Passenger in Mexican pesos as of date reported) Financial Information Commercial Revenues Operational Information Regulation Company Overview Strategic Matters
Nominal CAGR 2000 – 2017: 22.9% (Mexican CPI CAGR 2000-2017: 4.3%)
Page 18
Non Regulated Revenues as % of Total Revenues
(excluding Revenues from Construction Services)
Otherwise stated, figures from operations in Puerto Rico and Colombia are excluded.
Source for Mexican CPI: Inegi; Note: CAGRs calculated in Mexican peso terms; Revenues from Construction Services not included; passenger figures exclude passengers in transit or general aviation. Otherwise stated, figures from
- perations in PR and Colombia are excluded.
Track record of consistent revenue growth and profitability
Financial Information Commercial Revenues Operational Information Regulation Company Overview Strategic Matters
Total Revenues CAGR 1999 – 2017: 13.7%
Not including Revenues from Construction Services
Growth rates: ’99 – ’17 CAGR (%)
Passenger traffic
6.1%
Total revenues
13.7%
EBITDA
15.6%
Net income
21.0%
Mexican CPI
4.5%
EBITDA & EBITDA Margin (Ps. Mm)
CAGR ’06–’17: 15.7%
1999 – 2017 Revenues
Figures for 2010, 2011, 2012, 2013, 2014, 2015, 2016 & 2017 reflect adoption of MIFRS-17 Note: From 1999 to 2007 figures in nominal Mexican pesos adjusted for inflation as of Dec. 31st of each year
Page 19
EBITDA means net income before: provision for taxes, deferred taxes, profit sharing, non-ordinary items, participation in the results of associates, comprehensive financing cost and D&A. EBITDA should not be considered as an alternative to net income, as an indicator of our operating performance or as an alternative to cash flow as an indicator of liquidity. Our management believes that EBITDA provides a useful measure that is widely used by investors and analysts to evaluate our performance and compare it with other
- companies. EBITDA is not defined under U.S. GAAP or IFRS and may be
calculated differently by different companies. 2010 - 2017 EBITDA margin calculated w/o Rev. from Constr. Serv. for comparability with previous periods.
ASUR GAP OMA
ASUR has positively differentiated itself…
Financial Information Commercial Revenues Operational Information Regulation Company Overview Strategic Matters
ACI has named Cancun as the best airport in Latin America for 4 consecutive years
CAGR in Revenues 2006 – 2017 (%) CAGR in EBITDA 2006 – 2017 (%) Revenue per PAX in 2017 CAGR in PAX Traffic 2006 – 2017 (%)
Page 20
NOTES: 1. Revenues from Construction services are excluded for ASUR, GAP & OMA. 2. ASUR figures exclude 2017 PAX, revenues & EBITDA from its participation in San Juan Airport Operations (Puerto Rico) & Airplan (Colombia) 3. GAP figures exclude 2017 PAX, revenues & EBITDA from Montego Bay Airport Operations. 4. OMA figures exclude 2017 revenues & EBITDA from NH Hotel (Mexico City Airport), Hilton Garden Inn Hotel (Monterrey Airport) & Aero Industrial Park.
Revenue and cost per PAX comparison (Nominal Pesos / PAX) 2017 operating cost breakdown (%) Growth rates: ’06 – ’17 CAGR (%)
Growth rates in Mexican peso terms; Mexican inflation growth rate calculated as the % change in CPI indexed to 2006; total costs include concession fee, technical assistance, administrative services, costs of services and D&A; PAX traffic excludes Transit and G.A. PAX.
Passenger traffic
7.7% Cost of services 8.2%
Revenues
13.5% Administrative services 7.0%
EBITDA
15.7% Total costs 7.8%
Net Income
21.6% Mexican inflation (CPI) 4.2%
Mexican GDP growth
2.1%
NOTE: Total Revenue per passenger does not include revenues from construction services. Controllable expenses per passenger exclude: D&A, Concession Fee, Technical Assistance and Cost of Sales from Direct Commercial Operation. 3Q’10: Does not reflect the Ps.128.0 million increase in the reserve for doubtful accounts resulting from the bankruptcy announced by Grupo Mexicana de Aviación
Financial Information Commercial Revenues Operational Information Regulation Company Overview Strategic Matters
Revenues have grown at a faster rate than total costs and PAX traffic
Page 21
Otherwise stated, figures from operations in Puerto Rico and Colombia are excluded. 2017 OPEX does not include US$240.0 million impairment in long-term assets as a result of the impact of Hurricane Maria, in Puerto Rico, as well as the recognition of Ps.98.8 million in amortization of the intangible asset resulting from the valuation of the investment in Aerostar
1 Note: Figures in nominal Mexican pesos for the respective year; for illustrative purposes, dividend in each year in the chart above relates to the dividend paid in nominal
pesos in the year thereafter, i.e. dividend shown in year (x) in the chart above is actually the dividend paid in year (x+1) according to ASUR financial statements; Note: Retained Earnings for the years 2010, 2011 2012, 2013, 2014, 2015, 2016 & 2017 reflect the adoption of IFRS
2 Note: 4.00 pesos per share paid in May 2013; 4.40 pesos per share paid in December 2013. 3 Note: 6.78 pesos per share to be approved by the Annual General Shareholders Meeting on April 26th, 2018 and, if approved, to be paid on June 15th, 2017.
Otherwise stated, figures from operations in Puerto Rico and Colombia are excluded.
Financial Information Commercial Revenues Operational Information Regulation Company Overview Strategic Matters
Dividends evolution 1999 - 2017
EBITDA – CAPEX
(Ps. million)
Net Income, retained earnings and dividends evolution
(Ps. thousands) 1
Page 22
2 3 3
Robust corporate governance and board of directors
Board of Directors Audit Committee Operations Committee
Nom & Comp Committee
- Acq. &
Contracts Committee
Fernando Chico Pardo
Founder and President of Promecap
X X X X
José Antonio Pérez Antón
CEO of Grupo ADO
X X X
Roberto Servitje Sendra1
Former Chairman of Grupo Bimbo
X X
Ricardo Guajardo Touche1
Former president of BBVA Bancomer
X X X
Francisco Garza Zambrano1
Former President of CEMEX North America
X X
Guillermo Ortiz Martinez1
Former Governor of Mexico Central Bank for 12 yrs.
X X
Rasmus Christiansen 1
Former CEO of Copenhagen Airports International
X X X
Luis Chico Pardo
Former economist at the Bank of Mexico
X
Aurelio Pérez Alonso
Deputy Chief Executive Officer of Grupo ADO
X X
- 1 Five out of nine board members are independent
- Sarbanes-Oxley compliant
- Four committees led by board members
- Audit committee comprised of 3 independent members of the board of directors
Financial Information Commercial Revenues Operational Information Regulation Company Overview Strategic Matters
High Corporate Governance Standards
Page 23
What’s Next?
- Further develop our commercial business
- Improve our passenger volumes
- World Class service – ASQ Program
- Improve capital structure
- Monitor new business opportunities
Financial Information Commercial Revenues Operational Information Regulation Company Overview Strategic Matters
Short & Long Term Objectives
Page 24
ASUR: International Presence in Puerto Rico
- Luis Munoz Marin International Airport (SJU), in San Juan
Puerto Rico (8.4M PAX during 2017) is the largest and busiest airport in the Caribbean.
- Feb 27th, 2013 initiated with the operation of the airport:
Term of 40 years Upfront payment of $615M USD Airlines serving LMM will collectively make aggregate payments
- f $62M USD/yr for the first five years; years 6-40 the payment
will be increased annually by the U.S. CPI Revenue-sharing payments to PRPA: fixed at $2.5M USD first five years; 5% of gross airport revenues (years 6-30); 10% of gross airport revenues (years 31-40) Minimal Capital Improvement projects: $34M USD Consolidation: Equity method up to may 2017
- May 26th, 2017: ASUR increases its participation to 60%.
- Jun 1st, 2017: ASUR begins consolidating its operations in
Aerostar line by line.
Financial Information Commercial Revenues Operational Information Regulation Company Overview Strategic Matters
Aerostar:
Limited liability company Ownership:
SJU
Page 25
ASUR, 60% PSP Investments, 40%
Aerostar Passenger Traffic Information
- SJU accounts for over 93% of Puerto Rican passenger traffic
- Approximately 83% of enplanements are origin and
destination (“O&D”)
- SJU is served by a strong and diverse group of 35 airlines
- Aerostar works closely with the airlines and the Puerto
Rico Tourism Company in the development of new routes and expansion of services to existing destinations
- September 21, 2017: Hurricane Maria hits Puerto Rico.
Financial Information Commercial Revenues Operational Information Regulation Company Overview Strategic Matters
Passenger Traffic
SJU
Page 26
AEROSTAR: Summary of Passenger Traffic
The decline in passenger traffic at San Juan Airport reflects the impact of Hurricane Maria, which hit the island on September 21, 2017.
Aerostar Financial Information 2016 & 2017
Financial Information Commercial Revenues Operational Information Regulation Company Overview Strategic Matters
Aerostar Total Revenues for 4Q’07: $576,141
(thousands of Mexican pesos)
SJU
Page 27
AEROSTAR: Main Financial Data
In May 2017, ASUR increased its share ownership in Aerostar to 60% from its prior 50% ownership. Accordingly, consolidated results as presented above reflect line by line consolidation of Aerostar results starting in June 1, 2017, while prior to that, Aerostar’s results were accounted for by the equity method. Figures presented in the table above compare the stand-alone results of Aerostar for the three-month period ended December 31, 2017 (in which Aerostar was consolidated with ASUR) against the three-month period ended December 31, 2016 (in which Aerostar was not consolidated with ASUR and instead was accounted for by the equity method). ASUR is not presenting results for the twelve- month periods ended December 31, 2017 and 2016 as the Company did not consolidate Aerostar during the totality of this period.
Aerostar Commercial Information 2016 & 2017
- Consistent growth in commercial revenues from an
increased number of concessions, optimized passenger flow and improved product offerings.
- Around $170M USD invested in modernizing terminal
- fferings through new concession concepts, self-operating
Convenience Stores, and updated parking and car rental facilities
Financial Information Commercial Revenues Operational Information Regulation Company Overview Strategic Matters
Commercial Revenues
SJU
Page 28
AEROSTAR: Commercial Revenues
In May 2017, ASUR increased its share ownership in Aerostar to 60% from its prior 50% ownership. Accordingly, consolidated results as presented above reflect line by line consolidation of Aerostar results starting in June 1, 2017, while prior to that, Aerostar’s results were accounted for by the equity method. Figures presented in the table above compare the stand-alone results of Aerostar for the three-month period ended December 31, 2017 (in which Aerostar was consolidated with ASUR) against the three-month period ended December 31, 2016 (in which Aerostar was not consolidated with ASUR and instead was accounted for by the equity method). ASUR is not presenting results for the twelve- month periods ended December 31, 2017 and 2016 as the Company did not consolidate Aerostar during the totality of this period.
ASUR, 92.42%
ASUR: International Presence in Colombia
- Airplan is the second-largest airport concession holder in
Colombia, with 10.1 million passengers in 2017.
- This acquisition is an important strategic addition that
allows ASUR to enter the South American market by
- ffering airport services through six airports in Colombia.
- Passenger traffic figures:
Financial Information Commercial Revenues Operational Information Regulation Company Overview Strategic Matters
Oct 19, 2017: ASUR concludes the acquisition
- f a controlling
stake of approximately
92.42% in
“Airplan”
Page 29
Passenger traffic was impacted by a strike of local pilots at a major international carrier
Airplan Financial Information 2016 & 2017
Financial Information Commercial Revenues Operational Information Regulation Company Overview Strategic Matters
Airplan Total Revenues for 4Q’07: $482,058
(thousands of Mexican pesos)
Page 30
AIRPLAN: Main Financial Data
In October 19, 2017, ASUR acquired a 92.42% ownership stake in Airplan, which operates six airports in Colombia. Therefore, ASUR began to consolidate Airplan’s results on a line by line basis as of that date. Figures presented in the table above compares Airplan's independent results for the period starting October 19 and ended December 31, 2017 (in which Airplan was consolidated with ASUR) against the three-month period starting October 19, 2016 and ended December 31, 2016 (in which Airplan was not consolidated with ASUR). As a result of the acquisition of Airplan, ASUR reported goodwill of Ps.2,120.1 million in 4Q17. In line with IFRS 3, there is a one-year term to determine the final purchase price of this acquisition and consequently, the amount of this goodwill could change.