XML 32 R18.htm IDEA: XBRL DOCUMENT v3.7.0.1
Product Acquisitions
12 Months Ended
Dec. 31, 2016
Business Combinations [Abstract]  
Product Acquisitions

(8) Product Acquisitions

During 2015, the Company entered into two acquisitions with a combined purchase consideration of $36,667.  Subsequently, in 2016, the Company paid an additional amount of $224 related to certain studies for one of the acquisitions, pursuant to the purchase agreement of the acquisition. The amount of goodwill allocated to the product acquisitions was not material. Results of the 2015 acquisitions were included in the Company’s consolidated statements of operations from the dates of the respective acquisitions and are immaterial.

Pro forma financial information for these acquisitions has not been included since they were immaterial. The acquisitions completed in 2015 were as follows:

On April 29, 2015, AMVAC CV 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).

On April 6, 2015, AMVAC CV 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).

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, 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

 

Additions during fiscal 2016

 

 

224

 

Write offs during fiscal 2016

 

 

(78

)

Impact of movement in exchange rates

 

 

69

 

Amortization expense

 

 

(7,942

)

Intangible assets at December 31, 2016

 

$

121,433

 

 

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.

 

 

 

2016

 

 

2015

 

$000’s

 

Gross

 

 

Accumulated

Amortization

 

 

Net Book

Value

 

 

Gross

 

 

Accumulated

Amortization

 

 

Net Book

Value

 

Product Rights

 

$

167,906

 

 

$

63,141

 

 

$

104,765

 

 

$

167,694

 

 

$

56,233

 

 

$

111,461

 

Customer Lists

 

 

3,091

 

 

 

1,053

 

 

 

2,038

 

 

 

3,091

 

 

 

744

 

 

 

2,347

 

Trademarks

 

 

18,041

 

 

 

3,411

 

 

 

14,630

 

 

 

18,041

 

 

 

2,689

 

 

 

15,352

 

Total Intangibles

 

$

189,038

 

 

$

67,605

 

 

$

121,433

 

 

$

188,826

 

 

$

59,666

 

 

$

129,160

 

 

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

 

Year ending December 31,

 

 

 

 

2017

 

$

7,911

 

2018

 

 

7,793

 

2019

 

 

7,793

 

2020

 

 

7,523

 

2021

 

 

7,438

 

Thereafter

 

 

82,975

 

 

 

$

121,433

 

 

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

 

 

 

Amount

 

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

 

 

1,367

 

Adjustment to deferred liabilities

 

 

65

 

Amortization of discounted liabilities

 

 

135

 

Payments on existing obligations

 

 

(2,524

)

Obligations under acquisition agreements at December 31, 2015

 

$

1,535

 

Additional obligations acquired

 

 

224

 

Adjustment to deferred liabilities

 

 

(22

)

Amortization of discounted liabilities

 

 

38

 

Payments on existing obligations

 

 

(960

)

Obligations under acquisition agreements at December 31, 2016

 

$

815

 

 

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 2016, the fair value was decreased by $22 and thereby decreased operating expenses by $22; in 2015, the fair value was increased by $65, thereby increasing operating expenses by $65; and in 2014, the fair value was reduced by $32, thereby reduced operating expenses by $32.

As of December 31, 2016, the $815 in remaining obligations under product acquisitions and licensing agreements is included in other liabilities.