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Acquisitions (Tables) - Rockwood Holdings, Inc. | 6 Months Ended
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Jun. 30, 2015
Business Acquisition [Line Items] |
Schedule of Business Acquisitions, by Acquisition | The following table summarizes the consideration paid for Rockwood and the amounts of the assets acquired and liabilities assumed as of the acquisition date, which have been allocated on a preliminary basis (in thousands):
Purchase price: |
Cash paid | $ | 3,606,784 |
Shares issued | 2,036,550 |
Appraisal shares | 74,934 |
Total purchase price | $ | 5,718,268 |
Net assets acquired: |
Cash and cash equivalents | $ | 1,555,139 |
Trade and other accounts receivable | 263,033 |
Inventories | 292,623 |
Other current assets | 84,148 |
Property, plant and equipment | 1,410,498 |
Investments | 538,885 |
Other assets | 28,243 |
Definite-lived intangible assets: |
Patents and technology | 227,840 |
Trade names and trademarks | 258,740 |
Customer lists and relationships | 1,317,759 |
Indefinite-lived intangible assets: |
Trade names and trademarks | 104,380 |
Other | 27,450 |
Current liabilities | (404,727 | )
Long-term debt | (1,319,132 | )
Pension benefits | (316,086 | )
Other noncurrent liabilities | (163,370 | )
Deferred income taxes | (830,526 | )
Total identifiable net assets | 3,074,897 |
Goodwill | 2,643,371 |
Total net assets acquired | $ | 5,718,268 |
Business Acquisition, Pro Forma Information | Unaudited Pro Forma Financial Information The following unaudited pro forma results of operations of the Company for the three-month and six-month periods ended June 30, 2015 and 2014 assume that the Merger occurred on January 1, 2014. The pro forma amounts include certain adjustments, including interest expense, depreciation, amortization expense and taxes. Pro forma amounts were adjusted to include these costs. The pro forma amounts for the three-month and six-month periods ended June 30, 2015 were adjusted to exclude approximately $21.3 million and $78.7 million, respectively, of nonrecurring acquisition and integration related costs, and approximately $37.3 million and $85.5 million, respectively, of charges related to the utilization of the inventory markup as further described in Note 11, “Segment Information.” The pro forma results do not include adjustments related to cost savings or other synergies that are anticipated as a result of the Merger. Accordingly, these unaudited pro forma results are presented for informational purposes only and are not necessarily indicative of what the actual results of operations of the combined company would have been if the acquisition had occurred as of January 1, 2014, nor are they indicative of future results of operations.
| Three Months Ended June 30, |  | Six Months Ended June 30,
| 2015 |  | 2014 |  | 2015 |  | 2014
| (in thousands, except per share amounts)
Pro forma Net sales | $ | 931,485 |  |  | $ | 967,024 |  |  | $ | 1,849,219 |  |  | $ | 1,921,364 |
Pro forma Net income from continuing operations | $ | 102,246 |  |  | $ | 111,833 |  |  | $ | 224,391 |  |  | $ | 172,563 |
Pro forma Net income from continuing operations per share: |  |  |  |  |  |  |
Basic | $ | 0.91 |  |  | $ | 0.99 |  |  | $ | 2.04 |  |  | $ | 1.51 |
Diluted | $ | 0.91 |  |  | $ | 0.98 |  |  | $ | 2.03 |  |  | $ | 1.50 |

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