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Summary of Significant Accounting Policies Summary of Signigicant Accounting Policies (Policies) (Policies)
12 Months Ended
Dec. 31, 2013
Property, Plant and Equipment [Abstract]  
Goodwill and Intangible Assets, Intangible Assets, Policy [Policy Text Block]



2.
Summary of Significant Accounting Policies, continued

k.    Other Intangible Assets

In addition to goodwill, we have amortizable intangible assets at December 31, 2013 and 2012, as follows (in thousands):


 
 
2013
 
2012
 
 
Gross
Carrying
Amount
 
Accumulated
Amortization
 
Net
Carrying
Amount
 
Gross
Carrying
Amount
 
Accumulated
Amortization
 
Net
Carrying
Amount
Non-contractual customer relationships
 
$
109,842

 
$
(41,895
)
 
$
67,947

 
$
110,404

 
$
(36,605
)
 
$
73,799

Covenants not-to-compete
 
8,843

 
(4,661
)
 
4,182

 
12,707

 
(7,357
)
 
5,350

Favorable lease asset
 
7,458

 
(4,373
)
 
3,085

 
7,228

 
(3,866
)
 
3,362

Technology
 
5,240

 
(3,015
)
 
2,225

 
6,588

 
(4,179
)
 
2,409

Trademarks
 
13,115

 
(4,194
)
 
8,921

 
12,494

 
(3,001
)
 
9,493

Contracts
 
608

 
(305
)
 
303

 
956

 
(570
)
 
386

Client lists
 
50

 
(42
)
 
8

 
50

 
(26
)
 
24

Total
 
$
145,156

 
$
(58,485
)
 
$
86,671

 
$
150,427

 
$
(55,604
)
 
$
94,823



The recoverability of the carrying values of all intangible assets with finite lives is re-evaluated when events or changes in circumstances indicate an asset's value may be impaired. We perform a quarterly review of identified intangible assets to determine if facts and circumstances indicate that the useful life is shorter than we had originally estimated or that the carrying amount of assets may not be recoverable. If such facts and circumstances exist, we assess recoverability by comparing the projected undiscounted net cash flows associated with the related asset or group of assets over their remaining lives against their respective carrying amounts. Impairments, if any, are based on the excess of the carrying amount over the fair value of those assets. If the useful life is shorter than originally estimated, we accelerate the rate of amortization and amortize the remaining carrying value over the new shorter useful life.

Our October 31, 2012 impairment test indicated that we had a $22.9 million intangible asset impairment related to non-contractual customer relationships, technology, trademarks and contracts related to Vetstreet. Our determination in 2012 that the fair value of the intangible assets was less than carrying value was based upon changes in our estimate of forecasted cash flows related to changes in both our overall business strategy and the overall competitive environment as mentioned above. The fair values of the impaired intangibles were calculated utilizing valuation methods consisting primarily of discounted cash flow techniques, and market comparables, where applicable. The impairment is included under the caption "Impairment of goodwill and other long-lived assets" in our consolidated income statement.
 
Amortization is recognized on the straight-line method over the following estimated useful lives:

Non-contractual hospital customer relationships
  
5 years
Non-contractual laboratory customer relationships
  
20 to 25 years
All other non-contractual customer relationships
  
3 to 10 years
Covenants not-to-compete
  
2 to 25 years
Favorable lease asset
  
1 to 18 years
Technology
  
5 to 7 years
Trademarks
  
2 to 10 years
Contracts
  
6 years
Client lists
  
3 years



2.
Summary of Significant Accounting Policies, continued

The following table summarizes our aggregate amortization expense related to other intangible assets (in thousands):

 
 
For the Years Ended December 31,
 
 
2013
 
2012
 
2011
Aggregate amortization expense
 
$
20,934

 
$
22,731

 
$
13,391


 

The estimated amortization expense related to intangible assets for each of the five succeeding years and thereafter at December 31, 2013 is as follows (in thousands):


2014
$
21,342

2015
18,999

2016
15,689

2017
9,321

2018
5,649

Thereafter
15,671

 
 
Total
$
86,671

 
 
Income Tax, Policy [Policy Text Block]
.    Income Taxes

We account for income taxes under the FASB’s accounting guidance on income taxes. In accordance with the guidance, we record deferred tax liabilities and deferred tax assets, which represent taxes to be recovered or settled in the future. We adjust our deferred tax assets and deferred tax liabilities to reflect changes in tax rates or other statutory tax provisions. We make judgments in assessing our ability to realize future benefits from our deferred tax assets, which include operating and capital loss carryforwards. As such, we have a valuation allowance to reduce our deferred tax assets for the portion we believe will not be realized. Changes in tax rates or other statutory provisions are recognized in the period the change occurs. We also assess differences between our probable tax bases and the as-filed tax bases of certain assets and liabilities.

We account for unrecognized tax benefits also in accordance with the FASB’s accounting guidance on income taxes which prescribe a minimum probability threshold that a tax position must meet before a financial statement benefit is recognized. The minimum threshold is defined as a tax position that is more likely than not to be sustained upon examination by the applicable taxing authority, including resolution of any related appeals or litigation, based solely on the technical merits of the position. The tax benefit to be recognized is measured as the largest amount of benefit that is greater than 50% likely of being realized upon ultimate settlement. We did not have any unrecognized tax benefits at December 31, 2013 and 2012.
Receivables, Policy [Policy Text Block]
.    Notes Receivable

Notes receivable are financial instruments issued in the normal course of business and are not market traded. The amounts recorded approximate fair value and are shown net of valuation allowances. There were no valuation allowances recorded as of December 31, 2013 and December 31, 2012. The notes bear interest at rates varying from 2.6% to 8.0% per annum.
Deferred Charges, Policy [Policy Text Block]
.    Deferred Financing Costs

Deferred financing costs are amortized using the effective interest method over the life of the related debt. Accumulated amortization of deferred financing costs was $1.2 million and $1.3 million at December 31, 2013 and 2012, respectively.
Fair Value of Financial Instruments and Concentration of Risk [Policy Text Block]
2.
Summary of Significant Accounting Policies, continued

o.    Fair Value of Financial Instruments and Concentration of Risk

The carrying amount reported in our consolidated balance sheets for cash, cash equivalents, trade accounts receivable, accounts payable and accrued liabilities approximates fair value because of the immediate or short-term maturity of these financial instruments. Our policy is to place our cash and cash equivalents in highly-rated financial instruments and institutions,which we believe mitigates our credit risk. Concentration of credit risk with respect to accounts receivable is limited due to the diversity of our customer base. We routinely review the collection of our accounts receivable and maintain an allowance for potential credit losses, but historically have not experienced any significant losses related to an individual customer or groups of customers in a geographic area.

 Our operations depend, in some cases, on the ability of single source suppliers or a limited number of suppliers, to deliver products and supplies on a timely basis. We have in the past experienced, and may in the future experience, shortages of or difficulties in acquiring products and supplies in the quantities and of the quality needed. Shortages in the availability of products and supplies for an extended period of time could have a negative impact on our operating results.
Advertising Costs, Policy [Policy Text Block]
.    Marketing and Advertising

Marketing and advertising costs are expensed as incurred. Total marketing and advertising expense included in direct costs amounted to $25.4 million, $25.3 million and $25.2 million for 2013, 2012 and 2011, respectively. Total marketing and advertising expense included in selling, general and administrative expense amounted to $5.9 million, $7.6 million and $3.2 million for 2013, 2012 and 2011, respectively.
Insurance and Self Insurance [Policy Text Block]
.    Insurance and Self-Insurance

We use a combination of insurance and self-insurance with high-retention or high-deductible provisions for a number of risks, including workers’ compensation, general liability, property insurance and our group health insurance benefits.

Liabilities associated with these risks are estimated based on an undiscounted basis by considering historical claims experience, demographic factors, severity factors and other actuarial assumptions.
Guarantees, Indemnifications and Warranties Policies [Policy Text Block]
.    Product Warranties

We accrue the cost of basic product warranties included with the sale of our digital radiography imaging equipment and our ultrasound imaging equipment at the time we sell these units to our customers. Our warranty costs are primarily for our assistance in helping our customers resolve issues with the warranties they have with the original equipment manufacturers. We estimate our warranty costs based on historical warranty claim experience. Accrued warranty costs at December 31, 2013 and 2012 were approximately $73,000 and $70,000, respectively.
Earnings Per Share, Policy [Policy Text Block]
.    Calculation of Earnings per Share

Basic earnings per share is calculated by dividing net income by the weighted-average number of shares outstanding during the period. Diluted earnings per share is calculated by dividing net income by the weighted-average number of common shares outstanding after giving effect to all potentially dilutive common shares outstanding during the period. Basic and diluted earnings per share were calculated as follows (in thousands, except per share amounts):

 
 
For Years Ended December 31,
 
 
2013
 
2012
 
2011
Net income attributable to VCA Antech, Inc.
 
$
137,511

 
$
45,551

 
$
95,405

Weighted average common shares outstanding:
 
 
 
 
 
 
Basic
 
88,621

 
87,681

 
86,606

Effect of dilutive potential common stock:
 
 
 
 
 
 
Stock options
 
305

 
479

 
560

Non-vested shares and units
 
737

 
511

 
228

Diluted
 
89,663

 
88,671

 
87,394

Basic earnings per common share
 
$
1.55

 
$
0.52

 
$
1.10

Diluted earnings per common share
 
$
1.53

 
$
0.51

 
$
1.09



For the years ended December 31, 2013, 2012 and 2011, potential common shares of 43,300, 1.0 million and 1.2 million, respectively, were excluded from the computation of diluted earnings per share because their inclusion would have had an anti-dilutive effect.
Share-based Compensation, Option and Incentive Plans Policy [Policy Text Block]
.    Share-Based Compensation

We account for share-based compensation in accordance with FASB’s accounting guidance on stock compensation. Accordingly, we measure the cost of share-based payments based on the grant-date fair value of the equity instruments and recognize the cost over the requisite service period, which is typically the vesting period.

Our company’s share-based employee compensation plans are described further in Note 10, Share-Based Compensation.
Business Combinations Policy [Policy Text Block]
.    Acquisitions

We account for acquisitions based upon the provisions of the FASB’s accounting guidance on business combinations. Accordingly, acquisitions are accounted for at fair value under the acquisition method of accounting. Acquisition costs are expensed as incurred; noncontrolling interests are valued at fair value at the acquisition date; and changes in deferred tax asset valuation allowances and income tax uncertainties after the acquisition date generally affect income tax expense.
Recent Accounting Pronouncements [Policy Text Block]

Reclassifications [Policy Text Block]
During 2011, we recorded an immaterial out-of-period adjustment related to our deferred revenue and related deferred cost for certain equipment sales governed by revised accounting guidance related to multiple element arrangements. The correction resulted in the recognition of $4.0 million of previously deferred revenue and $3.8 million of previously deferred costs in our Medical Technology operating segment that should have been recognized in prior periods.

We have analyzed the impact of each of these items and concluded that none of the adjustments would be material to any individual period, taking into account the requirements of the Securities and Exchange Commission (“SEC”) Staff Accounting Bulletin No. 108, Considering the Effects of Prior Year Misstatements in the Current Year Financial Statements (“SAB 108”). In accordance with the relevant guidance, we evaluated the materiality of errors from a quantitative and qualitative perspective. Based on such evaluation, we concluded that correcting the errors would not have had a material impact on any individual prior period presented in the 2013 Form 10-K nor would it have affected the trend of financial results. As provided by SAB 108, the error correction did not require the restatement of the consolidated financial statements for prior periods.
Lease, Policy [Policy Text Block]
.    Operating Leases

Most of our facilities are under operating leases. The minimum lease payments, including predetermined fixed escalations of the minimum rent, are recognized as rent expense on a straight-line basis over the lease term as defined in the FASB’s accounting guidance pertaining to leases. The lease term includes contractual renewal options that are reasonably assured based on significant leasehold improvements acquired. Any leasehold improvement incentives paid to us by a landlord are recorded as a reduction of rent expense over the lease term.
Goodwill and Intangible Assets, Goodwill, Policy [Policy Text Block]
Goodwill

Goodwill represents the excess of the consideration transferred over the net of the fair value of identifiable assets acquired and liabilities assumed in a business combination.

Impairment testing for goodwill is performed at the reporting unit level. A reporting unit is an operating segment or one level below an operating segment (also known as a component). In accordance with the FASB’s accounting guidance pertaining to goodwill and other intangibles, we have determined that we have four reporting units: Animal Hospital, Laboratory, Medical Technology and Vetstreet. Annually, or sooner if circumstances indicate an impairment may exist, we estimate the fair value of each of our reporting units and compare their estimated fair value against the net book value of those reporting units to determine if our goodwill is impaired.

The recognition and measurement of a goodwill impairment loss involves either a qualitative assessment of the fair value of each reporting unit or a more detailed quantitative two-step process. We have not presently elected to rely on a qualitative assessment, accordingly we measure our goodwill for impairment based upon the two-step process. Step one compares the fair value of the reporting unit to its carrying value. If the carrying value exceeds the fair value, there is a potential impairment and step two must be performed. Step two compares the carrying value of the reporting unit’s goodwill to its implied fair value (i.e., the fair value of the reporting unit less the fair value of the unit’s assets and liabilities, including identifiable intangible assets). If the carrying value of goodwill exceeds its implied fair value, the excess is required to be recorded as an impairment.

We recorded impairment charges in 2012 related to our Vetstreet reporting unit and in 2011 related to our Medical Technology reporting unit. For additional information related to goodwill impairment, see Note 5, Goodwill.

Our estimated reporting unit fair values are calculated using valuation methods consisting primarily of discounted cash flow techniques, and market comparables, where applicable. These valuation methods involve the use of significant assumptions and estimates such as forecasted growth rates, valuation multiples, the weighted-average cost of capital, and risk premiums. Consumer spending habits for our business are affected by, among other things, prevailing economic conditions, levels of employment, salaries and wage rates, consumer confidence and consumer perception of economic conditions. We believe these factors have and may continue to impact consumer spending for our products and services. Deterioration in consumer spending habits for our business would negatively impact the value of our reporting units and could result in additional goodwill impairment. Any potential impairment charge could be material and would be reflected as expense in our consolidated statements of income. We provide no assurance that forecasted growth rates, valuation multiples, and discount
rates will not deteriorate in the near term. We will continue to analyze changes to these assumptions in future periods. We adopted the end of October as our annual impairment testing date. Our October 31, 2013 impairment test indicated that the fair value of each reporting unit exceeded its carrying amount and therefore step two of the two-step impairment test was unnecessary. Our October 31, 2012 impairment test, however, indicated that we had a $99.5 million goodwill impairment related to our Vetstreet reporting unit. Our determination in 2012 that the fair value of the reporting unit was less than carrying value was based upon changes in our estimate of forecasted cash flows related to changes in both our overall business strategy and the overall competitive environment. The Vetstreet and Medical Technology reporting units are each included in the “All Other” category of our disclosures in Note 15, Lines of Business.