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Acquisitions
12 Months Ended
Dec. 31, 2019
Business Combinations [Abstract]  
Acquisitions Acquisitions

Operating results of acquisitions are included in the Company’s financial statements from the date of acquisition and were not significant for the year ended December 31, 2019. Goodwill allocated in connection with the acquisitions is primarily attributable to synergies expected to arise after the Company’s acquisition of the businesses.

Fiscal year 2019 acquisitions

During the year ended December 31, 2019, the Company acquired Neovia SAS (“Neovia”), Florida Chemical Company (“FCC”), The Ziegler Group (“Ziegler”), and the remaining 50% interest in Gleadell Agriculture Ltd (“Gleadell”), for an aggregate consideration of $2.0 billion in cash. The aggregate consideration of these acquisitions, net of $95 million in cash acquired, plus the $15 million acquisition-date value of the Company’s previously held equity interest in Gleadell, were allocated as follows, subject to final adjustments related to Neovia:

(In millions)
Neovia
FCC
Ziegler
Gleadell
Total
Working capital
$
108

$
31

$
18

$
(6
)
$
151

Property, plant, and equipment
384

17

3

13

417

Goodwill
773

94

23

10

900

Other intangible assets
669

29

35


733

Other long-term assets
83



9

92

Long-term liabilities
(325
)
(1
)
(10
)
(11
)
(347
)
Aggregate cash consideration, net of cash acquired, plus acquisition-date fair value of previously held equity interest
$
1,692

$
170

$
69

$
15

$
1,946



Of the $900 million allocated to goodwill, $94 million is expected to be deductible for tax purposes.

The Company recognized pre-tax gains of $4 million on the Gleadell transaction, representing the difference between the carrying value and acquisition-date fair value of the Company’s previously held equity interest. The acquisition-date fair value was determined based on a discounted cash flow analysis using market participant assumptions (a Level 3 measurement under applicable accounting standards).





The following table sets forth the fair values and the useful lives of the other intangible assets acquired.
 
Useful Lives
Neovia
FCC
Ziegler
Total
 
(In years)
(In millions)
Intangible assets with indefinite lives:
 
 
 
 
 
 
 
Trademarks/brands
 
 
 
$
194

$

$

$
194

 
 
 
 
 
 
 
 
Intangible assets with finite lives:
 
 
 
 
 
 
 
Trademarks/brands
5
to
15
12


4

16

Customer lists
10
to
20
304

15

5

324

Other intellectual property
6
to
10
159

14

26

199

Total other intangible assets acquired
 
 
 
$
669

$
29

$
35

$
733



The Neovia, FCC, and Ziegler acquisitions are in line with the Company’s strategy to become one of the world’s leading nutrition companies. The post-acquisition financial results of these acquisitions are reported in the Nutrition segment.

Fiscal year 2018 acquisitions

During the year ended December 31, 2018, the Company acquired Probiotics International Limited (also known as Protexin), a British-based provider of probiotic supplements for human, pet, and production-animal uses, Rodelle Inc., a premium originator, processor and supplier of vanilla products, and certain soybean origination, crushing, refining, and bottling assets of Brazil-based Algar Agro, for an aggregate consideration of $506 million in cash. The aggregate consideration of these acquisitions, net of $42 million in cash acquired, was allocated as follows:

 
(In millions)
Working capital
$
30

Property, plant, and equipment
133

Goodwill
187

Other intangible assets
132

Other long-term assets
6

Deferred tax liabilities
(15
)
Noncontrolling interest
(9
)
Aggregate cash consideration, net of cash acquired
$
464



The acquisitions of Protexin and Rodelle Inc. expand the Company's wide portfolio of health and wellness offerings for both human and animal nutrition consumers.

Fiscal year 2017 acquisitions

During the year ended December 31, 2017, the Company acquired Crosswind Industries, Inc., an industry leader in the manufacture of contract and private label treats and foods, as well as specialty ingredients, Chamtor SA, a French producer of wheat-based sweeteners and starches, a 51% controlling interest in Industries Centers, an Israeli company specializing in the import and distribution of agricultural feed products, and an 89% controlling interest in Biopolis SL, a leading provider of microbial technology with a strong portfolio of novel food ingredients, for an aggregate consideration of $194 million in cash.