Acquisitions of Businesses (Tables)

9 Months Ended

Sep. 30, 2016

Revenues and losses contributed by acquisitions

Since the dates of their respective acquisitions, net sales contributed by the OMG Malaysia, Alent, OMG and Arysta Acquisitions for the three and nine months ended September 30, 2016 and 2015 were as follows:



	Three Months Ended September 30,				Nine Months Ended September 30,
(amounts in millions)	2016		2015		2016		2015
OMG Malaysia	$	8.5	$	—	$	21.4	$	—
Alent	243.9		—		693.0		—
OMG	27.8		—		80.9		—
Arysta	363.7		318.2		1,013.4		837.6
Total	$	643.9	$	318.2	$	1,808.7	$	837.6

Net income (loss) generated by the OMG Malaysia, Alent, OMG and Arysta Acquisitions, excluding corporate allocations, for the three and nine months ended September 30, 2016 and 2015 was as follows:



	Three Months Ended September 30,						Nine Months Ended September 30,
(amounts in millions)	2016			2015			2016			2015
OMG Malaysia	$	1.2		$	—		$	2.3		$	—
Alent	23.7			—			38.8			—
OMG	4.2			—			4.5			—
Arysta	(8.9		)	(34.8		)	(174.1		)	(100.6		)
Total	$	20.2		$	(34.8	)	$	(128.5	)	$	(100.6	)

Purchase price allocation

The following table summarizes the consideration transferred and transaction costs incurred to acquire OMG Malaysia, Alent and the OMG Businesses, as well as the applicable amounts of identified assets acquired and liabilities assumed at the applicable acquisition date:



(amounts in millions)	OMG Malaysia			Alent			OMG
Consideration
Cash, net	$	(1.3	)	$	1,507.0		$	239.1
Equity instruments	—			231.4			—
Note receivable settlement	125.0			—			—
Total consideration	$	123.7		$	1,738.4		$	239.1

Acquisition costs	$	0.5		$	29.2		$	7.4

Identifiable assets acquired and liabilities assumed
Accounts receivable	$	4.3		$	177.4		$	33.1
- less uncollectible	—			(1.8		)	(1.6		)
Accounts receivable - fair value	4.3			175.6			31.5
Inventories	6.4			116.1			13.2
Other current assets	0.2			29.3			1.6
Property, plant and equipment	4.7			192.2			35.1
Identifiable intangible assets	38.3			682.9			77.9
Other assets	—			38.3			0.2
Current liabilities	(3.5		)	(181.8		)	(21.5		)
Non-current deferred tax liability	(10.0		)	(139.6		)	(13.6		)
Other long term liabilities	—			(345.2		)	(2.9		)
Total identifiable net assets	40.4			567.8			121.5
Goodwill	83.3			1,170.6			117.6
Total purchase price	$	123.7		$	1,738.4		$	239.1

Identifiable intangible assets recorded in conjunction with acquisitions (finite-lived)

Identifiable intangible assets recorded in conjunction with the OMG Malaysia, Alent and OMG Acquisitions were as follows:



	OMG Malaysia			Alent				OMG			Total
(amounts in millions)	Fair Value		Weighted average useful life (years)	Fair Value			Weighted average useful life (years)	Fair Value		Weighted average useful life (years)	Fair Value		Weighted average useful life (years)
Customer lists	$	35.0	25.0	$	391.4		14.7	$	49.0	24.3	$	475.4	16.5
Developed technology	3.3		5.0	203.3			10.0	28.0		10.0	234.6		9.9
Tradenames	—		—	85.8		⁽¹⁾	20.0	0.9		10.0	86.7		18.3
In process - R&D	—		—	2.4		⁽²⁾	—	—		—	2.4		—
Total	$	38.3	23.3	$	682.9		13.2	$	77.9	19.0	$	799.1	14.3

⁽¹⁾ Includes $81.4 million of indefinite-lived tradenames which have been excluded from the calculation of weighted average useful life.

⁽²⁾Excluded from the calculation of weighted average useful life.

Identifiable intangible assets recorded in conjunction with acquisitions (indefinite-lived)

Identifiable intangible assets recorded in conjunction with the OMG Malaysia, Alent and OMG Acquisitions were as follows:



	OMG Malaysia			Alent				OMG			Total
(amounts in millions)	Fair Value		Weighted average useful life (years)	Fair Value			Weighted average useful life (years)	Fair Value		Weighted average useful life (years)	Fair Value		Weighted average useful life (years)
Customer lists	$	35.0	25.0	$	391.4		14.7	$	49.0	24.3	$	475.4	16.5
Developed technology	3.3		5.0	203.3			10.0	28.0		10.0	234.6		9.9
Tradenames	—		—	85.8		⁽¹⁾	20.0	0.9		10.0	86.7		18.3
In process - R&D	—		—	2.4		⁽²⁾	—	—		—	2.4		—
Total	$	38.3	23.3	$	682.9		13.2	$	77.9	19.0	$	799.1	14.3

⁽¹⁾ Includes $81.4 million of indefinite-lived tradenames which have been excluded from the calculation of weighted average useful life.

⁽²⁾Excluded from the calculation of weighted average useful life.

Pro forma revenue and earnings

The following unaudited pro forma summary presents consolidated information of the Company for the three and nine months ended September 30, 2016 and 2015 as if the OMG Malaysia, Alent and OMG Acquisitions had each occurred on January 1, 2015, and as if the Arysta Acquisition had occurred on January 1, 2014:



	Three Months Ended September 30,					Nine Months Ended September 30,
(amounts in millions)	2016		2015			2016			2015
Pro forma revenue	$	890.5	$	865.5		$	2,638.8		$	2,713.9
Pro forma net income (loss) attributable to stockholders	105.5		(151.8		)	(21.8		)	(198.5		)