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Spinoff of Health Care Business and Related Costs (Notes) (Health Care Spin-off [Member])
12 Months Ended
Dec. 31, 2014
Health Care Spin-off [Member]
 
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]  
Spin-Off of Health Care Business and Related Costs [Text Block]
Spin-Off of Health Care Business and Related Costs
On October 31, 2014, we completed the spin-off of our health care business, and each of our shareholders of record as of the close of business on October 23, 2014 (the "Record Date") received one share of Halyard common stock for every 8 shares of our common stock held as of the Record Date. The distribution was structured to be tax free to our U.S. shareholders for U.S. federal income tax purposes. After the distribution, we do not beneficially own any shares of Halyard common stock.
Summary results of operations for the spun-off health care business included in net income from discontinued operations, net of income taxes, were as follows:
 
 
Year Ended December 31
 
 
2014
 
2013
 
2012
Net sales
 
$
1,320

 
$
1,591

 
$
1,596

Income before income taxes
 
130

 
304

 
310

Provision for income taxes
 
(80
)
 
(101
)
 
(109
)
Net income
 
50

 
203

 
201


The results of the health care discontinued operations exclude certain corporate costs which were allocated to the health care segment historically and we expect to continue to incur these costs after the spin-off. These include costs related to supply chain, finance, legal, information technology, human resources, compliance, shared services, insurance, employee benefits and incentives, and stock-based compensation. On a pre-tax basis, through the date of the spin-off, these costs were $70 for the ten months ended October 31, 2014, and $85 in each of the years ended December 31, 2013 and 2012.
To evaluate, plan and execute the spin-off, we incurred $157 of pre-tax charges ($138 after tax) in transaction and related costs, including the exit of one of Halyard's health care glove manufacturing facilities in Thailand and outsourcing of the related production. These charges and the related tax impact are recorded in Income from discontinued operations, net of income taxes.
In connection with the spin-off, we transferred the following assets and liabilities to Halyard:
Assets
 
 
Cash
 
$
120

Accounts receivable, net
 
37

Inventories
 
289

Property, plant and equipment, net
 
271

Goodwill
 
1,429

Other intangible assets
 
114

Other assets
 
66

Total Assets
 
$
2,326

 
 
 
Liabilities
 
 
Accrued expenses
 
$
127

Debt
 
636

Deferred income taxes
 
60

Other liabilities
 
7

Total Liabilities
 
$
830

 
 
 
Net Assets Transferred in the Spin-Off
 
$
1,496


In order to implement the spin-off, we entered into certain agreements with Halyard to effect our legal and structural separation; govern the relationship between us; and allocate various assets, liabilities and obligations between us, including, among other things, employee benefits, intellectual property and tax-related assets and liabilities. We also entered into a transition services agreement with Halyard, whereby we will provide certain administrative and other services for a limited time, a tax matters agreement, an employee matters agreement, intellectual property agreements, manufacturing and supply agreements, distribution agreements and non-competition agreements.