Document_and_Entity_Informatio
Document and Entity Information | 9 Months Ended | |
Sep. 30, 2013 | Nov. 04, 2013 | |
Document And Entity Information [Abstract] | ' | ' |
Document Type | '10-Q | ' |
Amendment Flag | 'false | ' |
Document Period End Date | 30-Sep-13 | ' |
Document Fiscal Year Focus | '2013 | ' |
Document Fiscal Period Focus | 'Q3 | ' |
Trading Symbol | 'LIFE | ' |
Entity Registrant Name | 'Life Technologies Corp | ' |
Entity Central Index Key | '0001073431 | ' |
Current Fiscal Year End Date | '--12-31 | ' |
Entity Filer Category | 'Large Accelerated Filer | ' |
Entity Common Stock, Shares Outstanding | ' | 172,828,374 |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Current assets: | ' | ' |
Cash and cash equivalents | $336,389 | $255,547 |
Short-term investments | 17,798 | 5,726 |
Restricted cash | 14,065 | 15,096 |
Trade accounts receivable, net of allowance for doubtful accounts of $16,523 and $14,336, respectively | 653,525 | 697,228 |
Inventories, net | 431,089 | 403,488 |
Deferred income tax assets | 111,093 | 105,422 |
Prepaid expenses and other current assets | 182,157 | 142,732 |
Total current assets | 1,746,116 | 1,625,239 |
Long-term investments | 28,465 | 26,677 |
Property and equipment, net | 773,711 | 844,692 |
Goodwill | 4,500,208 | 4,503,392 |
Intangible assets, net | 1,321,174 | 1,525,823 |
Deferred income tax assets | 20,505 | 23,008 |
Other assets | 98,057 | 89,234 |
Total assets | 8,488,236 | 8,638,065 |
Current liabilities: | ' | ' |
Current portion of long-term debt | 4,157 | 253,214 |
Short-term borrowings | ' | 100,000 |
Accounts payable | 182,199 | 186,569 |
Deferred compensation and related benefits | 194,488 | 194,489 |
Deferred revenues and reserves | 118,149 | 114,558 |
Accrued expenses and other current liabilities | 268,715 | 314,642 |
Accrued income taxes | 33,596 | 28,879 |
Total current liabilities | 801,304 | 1,192,351 |
Long-term debt | 2,067,587 | 2,060,855 |
Pension liabilities | 205,272 | 209,607 |
Deferred income tax liabilities | 266,862 | 287,423 |
Income taxes payable | 33,934 | 106,419 |
Other long-term obligations | 136,501 | 127,947 |
Total liabilities | 3,511,460 | 3,984,602 |
Commitments and contingencies | ' | ' |
Stockholders' equity: | ' | ' |
Preferred stock; $0.01 par value, 6,405,884 shares authorized; no shares issued or outstanding | ' | ' |
Common stock; $0.01 par value, 400,000,000 shares authorized; 222,891,343 and 218,741,855 shares issued, respectively | 2,229 | 2,187 |
Additional paid-in-capital | 5,897,194 | 5,731,568 |
Accumulated other comprehensive income | 4,189 | 59,070 |
Retained earnings | 1,707,928 | 1,341,846 |
Less cost of treasury stock; 50,155,759 shares and 47,503,208 shares, respectively | -2,634,979 | -2,481,990 |
Total Life Technologies stockholders' equity | 4,976,561 | 4,652,681 |
Non-controlling interest | 215 | 782 |
Total equity | 4,976,776 | 4,653,463 |
Total liabilities and equity | $8,488,236 | $8,638,065 |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets (Parenthetical) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Thousands, except Share data, unless otherwise specified | ||
Statement Of Financial Position [Abstract] | ' | ' |
Allowance for doubtful accounts | $16,523 | $14,336 |
Preferred stock, par value | $0.01 | $0.01 |
Preferred stock, shares authorized | 6,405,884 | 6,405,884 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $0.01 | $0.01 |
Common stock, shares authorized | 400,000,000 | 400,000,000 |
Common stock, shares issued | 222,891,343 | 218,741,855 |
Treasury stock, shares | 50,155,759 | 47,503,208 |
Consolidated_Statements_of_Ope
Consolidated Statements of Operations and Comprehensive Income (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Income Statement [Abstract] | ' | ' | ' | ' |
Revenues | $935,090 | $911,183 | $2,843,410 | $2,799,606 |
Cost of revenues | 319,546 | 361,571 | 964,185 | 1,003,611 |
Purchased intangibles amortization | 70,641 | 71,126 | 213,886 | 219,192 |
Gross profit | 544,903 | 478,486 | 1,665,339 | 1,576,803 |
Operating expenses: | ' | ' | ' | ' |
Selling, general and administrative | 268,839 | 270,565 | 816,455 | 790,012 |
Research and development | 82,978 | 84,811 | 255,083 | 258,225 |
Business integration costs | 26,922 | 10,571 | 81,921 | 34,266 |
Total operating expenses | 378,739 | 365,947 | 1,153,459 | 1,082,503 |
Operating income | 166,164 | 112,539 | 511,880 | 494,300 |
Other income (expense): | ' | ' | ' | ' |
Interest income | 400 | 436 | 1,617 | 1,715 |
Interest expense | -27,092 | -29,291 | -84,106 | -94,266 |
Other expense | -5,182 | -2,781 | -9,570 | -11,097 |
Total other expense, net | -31,874 | -31,636 | -92,059 | -103,648 |
Income before provision for income taxes | 134,290 | 80,903 | 419,821 | 390,652 |
Income tax provision | -16,310 | -15,301 | -54,316 | -70,108 |
Net income | 117,980 | 65,602 | 365,505 | 320,544 |
Net loss attributable to noncontrolling interests | 266 | 255 | 577 | 305 |
Net income attributable to Life Technologies | 118,246 | 65,857 | 366,082 | 320,849 |
Earnings per common share attributable to Life Technologies stockholders: | ' | ' | ' | ' |
Basic | $0.68 | $0.38 | $2.13 | $1.81 |
Diluted | $0.67 | $0.37 | $2.09 | $1.78 |
Weighted average shares used in per share calculations: | ' | ' | ' | ' |
Basic | 172,892 | 174,044 | 172,072 | 177,028 |
Diluted | 175,901 | 177,258 | 175,314 | 180,559 |
Total comprehensive income | 138,012 | 98,053 | 310,634 | 343,878 |
Comprehensive loss attributable to noncontrolling interests | 264 | 254 | 567 | 304 |
Total comprehensive income attributable to Life Technologies | $138,276 | $98,307 | $311,201 | $344,182 |
Consolidated_Statements_of_Cas
Consolidated Statements of Cash Flows (USD $) | 9 Months Ended | |
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 |
CASH FLOWS FROM OPERATING ACTIVITIES: | ' | ' |
Net income | $365,505 | $320,544 |
Adjustments to reconcile net income to net cash provided by operating activities, net of effects of businesses acquired and divested: | ' | ' |
Depreciation | 91,976 | 93,617 |
Amortization of intangible assets | 224,468 | 226,807 |
Amortization of deferred debt issuance costs, debt discount, and other non-cash interest | 3,132 | 10,053 |
Share-based compensation expense | 54,374 | 65,276 |
Incremental tax benefits from stock options exercised and restricted stock distributions | -18,934 | -7,322 |
Deferred income taxes | -97,634 | -122,565 |
Loss on disposal of assets | 31,198 | 6,017 |
Other noncash adjustments | -16,702 | 6,897 |
Changes in operating assets and liabilities: | ' | ' |
Trade accounts receivable | 47,172 | -9,364 |
Inventories | -37,953 | -13,827 |
Prepaid expenses and other current assets | -27,461 | 16,888 |
Other assets | -9,008 | -398 |
Accounts payable | -239 | -8,565 |
Accrued expenses and other liabilities | -14,328 | -72,547 |
Income taxes | 16,083 | -2,542 |
Currency impact on intercompany settlements | -7,228 | 47,816 |
Net cash provided by operating activities | 604,421 | 556,785 |
CASH FLOWS FROM INVESTING ACTIVITIES: | ' | ' |
Purchases of investments | -18,446 | -8,045 |
Proceeds from sale of investments | 1,000 | 19,149 |
Net cash paid for business combinations | -54,076 | -69,077 |
Net cash paid for asset purchases | -7,427 | -4,106 |
Purchases of property and equipment | -71,179 | -68,713 |
Net cash paid for divestiture of equity investment | ' | -10,136 |
Proceeds from sales of assets | 36,729 | 486 |
Net cash used in investing activities | -113,399 | -140,442 |
CASH FLOWS FROM FINANCING ACTIVITIES: | ' | ' |
Principal payments on long-term obligations | -250,000 | -450,000 |
Principal payments on short-term obligations | -759,000 | -561,015 |
Proceeds from short-term obligations | 659,000 | 701,015 |
Issuance cost payments on long-term obligations | ' | -2,491 |
Cash paid for business combination milestones | -7,597 | -163,995 |
Cash contribution from non-controlling interest | ' | 469 |
Incremental tax benefits from stock options exercised and restricted stock distributions | 18,934 | 7,322 |
Proceeds from sale of common stock | 83,175 | 47,764 |
Capital lease payments | -2,822 | -1,442 |
Purchase of treasury stock | -147,757 | -558,151 |
Net cash used in financing activities | -406,067 | -980,524 |
Effect of exchange rate changes on cash | -4,113 | -420 |
Net increase (decrease) in cash and cash equivalents | 80,842 | -564,601 |
Cash and cash equivalents, beginning of period | 255,547 | 838,762 |
Cash and cash equivalents, end of period | $336,389 | $274,161 |
Pending_Merger_with_Thermo_Fis
Pending Merger with Thermo Fisher Scientific Inc. | 9 Months Ended |
Sep. 30, 2013 | |
Business Combinations [Abstract] | ' |
Pending Merger with Thermo Fisher Scientific Inc. | ' |
1. Pending Merger with Thermo Fisher Scientific Inc. | |
On April 14, 2013, the Company entered into an Agreement and Plan of Merger (the Merger Agreement) with Thermo Fisher Scientific Inc., a Delaware corporation (Thermo Fisher), and Polpis Merger Sub Co., a Delaware corporation and a wholly owned subsidiary of Thermo Fisher (Merger Sub), providing for, subject to the satisfaction or waiver of specified conditions, the acquisition of the Company by Thermo Fisher at a price of $76 per share in cash, subject to adjustment as described below. Subject to the terms and conditions of the Merger Agreement, the closing of the merger is expected to occur early in 2014. If the merger does not close by January 14, 2014 by reason of the failure to obtain certain required antitrust approvals or the issuance or enactment by a governmental authority of an order or law prohibiting or restraining the merger (and such prohibition or restraint is in respect of an antitrust law), the cash price per share will increase by $0.0062466 per day during the period commencing on, and including, January 14, 2014, and ending on, and including, the closing date. On August 21, 2013, the Company’s stockholders voted to adopt the Merger Agreement. For additional information related to the Merger Agreement, please refer to the Current Report on Form 8-K filed with the SEC on April 16, 2013 (the April 16th8-K) and the definitive proxy statement related to the merger filed by the Company on July 22, 2013. The foregoing description of the Merger Agreement is qualified in its entirety by reference to the full text of the Merger Agreement attached as Exhibit 2.1 to the April 16th 8-K. |
Basis_of_Presentation
Basis of Presentation | 9 Months Ended | ||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||
Accounting Policies [Abstract] | ' | ||||||||||||||||
Basis of Presentation | ' | ||||||||||||||||
2. Basis of Presentation | |||||||||||||||||
Financial Statement Preparation | |||||||||||||||||
The unaudited consolidated financial statements have been prepared by Life Technologies Corporation according to the rules and regulations of the Securities and Exchange Commission (SEC) and, therefore, certain information and disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States have been omitted. The Company has evaluated subsequent events through the date the financial statements were issued. | |||||||||||||||||
In the opinion of management, the accompanying unaudited consolidated financial statements for the periods presented reflect all adjustments, which are normal and recurring, necessary to fairly state the financial position, results of operations and cash flows. These unaudited consolidated financial statements should be read in conjunction with the audited financial statements included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2012 filed with the SEC on February 28, 2013. | |||||||||||||||||
The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. | |||||||||||||||||
Principles of Consolidation | |||||||||||||||||
The consolidated financial statements include the accounts of Life Technologies Corporation and its majority owned or controlled subsidiaries, collectively referred to as either Life Technologies or the Company. All significant intercompany accounts and transactions have been eliminated in consolidation. When there is a portion of equity in an acquired subsidiary not attributable, directly or indirectly, to the parent, the Company records the fair value of the noncontrolling interests at the acquisition date and classifies the amounts attributable to noncontrolling interests separately in equity in the Company’s Consolidated Financial Statements. Any subsequent changes in a parent’s ownership interest while the parent retains its controlling financial interest in its subsidiary are accounted for as equity transactions. | |||||||||||||||||
For purposes of these Notes to Consolidated Financial Statements, gross profit is defined as revenues less cost of revenues and purchased intangibles amortization and gross margin is defined as gross profit divided by revenues. Operating income is defined as gross profit less operating expenses and operating margin is defined as operating income divided by revenues. | |||||||||||||||||
Long-Lived Assets | |||||||||||||||||
The Company periodically re-evaluates the original assumptions and rationale utilized in the establishment of the carrying value and estimated lives of its long-lived assets. The criteria used for these evaluations include management’s estimate of the asset’s continuing ability to generate income from operations and positive cash flow in future periods as well as the strategic significance of any intangible asset to the Company’s business objectives. If assets are considered to be impaired, the impairment recognized is the amount by which the carrying value of the assets exceeds the fair value of the assets, which is determined by applicable market prices, when available. The Company did not recognize a significant impairment during the period other than that of the property sold which resulted in $28.3 million loss during the nine months ended September 30, 2013. The loss was recognized as a result of the Company making the decision to move out of existing acquired facilities into a new facility in the current year. | |||||||||||||||||
Business Combinations | |||||||||||||||||
The Company has completed acquisitions that were not considered individually or collectively material to the overall consolidated financial statements and the results of the Company’s operations. These acquisitions have been included in the consolidated financial statements from the respective dates of the acquisitions. The Company recognizes the assets acquired, liabilities assumed, and any noncontrolling interest at fair value at the date of acquisition. Certain acquisitions contain contingent consideration arrangements that require the Company to assess the acquisition date fair value of the contingent consideration liabilities, which is recorded as part of the purchase consideration of the acquisition. The Company continuously assesses and adjusts the fair value of the contingent consideration liabilities, if necessary, until the settlement or expiration of the contingency occurs. For additional details on the carrying value and potential future obligations under these arrangements, refer to Note 6 of the Consolidated Financial Statements, “Commitments and Contingencies”. | |||||||||||||||||
The Company also incurs various costs related to business combination and integration activities. These activities include restructuring and integrating acquired entities, aligning acquired and existing operations through business transformation activities, costs associated with divesting entities, and costs related to the proposed acquisition by Thermo Fisher. Costs related to these activities are recorded as “Business integration costs” in the Consolidated Statement of Operations and Comprehensive Income. | |||||||||||||||||
Fair Value of Financial Instruments | |||||||||||||||||
We account for our financial instruments at fair value based on ASC Topic 820, Fair Value Measurements and Disclosures and ASC Topic 815, Derivatives and Hedging. In determining fair value, we consider both the credit risk of our counterparties and our own creditworthiness. ASC Topic 820, Fair Value Measurements and Disclosures, defines fair value and establishes a framework for measuring fair value. The framework requires the valuation of investments using a three tiered approach. The Company reviews and evaluates the adequacy of the valuation techniques periodically. In the current year, there have not been any changes to the Company’s valuation methodologies. | |||||||||||||||||
A derivative is an instrument whose value is derived from an underlying instrument or index, such as interest rates, equity securities, currencies, commodities or credit spreads. Derivatives include futures, forwards, swaps, or option contracts, or other financial instruments with similar characteristics. Derivative contracts often involve future commitments to exchange interest payment streams or currencies based on a notional or contractual amount (e.g., interest rate swaps or currency forwards). | |||||||||||||||||
The accounting for changes in fair value of a derivative instrument depends on the nature of the derivative and whether the derivative qualifies as a hedging instrument in accordance with ASC Topic 815, Derivatives and Hedging. Those hedging instruments that qualify for hedge accounting are included as an adjustment to revenue or interest expense, depending upon the nature of the underlying transactions the Company is hedging for. Those hedges that do not qualify for hedge accounting are included in other income (expense). | |||||||||||||||||
For details on the assets and liabilities subject to fair value measurements and the related valuation techniques used, and for details on derivative instruments, refer to Note 10 of the Consolidated Financial Statements, “Fair Value of Financial Instruments”. | |||||||||||||||||
Computation of Earnings Per Share | |||||||||||||||||
Basic earnings per share was computed by dividing net income attributable to Life Technologies by the weighted average number of common shares outstanding during the period. Diluted earnings per share reflect the potential dilution that could occur from the following items: | |||||||||||||||||
• | Dilutive stock options and restricted stock units; | ||||||||||||||||
• | Dilutive Employee Stock Purchase Plan (ESPP); and | ||||||||||||||||
• | Convertible senior notes where the effect of those securities is dilutive. | ||||||||||||||||
Computations for basic and diluted earnings per share are as follows: | |||||||||||||||||
(in thousands, except per share data) (unaudited) | Net Income | Shares | Earnings | ||||||||||||||
Attributable to | (Denominator) | Per Share | |||||||||||||||
Life | |||||||||||||||||
Technologies | |||||||||||||||||
(Numerator) | |||||||||||||||||
Three Months Ended September 30, 2013 | |||||||||||||||||
Basic earnings per share: | |||||||||||||||||
Net income attributable to Life Technologies | $ | 118,246 | 172,892 | $ | 0.68 | ||||||||||||
Diluted earnings per share: | |||||||||||||||||
Dilutive stock options and restricted stock units | — | 3,009 | |||||||||||||||
Net income attributable to Life Technologies plus assumed conversions | $ | 118,246 | 175,901 | $ | 0.67 | ||||||||||||
Potentially dilutive securities not included above since they are antidilutive: | |||||||||||||||||
Antidilutive stock options | — | ||||||||||||||||
Three Months Ended September 30, 2012 | |||||||||||||||||
Basic earnings per share: | |||||||||||||||||
Net income attributable to Life Technologies | $ | 65,857 | 174,044 | $ | 0.38 | ||||||||||||
Diluted earnings per share: | |||||||||||||||||
Dilutive stock options and restricted stock units | — | 3,202 | |||||||||||||||
Employee Stock Purchase Plan | — | 12 | |||||||||||||||
Net income attributable to Life Technologies plus assumed conversions | $ | 65,857 | 177,258 | $ | 0.37 | ||||||||||||
Potentially dilutive securities not included above since they are antidilutive: | |||||||||||||||||
Antidilutive stock options | 3,918 | ||||||||||||||||
(in thousands, except per share data) (unaudited) | Net Income | Shares | Earnings | ||||||||||||||
Attributable to | (Denominator) | Per Share | |||||||||||||||
Life | |||||||||||||||||
Technologies | |||||||||||||||||
(Numerator) | |||||||||||||||||
Nine Months Ended September 30, 2013 | |||||||||||||||||
Basic earnings per share: | |||||||||||||||||
Net income attributable to Life Technologies | $ | 366,082 | 172,072 | $ | 2.13 | ||||||||||||
Diluted earnings per share: | |||||||||||||||||
Dilutive stock options and restricted stock units | — | 3,242 | |||||||||||||||
Net income attributable to Life Technologies plus assumed conversions | $ | 366,082 | 175,314 | $ | 2.09 | ||||||||||||
Potentially dilutive securities not included above since they are antidilutive: | |||||||||||||||||
Antidilutive stock options | 9 | ||||||||||||||||
Nine Months Ended September 30, 2012 | |||||||||||||||||
Basic earnings per share: | |||||||||||||||||
Net income attributable to Life Technologies | $ | 320,849 | 177,028 | $ | 1.81 | ||||||||||||
Diluted earnings per share: | |||||||||||||||||
Dilutive stock options and restricted stock units | — | 3,510 | |||||||||||||||
Employee Stock Purchase Plan | — | 10 | |||||||||||||||
1 1/2% Convertible Senior Notes due 2024 | 12 | 11 | |||||||||||||||
Net income attributable to Life Technologies plus assumed conversions | $ | 320,861 | 180,559 | $ | 1.78 | ||||||||||||
Potentially dilutive securities not included above since they are antidilutive: | |||||||||||||||||
Antidilutive stock options | 4,003 | ||||||||||||||||
Share-Based Compensation | |||||||||||||||||
Effective April 24, 2013, the Company adopted the Life Technologies Corporation 2013 Equity Incentive Plan (the 2013 Plan), effectively replacing the Life Technologies Corporation 2009 Equity Incentive Plan. Under the 2013 Plan, the Company has the ability to grant stock options, stock appreciation rights, restricted stock units, restricted stock awards, performance awards, and deferred stock awards with 13.0 million shares of the Company’s common stock reserved for the granting of new awards. Stock option awards are granted to eligible employees and directors at an exercise price equal to the fair market value of such stock on the date of grant, generally vest over four years, and are exercisable in whole or in installments and expire ten years from the date of grant. Restricted stock awards, which are granted in connection with the Life Technologies Corporation Deferred Compensation Plan (the Deferred Compensation Plan), restricted stock units, and performance based restricted stock units are granted to eligible employees and directors and represent rights to receive shares of common stock at a future date, generally vesting over three or four years. An exercise price and monetary payment are not required for receipt or issuance of these awards, instead, consideration is furnished in the form of the participant’s services to the Company. The compensation cost for these awards is valued based on the estimated fair value of such award on the date of grant. | |||||||||||||||||
Under the Company’s qualified employee stock purchase plan (the 2010 ESPP Plan), all eligible employees of the Company may elect to withhold up to 15% of their compensation to purchase shares of the Company’s stock on a quarterly basis at a discounted price equal to 85% of the lower of the employee’s offering price or the closing price of the stock on the date of purchase. Effective immediately after the October 31, 2012 purchase, the Company suspended the 2010 ESPP Plan to all employees. No shares will be purchased under the 2010 ESPP Plan unless and until reinstated by the Company. | |||||||||||||||||
The Company uses the Black-Scholes option-pricing model (Black-Scholes model) to value share-based employee stock option and purchase right awards. The Company uses Monte Carlo simulations (Monte Carlo model), the Company’s selected binomial model, to value performance based restricted stock units. The determination of fair value of stock-based payment awards using the Black-Scholes model and the Monte Carlo model requires the use of certain estimates and assumptions that affect the reported amount of share-based compensation cost recognized in the Consolidated Statements of Operations and Comprehensive Income. Among these estimates that affect share-based compensation cost recognized are the expected term of awards, estimated forfeitures, expected volatility of the Company’s stock price, expected dividends, the risk-free interest rate, and correlation coefficients for performance based conditions. | |||||||||||||||||
Stock Options and Purchase Rights | |||||||||||||||||
The Company did not grant any employee stock options or purchase rights during the nine months ended September 30, 2013. The underlying assumptions used to value employee stock options and purchase rights granted during the nine months ended September 30, 2012 were as follows: | |||||||||||||||||
Nine months ended | |||||||||||||||||
September 30, | |||||||||||||||||
(unaudited) | 2012 | ||||||||||||||||
Stock Options | |||||||||||||||||
Weighted average risk free interest rate | 0.9 | % | |||||||||||||||
Expected term of share-based awards | 4.4 yrs | ||||||||||||||||
Expected stock price volatility | 34 | % | |||||||||||||||
Expected dividend yield | 0 | % | |||||||||||||||
Weighted average fair value of share-based awards granted | $ | 14.14 | |||||||||||||||
Purchase Rights | |||||||||||||||||
Weighted average risk free interest rate | 0.1 | % | |||||||||||||||
Expected term of share-based awards | 0.4 yrs | ||||||||||||||||
Expected stock price volatility | 35 | % | |||||||||||||||
Expected dividend yield | 0 | % | |||||||||||||||
Weighted average fair value of share-based awards granted | $ | 11.26 | |||||||||||||||
The Company is required to estimate forfeitures at the time of grant and revise those estimates in subsequent periods on a cumulative basis in the period the estimated forfeiture rate changes. The Company considered its historical experience of pre-vesting option forfeitures as the basis to arrive at its estimated annual pre-vesting option forfeiture rate of 7.6% and 6.0% per year for each of the nine months ended September 30, 2013 and 2012, respectively. All option awards, including those with graded vesting, were valued as a single award with a single average expected term and are amortized on a straight-line basis over the requisite service period of the awards, which is generally the vesting period. At September 30, 2013, there was $8.9 million remaining in unrecognized compensation cost related to employee stock options, which is expected to be recognized over a weighted average period of 1.0 years. No compensation cost was capitalized in inventory during the nine months ended September 30, 2013 as the amounts involved were not material. | |||||||||||||||||
Total share-based compensation expense for employee stock options and purchase rights for the three and nine months ended September 30, 2013 and 2012 was comprised of the following: | |||||||||||||||||
Three months ended | Nine months ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
(in thousands) (unaudited) | 2013 | 2012 | 2013 | 2012 | |||||||||||||
Cost of revenues | $ | 170 | $ | 569 | $ | 611 | $ | 1,864 | |||||||||
Selling, general and administrative | 2,366 | 4,444 | 7,514 | 14,897 | |||||||||||||
Research and development | 172 | 586 | 545 | 1,894 | |||||||||||||
Share-based compensation expense before taxes | 2,708 | 5,599 | 8,670 | 18,655 | |||||||||||||
Related income tax benefits | 1,080 | 1,876 | 4,111 | 5,808 | |||||||||||||
Share-based compensation expense, net of taxes | $ | 1,628 | $ | 3,723 | $ | 4,559 | $ | 12,847 | |||||||||
Restricted Stock Units | |||||||||||||||||
Restricted stock units represent a right to receive shares of common stock at a future date determined in accordance with the participant’s award agreement. An exercise price and monetary payment are not required for receipt of restricted stock units or the shares issued in settlement of the award. Instead, consideration is furnished in the form of the participant’s services to the Company. Restricted stock units have either graded vesting terms of four years, or cliff vesting terms which generally vest over three years. Compensation cost for these awards is based on the estimated fair value on the date of grant and recognized as compensation expense on a straight-line basis over the requisite service period. During the nine months ended September 30, 2013 and 2012, the Company estimated pre-vesting forfeitures and applied an annual pre-vesting forfeiture rate of 7.0% and 8.0% for restricted stock units with graded vesting terms and cliff vesting terms, respectively. Performance based restricted stock units have three year cliff vesting terms whereby vesting is based on the completion of the requisite service and the ultimate issuance amount is determined by the Company’s total shareholder return over the same three year period. Share payout levels range from zero to two hundred percent for each granted unit relative to total shareholder return. At September 30, 2013 there was $121.4 million remaining in unrecognized compensation cost related to restricted stock units, which is expected to be recognized over a weighted average period of 2.7 years. The weighted average fair value of restricted stock units granted during the nine months ended September 30, 2013 and 2012 was $68.04 and $48.36, respectively. The grants during the nine months ended September 30, 2013 include performance based restricted stock units. | |||||||||||||||||
Total share-based compensation expense for restricted stock units for the three and nine months ended September 30, 2013 and 2012 was composed of the following: | |||||||||||||||||
Three months ended | Nine months ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
(in thousands) (unaudited) | 2013 | 2012 | 2013 | 2012 | |||||||||||||
Cost of revenues | $ | 1,181 | $ | 1,418 | $ | 3,415 | $ | 4,201 | |||||||||
Selling, general and administrative | 12,926 | 12,226 | 38,645 | 37,406 | |||||||||||||
Research and development | 1,121 | 1,527 | 3,287 | 4,312 | |||||||||||||
Share-based compensation expense before taxes | 15,228 | 15,171 | 45,347 | 45,919 | |||||||||||||
Related income tax benefits | 4,531 | 5,373 | 13,325 | 16,202 | |||||||||||||
Share-based compensation expense, net of taxes | $ | 10,697 | $ | 9,798 | $ | 32,022 | $ | 29,717 | |||||||||
Deferred Stock Awards and Restricted Stock Awards | |||||||||||||||||
Deferred stock awards are fully vested and expensed when issued, but shares are placed in a deferral account under the Deferred Compensation Plan, at an eligible employee’s or director’s discretion, until distributed to the employee or director at a future date. The Deferred Compensation Plan allows eligible directors and employees to defer, on a pre-tax basis, a portion or all of their compensation, bonuses, or director’s fees in the form of cash or deferred stock awards. The deferred compensation plan provides matching contributions by the Company to the participants, based on the deferred compensation plan agreement, in the form of restricted stock awards. During the nine months ended September 30, 2013 and 2012, the Company granted restricted stock awards with a total deferred compensation value of $0.8 million and $0.6 million, respectively, which will be recognized over the requisite service period of three years with an applicable forfeiture rate. The restricted stock awards, issued but unvested, are held in a deferral account, and are subject to a three year cliff vesting. Refer to Note 10 of the Consolidated Financial Statements, “Fair Value of Financial Instruments” for further information on the fair market valuation of the deferred compensation plan assets. | |||||||||||||||||
Recent Accounting Pronouncements | |||||||||||||||||
In February 2013, the FASB issued ASU 2013-02, Reporting of Amounts Reclassified out of Accumulated Other Comprehensive Income, updating ASC Topic 220, Comprehensive Income. Under the amended ASC Topic 220, an entity is required to present, either on the face of the statement where net income is presented or in the notes to the financial statements, significant amounts reclassified out of accumulated other comprehensive income by the respective line items of net income but only if the amount reclassified is required under U.S. GAAP to be reclassified to net income in its entirety in the same reporting period. For other amounts that are not required under U.S. GAAP to be reclassified in their entirety to net income, an entity is required to cross-reference to other disclosures required under U.S. GAAP that provide additional details of those amounts. The guidance does not impact the components of other comprehensive income or when an item of other comprehensive income must be reclassified to net income. The adoption of the guidance in the fiscal year 2013 did not have an impact on the Company’s Consolidated Financial Statements and is not expected to have an impact on the Company’s future operating results. |
Composition_of_Certain_Financi
Composition of Certain Financial Statement Items | 9 Months Ended | ||||||||||||||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||||||||||||||
Organization Consolidation And Presentation Of Financial Statements [Abstract] | ' | ||||||||||||||||||||||||||||
Composition of Certain Financial Statement Items | ' | ||||||||||||||||||||||||||||
3. Composition of Certain Financial Statement Items | |||||||||||||||||||||||||||||
Inventories | |||||||||||||||||||||||||||||
Inventories consisted of the following: | |||||||||||||||||||||||||||||
September 30, | December 31, | ||||||||||||||||||||||||||||
2013 | 2012 | ||||||||||||||||||||||||||||
(in thousands) | (unaudited) | ||||||||||||||||||||||||||||
Raw materials and components | $ | 94,884 | $ | 101,370 | |||||||||||||||||||||||||
Work in process (materials, labor and overhead) | 63,220 | 96,725 | |||||||||||||||||||||||||||
Finished goods (materials, labor and overhead) | 272,985 | 204,639 | |||||||||||||||||||||||||||
Adjustments to write up acquired finished goods to fair value | — | 754 | |||||||||||||||||||||||||||
Total inventories, net | $ | 431,089 | $ | 403,488 | |||||||||||||||||||||||||
Prepaid Expenses and Other Current Assets | |||||||||||||||||||||||||||||
Prepaid expenses and other current assets consisted of the following: | |||||||||||||||||||||||||||||
September 30, | December 31, | ||||||||||||||||||||||||||||
2013 | 2012 | ||||||||||||||||||||||||||||
(in thousands) | (unaudited) | ||||||||||||||||||||||||||||
Forward exchange contracts | $ | 7,047 | $ | 1,597 | |||||||||||||||||||||||||
Prepaid expenses | 117,607 | 99,039 | |||||||||||||||||||||||||||
Other current assets | 57,503 | 42,096 | |||||||||||||||||||||||||||
Total prepaid expenses and other current assets | $ | 182,157 | $ | 142,732 | |||||||||||||||||||||||||
Property and Equipment | |||||||||||||||||||||||||||||
Property and equipment consisted of the following: | |||||||||||||||||||||||||||||
Estimated | September 30, 2013 | December 31, 2012 | |||||||||||||||||||||||||||
Useful Life | |||||||||||||||||||||||||||||
(in years) | |||||||||||||||||||||||||||||
(in thousands) | (unaudited) | ||||||||||||||||||||||||||||
Land | — | $ | 118,800 | $ | 139,889 | ||||||||||||||||||||||||
Building and improvements | Jan-50 | 453,234 | 479,194 | ||||||||||||||||||||||||||
Machinery and equipment | 10-Jan | 520,579 | 497,370 | ||||||||||||||||||||||||||
Internal use software | 10-Jan | 263,948 | 263,376 | ||||||||||||||||||||||||||
Construction in process | — | 94,189 | 78,064 | ||||||||||||||||||||||||||
Total gross property and equipment | 1,450,750 | 1,457,893 | |||||||||||||||||||||||||||
Accumulated depreciation and amortization | (677,039 | ) | (613,201 | ) | |||||||||||||||||||||||||
Total property and equipment, net | $ | 773,711 | $ | 844,692 | |||||||||||||||||||||||||
Goodwill and Other Intangible Assets | |||||||||||||||||||||||||||||
The $3.2 million decrease in goodwill on the Consolidated Balance Sheet from December 31, 2012 to September 30, 2013 was primarily the result of $17.5 million of foreign currency translation adjustments offset by $14.3 million from business combinations. | |||||||||||||||||||||||||||||
Intangible assets consisted of the following: | |||||||||||||||||||||||||||||
September 30, 2013 (unaudited) | December 31, 2012 | ||||||||||||||||||||||||||||
Weighted | Gross carrying | Accumulated | Weighted | Gross carrying | Accumulated | ||||||||||||||||||||||||
average | Amount | Amortization | average | Amount | Amortization | ||||||||||||||||||||||||
Life | Life | ||||||||||||||||||||||||||||
(in thousands) | |||||||||||||||||||||||||||||
Amortized intangible assets: | |||||||||||||||||||||||||||||
Purchased technology | 7 years | $ | 1,273,962 | $ | (1,066,260 | ) | 7 years | $ | 1,270,012 | $ | (1,003,531 | ) | |||||||||||||||||
Purchased tradenames and trademarks | 9 years | 327,052 | (206,247 | ) | 9 years | 329,588 | (184,272 | ) | |||||||||||||||||||||
Purchased customer base | 11 years | 1,466,709 | (634,288 | ) | 11 years | 1,464,042 | (544,736 | ) | |||||||||||||||||||||
Other intellectual property | 6 years | 386,629 | (296,234 | ) | 6 years | 375,164 | (250,295 | ) | |||||||||||||||||||||
Total intangible assets | $ | 3,454,352 | $ | (2,203,029 | ) | $ | 3,438,806 | $ | (1,982,834 | ) | |||||||||||||||||||
Intangible assets not subject to amortization: | |||||||||||||||||||||||||||||
Purchased tradenames and trademarks | $ | 7,451 | $ | 7,451 | |||||||||||||||||||||||||
In-process research and development | 62,400 | 62,400 | |||||||||||||||||||||||||||
Amortization expense related to purchased intangible assets for the three months ended September 30, 2013 and 2012 was $70.6 million and $71.1 million, respectively, and, for the nine months ended September 30, 2013 and 2012, was $213.9 million and $219.2 million, respectively. Estimated aggregate amortization expense is expected to be $71.3 million for the remainder of fiscal year 2013. Estimated aggregate amortization expense for fiscal years 2014, 2015, 2016 and 2017 is $250.8 million, $230.8 million, $178.3 million and $163.2 million, respectively. During the nine months ended September 30, 2013, there were no material impairments identified. | |||||||||||||||||||||||||||||
Acquired in-process research and development assets are accounted for as indefinite life intangible assets subject to annual impairment test, or earlier if an event or circumstance indicates that impairment may have occurred, until completion or abandonment of the acquired projects. Upon reaching the end of the relevant research and development project, the Company will amortize the acquired in-process research and development over its estimated useful life or expense the acquired in-process research and development should the research and development project be unsuccessful with no future alternative use. | |||||||||||||||||||||||||||||
Accrued Expenses and Other Current Liabilities | |||||||||||||||||||||||||||||
Accrued Expenses and Other Current Liabilities consist of royalty accruals, hedge liabilities, product warranties, interest accruals, legal accruals, contingent considerations and other current liabilities. | |||||||||||||||||||||||||||||
In February 2012, the Company received an unfavorable verdict in its litigation with Promega Corporation that resulted in charges to cost of revenues and a legal accrual of $52.0 million, which was recorded in the December 31, 2011 financial statements and remained recorded as a liability as of September 30, 2013 and December 31, 2012. A federal judge reversed the verdict in September 2012 and entered judgment in favor of the Company. Promega responded by filing various motions to reinstate the verdict and for a new trial. The Company challenged Promega’s motions, and the judge denied them all in April 2013. The case is now on appeal and the Company is vigorously defending its position. | |||||||||||||||||||||||||||||
In November 2012, the Company received an unfavorable verdict in its litigation with Enzo Biochem, resulting in charges to cost of revenues and a legal accrual of $60.9 million, which was recorded in the December 31, 2012 financial statements and remains recorded as a liability as of September 30, 2013. The Company strongly disagrees with the verdict and intends to vigorously challenge it in the trial court and on appeal. | |||||||||||||||||||||||||||||
None of the other liabilities in Accrued Expenses and Other Current Liabilities was individually material at September 30, 2013 and December 31, 2012. | |||||||||||||||||||||||||||||
Reconciliation of Equity | |||||||||||||||||||||||||||||
The following table provides a reconciliation of the beginning and ending carrying amounts of total equity, equity attributable to the Company, and equity attributable to non-controlling interests: | |||||||||||||||||||||||||||||
(in thousands) (unaudited) | Total | Common | Additional | Treasury | Accumulated | Retained | Non- | ||||||||||||||||||||||
Stock | Paid-in-Capital | Stock | Other | Earnings | Controlling | ||||||||||||||||||||||||
Comprehensive | Interests | ||||||||||||||||||||||||||||
Income (loss) | |||||||||||||||||||||||||||||
Balance at December 31, 2012 | $ | 4,653,463 | $ | 2,187 | $ | 5,731,568 | $ | (2,481,990 | ) | $ | 59,070 | $ | 1,341,846 | $ | 782 | ||||||||||||||
Amortization of stock based compensation | 54,374 | — | 54,374 | — | — | — | — | ||||||||||||||||||||||
Common stock issuance under employee stock plans | 84,998 | 23 | 85,292 | (317 | ) | — | — | — | |||||||||||||||||||||
Net tax benefit on employee stock plans | 17,413 | — | 17,413 | — | — | — | — | ||||||||||||||||||||||
Issuance of restricted shares, net of shares repurchased for minimum tax liability | (42,348 | ) | 18 | (18 | ) | (42,348 | ) | — | — | — | |||||||||||||||||||
Issuance of deferred stock | 3,130 | 1 | 8,565 | (5,436 | ) | — | — | — | |||||||||||||||||||||
Purchase of treasury stock | (104,888 | ) | — | — | (104,888 | ) | — | — | — | ||||||||||||||||||||
Realized gain on hedging transactions, reclassed into earnings, net of related tax effects | (275 | ) | — | — | — | (275 | ) | — | — | ||||||||||||||||||||
Pension liability, net of deferred taxes | (9,505 | ) | — | — | — | (9,505 | ) | — | — | ||||||||||||||||||||
Foreign currency translation adjustment, net of related tax effects | (45,091 | ) | — | — | — | (45,101 | ) | — | 10 | ||||||||||||||||||||
Net income (loss) | 365,505 | — | — | — | — | 366,082 | (577 | ) | |||||||||||||||||||||
Balance at September 30, 2013 | $ | 4,976,776 | $ | 2,229 | $ | 5,897,194 | $ | (2,634,979 | ) | $ | 4,189 | $ | 1,707,928 | $ | 215 | ||||||||||||||
Accumulated Other Comprehensive Income and Components of Other Comprehensive Income | |||||||||||||||||||||||||||||
Accumulated other comprehensive income includes unrealized gains and losses that are excluded from the Consolidated Statements of Operations. The unrealized gains and losses include foreign currency translation adjustments, cash flow hedge adjustments, and pension liabilities adjustments, net of tax. | |||||||||||||||||||||||||||||
Accumulated other comprehensive income, net of taxes, attributable to Life Technologies, consists of the following at September 30, 2013: | |||||||||||||||||||||||||||||
(in thousands) (unaudited) | Total | Cash Flow | Pension | Foreign Currency | |||||||||||||||||||||||||
Hedges | Liabilities | Translation | |||||||||||||||||||||||||||
Adjustments | |||||||||||||||||||||||||||||
Balance at December 31, 2012 | $ | 59,070 | $ | 1,594 | $ | (104,787 | ) | $ | 162,263 | ||||||||||||||||||||
Current-period change | (54,881 | ) | (275 | ) | (9,505 | ) | (45,101 | ) | |||||||||||||||||||||
Balance at September 30, 2013 | $ | 4,189 | $ | 1,319 | $ | (114,292 | ) | $ | 117,162 | ||||||||||||||||||||
The components of other comprehensive income (loss) for the three and nine months ended September 30, 2013 were as follows: | |||||||||||||||||||||||||||||
Three months ended September 30, 2013 | |||||||||||||||||||||||||||||
(in thousands) (unaudited) | Before-Tax | Tax Benefit | Net-of-Tax | ||||||||||||||||||||||||||
Amount | Amount | ||||||||||||||||||||||||||||
Realized gain on cash flow hedges, reclassified into earnings | (146 | ) | 54 | (92 | ) | ||||||||||||||||||||||||
Foreign currency translation adjustments | 20,124 | — | 20,124 | ||||||||||||||||||||||||||
Other comprehensive income | $ | 19,978 | $ | 54 | $ | 20,032 | |||||||||||||||||||||||
Nine months ended September 30, 2013 | |||||||||||||||||||||||||||||
(in thousands) (unaudited) | Before-Tax | Tax Benefit | Net-of-Tax | ||||||||||||||||||||||||||
Amount | Amount | ||||||||||||||||||||||||||||
Curtailment gain on pension plans, reclassified into earnings | $ | (15,264 | ) | $ | 5,759 | $ | (9,505 | ) | |||||||||||||||||||||
Realized gain on cash flow hedges, reclassified into earnings | (438 | ) | 163 | (275 | ) | ||||||||||||||||||||||||
Foreign currency translation adjustments | (45,091 | ) | — | (45,091 | ) | ||||||||||||||||||||||||
Other comprehensive income (loss) | $ | (60,793 | ) | $ | 5,922 | $ | (54,871 | ) | |||||||||||||||||||||
The details about reclassifications out of accumulated other comprehensive income into net income for the three and nine months ended September 30, 2013 were as follows: | |||||||||||||||||||||||||||||
Three months ended September 30, 2013 | |||||||||||||||||||||||||||||
(in thousands) (unaudited) | Amount | Affected Line Item in Statement of | |||||||||||||||||||||||||||
Reclassified from | Operations | ||||||||||||||||||||||||||||
AOCI | |||||||||||||||||||||||||||||
(Gains)/losses on cash flow hedges | |||||||||||||||||||||||||||||
Forward interest rate swap contracts | $ | (146 | ) | Interest expense | |||||||||||||||||||||||||
(146 | ) | Total before tax | |||||||||||||||||||||||||||
54 | Income tax provision | ||||||||||||||||||||||||||||
$ | (92 | ) | Net of tax | ||||||||||||||||||||||||||
Nine months ended September 30, 2013 | |||||||||||||||||||||||||||||
(in thousands) (unaudited) | Amount | Affected Line Item in Statement of | |||||||||||||||||||||||||||
Reclassified from | Operations | ||||||||||||||||||||||||||||
AOCI | |||||||||||||||||||||||||||||
(Gains)/losses on cash flow hedges | |||||||||||||||||||||||||||||
Forward interest rate swap contracts | $ | (438 | ) | Interest expense | |||||||||||||||||||||||||
(438 | ) | Total before tax | |||||||||||||||||||||||||||
163 | Income tax provision | ||||||||||||||||||||||||||||
$ | (275 | ) | Net of tax | ||||||||||||||||||||||||||
Defined benefit pension plan items | |||||||||||||||||||||||||||||
Curtailment gain | $ | (15,264 | ) | Business integration costs | |||||||||||||||||||||||||
(15,264 | ) | Total before tax | |||||||||||||||||||||||||||
5,759 | Income tax provision | ||||||||||||||||||||||||||||
$ | (9,505 | ) | Net of tax | ||||||||||||||||||||||||||
Total reclassifications | $ | (9,780 | ) | Net of tax | |||||||||||||||||||||||||
LongTerm_Debt
Long-Term Debt | 9 Months Ended | ||||||||
Sep. 30, 2013 | |||||||||
Debt Disclosure [Abstract] | ' | ||||||||
Long-Term Debt | ' | ||||||||
4. Long-Term Debt | |||||||||
Long-term debt consisted of the following: | |||||||||
September 30, | December 31, | ||||||||
2013 | 2012 | ||||||||
(in thousands) | (unaudited) | ||||||||
3.375% Senior Notes (principal due 2013), net of unamortized discount | $ | — | $ | 249,993 | |||||
4.400% Senior Notes (principal due 2015), net of unamortized discount | 499,491 | 499,235 | |||||||
3.500% Senior Notes (principal due 2016), net of unamortized discount | 399,692 | 399,598 | |||||||
6.000% Senior Notes (principal due 2020), net of unamortized discount | 748,916 | 748,815 | |||||||
5.000% Senior Notes (principal due 2021), net of unamortized discount | 398,623 | 398,508 | |||||||
Capital leases | 25,022 | 17,920 | |||||||
Total debt | 2,071,744 | 2,314,069 | |||||||
Less current portion | (4,157 | ) | (253,214 | ) | |||||
Total long-term debt | $ | 2,067,587 | $ | 2,060,855 | |||||
Senior Notes | |||||||||
During 2010, the Company filed a prospectus that allows the Company to issue in one or more offerings, senior or subordinated debt securities covered by the prospectus by filing a prospectus supplement that contains specific information about the securities and specific terms being offered. Under the prospectus, the Company has issued a principal amount of $2,300.0 million of fixed unsecured and unsubordinated Senior Notes (the Notes), of which $1,500.0 million were offered in February 2010 and $800.0 million were offered in December 2010. The $1,500.0 million of fixed rate unsecured notes which were issued in February 2010 consisted of an aggregate principal amount of $250.0 million of 3.375% Senior Notes due 2013 (the 2013 Notes) at an issue price of 99.95%, an aggregate principal amount of $500.0 million of 4.40% Senior Notes due 2015 (the 2015 Notes) at an issue price of 99.67% and an aggregate principal amount of $750.0 million of 6.00% Senior Notes due 2020 (the 2020 Notes) at an issue price of 99.80%. The additional $800.0 million of fixed rate unsecured notes which were issued in December 2010 consisted of an aggregate principal amount of $400.0 million of 3.50% Senior Notes due 2016 (the 2016 Notes) at an issue price of 99.84% and an aggregate principal amount of $400.0 million of 5.00% Senior Notes due 2021 (the 2021 Notes) at an issue price of 99.56%. The effective interest rates, net of hedging transactions, are 3.39%, 4.47%, 3.53%, 6.03%, and 5.06% for the 2013, 2015, 2016, 2020 and 2021 Notes, respectively, with interest payments due semi-annually. | |||||||||
As a result, the Company has recorded an aggregate $5.7 million of debt discounts for the Notes. At September 30, 2013, the unamortized debt discount balance was $3.3 million. The debt discounts are amortized over the lives of the associated Notes using the effective interest method. | |||||||||
The aggregate net proceeds from the Note offerings in 2010 were $2,276.4 million after deducting the debt discounts as well as underwriting discounts of $17.9 million. Total deferred financing costs associated with the issuances of the Notes were $21.8 million, including the $17.9 million of underwriting discounts and $3.9 million of legal and accounting fees. At September 30, 2013, the unamortized issuance costs for the Notes were $11.1 million which are expected to be recognized over a weighted average period of 5.4 years. The Company recognized aggregate contractual interest expense of $25.3 million and $27.4 million for the three months ended September 30, 2013 and 2012, respectively, and $77.3 million and $82.2 million for the nine months ended September 30, 2013 and 2012, respectively. | |||||||||
During March 2013, the Company used cash on hand and proceeds from the line of credit to pay off the entire outstanding balance of the 3.375% Senior Notes of $250.0 million, plus accrued interest due on the date of repayment. The Company did not recognize any gain or loss associated with the repayment of the 2013 Notes. At December 31, 2012, the Company held the carrying value of $250.0 million, and the related debt discount, of the 2013 Notes in current liabilities. For details on the revolving credit facility, refer to Note 5 “Lines of Credit”. | |||||||||
The Company, at its option, may redeem outstanding Notes (prior to October 15, 2020 for the 2021 Notes) in whole or in part at any time at a redemption price equal to the greater of 100% of the principal amount of the notes to be redeemed or the sum of the present values of the remaining scheduled payments of the notes to be redeemed discounted on a semi-annual basis at a rate equal to the sum of the rate on a comparable United States Treasury note plus 25 basis points for the 2015 Notes, the 2016 Notes, and the 2021 Notes, and 35 basis points for the 2020 Notes, plus accrued and unpaid interest through the date of redemption, if any. Commencing on October 15, 2020, the Company may redeem the 2021 Notes, in whole or in part, at any time, at a redemption price equal to 100% of the principal amount of the notes being redeemed plus accrued and unpaid interest through the redemption date. Upon the occurrence of a change of control of the Company that results in a downgrade of the notes below an investment grade rating, the indenture requires under certain circumstances that the Company makes an offer to purchase then outstanding Notes equal to 101% of the principal amount plus any accrued and unpaid interest to the date of repurchase. | |||||||||
The indentures governing the Notes contain certain covenants that, among other things, limit the Company’s ability to create or incur certain liens and engage in sale and leaseback transactions. In addition, the indentures limit the Company’s ability to consolidate, merge, sell, convey, transfer, lease or otherwise dispose of all or substantially all of its property and assets. These covenants are subject to certain exceptions and qualifications. | |||||||||
Convertible Senior Notes | |||||||||
During January 2012, the Company notified the holders of the 1 1/2% Convertible Senior Note due 2024 (2024 Notes) of its intention to redeem all of the outstanding 2024 Notes on February 15, 2012. During February 2012, the Company redeemed the outstanding 2024 Notes, with no excess of the 2024 Notes’ conversion value over par, in $450.0 million of cash. The Company did not recognize any gain or loss on the settlement of the 2024 Notes. | |||||||||
The Company recognized total interest cost of $2.5 million for the nine months ended September 30, 2012 based on the effective interest rate of 6.10% for the 2024 Notes. The interest expense consisted of $0.8 million of contractual interest based on the stated coupon rate and $1.7 million of amortization of the discount on the liability component associated with the bifurcation requirements prescribed by ASC Topic 470-20, Debt with Conversion and Other Options, for the nine months ended September 30, 2012. |
Lines_of_Credit
Lines of Credit | 9 Months Ended |
Sep. 30, 2013 | |
Debt Disclosure [Abstract] | ' |
Lines of Credit | ' |
5. Lines of Credit | |
In February 2012, the Company entered into a new credit agreement (the Revolving Credit Facility) for $750.0 million for the purpose of general working capital, capital expenditures, and/or other capital needs. Fees and interest on borrowed amounts vary depending on leverage. The commitment fee for unused funds ranges from 10 to 27.5 basis points and fees for the letter of credit range from 100 to 200 basis points. The interest rate on borrowings is determined using, at the Company’s election, either: a) the higher of Bank of America’s prime rate or the Federal Funds rate plus 50 basis points, plus a spread ranging from 0 to 100 basis points, depending on leverage; or b) the British Banker’s Association LIBOR, plus a spread ranging from 100 to 200 basis points, depending on leverage. | |
During the nine months ended September 30, 2013, the Company withdrew $659.0 million on the Revolving Credit Facility and repaid $759.0 million. The Company had an outstanding balance of zero and $100.0 million as of September 30, 2013 and December 31, 2012, respectively. Additionally, the Company has issued $10.1 million of letters of credit under the Revolving Credit Facility, and accordingly, the remaining available credit is $739.9 million. The applicable borrowing rate was 1.43% for the Revolving Credit Facility at September 30, 2013. | |
At the same time the Company entered into the Revolving Credit Facility in February 2012, the Company extinguished the previously existing revolving credit facility of $500.0 million and as a result recognized a $3.7 million loss, recorded in interest expense, on unamortized deferred financing costs. | |
As of September 30, 2013 foreign subsidiaries in Mexico and India had available bank lines of credit denominated in local currency to meet short-term working capital requirements. Each credit facility would bear interest at a fixed rate or a variable rate indexed to a local interbank offering rate or equivalent, should there be withdrawals. The United States dollar equivalent of these facilities totaled $3.4 million at September 30, 2013, none of which was outstanding at September 30, 2013. |
Commitments_and_Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2013 | |
Commitments And Contingencies Disclosure [Abstract] | ' |
Commitments and Contingencies | ' |
6. Commitments and Contingencies | |
Letters of Credit | |
The Company had outstanding letters of credit totaling $30.6 million at September 30, 2013, of which $13.1 million was to support performance bond agreements, $9.5 million was to support liabilities associated with the Company’s self-insured worker’s compensation programs, $5.0 million was to support its building lease requirements, and $3.0 million was to support duty on imported products. | |
Executive Employment Agreements | |
The Company has employment contracts with key executives that provide for the continuation of salary if terminated for reasons other than cause, as defined in those agreements. At September 30, 2013, future employment contract commitments for such key executives were approximately $39.4 million. In certain circumstances, the employment agreements call for the acceleration of equity vesting. The non-cash financial impact of the acceleration of equity vesting is not reflected in the above information. | |
Acquisition-Related Contingent Obligations | |
As a result of contingent consideration arrangements associated with certain business acquisitions, the Company may have future payment obligations which are based on certain technological or operational milestones. In accordance with ASC Topic 805, Business Combinations, the Company records these obligations at fair value at the time of acquisition with subsequent fair value adjustments to the contingent consideration reflected in the line items of the Consolidated Statement of Operations commensurate with the nature of the contingent consideration. | |
At September 30, 2013, the total amount accrued for contingent consideration liabilities was $36.1 million, of which $14.2 million was included in current liabilities. At December 31, 2012, the total amount accrued for contingent consideration liabilities was $44.3 million, of which $16.7 million was included in current liabilities. During the nine months ended September 30, 2013, $8.0 million of contingent consideration liabilities were paid. During the nine months ended September 30, 2012, $284.2 million of contingent consideration was paid, of which $282.2 million was a result of a $300.0 million milestone arrangement related to the Ion Torrent acquisition. The milestone was achieved during the year ended December 31, 2011 and paid in January 2012 in a combination of $192.4 million in cash and 2.7 million shares of the Company’s common stock or the equivalent of $107.6 million at the time of settlement. | |
The Company could be required to make additional contingent payments based on currently existing purchase agreements through 2022. For more information on contingent consideration valuation, refer to Note 10 of the Consolidated Financial Statements, “Fair Value of Financial Instruments”. | |
Environmental Liabilities | |
As a result of previous mergers and acquisitions, the Company assumed certain environmental exposure liabilities. At September 30, 2013, aggregate undiscounted environmental reserves were $8.0 million, including current reserves of $2.9 million. Based upon currently available information, the Company believes that it has adequately provided for these environmental exposures and that the outcome of these matters will not have a material adverse effect on its Consolidated Statement of Operations. | |
Litigation | |
We are subject to potential liabilities under government regulations and various claims and legal actions that are pending or may be asserted. These matters arise in the ordinary course and conduct of our business, and, at times, as a result of our acquisitions and dispositions and as a result of our proposed acquisition by Thermo Fisher Scientific Inc., a Delaware corporation (Thermo Fisher). They include, for example, commercial, intellectual property, environmental, securities, employment matters and federal and state putative class action lawsuits challenging the proposed merger transaction with Thermo Fisher. Some are expected to be covered, at least partly, by insurance. We intend to continue to defend ourselves vigorously in such matters. We regularly assess contingencies to determine the degree of probability and range of possible loss for potential accrual in our financial statements. An estimated loss contingency is accrued in our financial statements if it is probable that a liability has been incurred and the amount of the loss can be reasonably estimated. Based on our assessment, we have accrued an amount in our financial position for contingent liabilities associated with these legal actions and claims that the Company considers immaterial to its overall financial position. Litigation is inherently unpredictable, and unfavorable resolutions could occur. As a result, assessing contingencies is highly subjective and requires judgment about future events. The amount of ultimate loss may exceed our current accruals, and it is possible that our cash flows or results of operations could be materially affected in any particular period by the unfavorable resolution of one or more of these contingencies. | |
Indemnifications | |
In the normal course of business, we enter into some agreements under which we indemnify third-parties for intellectual property infringement claims or claims arising from breaches of representations or warranties. In addition, from time to time, we provide indemnity protection to third-parties for claims relating to past performance arising from undisclosed liabilities, product liabilities, environmental obligations, representations and warranties, and other claims. In these agreements, the scope and amount of remedy, or the period in which claims can be made, may be limited. It is not possible to determine the maximum potential amount of future payments, if any, due under these indemnities due to the conditional nature of the obligations and the unique facts and circumstances involved in each agreement. Historically, payments made related to these indemnifications have not been material to our consolidated financial position. | |
Guarantees | |
The Company is a guarantor of a pension plan benefit that was assumed in conjunction with the Applied Biosystems merger that is accounted for under the ASC Topic 460, Guarantees. As part of the divestiture of the Analytical Instruments business in 1999 by Applied Biosystems, the purchaser of the Analytical Instruments business has agreed to pay for the pension benefits for employees of a former German subsidiary. However, the Company was required to guarantee payment of these pension benefits should the purchaser fail to do so, because these payment obligations were not transferable to the buyer under German law. The guaranteed payment obligation is not expected to have a material adverse effect on the Consolidated Financial Statements. |
Pension_Plans_and_Postretireme
Pension Plans and Postretirement Health and Benefit Program | 9 Months Ended | ||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||
Compensation And Retirement Disclosure [Abstract] | ' | ||||||||||||||||
Pension Plans and Postretirement Health and Benefit Program | ' | ||||||||||||||||
7. Pension Plans and Postretirement Health and Benefit Program | |||||||||||||||||
The Company has several defined benefit pension plans covering its United States employees and employees in several foreign countries. | |||||||||||||||||
The net periodic pension cost for nine months ended September 30, 2013 includes a curtailment gain of $20.2 million. During the nine months ended September 30, 2013 the Company spun off an employee and retiree grouping of the Applied Biosystems, Inc. Retiree Welfare Plan and no longer offered retiree medical coverage to these participants. The Company accounted for the termination of benefits to both active and retired employees a plan curtailment and recorded the corresponding gain in the current period in accordance with ASC Topic 715, Compensation – Retirement Benefits. The Applied Biosystems, Inc. Retiree Welfare Plan still retained certain retirees who will continue to receive benefits under the provisions of the plan. | |||||||||||||||||
The components of net periodic pension cost or (benefit) for the Company’s pension plans and postretirement benefits plans for the three and nine months ended September 30, 2013 and 2012 were as follows: | |||||||||||||||||
Domestic Plans | |||||||||||||||||
Three months ended | Nine months ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
(in thousands) (unaudited) | 2013 | 2012 | 2013 | 2012 | |||||||||||||
Service cost | $ | 413 | $ | 385 | $ | 1,238 | $ | 1,155 | |||||||||
Interest cost | 7,816 | 8,919 | 23,227 | 26,345 | |||||||||||||
Expected return on plan assets | (9,213 | ) | (9,384 | ) | (27,644 | ) | (28,150 | ) | |||||||||
Amortization of prior service cost | 15 | 15 | 43 | 45 | |||||||||||||
Amortization of actuarial loss | 1,360 | 996 | 3,917 | 2,904 | |||||||||||||
Net periodic pension cost | $ | 391 | $ | 931 | $ | 781 | $ | 2,299 | |||||||||
Postretirement Plans | |||||||||||||||||
Three months ended | Nine months ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
(in thousands) (unaudited) | 2013 | 2012 | 2013 | 2012 | |||||||||||||
Service cost (benefit) | $ | (2 | ) | $ | 5 | $ | 0 | $ | 25 | ||||||||
Interest cost (benefit) | (120 | ) | 292 | 71 | 976 | ||||||||||||
Expected return on plan assets | (130 | ) | (115 | ) | (389 | ) | (345 | ) | |||||||||
Amortization of prior service cost (credit) | 591 | (474 | ) | (94 | ) | (1,422 | ) | ||||||||||
Amortization of actuarial loss | 181 | 156 | 446 | 462 | |||||||||||||
Curtailment gain | — | — | (20,240 | ) | — | ||||||||||||
Total periodic pension cost (benefit) | $ | 520 | $ | (136 | ) | $ | (20,206 | ) | $ | (304 | ) | ||||||
Foreign Plans | |||||||||||||||||
Three months ended | Nine months ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
(in thousands) (unaudited) | 2013 | 2012 | 2013 | 2012 | |||||||||||||
Service cost | $ | 644 | $ | 598 | $ | 1,978 | $ | 1,810 | |||||||||
Interest cost | 1,213 | 1,176 | 3,666 | 3,587 | |||||||||||||
Expected return on plan assets | (837 | ) | (912 | ) | (2,531 | ) | (2,769 | ) | |||||||||
Amortization of actuarial (gain) loss | 195 | (11 | ) | 586 | (31 | ) | |||||||||||
Net periodic pension cost | $ | 1,215 | $ | 851 | $ | 3,699 | $ | 2,597 | |||||||||
Income_Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2013 | |
Income Tax Disclosure [Abstract] | ' |
Income Taxes | ' |
8. Income Taxes | |
Income taxes are determined using an estimated annual effective tax rate applied against income, and then adjusted for the tax impacts of certain significant and discrete items. For the nine months ended September 30, 2013, the Company treated the tax impact related to the following as discrete events for which the tax effect was recognized separately from the application of the estimated annual effective tax rate: the impact of new tax legislation, foreign earnings distributions, adjustments in certain tax reserves, and disqualifying dispositions of qualified stock grants. The Company’s effective tax rate recorded for the nine months ended September 30, 2013 was 12.9%. Excluding the impact of the discrete items discussed above, the effective tax rate would have been 22.2%. | |
In accordance with the disclosure requirements as described in ASC Topic 740, Income Taxes, the Company has classified unrecognized tax benefits as non-current income tax liabilities, or a reduction in non-current deferred tax assets, unless expected to be paid within one year. The Company’s continuing practice is to recognize interest and/or penalties related to income tax matters in income tax expense. For the nine months ended September 30, 2013 and 2012, the Company recognized approximately $(3.3) million and $(0.2) million, respectively, in interest and penalties as income tax expense (benefit) in the Consolidated Statement of Operations. The Company had approximately $2.9 million accrued for the payment of interest and penalties as of September 30, 2013 in the Consolidated Balance Sheets compared to $6.1 million as of December 31, 2012. | |
The Company believes it is reasonably possible that approximately $4.2 million of unrecognized tax benefits, each of which are individually insignificant, may be recognized within the next 12 months due to possible settlements with federal, state and foreign taxing authorities or as statutes expire. | |
The Company is subject to routine compliance reviews on various tax matters around the world in the ordinary course of business. Currently, income tax audits are being conducted in Canada, India, Italy, United Kingdom, and the United States. Years open, and therefore subject to tax examination, in the major jurisdictions are 2006 through 2012. Management believes that adequate provisions have been recorded for adjustments that may result from tax examinations. However, the outcome of tax audits cannot be predicted with certainty. If any issues addressed in the Company’s tax audits are resolved in a manner not consistent with management’s expectations, the Company could be required to adjust its provision for income taxes in the period such resolution occurs. Should an adjustment be required, the impact on the Consolidated Statement of Operations is not anticipated to be material. | |
The Company continues to benefit from reduced tax rates in Singapore and Israel. Singapore’s taxing authority granted the Company pioneer company status that provides an incentive encouraging companies to undertake activities that have the effect of promoting economic or technological development in Singapore. This incentive equates to a tax exemption on earnings associated with most of the Company’s manufacturing activities in Singapore and continues through December 31, 2021. The Company qualifies for an incentive tax benefit in Israel that provides for a reduced 3.5% tax rate on earnings from its subsidiary in Israel. This incentive has been granted for an indefinite period given minimum sales and investment levels are maintained. The impact of these tax holidays decreased the annual effective tax rate by 3.0% and increased earnings per share by approximately $0.02 for the three months ended September 30, 2013 and $0.07 for the nine months ended September 30, 2013. |
Stock_Repurchase_Programs
Stock Repurchase Programs | 9 Months Ended |
Sep. 30, 2013 | |
Equity [Abstract] | ' |
Stock Repurchase Programs | ' |
9. Stock Repurchase Programs | |
In July 2012, the Board of Directors of the Company approved a program (the July 2012 program) authorizing management to repurchase up to $750.0 million of common stock. During the year ended December 31, 2012, the Company repurchased 4.9 million shares of its common stock under this program at a total cost of $238.0 million. During the nine months ended September 30, 2013, the Company repurchased 2.0 million shares of its common stock under this program at a total cost of $104.9 million. As of September 30, 2013, there was $407.1 million of authorization remaining under this program. The Company is not currently anticipating repurchasing any stock under this program due to the pending Thermo Fisher merger transaction. | |
In July 2011, the Board of Directors of the Company approved a program (the July 2011 program) authorizing management to repurchase up to $200.0 million of common stock. During the year ended December 31, 2012, the Company repurchased 4.6 million shares of its common stock under this program at a total cost of $200.0 million, the maximum amount authorized, thereby completing the July 2011 program. | |
In December 2010, the Board of Directors of the Company approved a program (the December 2010 program), authorizing management to repurchase up to $500.0 million of common stock. During the year ended December 31, 2011, the Company repurchased 6.4 million shares of its common stock under this program at a total cost of $303.0 million. During the year ended December 31, 2012, the Company repurchased an additional 4.3 million shares of its common stock at a total cost of $197.0 million, thereby completing the December 2010 program by repurchasing an aggregate of 10.7 million shares at a total cost of $500.0 million, the maximum amount authorized. | |
In addition, the Company’s employee stock plan allows for certain net share settlement of stock awards. The Company accounts for the net share settlement withholding as a treasury share repurchase transaction. The cost of repurchasing shares is included in treasury stock and reported as a reduction in total equity when a repurchase occurs. |
Fair_Value_of_Financial_Instru
Fair Value of Financial Instruments | 9 Months Ended | ||||||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||||||
Fair Value Disclosures [Abstract] | ' | ||||||||||||||||||||
Fair Value of Financial Instruments | ' | ||||||||||||||||||||
10. Fair Value of Financial Instruments | |||||||||||||||||||||
The carrying amounts of financial instruments such as cash equivalents, foreign cash accounts, accounts receivable, prepaid expenses, other current assets, accounts payable, accrued expenses, and other current liabilities approximate the related fair values due to the short-term maturities of these instruments. The Company may invest its excess cash into financial instruments which are readily convertible into cash, such as marketable securities, money market funds, corporate notes, government securities, highly liquid debt instruments, time deposits, and certificates of deposit with original maturities of three months or less at the date of purchase. The Company considers all highly liquid investments with maturities of three months or less from the date of purchase to be cash equivalents. The Company has established guidelines to maintain safety and liquidity for our financial instruments, and the cost of securities sold is based on the specific identification method. | |||||||||||||||||||||
Investments consisted of the following: | |||||||||||||||||||||
September 30, | December 31, | ||||||||||||||||||||
2013 | 2012 | ||||||||||||||||||||
(in thousands) | (unaudited) | ||||||||||||||||||||
Short-term | |||||||||||||||||||||
Bank time deposits | $ | 17,798 | $ | 5,726 | |||||||||||||||||
Total short-term investments | 17,798 | 5,726 | |||||||||||||||||||
Long-term | |||||||||||||||||||||
Equity securities | 28,465 | 26,677 | |||||||||||||||||||
Total long-term investments | 28,465 | 26,677 | |||||||||||||||||||
Total investments | $ | 46,263 | $ | 32,403 | |||||||||||||||||
ASC Topic 820, Fair Value Measurements and Disclosures requires the Company to establish a framework for measuring fair value. The framework requires the valuation of assets and liabilities subject to fair value measurements using a three tiered approach and fair value measurement be classified and disclosed in one of the following three categories: | |||||||||||||||||||||
Level 1: Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities; | |||||||||||||||||||||
Level 2: Quoted prices for similar assets and liabilities in active markets, quoted prices in markets that are not active, or inputs which are observable, either directly or indirectly, for substantially the full term of the asset or liability; | |||||||||||||||||||||
Level 3: Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable (i.e. supported by little or no market activity). | |||||||||||||||||||||
The following table represents the financial instruments measured at fair value on a recurring basis on the financial statements of the Company subject to ASC Topic 820, Fair Value Measurements and Disclosures and the valuation approach applied to each class of financial instruments: | |||||||||||||||||||||
Fair Value Measurements at Reporting Date Using | |||||||||||||||||||||
(in thousands) (unaudited) | Balance at | Quoted Prices in | Significant Other | Significant | |||||||||||||||||
Description | September 30, | Active Markets | Observable Inputs | Unobservable Inputs | |||||||||||||||||
2013 | for Identical Assets | (Level 2) | (Level 3) | ||||||||||||||||||
(Level 1) | |||||||||||||||||||||
Bank time deposits | $ | 17,798 | $ | 17,798 | $ | — | $ | — | |||||||||||||
Money market funds | 37,182 | 37,182 | — | — | |||||||||||||||||
Deferred compensation plan assets-mutual funds | 27,057 | 27,057 | — | — | |||||||||||||||||
Assets-derivative forward exchange contracts | 7,047 | — | 7,047 | — | |||||||||||||||||
Total assets | $ | 89,084 | $ | 82,037 | $ | 7,047 | $ | — | |||||||||||||
Liabilities-derivative forward exchange contracts | 13,808 | — | 13,808 | — | |||||||||||||||||
Contingent considerations | 36,138 | — | — | 36,138 | |||||||||||||||||
Total liabilities | $ | 49,946 | $ | — | $ | 13,808 | $ | 36,138 | |||||||||||||
At September 30, 2013, the carrying value of the financial instruments measured and classified within level 1 was based on quoted prices and marked to market. | |||||||||||||||||||||
The Company manages the Life Technologies Corporation Deferred Compensation Plan (the Deferred Compensation Plan) which allows eligible directors and employees to defer, on a pre-tax basis, a portion or all of their compensation, bonuses, or director’s fees. As of September 30, 2013, the Company held $27.1 million in deferred compensation plan assets in other assets in its Consolidated Balance Sheet which were invested in mutual funds. The fair market value of the assets held in the Deferred Compensation Plan was based on unadjusted quoted prices in active markets. The Company carries a corresponding deferred compensation liability of $27.1 million as of September 30, 2013 in other long-term obligations in its Consolidated Balance Sheet. | |||||||||||||||||||||
Exchange traded derivatives are valued using quoted market prices, when available, and classified within level 1 of the fair value hierarchy. Level 2 derivatives include foreign currency forward contracts for which fair value is determined by using observable market spot rates and forward points adjusted by risk-adjusted discount rates. The risk-adjusted discount rate is derived by United States dollar zero coupon yield bonds for the corresponding duration of the maturity of derivatives, then adjusted with a counter party default risk for the value of our derivative assets or our credit risk for the value of our derivative liabilities. Credit risk is derived by observable credit default swaps (CDS) spreads. Because CDS spreads information is not available for our Company, our credit risk is determined by analyzing CDS spreads of similar size public entities in the same industry with similar credit ratings. The value of our derivatives discounted by risk-adjusted discount rates represents the present value of amounts estimated to be received for the assets or paid to transfer the liabilities at the measurement date from a marketplace participant in settlement of these instruments. | |||||||||||||||||||||
Level 3 Fair Value Measurements | |||||||||||||||||||||
Contingent consideration arrangements obligate the Company to pay former owners of an acquired entity if specified future events occur or conditions are met such as the achievement of certain technological milestones or operational milestones. The Company measures such liabilities using level 3 unobservable inputs, applying the income approach, such as the discounted cash flow technique, or the probability-weighted scenario method. The Company used various key assumptions, such as the probability of achievement on the agreed milestones arrangement and the discount rate, to represent the non-performing risk factors and time value when applying the income approach. The Company continuously monitors the fair value of the contingent considerations, with subsequent revisions reflected in the Statement of Operations in the line items commensurate with the underlying nature of milestone arrangements. For further discussion on contingent consideration accounting, refer to Note 6 of the Consolidated Financial Statements, “Commitments and Contingencies”. | |||||||||||||||||||||
At September 30, 2013, the Company’s level 3 liabilities, which represent the estimated fair value of existing contingent consideration agreements, individually or collectively are not considered material to the Company’s consolidated financial statements. Reasonable changes in the unobservable inputs would not be expected to have a significant impact on the Company’s consolidated financial statements. | |||||||||||||||||||||
For financial instrument liabilities with significant level 3 inputs, the following table summarizes the activity for the nine months ended September 30, 2013: | |||||||||||||||||||||
Fair Value Measurements | |||||||||||||||||||||
Using Significant | |||||||||||||||||||||
Unobservable Inputs | |||||||||||||||||||||
(Level 3) | |||||||||||||||||||||
(in thousands) (unaudited) | Contingent | ||||||||||||||||||||
Considerations | |||||||||||||||||||||
Beginning balance at January 1, 2013 | $ | 44,323 | |||||||||||||||||||
Settlements | (8,081 | ) | |||||||||||||||||||
Transfers in from business combinations | 3,192 | ||||||||||||||||||||
Total unrealized gain included in earnings | (6,508 | ) | |||||||||||||||||||
Total unrealized loss included in earnings | 3,057 | ||||||||||||||||||||
Foreign currency translation adjustments | 155 | ||||||||||||||||||||
Ending balance at September 30, 2013 | $ | 36,138 | |||||||||||||||||||
Total amount of unrealized losses for the period included in other comprehensive loss attributable to the change in fair market value of related liabilities still held at the reporting date | $ | — | |||||||||||||||||||
Assets and Liabilities Measured at Fair Value on a Nonrecurring Basis | |||||||||||||||||||||
Non-financial assets and liabilities are recognized at fair value subsequent to initial recognition when they are deemed to be other-than-temporarily impaired. There were no material non-financial assets and liabilities deemed to be other-than-temporarily impaired and measured at fair value on a nonrecurring basis for the nine months ended September 30, 2013 other than that of a property sold which resulted in a $28.3 million loss. The Company evaluates its investments in equity and debt securities that are accounted for using the equity method or cost method to determine whether an other-than-temporary impairment or a credit loss exists at period end. At September 30, 2013, the Company held an aggregate $28.5 million of long-term investments in equity securities that are accounted for under the cost and equity methods. The Company assesses these investments for impairment each quarter, but does not calculate a fair value. Due to the nature of these investments, mainly non-public and early stage companies, the Company believes calculating a fair value not to be practicable. In the event the Company identified an indicator of impairment, the assessment of fair value would be based on all available factors, and may include valuation methodologies using level 3 unobservable inputs, which include discounted cash flows, estimates of sales proceeds, net investment values and appraisals, as appropriate. At September 30, 2013, the Company determined that no event or change in circumstances with a significant adverse effect on the fair value of the investments had occurred during the nine months ended September 30, 2013, and, accordingly, no material impairment charges were recorded during the period. | |||||||||||||||||||||
Foreign Currencies and Derivative Financial Instruments | |||||||||||||||||||||
The Company translates the financial statements of its foreign subsidiaries using end-of-period exchange rates for assets and liabilities and average exchange rates during each reporting period for results of operations. Net gains or losses resulting from the translation of foreign financial statements and the effect of exchange rate changes on intercompany receivables and payables of a long-term investment nature are recorded as a separate component of stockholders’ equity. These adjustments will affect net income only upon sale or liquidation of the underlying investment in a foreign subsidiary. | |||||||||||||||||||||
Some of the Company’s reporting entities conduct a portion of their business in currencies other than the entity’s functional currency. These transactions give rise to receivables and payables that are denominated in currencies other than the entity’s functional currency. The value of these receivables and payables is subject to changes in currency exchange rates from the point in which the transactions are originated until the settlement in cash. Both realized and unrealized gains and losses in the value of these receivables and payables are included in the determination of net income. Net currency exchange losses recognized on business transactions, net of hedging transactions, were $3.8 million and $1.4 million for the three months ended September 30, 2013 and September 30, 2012, respectively, and $5.2 million and $2.6 million for nine months ended September 30, 2013 and September 30, 2012, respectively, and such losses are included in other income/(expense) in the Consolidated Statements of Operations and Comprehensive Income. | |||||||||||||||||||||
To manage the foreign currency exposure risk, the Company uses derivatives for activities in entities that have receivables and payables denominated in a currency other than the entity’s functional currency. Realized and unrealized gains or losses on the value of financial contracts entered into to hedge the exchange rate exposure of these receivables and payables are also included in the determination of net income as they have not been designated for hedge accounting under ASC Topic 815, Derivatives and Hedging. These contracts, which settle in October 2013 through January 2014, effectively fix the exchange rate at which these specific receivables and payables will be settled in, so that gains or losses on the forward contracts offset the gains or losses from changes in the value of the underlying receivables and payables. At September 30, 2013, the Company had a notional principal amount of $1,053.7 million in foreign currency forward contracts outstanding to hedge currency risk relative to our foreign receivables and payables. The Company’s currency exposures vary, but are primarily concentrated in the euro, British pound, and Japanese yen. | |||||||||||||||||||||
During the year ended December 31, 2010, the Company entered into forward interest rate swap agreements for a notional amount totaling $1,500.0 million for a certain part of Notes issuances. These agreements were to hedge the variability in future probable interest payments attributable to changes in the benchmark interest rate from the date the Company entered into the forward interest rate swap agreements to the date the Company issued the Notes. These agreements effectively hedged a series of semi-annual future interest payments to the fixed interest rates for forecasted debt issuances. The Company recorded total proceeds of $4.3 million from the forward interest rate swaps in accumulated other comprehensive income, which is reclassified to interest expense in the same period during which the hedged transactions affect interest expense. For further information related to interest expense on the Notes, refer to Note 4 of the Consolidated Financial Statements, “Long-Term Debt”. | |||||||||||||||||||||
The following table summarizes the fair values of derivative instruments at September 30, 2013 and December 31, 2012: | |||||||||||||||||||||
Asset Derivatives | Liability Derivatives | ||||||||||||||||||||
Fair Value | Fair Value | ||||||||||||||||||||
Balance Sheet | September 30, | December 31, | Balance Sheet | September 30, | December 31, | ||||||||||||||||
Location | 2013 | 2012 | Location | 2013 | 2012 | ||||||||||||||||
(in thousands) | (unaudited) | (unaudited) | |||||||||||||||||||
Derivatives instruments not designated as cash flow hedges | |||||||||||||||||||||
Forward exchange contracts | Other current assets | $ | 7,047 | $ | 1,597 | Other current liabilities | $ | 13,808 | $ | 9,436 | |||||||||||
Total derivatives | $ | 7,047 | $ | 1,597 | $ | 13,808 | $ | 9,436 | |||||||||||||
The following table summarizes the effect of derivative instruments on the Consolidated Statements of Operations and Comprehensive Income for the three months ended September 30, 2013 and 2012: | |||||||||||||||||||||
Three months ended September 30, 2013 | Three months ended September 30, 2012 | ||||||||||||||||||||
Amount of | Location of | Amount of | Amount of | Location of | Amount of | ||||||||||||||||
(Gain)/Loss | Gain/(Loss) | Gain/(Loss) | (Gain)/Loss | Gain/(Loss) | Gain/(Loss) | ||||||||||||||||
Recognized in | Reclassified from | Reclassified | Recognized in | Reclassified from | Reclassified | ||||||||||||||||
OCI | AOCI into | from | OCI | AOCI into | from | ||||||||||||||||
Income | AOCI into | Income | AOCI | ||||||||||||||||||
Income | into Income | ||||||||||||||||||||
(in thousands) (unaudited) | Effective Portion | Effective Portion | |||||||||||||||||||
Derivatives instruments designated and qualified as cash flow hedges | |||||||||||||||||||||
Forward interest rate swap contracts | $ | — | Interest expense | $ | 146 | $ | — | Interest expense | $ | 146 | |||||||||||
Total derivatives | $ | — | $ | 146 | $ | — | $ | 146 | |||||||||||||
Three months ended September 30, 2013 | Three months ended September 30, 2012 | ||||||||||||||||||||
(in thousands) (unaudited) | Location of (Gain)/Loss | Amount of | Location of (Gain)/Loss | Amount of | |||||||||||||||||
Recognized in Income | (Gain)/Loss | Recognized in Income | (Gain)/Loss | ||||||||||||||||||
Recognized in | Recognized in | ||||||||||||||||||||
Income | Income | ||||||||||||||||||||
Derivatives instruments not designated as cash flow hedges | |||||||||||||||||||||
Forward exchange contracts | Other (income) expense | $ | 6,661 | Other (income) expense | $ | 14,307 | |||||||||||||||
Total derivatives | $ | 6,661 | $ | 14,307 | |||||||||||||||||
The following table summarizes the effect of derivative instruments on the Consolidated Statements of Operations for the nine months ended September 30, 2013 and 2012, respectively: | |||||||||||||||||||||
Nine months ended September 30, 2013 | Nine months ended September 30, 2012 | ||||||||||||||||||||
Amount of | Location of | Amount of | Amount of | Location of | Amount of | ||||||||||||||||
(Gain)/Loss | Gain/(Loss) | Gain/(Loss) | (Gain)/Loss | Gain/(Loss) | Gain/(Loss) | ||||||||||||||||
Recognized in | Reclassified from | Reclassified | Recognized in | Reclassified from | Reclassified | ||||||||||||||||
OCI | AOCI into | from | OCI | AOCI into | from | ||||||||||||||||
Income | AOCI into | Income | AOCI | ||||||||||||||||||
Income | into Income | ||||||||||||||||||||
(in thousands) (unaudited) | Effective Portion | Effective Portion | |||||||||||||||||||
Derivatives instruments designated and qualified as cash flow hedges | |||||||||||||||||||||
Forward interest rate swap contracts | $ | — | Interest expense | $ | 438 | $ | — | Interest expense | $ | 438 | |||||||||||
Total derivatives | $ | — | $ | 438 | $ | — | $ | 438 | |||||||||||||
Nine months ended September 30, 2013 | Nine months ended September 30, 2012 | ||||||||||||||||||||
(in thousands) (unaudited) | Location of (Gain)/Loss | Amount of | Location of (Gain)/Loss | Amount of | |||||||||||||||||
Recognized in Income | (Gain)/Loss | Recognized in Income | (Gain)/Loss | ||||||||||||||||||
Recognized in | Recognized in | ||||||||||||||||||||
Income | Income | ||||||||||||||||||||
Derivatives instruments not designated as cash flow hedges | |||||||||||||||||||||
Forward exchange contracts | Other (income) expense | $ | 11,296 | Other (income) expense | $ | 1,497 | |||||||||||||||
Total derivatives | $ | 11,296 | $ | 1,497 | |||||||||||||||||
Concentration of Credit Risk | |||||||||||||||||||||
Financial instruments that potentially subject us to concentrations of credit risk are cash and cash equivalents, investments, and accounts receivable. We attempt to minimize the risks related to cash and cash equivalents and investments by using highly-rated financial institutions that invest in a broad and diverse range of financial instruments. We have established guidelines relative to credit ratings and maturities intended to maintain safety and liquidity. Concentration of credit risk with respect to accounts receivable is limited due to our large and diverse customer base, which is dispersed over different geographic areas. Allowances are maintained for potential credit losses and such losses have historically been within our expectations. The Company does sell to various institutions in Southern Europe, particularly Spain and Italy, which are either partially or directly funded by government institutions. Given the current fiscal environment, the Company is continuously monitoring the credit and economic conditions of our customer base. The Company believes its current reserves are appropriate given the current economic condition of its customers. If continued deterioration was to occur in these markets, we may not be able to collect on receivables and our write-offs of uncollectible accounts may increase. The Company’s current exposure in this region is immaterial to the Company’s overall financial position. | |||||||||||||||||||||
Our investment portfolio is maintained in accordance with our investment policy that defines allowable investments, specifies credit quality standards and limits the credit exposure of any single issuer. We continue to monitor the global economic environment, including that of the Eurozone. We do not believe the current economic uncertainties in several European markets, including Greece, Spain, Italy, and Portugal, will have a material adverse effect on our investment portfolio or future results of operations. | |||||||||||||||||||||
Our derivatives instruments have an element of risk in that the counterparties may be unable to meet the terms of the agreements. We attempt to minimize this risk by limiting the counterparties to a diverse group of highly-rated domestic and international financial institutions. In the event of non-performance by these counterparties, the asset position carrying values of our financial instruments represent the maximum amount of loss we could incur as of September 30, 2013. However, we do not expect to record any losses as a result of counterparty default in the foreseeable future. We do not require and are not required to pledge collateral for these financial instruments. The Company does not use derivative financial instruments for speculation or trading purposes or for activities other than risk management and we are not a party to leveraged derivatives. In addition, we do not carry any master netting arrangements to mitigate the credit risk. The Company continually evaluates the costs and benefits of its hedging program. | |||||||||||||||||||||
Debt Obligations | |||||||||||||||||||||
The Company has certain financial instruments in which the carrying value does not equal the fair value. The estimated fair value of the senior notes was determined by using observable market information (level 1 inputs). The fair value and carrying amounts of the Company’s debt obligations were as follows: | |||||||||||||||||||||
Fair Value | Carrying Amounts | ||||||||||||||||||||
September 30, | December 31, | September 30, | December 31, | ||||||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||||||
(in thousands) | (unaudited) | (unaudited) | |||||||||||||||||||
3.375% Senior Notes (principal due 2013) | $ | — | $ | 251,320 | $ | — | $ | 249,993 | |||||||||||||
4.400% Senior Notes (principal due 2015) | 522,180 | 533,965 | 499,491 | 499,235 | |||||||||||||||||
3.500% Senior Notes (principal due 2016) | 416,444 | 421,864 | 399,692 | 399,598 | |||||||||||||||||
6.000% Senior Notes (principal due 2020) | 846,615 | 895,590 | 748,916 | 748,815 | |||||||||||||||||
5.000% Senior Notes (principal due 2021) | 423,168 | 454,912 | 398,623 | 398,508 | |||||||||||||||||
For details on the carrying amounts of the debt obligations, refer to Note 4 of the Consolidated Financial Statements, “Long-Term Debt”. |
Basis_of_Presentation_Policies
Basis of Presentation (Policies) | 9 Months Ended | ||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||
Fair Value Disclosures [Abstract] | ' | ||||||||||||||||
Financial Statement Preparation | ' | ||||||||||||||||
Financial Statement Preparation | |||||||||||||||||
The unaudited consolidated financial statements have been prepared by Life Technologies Corporation according to the rules and regulations of the Securities and Exchange Commission (SEC) and, therefore, certain information and disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States have been omitted. The Company has evaluated subsequent events through the date the financial statements were issued. | |||||||||||||||||
In the opinion of management, the accompanying unaudited consolidated financial statements for the periods presented reflect all adjustments, which are normal and recurring, necessary to fairly state the financial position, results of operations and cash flows. These unaudited consolidated financial statements should be read in conjunction with the audited financial statements included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2012 filed with the SEC on February 28, 2013. | |||||||||||||||||
The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. | |||||||||||||||||
Principles of Consolidation | ' | ||||||||||||||||
Principles of Consolidation | |||||||||||||||||
The consolidated financial statements include the accounts of Life Technologies Corporation and its majority owned or controlled subsidiaries, collectively referred to as either Life Technologies or the Company. All significant intercompany accounts and transactions have been eliminated in consolidation. When there is a portion of equity in an acquired subsidiary not attributable, directly or indirectly, to the parent, the Company records the fair value of the noncontrolling interests at the acquisition date and classifies the amounts attributable to noncontrolling interests separately in equity in the Company’s Consolidated Financial Statements. Any subsequent changes in a parent’s ownership interest while the parent retains its controlling financial interest in its subsidiary are accounted for as equity transactions. | |||||||||||||||||
For purposes of these Notes to Consolidated Financial Statements, gross profit is defined as revenues less cost of revenues and purchased intangibles amortization and gross margin is defined as gross profit divided by revenues. Operating income is defined as gross profit less operating expenses and operating margin is defined as operating income divided by revenues. | |||||||||||||||||
Long-Lived Assets | ' | ||||||||||||||||
Long-Lived Assets | |||||||||||||||||
The Company periodically re-evaluates the original assumptions and rationale utilized in the establishment of the carrying value and estimated lives of its long-lived assets. The criteria used for these evaluations include management’s estimate of the asset’s continuing ability to generate income from operations and positive cash flow in future periods as well as the strategic significance of any intangible asset to the Company’s business objectives. If assets are considered to be impaired, the impairment recognized is the amount by which the carrying value of the assets exceeds the fair value of the assets, which is determined by applicable market prices, when available. The Company did not recognize a significant impairment during the period other than that of the property sold which resulted in $28.3 million loss during the nine months ended September 30, 2013. The loss was recognized as a result of the Company making the decision to move out of existing acquired facilities into a new facility in the current year. | |||||||||||||||||
Business Combinations | ' | ||||||||||||||||
Business Combinations | |||||||||||||||||
The Company has completed acquisitions that were not considered individually or collectively material to the overall consolidated financial statements and the results of the Company’s operations. These acquisitions have been included in the consolidated financial statements from the respective dates of the acquisitions. The Company recognizes the assets acquired, liabilities assumed, and any noncontrolling interest at fair value at the date of acquisition. Certain acquisitions contain contingent consideration arrangements that require the Company to assess the acquisition date fair value of the contingent consideration liabilities, which is recorded as part of the purchase consideration of the acquisition. The Company continuously assesses and adjusts the fair value of the contingent consideration liabilities, if necessary, until the settlement or expiration of the contingency occurs. For additional details on the carrying value and potential future obligations under these arrangements, refer to Note 6 of the Consolidated Financial Statements, “Commitments and Contingencies”. | |||||||||||||||||
The Company also incurs various costs related to business combination and integration activities. These activities include restructuring and integrating acquired entities, aligning acquired and existing operations through business transformation activities, costs associated with divesting entities, and costs related to the proposed acquisition by Thermo Fisher. Costs related to these activities are recorded as “Business integration costs” in the Consolidated Statement of Operations and Comprehensive Income. | |||||||||||||||||
Fair Value of Financial Instruments | ' | ||||||||||||||||
Fair Value of Financial Instruments | |||||||||||||||||
We account for our financial instruments at fair value based on ASC Topic 820, Fair Value Measurements and Disclosures and ASC Topic 815, Derivatives and Hedging. In determining fair value, we consider both the credit risk of our counterparties and our own creditworthiness. ASC Topic 820, Fair Value Measurements and Disclosures, defines fair value and establishes a framework for measuring fair value. The framework requires the valuation of investments using a three tiered approach. The Company reviews and evaluates the adequacy of the valuation techniques periodically. In the current year, there have not been any changes to the Company’s valuation methodologies. | |||||||||||||||||
A derivative is an instrument whose value is derived from an underlying instrument or index, such as interest rates, equity securities, currencies, commodities or credit spreads. Derivatives include futures, forwards, swaps, or option contracts, or other financial instruments with similar characteristics. Derivative contracts often involve future commitments to exchange interest payment streams or currencies based on a notional or contractual amount (e.g., interest rate swaps or currency forwards). | |||||||||||||||||
Adoption ASC Topic 815, and its Impact | ' | ||||||||||||||||
The accounting for changes in fair value of a derivative instrument depends on the nature of the derivative and whether the derivative qualifies as a hedging instrument in accordance with ASC Topic 815, Derivatives and Hedging. Those hedging instruments that qualify for hedge accounting are included as an adjustment to revenue or interest expense, depending upon the nature of the underlying transactions the Company is hedging for. Those hedges that do not qualify for hedge accounting are included in other income (expense). | |||||||||||||||||
For details on the assets and liabilities subject to fair value measurements and the related valuation techniques used, and for details on derivative instruments, refer to Note 10 of the Consolidated Financial Statements, “Fair Value of Financial Instruments”. | |||||||||||||||||
Computation of Earnings Per Share | ' | ||||||||||||||||
Computation of Earnings Per Share | |||||||||||||||||
Basic earnings per share was computed by dividing net income attributable to Life Technologies by the weighted average number of common shares outstanding during the period. Diluted earnings per share reflect the potential dilution that could occur from the following items: | |||||||||||||||||
• | Dilutive stock options and restricted stock units; | ||||||||||||||||
• | Dilutive Employee Stock Purchase Plan (ESPP); and | ||||||||||||||||
• | Convertible senior notes where the effect of those securities is dilutive. | ||||||||||||||||
Computations for basic and diluted earnings per share are as follows: | |||||||||||||||||
(in thousands, except per share data) (unaudited) | Net Income | Shares | Earnings | ||||||||||||||
Attributable to | (Denominator) | Per Share | |||||||||||||||
Life | |||||||||||||||||
Technologies | |||||||||||||||||
(Numerator) | |||||||||||||||||
Three Months Ended September 30, 2013 | |||||||||||||||||
Basic earnings per share: | |||||||||||||||||
Net income attributable to Life Technologies | $ | 118,246 | 172,892 | $ | 0.68 | ||||||||||||
Diluted earnings per share: | |||||||||||||||||
Dilutive stock options and restricted stock units | — | 3,009 | |||||||||||||||
Net income attributable to Life Technologies plus assumed conversions | $ | 118,246 | 175,901 | $ | 0.67 | ||||||||||||
Potentially dilutive securities not included above since they are antidilutive: | |||||||||||||||||
Antidilutive stock options | — | ||||||||||||||||
Three Months Ended September 30, 2012 | |||||||||||||||||
Basic earnings per share: | |||||||||||||||||
Net income attributable to Life Technologies | $ | 65,857 | 174,044 | $ | 0.38 | ||||||||||||
Diluted earnings per share: | |||||||||||||||||
Dilutive stock options and restricted stock units | — | 3,202 | |||||||||||||||
Employee Stock Purchase Plan | — | 12 | |||||||||||||||
Net income attributable to Life Technologies plus assumed conversions | $ | 65,857 | 177,258 | $ | 0.37 | ||||||||||||
Potentially dilutive securities not included above since they are antidilutive: | |||||||||||||||||
Antidilutive stock options | 3,918 | ||||||||||||||||
(in thousands, except per share data) (unaudited) | Net Income | Shares | Earnings | ||||||||||||||
Attributable to | (Denominator) | Per Share | |||||||||||||||
Life | |||||||||||||||||
Technologies | |||||||||||||||||
(Numerator) | |||||||||||||||||
Nine Months Ended September 30, 2013 | |||||||||||||||||
Basic earnings per share: | |||||||||||||||||
Net income attributable to Life Technologies | $ | 366,082 | 172,072 | $ | 2.13 | ||||||||||||
Diluted earnings per share: | |||||||||||||||||
Dilutive stock options and restricted stock units | — | 3,242 | |||||||||||||||
Net income attributable to Life Technologies plus assumed conversions | $ | 366,082 | 175,314 | $ | 2.09 | ||||||||||||
Potentially dilutive securities not included above since they are antidilutive: | |||||||||||||||||
Antidilutive stock options | 9 | ||||||||||||||||
Nine Months Ended September 30, 2012 | |||||||||||||||||
Basic earnings per share: | |||||||||||||||||
Net income attributable to Life Technologies | $ | 320,849 | 177,028 | $ | 1.81 | ||||||||||||
Diluted earnings per share: | |||||||||||||||||
Dilutive stock options and restricted stock units | — | 3,510 | |||||||||||||||
Employee Stock Purchase Plan | — | 10 | |||||||||||||||
1 1/2% Convertible Senior Notes due 2024 | 12 | 11 | |||||||||||||||
Net income attributable to Life Technologies plus assumed conversions | $ | 320,861 | 180,559 | $ | 1.78 | ||||||||||||
Potentially dilutive securities not included above since they are antidilutive: | |||||||||||||||||
Antidilutive stock options | 4,003 | ||||||||||||||||
Share-Based Compensation, Stock Options and Purchase Rights, Restricted Stock Units, Deferred Stock Awards and Restricted Stock Awards | ' | ||||||||||||||||
Share-Based Compensation | |||||||||||||||||
Effective April 24, 2013, the Company adopted the Life Technologies Corporation 2013 Equity Incentive Plan (the 2013 Plan), effectively replacing the Life Technologies Corporation 2009 Equity Incentive Plan. Under the 2013 Plan, the Company has the ability to grant stock options, stock appreciation rights, restricted stock units, restricted stock awards, performance awards, and deferred stock awards with 13.0 million shares of the Company’s common stock reserved for the granting of new awards. Stock option awards are granted to eligible employees and directors at an exercise price equal to the fair market value of such stock on the date of grant, generally vest over four years, and are exercisable in whole or in installments and expire ten years from the date of grant. Restricted stock awards, which are granted in connection with the Life Technologies Corporation Deferred Compensation Plan (the Deferred Compensation Plan), restricted stock units, and performance based restricted stock units are granted to eligible employees and directors and represent rights to receive shares of common stock at a future date, generally vesting over three or four years. An exercise price and monetary payment are not required for receipt or issuance of these awards, instead, consideration is furnished in the form of the participant’s services to the Company. The compensation cost for these awards is valued based on the estimated fair value of such award on the date of grant. | |||||||||||||||||
Under the Company’s qualified employee stock purchase plan, (the 2010 ESPP Plan), all eligible employees of the Company may elect to withhold up to 15% of their compensation to purchase shares of the Company’s stock on a quarterly basis at a discounted price equal to 85% of the lower of the employee’s offering price or the closing price of the stock on the date of purchase. Effective immediately after the October 31, 2012 purchase, the Company suspended the 2010 ESPP Plan to all employees. No shares will be purchased under the 2010 ESPP Plan unless and until reinstated by the Company. | |||||||||||||||||
The Company uses the Black-Scholes option-pricing model (Black-Scholes model) to value share-based employee stock option and purchase right awards. The Company uses Monte Carlo simulations (Monte Carlo model), the Company’s selected binomial model, to value performance based restricted stock units. The determination of fair value of stock-based payment awards using the Black-Scholes model and the Monte Carlo model requires the use of certain estimates and assumptions that affect the reported amount of share-based compensation cost recognized in the Consolidated Statements of Operations and Comprehensive Income. Among these estimates that affect share-based compensation cost recognized are the expected term of awards, estimated forfeitures, expected volatility of the Company’s stock price, expected dividends, the risk-free interest rate, and correlation coefficients for performance based conditions. | |||||||||||||||||
Stock Options and Purchase Rights | |||||||||||||||||
The Company did not grant any employee stock options or purchase rights during the nine months ended September 30, 2013. The underlying assumptions used to value employee stock options and purchase rights granted during the nine months ended September 30, 2012 were as follows: | |||||||||||||||||
Nine months ended | |||||||||||||||||
September 30, | |||||||||||||||||
(unaudited) | 2012 | ||||||||||||||||
Stock Options | |||||||||||||||||
Weighted average risk free interest rate | 0.9 | % | |||||||||||||||
Expected term of share-based awards | 4.4 yrs | ||||||||||||||||
Expected stock price volatility | 34 | % | |||||||||||||||
Expected dividend yield | 0 | % | |||||||||||||||
Weighted average fair value of share-based awards granted | $ | 14.14 | |||||||||||||||
Purchase Rights | |||||||||||||||||
Weighted average risk free interest rate | 0.1 | % | |||||||||||||||
Expected term of share-based awards | 0.4 yrs | ||||||||||||||||
Expected stock price volatility | 35 | % | |||||||||||||||
Expected dividend yield | 0 | % | |||||||||||||||
Weighted average fair value of share-based awards granted | $ | 11.26 | |||||||||||||||
The Company is required to estimate forfeitures at the time of grant and revise those estimates in subsequent periods on a cumulative basis in the period the estimated forfeiture rate changes. The Company considered its historical experience of pre-vesting option forfeitures as the basis to arrive at its estimated annual pre-vesting option forfeiture rate of 7.6% and 6.0% per year for each of the nine months ended September 30, 2013 and 2012, respectively. All option awards, including those with graded vesting, were valued as a single award with a single average expected term and are amortized on a straight-line basis over the requisite service period of the awards, which is generally the vesting period. At September 30, 2013, there was $8.9 million remaining in unrecognized compensation cost related to employee stock options, which is expected to be recognized over a weighted average period of 1.0 years. No compensation cost was capitalized in inventory during the nine months ended September 30, 2013 as the amounts involved were not material. | |||||||||||||||||
Total share-based compensation expense for employee stock options and purchase rights for the three and nine months ended September 30, 2013 and 2012 was comprised of the following: | |||||||||||||||||
Three months ended | Nine months ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
(in thousands) (unaudited) | 2013 | 2012 | 2013 | 2012 | |||||||||||||
Cost of revenues | $ | 170 | $ | 569 | $ | 611 | $ | 1,864 | |||||||||
Selling, general and administrative | 2,366 | 4,444 | 7,514 | 14,897 | |||||||||||||
Research and development | 172 | 586 | 545 | 1,894 | |||||||||||||
Share-based compensation expense before taxes | 2,708 | 5,599 | 8,670 | 18,655 | |||||||||||||
Related income tax benefits | 1,080 | 1,876 | 4,111 | 5,808 | |||||||||||||
Share-based compensation expense, net of taxes | $ | 1,628 | $ | 3,723 | $ | 4,559 | $ | 12,847 | |||||||||
Restricted Stock Units | |||||||||||||||||
Restricted stock units represent a right to receive shares of common stock at a future date determined in accordance with the participant’s award agreement. An exercise price and monetary payment are not required for receipt of restricted stock units or the shares issued in settlement of the award. Instead, consideration is furnished in the form of the participant’s services to the Company. Restricted stock units have either graded vesting terms of four years, or cliff vesting terms which generally vest over three years. Compensation cost for these awards is based on the estimated fair value on the date of grant and recognized as compensation expense on a straight-line basis over the requisite service period. During the nine months ended September 30, 2013 and 2012, the Company estimated pre-vesting forfeitures and applied an annual pre-vesting forfeiture rate of 7.0% and 8.0% for restricted stock units with graded vesting terms and cliff vesting terms, respectively. Performance based restricted stock units have three year cliff vesting terms whereby vesting is based on the completion of the requisite service and the ultimate issuance amount is determined by the Company’s total shareholder return over the same three year period. Share payout levels range from zero to two hundred percent for each granted unit relative to total shareholder return. At September 30, 2013 there was $121.4 million remaining in unrecognized compensation cost related to restricted stock units, which is expected to be recognized over a weighted average period of 2.7 years. The weighted average fair value of restricted stock units granted during the nine months ended September 30, 2013 and 2012 was $68.04 and $48.36, respectively. The grants during the nine months ended September 30, 2013 include performance based restricted stock units. | |||||||||||||||||
Total share-based compensation expense for restricted stock units for the three and nine months ended September 30, 2013 and 2012 was composed of the following: | |||||||||||||||||
Three months ended | Nine months ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
(in thousands) (unaudited) | 2013 | 2012 | 2013 | 2012 | |||||||||||||
Cost of revenues | $ | 1,181 | $ | 1,418 | $ | 3,415 | $ | 4,201 | |||||||||
Selling, general and administrative | 12,926 | 12,226 | 38,645 | 37,406 | |||||||||||||
Research and development | 1,121 | 1,527 | 3,287 | 4,312 | |||||||||||||
Share-based compensation expense before taxes | 15,228 | 15,171 | 45,347 | 45,919 | |||||||||||||
Related income tax benefits | 4,531 | 5,373 | 13,325 | 16,202 | |||||||||||||
Share-based compensation expense, net of taxes | $ | 10,697 | $ | 9,798 | $ | 32,022 | $ | 29,717 | |||||||||
Deferred Stock Awards and Restricted Stock Awards | |||||||||||||||||
Deferred stock awards are fully vested and expensed when issued, but shares are placed in a deferral account under the Deferred Compensation Plan, at an eligible employee’s or director’s discretion, until distributed to the employee or director at a future date. The Deferred Compensation Plan allows eligible directors and employees to defer, on a pre-tax basis, a portion or all of their compensation, bonuses, or director’s fees in the form of cash or deferred stock awards. The deferred compensation plan provides matching contributions by the Company to the participants, based on the deferred compensation plan agreement, in the form of restricted stock awards. During the nine months ended September 30, 2013 and 2012, the Company granted restricted stock awards with a total deferred compensation value of $0.8 million and $0.6 million, respectively, which will be recognized over the requisite service period of three years with an applicable forfeiture rate. The restricted stock awards, issued but unvested, are held in a deferral account, and are subject to a three year cliff vesting. Refer to Note 10 of the Consolidated Financial Statements, “Fair Value of Financial Instruments” for further information on the fair market valuation of the deferred compensation plan assets. | |||||||||||||||||
Recent Accounting Pronouncements | ' | ||||||||||||||||
Recent Accounting Pronouncements | |||||||||||||||||
In February 2013, the FASB issued ASU 2013-02, Reporting of Amounts Reclassified out of Accumulated Other Comprehensive Income, updating ASC Topic 220, Comprehensive Income. Under the amended ASC Topic 220, an entity is required to present, either on the face of the statement where net income is presented or in the notes to the financial statements, significant amounts reclassified out of accumulated other comprehensive income by the respective line items of net income but only if the amount reclassified is required under U.S. GAAP to be reclassified to net income in its entirety in the same reporting period. For other amounts that are not required under U.S. GAAP to be reclassified in their entirety to net income, an entity is required to cross-reference to other disclosures required under U.S. GAAP that provide additional details of those amounts. The guidance does not impact the components of other comprehensive income or when an item of other comprehensive income must be reclassified to net income. The adoption of the guidance in the fiscal year 2013 did not have an impact on the Company’s Consolidated Financial Statements and is not expected to have an impact on the Company’s future operating results. | |||||||||||||||||
Adoption of ASC Topic 460, Guarantees | ' | ||||||||||||||||
Guarantees | |||||||||||||||||
The Company is a guarantor of a pension plan benefit that was assumed in conjunction with the Applied Biosystems merger that is accounted for under the ASC Topic 460, Guarantees. As part of the divestiture of the Analytical Instruments business in 1999 by Applied Biosystems, the purchaser of the Analytical Instruments business has agreed to pay for the pension benefits for employees of a former German subsidiary. However, the Company was required to guarantee payment of these pension benefits should the purchaser fail to do so, because these payment obligations were not transferable to the buyer under German law. The guaranteed payment obligation is not expected to have a material adverse effect on the Consolidated Financial Statements. | |||||||||||||||||
Adoption of ASC Topic 323 and its Impact | ' | ||||||||||||||||
Assets and Liabilities Measured at Fair Value on a Nonrecurring Basis | |||||||||||||||||
Non-financial assets and liabilities are recognized at fair value subsequent to initial recognition when they are deemed to be other-than-temporarily impaired. There were no material non-financial assets and liabilities deemed to be other-than-temporarily impaired and measured at fair value on a nonrecurring basis for the nine months ended September 30, 2013 other than that of a property sold which resulted in a $28.3 million loss. The Company evaluates its investments in equity and debt securities that are accounted for using the equity method or cost method to determine whether an other-than-temporary impairment or a credit loss exists at period end. At September 30, 2013, the Company held an aggregate $28.5 million of long-term investments in equity securities that are accounted for under the cost and equity methods. The Company assesses these investments for impairment each quarter, but does not calculate a fair value. Due to the nature of these investments, mainly non-public and early stage companies, the Company believes calculating a fair value not to be practicable. In the event the Company identified an indicator of impairment, the assessment of fair value would be based on all available factors, and may include valuation methodologies using level 3 unobservable inputs, which include discounted cash flows, estimates of sales proceeds, net investment values and appraisals, as appropriate. At September 30, 2013, the Company determined that no event or change in circumstances with a significant adverse effect on the fair value of the investments had occurred during the nine months ended September 30, 2013, and, accordingly, no material impairment charges were recorded during the period. |
Basis_of_Presentation_Tables
Basis of Presentation (Tables) | 9 Months Ended | ||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||
Computations for Basic and Diluted Earnings per Share | ' | ||||||||||||||||
Computations for basic and diluted earnings per share are as follows: | |||||||||||||||||
(in thousands, except per share data) (unaudited) | Net Income | Shares | Earnings | ||||||||||||||
Attributable to | (Denominator) | Per Share | |||||||||||||||
Life | |||||||||||||||||
Technologies | |||||||||||||||||
(Numerator) | |||||||||||||||||
Three Months Ended September 30, 2013 | |||||||||||||||||
Basic earnings per share: | |||||||||||||||||
Net income attributable to Life Technologies | $ | 118,246 | 172,892 | $ | 0.68 | ||||||||||||
Diluted earnings per share: | |||||||||||||||||
Dilutive stock options and restricted stock units | — | 3,009 | |||||||||||||||
Net income attributable to Life Technologies plus assumed conversions | $ | 118,246 | 175,901 | $ | 0.67 | ||||||||||||
Potentially dilutive securities not included above since they are antidilutive: | |||||||||||||||||
Antidilutive stock options | — | ||||||||||||||||
Three Months Ended September 30, 2012 | |||||||||||||||||
Basic earnings per share: | |||||||||||||||||
Net income attributable to Life Technologies | $ | 65,857 | 174,044 | $ | 0.38 | ||||||||||||
Diluted earnings per share: | |||||||||||||||||
Dilutive stock options and restricted stock units | — | 3,202 | |||||||||||||||
Employee Stock Purchase Plan | — | 12 | |||||||||||||||
Net income attributable to Life Technologies plus assumed conversions | $ | 65,857 | 177,258 | $ | 0.37 | ||||||||||||
Potentially dilutive securities not included above since they are antidilutive: | |||||||||||||||||
Antidilutive stock options | 3,918 | ||||||||||||||||
(in thousands, except per share data) (unaudited) | Net Income | Shares | Earnings | ||||||||||||||
Attributable to | (Denominator) | Per Share | |||||||||||||||
Life | |||||||||||||||||
Technologies | |||||||||||||||||
(Numerator) | |||||||||||||||||
Nine Months Ended September 30, 2013 | |||||||||||||||||
Basic earnings per share: | |||||||||||||||||
Net income attributable to Life Technologies | $ | 366,082 | 172,072 | $ | 2.13 | ||||||||||||
Diluted earnings per share: | |||||||||||||||||
Dilutive stock options and restricted stock units | — | 3,242 | |||||||||||||||
Net income attributable to Life Technologies plus assumed conversions | $ | 366,082 | 175,314 | $ | 2.09 | ||||||||||||
Potentially dilutive securities not included above since they are antidilutive: | |||||||||||||||||
Antidilutive stock options | 9 | ||||||||||||||||
Nine Months Ended September 30, 2012 | |||||||||||||||||
Basic earnings per share: | |||||||||||||||||
Net income attributable to Life Technologies | $ | 320,849 | 177,028 | $ | 1.81 | ||||||||||||
Diluted earnings per share: | |||||||||||||||||
Dilutive stock options and restricted stock units | — | 3,510 | |||||||||||||||
Employee Stock Purchase Plan | — | 10 | |||||||||||||||
1 1/2% Convertible Senior Notes due 2024 | 12 | 11 | |||||||||||||||
Net income attributable to Life Technologies plus assumed conversions | $ | 320,861 | 180,559 | $ | 1.78 | ||||||||||||
Potentially dilutive securities not included above since they are antidilutive: | |||||||||||||||||
Antidilutive stock options | 4,003 | ||||||||||||||||
Underlying Assumptions Used to Value Employee Stock Options and Purchase Rights | ' | ||||||||||||||||
The underlying assumptions used to value employee stock options and purchase rights granted during the nine months ended September 30, 2012 were as follows: | |||||||||||||||||
Nine months ended | |||||||||||||||||
September 30, | |||||||||||||||||
(unaudited) | 2012 | ||||||||||||||||
Stock Options | |||||||||||||||||
Weighted average risk free interest rate | 0.9 | % | |||||||||||||||
Expected term of share-based awards | 4.4 yrs | ||||||||||||||||
Expected stock price volatility | 34 | % | |||||||||||||||
Expected dividend yield | 0 | % | |||||||||||||||
Weighted average fair value of share-based awards granted | $ | 14.14 | |||||||||||||||
Purchase Rights | |||||||||||||||||
Weighted average risk free interest rate | 0.1 | % | |||||||||||||||
Expected term of share-based awards | 0.4 yrs | ||||||||||||||||
Expected stock price volatility | 35 | % | |||||||||||||||
Expected dividend yield | 0 | % | |||||||||||||||
Weighted average fair value of share-based awards granted | $ | 11.26 | |||||||||||||||
Stock Options and Purchase Rights [Member] | ' | ||||||||||||||||
Share-Based Compensation Expense | ' | ||||||||||||||||
Total share-based compensation expense for employee stock options and purchase rights for the three and nine months ended September 30, 2013 and 2012 was comprised of the following: | |||||||||||||||||
Three months ended | Nine months ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
(in thousands) (unaudited) | 2013 | 2012 | 2013 | 2012 | |||||||||||||
Cost of revenues | $ | 170 | $ | 569 | $ | 611 | $ | 1,864 | |||||||||
Selling, general and administrative | 2,366 | 4,444 | 7,514 | 14,897 | |||||||||||||
Research and development | 172 | 586 | 545 | 1,894 | |||||||||||||
Share-based compensation expense before taxes | 2,708 | 5,599 | 8,670 | 18,655 | |||||||||||||
Related income tax benefits | 1,080 | 1,876 | 4,111 | 5,808 | |||||||||||||
Share-based compensation expense, net of taxes | $ | 1,628 | $ | 3,723 | $ | 4,559 | $ | 12,847 | |||||||||
Restricted Stock Units [Member] | ' | ||||||||||||||||
Share-Based Compensation Expense | ' | ||||||||||||||||
Total share-based compensation expense for restricted stock units for the three and nine months ended September 30, 2013 and 2012 was composed of the following: | |||||||||||||||||
Three months ended | Nine months ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
(in thousands) (unaudited) | 2013 | 2012 | 2013 | 2012 | |||||||||||||
Cost of revenues | $ | 1,181 | $ | 1,418 | $ | 3,415 | $ | 4,201 | |||||||||
Selling, general and administrative | 12,926 | 12,226 | 38,645 | 37,406 | |||||||||||||
Research and development | 1,121 | 1,527 | 3,287 | 4,312 | |||||||||||||
Share-based compensation expense before taxes | 15,228 | 15,171 | 45,347 | 45,919 | |||||||||||||
Related income tax benefits | 4,531 | 5,373 | 13,325 | 16,202 | |||||||||||||
Share-based compensation expense, net of taxes | $ | 10,697 | $ | 9,798 | $ | 32,022 | $ | 29,717 |
Composition_of_Certain_Financi1
Composition of Certain Financial Statement Items (Tables) | 9 Months Ended | ||||||||||||||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||||||||||||||
Organization Consolidation And Presentation Of Financial Statements [Abstract] | ' | ||||||||||||||||||||||||||||
Schedule of Inventories | ' | ||||||||||||||||||||||||||||
Inventories consisted of the following: | |||||||||||||||||||||||||||||
September 30, | December 31, | ||||||||||||||||||||||||||||
2013 | 2012 | ||||||||||||||||||||||||||||
(in thousands) | (unaudited) | ||||||||||||||||||||||||||||
Raw materials and components | $ | 94,884 | $ | 101,370 | |||||||||||||||||||||||||
Work in process (materials, labor and overhead) | 63,220 | 96,725 | |||||||||||||||||||||||||||
Finished goods (materials, labor and overhead) | 272,985 | 204,639 | |||||||||||||||||||||||||||
Adjustments to write up acquired finished goods to fair value | — | 754 | |||||||||||||||||||||||||||
Total inventories, net | $ | 431,089 | $ | 403,488 | |||||||||||||||||||||||||
Summary of Prepaid Expenses and Other Current Assets | ' | ||||||||||||||||||||||||||||
Prepaid expenses and other current assets consisted of the following: | |||||||||||||||||||||||||||||
September 30, | December 31, | ||||||||||||||||||||||||||||
2013 | 2012 | ||||||||||||||||||||||||||||
(in thousands) | (unaudited) | ||||||||||||||||||||||||||||
Forward exchange contracts | $ | 7,047 | $ | 1,597 | |||||||||||||||||||||||||
Prepaid expenses | 117,607 | 99,039 | |||||||||||||||||||||||||||
Other current assets | 57,503 | 42,096 | |||||||||||||||||||||||||||
Total prepaid expenses and other current assets | $ | 182,157 | $ | 142,732 | |||||||||||||||||||||||||
Schedule of Property and Equipment | ' | ||||||||||||||||||||||||||||
Property and equipment consisted of the following: | |||||||||||||||||||||||||||||
Estimated | September 30, 2013 | December 31, 2012 | |||||||||||||||||||||||||||
Useful Life | |||||||||||||||||||||||||||||
(in years) | |||||||||||||||||||||||||||||
(in thousands) | (unaudited) | ||||||||||||||||||||||||||||
Land | — | $ | 118,800 | $ | 139,889 | ||||||||||||||||||||||||
Building and improvements | Jan-50 | 453,234 | 479,194 | ||||||||||||||||||||||||||
Machinery and equipment | 10-Jan | 520,579 | 497,370 | ||||||||||||||||||||||||||
Internal use software | 10-Jan | 263,948 | 263,376 | ||||||||||||||||||||||||||
Construction in process | — | 94,189 | 78,064 | ||||||||||||||||||||||||||
Total gross property and equipment | 1,450,750 | 1,457,893 | |||||||||||||||||||||||||||
Accumulated depreciation and amortization | (677,039 | ) | (613,201 | ) | |||||||||||||||||||||||||
Total property and equipment, net | $ | 773,711 | $ | 844,692 | |||||||||||||||||||||||||
Intangible Assets | ' | ||||||||||||||||||||||||||||
Intangible assets consisted of the following: | |||||||||||||||||||||||||||||
September 30, 2013 (unaudited) | December 31, 2012 | ||||||||||||||||||||||||||||
Weighted | Gross carrying | Accumulated | Weighted | Gross carrying | Accumulated | ||||||||||||||||||||||||
average | Amount | Amortization | average | Amount | Amortization | ||||||||||||||||||||||||
Life | Life | ||||||||||||||||||||||||||||
(in thousands) | |||||||||||||||||||||||||||||
Amortized intangible assets: | |||||||||||||||||||||||||||||
Purchased technology | 7 years | $ | 1,273,962 | $ | (1,066,260 | ) | 7 years | $ | 1,270,012 | $ | (1,003,531 | ) | |||||||||||||||||
Purchased tradenames and trademarks | 9 years | 327,052 | (206,247 | ) | 9 years | 329,588 | (184,272 | ) | |||||||||||||||||||||
Purchased customer base | 11 years | 1,466,709 | (634,288 | ) | 11 years | 1,464,042 | (544,736 | ) | |||||||||||||||||||||
Other intellectual property | 6 years | 386,629 | (296,234 | ) | 6 years | 375,164 | (250,295 | ) | |||||||||||||||||||||
Total intangible assets | $ | 3,454,352 | $ | (2,203,029 | ) | $ | 3,438,806 | $ | (1,982,834 | ) | |||||||||||||||||||
Intangible assets not subject to amortization: | |||||||||||||||||||||||||||||
Purchased tradenames and trademarks | $ | 7,451 | $ | 7,451 | |||||||||||||||||||||||||
In-process research and development | 62,400 | 62,400 | |||||||||||||||||||||||||||
Schedule of Reconciliation of Equity | ' | ||||||||||||||||||||||||||||
The following table provides a reconciliation of the beginning and ending carrying amounts of total equity, equity attributable to the Company, and equity attributable to non-controlling interests: | |||||||||||||||||||||||||||||
(in thousands) (unaudited) | Total | Common | Additional | Treasury | Accumulated | Retained | Non- | ||||||||||||||||||||||
Stock | Paid-in-Capital | Stock | Other | Earnings | Controlling | ||||||||||||||||||||||||
Comprehensive | Interests | ||||||||||||||||||||||||||||
Income (loss) | |||||||||||||||||||||||||||||
Balance at December 31, 2012 | $ | 4,653,463 | $ | 2,187 | $ | 5,731,568 | $ | (2,481,990 | ) | $ | 59,070 | $ | 1,341,846 | $ | 782 | ||||||||||||||
Amortization of stock based compensation | 54,374 | — | 54,374 | — | — | — | — | ||||||||||||||||||||||
Common stock issuance under employee stock plans | 84,998 | 23 | 85,292 | (317 | ) | — | — | — | |||||||||||||||||||||
Net tax benefit on employee stock plans | 17,413 | — | 17,413 | — | — | — | — | ||||||||||||||||||||||
Issuance of restricted shares, net of shares repurchased for minimum tax liability | (42,348 | ) | 18 | (18 | ) | (42,348 | ) | — | — | — | |||||||||||||||||||
Issuance of deferred stock | 3,130 | 1 | 8,565 | (5,436 | ) | — | — | — | |||||||||||||||||||||
Purchase of treasury stock | (104,888 | ) | — | — | (104,888 | ) | — | — | — | ||||||||||||||||||||
Realized gain on hedging transactions, reclassed into earnings, net of related tax effects | (275 | ) | — | — | — | (275 | ) | — | — | ||||||||||||||||||||
Pension liability, net of deferred taxes | (9,505 | ) | — | — | — | (9,505 | ) | — | — | ||||||||||||||||||||
Foreign currency translation adjustment, net of related tax effects | (45,091 | ) | — | — | — | (45,101 | ) | — | 10 | ||||||||||||||||||||
Net income (loss) | 365,505 | — | — | — | — | 366,082 | (577 | ) | |||||||||||||||||||||
Balance at September 30, 2013 | $ | 4,976,776 | $ | 2,229 | $ | 5,897,194 | $ | (2,634,979 | ) | $ | 4,189 | $ | 1,707,928 | $ | 215 | ||||||||||||||
Accumulated Other Comprehensive Income, Net of Taxes | ' | ||||||||||||||||||||||||||||
Accumulated other comprehensive income, net of taxes, attributable to Life Technologies, consists of the following at September 30, 2013: | |||||||||||||||||||||||||||||
(in thousands) (unaudited) | Total | Cash Flow | Pension | Foreign Currency | |||||||||||||||||||||||||
Hedges | Liabilities | Translation | |||||||||||||||||||||||||||
Adjustments | |||||||||||||||||||||||||||||
Balance at December 31, 2012 | $ | 59,070 | $ | 1,594 | $ | (104,787 | ) | $ | 162,263 | ||||||||||||||||||||
Current-period change | (54,881 | ) | (275 | ) | (9,505 | ) | (45,101 | ) | |||||||||||||||||||||
Balance at September 30, 2013 | $ | 4,189 | $ | 1,319 | $ | (114,292 | ) | $ | 117,162 | ||||||||||||||||||||
Components of Other Comprehensive Income (Loss) | ' | ||||||||||||||||||||||||||||
The components of other comprehensive income (loss) for the three and nine months ended September 30, 2013 were as follows: | |||||||||||||||||||||||||||||
Three months ended September 30, 2013 | |||||||||||||||||||||||||||||
(in thousands) (unaudited) | Before-Tax | Tax Benefit | Net-of-Tax | ||||||||||||||||||||||||||
Amount | Amount | ||||||||||||||||||||||||||||
Realized gain on cash flow hedges, reclassified into earnings | (146 | ) | 54 | (92 | ) | ||||||||||||||||||||||||
Foreign currency translation adjustments | 20,124 | — | 20,124 | ||||||||||||||||||||||||||
Other comprehensive income | $ | 19,978 | $ | 54 | $ | 20,032 | |||||||||||||||||||||||
Nine months ended September 30, 2013 | |||||||||||||||||||||||||||||
(in thousands) (unaudited) | Before-Tax | Tax Benefit | Net-of-Tax | ||||||||||||||||||||||||||
Amount | Amount | ||||||||||||||||||||||||||||
Curtailment gain on pension plans, reclassified into earnings | $ | (15,264 | ) | $ | 5,759 | $ | (9,505 | ) | |||||||||||||||||||||
Realized gain on cash flow hedges, reclassified into earnings | (438 | ) | 163 | (275 | ) | ||||||||||||||||||||||||
Foreign currency translation adjustments | (45,091 | ) | — | (45,091 | ) | ||||||||||||||||||||||||
Other comprehensive income (loss) | $ | (60,793 | ) | $ | 5,922 | $ | (54,871 | ) | |||||||||||||||||||||
Schedule of Accumulated Other Comprehensive Income | ' | ||||||||||||||||||||||||||||
The details about reclassifications out of accumulated other comprehensive income into net income for the three and nine months ended September 30, 2013 were as follows: | |||||||||||||||||||||||||||||
Three months ended September 30, 2013 | |||||||||||||||||||||||||||||
(in thousands) (unaudited) | Amount | Affected Line Item in Statement of | |||||||||||||||||||||||||||
Reclassified from | Operations | ||||||||||||||||||||||||||||
AOCI | |||||||||||||||||||||||||||||
(Gains)/losses on cash flow hedges | |||||||||||||||||||||||||||||
Forward interest rate swap contracts | $ | (146 | ) | Interest expense | |||||||||||||||||||||||||
(146 | ) | Total before tax | |||||||||||||||||||||||||||
54 | Income tax provision | ||||||||||||||||||||||||||||
$ | (92 | ) | Net of tax | ||||||||||||||||||||||||||
Nine months ended September 30, 2013 | |||||||||||||||||||||||||||||
(in thousands) (unaudited) | Amount | Affected Line Item in Statement of | |||||||||||||||||||||||||||
Reclassified from | Operations | ||||||||||||||||||||||||||||
AOCI | |||||||||||||||||||||||||||||
(Gains)/losses on cash flow hedges | |||||||||||||||||||||||||||||
Forward interest rate swap contracts | $ | (438 | ) | Interest expense | |||||||||||||||||||||||||
(438 | ) | Total before tax | |||||||||||||||||||||||||||
163 | Income tax provision | ||||||||||||||||||||||||||||
$ | (275 | ) | Net of tax | ||||||||||||||||||||||||||
Defined benefit pension plan items | |||||||||||||||||||||||||||||
Curtailment gain | $ | (15,264 | ) | Business integration costs | |||||||||||||||||||||||||
(15,264 | ) | Total before tax | |||||||||||||||||||||||||||
5,759 | Income tax provision | ||||||||||||||||||||||||||||
$ | (9,505 | ) | Net of tax | ||||||||||||||||||||||||||
Total reclassifications | $ | (9,780 | ) | Net of tax | |||||||||||||||||||||||||
LongTerm_Debt_Tables
Long-Term Debt (Tables) | 9 Months Ended | ||||||||
Sep. 30, 2013 | |||||||||
Debt Disclosure [Abstract] | ' | ||||||||
Long-Term Debt | ' | ||||||||
Long-term debt consisted of the following: | |||||||||
September 30, | December 31, | ||||||||
2013 | 2012 | ||||||||
(in thousands) | (unaudited) | ||||||||
3.375% Senior Notes (principal due 2013), net of unamortized discount | $ | — | $ | 249,993 | |||||
4.400% Senior Notes (principal due 2015), net of unamortized discount | 499,491 | 499,235 | |||||||
3.500% Senior Notes (principal due 2016), net of unamortized discount | 399,692 | 399,598 | |||||||
6.000% Senior Notes (principal due 2020), net of unamortized discount | 748,916 | 748,815 | |||||||
5.000% Senior Notes (principal due 2021), net of unamortized discount | 398,623 | 398,508 | |||||||
Capital leases | 25,022 | 17,920 | |||||||
Total debt | 2,071,744 | 2,314,069 | |||||||
Less current portion | (4,157 | ) | (253,214 | ) | |||||
Total long-term debt | $ | 2,067,587 | $ | 2,060,855 | |||||
Pension_Plans_and_Postretireme1
Pension Plans and Postretirement Health and Benefit Program (Tables) | 9 Months Ended | ||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||
Compensation And Retirement Disclosure [Abstract] | ' | ||||||||||||||||
Components of Net Periodic Pension Cost or (Benefit) for Company's Pension Plans and Postretirement Benefits Plans | ' | ||||||||||||||||
The components of net periodic pension cost or (benefit) for the Company’s pension plans and postretirement benefits plans for the three and nine months ended September 30, 2013 and 2012 were as follows: | |||||||||||||||||
Domestic Plans | |||||||||||||||||
Three months ended | Nine months ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
(in thousands) (unaudited) | 2013 | 2012 | 2013 | 2012 | |||||||||||||
Service cost | $ | 413 | $ | 385 | $ | 1,238 | $ | 1,155 | |||||||||
Interest cost | 7,816 | 8,919 | 23,227 | 26,345 | |||||||||||||
Expected return on plan assets | (9,213 | ) | (9,384 | ) | (27,644 | ) | (28,150 | ) | |||||||||
Amortization of prior service cost | 15 | 15 | 43 | 45 | |||||||||||||
Amortization of actuarial loss | 1,360 | 996 | 3,917 | 2,904 | |||||||||||||
Net periodic pension cost | $ | 391 | $ | 931 | $ | 781 | $ | 2,299 | |||||||||
Postretirement Plans | |||||||||||||||||
Three months ended | Nine months ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
(in thousands) (unaudited) | 2013 | 2012 | 2013 | 2012 | |||||||||||||
Service cost (benefit) | $ | (2 | ) | $ | 5 | $ | 0 | $ | 25 | ||||||||
Interest cost (benefit) | (120 | ) | 292 | 71 | 976 | ||||||||||||
Expected return on plan assets | (130 | ) | (115 | ) | (389 | ) | (345 | ) | |||||||||
Amortization of prior service cost (credit) | 591 | (474 | ) | (94 | ) | (1,422 | ) | ||||||||||
Amortization of actuarial loss | 181 | 156 | 446 | 462 | |||||||||||||
Curtailment gain | — | — | (20,240 | ) | — | ||||||||||||
Total periodic pension cost (benefit) | $ | 520 | $ | (136 | ) | $ | (20,206 | ) | $ | (304 | ) | ||||||
Foreign Plans | |||||||||||||||||
Three months ended | Nine months ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
(in thousands) (unaudited) | 2013 | 2012 | 2013 | 2012 | |||||||||||||
Service cost | $ | 644 | $ | 598 | $ | 1,978 | $ | 1,810 | |||||||||
Interest cost | 1,213 | 1,176 | 3,666 | 3,587 | |||||||||||||
Expected return on plan assets | (837 | ) | (912 | ) | (2,531 | ) | (2,769 | ) | |||||||||
Amortization of actuarial (gain) loss | 195 | (11 | ) | 586 | (31 | ) | |||||||||||
Net periodic pension cost | $ | 1,215 | $ | 851 | $ | 3,699 | $ | 2,597 | |||||||||
Fair_Value_of_Financial_Instru1
Fair Value of Financial Instruments (Tables) | 9 Months Ended | ||||||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||||||
Fair Value Disclosures [Abstract] | ' | ||||||||||||||||||||
Investments in Financial Instruments | ' | ||||||||||||||||||||
Investments consisted of the following: | |||||||||||||||||||||
September 30, | December 31, | ||||||||||||||||||||
2013 | 2012 | ||||||||||||||||||||
(in thousands) | (unaudited) | ||||||||||||||||||||
Short-term | |||||||||||||||||||||
Bank time deposits | $ | 17,798 | $ | 5,726 | |||||||||||||||||
Total short-term investments | 17,798 | 5,726 | |||||||||||||||||||
Long-term | |||||||||||||||||||||
Equity securities | 28,465 | 26,677 | |||||||||||||||||||
Total long-term investments | 28,465 | 26,677 | |||||||||||||||||||
Total investments | $ | 46,263 | $ | 32,403 | |||||||||||||||||
Summary of Fair Value and Valuation Approach of Financial Instruments | ' | ||||||||||||||||||||
The following table represents the financial instruments measured at fair value on a recurring basis on the financial statements of the Company subject to ASC Topic 820, Fair Value Measurements and Disclosures and the valuation approach applied to each class of financial instruments: | |||||||||||||||||||||
Fair Value Measurements at Reporting Date Using | |||||||||||||||||||||
(in thousands) (unaudited) | Balance at | Quoted Prices in | Significant Other | Significant | |||||||||||||||||
Description | September 30, | Active Markets | Observable Inputs | Unobservable Inputs | |||||||||||||||||
2013 | for Identical Assets | (Level 2) | (Level 3) | ||||||||||||||||||
(Level 1) | |||||||||||||||||||||
Bank time deposits | $ | 17,798 | $ | 17,798 | $ | — | $ | — | |||||||||||||
Money market funds | 37,182 | 37,182 | — | — | |||||||||||||||||
Deferred compensation plan assets-mutual funds | 27,057 | 27,057 | — | — | |||||||||||||||||
Assets-derivative forward exchange contracts | 7,047 | — | 7,047 | — | |||||||||||||||||
Total assets | $ | 89,084 | $ | 82,037 | $ | 7,047 | $ | — | |||||||||||||
Liabilities-derivative forward exchange contracts | 13,808 | — | 13,808 | — | |||||||||||||||||
Contingent considerations | 36,138 | — | — | 36,138 | |||||||||||||||||
Total liabilities | $ | 49,946 | $ | — | $ | 13,808 | $ | 36,138 | |||||||||||||
Activities of Financial Instrument Liabilities with Significant Level 3 Inputs | ' | ||||||||||||||||||||
For financial instrument liabilities with significant level 3 inputs, the following table summarizes the activity for the nine months ended September 30, 2013: | |||||||||||||||||||||
Fair Value Measurements | |||||||||||||||||||||
Using Significant | |||||||||||||||||||||
Unobservable Inputs | |||||||||||||||||||||
(Level 3) | |||||||||||||||||||||
(in thousands) (unaudited) | Contingent | ||||||||||||||||||||
Considerations | |||||||||||||||||||||
Beginning balance at January 1, 2013 | $ | 44,323 | |||||||||||||||||||
Settlements | (8,081 | ) | |||||||||||||||||||
Transfers in from business combinations | 3,192 | ||||||||||||||||||||
Total unrealized gain included in earnings | (6,508 | ) | |||||||||||||||||||
Total unrealized loss included in earnings | 3,057 | ||||||||||||||||||||
Foreign currency translation adjustments | 155 | ||||||||||||||||||||
Ending balance at September 30, 2013 | $ | 36,138 | |||||||||||||||||||
Total amount of unrealized losses for the period included in other comprehensive loss attributable to the change in fair market value of related liabilities still held at the reporting date | $ | — | |||||||||||||||||||
Fair Values of Derivative Instruments | ' | ||||||||||||||||||||
The following table summarizes the fair values of derivative instruments at September 30, 2013 and December 31, 2012: | |||||||||||||||||||||
Asset Derivatives | Liability Derivatives | ||||||||||||||||||||
Fair Value | Fair Value | ||||||||||||||||||||
Balance Sheet | September 30, | December 31, | Balance Sheet | September 30, | December 31, | ||||||||||||||||
Location | 2013 | 2012 | Location | 2013 | 2012 | ||||||||||||||||
(in thousands) | (unaudited) | (unaudited) | |||||||||||||||||||
Derivatives instruments not designated as cash flow hedges | |||||||||||||||||||||
Forward exchange contracts | Other current assets | $ | 7,047 | $ | 1,597 | Other current liabilities | $ | 13,808 | $ | 9,436 | |||||||||||
Total derivatives | $ | 7,047 | $ | 1,597 | $ | 13,808 | $ | 9,436 | |||||||||||||
Effect of Derivative Instruments on Consolidated Statements of Operations | ' | ||||||||||||||||||||
The following table summarizes the effect of derivative instruments on the Consolidated Statements of Operations and Comprehensive Income for the three months ended September 30, 2013 and 2012: | |||||||||||||||||||||
Three months ended September 30, 2013 | Three months ended September 30, 2012 | ||||||||||||||||||||
Amount of | Location of | Amount of | Amount of | Location of | Amount of | ||||||||||||||||
(Gain)/Loss | Gain/(Loss) | Gain/(Loss) | (Gain)/Loss | Gain/(Loss) | Gain/(Loss) | ||||||||||||||||
Recognized in | Reclassified from | Reclassified | Recognized in | Reclassified from | Reclassified | ||||||||||||||||
OCI | AOCI into | from | OCI | AOCI into | from | ||||||||||||||||
Income | AOCI into | Income | AOCI | ||||||||||||||||||
Income | into Income | ||||||||||||||||||||
(in thousands) (unaudited) | Effective Portion | Effective Portion | |||||||||||||||||||
Derivatives instruments designated and qualified as cash flow hedges | |||||||||||||||||||||
Forward interest rate swap contracts | $ | — | Interest expense | $ | 146 | $ | — | Interest expense | $ | 146 | |||||||||||
Total derivatives | $ | — | $ | 146 | $ | — | $ | 146 | |||||||||||||
Three months ended September 30, 2013 | Three months ended September 30, 2012 | ||||||||||||||||||||
(in thousands) (unaudited) | Location of (Gain)/Loss | Amount of | Location of (Gain)/Loss | Amount of | |||||||||||||||||
Recognized in Income | (Gain)/Loss | Recognized in Income | (Gain)/Loss | ||||||||||||||||||
Recognized in | Recognized in | ||||||||||||||||||||
Income | Income | ||||||||||||||||||||
Derivatives instruments not designated as cash flow hedges | |||||||||||||||||||||
Forward exchange contracts | Other (income) expense | $ | 6,661 | Other (income) expense | $ | 14,307 | |||||||||||||||
Total derivatives | $ | 6,661 | $ | 14,307 | |||||||||||||||||
The following table summarizes the effect of derivative instruments on the Consolidated Statements of Operations for the nine months ended September 30, 2013 and 2012, respectively: | |||||||||||||||||||||
Nine months ended September 30, 2013 | Nine months ended September 30, 2012 | ||||||||||||||||||||
Amount of | Location of | Amount of | Amount of | Location of | Amount of | ||||||||||||||||
(Gain)/Loss | Gain/(Loss) | Gain/(Loss) | (Gain)/Loss | Gain/(Loss) | Gain/(Loss) | ||||||||||||||||
Recognized in | Reclassified from | Reclassified | Recognized in | Reclassified from | Reclassified | ||||||||||||||||
OCI | AOCI into | from | OCI | AOCI into | from | ||||||||||||||||
Income | AOCI into | Income | AOCI | ||||||||||||||||||
Income | into Income | ||||||||||||||||||||
(in thousands) (unaudited) | Effective Portion | Effective Portion | |||||||||||||||||||
Derivatives instruments designated and qualified as cash flow hedges | |||||||||||||||||||||
Forward interest rate swap contracts | $ | — | Interest expense | $ | 438 | $ | — | Interest expense | $ | 438 | |||||||||||
Total derivatives | $ | — | $ | 438 | $ | — | $ | 438 | |||||||||||||
Nine months ended September 30, 2013 | Nine months ended September 30, 2012 | ||||||||||||||||||||
(in thousands) (unaudited) | Location of (Gain)/Loss | Amount of | Location of (Gain)/Loss | Amount of | |||||||||||||||||
Recognized in Income | (Gain)/Loss | Recognized in Income | (Gain)/Loss | ||||||||||||||||||
Recognized in | Recognized in | ||||||||||||||||||||
Income | Income | ||||||||||||||||||||
Derivatives instruments not designated as cash flow hedges | |||||||||||||||||||||
Forward exchange contracts | Other (income) expense | $ | 11,296 | Other (income) expense | $ | 1,497 | |||||||||||||||
Total derivatives | $ | 11,296 | $ | 1,497 | |||||||||||||||||
Fair Value and Carrying Amounts of Company's Long-Term Debt Obligations | ' | ||||||||||||||||||||
The fair value and carrying amounts of the Company’s debt obligations were as follows: | |||||||||||||||||||||
Fair Value | Carrying Amounts | ||||||||||||||||||||
September 30, | December 31, | September 30, | December 31, | ||||||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||||||
(in thousands) | (unaudited) | (unaudited) | |||||||||||||||||||
3.375% Senior Notes (principal due 2013) | $ | — | $ | 251,320 | $ | — | $ | 249,993 | |||||||||||||
4.400% Senior Notes (principal due 2015) | 522,180 | 533,965 | 499,491 | 499,235 | |||||||||||||||||
3.500% Senior Notes (principal due 2016) | 416,444 | 421,864 | 399,692 | 399,598 | |||||||||||||||||
6.000% Senior Notes (principal due 2020) | 846,615 | 895,590 | 748,916 | 748,815 | |||||||||||||||||
5.000% Senior Notes (principal due 2021) | 423,168 | 454,912 | 398,623 | 398,508 |
Pending_Merger_with_Thermo_Fis1
Pending Merger with Thermo Fisher Scientific Inc. - Additional Information (Detail) (USD $) | 1 Months Ended |
Apr. 14, 2013 | |
Reorganizations [Abstract] | ' |
Date of agreement | 14-Apr-13 |
Cash paid per share | $76 |
Increase in cash price per share | $0.01 |
Merger closing date | 14-Jan-14 |
Basis_of_Presentation_Addition
Basis of Presentation - Additional Information (Detail) (USD $) | 9 Months Ended | |
In Millions, except Per Share data, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 |
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | ' | ' |
Loss on sale of property | $28.30 | ' |
Company's common stock reserved for granting of new awards | 13 | ' |
Restricted stock units awards are granted to eligible employees and directors, vesting period | '4 years | ' |
Stock option awards granted to eligible employees and directors, expiration period from the date of grants | '10 years | ' |
Maximum percentage of compensation to purchase shares of the Company's stock on a quarterly basis at a discounted price | 15.00% | ' |
Discounted price equal to the lower of the employee's offering price or the closing price of the stock on the date of purchase | 85.00% | ' |
Vesting term of restricted stock units, maximum | '4 years | ' |
Cliff vesting term of restricted stock units, maximum | '3 years | ' |
Estimated annual pre-vesting option forfeiture rate, graded vesting restricted stock units | 7.00% | 7.00% |
Estimated annual pre-vesting option forfeiture rate, cliff vesting RSUs | 8.00% | 8.00% |
Restricted stock awards with deferred compensation value | 0.8 | 0.6 |
Value will be recognized | '3 years | '3 years |
Stock Option [Member] | ' | ' |
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | ' | ' |
Estimated pre-vesting option forfeiture rate | 7.60% | 6.00% |
Unrecognized compensation cost related to employee stock options | 8.9 | ' |
Weighted average period recognition of unrecognized compensation cost | '1 year | ' |
Restricted Stock [Member] | ' | ' |
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | ' | ' |
Unrecognized compensation cost related to employee stock options | $121.40 | ' |
Weighted average period recognition of unrecognized compensation cost | '2 years 8 months 12 days | ' |
Weighted average grant date fair value of restricted units | $68.04 | $48.36 |
Minimum [Member] | ' | ' |
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | ' | ' |
Restricted stock units awards are granted to eligible employees and directors, vesting period | '3 years | ' |
Performance based restricted stock units payout percent for each granted unit | 0.00% | ' |
Maximum [Member] | ' | ' |
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | ' | ' |
Restricted stock units awards are granted to eligible employees and directors, vesting period | '4 years | ' |
Performance based restricted stock units payout percent for each granted unit | 200.00% | ' |
Basis_of_Presentation_Computat
Basis of Presentation - Computations for Basic and Diluted Earnings per Share (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Schedule Of Earnings Per Share Basic And Diluted [Line Items] | ' | ' | ' | ' |
Net income attributable to Life Technologies | $118,246 | $65,857 | $366,082 | $320,849 |
Net income attributable to Life Technologies plus assumed conversions | 118,246 | 65,857 | 366,082 | 320,861 |
Net income attributable to Life Technologies, Shares | 172,892 | 174,044 | 172,072 | 177,028 |
Dilutive stock options and restricted stock units | 3,009 | 3,202 | 3,242 | 3,510 |
Employee Stock Purchase Plan | ' | 12 | ' | 10 |
Net income attributable to Life Technologies plus assumed conversions, Shares | 175,901 | 177,258 | 175,314 | 180,559 |
Net income attributable to Life Technologies, Earnings Per Share | $0.68 | $0.38 | $2.13 | $1.81 |
Net income attributable to Life Technologies plus assumed conversions, Earnings Per Share | $0.67 | $0.37 | $2.09 | $1.78 |
1 1/2% Convertible Senior Notes due 2024 [Member] | ' | ' | ' | ' |
Schedule Of Earnings Per Share Basic And Diluted [Line Items] | ' | ' | ' | ' |
Convertible Senior Notes | ' | ' | ' | $12 |
Convertible Senior Notes, Shares | ' | ' | ' | 11 |
Stock Options [Member] | ' | ' | ' | ' |
Schedule Of Earnings Per Share Basic And Diluted [Line Items] | ' | ' | ' | ' |
Antidilutive stock options | ' | 3,918 | 9 | 4,003 |
Basis_of_Presentation_Underlyi
Basis of Presentation - Underlying Assumptions Used to Value Employee Stock Options and Purchase Rights (Detail) (USD $) | 9 Months Ended |
Sep. 30, 2012 | |
Stock Options [Member] | ' |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ' |
Weighted average risk free interest rate | 0.90% |
Expected term of share-based awards | '4 years 4 months 24 days |
Expected stock price volatility | 34.00% |
Expected dividend yield | 0.00% |
Weighted average fair value of share-based awards granted | $14.14 |
Purchase Rights [Member] | ' |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ' |
Weighted average risk free interest rate | 0.10% |
Expected term of share-based awards | '4 months 24 days |
Expected stock price volatility | 35.00% |
Expected dividend yield | 0.00% |
Weighted average fair value of share-based awards granted | $11.26 |
Basis_of_Presentation_ShareBas
Basis of Presentation - Share-Based Compensation Expense (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Stock Options and Purchase Rights [Member] | ' | ' | ' | ' |
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items] | ' | ' | ' | ' |
Share-based compensation expense before taxes | $2,708 | $5,599 | $8,670 | $18,655 |
Related income tax benefits | 1,080 | 1,876 | 4,111 | 5,808 |
Share-based compensation expense, net of taxes | 1,628 | 3,723 | 4,559 | 12,847 |
Restricted Stock Units [Member] | ' | ' | ' | ' |
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items] | ' | ' | ' | ' |
Share-based compensation expense before taxes | 15,228 | 15,171 | 45,347 | 45,919 |
Related income tax benefits | 4,531 | 5,373 | 13,325 | 16,202 |
Share-based compensation expense, net of taxes | 10,697 | 9,798 | 32,022 | 29,717 |
Cost of revenues [Member] | Stock Options and Purchase Rights [Member] | ' | ' | ' | ' |
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items] | ' | ' | ' | ' |
Share-based compensation expense before taxes | 170 | 569 | 611 | 1,864 |
Cost of revenues [Member] | Restricted Stock Units [Member] | ' | ' | ' | ' |
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items] | ' | ' | ' | ' |
Share-based compensation expense before taxes | 1,181 | 1,418 | 3,415 | 4,201 |
Selling, general and administrative [Member] | Stock Options and Purchase Rights [Member] | ' | ' | ' | ' |
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items] | ' | ' | ' | ' |
Share-based compensation expense before taxes | 2,366 | 4,444 | 7,514 | 14,897 |
Research and development [Member] | Stock Options and Purchase Rights [Member] | ' | ' | ' | ' |
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items] | ' | ' | ' | ' |
Share-based compensation expense before taxes | 172 | 586 | 545 | 1,894 |
Research and development [Member] | Restricted Stock Units [Member] | ' | ' | ' | ' |
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items] | ' | ' | ' | ' |
Share-based compensation expense before taxes | 1,121 | 1,527 | 3,287 | 4,312 |
Selling, general and administrative [Member] | Restricted Stock Units [Member] | ' | ' | ' | ' |
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items] | ' | ' | ' | ' |
Share-based compensation expense before taxes | $12,926 | $12,226 | $38,645 | $37,406 |
Composition_of_Certain_Financi2
Composition of Certain Financial Statement Items - Schedule of Inventories (Detail) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Inventory Disclosure [Abstract] | ' | ' |
Raw materials and components | $94,884 | $101,370 |
Work in process (materials, labor and overhead) | 63,220 | 96,725 |
Finished goods (materials, labor and overhead) | 272,985 | 204,639 |
Adjustments to write up acquired finished goods to fair value | ' | 754 |
Total inventories, net | $431,089 | $403,488 |
Composition_of_Certain_Financi3
Composition of Certain Financial Statement Items - Summary of Prepaid Expenses and Other Current Assets (Detail) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Payables And Accruals [Abstract] | ' | ' |
Forward exchange contracts | $7,047 | $1,597 |
Prepaid expenses | 117,607 | 99,039 |
Other current assets | 57,503 | 42,096 |
Total prepaid expenses and other current assets | $182,157 | $142,732 |
Composition_of_Certain_Financi4
Composition of Certain Financial Statement Items - Schedule of Property and Equipment (Detail) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 |
In Thousands, unless otherwise specified | Land [Member] | Land [Member] | Building and improvements [Member] | Building and improvements [Member] | Machinery and equipment [Member] | Machinery and equipment [Member] | Internal use software [Member] | Internal use software [Member] | Construction in process [Member] | Construction in process [Member] | ||
Minimum [Member] | Maximum [Member] | Minimum [Member] | Maximum [Member] | Minimum [Member] | Maximum [Member] | Minimum [Member] | Maximum [Member] | Minimum [Member] | Maximum [Member] | |||
Property, Plant and Equipment [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Land | $118,800 | $139,889 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Building and improvements | 453,234 | 479,194 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Machinery and equipment | 520,579 | 497,370 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Internal use software | 263,948 | 263,376 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Construction in process | 94,189 | 78,064 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total gross property and equipment | 1,450,750 | 1,457,893 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Accumulated depreciation and amortization | -677,039 | -613,201 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total property and equipment, net | $773,711 | $844,692 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Estimated Useful Life | ' | ' | ' | ' | '1 year | '50 years | '1 year | '10 years | '1 year | '10 years | ' | ' |
Composition_of_Certain_Financi5
Composition of Certain Financial Statement Items - Additional Information (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2011 | Dec. 31, 2012 | |
Promega Corporation [Member] | Enzo Biochem [Member] | |||||
Business Acquisition [Line Items] | ' | ' | ' | ' | ' | ' |
Decrease in goodwill on the Consolidated Balance Sheet | ' | ' | $3,200,000 | ' | ' | ' |
Foreign currency translation adjustments | ' | ' | 17,500,000 | ' | ' | ' |
Business combinations | ' | ' | 14,300,000 | ' | ' | ' |
Purchased intangibles amortization | 70,641,000 | 71,126,000 | 213,886,000 | 219,192,000 | ' | ' |
Estimated aggregate amortization expense for fiscal year 2013 | 71,300,000 | ' | 71,300,000 | ' | ' | ' |
Estimated aggregate amortization expense for fiscal year 2014 | 250,800,000 | ' | 250,800,000 | ' | ' | ' |
Estimated aggregate amortization expense for fiscal year 2015 | 230,800,000 | ' | 230,800,000 | ' | ' | ' |
Estimated aggregate amortization expense for fiscal year 2016 | 178,300,000 | ' | 178,300,000 | ' | ' | ' |
Estimated aggregate amortization expense for fiscal year 2017 | 163,200,000 | ' | 163,200,000 | ' | ' | ' |
Legal accrual | ' | ' | ' | ' | $52,000,000 | $60,900,000 |
Composition_of_Certain_Financi6
Composition of Certain Financial Statement Items - Intangible Assets (Detail) (USD $) | 9 Months Ended | 12 Months Ended |
In Thousands, unless otherwise specified | Sep. 30, 2013 | Dec. 31, 2012 |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Gross carrying Amount | $3,454,352 | $3,438,806 |
Accumulated Amortization | -2,203,029 | -1,982,834 |
Purchased technology [Member] | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Gross carrying Amount | 1,273,962 | 1,270,012 |
Accumulated Amortization | -1,066,260 | -1,003,531 |
Weighted average Life | '7 years | '7 years |
Purchased tradenames and trademarks [Member] | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Gross carrying Amount | 7,451 | 7,451 |
Gross carrying Amount | 327,052 | 329,588 |
Accumulated Amortization | -206,247 | -184,272 |
Weighted average Life | '9 years | '9 years |
Purchased customer base [Member] | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Gross carrying Amount | 1,466,709 | 1,464,042 |
Accumulated Amortization | -634,288 | -544,736 |
Weighted average Life | '11 years | '11 years |
Other intellectual property [Member] | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Gross carrying Amount | 386,629 | 375,164 |
Accumulated Amortization | -296,234 | -250,295 |
Weighted average Life | '6 years | '6 years |
In-process research and development [Member] | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Gross carrying Amount | $62,400 | $62,400 |
Composition_of_Certain_Financi7
Composition of Certain Financial Statement Items - Schedule of Reconciliation of Equity (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Reconciliation Of Equity [Line Items] | ' | ' | ' | ' |
Balance at December 31, 2012 | ' | ' | $4,653,463 | ' |
Amortization of stock based compensation | ' | ' | 54,374 | ' |
Common stock issuance under employee stock plans | ' | ' | 84,998 | ' |
Net tax benefit on employee stock plans | ' | ' | 17,413 | ' |
Issuance of restricted shares, net of shares repurchased for minimum tax liability | ' | ' | -42,348 | ' |
Issuance of deferred stock | ' | ' | 3,130 | ' |
Purchase of treasury stock | ' | ' | -104,888 | ' |
Realized gain on hedging transactions, reclassed into earnings, net of related tax effects | -92 | ' | -275 | ' |
Pension liability, net of deferred taxes | ' | ' | -9,505 | ' |
Foreign currency translation adjustment, net of related tax effects | ' | ' | -45,091 | ' |
Net income (loss) | 117,980 | 65,602 | 365,505 | 320,544 |
Balance at September 30, 2013 | 4,976,776 | ' | 4,976,776 | ' |
Common Stock [Member] | ' | ' | ' | ' |
Reconciliation Of Equity [Line Items] | ' | ' | ' | ' |
Balance at December 31, 2012 | ' | ' | 2,187 | ' |
Common stock issuance under employee stock plans | ' | ' | 23 | ' |
Issuance of restricted shares, net of shares repurchased for minimum tax liability | ' | ' | 18 | ' |
Issuance of deferred stock | ' | ' | 1 | ' |
Balance at September 30, 2013 | 2,229 | ' | 2,229 | ' |
Additional Paid-in-Capital [Member] | ' | ' | ' | ' |
Reconciliation Of Equity [Line Items] | ' | ' | ' | ' |
Balance at December 31, 2012 | ' | ' | 5,731,568 | ' |
Amortization of stock based compensation | ' | ' | 54,374 | ' |
Common stock issuance under employee stock plans | ' | ' | 85,292 | ' |
Net tax benefit on employee stock plans | ' | ' | 17,413 | ' |
Issuance of restricted shares, net of shares repurchased for minimum tax liability | ' | ' | -18 | ' |
Issuance of deferred stock | ' | ' | 8,565 | ' |
Balance at September 30, 2013 | 5,897,194 | ' | 5,897,194 | ' |
Treasury Stock [Member] | ' | ' | ' | ' |
Reconciliation Of Equity [Line Items] | ' | ' | ' | ' |
Balance at December 31, 2012 | ' | ' | -2,481,990 | ' |
Common stock issuance under employee stock plans | ' | ' | -317 | ' |
Issuance of restricted shares, net of shares repurchased for minimum tax liability | ' | ' | -42,348 | ' |
Issuance of deferred stock | ' | ' | -5,436 | ' |
Purchase of treasury stock | ' | ' | -104,888 | ' |
Balance at September 30, 2013 | -2,634,979 | ' | -2,634,979 | ' |
Accumulated Other Comprehensive Income (loss) [Member] | ' | ' | ' | ' |
Reconciliation Of Equity [Line Items] | ' | ' | ' | ' |
Balance at December 31, 2012 | ' | ' | 59,070 | ' |
Realized gain on hedging transactions, reclassed into earnings, net of related tax effects | ' | ' | -275 | ' |
Pension liability, net of deferred taxes | ' | ' | -9,505 | ' |
Foreign currency translation adjustment, net of related tax effects | ' | ' | -45,101 | ' |
Balance at September 30, 2013 | 4,189 | ' | 4,189 | ' |
Retained Earnings [Member] | ' | ' | ' | ' |
Reconciliation Of Equity [Line Items] | ' | ' | ' | ' |
Balance at December 31, 2012 | ' | ' | 1,341,846 | ' |
Net income (loss) | ' | ' | 366,082 | ' |
Balance at September 30, 2013 | 1,707,928 | ' | 1,707,928 | ' |
Non-Controlling Interests [Member] | ' | ' | ' | ' |
Reconciliation Of Equity [Line Items] | ' | ' | ' | ' |
Balance at December 31, 2012 | ' | ' | 782 | ' |
Foreign currency translation adjustment, net of related tax effects | ' | ' | 10 | ' |
Net income (loss) | ' | ' | -577 | ' |
Balance at September 30, 2013 | $215 | ' | $215 | ' |
Composition_of_Certain_Financi8
Composition of Certain Financial Statement Items - Accumulated Other Comprehensive Income, Net of Taxes (Detail) (USD $) | 9 Months Ended |
In Thousands, unless otherwise specified | Sep. 30, 2013 |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ' |
Beginning balance | $59,070 |
Current-period change | -54,881 |
Ending balance | 4,189 |
Cash Flow Hedges [Member] | ' |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ' |
Beginning balance | 1,594 |
Current-period change | -275 |
Ending balance | 1,319 |
Defined benefit pension plan [Member] | ' |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ' |
Beginning balance | -104,787 |
Current-period change | -9,505 |
Ending balance | -114,292 |
Foreign Currency Translation Adjustments [Member] | ' |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ' |
Beginning balance | 162,263 |
Current-period change | -45,101 |
Ending balance | $117,162 |
Composition_of_Certain_Financi9
Composition of Certain Financial Statement Items - Components of Other Comprehensive Income (Loss) (Detail) (USD $) | 3 Months Ended | 9 Months Ended |
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2013 |
Accounting Policies [Abstract] | ' | ' |
Curtailment gain on pension plans, reclassified into earnings, Before-Tax Amount | ' | ($15,264) |
Realized gain on cash flow hedges, reclassified into earnings, Before-Tax Amount | -146 | -438 |
Foreign currency translation adjustments, Before-Tax Amount | 20,124 | -45,091 |
Other comprehensive income (loss), Before-Tax Amount | 19,978 | -60,793 |
Curtailment gain on pension plans, reclassified into earnings, Tax Benefit | ' | 5,759 |
Realized gain on cash flow hedges, reclassified into earnings, Tax Benefit | 54 | 163 |
Foreign currency translation adjustments, Tax Benefit | ' | ' |
Other comprehensive income (loss), Tax Benefit | 54 | 5,922 |
Curtailment gain on pension plans, reclassified into earnings, Net-of-Tax Amount | ' | -9,505 |
Realized gain on cash flow hedges, reclassified into earnings, Net-of-Tax Amount | -92 | -275 |
Foreign currency translation adjustments, Net-of-Tax Amount | 20,124 | -45,091 |
Other comprehensive income (loss), Net-of-Tax Amount | $20,032 | ($54,871) |
Recovered_Sheet1
Composition of Certain Financial Statement Items - Schedule of Accumulated Other Comprehensive Income (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ' | ' | ' | ' |
Business integration costs | ($26,922) | ($10,571) | ($81,921) | ($34,266) |
Interest expense | 27,092 | 29,291 | 84,106 | 94,266 |
Total before tax | 134,290 | 80,903 | 419,821 | 390,652 |
Income tax provision | -16,310 | -15,301 | -54,316 | -70,108 |
Net of tax | 117,980 | 65,602 | 365,505 | 320,544 |
Amount Reclassified from AOCI [Member] | ' | ' | ' | ' |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ' | ' | ' | ' |
Net of tax | ' | ' | -9,780 | ' |
Amount Reclassified from AOCI [Member] | Cash Flow Hedges [Member] | ' | ' | ' | ' |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ' | ' | ' | ' |
Interest expense | 146 | 146 | 438 | 438 |
Total before tax | -146 | ' | -438 | ' |
Income tax provision | 54 | ' | 163 | ' |
Net of tax | -92 | ' | -275 | ' |
Amount Reclassified from AOCI [Member] | Cash Flow Hedges [Member] | Forward interest rate swap contracts [Member] | ' | ' | ' | ' |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ' | ' | ' | ' |
Interest expense | -146 | ' | -438 | ' |
Amount Reclassified from AOCI [Member] | Defined benefit pension plan [Member] | ' | ' | ' | ' |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ' | ' | ' | ' |
Business integration costs | ' | ' | -15,264 | ' |
Total before tax | ' | ' | -15,264 | ' |
Income tax provision | ' | ' | 5,759 | ' |
Net of tax | ' | ' | ($9,505) | ' |
LongTerm_Debt_LongTerm_Debt_De
Long-Term Debt - Long-Term Debt (Detail) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Debt Instrument [Line Items] | ' | ' |
Capital leases | $25,022 | $17,920 |
Total debt | 2,071,744 | 2,314,069 |
Less current portion | -4,157 | -253,214 |
Total long-term debt | 2,067,587 | 2,060,855 |
3.375% Senior Notes (principal due 2013) [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Senior Notes | ' | 249,993 |
4.400% Senior Notes (principal due 2015) [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Senior Notes | 499,491 | 499,235 |
3.500% Senior Notes (principal due 2016) [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Senior Notes | 399,692 | 399,598 |
6.000% Senior Notes (principal due 2020) [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Senior Notes | 748,916 | 748,815 |
5.000% Senior Notes (principal due 2021) [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Senior Notes | $398,623 | $398,508 |
LongTerm_Debt_Additional_Infor
Long-Term Debt - Additional Information (Detail) (USD $) | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | 9 Months Ended | 9 Months Ended | 12 Months Ended | |||||||||||||||||||
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 | Sep. 30, 2013 | Feb. 28, 2010 | Dec. 31, 2010 | Mar. 31, 2013 | Sep. 30, 2013 | Feb. 28, 2010 | Sep. 30, 2013 | Feb. 28, 2010 | Sep. 30, 2013 | Feb. 28, 2010 | Sep. 30, 2013 | Dec. 31, 2010 | Sep. 30, 2013 | Dec. 31, 2010 | Dec. 31, 2012 | Sep. 30, 2013 | Feb. 15, 2012 | Sep. 30, 2012 | Sep. 30, 2012 | Sep. 30, 2013 | Dec. 31, 2010 | |
Fixed unsecured and unsubordinated Senior Notes [Member] | Senior unsecured notes offered in 2010 [Member] | Senior unsecured notes offered in December 2010 [Member] | 3.375% Senior Notes (principal due 2013) [Member] | 3.375% Senior Notes (principal due 2013) [Member] | 3.375% Senior Notes (principal due 2013) [Member] | 4.400% Senior Notes (principal due 2015) [Member] | 4.400% Senior Notes (principal due 2015) [Member] | 6.000% Senior Notes (principal due 2020) [Member] | 6.000% Senior Notes (principal due 2020) [Member] | 3.500% Senior Notes (principal due 2016) [Member] | 3.500% Senior Notes (principal due 2016) [Member] | 5.000% Senior Notes (principal due 2021) [Member] | 5.000% Senior Notes (principal due 2021) [Member] | 2013 Notes [Member] | 1 1/2% Convertible Senior Notes due 2024 [Member] | 1 1/2% Convertible Senior Notes due 2024 [Member] | Convertible Senior Notes [Member] | 2% Convertible Senior Notes due 2023 [Member] | Senior Unsecured Notes Offered In 2010 [Member] | Senior Unsecured Notes Offered In 2010 [Member] | ||||||
Debt Instrument [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Aggregate principal amount of senior notes, convertible senior notes and term loans | ' | ' | ' | ' | ' | $2,300,000,000 | $1,500,000,000 | $800,000,000 | ' | ' | $250,000,000 | ' | $500,000,000 | ' | $750,000,000 | ' | $400,000,000 | ' | $400,000,000 | ' | ' | $450,000,000 | ' | ' | ' | ' |
Issued price of senior notes | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 99.95% | ' | 99.67% | ' | 99.80% | ' | 99.84% | ' | 99.56% | ' | ' | ' | ' | ' | ' | ' |
Interest on senior notes | ' | ' | ' | ' | ' | ' | ' | ' | 3.38% | 3.38% | ' | 4.40% | ' | 6.00% | ' | 3.50% | ' | 5.00% | ' | ' | 1.50% | ' | ' | ' | ' | ' |
Effective interest rates of senior notes | ' | 6.10% | ' | 6.10% | ' | ' | ' | ' | ' | 3.39% | ' | 4.47% | ' | 6.03% | ' | 3.53% | ' | 5.06% | ' | ' | ' | ' | ' | ' | ' | ' |
Unamortized debt discount of senior notes | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3,300,000 | 5,700,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Aggregate net proceeds from senior notes | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2,276,400,000 |
Aggregate underwriting discount on senior notes | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 17,900,000 |
Total deferred financing costs associated with issuance of senior notes | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 21,800,000 | ' |
Legal and accounting fees related to senior notes | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3,900,000 | ' |
Unamortized issuance costs of senior notes | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 11,100,000 | ' |
Weighted average period for unamortized issuance costs for recognition | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '5 years 4 months 24 days | ' |
Aggregate contractual interest expense | 25,300,000 | 27,400,000 | 77,300,000 | 82,200,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Repayments of debt | ' | ' | ' | ' | ' | ' | ' | ' | 250,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Carrying value | 4,157,000 | ' | 4,157,000 | ' | 253,214,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 250,000,000 | ' | ' | ' | ' | ' | ' |
Redemption price of senior notes | ' | ' | 'The Company, at its option, may redeem outstanding Notes (prior to October 15, 2020 for the 2021 Notes) in whole or in part at any time at a redemption price equal to the greater of 100% of the principal amount of the notes to be redeemed or the sum of the present values of the remaining scheduled payments of the notes to be redeemed discounted on a semi-annual basis at a rate equal to the sum of the rate on a comparable United States Treasury note plus 25 basis points for the 2015 Notes, the 2016 Notes, and the 2021 Notes, and 35 basis points for the 2020 Notes, plus accrued and unpaid interest through the date of redemption, if any. Commencing on October 15, 2020, the Company may redeem the 2021 Notes, in whole or in part, at any time, at a redemption price equal to 100% of the principal amount of the notes being redeemed plus accrued and unpaid interest through the redemption date. Upon the occurrence of a change of control of the Company that results in a downgrade of the notes below an investment grade rating, the indenture requires under certain circumstances that the Company makes an offer to purchase then outstanding Notes equal to 101% of the principal amount plus any accrued and unpaid interest to the date of repurchase. | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Offer to purchase outstanding notes | ' | ' | 'Equal to 101% of the principal amount plus any accrued and unpaid interest to the date of repurchase upon the occurrence of a change of control. | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of principal amount notes redeemed | ' | ' | 100.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Discount rate on semi-annual basis | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 'Treasury note plus 25 basis points | ' | 'Treasury rate at redemption date plus 35 basis points | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Redemption rate | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0.25% | ' | 0.35% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of principal amount for purchase outstanding senior notes | ' | ' | 101.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total interest expense for convertible senior notes | ' | ' | ' | 2,500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Contractual interest based on stated coupon rate | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 800,000 | ' | ' | ' |
Amortization of discount on liability component | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $1,700,000 | ' | ' |
Lines_of_Credit_Additional_Inf
Lines of Credit - Additional Information (Detail) (USD $) | 1 Months Ended | 9 Months Ended | 9 Months Ended | 9 Months Ended | 9 Months Ended | |||||||||||
In Millions, unless otherwise specified | Feb. 29, 2012 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 |
Subsidiaries [Member] | Line of Credit [Member] | Line of Credit [Member] | Letters of Credit [Member] | Letters of Credit [Member] | Letters of Credit [Member] | Revolving Credit Facility [Member] | Revolving Credit Facility [Member] | Base Rate Borrowings [Member] | Federal Funds Rate [Member] | Federal Funds Rate [Member] | Federal Funds Rate [Member] | British Banker's Association LIBOR [Member] | British Banker's Association LIBOR [Member] | |||
Minimum [Member] | Maximum [Member] | Minimum [Member] | Maximum [Member] | Minimum [Member] | Maximum [Member] | Minimum [Member] | Maximum [Member] | |||||||||
Line of Credit Facility [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Credit Facility | ' | $750 | $3.40 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Range of fees associated with Revolving Credit Facility included with commitment fee for unused fund | ' | '10 to 27.5 basis points | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Range of letter of credit fees | ' | '100 to 200 basis points | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Base rate borrowing rate | ' | 'The interest rate on borrowings is determined using, at the Companybs election, either: a) the higher of Bank of Americabs prime rate or the Federal Funds rate plus 50 basis points, plus a spread ranging from 0 to 100 basis points, depending on leverage; or b) the British Bankerbs Association LIBOR, plus a spread ranging from 100 to 200 basis points, depending on leverage. | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Commitment fee for letters of credit | ' | ' | ' | 0.10% | 0.28% | ' | 1.00% | 2.00% | ' | ' | ' | ' | ' | ' | ' | ' |
Range of borrowing rate margin over base | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0.50% | 0.00% | 1.00% | 1.00% | 2.00% |
Amount withdrawn from Revolving Credit Facility | ' | ' | ' | ' | ' | ' | ' | ' | 659 | ' | ' | ' | ' | ' | ' | ' |
Repayment of Revolving Credit Facility | ' | ' | ' | ' | ' | ' | ' | ' | 759 | ' | ' | ' | ' | ' | ' | ' |
Revolving Credit Facility, amount outstanding | ' | ' | ' | ' | ' | 30.6 | ' | ' | 0 | 100 | ' | ' | ' | ' | ' | ' |
Letters of credit issued under Revolving Credit Facility | ' | ' | ' | ' | ' | 10.1 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Line of credit remaining borrowing capacity | ' | 739.9 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Applicable borrowing rate | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1.43% | ' | ' | ' | ' | ' |
Extinguishment of revolving credit facility | 500 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Loss on extinguishment of revolving credit facility | $3.70 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Commitments_and_Contingencies_
Commitments and Contingencies - Additional Information (Detail) (USD $) | 12 Months Ended | 9 Months Ended | ||||||||
In Millions, unless otherwise specified | Dec. 31, 2011 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 |
Ion Torrent [Member] | Ion Torrent [Member] | Letters of Credit [Member] | Performance bond agreements [Member] | Self-insured worker's compensation programs [Member] | Building lease requirements [Member] | Duty on Imported Products [Member] | ||||
Line of Credit Facility [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Letters of credit, amount outstanding | ' | ' | ' | ' | ' | $30.60 | $13.10 | $9.50 | $5 | $3 |
Future employment contract commitments | ' | 39.4 | ' | ' | ' | ' | ' | ' | ' | ' |
Contingent consideration liabilities | ' | 36.1 | 44.3 | 284.2 | 8 | ' | ' | ' | ' | ' |
Contingent consideration included in current liabilities | ' | 14.2 | 16.7 | ' | ' | ' | ' | ' | ' | ' |
Contingent consideration accrual relieved during the period | ' | ' | ' | 282.2 | ' | ' | ' | ' | ' | ' |
Achievement and settlement of the Ion Torrent milestone obligation | ' | ' | ' | 300 | ' | ' | ' | ' | ' | ' |
Cash consideration | 192.4 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Shares consideration | 2.7 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Cash at time of settlement | 107.6 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Environmental reserves, undiscounted | ' | 8 | ' | ' | ' | ' | ' | ' | ' | ' |
Environmental reserves, current reserves | ' | $2.90 | ' | ' | ' | ' | ' | ' | ' | ' |
Pension_Plans_and_Postretireme2
Pension Plans and Postretirement Health and Benefit Program - Additional Information (Detail) (USD $) | 9 Months Ended |
In Millions, unless otherwise specified | Sep. 30, 2013 |
Compensation And Retirement Disclosure [Abstract] | ' |
Curtailment gain | $20.20 |
Pension_Plans_and_Postretireme3
Pension Plans and Postretirement Health and Benefit Program - Components of Net Periodic Pension Cost or (Benefit) for Company's Pension Plans and Postretirement Benefits Plans (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Defined Benefit Plan Disclosure [Line Items] | ' | ' | ' | ' |
Curtailment gain | ' | ' | $20,200 | ' |
Domestic Plans [Member] | ' | ' | ' | ' |
Defined Benefit Plan Disclosure [Line Items] | ' | ' | ' | ' |
Service cost (benefit) | 413 | 385 | 1,238 | 1,155 |
Interest cost (benefit) | 7,816 | 8,919 | 23,227 | 26,345 |
Expected return on plan assets | -9,213 | -9,384 | -27,644 | -28,150 |
Amortization of prior service cost (credit) | 15 | 15 | 43 | 45 |
Amortization of actuarial (gain) loss | 1,360 | 996 | 3,917 | 2,904 |
Net periodic pension cost (benefit) | 391 | 931 | 781 | 2,299 |
Postretirement Plans [Member] | ' | ' | ' | ' |
Defined Benefit Plan Disclosure [Line Items] | ' | ' | ' | ' |
Service cost (benefit) | -2 | 5 | 0 | 25 |
Interest cost (benefit) | -120 | 292 | 71 | 976 |
Expected return on plan assets | -130 | -115 | -389 | -345 |
Amortization of prior service cost (credit) | 591 | -474 | -94 | -1,422 |
Amortization of actuarial (gain) loss | 181 | 156 | 446 | 462 |
Curtailment gain | ' | ' | -20,240 | ' |
Net periodic pension cost (benefit) | 520 | -136 | -20,206 | -304 |
Foreign Plans [Member] | ' | ' | ' | ' |
Defined Benefit Plan Disclosure [Line Items] | ' | ' | ' | ' |
Service cost (benefit) | 644 | 598 | 1,978 | 1,810 |
Interest cost (benefit) | 1,213 | 1,176 | 3,666 | 3,587 |
Expected return on plan assets | -837 | -912 | -2,531 | -2,769 |
Amortization of actuarial (gain) loss | 195 | -11 | 586 | -31 |
Net periodic pension cost (benefit) | $1,215 | $851 | $3,699 | $2,597 |
Income_Taxes_Additional_Inform
Income Taxes - Additional Information (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Millions, except Per Share data, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 |
Income Tax Contingency [Line Items] | ' | ' | ' | ' |
Effective tax rate | ' | 12.90% | ' | ' |
Effective tax rate, excluding impact of discrete items | ' | 22.20% | ' | ' |
Income tax liabilities, expected payment period | ' | '1 year | ' | ' |
Income tax expense (benefit)-related to interest and penalties | ' | ($3.30) | ($0.20) | ' |
Income tax-related interest and penalties accrued | 2.9 | 2.9 | ' | 6.1 |
Reduced tax rate on earnings | ' | 3.50% | ' | ' |
Foreign earnings subject to tax holidays | ' | 3.00% | ' | ' |
Increased earnings per share | $0.02 | $0.07 | ' | ' |
Settlement with Taxing Authority [Member] | ' | ' | ' | ' |
Income Tax Contingency [Line Items] | ' | ' | ' | ' |
Unrecognized tax positions | $4.20 | $4.20 | ' | ' |
Stock_Repurchase_Programs_Addi
Stock Repurchase Programs - Additional Information (Detail) (USD $) | 9 Months Ended | 1 Months Ended | 12 Months Ended | 1 Months Ended | 12 Months Ended | 9 Months Ended | 1 Months Ended | 9 Months Ended | 12 Months Ended | |
Share data in Millions, unless otherwise specified | Sep. 30, 2013 | Jul. 31, 2011 | Dec. 31, 2012 | Dec. 31, 2010 | Dec. 31, 2012 | Dec. 31, 2011 | Sep. 30, 2013 | Jul. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2012 |
Repurchase Program 2011 [Member] | Repurchase Program 2011 [Member] | Repurchase Program December 2010 [Member] | Repurchase Program December 2010 [Member] | Repurchase Program December 2010 [Member] | Repurchase Program 2010 [Member] | Repurchase Program 2012 [Member] | Repurchase Program 2012 [Member] | Repurchase Program 2012 [Member] | ||
Deferred Compensation Arrangement with Individual, Excluding Share-based Payments and Postretirement Benefits [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Additional authorized amount to repurchase of common stock under program | ' | $200,000,000 | ' | $500,000,000 | ' | ' | ' | $750,000,000 | ' | ' |
Repurchase of common stock | ' | ' | 4.6 | ' | 4.3 | 6.4 | 10.7 | ' | 2 | 4.9 |
Value of common stock repurchased | 104,888,000 | ' | 200,000,000 | ' | 197,000,000 | 303,000,000 | 500,000,000 | ' | 104,900,000 | 238,000,000 |
Authorization remaining under this program | ' | ' | ' | ' | ' | ' | ' | ' | $407,100,000 | ' |
Fair_Value_of_Financial_Instru2
Fair Value of Financial Instruments - Additional Information (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Dec. 31, 2010 | |
Fair Value, Measurements, Nonrecurring [Member] | Forward interest rate swap agreements [Member] | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' | ' | ' | ' | ' |
Maturity period of liquid investments to be considered as cash equivalents | ' | ' | 'Three months or less | ' | ' | ' |
Deferred compensation plan assets, invested in mutual funds | $27,100,000 | ' | $27,100,000 | ' | ' | ' |
Deferred compensation liability | 27,100,000 | ' | 27,100,000 | ' | ' | ' |
Other-than-temporarily impaired material non-financial assets and liabilities | ' | ' | ' | ' | 0 | ' |
Loss on sale of property | ' | ' | 28,300,000 | ' | 28,300,000 | ' |
Long-term investments in equity securities | 28,500,000 | ' | 28,500,000 | ' | ' | ' |
Net currency exchange losses recognized on business transactions, net of hedging | 3,800,000 | 1,400,000 | 5,200,000 | 2,600,000 | ' | ' |
Notional principal amount in foreign currency forward contracts outstanding to hedge currency risk relative to foreign receivables and payables | 1,053,700,000 | ' | 1,053,700,000 | ' | ' | ' |
Notional amount of interest rate swap agreements | ' | ' | ' | ' | ' | 1,500,000,000 |
Total proceeds from forward interest rate swaps in accumulated other comprehensive income | ' | ' | $4,300,000 | ' | ' | ' |
Fair_Value_of_Financial_Instru3
Fair Value of Financial Instruments - Investments in Financial Instruments (Detail) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Short-term | ' | ' |
Total short-term investments | $17,798 | $5,726 |
Long-term | ' | ' |
Total long-term investments | 28,465 | 26,677 |
Total investments | 46,263 | 32,403 |
Bank time deposits [Member] | ' | ' |
Short-term | ' | ' |
Total short-term investments | 17,798 | 5,726 |
Equity securities [Member] | ' | ' |
Long-term | ' | ' |
Total long-term investments | $28,465 | $26,677 |
Fair_Value_of_Financial_Instru4
Fair Value of Financial Instruments - Summary of Fair Value and Valuation Approach of Financial Instruments (Detail) (Fair Value, Measurements, Recurring [Member], USD $) | Sep. 30, 2013 |
In Thousands, unless otherwise specified | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
Total assets | $89,084 |
Total liabilities | 49,946 |
Bank time deposits [Member] | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
Total assets | 17,798 |
Money market funds [Member] | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
Total assets | 37,182 |
Deferred compensation plan assets-mutual funds [Member] | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
Total assets | 27,057 |
Assets-derivative forward exchange contracts [Member] | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
Total assets | 7,047 |
Liabilities-derivative forward exchange contracts [Member] | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
Total liabilities | 13,808 |
Contingent Considerations [Member] | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
Total liabilities | 36,138 |
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
Total assets | 82,037 |
Total liabilities | ' |
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | Bank time deposits [Member] | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
Total assets | 17,798 |
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | Money market funds [Member] | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
Total assets | 37,182 |
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | Deferred compensation plan assets-mutual funds [Member] | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
Total assets | 27,057 |
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | Assets-derivative forward exchange contracts [Member] | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
Total assets | ' |
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | Liabilities-derivative forward exchange contracts [Member] | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
Total liabilities | ' |
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | Contingent Considerations [Member] | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
Total liabilities | ' |
Significant Other Observable Inputs (Level 2) [Member] | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
Total assets | 7,047 |
Total liabilities | 13,808 |
Significant Other Observable Inputs (Level 2) [Member] | Bank time deposits [Member] | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
Total assets | ' |
Significant Other Observable Inputs (Level 2) [Member] | Money market funds [Member] | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
Total assets | ' |
Significant Other Observable Inputs (Level 2) [Member] | Deferred compensation plan assets-mutual funds [Member] | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
Total assets | ' |
Significant Other Observable Inputs (Level 2) [Member] | Assets-derivative forward exchange contracts [Member] | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
Total assets | 7,047 |
Significant Other Observable Inputs (Level 2) [Member] | Liabilities-derivative forward exchange contracts [Member] | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
Total liabilities | 13,808 |
Significant Other Observable Inputs (Level 2) [Member] | Contingent Considerations [Member] | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
Total liabilities | ' |
Significant Unobservable Inputs (Level 3) [Member] | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
Total assets | ' |
Total liabilities | 36,138 |
Significant Unobservable Inputs (Level 3) [Member] | Bank time deposits [Member] | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
Total assets | ' |
Significant Unobservable Inputs (Level 3) [Member] | Money market funds [Member] | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
Total assets | ' |
Significant Unobservable Inputs (Level 3) [Member] | Deferred compensation plan assets-mutual funds [Member] | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
Total assets | ' |
Significant Unobservable Inputs (Level 3) [Member] | Assets-derivative forward exchange contracts [Member] | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
Total assets | ' |
Significant Unobservable Inputs (Level 3) [Member] | Liabilities-derivative forward exchange contracts [Member] | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
Total liabilities | ' |
Significant Unobservable Inputs (Level 3) [Member] | Contingent Considerations [Member] | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
Total liabilities | $36,138 |
Fair_Value_of_Financial_Instru5
Fair Value of Financial Instruments - Activities of Financial Instrument Liabilities with Significant Level 3 Inputs (Detail) (Contingent Considerations [Member], USD $) | 9 Months Ended |
In Thousands, unless otherwise specified | Sep. 30, 2013 |
Contingent Considerations [Member] | ' |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ' |
Beginning balance at January 1, 2013 | $44,323 |
Settlements | -8,081 |
Transfers in from business combinations | 3,192 |
Total unrealized gain included in earnings | -6,508 |
Total unrealized loss included in earnings | 3,057 |
Foreign currency translation adjustments | 155 |
Ending balance at September 30, 2013 | 36,138 |
Total amount of unrealized losses for the period included in other comprehensive loss attributable to the change in fair market value of related liabilities still held at the reporting date | ' |
Fair_Value_of_Financial_Instru6
Fair Value of Financial Instruments - Fair Values of Derivative Instruments (Detail) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Derivatives, Fair Value [Line Items] | ' | ' |
Asset Derivatives, Total | $7,047 | $1,597 |
Liability Derivatives, Total | 13,808 | 9,436 |
Derivatives instruments not designated as cash flow hedges [Member] | Forward exchange contracts [Member] | Other current liabilities [Member] | ' | ' |
Derivatives, Fair Value [Line Items] | ' | ' |
Liability Derivatives, Total | 13,808 | 9,436 |
Derivatives instruments not designated as cash flow hedges [Member] | Forward exchange contracts [Member] | Other current assets [Member] | ' | ' |
Derivatives, Fair Value [Line Items] | ' | ' |
Asset Derivatives, Total | $7,047 | $1,597 |
Fair_Value_of_Financial_Instru7
Fair Value of Financial Instruments - Effect of Derivative Instruments on Consolidated Statements of Operations (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Derivative Instruments, Gain (Loss) [Line Items] | ' | ' | ' | ' |
Interest expense | $27,092 | $29,291 | $84,106 | $94,266 |
Other (income) expense | -5,182 | -2,781 | -9,570 | -11,097 |
Amount of (Gain)/Loss Recognized in Income [Member] | Cash Flow Hedges [Member] | ' | ' | ' | ' |
Derivative Instruments, Gain (Loss) [Line Items] | ' | ' | ' | ' |
Interest expense | ' | ' | ' | ' |
Amount of (Gain)/Loss Recognized in Income [Member] | Cash Flow Hedges [Member] | Forward exchange contracts [Member] | ' | ' | ' | ' |
Derivative Instruments, Gain (Loss) [Line Items] | ' | ' | ' | ' |
Interest expense | ' | ' | ' | ' |
Amount of (Gain)/Loss Recognized in Income [Member] | Derivatives instruments not designated as cash flow hedges [Member] | ' | ' | ' | ' |
Derivative Instruments, Gain (Loss) [Line Items] | ' | ' | ' | ' |
Other (income) expense | 6,661 | 14,307 | 11,296 | 1,497 |
Amount of (Gain)/Loss Recognized in Income [Member] | Derivatives instruments not designated as cash flow hedges [Member] | Forward exchange contracts [Member] | ' | ' | ' | ' |
Derivative Instruments, Gain (Loss) [Line Items] | ' | ' | ' | ' |
Other (income) expense | 6,661 | 14,307 | 11,296 | 1,497 |
Amount Reclassified from AOCI [Member] | Cash Flow Hedges [Member] | ' | ' | ' | ' |
Derivative Instruments, Gain (Loss) [Line Items] | ' | ' | ' | ' |
Interest expense | 146 | 146 | 438 | 438 |
Amount Reclassified from AOCI [Member] | Cash Flow Hedges [Member] | Forward exchange contracts [Member] | ' | ' | ' | ' |
Derivative Instruments, Gain (Loss) [Line Items] | ' | ' | ' | ' |
Interest expense | $146 | $146 | $438 | $438 |
Fair_Value_of_Financial_Instru8
Fair Value of Financial Instruments - Fair Value and Carrying Amounts of Company's Long-Term Debt Obligations (Detail) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
3.375% Senior Notes (principal due 2013) [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Senior Notes | ' | $249,993 |
4.400% Senior Notes (principal due 2015) [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Senior Notes | 499,491 | 499,235 |
3.500% Senior Notes (principal due 2016) [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Senior Notes | 399,692 | 399,598 |
6.000% Senior Notes (principal due 2020) [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Senior Notes | 748,916 | 748,815 |
5.000% Senior Notes (principal due 2021) [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Senior Notes | 398,623 | 398,508 |
Carrying Amounts [Member] | 3.375% Senior Notes (principal due 2013) [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Senior Notes | ' | 249,993 |
Carrying Amounts [Member] | 4.400% Senior Notes (principal due 2015) [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Senior Notes | 499,491 | 499,235 |
Carrying Amounts [Member] | 3.500% Senior Notes (principal due 2016) [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Senior Notes | 399,692 | 399,598 |
Carrying Amounts [Member] | 6.000% Senior Notes (principal due 2020) [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Senior Notes | 748,916 | 748,815 |
Carrying Amounts [Member] | 5.000% Senior Notes (principal due 2021) [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Senior Notes | 398,623 | 398,508 |
Fair Value [Member] | 3.375% Senior Notes (principal due 2013) [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Senior Notes | ' | 251,320 |
Fair Value [Member] | 4.400% Senior Notes (principal due 2015) [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Senior Notes | 522,180 | 533,965 |
Fair Value [Member] | 3.500% Senior Notes (principal due 2016) [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Senior Notes | 416,444 | 421,864 |
Fair Value [Member] | 6.000% Senior Notes (principal due 2020) [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Senior Notes | 846,615 | 895,590 |
Fair Value [Member] | 5.000% Senior Notes (principal due 2021) [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Senior Notes | $423,168 | $454,912 |
Fair_Value_of_Financial_Instru9
Fair Value of Financial Instruments - Fair Value and Carrying Amounts of Company's Long-Term Debt Obligations (Parenthetical) (Detail) | Sep. 30, 2013 | Mar. 31, 2013 |
3.375% Senior Notes (principal due 2013) [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Interest on senior notes | 3.38% | 3.38% |
4.400% Senior Notes (principal due 2015) [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Interest on senior notes | 4.40% | ' |
3.500% Senior Notes (principal due 2016) [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Interest on senior notes | 3.50% | ' |
6.000% Senior Notes (principal due 2020) [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Interest on senior notes | 6.00% | ' |
5.000% Senior Notes (principal due 2021) [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Interest on senior notes | 5.00% | ' |