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Business Combination | 12 Months Ended
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Dec. 31, 2024
Business Combination [Abstract] |
Business combination |
| 11. | Business combination
On January 18, 2022, the Company entered into an agreement to acquire 100% of Jafra in Mexico and the United States, along with its “Jafra” trademarks. Jafra is a leading global brand in direct sales in the Beauty and Personal Care (B&PC) industry with a strong presence in Mexico and the United States with independent leaders and consultants who sell unique products. In addition to entering the beauty and personal care industry, the Jafra acquisition provides a unique opportunity for the Company to expand its geographic presence into the United States, enhancing its international focus on the North American. On March 24, 2022, the Federal Economic Competition Commission (“COFECE”) approved the transaction, which was concluded on April 7, 2022. The Jafra acquisition led the Group to enter in the Beauty and Personal Care (B&PC) industry market. The assets and liabilities to date are as follows:
Assets and liabilities to fair value |  | Note |  |  |  |
Current assets and others non-current assets |  |  |  |  |  | Ps. | 2,885,952 |
Property, plant and equipment, net |  |  | 10 |  |  |  | 1,957,784 |
Intangible assets |  |  | 13 |  |  |  | 1,394,424 |
Current liabilities and non-current liabilities |  |  |  |  |  |  | (1,630,260 | )
Deferred income tax |  |  |  |  |  |  | (813,661 | )
Total identifiable assets acquired, and liabilities assumed |  |  |  |  |  |  | 3,794,239 |
Goodwill |  |  | 12 |  |  |  | 1,250,132 |
Total assets acquired, net |  |  |  |  |  | Ps. | 5,044,371 |
Goodwill is attributable to the profitability of the acquired business. It will not be deductible for tax purposes. Current assets and other non-current assets include accounts receivable with a contractual value of Ps.736,063 and an expected loss estimate of Ps.243,954; therefore, the fair value of accounts receivable is Ps.492,109. The funds necessary to pay the purchase price under the Jafra Acquisition were obtained from a long-term bank loan “Syndicated Loan” of Ps.4,498,695, (see note 16), plus the available cash of Betterware in dollars of US$30,000. The total cash paid in pesos for the Jafra Acquisition was Ps.5,044,371.
Net cash outflow arising on acquisition: |  |  |  |
Cash out |  | Ps. | 5,044,371 |
Less cash and cash equivalent balances acquired from Jafra |  |  | (345,908 | )
Net cash used (investing activities) |  | Ps. | 4,698,463 |
The revenues contributed by Jafra included in the consolidated statement of profit or loss from the effective acquisition date to December 31, 2022, were Ps.5,164,205 and net income of Ps.493,062. If the acquisition had been made on January 1, 2022, the net revenues in the consolidated statement of income for the year ended December 31, 2022, would have been Ps.13,377,529 and net income of Ps.1,097,092. At the acquisition completion date, no contingent liabilities arose that needed to be recorded, nor were there any contingent consideration agreements. Additionally, acquisition costs were not significant.

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