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Acquisitions
 6 Months Ended
Jun. 30, 2013
Business Acquisition [Line Items]  
Business Combination Disclosure [Text Block]
4.
Acquisitions

The table below reflects the activity related to the acquisitions and dispositions of our animal hospitals and laboratories during the six months ended June 30, 2013 and 2012, respectively:

 
Six Months Ended
June 30,
Animal Hospitals:
2013
 
2012
Animal Hospital acquisitions, excluding Associate Veterinary Clinics (1981) LTD ("AVC")
6

 
14

Acquisitions, merged
(1
)
 
(3
)
AVC acquisition
—

 
44

Sold, closed or merged
(9
)
 
(4
)
Total
(4
)
 
51

 
 
 
 
Laboratories:
 
 
 
Acquisitions
1

 
—

Created
—

 
1

 
1

 
1



4.
Acquisitions, continued
Animal Hospital and Laboratory Acquisitions, excluding AVC
The following table summarizes the aggregate consideration for our independent animal hospitals, excluding AVC, and one laboratory acquired during the six months ended June 30, 2013 and 2012, respectively, and the preliminary allocation of the acquisition price (in thousands):

 
Six Months Ended
June 30,
 
2013
 
2012
Consideration:
 
 
 
  Cash
$
21,835

 
$
19,193

  Holdbacks
460

 
475

  Earnout contingent consideration
46

 
—

      Fair value of total consideration transferred
$
22,341

 
$
19,668

 
 
 
 
Allocation of the Purchase Price:
 
 
 
  Tangible assets
$
2,548

 
$
780

  Identifiable intangible assets
2,946

 
3,134

  Goodwill (1)
20,979

 
15,754

  Other liabilities assumed
(532
)
 
—

 
$
25,941

 
$
19,668

Noncontrolling interest
(3,600
)
 
—

Total
$
22,341

 
$
19,668


____________________________

(1)     We expect that $20.2 million and $11.8 million of the goodwill recorded for these acquisitions, as of June 30, 2013 and 2012, respectively, will be deductible for income tax purposes.

The allocation of the purchase price is preliminary, because certain items have not been completed or finalized, including but not limited to, the valuation of tangible and intangible assets.

In addition to the purchase price listed above, we made cash payments for real estate acquired in connection with our purchase of animal hospitals totaling $510,000 for the six months ended June 30, 2013. There were no cash payments made for real estate for the six months ended June 30, 2012.
2012 AVC Investment
On January 31, 2012, we increased our investment in AVC by approximately CDN $81 million (approximately US $81 million) becoming the sole non-veterinarian shareholder of AVC. At the time of the additional investment, AVC operated 44 animal hospitals in three Canadian provinces, offering services ranging from primary care, to specialty referral services and 24-hour emergency care. This investment and planned additional investments in AVC will facilitate our continued expansion in the Canadian market. At the time of the investment, AVC had annualized revenue of approximately CDN $95 million (approximately US $95 million). Our condensed, consolidated financial statements reflect the operating results of AVC since January 31, 2012.

4.
Acquisitions, continued

The following table summarizes the total investment and the final allocation of the investment in AVC (in thousands):
Consideration:
 
  Cash
$
48,819

  Cash paid to debt holders
25,915

      Fair value of total consideration transferred, net of cash acquired
$
74,734

 
 
Allocation of the Purchase Price:
 
  Tangible assets
$
11,694

  Identifiable intangible assets (1)
25,170

  Goodwill (2)
79,707

  Other liabilities assumed
(21,826
)
 
94,745

  Noncontrolling interest
(8,161
)
  Fair value of pre-existing investment in AVC
(11,850
)
      Total
$
74,734


____________________________

(1)     Identifiable intangible assets include customer relationships, trademarks and covenants-not-to-compete. The weighted-average amortization period for total identifiable intangible assets is approximately six years. This consists of amortization periods of five years for customer-related intangible assets, ten years for trademarks and three years for covenants-not-to-compete.

(2)     As of June 30, 2013, we expect that approximately $362,000 of the goodwill recorded for this acquisition will be deductible for income tax purposes.
AVC is reported within our Animal Hospital reportable segment.
2012 ThinkPets, Inc ("ThinkPets")
On February 1, 2012, we acquired a 100% interest in ThinkPets for $21 million, payable by delivery of 473,389 shares of VCA common stock and $10.5 million in cash. Subsequent to the acquisition, we merged the operations of ThinkPets with Vetstreet. Our condensed, consolidated financial statements reflect the operating results of ThinkPets since February 1, 2012 reported within our "All Other" category in our segment disclosures.
4.
Acquisitions, continued
The following table summarizes the total purchase price and the final allocation of the investment in ThinkPets (in thousands):
Consideration:
 
  Cash
$
7,468

  Issuance of common stock for acquisitions
10,500

  Holdback
1,050

      Fair value of total consideration transferred, net of cash acquired
$
19,018

 
 
Allocation of the Purchase Price:
 
  Tangible assets
$
2,093

  Identifiable intangible assets (1)
7,221

  Goodwill (2)
12,155

  Other liabilities assumed
(2,451
)
      Total
$
19,018


____________________________

(1)     Identifiable intangible assets include customer relationships, contracts and trademarks. The weighted average
amortization period for total identifiable intangible assets is approximately eight years. This consist of amortization periods of nine years for customer-related intangible assets, four years for technology contracts and two years for trademarks.

(2)     As of June 30, 2013, we expect that approximately $821,000 of the goodwill recorded for this acquisition will be deductible for income tax purposes.