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RESTRUCTURING, INTEGRATION AND OTHER CHARGES (Tables)
12 Months Ended
Dec. 31, 2012
RESTRUCTURING, INTEGRATION AND OTHER CHARGES  
Schedule of major components of Medicis acquisition-related costs incurred

 

 

Employee Termination Costs

 

IPR&D

 

Contract
Termination,

 

 

 

 

 

Severance and
Related Benefits

 

Share-Based
Compensation(1)

 

Termination
Costs

 

Facility Closure
and Other Costs

 

Total

 

Balance, January 1, 2012

 

$

 

$

 

$

 

$

 

$

 

Costs incurred and charged to expense

 

85,253

 

77,329

 

 

370

 

162,952

 

Cash payments

 

(77,975

)

(77,329

)

 

(5

)

(155,309

)

Non-cash adjustments

 

4,073

 

 

 

(162

)

3,911

 

Balance, December 31, 2012

 

$

11,351

 

$

 

$

 

$

203

 

$

11,554

 

 

(1)         Relates to the acceleration of unvested stock options, restricted stock awards, and share appreciation rights for Medicis employees that was triggered by the change in control.

Schedule of major components of costs incurred and a reconciliation of the liability balance

 

 

 

Employee Termination Costs

 

IPR&D

 

Contract
Termination, Facility

 

 

 

 

 

Severance and
Related Benefits

 

Share-Based
Compensation

 

Termination
Costs(1)

 

Closure and Other
Costs

 

Total

 

Balance, January 1, 2010

 

$

 

$

 

$

 

$

 

$

 

Costs incurred and charged to expense

 

58,727

 

49,482

 

13,750

 

12,862

 

134,821

 

Cash payments

 

(33,938

)

 

(13,750

)

(8,755

)

(56,443

)

Non-cash adjustments

 

 

(49,482

)

 

(2,437

)

(51,919

)

Balance, December 31, 2010

 

24,789

 

 

 

1,670

 

26,459

 

Costs incurred and charged to expense

 

14,548

 

3,455

 

 

28,938

 

46,941

 

Cash payments

 

(38,168

)

(2,033

)

 

(15,381

)

(55,582

)

Non-cash adjustments

 

989

 

(741

)

 

(4,913

)

(4,665

)

Balance, December 31, 2011

 

2,158

 

681

 

 

10,314

 

13,153

 

Costs incurred and charged to expense

 

1,654

 

 

 

12,769

 

14,423

 

Cash payments

 

(3,873

)

 

 

(22,767

)

(26,640

)

Non-cash adjustments

 

268

 

(681

)

 

227

 

(186

)

Balance, December 31, 2012

 

$

207

 

$

 

$

 

$

543

 

$

750

 

 

(1)         As described below under “— Research and Development Pipeline Rationalization”.

Schedule of incremental share-based compensation expense

 

Stock options and time-based RSUs held by Biovail employees with employment agreements

 

$

9,622

 

Stock options held by Biovail employees without employment agreements

 

(492

)

Performance-based RSUs held by Biovail executive officers and selected employees

 

20,287

 

Stock options and RSUs held by former executive officers of Valeant

 

20,065

 

 

 

$

49,482

 

Schedule of termination agreements with counterparties

 

Program

 

Counterparty

 

Compound

 

Contingent
Milestone
Obligations
Terminated(1)

 

IPR&D
Termination
Charges

 

AZ-004

 

Alexza

 

Staccato® loxapine

 

$

90,000

 

Nil

 

BVF-007

 

Cortex

 

AMPAKINE®

 

$

15,000

 

Nil

 

BVF-014

 

MedGenesis

 

GDNF

 

$

20,000

 

$

5,000

(2)

BVF-018

 

LifeHealth Limited

 

Tetrabenazine

 

Nil

 

$

28,000

(3)

BVF-025

 

Santhera

 

Fipamezole

 

$

200,000

 

Nil

 

BVF-036,-040, -048

 

ACADIA

 

Pimavanserin

 

$

365,000

 

$

8,750

(2)

 

(1)         Represents the maximum amount of previously disclosed milestone payments the Company could have been required to make to the counterparty under each agreement. These milestone payments were contingent on the achievement of specific developmental, regulatory and commercial milestones. In addition, the Company could have been obligated to make royalty payments based on future net sales of the products if regulatory approval was obtained. As a consequence of the termination of these arrangements, the Company has no ongoing or future obligation in respect of these milestone or royalty payments.

 

(2)         Represents the amount of negotiated settlements with each counterparty that was recognized and paid by the Company in the three-month period ended December 31, 2010.

 

(3)         Represents the carrying amount of the related acquired IPR&D asset capitalized in connection with the tetrabenazine acquisition in June 2009.