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Acquisitions, Divestitures, Research Collaborations and License Agreements (Tables) | 12 Months Ended
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Dec. 31, 2017
Business Combinations [Abstract] |
Schedule of Fair Value of Assets Acquired and Liabilities Assumed | The estimated fair value of assets acquired and liabilities assumed from Cubist is as follows:
Estimated fair value at January 21, 2015 |
Cash and cash equivalents | $ | 733 |
Accounts receivable | 123 |
Inventories | 216 |
Other current assets | 55 |
Property, plant and equipment | 151 |
Identifiable intangible assets: |
Products and product rights (11 year weighted-average useful life) | 6,923 |
IPR&D | 50 |
Other noncurrent assets | 184 |
Current liabilities (1) | (233 | )
Deferred income tax liabilities | (2,519 | )
Long-term debt | (1,900 | )
Other noncurrent liabilities (1) | (122 | )
Total identifiable net assets | 3,661 |
Goodwill (2) | 4,670 |
Consideration transferred | $ | 8,331 |
(1) | Included in current liabilities and other noncurrent liabilities is contingent consideration of $73 million and $50 million, respectively.
(2) | The goodwill recognized is largely attributable to anticipated synergies expected to arise after the acquisition and was allocated to the Pharmaceutical segment. The goodwill is not deductible for tax purposes.
The net impact of the termination of the SPMSD joint venture is as follows:
Products and product rights (8 year useful life) | $ | 936 |
Accounts receivable | 133 |
Income taxes payable | (221 | )
Deferred income tax liabilities | (147 | )
Other, net | 47 |
Net assets acquired | 748 |
Consideration payable to Sanofi, net | (392 | )
Derecognition of Merck’s previously held equity investment in SPMSD | (183 | )
Increase in net assets | 173 |
Merck’s share of restructuring costs related to the termination | (77 | )
Net gain on termination of SPMSD joint venture (1) | $ | 96 |
(1) Recorded in Other (income) expense, net.
Unaudited Supplemental Pro Forma Data | The following unaudited supplemental pro forma data presents consolidated information as if the acquisition of Cubist had been completed on January 1, 2014:
Years Ended December 31 | 2015
Sales | $ | 39,584 |
Net income attributable to Merck & Co., Inc. | 4,640 |
Basic earnings per common share attributable to Merck & Co., Inc. common shareholders | 1.65 |
Earnings per common share assuming dilution attributable to Merck & Co., Inc. common shareholders | 1.63 |

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- Definition Tabular disclosure of pro forma results of operations for a material business acquisition or series of individually immaterial business acquisitions that are material in the aggregate. + References Reference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 805 -SubTopic 10 -Section 50 -Paragraph 2 -Subparagraph (h)(2)-(3) -URI http://asc.fasb.org/extlink&oid=79982066&loc=d3e1392-128463 + Details
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- Definition Tabular disclosure of the amounts recognized as of the acquisition date for each major class of assets acquired and liabilities assumed. May include but not limited to the following: (a) acquired receivables; (b) contingencies recognized at the acquisition date; and (c) the fair value of noncontrolling interests in the acquiree. + References Reference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 805 -SubTopic 20 -Section 50 -Paragraph 1 -URI http://asc.fasb.org/extlink&oid=84161108&loc=d3e4845-128472 + Details
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