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BUSINESS ACQUISITIONS
3 Months Ended
Mar. 31, 2018
Business Combinations [Abstract]  
Business Combination Disclosure [Text Block]
BUSINESS ACQUISITIONS
On September 1, 2017, the Company completed the acquisition of Chiltern International Group Limited (Chiltern), a specialty contract research organization, pursuant to a definitive agreement to acquire all of the share capital of Chiltern, in an all-cash transaction valued at approximately $1,224.5. The Company funded the acquisition through a combination of bank financing and the issuance of bonds. Chiltern is part of the Company's CDD segment.
The valuation of acquired assets and assumed liabilities as of September 1, 2017, include the following:
Consideration Transferred
 
 
 
 
 
 
Cash consideration
 
 
 
 
 
$
1,224.5

 
 
 
 
 
 
 
 
 
Preliminary
 
Measurement Period Adjustments
 
As of March 31, 2018
Net Assets Acquired
 
 
 
 
 
 
Cash and cash equivalents
 
$
30.7

 
$

 
$
30.7

Accounts receivable
 
116.9

 
(11.3
)
 
105.6

Unbilled services
 
32.6

 

 
32.6

Prepaid expenses and other
 
57.9

 

 
57.9

Property, plant and equipment
 
12.1

 

 
12.1

Goodwill
 
676.6

 
83.9

 
760.5

Customer relationships
 
629.0

 
(27.0
)
 
602.0

Trade names and trademarks
 
24.1

 
(13.5
)
 
10.6

Technology
 
47.0

 
(21.0
)
 
26.0

Total assets acquired
 
1,626.9

 
12.0

 
1,638.9

Accounts payable
 
18.1

 
27.0

 
45.1

Accrued expenses and other
 
51.0

 
(27.6
)
 
23.4

Unearned revenue
 
124.2

 

 
124.2

Deferred income taxes
 
208.0

 
12.6

 
220.6

Other liabilities
 
1.1

 

 
1.1

Total liabilities acquired
 
402.4

 
12.0

 
414.4

Net assets acquired
 
$
1,224.5

 
$

 
$
1,224.5

 The amortization periods for intangible assets acquired are 21 years for customer relationships, 7 years for trade names and trademarks, and 9 years for technology.
The purchase price allocation for the Chiltern acquisition is still preliminary and subject to change. The areas of the purchase price allocation that are not yet finalized relate primarily to intangible assets, goodwill and the impact of finalizing deferred taxes. Accordingly, adjustments may be made as additional information is obtained about the facts and circumstances that existed as of the valuation date. The Company expects these purchase price allocations to be finalized during the third quarter of 2018. Any adjustments will be recorded in the period in which they are identified.
Unaudited Pro Forma Information
The Company completed the Chiltern acquisition on September 1, 2017. Had the Chiltern acquisition been completed as of January 1, 2016, the Company's pro forma results would have been as follows:
 
 
Three Months Ended
March 31, 2017
Net revenues
 
$
2,611.3

Operating income
 
340.6

Net income
 
190.6

Earnings per share:
 
 
   Basic
 
$
1.86

   Diluted
 
$
1.83


The unaudited pro forma results reflect certain adjustments related to past operating performance and acquisition accounting adjustments, such as increased amortization expense and decreased depreciation expense based on the estimated fair value of assets acquired, the impact of the Company’s new financing arrangements, and the related tax effects. The pro forma results do not include any anticipated synergies which may be achievable subsequent to the Chiltern acquisition. To produce the unaudited pro forma financial information, the Company adjusted Chiltern’s assets and liabilities to their estimated fair value based on a valuation as of September 1, 2017. These pro forma results of operations have been prepared for comparative purposes only, and they do not purport to be indicative of the results of operations that actually would have resulted had the acquisition of Chiltern occurred on the date indicated or that may result in the future.