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Product Acquisitions
12 Months Ended
Dec. 31, 2015
Product Acquisitions

(8) Product Acquisitions

During 2015, the Company entered into two acquisitions with a combined purchase consideration of $36,667. The combined allocation of the 2015 acquisitions was $29,567 to product rights, $5,100 to trademarks and $2,000 to customer lists. The amount of goodwill allocated to the product acquisitions was not material. Results of the 2015 acquisitions were included in the Company’s operations from the dates of the respective acquisitions.

Pro forma financial information for these acquisitions has not been included as the computation of such information is impracticable and too onerous due to system limitation and unavailability of historical data. The acquisitions completed in 2015 were as follows:

On April 29, 2015 the registrant’s international subsidiary, AMVAC C.V., completed the acquisition of certain assets relating the bromacil herbicide product line from Dupont Crop Protection. The assets acquired included the Hyvar® and Krovar® trademarks, product registrations, product registration data, customer information, access to certain know-how, technical registrations and associated registration data in all markets outside of North America. Bromacil is a broad spectrum residual herbicide used on crops such as pineapples, citrus, agave and asparagus, and is marketed globally under the Hyvar® and Krovar® brands. Bromacil herbicides are important weed control tools and are used in countries such as Japan, Philippines, Thailand, Mexico, Cost Rica and Brazil. The acquisition is consistent with the Company’s long term strategic plan. The Company assessed the acquisition as a business combination under ASC 805 (Business Combinations). During the quarter ended December 31, 2015, the Company finalized purchase accounting entries including allocating the entire consideration to product lines, trademarks and customer lists.

On April 6, 2015 the registrant’s international subsidiary, AMVAC C.V., completed the acquisition of certain assets relating to the Nemacur® insecticide/nematicide product line from Adama Agricultural Solutions Ltd (“Adama”). The assets acquired include all trademarks, product registrations, associated registration data, and customer information that relate to the marketing and sale of this crop protection product in Europe. Nemacur is a highly effective insecticide/nematicide used to control soil insects and nematodes on many fruit and vegetable crops. The acquisition is consistent with the Company’s long term strategic plan. The Company assessed the acquisition as a business combination under ASC 805 (Business Combinations). During the quarter ended December 31, 2015, the Company finalized purchase accounting entries including allocating the entire considerations to product lines, trademarks and customer lists.

 

The following schedule represents intangible assets recognized in connection with product acquisitions (See description of Business, Basis of Consolidation and Significant Accounting Policies for the Company’s accounting policy regarding intangible assets):

 

     Amount  

Intangible assets at December 31, 2012

   $ 113,521   

Impact of movement in exchange rates

     (162

Amortization expense

     (6,352
  

 

 

 

Intangible assets at December 31, 2013

   $ 107,007   

Write off during fiscal 2014

     (319

Impact of movement in exchange rates

     (86

Amortization expense

     (6,391
  

 

 

 

Intangible assets at December 31, 2014

   $ 100,211   

Additions during fiscal 2015

     36,667   

Write offs during fiscal 2015

     (33

Impact of movement in exchange rates

     (197

Amortization expense

     (7,488
  

 

 

 

Intangible assets at December 31, 2015

   $ 129,160   
  

 

 

 

The following schedule represents the gross carrying amount and accumulated amortization of the intangible assets. Product rights are amortized over their expected useful lives of 25 years. Customer lists are amortized over their expected useful lives of ten years, and trademarks are amortized over their expected useful lives of 25 years.

 

     2015      2014  

$000’s

   Gross      Accumulated
Amortization
     Net Book
Value
     Gross      Accumulated
Amortization
     Net Book
Value
 

Product Rights

   $ 167,694       $ 56,233       $ 111,461       $ 138,466       $ 49,796       $ 88,670   

Customer Lists

     3,091         744         2,347         1,091         437         654   

Trademarks

     18,041         2,689         15,352         12,941         2,054         10,887   
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Total Intangibles

   $ 188,826       $ 59,666       $ 129,160       $ 152,498       $ 52,287       $ 100,211   
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

The following schedule represents future amortization charges related to intangible assets:

 

Year ending December 31,

      

2016

   $ 8,068   

2017

     8,068   

2018

     8,068   

2019

     8,068   

2020

     8,068   

Thereafter

     88,820   
  

 

 

 
   $ 129,160   
  

 

 

 

 

The following schedule represents the Company’s obligations under product acquisitions and licensing agreements:

 

     Amount  

Obligations under acquisition agreements at December 31, 2012

   $ 11,900   

Adjustment to deferred liabilities

     (297

FX impact

     (1

Amortization of discounted liabilities

     174   

Payments on existing obligations

     (7,890
  

 

 

 

Obligations under acquisition agreements at December 31, 2013

   $ 3,886   

Adjustment to deferred liabilities

     (32

Amortization of discounted liabilities

     324   

Payments on existing obligations

     (1,686
  

 

 

 

Obligations under acquisition agreements at December 31, 2014

   $ 2,492   

Additional obligations acquired

     1,867   

Adjustment to deferred liabilities

     65   

Amortization of discounted liabilities

     135   

Payments on existing obligations

     (2,524
  

 

 

 

Obligations under acquisition agreements at December 31, 2015

   $ 2,035   
  

 

 

 

In each of the past three fiscal years, the Company has remeasured the fair value of the earn out liabilities related to the acquisitions completed in the first quarter of 2010. Based on the remeasurement; in 2015, the fair value was increased by $65 and thereby increased operating expenses by $65; in 2014, the fair value was reduced by $32, thereby reduced operating expenses by $32; and in 2013, the fair value was reduced by $297, thereby reduced operating expenses by $297.

As of December 31, 2015, the $2,035 in remaining obligations under product acquisitions and licensing agreements is included in other liabilities.