Goodwill and Other Intangible Assets

9 Months Ended

Sep. 30, 2017

Goodwill and Intangible Assets Disclosure [Abstract]

GOODWILL AND OTHER INTANGIBLE ASSETS

Goodwill

Changes in the carrying amount of goodwill, by reportable segment, were as follows (in millions):



Reporting Segments:	December 31, 2016		Business divestitures			Re-class to assets held-for-sale			Currency translation adjustment		September 30, 2017
CHCA	$	1,810.6	$	—		$	—		$	2.9	$	1,813.5
CHCI	1,070.8		(4.1		)	—			122.3		1,189.0
RX	1,086.6		—			—			6.5		1,093.1
Other	81.4		—			(32.6		)	7.6		56.4
Total goodwill	$	4,049.4	$	(4.1	)	$	(32.6	)	$	139.3	$	4,152.0

As discussed in our Form 10-K for the year ended December 31, 2016, during the three months ended April 2, 2016 and October 1, 2016, we identified indicators of impairment for our Branded Consumer Healthcare - Rest of World ("BCH-ROW") reporting unit and recorded impairment charges of $130.5 million and $675.6 million, respectively. In addition, during the three months ended October 1, 2016, we identified impairment indicators in our Branded Consumer Healthcare - Belgium ("BCH-Belgium") reporting unit and recorded impairment charges of $62.3 million. The impairment charges for both reporting units were recorded within our CHCI segment.

Intangible Assets

Other intangible assets and related accumulated amortization consisted of the following (in millions):



	September 30, 2017				December 31, 2016
	Gross		Accumulated Amortization		Gross		Accumulated Amortization
Definite-lived intangibles:
Distribution and license agreements, supply agreements	$	310.2	$	157.5	$	305.6	$	120.4
Developed product technology, formulations, and product rights	1,355.4		568.8		1,418.1		526.0
Customer relationships and distribution networks	1,623.7		424.5		1,489.9		307.5
Trademarks, trade names, and brands	1,317.5		111.0		1,189.3		55.3
Non-compete agreements	14.7		12.3		14.3		11.2
Total definite-lived intangibles	$	4,621.5	$	1,274.1	$	4,417.2	$	1,020.4
Indefinite-lived intangibles:
Trademarks, trade names, and brands	$	52.0	$	—	$	50.5	$	—
In-process research and development	51.4		—		64.0		—
Total indefinite-lived intangibles	103.4		—		114.5		—
Total other intangible assets	$	4,724.9	$	1,274.1	$	4,531.7	$	1,020.4

Certain intangible assets are denominated in currencies other than the U.S. dollar; therefore, their gross and accumulated amortization balances are subject to foreign currency movements.

We recorded amortization expense of $88.5 million and $89.7 million for the three months ended September 30, 2017 and October 1, 2016, respectively, and $261.3 million and $263.9 million for the nine months ended September 30, 2017 and October 1, 2016, respectively.

We recorded an impairment charge within our RX segment of $12.7 million on certain In Process Research and Development ("IPR&D") assets during the nine months ended September 30, 2017 due to changes in the projected development and regulatory timelines for various projects. During the nine months ended September 30, 2017, we recorded a decrease in the contingent consideration liability associated with certain IPR&D assets in Other operating income on the Condensed Consolidated Statements of Operations (refer to Note 6).

During the three months ended July 1, 2017, we identified impairment indicators for our Lumara Health, Inc. ("Lumara") product assets. The primary impairment indicators included the decline in our 2017 performance expectations and a reduction in our long-range revenue growth forecast. The assessment utilized the multi-period excess earnings method to determine fair value and resulted in an impairment charge of $18.5 million in Impairment charges on the Condensed Consolidated Statements of Operations within our RX segment, which represented the difference between the carrying amount of the intangible assets and their estimated fair value.

As discussed in our Form 10-K for the year ended December 31, 2016, during the three months ended April 2, 2016, we identified indicators of impairment associated with certain indefinite-lived intangible assets acquired in conjunction with our acquisition of Omega Pharma Invest N.V. ("Omega") and recorded an impairment charge of $273.4 million. In addition, during the three months ended October 1, 2016, we identified indicators of impairment associated with certain indefinite-lived and definite-lived intangible brand category assets acquired in conjunction with the Omega acquisition. As a result of these additional indicators, we recorded impairment charges of $575.7 million on our indefinite-lived assets and $290.9 million on our definite-lived assets. The impairment charges for both the indefinite-lived assets and definite-lived assets were recorded within our CHCI segment.

In addition, due to reprioritization of certain brands in the CHCI segment and change in performance expectations for the cough/cold/allergy, anti-parasite, personal care, lifestyle, and natural health brands, we reclassified $364.5 million and $674.4 million of indefinite-lived assets to definite-lived assets with useful lives of 20 years, which we began amortizing during the second and third quarters of 2016, respectively.

- Definition

The entire disclosure for the aggregate amount of goodwill and a description of intangible assets, which may include (a) for amortizable intangible assets (also referred to as finite-lived intangible assets), the carrying amount, the amount of any significant residual value, and the weighted-average amortization period, (b) for intangible assets not subject to amortization (also referred to as indefinite-lived intangible assets), the carrying amount, and (c) the amount of research and development assets acquired and written off in the period, including the line item in the income statement in which the amounts written off are aggregated, if not readily apparent from the income statement. Also discloses (a) for amortizable intangibles assets in total and by major class, the gross carrying amount and accumulated amortization, the total amortization expense for the period, and the estimated aggregate amortization expense for each of the five succeeding fiscal years, (b) for intangible assets not subject to amortization the carrying amount in total and by major class, and (c) for goodwill, in total and for each reportable segment, the changes in the carrying amount of goodwill during the period (including the aggregate amount of goodwill acquired, the aggregate amount of impairment losses recognized, and the amount of goodwill included in the gain (loss) on disposal of a reporting unit). If any part of goodwill has not been allocated to a reportable segment, discloses the unallocated amount and the reasons for not allocating. For each impairment loss recognized related to an intangible asset (excluding goodwill), discloses: (a) a description of the impaired intangible asset and the facts and circumstances leading to the impairment, (b) the amount of the impairment loss and the method for determining fair value, (c) the caption in the income statement or the statement of activities in which the impairment loss is aggregated, and (d) the segment in which the impaired intangible asset is reported. For each goodwill impairment loss recognized, discloses: (a) a description of the facts and circumstances leading to the impairment, (b) the amount of the impairment loss and the method of determining the fair value of the associated reporting unit, and (c) if a recognized impairment loss is an estimate not finalized and the reasons why the estimate is not final. May also disclose the nature and amount of any significant adjustments made to a previous estimate of an impairment loss.

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