Universal Registration Document 2020

6. Financial statements

Note 3 Scope of consolidation

Accounting principles and methods

Accounting principles and methods

Subsidiaries are companies in which the Group exercises exclusive control and are fully consolidated. The Group controls an entity when the three following conditions are fulfilled:

  • it holds power over the entity;
  • it is exposed, or has rights, to variable returns from its involvement with the entity;
  • it has the ability to use its power to affect the amount of the investor’s returns

The Group considers all facts and circumstances when assessing control. All substantive potential voting rights exercisable, including by another party, are also taken into consideration.

Investments in associates and joint ventures

An associate is an entity in which the Group exercises significant influence on financial and operational policies without having exclusive or joint control. Significant influence is presumed to exist when the Group’s investment is at least 20%.

A joint venture is a partnership in which the parties (joint venturers) that exercise joint control over the entity have rights to the entity’s net assets. Joint control is the contractually agreed sharing of control of an entity operated jointly by a limited number of partners or shareholders, such that the financial and operational policies result from unanimous consent of the parties.

Investments in associates and joint ventures are accounted for by the equity method. They are carried in the balance sheet at historical cost, adjusted for the share in net assets generated after the acquisition, less any impairment. The share in the net income for the period is reported in “Share in net income of associates and joint ventures” in the income statement (see note 12).

Investments in joint operations

A joint operation is a joint arrangement in which the parties (joint operators) that exercise joint control over the entity have direct rights to its assets, and obligations for its liabilities. The Group, as an operator in a joint operation, reports the assets and liabilities and income and expenses related to its investment line by line.

The Group’s principal joint operations are the LNG optimisation activities of Jera Global Markets, co-owned by EDF Trading, and the gas storage operator activity carried out by Friedeburger Speicherbetriebsgesellschaft mbH (FSG).

Business combinations

In application of IFRS 3 business combinations arising since 1 January 2010 are measured and recognised under the following principles:

  • at the date of acquisition, the identifiable assets acquired and liabilities assumed, measured at fair value, and any non-controlling interests in theCompany acquired (minority interests) are recorded separately from goodwill;
  • non-controlling interests may be valued either at fair value (full goodwill method) or their share in the fair value of the net assets of the acquired company (partial goodwill method). The decision is made individually for each transaction;
  • any acquisition or disposal of an investment in a subsidiary that does not affect control is considered as a transaction between shareholders and must be recorded directly in equity;
  • if additional interests are acquired in a joint venture, joint operation or associate without resulting in acquisition of control, the value of the previously-acquired assets and liabilities remains unchanged in the consolidated financial statements;
  • if control is acquired in stages, the cost of the business combination includes the fair value, at the date control is acquired, of the purchaser’s previously-held interest in the acquired company;
  • related costs directly attributable to an acquisition leading to control are treated as expenses for the periods in which they were incurred, except for issuance costs for debt securities or equity instruments, which must be recorded in compliance with IAS 32 and IFRS 9;
  • IFRS 3 does not apply to common control business combinations, which are examined on a case-by-case basis to determine the appropriate accounting treatment;
  • commitments given by the Group to purchase minority interests inGroup-controlled companies are included in liabilities. For commitments of this kind given since 1 January 2010, the date of the Group’s first application ofIAS 27 (amended) and IFRS 3 (revised), the differential between the value of the non-controlling interests and the liability corresponding to the commitment is recorded in equity.
3.1 Changes in the scope of consolidation
3.1.1 Changes in the scope of consolidation in 2020

The following changes took place in the Group’s scope of consolidation during 2020:

  • disposal of Edison Exploration and Production S.p.A. (E&P) on 17 December 202(see notes 1.4.2 et 3.2);
  • consolidation of EDF Pulse Croissance, Agregio, Energy2Market (E2M) and IZIVIA(see note 3.3).
3.1.2 Changes in the scope of consolidation in 2019

The following changes took place in the Group’s scope of consolidation during 2019

  • disposal of EDF’s 25% stake in Alpiq in May 2019 (see note 12);
  • sale of 50% of the NnG project to the Irish electricity company ESBon 4 December 2019 (see note 5.4.2).

The principal acquisitions in renewable energies in 2019 were the following:

  • EDF Renewables completed its acquisition of LUXEL Group, a French utility that develops and operates solar projects;
  • in the United Kingdom, the acquisition of Pivot Power accelerated development in battery storage and electric vehicle (EV) charging infrastructures.
Disposal of EDF’s 25% stake in Alpiq

On 4 April 2019 EDF, EBM (Coopérative Elektra Birseck) and EOS (EOS Holding SA)signed an agreement on EDF’s disposal of its stake in Swiss power producer Alpiq (25.04% of the company’s capital and voting rights) to EBM and EOS (each entity acquiring half of this stake).

This operation valued EDF’s stake in Alpiq at approximately CHF489 million (around €434 million), based on a purchase price of CHF70 per Alpiq share. It reduced the Group’s net indebtedness by €434 million. The Shares Purchase Agreement included potential earn-out mechanisms. The sale was completed on 28 May 2019 after it received clearance from the German competition authority.

The impact on the consolidated net income was not significant.