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SEGMENT INFORMATION
12 Months Ended
Dec. 31, 2012
SEGMENT INFORMATION  
SEGMENT INFORMATION

26.       SEGMENT INFORMATION

 

Reportable Segments

 

As a result of the acquisition of iNova in December 2011, the Company operates in five new territories: Malaysia, Philippines, Singapore, Hong Kong and South Africa, with a distribution business in Thailand, Taiwan and some sub-Saharan Africa markets. iNova also distributes through partners in China, Korea and Japan. Consequently, the Company’s Chief Executive Officer, who is the Company’s Chief Operating Decision Maker (“CODM”), began to manage the business differently, which necessitated a realignment of the segment structure, effective in the first quarter of 2012. Pursuant to this change, the Company now has four reportable segments: (i) U.S. Dermatology, (ii) U.S. Neurology and Other, (iii) Canada and Australia and (iv) Emerging Markets. Accordingly, the Company has restated prior period segment information to conform to the current period presentation. The following is a brief description of the Company’s segments:

 

·                  U.S. Dermatology consists of pharmaceutical and OTC product sales, and alliance and contract service revenues, in the areas of dermatology and topical medication, aesthetics (including medical devices), dentistry, ophthalmology and podiatry.

 

 

·                  U.S. Neurology and Other consists of sales of pharmaceutical products indicated for the treatment of neurological and other diseases, as well as alliance revenue from the licensing of various products the Company developed or acquired.

 

·                  Canada and Australia consists of pharmaceutical and OTC products sold in Canada, Australia and New Zealand.

 

·                  Emerging Markets consists of branded generic pharmaceutical products, as well as OTC products and agency/in-licensing arrangements with other research-based pharmaceutical companies (where the Company distributes and markets branded, patented products under long-term, renewable contracts). Products are sold primarily in Central and Eastern Europe (Poland, Serbia, and Russia), Latin America (Mexico, Brazil and exports out of Mexico to other Latin American markets), Southeast Asia and South Africa.

 

Segment profit is based on operating income after the elimination of intercompany transactions. Certain costs, such as restructuring and acquisition-related costs and legal settlement and in-process research and development impairments and other charges, are not included in the measure of segment profit, as management excludes these items in assessing financial performance.

 

Corporate includes the finance, treasury, tax and legal operations of the Company’s businesses and maintains and/or incurs certain assets, liabilities, expenses, gains and losses related to the overall management of the Company, which are not allocated to the other business segments. In addition, share-based compensation is considered a corporate cost, since the amount of such expense depends on Company-wide performance rather than the operating performance of any single segment.

 

Segment Revenues and Profit

 

Segment revenues and profit for the years ended December 31, 2012, 2011 and 2010 were as follows:

 

 

 

2012

 

2011

 

2010

 

Revenues:

 

 

 

 

 

 

 

U.S. Dermatology(1)

 

$

1,158,600

 

$

575,798

 

$

220,667

 

U.S. Neurology and Other

 

793,503

 

821,789

 

656,653

 

Canada and Australia(2)

 

544,128

 

340,240

 

161,568

 

Emerging Markets(3)

 

1,050,395

 

725,623

 

142,349

 

Total revenues

 

3,546,626

 

2,463,450

 

1,181,237

 

Segment profit:

 

 

 

 

 

 

 

U.S. Dermatology(4)

 

444,545

 

182,888

 

46,209

 

U.S. Neurology and Other

 

274,154

 

417,514

 

252,657

 

Canada and Australia(5)

 

46,433

 

105,335

 

51,043

 

Emerging Markets(6)

 

117,159

 

14,915

 

16,757

 

Total segment profit

 

882,291

 

720,652

 

366,666

 

Corporate(7)

 

(138,201

)

(180,007

)

(155,794

)

Restructuring, integration and other costs

 

(344,387

)

(97,667

)

(140,840

)

In-process research and development impairments and other charges

 

(189,901

)

(109,200

)

(89,245

)

Acquisition-related costs

 

(78,604

)

(32,964

)

(38,262

)

Legal settlements

 

(56,779

)

(11,841

)

(52,610

)

Acquisition-related contingent consideration

 

5,266

 

10,986

 

 

Operating income (loss)

 

79,685

 

299,959

 

(110,085

)

Interest income

 

5,986

 

4,084

 

1,294

 

Interest expense

 

(473,396

)

(333,041

)

(84,307

)

Write-down of deferred financing charges

 

(8,200

)

(1,485

)

(5,774

)

Loss on extinguishment of debt

 

(20,080

)

(36,844

)

(32,413

)

Foreign exchange and other

 

19,721

 

26,551

 

574

 

Gain (loss) on investments, net

 

2,056

 

22,776

 

(5,552

)

Loss before recovery of income taxes

 

$

(394,228

)

$

(18,000

)

$

(236,263

)

 

(1)         U.S. Dermatology segment revenues reflect incremental product sales revenue of $492.3 million in 2012, in the aggregate, from all 2011 acquisitions and all 2012 acquisitions, primarily from Dermik, Ortho Dermatologics, OraPharma, Medicis and University Medical. U.S. Dermatology segment revenues reflect incremental product sales revenue $194.6 million in 2011, in the aggregate, from all 2010 acquisitions and all 2011 acquisitions, primarily from Valeant, Elidel® and Xerese®, Dermik and Ortho Dermatologics.

 

(2)         Canada and Australia segment revenues reflect incremental product sales revenue of $172.2 million in 2012, in the aggregate, from all 2011 acquisitions and all 2012 acquisitions, primarily from iNova, Afexa and Dermik. Canada and Australia segment revenues reflect incremental product sales revenue of $155.9 million in 2011, in the aggregate, from all 2010 acquisitions and all 2011 acquisitions, primarily from Valeant and Afexa.

 

(3)         Emerging Markets segment revenues reflect incremental product sales revenue of $322.9 million in 2012, in the aggregate, from all 2011 acquisitions and all 2012 acquisitions, primarily from iNova, Sanitas, PharmaSwiss, Probiotica and Gerot Lannach. Emerging Markets segment revenues reflect incremental product sales revenue of $564.7 million in 2011, in the aggregate, from all 2010 acquisitions and all 2011 acquisitions, primarily from Valeant, PharmaSwiss and Sanitas.

 

(4)         U.S. Dermatology segment profit reflects the addition of operations from all 2011 acquisitions and all 2012 acquisitions, including the impact of acquisition accounting adjustments related to the fair value adjustments to inventory and identifiable intangible assets of $221.0 million in 2012, in the aggregate, primarily from Dermik, Ortho Dermatologics, OraPharma and Medicis operations. U.S. Dermatology segment profit reflects the addition of operations from all 2010 acquisitions and all 2011 acquisitions, including the impact of acquisition accounting adjustments related to the fair value adjustments to inventory and identifiable intangible assets of $64.5 million in 2011, in the aggregate, primarily from Valeant, Dermik and Ortho Dermatologics operations.

 

(5)         Canada and Australia segment profit reflects the addition of operations from all 2011 acquisitions and all 2012 acquisitions, including the impact of acquisition accounting adjustments related to the fair value adjustments to inventory and identifiable intangible assets of $117.9 million in 2012, in the aggregate, respectively, primarily from iNova, Dermik and Afexa operations. Canada and Australia segment profit reflects the addition of operations from all from all 2010 acquisitions and all 2011 acquisitions, including the impact of acquisition accounting adjustments related to the fair value adjustments to inventory and identifiable intangible assets of $41.8 million in 2011, in the aggregate, respectively, primarily from Valeant, Afexa,  iNova and Dermik operations.

 

(6)         Emerging Markets segment profit reflects the addition of operations from all 2011 acquisitions and all 2012 acquisitions, including the impact of acquisition accounting adjustments related to the fair value adjustments to inventory and identifiable intangible assets of $180.5 million in 2012, in the aggregate, primarily from PharmaSwiss, Sanitas, iNova and Gerot Lannach operations. Emerging Markets segment profit reflects the addition of operations from all 2010 acquisitions and all 2011 acquisitions, including the impact of acquisition accounting adjustments related to the fair value adjustments to inventory and identifiable intangible assets of $136.8 million in 2011, in the aggregate, primarily from Valeant, PharmaSwiss and Sanitas operations.

 

(7)         Corporate reflects non-restructuring-related share-based compensation expense of $66.2 million, $93.0 million and $48.6 million in 2012, 2011 and 2010, respectively. The non-restructuring-related share-based compensation expense includes the effect of the fair value increment on Valeant stock options and RSUs converted into the Company awards of $58.6 million and $37.1 million in 2011 and 2010, respectively.

 

Segment Assets

 

Total assets by segment as of December 31, 2012, 2011 and 2010 were as follows:

 

 

 

2012

 

2011

 

2010

 

Assets(1)(2):

 

 

 

 

 

 

 

U.S. Dermatology(3)

 

$

6,899,386

 

$

3,042,741

 

$

1,875,621

 

U.S. Neurology and Other

 

4,313,272

 

4,404,230

 

4,978,323

 

Canada and Australia(4)

 

1,646,441

 

1,705,588

 

1,120,027

 

Emerging Markets(5)

 

4,056,666

 

3,289,249

 

2,298,815

 

 

 

16,915,765

 

12,441,808

 

10,272,786

 

Corporate

 

1,034,614

 

666,311

 

522,331

 

Total assets

 

$

17,950,379

 

$

13,108,119

 

$

10,795,117

 

 

(1)         The segment assets as of December 31, 2011 and 2010 contain reclassifications between segments to conform to the current year management structure.

 

(2)         Segments assets as of December 31, 2011 reflect the measurement period adjustments associated with the Merger. Segment assets as of December 31, 2011 reflect the amounts of identifiable intangible assets and goodwill of Valeant as follows: U.S. Dermatology — $1,503.1 million; U.S. Neurology and Other — $3,367.8 million; Canada and Australia — $759.6 million; and Emerging Markets — $1,602.3 million. Segment assets as of December 31, 2010 reflect the provisional amounts of identifiable intangible assets and goodwill of Valeant as follows: U.S. Dermatology — $1,665.1 million; U.S. Neurology and Other — $3,604.8 million; Canada and Australia — $945.1 million; and Emerging Markets — $1,882.1 million.

 

(3)         U.S. Dermatology segment assets as of December 31, 2012 reflect the amounts of identifiable intangible assets and goodwill acquired from Medicis, OraPharma, QLT, J&J North America, and University Medical of $2,242.8 million and $1,460.9 million, in the aggregate, respectively. U.S. Dermatology segment assets as of December 31, 2011 reflect the provisional amounts of identifiable intangible assets and goodwill of Dermik and Ortho Dermatologics of $675.3 million and $11.6 million, in the aggregate, respectively.

 

(4)         Canada and Australia segment assets as of December 31, 2011 reflect the provisional amounts of identifiable intangible assets and goodwill of iNova and Afexa of $504.6 million and $214.9 million, in the aggregate, respectively.

 

(5)         Emerging Markets segment assets as of December 31, 2012 reflect the provisional amounts of identifiable intangible assets and goodwill of Probiotica, J&J ROW, Atlantis and Gerot Lannach of $303.6 million and $47.5 million, in the aggregate, respectively. Emerging Markets segment assets as of December 31, 2011 reflect the provisional amounts of identifiable intangible assets and goodwill of PharmaSwiss and Sanitas of $456.3 million and $364.5 million, in the aggregate, respectively.

 

Capital Expenditures, and Depreciation and Amortization

 

Capital expenditures, and depreciation and amortization by segment for the years ended December 31, 2012, 2011 and 2010 were as follows:

 

 

 

2012

 

2011

 

2010

 

Capital expenditures:

 

 

 

 

 

 

 

U.S. Dermatology

 

$

5,080

 

$

1,401

 

$

652

 

U.S. Neurology and Other

 

1,735

 

233

 

8,080

 

Canada and Australia

 

5,196

 

2,066

 

804

 

Emerging Markets

 

61,866

 

33,989

 

6,094

 

 

 

73,877

 

37,689

 

15,630

 

Corporate

 

33,761

 

20,826

 

1,193

 

Total capital expenditures

 

$

107,638

 

$

58,515

 

$

16,823

 

Depreciation and amortization(1):

 

 

 

 

 

 

 

U.S. Dermatology

 

$

277,124

 

$

181,958

 

$

36,897

 

U.S.Neurology and Other

 

313,868

 

213,028

 

170,500

 

Canada and Australia

 

163,676

 

52,375

 

14,791

 

Emerging Markets

 

224,984

 

159,098

 

25,198

 

 

 

979,652

 

606,459

 

247,386

 

Corporate

 

6,570

 

6,144

 

7,118

 

Total depreciation and amortization

 

$

986,222

 

$

612,603

 

$

254,504

 

 

The increase in capital expenditures in the Emerging Markets segment is driven primarily by the construction of two manufacturing facilities in Serbia and Mexico.

 

(1)         Depreciation and amortization in 2012 reflects the impact of acquisition accounting adjustments related to the fair value adjustment to identifiable intangible assets as follows: U.S. Dermatology — $178.0 million; U.S. Neurology and Other — $167.5 million; Canada and Australia — $85.0 million; and Emerging Markets — $177.5 million. In addition, depreciation and amortization in 2012 also reflects (i) impairment charges of $31.3 million related to the write-down of the carrying values of intangible assets related to certain suncare and skincare brands sold primarily in Australia, which are classified as assets held for sale as of December 31, 2012, to their estimated fair values less costs to sell, (ii) an $18.7 million impairment charge related to the write-down of the carrying value of the Dermaglow® intangible asset, which is classified as an asset held for sale as of December 31, 2012, to its estimated fair value less costs to sell, and (iii) impairment charges of $13.3 million related to the discontinuation of certain products in the Brazilian and Polish markets.

 

Depreciation and amortization in 2011 reflects the impact of acquisition accounting adjustments related to the fair value adjustment to identifiable intangible assets as follows: U.S. Dermatology — $55.0 million; U.S. Neurology and Other — $29.1 million; Canada and Australia — $32.2 million; and Emerging Markets — $106.0 million. In addition, depreciation and amortization in 2011 also reflects impairment charges of $7.9 million and $19.8 million related to the write-down of the carrying values of the IDP-111 and 5-FU intangible assets, respectively, to their estimated fair values, less costs to sell.

 

Depreciation and amortization in 2010 reflects the impact of acquisition accounting adjustments related to the fair value adjustment to identifiable intangible assets as follows: U.S. Dermatology — $19.1 million; U.S. Neurology and Other — $14.1 million; Canada and Australia — $6.7 million; and Emerging Markets — $18.8 million.

 

Geographic Information

 

Revenues and long-lived assets by geographic region for the years ended and as of December 31, 2012, 2011 and 2010 were as follows:

 

 

 

Revenues(1)

 

Long-Lived Assets(2)

 

 

 

2012

 

2011

 

2010

 

2012

 

2011

 

2010

 

U.S. and Puerto Rico

 

$

1,952,092

 

$

1,397,637

 

$

872,112

 

$

60,432

 

$

22,619

 

$

14,231

 

Canada

 

349,137

 

256,820

 

154,200

 

109,728

 

129,510

 

94,435

 

Poland

 

199,278

 

179,501

 

30,430

 

110,890

 

106,743

 

60,390

 

Australia

 

184,073

 

79,204

 

17,616

 

4,402

 

16,636

 

1,724

 

Mexico

 

167,445

 

151,948

 

42,833

 

73,894

 

53,500

 

51,367

 

Brazil

 

135,114

 

87,190

 

22,595

 

45,959

 

49,231

 

46,074

 

Serbia

 

90,768

 

81,867

 

 

32,057

 

10,039

 

 

Russia

 

71,181

 

8,720

 

 

228

 

 

 

Asia

 

44,882

 

409

 

 

596

 

 

 

South Africa

 

37,210

 

 

 

111

 

 

 

Other (3)

 

315,446

 

220,154

 

41,451

 

24,427

 

25,964

 

13,531

 

 

 

$

3,546,626

 

$

2,463,450

 

$

1,181,237

 

$

462,724

 

$

414,242

 

$

281,752

 

 

(1)         Revenues are attributed to countries based on the location of the customer.

 

(2)         Long-lived assets consist of property, plant and equipment, net of accumulated depreciation, which is attributed to countries based on the physical location of the assets.

 

(3)         Other consists primarily of other Central and Eastern European countries.

 

Major Customers

 

External customers that accounted for 10% or more of the Company’s total revenues for the years ended December 31, 2012, 2011 and 2010 were as follows:

 

 

 

2012

 

2011

 

2010

 

McKesson Corporation

 

20

%

23

%

28

%

Cardinal Health, Inc.

 

20

%

21

%

24

%

AmerisourceBergen Corporation

 

8

%

10

%

12

%