Acquisitions and Divestitures (Tables)

12 Months Ended

Dec. 31, 2016

Schedule of assets acquired and liabilities assumed

The below table indicates the purchase price allocationsfor acquisitions completed during the year ended June 28, 2014 (in millions):



	Elan* Restated		All Other ⁽¹⁾
Purchase price paid	$	9,451.9	$	71.0
Contingent consideration	—		0.8
Total purchase consideration	$	9,451.9	$	71.8
Assets acquired:
Cash and cash equivalents	$	1,807.3	$	—
Investment securities	100.0		—
Accounts receivable	40.6		—
Inventories	—		3.0
Prepaid expenses and other assets	38.1		—
Property and equipment	9.2		—
Tysabri^® royalty stream - at fair value	5,800.0		—
Goodwill	2,332.0		4.6
Definite-lived intangibles:
Distribution and license agreements, supply agreements	—		17.8
Customer relationships and distribution networks	—		9.8
Trademarks, trade names, and brands	—		34.8
Non-compete agreements	—		1.8
Total intangible assets	—		64.2
Other non-current assets	93.4		—
Total assets	10,220.6		71.8
Liabilities assumed:
Accounts payable	2.0		—
Accrued liabilities	115.5		—
Deferred tax liabilities	632.4		—
Other non-current liabilities	18.8		—
Total liabilities	768.7		—
Net assets acquired	$	9,451.9	$	71.8

* Includes opening balance sheet adjustments made as part of the restatement described in Note 1.


⁽¹⁾	Includes opening balance sheet of the Aspen and Fera (Methazolomide) product acquisitions.

The below table indicates the purchase price allocations for acquisitions completed during the six months ended December 31, 2015 (in millions):



	Entocort^®		Naturwohl		ScarAway^®		GSK Products		All Other⁽¹⁾
Purchase price paid	$	380.2	$	150.4	$	26.7	$	223.6	$	15.3
Contingent consideration	—		—		—		—		13.9
Total purchase consideration	$	380.2	$	150.4	$	26.7	$	223.6	$	29.2

Assets acquired:
Cash and cash equivalents	$	—	$	4.6	$	—	$	—	$	—
Accounts receivable	—		3.3		—		—		—
Inventories	0.2		1.5		1.0		—		—
Goodwill	—		61.0		3.5		32.6		—
Definite-lived intangibles:
Distribution and license agreements, supply agreements	—		21.4		—		—		—
Developed product technology, formulations, and product rights	380.0		—		0.5		—		—
Customer relationships and distribution networks	—		25.9		9.8		61.5		—
Trademarks, trade names, and brands	—		64.2		11.4		129.5		—
Non-compete agreements	—		0.3		0.5		—		—
Indefinite-lived intangibles:
In-process research and development	—		—		—		—		29.2
Total intangible assets	380.0		111.8		22.2		191.0		29.2
Total assets	380.2		182.2		26.7		223.6		29.2
Liabilities assumed:
Accounts payable	—		2.8		—		—		—
Accrued liabilities	—		1.6		—		—		—
Net deferred income tax liabilities	—		27.4		—		—		—
Total liabilities	—		31.8		—		—		—
Net assets acquired	$	380.2	$	150.4	$	26.7	$	223.6	$	29.2


⁽¹⁾	Consists of eight product development acquisitions in our CHCA, CHCI and RX segments.

The below table indicates the purchase price allocations for acquisitions completed during the year ended December 31, 2016 (in millions):



	Tretinoin Products		Development-Stage Rx Products		All Other⁽¹⁾
	Tretinoin Products		Development-Stage Rx Products		Restated
Purchase price paid	$	416.4	$	—	$	17.1
Contingent consideration	—		24.9		26.2
Total purchase consideration	$	416.4	$	24.9	$	43.3

Assets acquired:
Cash and cash equivalents	$	—	$	—	$	3.8
Accounts receivable	—		—		4.9
Inventories	1.4		—		7.1
Prepaid expenses and other current assets	—		—		0.1
Property, plant and equipment	—		—		1.2
Goodwill	1.7		—		—
Definite-lived intangibles:
Distribution and license agreements, supply agreements	—		—		1.8
Developed product technology, formulations, and product rights	411.0		—		18.0
Customer relationships and distribution networks	—		—		8.2
Non-compete agreements	2.3		—		—
Indefinite-lived intangibles:
In-process research and development	—		24.9		4.9
Total intangible assets	$	413.3	$	24.9	$	32.9
Total assets	$	416.4	$	24.9	$	50.0
Liabilities assumed:
Accounts payable	$	—	$	—	$	2.8
Accrued liabilities	—		—		0.1
Long-term debt	—		—		3.3
Net deferred income tax liabilities	—		—		0.5
Total liabilities	$	—	$	—	$	6.7
Net assets acquired	$	416.4	$	24.9	$	43.3


(1)	Consists of four product acquisitions in our CHCA, CHCI and RX segments

The below table indicates the purchase price allocation for acquisitions completed during the year ended June 27, 2015 (in millions):



	Gelcaps		Omega Restated*		Lumara
Total purchase consideration	$	37.9	$	2,983.2	$	83.0
Assets acquired:
Cash and cash equivalents	$	4.6	$	14.7	$	—
Accounts receivable	7.3		222.9		2.9
Inventories	7.2		277.0		1.5
Prepaid expenses and other current assets	2.1		51.2		0.4
Property and equipment	6.0		130.8		0.1
Goodwill	6.0		1,688.7		—
Definite-lived intangibles:
Developed product technology, formulations, and product rights	—		31.4		82.0
Customer relationships and distribution networks	6.6		1,056.3		—
Trademarks, trade names, and brands	—		287.5		—
Indefinite-lived intangibles:
Trademarks, trade names, and brands	4.4		2,003.8		—
Total intangible assets	11.0		3,379.0		82.0
Other non-current assets	0.4		2.4		—
Total assets	44.6		5,766.7		86.9
Liabilities assumed:
Accounts payable	3.3		225.0		—
Short-term debt	—		112.6		—
Accrued liabilities	1.6		49.3		3.9
Payroll and related taxes	—		51.3		—
Accrued customer programs	—		28.9		—
Long-term debt	—		1,471.0		—
Net deferred income tax liabilities	1.4		785.5		—
Other non-current liabilities	0.4		59.9		—
Total liabilities	6.7		2,783.5		3.9
Net assets acquired	$	37.9	$	2,983.2	$	83.0

* Includes opening balance sheet adjustments made as part of the restatement described in Note 1.

Fair value of consideration transferred in business acquisition

The acquisition was a cash and stock transaction as follows (in millions, except per share data):



Elan shares outstanding as of December 18, 2013	515.7
Exchange ratio per share	0.07636
Total Perrigo shares issued to Elan shareholders	39.4
Perrigo per share value at transaction close on December 18, 2013	$	155.34
Total value of Perrigo shares issued to Elan shareholders	$	6,117.2
Cash consideration paid at $6.25 per Elan share	3,223.2
Cash consideration paid for vested Elan stock options and share awards	111.5
Total consideration	$	9,451.9

The acquisition was a cash and stock transaction made up of the following consideration (in millions except per share data):



Perrigo ordinary shares issued	5.4
Perrigo per share price at transaction close on March 30, 2015	$	167.64
Total value of Perrigo ordinary shares issued	$	904.9
Cash consideration	2,078.3
Total consideration	$	2,983.2

Schedule of acquisition-related costs

The table below details these transaction costs and where they were recorded (in millions):



	Year Ended
Line item	June 28, 2014
Administration expense	$	108.9
Interest, net	10.0
Other expense, net	0.2
Loss on extinguishment of debt	165.8
Total acquisition-related costs	$	284.9

The table below details the acquisition costs, as well as losses on hedging activities associated with the acquisition purchase price, and where they were recorded (in millions):



	Year Ended
Line item	June 27, 2015
Administration	$	29.7
Interest expense, net	23.7
Other expense, net	324.0
Loss on extinguishment of debt	9.6
Total acquisition-related costs	$	387.0

Schedule of prior period adjustments

Consolidated Statement of Operations

(in millions, except per share amounts)



	Six Months Ended
	December 31, 2015
				Adjustments
	Previously Reported			Tysabri^®			Other				Restated
Net sales	$	2,769.5		$	(166.4	)	$	29.1		(b)	$	2,632.2
Cost of sales	1,661.4			(145.0		)	36.9			(b)	1,553.3
Gross profit (loss)	1,108.1			(21.4		)	(7.8		)		1,078.9

Operating expenses
Distribution	47.9			—			—				47.9
Research and development	88.2			—			—				88.2
Selling	325.9			—			—				325.9
Administration	309.1			—			(2.3		)		306.8
Impairment charges	215.6			—			—				215.6
Restructuring	26.9			—			—				26.9
Total operating expenses	1,013.6			—			(2.3		)		1,011.3

Operating income (loss)	94.5			(21.4		)	(5.5		)		67.6

Tysabri^® royalty stream - change in fair value	—			(57.3		)	—				(57.3		)
Interest expense, net	89.9			—			—				89.9
Other expense (income), net	26.9			0.9			(2.6		)		25.2
Loss on extinguishment of debt	0.9			—			—				0.9
Income (loss) before income taxes	(23.2		)	35.0			(2.9		)		8.9
Income tax expense (benefit)	(28.8		)	4.4			(9.2		)	(a)	(33.6		)
Net income	$	5.6		$	30.6		$	6.3			$	42.5

Income per share
Basic	$	0.04		$	0.21		$	0.04			$	0.29
Diluted	$	0.04		$	0.21		$	0.04			$	0.29

Weighted-average shares outstanding
Basic	145.6										145.6
Diluted	146.1										146.1

(a)

Adjustments primarily related to certain tax basis intangible assets that existed at the time of the acquisition of Omega on March 30, 2015, which reduced the deferred tax liabilities in acquired intangible assets and increased our valuation allowance resulting in a net change to our deferred taxes. The resulting balance sheet reclassification required a reduction of goodwill, offset by a corresponding reduction to net deferred taxes at the date of the Omega acquisition. The adjustment made at the date of the Omega acquisition also had an impact on previously reported goodwill impairment charges. ("BCH Deferred Tax Matters").

(b)

Adjustments primarily related to certain contracts related to a specific Belgium distributor that were consignment in nature due to an option for the distributor to return the product if it was not sold timely. The characterization of the contracts as consignment impacted the timing of revenue recognition in the Consolidated Statement of Operations and, due to the impact on factoring arrangements, required a reclassification between accounts receivable and current liabilities for the amounts factored for these contracts. (“BCH Belgium Distribution Contracts”)

Consolidated Statement of Operations

(in millions, except per share amounts)



	Year Ended
	June 27, 2015
			Adjustments
	Previously Reported		Tysabri^®			Other				Restated
Net sales	$	4,603.9	$	(338.5	)	$	(38.3	)	(b)	$	4,227.1
Cost of sales	2,891.4		(290.1		)	(18.4		)	(b)	2,582.9
Gross profit (loss)	1,712.5		(48.4		)	(19.9		)		1,644.2

Operating expenses
Distribution	67.7		—			—				67.7
Research and development	187.8		—			—				187.8
Selling	319.0		—			—				319.0
Administration	385.2		—			0.1				385.3
Impairment charges	—		—			6.8				6.8
Restructuring	5.1		—			—				5.1
Total operating expenses	964.8		—			6.9				971.7

Operating income (loss)	747.7		(48.4		)	(26.8		)		672.5

Tysabri^® royalty stream - change in fair value	—		(78.5		)	—				(78.5		)
Interest expense, net	146.0		—			—				146.0
Other expense (income), net	343.2		—			(9.0		)		334.2
Loss on extinguishment of debt	10.5		—			—				10.5
Income (loss) before income taxes	248.0		30.1			(17.8		)		260.3
Income tax expense	120.0		3.8			0.4				124.2
Net income (loss)	$	128.0	$	26.3		$	(18.2	)		$	136.1

Income per share
Basic	$	0.92	$	0.18		$	(0.13	)		$	0.97
Diluted	$	0.92	$	0.18		$	(0.13	)		$	0.97

Weighted-average shares outstanding
Basic	139.3									139.3
Diluted	139.8									139.8


(b)	Adjustments primarily related to BCH Belgium Distribution Contracts as described above.

Consolidated Statement of Operations

(in millions, except per share amounts)



	Year Ended
	June 28, 2014
			Adjustments
	Previously Reported		Tysabri^®			Other			Restated
Net sales	$	4,060.8	$	(146.7	)	$	—		$	3,914.1
Cost of sales	2,613.1		(152.8		)	1.7			2,462.0
Gross profit (loss)	1,447.7		6.1			(1.7		)	1,452.1

Operating expenses
Distribution	55.3		—			—			55.3
Research and development	158.5		—			(6.0		)	152.5
Selling	208.6		—			—			208.6
Administration	411.3		—			—			411.3
Impairment charges	—		—			6.0			6.0
Restructuring	47.0		—			—			47.0
Total operating expenses	880.7		—			—			880.7

Operating income (loss)	567.0		6.1			(1.7		)	571.4

Tysabri^® royalty stream - change in fair value	—		(26.6		)	—			(26.6		)
Interest expense, net	103.5		—			—			103.5
Other expense, net	25.1		—			—			25.1
Loss on extinguishment of debt	165.8		—			—			165.8
Income (loss) before income taxes	272.6		32.7			(1.7		)	303.6
Income tax expense (benefit)	67.3		4.1			(0.6		)	70.8
Net income (loss)	$	205.3	$	28.6		$	(1.1	)	$	232.8

Income per share
Basic	$	1.78	$	0.25		$	(0.01	)	$	2.02
Diluted	$	1.77	$	0.25		$	(0.01	)	$	2.01

Weighted-average shares outstanding
Basic	115.1								115.1
Diluted	115.6								115.6

Consolidated Balance Sheet

(in millions)



	December 31, 2015
				Adjustments
	Previously Reported			Tysabri^®			Other				Restated
Assets
Cash and cash equivalents	$	417.8		$	—		$	—			$	417.8
Accounts receivable, net of allowance for doubtful accounts of $4.5 million	1,193.1			—			(4.1		)	(b)	1,189.0
Inventories	844.4			—			54.3			(b)	898.7
Prepaid expenses and other current assets	289.1			—			(3.0		)		286.1
Total current assets	2,744.4			—			47.2				2,791.6
Property, plant and equipment, net	886.2			—			—				886.2
Tysabri^® royalty stream - at fair value	—			5,310.0			—				5,310.0
Goodwill and other indefinite-lived intangible assets	7,281.2			—			(212.2		)	(a)(b)	7,069.0
Other intangible assets, net	8,190.5			(5,212.2		)	(5.2		)		2,973.1
Non-current deferred income taxes	54.6			—			16.8			(a)(c)	71.4
Other non-current assets	237.0			—			11.3				248.3
Total non-current assets	16,649.5			97.8			(189.3		)		16,558.0
Total assets	$	19,393.9		$	97.8		$	(142.1	)		$	19,349.6
Liabilities and Shareholders’ Equity
Accounts payable	$	554.9		$	—		$	0.9		(b)	$	555.8
Payroll and related taxes	125.3			—			—				125.3
Accrued customer programs	398.0			—			(2.0		)	(b)	396.0
Accrued liabilities	308.4			—			43.5			(b)	351.9
Accrued income taxes	85.2			—			(22.5		)	(a)	62.7
Current indebtedness	1,018.3			—			42.2			(b)	1,060.5
Total current liabilities	2,490.1			—			62.1				2,552.2
Long-term debt, less current portion	4,971.6			—			—				4,971.6
Non-current deferred income taxes	1,563.7			12.2			(203.2		)	(a)(b)(c)	1,372.7
Other non-current liabilities	332.4			—			13.9			(a)	346.3
Total non-current liabilities	6,867.7			12.2			(189.3		)		6,690.6
Total liabilities	9,357.8			12.2			(127.2		)		9,242.8
Commitments and contingencies - Note 16
Shareholders’ equity
Controlling interest:
Preferred shares, $0.0001 par value, 10 million shares authorized	—			—			—				—
Ordinary shares, €0.001 par value, 10 billion shares authorized	8,144.6			—			(2.0		)		8,142.6
Accumulated other comprehensive (loss)	(15.5		)	—			0.2			(b)	(15.3		)
Retained earnings	1,907.6			85.6			(13.1		)		1,980.1
Total controlling interest	10,036.7			85.6			(14.9		)		10,107.4
Noncontrolling interest	(0.6		)	—			—				(0.6		)
Total shareholders’ equity	10,036.1			85.6			(14.9		)		10,106.8
Total liabilities and shareholders' equity	$	19,393.9		$	97.8		$	(142.1	)		$	19,349.6


(a)	Adjustments primarily related to the BCH Deferred Tax Matters as described above.(Goodwill and other indefinite-lived intangible assets: $(223.3) million, Non-current deferred income tax asset: $272.2 million, and Non-current deferred income tax liability $65.4 million)


(b)	Adjustments primarily related to BCH Belgium Distribution Contracts as described above. (Goodwill and other indefinite-lived intangible assets: $10.2 million and Non-current deferred income tax liabili: $8.7 million)


(c)	Adjustment related to income tax expense (benefit) for interim period tax accounting required under ASC 740, Accounting for Income Taxes. The balance of the adjustment to deferred taxes relates to jurisdictional netting.

Consolidated Balance Sheet

(in millions)



	June 27, 2015
			Adjustments
	Previously Reported		Tysabri^®			Other				Restated
Assets
Cash and cash equivalents	$	785.6	$	—		$	—			$	785.6
Accounts receivable, net of allowance for doubtful accounts of $2.6 million	1,282.1		—			(72.7		)	(b)(d)	1,209.4
Inventories	838.9		—			96.8			(b)	935.7
Current deferred income taxes	122.3		—			25.9			(c)	148.2
Prepaid expenses and other current assets	154.0		—			(3.9		)		150.1
Total current assets	3,182.9		—			46.1				3,229.0
Property, plant and equipment, net	932.4		—			—				932.4
Tysabri^® royalty stream - at fair value	—		5,420.0			—				5,420.0
Goodwill and other indefinite-lived intangible assets	7,235.0		—			(250.7		)	(a)(b)	6,984.3
Other intangible assets, net	8,105.6		(5,357.2		)	(5.6		)		2,742.8
Non-current deferred income taxes	39.6		—			10.5			(a)(c)	50.1
Other non-current assets	225.1		—			8.2				233.3
Total non-current assets	16,537.7		62.8			(237.6		)		16,362.9
Total assets	$	19,720.6	$	62.8		$	(191.5	)		$	19,591.9
Liabilities and Shareholders’ Equity
Accounts payable	$	747.5	$	—		$	(38.2	)	(b)(d)	$	709.3
Payroll and related taxes	133.9		—			—				133.9
Accrued customer programs	368.1		—			(9.6		)	(b)	358.5
Accrued liabilities	246.4		—			11.1			(b)	257.5
Accrued income taxes	52.6		—			3.7			(a)	56.3
Current deferred income taxes	80.6		—			(0.9		)		79.7
Current indebtedness	64.6		—			88.7			(b)	153.3
Total current liabilities	1,693.7		—			54.8				1,748.5
Long-term debt, less current portion	5,246.9		—			—				5,246.9
Non-current deferred income taxes	1,745.1		7.9			(238.7		)	(a)(b)(c)	1,514.3
Other non-current liabilities	372.1		—			10.6				382.7
Total non-current liabilities	7,364.1		7.9			(228.1		)		7,143.9
Total liabilities	9,057.8		7.9			(173.3		)		8,892.4
Commitments and contingencies - Note 16
Shareholders’ equity
Controlling interest:
Preferred shares, $0.0001 par value, 10 million shares authorized	—		—			—				—
Ordinary shares, €0.001 par value, 10 billion shares authorized	8,621.9		—			—				8,621.9
Accumulated other comprehensive income	102.4		—			1.1				103.5
Retained earnings	1,938.3		54.9			(19.3		)		1,973.9
Total controlling interest	10,662.6		54.9			(18.2		)		10,699.3
Noncontrolling interest	0.2		—			—				0.2
Total shareholders’ equity	10,662.8		54.9			(18.2		)		10,699.5
Total liabilities and shareholders' equity	$	19,720.6	$	62.8		$	(191.5	)		$	19,591.9


(a)	Adjustments primarily related to the BCH Deferred Tax Matters as described above. (Goodwill and other indefinite-lived intangible assets:$(262.3) million, Non-current deferred income tax asset: $268.9 million, and Non-current deferred tax liability $4.0 million)


(b)	Adjustments primarily related to BCH Belgium Distribution Contracts as described above. (Accounts receivable: $(39.5) million, Goodwill and other indefinite-lived intangible assets: $10.5 million, Accounts payable: $(1.0) million, and Non-current deferred income taxes: $(8.6) million)


(c)	Adjustment related to income tax expense (benefit) for interim period tax accounting required under ASC 740, Accounting for Income Taxes. The balance of the adjustment to deferred taxes relates to jurisdictional netting.


(d)	The balance of the adjustments in this category relate to other identified required corrections related to balance sheet reclassifications.

Consolidated Balance Sheet

(in millions)



	June 28, 2014
			Adjustments
	Previously Reported		Tysabri^®			Other			Restated
Assets
Cash and cash equivalents	$	799.5	$	—		$	—		$	799.5
Accounts receivable, net of allowance for doubtful accounts of $2.7 million	935.1		—			(3.6		)	931.5
Inventories	631.6		—			(1.7		)	629.9
Current deferred income taxes	62.8		—			—			62.8
Prepaid expenses and other current assets	121.9		—			—			121.9
Total current assets	2,550.9		—			(5.3		)	2,545.6
Property, plant and equipment, net	779.9		—			—			779.9
Tysabri^®royalty stream - at fair value	—		5,680.0			—			5,680.0
Goodwill and other indefinite-lived intangible assets	3,543.8		—			(1.1		)	3,542.7
Other intangible assets, net	6,787.0		(5,647.3		)	(11.0		)	1,128.7
Non-current deferred income taxes	23.6		—			—			23.6
Other non-current assets	167.6		—			11.0			178.6
Total non-current assets	11,301.9		32.7			(1.1		)	11,333.5
Total assets	$	13,852.8	$	32.7		$	(6.4	)	$	13,879.1
Liabilities and Shareholders’ Equity
Accounts payable	$	364.3	$	—		$	—		$	364.3
Payroll and related taxes	112.3		—			—			112.3
Accrued customer programs	256.5		—			—			256.5
Accrued liabilities	179.4		—			(5.3		)	174.1
Accrued income taxes	17.4		—			(0.6		)	16.8
Current deferred income taxes	1.1		—			—			1.1
Current indebtedness	143.7		—			—			143.7
Total current liabilities	1,074.7		—			(5.9		)	1,068.8
Long-term debt, less current portion	3,063.1		—			—			3,063.1
Non-current deferred income taxes	727.9		4.1			0.6			732.6
Other non-current liabilities	293.4		—			—			293.4
Total non-current liabilities	4,084.4		4.1			0.6			4,089.1
Total liabilities	5,159.1		4.1			(5.3		)	5,157.9
Commitments and contingencies - Note 16
Shareholders’ equity
Controlling interest:
Preferred shares, $0.0001 par value, 10 million shares authorized	—		—			—			—
Ordinary shares, €0.001 par value, 10 billion shares authorized	6,678.2		—			—			6,678.2
Accumulated other comprehensive income	139.6		—			—			139.6
Retained earnings	1,875.1		28.6			(1.1		)	1,902.6
Total controlling interest	8,692.9		28.6			(1.1		)	8,720.4
Noncontrolling interest	0.8		—			—			0.8
Total shareholders’ equity	8,693.7		28.6			(1.1		)	8,721.2
Total liabilities and shareholders' equity	$	13,852.8	$	32.7		$	(6.4	)	$	13,879.1

Consolidated Statement of Cash Flows

(in millions)



	Six Months Ended
	December 31, 2015
				Adjustments
	Previously Reported			Tysabri^®			Other				Restated
Cash Flows From (For) Operating Activities
Net income	$	5.6		$	30.6		$	6.3			$	42.5
Adjustments to derive cash flows
Loss on extinguishment of debt	0.9			—			—				0.9
Restructuring charges	26.9			—			—				26.9
Depreciation and amortization	328.0			(145.0		)	(0.6		)		182.4
Impairment charges	215.6			—			—				215.6
Tysabri^® royalty stream - change in fair value	—			(57.3		)	—				(57.3		)
Share-based compensation	24.8			—			(2.0		)		22.8
Deferred income taxes	(141.8		)	4.4			17.4			(a)(b)	(120.0		)
Amortization of financing fees and debt premium	—			—			(10.2		)		(10.2		)
Other non-cash adjustments	17.5			—			0.6				18.1
Subtotal	477.5			(167.3		)	11.5				321.7
Increase (decrease) in cash due to:
Accounts receivable	86.1			2.6			(36.2		)	(b)	52.5
Inventories	(70.0		)	—			40.4			(b)	(29.6		)
Accounts payable	(199.5		)	—			5.4			(b)	(194.1		)
Payroll and related taxes	(38.2		)	—			—				(38.2		)
Accrued customer programs	27.0			—			7.4			(b)	34.4
Accrued liabilities	75.6			—			32.5			(b)	108.1
Accrued income taxes	(30.5		)	—			(26.3		)	(a)	(56.8		)
Other	(4.8		)	—			7.7				2.9
Subtotal	(154.3		)	2.6			30.9				(120.8		)
Net cash from (for) operating activities	323.2			(164.7		)	42.4				200.9
Cash Flows From (For) Investing Activities
Proceeds from royalty rights	—			164.7			1.6				166.3
Acquisitions of businesses, net of cash acquired	(791.6		)	—			—				(791.6		)
Additions to property, plant and equipment	(77.8		)	—			—				(77.8		)
Other investing	(5.0		)	—			1.3				(3.7		)
Net cash from (for) investing activities	(874.4		)	164.7			1.6				(708.1		)
Cash Flows From (For) Financing Activities
Payments on long-term debt	(28.3		)	—			—				(28.3		)
Borrowings (repayments) of revolving credit agreements and other financing, net	762.0			—			(44.0		)	(b)	718.0
Deferred financing fees	(0.3		)	—			—				(0.3		)
Issuance of ordinary shares	4.9			—			—				4.9
Repurchase of ordinary shares	(500.0		)	—			—				(500.0		)
Cash dividends	(36.3		)	—			—				(36.3		)
Other financing	(8.4		)	—			—				(8.4		)
Net cash from (for) financing activities	193.6			—			(44.0		)		149.6
Effect of exchange rate changes on cash and cash equivalents	(10.2		)	—			—				(10.2		)
Net increase (decrease) in cash and cash equivalents	(367.8		)	—			—				(367.8		)
Cash and cash equivalents, beginning of period	785.6			—			—				785.6
Cash and cash equivalents, end of period	$	417.8		$	—		$	—			$	417.8


(a)	Adjustments primarily related to the BCH Deferred Tax Matters as described above.


(b)	Adjustments primarily related to BCH Belgium Distribution Contracts as described above.

Consolidated Statement of Cash Flows

(in millions)



	Year Ended
	June 27, 2015
				Adjustments
	Previously Reported			Tysabri^®			Other				Restated
Cash Flows From (For) Operating Activities
Net income	$	128.0		$	26.3		$	(18.2	)		$	136.1
Adjustments to derive cash flows
Loss on extinguishment of debt	10.5			—			—				10.5
Restructuring charges	5.1			—			—				5.1
Depreciation and amortization	548.8			(290.1		)	—				258.7
Tysabri^® royalty stream - change in fair value	—			(78.5		)	—				(78.5		)
Share-based compensation	31.6			—			—				31.6
Loss on acquisition-related foreign currency derivatives	326.4			—			—				326.4
Deferred income taxes	(16.4		)	3.8			(3.7		)	(a)	(16.3		)
Amortization of financing fees and debt discount	—			—			0.2				0.2
Other non-cash adjustments	17.0			—			(6.8		)		10.2
Subtotal	1,051.0			(338.5		)	(21.7		)		690.8
Increase (decrease) in cash due to:
Accounts receivable	(81.7		)	(4.3		)	34.9			(b)	(51.1		)
Inventories	10.7			—			(22.1		)	(b)	(11.4		)
Accounts payable	140.6			—			(20.1		)	(b)	120.5
Payroll and related taxes	(30.2		)	—			—				(30.2		)
Accrued customer programs	69.9			—			1.4			(b)	71.3
Accrued liabilities	37.3			—			5.5			(b)	42.8
Accrued income taxes	17.5			—			4.4				21.9
Other	(16.8		)	—			17.4				0.6
Subtotal	147.3			(4.3		)	21.4				164.4
Net cash from (for) operating activities	1,198.3			(342.8		)	(0.3		)		855.2
Cash Flows From (For) Investing Activities
Proceeds from royalty rights	—			342.8			1.8				344.6
Acquisitions of businesses, net of cash acquired	(2,177.8		)	—			—				(2,177.8		)
Asset acquisitions	(4.0		)	—			—				(4.0		)
Settlement of acquisition-related foreign currency derivatives	(329.9		)	—			—				(329.9		)
Additions to property, plant and equipment	(137.0		)	—			—				(137.0		)
Other investing	1.8			—			—				1.8
Net cash from (for) investing activities	(2,646.9		)	342.8			1.8				(2,302.3		)
Cash Flows From (For) Financing Activities
Issuances of long-term debt	2,504.3			—			—				2,504.3
Payments on long-term debt	(1,823.5		)	—			—				(1,823.5		)
Borrowings (repayments) of revolving credit agreements and other financing, net	(52.5		)	—			(1.5		)	(b)	(54.0		)
Deferred financing fees	(28.1		)	—			—				(28.1		)
Issuance of ordinary shares	1,043.4			—			0.1				1,043.5
Equity issuance costs	(35.7		)	—			—				(35.7		)
Cash dividends	(64.8		)	—			—				(64.8		)
Purchase of noncontrolling interest	—			—			—				—
Other financing	(19.2		)	—			(0.1		)		(19.3		)
Net cash from (for) financing activities	1,523.9			—			(1.5		)		1,522.4
Effect of exchange rate changes on cash and cash equivalents	(89.2		)	—			—				(89.2		)
Net increase (decrease) in cash and cash equivalents	(13.9		)	—			—				(13.9		)
Cash and cash equivalents, beginning of period	799.5			—			—				799.5
Cash and cash equivalents, end of period	$	785.6		$	—		$	—			$	785.6

(a) Adjustments primarily related to the BCH Deferred Tax Matters as described above.

(b) Adjustments primarily related to BCH Belgium Distribution Contracts as described above.

Consolidated Statement of Cash Flows

(in millions)



	Year Ended
	June 28, 2014
				Adjustments
	Previously Reported			Tysabri^®			Other			Restated
Cash Flows From (For) Operating Activities
Net income	$	205.3		$	28.6		$	(1.1	)	$	232.8
Adjustments to derive cash flows
Loss on extinguishment of debt	165.8			—			—			165.8
Restructuring charges	47.0			—			—			47.0
Depreciation and amortization	358.9			(152.8		)	—			206.1
Impairment charges	—			—			6.0			6.0
Tysabri^® royalty stream - change in fair value	—			(26.6		)	—			(26.6		)
Share-based compensation	24.6			—			—			24.6
Deferred income taxes	(53.8		)	4.1			—			(49.7		)
Amortization of financing fees and debt discount	—			—			2.0			2.0
Other non-cash adjustments	10.5			—			(6.0		)	4.5
Subtotal	758.3			(146.7		)	0.9			612.5
Increase (decrease) in cash due to:
Accounts receivable	(226.7		)	86.2			—			(140.5		)
Inventories	83.0			—			1.7			84.7
Accounts payable	(24.9		)	—			—			(24.9		)
Payroll and related taxes	(55.5		)	—			—			(55.5		)
Accrued customer programs	113.1			—			—			113.1
Accrued liabilities	23.0			—			—			23.0
Accrued income taxes	(10.7		)	—			(0.6		)	(11.3		)
Other	33.9			—			(2.0		)	31.9
Subtotal	(64.8		)	86.2			(0.9		)	20.5
Net cash from (for) operating activities	693.5			(60.5		)	—			633.0
Cash Flows From (For) Investing Activities
Proceeds from royalty rights	—			60.5			—			60.5
Acquisitions of businesses, net of cash acquired	(1,605.8		)	—			—			(1,605.8		)
Proceeds from sale of securities	81.4			—			—			81.4
Additions to property, plant and equipment	(171.6		)	—			—			(171.6		)
Other investing	(8.8		)	—			—			(8.8		)
Net cash from (for) investing activities	(1,704.8		)	60.5			—			(1,644.3		)
Cash Flows From (For) Financing Activities
Issuances of long-term debt	3,293.6			—			—			3,293.6
Payments on long-term debt	(2,035.0		)				—			(2,035.0		)
Borrowings (repayments) of revolving credit agreements and other financing, net	(3.0		)	—			—			(3.0		)
Deferred financing fees	(48.8		)	—			—			(48.8		)
Premium on early debt retirement	(133.5		)	—			—			(133.5		)
Issuance of ordinary shares	9.8			—			—			9.8
Cash dividends	(46.1		)	—			—			(46.1		)
Other financing	(9.0		)	—			—			(9.0		)
Net cash from (for) financing activities	1,028.0			—			—			1,028.0
Effect of exchange rate changes on cash and cash equivalents	2.9			—			—			2.9
Net increase (decrease) in cash and cash equivalents	19.6			—			—			19.6
Cash and cash equivalents, beginning of period	779.9			—			—			779.9
Cash and cash equivalents, end of period	$	799.5		$	—		$	—		$	799.5



	June 27, 2015		Measurement Period Adjustments			December 31, 2015
	June 27, 2015		Measurement Period Adjustments			December 31, 2015
	Restated		Restated			Restated
Accounts receivable	$	227.4	$	(4.5	)	$	222.9
Inventories	$	288.9	$	(11.9	)	$	277.0
Property and equipment	$	121.2	$	9.6		$	130.8
Goodwill	$	1,269.6	$	419.1		$	1,688.7
Intangible assets:
Developed product technology, formulations, and product rights	$	36.9	$	(5.5	)	$	31.4
Customer relationships and distribution networks	$	1,342.7	$	(286.4	)	$	1,056.3
Definite-lived trademarks, trade names, and brands	$	282.0	$	5.5		$	287.5
Indefinite-lived trademarks, trade names, and brands	$	2,145.2	$	(141.4	)	$	2,003.8
Total intangible assets	$	3,806.8	$	(427.8	)	$	3,379.0
Accrued liabilities	$	50.0	$	(0.7	)	$	49.3
Net deferred income tax liabilities	$	771.1	$	14.4		$	785.5
Other non-current liabilities	$	88.9	$	(29.0	)	$	59.9

Schedule of allocation by segment

The following table reflects the allocation by reportable segment (in millions):



Segment	Goodwill* Restated
CHCA	$	1,287.4
RX	845.1
Specialty Sciences	199.5
Total	$	2,332.0

* Includes opening balance sheet adjustment made as part of the restatement described in Note 1.

Pro forma information

The following unaudited pro forma information gives effect to the Tretinoin Products, Entocort^®, Naturwohl, GSK Products, ScarAway^®, Omega, Gelcaps, Lumara acquisitions, as well as four small product acquisitions, as if the acquisitions had occurred on the first day of the year ended June 27, 2015 and had been included in our Results of Operations for all periods presented thereafter (in millions):



	Year Ended			Six Months Ended		Year Ended
	December 31, 2016			December 31, 2015		June 27, 2015
(Unaudited)	December 31, 2016			Restated		Restated
Net sales	$	5,288.6		$	2,748.8	$	5,682.5
Net income (loss)	$	(4,011.0	)	$	81.0	$	250.2