Business Combination (Tables)

12 Months Ended

Dec. 31, 2015

Summary of the components of the estimated purchase price

The following table summarizes the components of the total purchase price paid for CBR, as adjusted for the final net working capital, indebtedness and other adjustments (in thousands):



		Total Acquisition
		Date Fair Value
Cash consideration	$	700,000
Estimated working capital, indebtedness and other adjustments		(17,837)
Purchase price paid at closing		682,163
Cash paid on finalization of the net working capital, indebtedness and other adjustments		193
Total purchase price	$	682,356

Summary of estimated fair values of the assets acquired and liabilities assumed related to the business combination

The following table summarizes the preliminary fair values assigned to the CBR assets acquired and liabilities assumed by us along with the resulting goodwill at the CBR Acquisition Date (in thousands):


	Total Acquisition
	Date Fair Value
Accounts receivable	$	8,660
Inventories		3,825
Prepaid and other current assets		8,360
Restricted cash - short-term		30,752
Property, plant and equipment		29,401
Customer relationships		297,000
Trade name and trademarks		65,000
Favorable lease asset		358
Deferred income tax assets		5,155
Other long-term assets		198
Accounts payable		(2,853)
Accrued expenses		(13,798)
Deferred revenues - short-term		(3,100)
Payable to former CBR shareholders		(37,947)
Deferred income tax liabilities		(149,530)
Other long-term liabilities		(200)
Total estimated identifiable net assets	$	241,281
Goodwill		441,075
Total	$	682,356

Pro forma consolidated financial information

The following table presents the unaudited pro forma consolidated results (in thousands):


	Years Ended December 31,
	2015		2014		2013
Pro forma combined revenues	$	490,451	$	364,447	$	179,561
Pro forma combined net income (loss)	$	28,217	$	(57,739)	$	463,522

Lumara Health

Summary of the components of the estimated purchase price

The following table summarizes the components of the total purchase price paid for Lumara Health, as adjusted for the final net working capital and other adjustments (in thousands):


	Total Acquisition
	Date Fair Value
Cash consideration	$	600,000
Fair value of AMAG common stock issued		111,964
Fair value of contingent milestone payments		205,000
Estimated working capital and other adjustments		821
Purchase price paid at closing		917,785
Less:
Cash received on finalization of the net working capital and other adjustments		(562)
Cash acquired from Lumara Health		(5,219)
Total purchase price	$	912,004

Summary of estimated fair values of the assets acquired and liabilities assumed related to the business combination

The following table summarizes the fair values assigned to assets acquired and liabilities assumed by us along with the resulting goodwill at the Lumara Health Acquisition Date, as adjusted for certain measurement period adjustments for Lumara Health recorded during 2015 (in thousands):


	Total Acquisition
	Date Fair Value
Accounts receivable	$	36,852
Inventories		30,300
Prepaid and other current assets		3,322
Deferred income tax assets		102,355
Property and equipment		60
Makena Base Technology		797,100
IPR&D		79,100
Restricted cash - long term		1,997
Other long-term assets		3,412
Accounts payable		(3,807)
Accrued expenses		(36,561)
Deferred income tax liabilities		(295,676)
Other long-term liabilities		(4,563)
Total estimated identifiable net assets	$	713,891
Goodwill		198,113
Total	$	912,004

MuGard

Summary of the components of the estimated purchase price

The following table summarizes the total consideration for the MuGard Rights (in thousands):


	Total Acquisition
	Date Fair Value
Cash	$	3,434
Acquisition-related contingent consideration		13,700
Total consideration	$	17,134

Summary of estimated fair values of the assets acquired and liabilities assumed related to the business combination

The following table summarizes the fair values of the assets acquired related to the business combination as of the MuGard License Date (in thousands):


	Total Acquisition
	Date Fair Value
MuGard intangible asset	$	16,893
Inventory		241
Total identifiable assets acquired	$	17,134