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Discontinued Operations, Divestitures and Acquisitions (Tables)
12 Months Ended
Dec. 31, 2018
Discontinued Operations and Disposal Groups [Abstract]  
Summary of Selected Financial Information of Discontinued Operations
The following table presents selected financial information regarding cash flows of Diversey in the Consolidated Statements of Cash Flows but are within discontinued operations in the Consolidated Statements of Operations:
 
 
 
Year Ended December 31,
(In millions)
 
2017
 
2016
Non-cash items included in net earnings from discontinued operations:
 
 

 
 

Depreciation and amortization
 
$
29.3

 
$
111.4

Share-based incentive compensation
 
10.2

 
12.0

Profit sharing expense
 
3.0

 
2.9

Provision for bad debt
 
2.3

 
5.0

Capital expenditures
 
11.9

 
17.8


Summary operating results of Diversey were as follows:
 
 
Year Ended December 31,
(In millions)
 
2017
 
2016
Net sales
 
$
1,669.0

 
$
2,567.0

Cost of sales
 
950.4

 
1,440.3

    Gross profit
 
718.6

 
1,126.7

Selling, general and administrative expenses
 
538.3

 
859.2

Amortization expense of intangible assets acquired
 
23.9

 
79.9

   Operating profit
 
156.4

 
187.6

Other expense, net
 
(17.0
)
 
(9.7
)
Earnings from discontinued operations before income tax provision (benefit)
 
139.4

 
177.9

Income tax provision (benefit) from discontinued operations(1)
 
28.0

 
(16.2
)
Net earnings from discontinued operations
 
$
111.4

 
$
194.1

 
(1) 
For the year ended December 31, 2017, net earnings from discontinued operations included tax expense of $28.0 million, primarily driven by a change in our repatriation strategy and offset by a favorable earnings mix in jurisdictions with lower rates. For the year ended December 31, 2016, net earnings from discontinued operations were impacted by tax benefits of $16.2 million, primarily related to the release of reserves and favorable earnings mix in jurisdictions with lower tax rates.
Summary of Identifiable intangible Assets, Net and Their Useful Life
The following tables summarizes the identifiable intangible assets, net and their useful life.
 
 
Amount
 
Useful life
 
 
(in millions)
 
 (in years)
Customer relationships
 
$
25.4

 
17
Trademarks and tradenames
 
10.6

 
15
Technology
 
6.1

 
13
Total intangible assets with definite lives
 
$
42.1

 
 
The following tables summarizes the identifiable intangible assets, net and their useful life.
 
 
Amount
 
Useful life
 
 
(in millions)
 
 (in years)
Customer relationships
 
$
18.6

 
11
Trademarks and tradenames
 
4.1

 
5
Total intangible assets with definite lives
 
$
22.7

 
 
Summary of Consideration Transferred and Purchase Price Allocation of Assets Acquired and Liabilities Assumed
The following table summarizes the consideration transferred to acquire Fagerdala and the final allocation of the purchase price among the assets acquired and liabilities assumed.
 
 
Preliminary Allocation
 
Measurement Period
 
Final Allocation
(In millions)
 
As of October 2, 2017
 
Adjustments
 
As of December 31, 2018
Total consideration transferred
 
$
106.6

 
$
(0.4
)
 
$
106.2

 
 
 
 
 
 
 
Assets:
 
 
 
 
 
 
Cash and cash equivalents
 
13.3

 

 
13.3

Trade receivables, net
 
22.4

 

 
22.4

Inventories, net
 
10.0

 
0.1

 
10.1

Prepaid expenses and other current assets
 
8.4

 

 
8.4

Property and equipment, net
 
23.3

 

 
23.3

Identifiable intangible assets, net
 
41.4

 
0.7

 
42.1

Goodwill
 
39.3

 
(1.5
)
 
37.8

Total assets
 
$
158.1

 
$
(0.7
)
 
$
157.4

Liabilities:
 
 
 
 
 
 
Short-term borrowings
 
14.0

 

 
14.0

Accounts payable
 
6.9

 

 
6.9

Other current liabilities
 
15.1

 
(0.1
)
 
15.0

Long-term debt, less current portion
 
3.8

 

 
3.8

Non-current deferred taxes
 
11.7

 
(0.2
)
 
11.5

Total liabilities
 
$
51.5

 
$
(0.3
)
 
$
51.2

The following table summarizes the consideration transferred to acquire AFP and the preliminary allocation of the purchase price among the assets acquired and liabilities assumed.
 
 
Preliminary Allocation
 
Measurement Period
 
Revised Preliminary Allocation
(In millions)
 
As of August 1, 2018
 
Adjustments
 
As of December 31, 2018
Total consideration transferred
 
$
70.8

 
$
3.3

 
$
74.1

 
 
 
 
 
 
 
Assets:
 
 
 
 
 
 
Cash and cash equivalents
 
2.9

 

 
2.9

Trade receivables, net
 
30.8

 

 
30.8

Inventories, net
 
7.1

 
0.1

 
7.2

Prepaid expenses and other current assets
 
0.7

 

 
0.7

Property and equipment, net
 
3.5

 
(0.4
)
 
3.1

Identifiable intangible assets, net
 
18.6

 
4.1

 
22.7

Goodwill
 
21.6

 
(2.0
)
 
19.6

Other non-current assets
 
0.7

 
(0.4
)
 
0.3

Total assets
 
$
85.9

 
$
1.4

 
$
87.3

Liabilities:
 
 
 
 
 
 
Current portion of long-term debt
 

 
0.1

 
0.1

Accounts payable
 
13.8

 
(2.2
)
 
11.6

Other current liabilities
 
1.3

 

 
1.3

Long-term debt, less current portion
 

 
0.2

 
0.2

Total liabilities
 
$
15.1

 
$
(1.9
)
 
$
13.2