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Business acquisitions (Tables) | 12 Months Ended
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Dec. 31, 2014
Business Combinations [Abstract] |
Schedule of purchase price allocation | The following table summarizes the preliminary fair value of the assets acquired and the liabilities assumed as of the acquisition date:
| Acquisition Date Fair Value as of December 1, 2014
Consideration: |
Purchase price | $ | 67,500 |
Pension funding (1) | 46,546 |
Contingent consideration | 13,780 |
Economic, working capital and other closing adjustments (1) | (12,324 | )
Settlement of partnership accounts | (23,172 | )
Fair value of existing equity investment | 56,723 |
Total consideration | $ | 149,053 |
Assets Acquired: |
Inventories | $ | 26,105 |
Due from Alumax | 20,786 |
Prepaid and other current assets | 2,527 |
Intangible asset | 2,580 |
Pension asset (1) | 30,842 |
Property, plant and equipment – net | 127,089 |
Total assets acquired | $ | 209,929 |
Liabilities Assumed: |
Accounts payable, trade | $ | 41,471 |
Accrued and other current liabilities | 8,335 |
Accrued postretirement benefit costs (1) | 2,857 |
Other liabilities | 8,213 |
Deferred taxes | 4,804 |
Total liabilities assumed | $ | 65,680 |
Goodwill | $ | 4,804 |
(1) | These amounts represents our preliminary estimates based on our current expectation of the pension, working capital, economic and other closing adjustments. These estimates are subject to review and approval by both parties. The final determination and payment of the settlement amounts is expected in the second quarter of 2015.
The following table summarizes the fair value of the assets acquired and the liabilities assumed as of the acquisition date:
| Acquisition Date Fair Value
Consideration: |
Cash | $ | 48,083 |
Deferred purchase price | 1,910 |
Assets Acquired: |
Inventories | $ | 59,018 |
Prepaid and other current assets | 2,273 |
Property, plant and equipment – net | 55,520 |
Total assets acquired | $ | 116,811 |
Liabilities Assumed: |
Accrued and other current liabilities | $ | 43,316 |
Accrued pension benefit costs | 996 |
Accrued postretirement benefit costs | 6,544 |
Other liabilities | 7,476 |
Deferred taxes | 3,233 |
Total liabilities assumed | $ | 61,565 |
Gain on bargain purchase: | $ | 5,253 |
Acquisitions, pro forma information | The following unaudited pro forma financial information for the years ended December 31, 2014 and December 31, 2013 reflects our results of continuing operations as if the acquisition of the remaining interest in Mt. Holly had been completed on January 1, 2013. This unaudited pro forma financial information is provided for informational purposes only and is not necessarily indicative of what the actual results of operations would have been had the transactions taken place on January 1, 2013, nor is it indicative of the future consolidated results of operations or financial position of the combined companies.
| Year ended December 31,
| 2014 | 2013
Pro forma revenues | $ | 2,176,552 |  | $ | 1,707,838 |
Pro forma earnings (loss) from continuing operations | 125,847 |  | (38,819 | )
Pro forma earnings (loss) per common share, basic | 1.30 |  | (0.44 | )
Pro forma earnings (loss) per common share, diluted | 1.29 |  | (0.44 | )
From the acquisition date of December 1, 2014 through December 31, 2014, the revenue and earnings that were attributable to the acquired Alcoa’s 50.3% stake in Mt. Holly included in the consolidated statement of operations is as follows:
| Year ended December 31,
| 2014
Mt. Holly revenue | $ | 25,911 |
Mt. Holly income from continuing operations (1) | 3,024 |
(1) | The income attributable to the acquired Alcoa’s 50.3% stake in Mt. Holly excludes the gain on the fair value of the contingent consideration and the gain on remeasurement of the equity investment.
From the acquisition date of June 1, 2013 through December 31, 2013, the revenue and earnings that were attributable to Sebree included in the consolidated statement of operations is as follows:
| Year ended December 31, 2013
Sebree revenue | $ | 247,178 |
Sebree income from continuing operations (1) | 8,705 |
(1) | Our net income for the years ended December 31, 2014 and 2013, includes a non-recurring credit for the amortization of the deferred power contract liability of $5,534 and $31,031, respectively, related to the amortization of an unfavorable power contract assumed as part of the Sebree acquisition resulting in a credit to our depreciation and amortization expense within cost of goods sold on the consolidated statement of operations for the first quarter of 2014. The power contract terminated on January 31, 2014.
The following unaudited pro forma financial information for the year ended December 31, 2013 reflects our results of continuing operations as if the acquisition of Sebree had been completed on January 1, 2012. This unaudited pro forma financial information is provided for informational purposes only and is not necessarily indicative of what the actual results of operations would have been had the transactions taken place on January 1, 2012, nor is it indicative of the future consolidated results of operations or financial position of the combined companies.
| Year ended December 31,
| 2013 | 2012
Pro forma revenues | $ | 1,662,707 |  | $ | 1,755,196 |
Pro forma loss from continuing operations | (83,035 | ) | (260,505 | )
Pro forma loss per common share, basic | (0.94 | ) | (2.94 | )
Pro forma loss per common share, diluted | (0.94 | ) | (2.94 | )
Schedule of separately recognized transactions |
Amounts Recognized Separately from the Acquisition: | Line item | Amount recognized
Amounts Due from Alumax | Accrued and other current liabilities | $ | 20,786 |
Alumina Supply Agreements | Inventory | 14,880 |

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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=39739317&loc=d3e4845-128472 + Details
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