Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2016 | May. 02, 2016 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Mar. 31, 2016 | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q1 | |
Trading Symbol | AGN | |
Entity Registrant Name | Allergan plc | |
Entity Central Index Key | 1,578,845 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 395,556,908 | |
Warner Chilcott Limited [Member] | ||
Document Information [Line Items] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Mar. 31, 2016 | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q1 | |
Entity Registrant Name | WARNER CHILCOTT LIMITED | |
Entity Central Index Key | 1,620,602 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Non-accelerated Filer |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Millions | Mar. 31, 2016 | Dec. 31, 2015 |
Current assets: | ||
Cash and cash equivalents | $ 2,260.8 | $ 1,096 |
Marketable securities | 13 | 9.3 |
Accounts receivable, net | 2,652.8 | 2,401.6 |
Inventories | 1,022.2 | 1,009.7 |
Prepaid expenses and other current assets | 634.3 | 522.2 |
Current assets held for sale | 3,508.4 | 3,540.3 |
Total current assets | 10,091.5 | 8,579.1 |
Property, plant and equipment, net | 1,602.4 | 1,573.9 |
Investments and other assets | 405.5 | 417.9 |
Non current assets held for sale | 10,636.8 | 10,541.3 |
Deferred tax assets | 77.7 | 49.5 |
Product rights and other intangibles | 66,535.8 | 67,931.7 |
Goodwill | 46,724 | 46,551.5 |
Total assets | 136,073.7 | 135,644.9 |
Current liabilities: | ||
Accounts payable and accrued expenses | 4,701.1 | 4,349.5 |
Income taxes payable | 68.5 | 54.2 |
Current portion of long-term debt and capital leases | 4,015.7 | 2,396.5 |
Current liabilities held for sale | 1,410.2 | 1,491.8 |
Total current liabilities | 10,195.5 | 8,292 |
Long-term debt and capital leases | 38,551.8 | 40,133.9 |
Other long-term liabilities | 1,024 | 1,262 |
Long-term liabilities held for sale | 512.4 | 580.1 |
Other taxes payable | 777.4 | 801.9 |
Deferred tax liabilities | 7,563.9 | 7,985.7 |
Total liabilities | $ 58,625 | $ 59,055.6 |
Commitments and contingencies (Refer to Note 20) | ||
Equity: | ||
Preferred shares, $0.0001 par value per share, 5.1 million shares authorized, 5.1 million and 5.1 million shares issued and outstanding, respectively | $ 4,929.7 | $ 4,929.7 |
Additional paid-in capital | 68,658.3 | 68,508.3 |
Retained earnings | 3,833.6 | 3,647.5 |
Accumulated other comprehensive income / (loss) | 28.4 | (494.1) |
Total shareholders’ equity | 77,450 | 76,591.4 |
Noncontrolling interest | (1.3) | (2.1) |
Total equity | 77,448.7 | 76,589.3 |
Total liabilities and equity | 136,073.7 | 135,644.9 |
Warner Chilcott Limited [Member] | ||
Current assets: | ||
Cash and cash equivalents | 2,247.7 | 1,036.2 |
Marketable securities | 13 | 9.3 |
Accounts receivable, net | 2,652.8 | 2,401.6 |
Receivables from Parents | 382.6 | 457.3 |
Inventories | 1,022.2 | 1,009.7 |
Prepaid expenses and other current assets | 631.9 | 519.7 |
Current assets held for sale | 3,508.4 | 3,540.3 |
Total current assets | 10,458.6 | 8,974.1 |
Property, plant and equipment, net | 1,602.4 | 1,573.9 |
Investments and other assets | 405.5 | 417.9 |
Non current assets held for sale | 10,636.8 | 10,541.3 |
Deferred tax assets | 77.6 | 49.5 |
Product rights and other intangibles | 66,535.8 | 67,931.7 |
Goodwill | 46,724 | 46,551.5 |
Total assets | 136,440.7 | 136,039.9 |
Current liabilities: | ||
Accounts payable and accrued expenses | 4,659.5 | 4,295.4 |
Payables to Parents | 1,561.1 | 1,466.8 |
Income taxes payable | 68.5 | 54.2 |
Current portion of long-term debt and capital leases | 4,015.7 | 2,396.5 |
Current liabilities held for sale | 1,410.2 | 1,491.8 |
Total current liabilities | 11,715 | 9,704.7 |
Long-term debt and capital leases | 38,551.8 | 40,133.9 |
Other long-term liabilities | 1,024 | 1,262 |
Long-term liabilities held for sale | 512.4 | 580.1 |
Other taxes payable | 777.4 | 801.9 |
Deferred tax liabilities | 7,563.9 | 7,985.7 |
Total liabilities | $ 60,144.5 | $ 60,468.3 |
Commitments and contingencies (Refer to Note 20) | ||
Equity: | ||
Member's capital | $ 72,935.1 | $ 72,935.1 |
Retained earnings | 3,334 | 3,132.7 |
Accumulated other comprehensive income / (loss) | 28.4 | (494.1) |
Noncontrolling interest | (1.3) | (2.1) |
Total equity | 76,296.2 | 75,571.6 |
Total members’ equity | 76,297.5 | 75,573.7 |
Total liabilities and equity | $ 136,440.7 | $ 136,039.9 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Mar. 31, 2016 | Dec. 31, 2015 |
Statement Of Financial Position [Abstract] | ||
Preferred shares, par value | $ 0.0001 | $ 0.0001 |
Preferred shares, shares authorized | 5,100,000 | 5,100,000 |
Preferred shares, shares issued | 5,100,000 | 5,100,000 |
Preferred shares, shares outstanding | 5,100,000 | 5,100,000 |
Ordinary shares, par value | $ 0.0001 | $ 0.0001 |
Ordinary shares, shares authorized | 1,000,000,000 | 1,000,000,000 |
Ordinary shares, shares issued | 395,400,000 | 394,500,000 |
Ordinary shares, shares outstanding | 395,400,000 | 394,500,000 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) shares in Millions, $ in Millions | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Net revenues | $ 3,795.9 | $ 2,562.6 |
Operating expenses: | ||
Cost of sales (excludes amortization and impairment of acquired intangibles including product rights) | 811.8 | 1,020.1 |
Research and development | 403.1 | 317.7 |
Selling and marketing | 795.8 | 569.6 |
General and administrative | 342.6 | 540.5 |
Amortization | 1,592.1 | 787.8 |
In-process research and development impairments | 6 | |
Asset sales and impairments, net | (1.7) | 4.6 |
Total operating expenses | 3,949.7 | 3,240.3 |
Operating (loss) | (153.8) | (677.7) |
Non-Operating income (expense): | ||
Interest income | 3.1 | 1.8 |
Interest expense | (332.8) | (171.9) |
Other (expense) income, net | 0.5 | (197.9) |
Total other income (expense), net | (329.2) | (368) |
(Loss) before income taxes and noncontrolling interest | (483) | (1,045.7) |
(Benefit) for income taxes | (402) | (259) |
Net (loss) from continuing operations, net of tax | (81) | (786.7) |
Income from discontinued operations, net of tax | 337.4 | 274.4 |
Net income / (loss) | 256.4 | (512.3) |
(Income) /loss attributable to noncontrolling interest | (0.7) | 0.3 |
Net income / (loss) attributable to shareholders | 255.7 | (512) |
Dividends on preferred shares | 69.6 | 23.2 |
Net income / (loss) attributable to ordinary shareholders | $ 186.1 | $ (535.2) |
Income / (loss) per share attributable to ordinary shareholders - basic: | ||
Continuing operations | $ (0.38) | $ (2.80) |
Discontinued operations | 0.85 | 0.95 |
Net income / (loss) per share - basic | 0.47 | (1.85) |
Income / (loss) per share attributable to ordinary shareholders - diluted: | ||
Continuing operations | (0.38) | (2.80) |
Discontinued operations | 0.85 | 0.95 |
Net income / (loss) per share - diluted | $ 0.47 | $ (1.85) |
Weighted average shares outstanding: | ||
Basic | 394.8 | 289.5 |
Diluted | 394.8 | 289.5 |
Warner Chilcott Limited [Member] | ||
Net revenues | $ 3,795.9 | $ 2,562.6 |
Operating expenses: | ||
Cost of sales (excludes amortization and impairment of acquired intangibles including product rights) | 811.8 | 1,020.1 |
Research and development | 403.1 | 317.7 |
Selling and marketing | 795.8 | 569.6 |
General and administrative | 327.4 | 536.9 |
Amortization | 1,592.1 | 787.8 |
In-process research and development impairments | 6 | |
Asset sales and impairments, net | (1.7) | 4.6 |
Total operating expenses | 3,934.5 | 3,236.7 |
Operating (loss) | (138.6) | (674.1) |
Non-Operating income (expense): | ||
Interest income | 3.1 | 1.8 |
Interest expense | (332.8) | (171.9) |
Other (expense) income, net | 0.5 | (197.9) |
Total other income (expense), net | (329.2) | (368) |
(Loss) before income taxes and noncontrolling interest | (467.8) | (1,042.1) |
(Benefit) for income taxes | (402) | (259) |
Net (loss) from continuing operations, net of tax | (65.8) | (783.1) |
Income from discontinued operations, net of tax | 337.4 | 274.4 |
Net income / (loss) | 271.6 | (508.7) |
(Income) /loss attributable to noncontrolling interest | (0.7) | 0.3 |
Net income / (loss) attributable to shareholders | 270.9 | (508.4) |
Weighted average shares outstanding: | ||
Net income / (loss) attributable to members | $ 270.9 | $ (508.4) |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income / (Loss) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Net income / (loss) | $ 256.4 | $ (512.3) |
Other comprehensive income / (loss) | ||
Foreign currency translation gains / (losses) | 542.8 | (313.9) |
Unrealized (losses), net of tax | (20.3) | (4) |
Total other comprehensive income / (loss), net of tax | 522.5 | (317.9) |
Comprehensive income / (loss) | 778.9 | (830.2) |
Comprehensive (income) / loss attributable to noncontrolling interest | (0.7) | 0.3 |
Comprehensive income / (loss) attributable to ordinary shareholders / members | 778.2 | (829.9) |
Warner Chilcott Limited [Member] | ||
Net income / (loss) | 271.6 | (508.7) |
Other comprehensive income / (loss) | ||
Foreign currency translation gains / (losses) | 542.8 | (313.9) |
Unrealized (losses), net of tax | (20.3) | (4) |
Total other comprehensive income / (loss), net of tax | 522.5 | (317.9) |
Comprehensive income / (loss) | 794.1 | (826.6) |
Comprehensive (income) / loss attributable to noncontrolling interest | (0.7) | 0.3 |
Comprehensive income / (loss) attributable to ordinary shareholders / members | $ 793.4 | $ (826.3) |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Cash Flows From Operating Activities: | ||
Net income / (loss) | $ 256.4 | $ (512.3) |
Reconciliation to net cash provided by operating activities: | ||
Depreciation | 42.1 | 57.2 |
Amortization | 1,592.1 | 925.4 |
Provision for inventory reserve | 59.2 | 30.3 |
Share-based compensation | 99 | 225.5 |
Deferred income tax benefit | (519.2) | (304.3) |
In-process research and development impairments | 6 | 3.7 |
(Gain) / loss on asset sales and impairments, net | (1.7) | 54.1 |
Amortization of inventory step-up | 42.4 | 212.9 |
Amortization of deferred financing costs | 10 | 268.3 |
Contingent consideration adjustments, including accretion | 33.6 | 28.8 |
Excess tax benefit from stock-based compensation | (34.6) | (36.1) |
Other, net | (9.1) | (6.5) |
Changes in assets and liabilities (net of effects of acquisitions): | ||
Decrease / (increase) in accounts receivable, net | (148.6) | (702.1) |
Decrease / (increase) in inventories | (148.5) | (202.7) |
Decrease / (increase) in prepaid expenses and other current assets | 14.4 | 58.9 |
Increase / (decrease) in accounts payable and accrued expenses | 31.3 | 356.1 |
Increase / (decrease) in income and other taxes payable | (52.2) | 42.4 |
Increase / (decrease) in other assets and liabilities | (54.1) | 25.4 |
Net cash provided by operating activities | 1,218.5 | 525 |
Cash Flows From Investing Activities: | ||
Additions to property, plant and equipment | (84.9) | (136.6) |
Additions to product rights and other intangibles | (8.5) | |
Additions to investments | (15) | |
Proceeds from sale of investments and other assets | 19 | 790.5 |
Proceeds from sales of property, plant and equipment | 12.1 | 74.9 |
Acquisitions of businesses, net of cash acquired | (34,646.2) | |
Net cash (used in) investing activities | (53.8) | (33,940.9) |
Cash Flows From Financing Activities: | ||
Proceeds from borrowings of long-term indebtedness | 26,455.6 | |
Proceeds from borrowings on credit facility and other | 900 | 2,810 |
Debt issuance and other financing costs | (310.8) | |
Payments on debt, including capital lease obligations | (854.2) | (2,660) |
Proceeds from issuance of preferred shares | 4,929.7 | |
Proceeds from issuance of ordinary shares | 4,071.1 | |
Proceeds from stock plans | 69.6 | 42.6 |
Payments of contingent consideration | (32.3) | (24.6) |
Repurchase of ordinary shares | (53.2) | (64.1) |
Dividends | (69.6) | |
Excess tax benefit from stock-based compensation | 34.6 | 36.1 |
Net cash (used in)/ provided by financing activities | (5.1) | 35,285.6 |
Effect of currency exchange rate changes on cash and cash equivalents | 5.2 | (4.8) |
Net increase in cash and cash equivalents | 1,164.8 | 1,864.9 |
Cash and cash equivalents at beginning of period | 1,096 | 250 |
Cash and cash equivalents at end of period | 2,260.8 | 2,114.9 |
Schedule of Non-Cash Investing and Financing Activities: | ||
Dividends accrued | 24.1 | 23.4 |
Warner Chilcott Limited [Member] | ||
Cash Flows From Operating Activities: | ||
Net income / (loss) | 271.6 | (508.7) |
Reconciliation to net cash provided by operating activities: | ||
Depreciation | 42.1 | 57.2 |
Amortization | 1,592.1 | 925.4 |
Provision for inventory reserve | 59.2 | 30.3 |
Share-based compensation | 99 | 225.5 |
Deferred income tax benefit | (519.2) | (304.3) |
In-process research and development impairments | 6 | 3.7 |
(Gain) / loss on asset sales and impairments, net | (1.7) | 54.1 |
Amortization of inventory step-up | 42.4 | 212.9 |
Amortization of deferred financing costs | 10 | 268.3 |
Contingent consideration adjustments, including accretion | 33.6 | 28.8 |
Other, net | (9.1) | (6.5) |
Changes in assets and liabilities (net of effects of acquisitions): | ||
Decrease / (increase) in accounts receivable, net | (148.6) | (701.4) |
Decrease / (increase) in inventories | (148.5) | (202.7) |
Decrease / (increase) in prepaid expenses and other current assets | 14.5 | 59 |
Increase / (decrease) in accounts payable and accrued expenses | 18.8 | 387.6 |
Increase / (decrease) in income and other taxes payable | (52.2) | 42.4 |
Increase / (decrease) in other assets and liabilities | 6.2 | (44.9) |
Net cash provided by operating activities | 1,316.2 | 526.7 |
Cash Flows From Investing Activities: | ||
Additions to property, plant and equipment | (84.9) | (136.6) |
Additions to product rights and other intangibles | (8.5) | |
Additions to investments | (15) | |
Proceeds from sale of investments and other assets | 19 | 790.5 |
Proceeds from sales of property, plant and equipment | 12.1 | 74.9 |
Acquisitions of businesses, net of cash acquired | (34,646.2) | |
Net cash (used in) investing activities | (53.8) | (33,940.9) |
Cash Flows From Financing Activities: | ||
Proceeds from borrowings of long-term indebtedness | 26,455.6 | |
Proceeds from borrowings on credit facility and other | 900 | 2,810 |
Debt issuance and other financing costs | (310.8) | |
Payments on debt, including capital lease obligations | (854.2) | (2,660) |
Payments of contingent consideration | (32.3) | (24.6) |
Dividend to Parent | (69.6) | |
Contribution from Parent | 9,000.8 | |
Net cash (used in)/ provided by financing activities | (56.1) | 35,271 |
Effect of currency exchange rate changes on cash and cash equivalents | 5.2 | (4.8) |
Net increase in cash and cash equivalents | 1,211.5 | 1,852 |
Cash and cash equivalents at beginning of period | 1,036.2 | 244.3 |
Cash and cash equivalents at end of period | $ 2,247.7 | 2,096.3 |
Allergan, Inc. [Member] | ||
Schedule of Non-Cash Investing and Financing Activities: | ||
Non-cash equity issuance for the Acquisition of net assets | $ 34,687.2 |
General
General | 3 Months Ended |
Mar. 31, 2016 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
General | NOTE 1 — General Allergan plc is focused on developing, manufacturing and commercializing innovative branded pharmaceuticals (“brand”, “branded” or “specialty brand”), high-quality generic and over-the-counter (“OTC”) medicines and biologic products for patients around the world. Allergan markets a portfolio of best-in-class products that provide valuable treatments for the central nervous system, eye care, medical aesthetics, gastroenterology, women's health, urology, cardiovascular and anti-infective therapeutic categories, and operates the world's third-largest global generics business, providing patients around the globe with increased access to affordable, high-quality medicines. Allergan is an industry leader in research and development, with one of the broadest development pipelines in the pharmaceutical industry and a leading position in the submission of generic product applications globally. With commercial operations in approximately 100 countries, Allergan is committed to working with physicians, healthcare providers and patients to deliver innovative and meaningful treatments that help people around the world live longer, healthier lives. Warner Chilcott Limited is a wholly-owned subsidiary of Allergan plc and has the same principal business activities. As a result of the Allergan Acquisition (defined below) which closed on March 17, 2015, the Company expanded its franchises to include ophthalmology, neurosciences and medical aesthetics/dermatology/plastic surgery, which complements the Company’s existing central nervous system, gastroenterology, women’s health and urology franchises. The combined company benefits significantly from Allergan, Inc’s. (“Legacy Allergan”) global brand equity and consumer awareness of key products, including Botox ® ® The results of our discontinued operations include the results of our generic product development, manufacturing and distribution of off-patent pharmaceutical products, established international brands marketed similarly to generic products and out-licensed generic pharmaceutical products primarily in Europe through our Medis third-party business. On July 26, 2015 we entered into a master purchase agreement (the “Teva Agreement”), under which Teva Pharmaceutical Industries Ltd. (“Teva”) agreed to acquire our global generic pharmaceuticals business and certain other assets (the “Teva Transaction”). Under the Teva Agreement, upon the closing of the Teva Transaction, we will receive $33.75 billion in cash and 100.3 million Teva ordinary shares (or American Depository Shares with respect thereto), which approximates $6.75 billion in Teva stock using the then-current stock price at the time the Teva Transaction was announced, in exchange for which Teva will acquire our global generics business, including the United States (“U.S.”) and international generic commercial units, our third-party supplier Medis, our global generic manufacturing operations, our global generic research and development (“R&D”) unit, our international OTC commercial unit (excluding OTC eye care products) and some established international brands. The transaction is subject to customary closing conditions and is expected to close in the second quarter of 2016. As a result of the transaction, and in accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Update (“ASU”) number 2014-08 “Presentation of Financial Statements (Topic 205) and Property, Plant and Equipment (Topic 360): Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity”, the Company is accounting for the assets and liabilities to be divested as held for sale. Further, the financial results of the business held for sale have been reclassified to discontinued operations for all periods presented in our consolidated financial statements. The accompanying consolidated financial statements should be read in conjunction with the Company’s annual report on Form 10-K for the year ended December 31, 2015 (“Annual Report”). Certain information and footnote disclosures normally included in annual financial statements prepared in accordance with United States generally accepted accounting principles (“GAAP”) have been condensed or omitted from the accompanying consolidated financial statements. The accompanying year end consolidated balance sheet was derived from the audited financial statements included in the Annual Report. The accompanying interim financial statements are unaudited and reflect all adjustments which are in the opinion of management necessary for a fair statement of the Company’s consolidated financial position, results of operations, comprehensive income/(loss) and cash flows for the periods presented. Unless otherwise noted, all such adjustments are of a normal, recurring nature. All intercompany transactions and balances have been eliminated in consolidation. The Company’s results of operations, comprehensive income / (loss) and cash flows for the interim periods are not necessarily indicative of the results of operations, comprehensive income / (loss) and cash flows that it may achieve in future periods. In connection with the Allergan Acquisition, the Company changed its name from Actavis plc to Allergan plc. Actavis plc’s ordinary shares were traded on the NYSE under the symbol “ACT” until the opening of trading on June 15, 2015, at which time Actavis plc changed its corporate name to “Allergan plc” and changed its ticker symbol to “AGN.” Pursuant to Rule 12g-3(c) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), Allergan plc is the successor issuer to Actavis plc’s ordinary shares which are deemed to be registered under Section 12(b) of the Exchange Act, and Allergan plc is subject to the informational requirements of the Exchange Act, and the rules and regulations promulgated thereunder. References throughout to “we,” “our,” “us,” the “Company” or “Allergan” refer to financial information and transactions of Allergan plc. References to “Warner Chilcott Limited” refer to Warner Chilcott Limited, the Company’s indirect wholly-owned subsidiary, and, unless the context otherwise requires, its subsidiaries. |
Reconciliation of Warner Chilco
Reconciliation of Warner Chilcott Limited Results to Allergan plc Results | 3 Months Ended |
Mar. 31, 2016 | |
Adjusted Earnings Before Interest Taxes Depreciation And Amortization And Other Non Cash Items [Abstract] | |
Reconciliation of Warner Chilcott Limited Results to Allergan plc Results | NOTE 2 – Reconciliation of Warner Chilcott Limited results to Allergan plc results Warner Chilcott Limited is an indirect wholly-owned subsidiary of Allergan plc (together with other Warner Chilcott Limited parents, the “Parent”), the ultimate parent of the group. The results of Warner Chilcott Limited are consolidated into the results of Allergan plc. Due to the deminimis activity between Allergan plc and Warner Chilcott Limited, references throughout this filing relate to both Allergan plc and Warner Chilcott Limited. Warner Chilcott Limited representations relate only to itself and not to any other company. Except where otherwise indicated, and excluding certain insignificant cash and non-cash transactions at the Allergan plc level, these notes relate to the consolidated financial statements for both separate registrants, Allergan plc and Warner Chilcott Limited. In addition to certain inter-company payable and receivable amounts between the entities, the following is a reconciliation of the results of Warner Chilcott Limited to Allergan plc ($ in millions): March 31, 2016 December 31, 2015 Allergan plc Warner Chilcott Limited Difference Allergan plc Warner Chilcott Limited Difference Cash and cash equivalents $ 2,260.8 $ 2,247.7 $ 13.1 $ 1,096.0 $ 1,036.2 $ 59.8 Accounts receivable, net 2,652.8 2,652.8 - 2,401.6 2,401.6 - Prepaid expenses and other current assets 634.3 631.9 2.4 522.2 519.7 2.5 Property, plant and equipment, net 1,602.4 1,602.4 - 1,573.9 1,573.9 - Accounts payable and accrued liabilities 4,701.1 4,659.5 41.6 4,349.5 4,295.4 54.1 Three Months Ended March 31, 2016 Three Months Ended March 31, 2015 Allergan plc Warner Chilcott Limited Difference Allergan plc Warner Chilcott Limited Difference General and administrative expenses $ 342.6 $ 327.4 $ 15.2 $ 540.5 $ 536.9 $ 3.6 Operating (loss) (153.8 ) (138.6 ) (15.2 ) (677.7 ) (674.1 ) (3.6 ) (Loss) before income taxes and noncontrolling interest (483.0 ) (467.8 ) (15.2 ) (1,045.7 ) (1,042.1 ) (3.6 ) (Benefit) for income taxes (402.0 ) (402.0 ) - (259.0 ) (259.0 ) - Net (loss) from continuing operations, net of tax (81.0 ) (65.8 ) (15.2 ) (786.7 ) (783.1 ) (3.6 ) Net income / (loss) 256.4 271.6 (15.2 ) (512.3 ) (508.7 ) (3.6 ) Dividends on preferred stock 69.6 - 69.6 23.2 - 23.2 Net income / (loss) attributable to ordinary shareholder/members 186.1 270.9 (84.8 ) (535.2 ) (508.4 ) (26.8 ) The difference between general and administrative expenses in the three months ended March 31, 2016 and 2015 were due to corporate related expenses incurred at Allergan plc as well as non-recurring transaction costs. Movements in equity are due to historical differences in the results of operations of the companies and differences in equity awards. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2016 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | NOTE 3 — Summary of Significant Accounting Policies The following are interim updates to certain of the policies described in “Note 4” of the notes to the Company’s audited consolidated financial statements for the year ended December 31, 2015 included in the Annual Report. Reclassifications In April 2015, the FASB issued guidance which changes the classification of debt issuance costs from being an asset on the balance sheet to netting the costs against the carrying value of the debt. As a result, the Company reclassified debt issuance costs as of December 31, 2015 by decreasing “prepaid expenses and other current assets” and “current portion of long-term debt and capital leases” by $36.3 million as well as decreasing “investments and other assets” and “long-term debt and capital leases” by $159.5 million. In addition, the Company made certain presentation reclassifications relating to segment results and guarantor financial statements. Revenue Recognition General Revenue from product sales is recognized when title and risk of loss to the product transfers to the customer, which is based on the transaction shipping terms. Recognition of revenue also requires reasonable assurance of collection of sales proceeds, the seller’s price to the buyer to be fixed or determinable and the completion of all performance obligations. The Company warrants products against defects and for specific quality standards, permitting the return of products under certain circumstances. Product sales are recorded net of all sales-related deductions including, but not limited to: chargebacks, trade discounts, billback adjustments, sales returns and allowances, commercial and government rebates, customer loyalty programs and fee for service arrangements with certain distributors, which we refer to in the aggregate as “SRA” allowances. Royalty and commission revenue is recognized as a component of net revenues in accordance with the terms of their respective contractual agreements when collectability is reasonably assured and when revenue can be reasonably measured. Provisions for SRAs As is customary in the pharmaceutical industry, our gross product sales are subject to a variety of deductions in arriving at reported net product sales. When the Company recognizes gross revenue from the sale of products, an estimate of SRA is recorded, which reduces the product revenues. Accounts receivable and/or accrued liabilities are also reduced and/or increased by the SRA amount depending on whether we have the right of offset with the customer. These provisions are estimated based on historical payment experience, historical relationship of the deductions to gross product revenues, government regulations, estimated utilization or redemption rates, estimated customer inventory levels and current contract sales terms. The estimation process used to determine our SRA provision has been applied on a consistent basis and no material revenue adjustments have been necessary to increase or decrease our reserves for SRA as a result of a significant change in underlying estimates. The Company uses a variety of methods to assess the adequacy of the SRA reserves to ensure that our financial statements are fairly stated. Chargebacks — A chargeback represents an amount payable in the future to a wholesaler for the difference between the invoice price paid by our wholesale customer for a particular product and the negotiated contract price that the wholesaler’s customer pays for that product. The chargeback provision and related reserve varies with changes in product mix, changes in customer pricing and changes to estimated wholesaler inventories. The provision for chargebacks also takes into account an estimate of the expected wholesaler sell-through levels to indirect customers at certain contract prices. The Company validates the chargeback accrual quarterly through a review of the inventory reports obtained from our largest wholesale customers. This customer inventory information is used to verify the estimated liability for future chargeback claims based on historical chargeback and contract rates. These large wholesalers represent the vast majority of the recipients of the Company’s chargeback payments. We continually monitor current pricing trends and wholesaler inventory levels to ensure the liability for future chargebacks is fairly stated. Rebates — Rebates include volume related incentives to direct and indirect customers, third-party managed care and Medicare Part D rebates, Medicaid rebates and other government rebates. Rebates are accrued based on an estimate of claims to be paid for product sold into trade by the Company. Volume rebates are generally offered to customers as an incentive to use the Company’s products and to encourage greater product sales. These rebate programs include contracted rebates based on customers’ purchases made during an applicable monthly, quarterly or annual period. The provision for third-party rebates is estimated based on our customers’ contracted rebate programs and the Company’s historical experience of rebates paid. Any significant changes to our customer rebate programs are considered in establishing the provision for rebates. The provisions for government rebates are based, in part, upon historical experience of claims submitted by the various states / authorities, contractual terms and government regulations. We monitor legislative changes to determine what impact such legislation may have on our provision. Cash Discounts — Cash discounts are provided to customers that pay within a specific period. The provision for cash discounts is estimated based upon invoice billings and historical customer payment experience. The Company’s experience of payment history is fairly consistent and most customer payments qualify for the cash discount. Returns and Other Allowances — The Company’s provision for returns and other allowances include returns, pricing adjustments, promotional allowances, loyalty cards and billback adjustments. Consistent with industry practice, the Company maintains a returns policy that allows customers to return product for a credit. In accordance with the Company’s policy, credits for customer returns of products are applied against outstanding account activity or are settled in cash. Product exchanges are not permitted. Customer returns of product are generally not resalable. The Company’s estimate of the provision for returns is based upon historical experience and current trends of actual customer returns. Additionally, we consider other factors when estimating the current period returns provision, including levels of inventory in the distribution channel, as well as significant market changes which may impact future expected returns. Pricing adjustments, which includes shelf stock adjustments, (primarily relate to our generics business held for sale) are credits issued to reflect price decreases in selling prices charged to the Company’s direct customers. Shelf stock adjustments are based upon the amount of product our customers have in their inventory at the time of an agreed-upon price reduction. The provision for shelf stock adjustments is based upon specific terms with the Company’s customers and includes estimates of existing customer inventory levels based upon their historical purchasing patterns. We regularly monitor all price changes to evaluate the Company’s reserve balances. The adequacy of these reserves is readily determinable as pricing adjustments and shelf stock adjustments are negotiated and settled on a customer-by-customer basis. Promotional allowances are credits that are issued in connection with a product launch or as an incentive for customers to carry our product. The Company establishes a reserve for promotional allowances based upon contractual terms. Billback adjustments, which primarily relate to our generics business held for sale, are credits that are issued to certain customers who purchase directly from us as well as indirectly through a wholesaler. These credits are issued in the event there is a difference between the customer’s direct and indirect contract price. The provision for billbacks is estimated based upon historical purchasing patterns of qualified customers who purchase product directly from us and supplement their purchases indirectly through our wholesale customers. Loyalty cards allow the end user patients a discount per prescription and are accrued based on historical experience, contract terms and the volume of product and cards in the distribution channel. Accounts receivable balances in the Company’s consolidated financial statements are presented net of SRA estimates. SRA balances in accounts receivable were $208.1 million and $263.8 million at March 31, 2016 and December 31, 2015, respectively. SRA balances within accounts payable and accrued expenses were $1,800.7 million and $1,570.0 million at March 31, 2016 and December 31, 2015, respectively. The movements in the SRA reserve balances for continuing operations in the three months ended March 31, 2016 are as follows ($ in millions): Balance as of December 31, 2015 $ 1,833.8 Provision to reduce gross product sales to net product sales 1,668.0 Payments and other (1,493.0 ) Balance as of March 31, 2016 $ 2,008.8 The provisions recorded to reduce gross product sales to net product sales, excluding discontinued operations, were as follows ($ in millions): Three Months Ended March 31, 2016 2015 Gross product sales $ 5,429.4 $ 3,576.7 Provisions to reduce gross product sales to net product sales (1,668.0 ) (1,041.1 ) Net product sales $ 3,761.4 $ 2,535.6 Percentage of provisions to gross sales 30.7 % 29.1 % The Company also had SRA reserves relating to discontinued operations of $1,598.3 million and $1,720.1 million as of March 31, 2016 and December 31, 2015, respectively. Litigation and Contingencies The Company is involved in various legal proceedings in the normal course of its business, including product liability litigation, intellectual property litigation, employment litigation and other litigation. Additionally, the Company, in consultation with its counsel, assesses the need to record a liability for contingencies on a case-by-case basis in accordance with FASB Accounting Standards Codification (“ASC”) Topic 450 “Contingencies” (“ASC 450”). Accruals are recorded when the Company determines that a loss related to a matter is both probable and reasonably estimable. These accruals are adjusted periodically as assessment efforts progress or as additional information becomes available. Acquired contingencies in business combinations are recorded at fair value to the extent determinable, otherwise in accordance ASC 450. Refer to “NOTE 20 — Commitments and Contingencies” for more information. Earnings Per Share (“EPS”) The Company computes EPS in accordance with ASC Topic 260, “Earnings Per Share” (“ASC 260”) and related guidance, which requires two calculations of EPS to be disclosed: basic and diluted. Basic EPS is computed by dividing net (loss) / income by the weighted average ordinary shares outstanding during a period. Diluted EPS is based on the treasury stock method and includes the effect from potential issuance of ordinary shares, such as shares issuable pursuant to the exercise of stock options and restricted stock units. Diluted EPS also includes the impact of ordinary share equivalents to be issued upon the mandatory conversion of the Company’s preferred shares. Ordinary share equivalents have been excluded where their inclusion would be anti-dilutive. A reconciliation of the numerators and denominators of basic and diluted EPS consisted of the following ($ in millions, except per share amounts): Three Months Ended March 31, 2016 2015 Net income / (loss): Net (loss) attributable to ordinary shareholders excluding income/(loss) from discontinued operations, net of tax $ (151.3 ) $ (809.6 ) Income from discontinued operations, net of tax 337.4 274.4 Net income / (loss) attributable to ordinary shareholders $ 186.1 $ (535.2 ) Basic weighted average ordinary shares outstanding 394.8 289.5 Basic EPS: Continuing operations $ (0.38 ) $ (2.80 ) Discontinued operations $ 0.85 $ 0.95 Net income / (loss) per share $ 0.47 $ (1.85 ) Diluted weighted average ordinary shares outstanding 394.8 289.5 Diluted EPS: Continuing operations $ (0.38 ) $ (2.80 ) Discontinued operations $ 0.85 $ 0.95 Net income / (loss) per share $ 0.47 $ (1.85 ) Stock awards to purchase 5.4 million ordinary shares for the three months ended March 31, 2016, were outstanding, but not included in the computation of diluted EPS, because the awards were anti-dilutive for continuing operations and as such the treatment for discontinued operations is also anti-dilutive. The weighted average impact of ordinary share equivalents of 17.6 million for the three months ended March 31 2016, which are anticipated to result from the mandatory conversion of the Company’s preferred shares were not included in the calculation of diluted EPS as their impact would be anti-dilutive. Stock awards to purchase 3.5 million ordinary shares during the three months ended March 31, 2015 were outstanding, but not included in the computation of diluted EPS, because the impact of the awards were anti-dilutive for continuing operations and as such the treatment for discontinued operations is also anti-dilutive. The weighted average impact of ordinary share equivalents of 5.5 million which are anticipated to result from the mandatory conversion of the Company’s preferred shares as of March 31, 2015 were not included in the calculation of diluted EPS as their impact would be anti-dilutive. Restructuring Costs The Company records liabilities for costs associated with exit or disposal activities in the period in which the liability is incurred. In accordance with existing benefit arrangements, employee severance costs are accrued when the restructuring actions are probable and estimable. Costs for one-time termination benefits in which the employee is required to render service until termination in order to receive the benefits are recognized ratably over the future service period. The Company also incurs costs with contract terminations and costs of transferring products as part of restructuring activities. Refer to “NOTE 19 — Business Restructuring Charges” for more information. Recent Accounting Pronouncements On May 28, 2014, the FASB issued Accounting Standards Update No. 2014-09, Revenue from Contracts with Customers (Topic 606), with an effective date for annual reporting periods beginning after December 15, 2016, including interim periods within that reporting period, for public business entities, certain not-for-profit entities, and certain employee benefit plans. The effective date for ASU 2014-09 was deferred by one year through the issuance of ASU 2015-14, Revenue from Contracts with Customers – Deferral of the Effective Date, to annual reporting periods beginning after December 15, 2017, including interim reporting periods within that reporting period. Earlier application is permitted only as of annual reporting periods beginning after December 15, 2016, including interim reporting periods within that reporting period. The Company is evaluating the impact, if any, the pronouncement will have on both historical and future financial positions and results of operations. In January 2016, the FASB issued Accounting Standards Update 2016-01, which changes the requirement to require equity securities (including other ownership interests, such as partnerships, unincorporated joint ventures, and limited liability companies) to be measured at fair value with changes in the fair value recognized through net income. This update is effective for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years. The adoption of this guidance is not anticipated to have a material impact on the Company’s financial position or results of operations. In February 2016, the FASB issued Accounting Standards Update 2016-02, which states that a lessee should recognize the assets and liabilities that arise from leases. This update is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. The Company is evaluating the impact, if any, the pronouncement will have on our financial positions and results of operations. In March 2016, the FASB issued ASU No. 2016-09, Compensation - Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting. The amendments are intended to improve the accounting for employee share-based payments and affect all organizations that issue share-based payment awards to their employees. Several aspects of the accounting for share-based payment award transactions are simplified, including: (a) income tax consequences; (b) classification of awards as either equity or liabilities; and (c) classification on the statement of cash flows. The amendments are effective for annual periods beginning after December 15, 2016, and interim periods within those annual periods. Early adoption is permitted for any organization in any interim or annual period. The Company is evaluating the impact the pronouncement will have on our financial positions and results of operations . In March 2016, the FASB has issued ASU No. 2016-08, Revenue from Contracts with Customers (Topic 606): Principal versus Agent Considerations (Reporting Revenue Gross versus Net). The amendments relate to when another party, along with the entity, is involved in providing a good or service to a customer. Topic 606 Revenue from Contracts with Customers requires an entity to determine whether the nature of its promise is to provide that good or service to the customer (i.e., the entity is a principal) or to arrange for the good or service to be provided to the customer by the other party (i.e., the entity is an agent). The amendments are intended to improve the operability and understandability of the implementation guidance on principal versus agent considerations. The effective date and transition of these amendments is the same as the effective date and transition requirements in Topic 606. The Company is evaluating the impact, if any, the pronouncement will have on both historical and future financial positions and results of operations. In April 2016, the FASB issued Accounting Standards Update (“ASU”) No. 2016-10, Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing. The amendments clarify the following two aspects of Topic 606: (a) identifying performance obligations; and (b) the licensing implementation guidance. The amendments do not change the core principle of the guidance in Topic 606. The effective date and transition requirements for the amendments are the same as the effective date and transition requirements in Topic 606. The Company is evaluating the impact, if any, the pronouncement will have on both historical and future financial positions and results of operations. |
Acquisitions and Other Agreemen
Acquisitions and Other Agreements | 3 Months Ended |
Mar. 31, 2016 | |
Business Combinations [Abstract] | |
Acquisitions and Other Agreements | NOTE 4 — Acquisitions and Other Agreements During the three months ended March 31, 2015, the Company acquired material assets and businesses. The pro forma results of the businesses acquired that materially impacted the reported results of the Company are as follows (unaudited; $ in millions except per share information): Three Months Ended March 31, 2015 As reported Allergan Acquisition Pro Forma Net Revenue $ 2,562.6 $ 1,523.0 $ 4,085.6 Net (loss) / income attributable to ordinary shareholders $ (535.2 ) $ 377.7 $ (157.5 ) Net (loss) per share Basic $ (1.85 ) $ (0.40 ) Diluted $ (1.85 ) $ (0.40 ) Pro forma net (loss) per share includes the impact of share issuances as part of the Allergan Acquisition. 2016 Transactions The following are the material transactions that were completed in the three months ended March 31, 2016. Licenses and Asset Acquisitions Anterios On January 6, 2016, the Company acquired Anterios, Inc. (“Anterios”), a clinical stage biopharmaceutical company developing a next generation delivery system and botulinum toxin-based prescription products. Under the terms of the agreement, the Company acquired Anterios for an upfront net payment of approximately $90.0 million and potential development and commercialization milestone payments related to an investigational topical formulation of botulinum toxin type A in development for the potential treatment of hyperhidrosis, acne, and crow’s feet lines and the related NDS™, Anterios' proprietary platform delivery technology that enables local, targeted delivery of neurotoxins through the skin without the need for injections (“the Anterios Transaction”). Total future milestone payments could amount to $387.5 million. The Company concluded based on the stage of development of the assets, the lack of acquired employees as well as certain other inputs and processes that the transaction did not qualify as a business. The total upfront net payment of approximately $90.0 million was expensed as a component of R&D expense and the future milestones will be recorded when the payment becomes probable. 2015 Transactions The following are the material transactions that were completed in the year ended December 31, 2015. Acquisitions AqueSys On October 16, 2015, the Company acquired AqueSys, Inc. (“AqueSys”), a private, clinical-stage medical device company focused on developing ocular implants that reduce intraocular pressure (“IOP”) associated with glaucoma, in an all-cash transaction. Under the terms of the agreement, the Company acquired AqueSys for an acquisition accounting purchase price of $298.9 million, including $193.5 million for the estimated fair value of contingent consideration relating to the regulatory approval and commercialization milestone payments. The Company acquired AqueSys for its development program, including XEN45, a soft shunt that is implanted in the sub conjunctival space in the eye through a minimally invasive procedure with a single use, pre-loaded proprietary injector (the “AqueSys Acquisition”). Assets Acquired and Liabilities Assumed at Fair Value The AqueSys Acquisition has been accounted for using the acquisition method of accounting. This method requires that assets acquired and liabilities assumed in a business combination be recognized at their fair values as of the acquisition date. The following table summarizes the final fair values of the assets acquired and liabilities assumed at the acquisition date ($ in millions): Amount Cash and cash equivalents $ 6.2 Current assets 1.2 IPR&D intangible assets 302.0 Intangible assets 221.0 Goodwill 138.5 Current liabilities (6.9 ) Contingent consideration (193.5 ) Deferred tax liabilities, net (169.6 ) Net assets acquired $ 298.9 Kythera On October 1, 2015, the Company acquired Kythera Biopharmaceuticals (“Kythera”), for $75 per share, or an acquisition accounting purchase price of $2,089.5 million (the “Kythera Acquisition”). Kythera was focused on the discovery, development and commercialization of novel prescription aesthetic products. Kythera’s lead product, Kybella ® Assets Acquired and Liabilities Assumed at Fair Value The Kythera Acquisition has been accounted for using the acquisition method of accounting. This method requires that assets acquired and liabilities assumed in a business combination be recognized at their fair values as of the acquisition date. The following table summarizes the final fair values of the assets acquired and liabilities assumed at the acquisition date ($ in millions): Amount Cash and cash equivalents $ 78.1 Marketable securities 79.9 Inventory 18.2 Other current assets 14.5 IPR&D intangible assets 320.0 Intangible assets 2,120.0 Goodwill 328.7 Other current liabilities (48.6 ) Deferred tax, net (766.7 ) Outstanding indebtedness (54.6 ) Net assets acquired $ 2,089.5 Auden Mckenzie On May 29, 2015 the Company acquired Auden Mckenzie Holdings Limited (“Auden”), a company specializing in the development, licensing and marketing of niche generic medicines and proprietary brands in the United Kingdom (“UK”) and across Europe for approximately 323.7 million British Pounds, or $495.9 million (the “Auden Acquisition”). The assets and liabilities acquired, as well as the results of operations for the acquired Auden business are part of the assets being divested in the Teva Transaction and are included as a component of income from discontinued operations. In addition the acquired financial position is included in assets and liabilities held for sale. Recognition and Measurement of Assets Acquired and Liabilities Assumed at Fair Value The Auden Acquisition has been accounted for using the acquisition method of accounting. This method requires that assets acquired and liabilities assumed in a business combination be recognized at their fair values as of the acquisition date. The following table summarizes the final fair values of the tangible and identifiable intangible assets acquired and liabilities assumed at the acquisition date ($ in millions): Amount Cash and cash equivalents $ 32.2 Inventory 49.1 IPR&D intangible assets 38.6 Intangible assets 342.4 Goodwill 123.3 Other assets and liabilities 7.2 Contingent consideration (17.3 ) Deferred tax liabilities, net (79.6 ) Net assets acquired $ 495.9 Allergan On March 17, 2015, the Company acquired Legacy Allergan for approximately $77.0 billion including outstanding indebtedness assumed of $2.2 billion, cash consideration of $40.1 billion and equity consideration of $34.7 billion, which includes outstanding equity awards (the “Allergan Acquisition”). Under the terms of the agreement, Legacy Allergan shareholders received 111.2 million of the Company’s ordinary shares, 7.0 million of the Company’s non-qualified stock options and 0.5 million of the Company’s share units. The addition of Allergan Inc.’s therapeutic franchises in ophthalmology, neurosciences and medical aesthetics/dermatology/plastic surgery complements the Company’s existing central nervous system, gastroenterology, women’s health and urology franchises. The combined company will also benefit significantly from Legacy Allergan’s global brand equity and consumer awareness of key products, including Botox ® ® Inventories The fair value of inventories acquired included an acquisition accounting fair market value step-up of $923.9 million. In the three months ended March 31, 2016 and 2015, the Company recognized $21.6 million and $71.0 million, respectively, as a component of cost of sales as the inventory acquired was sold to the Company’s customers. Acquisition-Related Expenses As a result of the acquisition, the Company incurred the following transaction and integration costs in the three months ended March 31, 2016 and 2015 ($ in millions): Three Months Ended March 31, 2016 Three Months Ended March 31, 2015 Cost of sales Stock-based compensation acquired for Legacy Allergan employees $ 3.1 $ 6.9 Acquisition, integration and restructuring related charges 3.9 10.9 Research and development Stock-based compensation acquired for Legacy Allergan employees 13.9 55.5 Acquisition, integration and restructuring related charges 2.8 59.9 Selling and marketing Stock-based compensation acquired for Legacy Allergan employees 20.5 23.2 Acquisition, integration and restructuring related charges 5.0 50.0 General and administrative Stock-based compensation acquired for Legacy Allergan employees 9.9 183.0 Acquisition-related expenditures - 65.5 Acquisition, integration and restructuring related charges 39.8 103.7 Other (expense) income Bridge loan facilities expense - (263.0 ) Interest rate lock - 31.0 Total transaction and integration costs $ 98.9 $ 790.6 Licenses and Asset Acquisitions Migraine License On August 17, 2015, the Company entered into an agreement with Merck & Co. (“Merck”) under which the Company acquired the exclusive worldwide rights to Merck’s early development stage investigational small molecule oral calcitonin gene-related peptide receptor antagonists, which are being developed for the treatment and prevention of migraines (the “Merck Transaction”). The Merck Transaction is being accounted for as an asset acquisition. The Company acquired these rights for an upfront charge of $250.0 million. The Company concluded based on the stage of development of the assets, the lack of acquired employees and manufacturing as well as certain other inputs and processes that the transaction did not qualify as a business. The Company paid $125.0 million in the year ended December 31, 2015 and the remaining $125.0 million was paid in April 2016. Additionally, Merck is owed contingent payments based on commercial and development milestones of up to $965.0 million as well as royalties. Divestitures Respiratory Business As part of the Forest Acquisition (defined below), we acquired certain assets that comprised Legacy Forest’s branded respiratory business in the U.S. and Canada (the “Respiratory Business”). During the year ended December 31, 2014, we held for sale respiratory assets of $734.0 million, including allocated goodwill to this unit of $309.1 million. On March 2, 2015, the Company sold the Respiratory Business to AstraZeneca plc (“AstraZeneca”) for consideration of $600.0 million upon closing, additional funds to be received for the sale of certain of our inventory to AstraZeneca and low single-digit royalties above a certain revenue threshold. AstraZeneca also paid Allergan an additional $100.0 million and Allergan has agreed to a number of contractual consents and approvals, including certain amendments to the ongoing collaboration agreements between AstraZeneca and Allergan (the “Respiratory Sale”). As a result of the final terms of the agreement, in the quarter ended March 31, 2015, the Company recognized an incremental charge in cost of sales (including the acquisition accounting fair value mark-up of inventory) relating to inventory that will not be sold to AstraZeneca of $35.3 million. The Company also recognized a gain on the sale of the business of $33.5 million, which is included within other (expense) income. 2014 Transactions The following are the material transactions that were completed in the year ended December 31, 2014. Durata Therapeutics On November 17, 2014, the Company completed its tender offer to purchase all of the outstanding shares of Durata Therapeutics, Inc. (“Durata”), an innovative pharmaceutical company focused on the development and commercialization of novel therapeutics for patients with infectious diseases and acute illnesses (the “Durata Acquisition”). Allergan purchased all outstanding shares of Durata, which were valued at approximately $724.5 million, including the assumption of debt. Additionally, there is one contingent value right (“CVR”) per share, entitling the holder to receive additional cash payments of up to $5.00 per CVR if certain regulatory or commercial milestones related to Durata’s lead product Dalvance™ are achieved. The CVR had an acquisition date fair value of $49.0 million. Contingent Consideration At the time of the Durata Acquisition, additional consideration was conditionally due to the seller based upon the approval of Dalvance TM ® Forest Laboratories On July 1, 2014, the Company acquired Forest Laboratories, Inc. (“Legacy Forest”) for $30.9 billion including outstanding indebtedness assumed of $3.3 billion, equity consideration of $20.6 billion, which includes outstanding equity awards, and cash consideration of $7.1 billion (the “Forest Acquisition”). Under the terms of the transaction, Legacy Forest shareholders received 89.8 million Allergan plc ordinary shares, 6.1 million Allergan plc non-qualified stock options and 1.1 million Allergan plc share units. Legacy Forest was a leading, fully integrated, specialty pharmaceutical company largely focused on the United States market. Legacy Forest marketed a portfolio of branded drug products and developed new medicines to treat patients suffering from diseases principally in the following therapeutic areas: central nervous system, cardiovascular, gastrointestinal, respiratory, anti-infective, and cystic fibrosis. A portion of the assets acquired are being divested as part of the Teva Transaction. Inventories The fair value of inventories acquired included an acquisition accounting fair market value step-up of $1,036.3 million. In the three months ended March 31, 2016 and 2015, the Company recognized $20.1 million and $136.8 million, respectively, as a component of cost of sales as the inventory acquired on July 1, 2014 was sold to the Company’s customers in addition to a write-off associated with the Respiratory Sale. A portion of these amounts are included in discontinued operations in the three months ended March 31, 2015. As a result of the Forest Acquisition, the Company incurred the following transaction and integration costs in the three months ended March 31, 2016 and March 31, 2015, respectively ($ in millions): Three Months Ended March 31, 2016 Three Months Ended March 31, 2015 Cost of sales Stock-based compensation acquired for Forest employees $ 0.5 $ 1.2 Acquisition, integration and restructuring related charges - 1.0 Research and development Stock-based compensation acquired for Forest employees 4.1 16.0 Acquisition, integration and restructuring related charges 0.1 8.8 Selling and marketing Stock-based compensation acquired for Forest employees 7.4 19.6 Acquisition, integration and restructuring related charges - 16.8 General and administrative Stock-based compensation acquired for Forest employees 8.1 21.1 Other integration charges - 1.6 Acquisition, integration and restructuring related charges 1.2 11.4 Total transaction and integration costs $ 21.4 $ 97.5 |
Discontinued Operations
Discontinued Operations | 3 Months Ended |
Mar. 31, 2016 | |
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | |
Discontinued Operations | NOTE 6 – Assets Held For Sale The following represents net assets held for sale ($ in millions): March 31, 2016 December 31, 2015 Prepaid expenses and other assets $ 9.3 $ 9.3 Total assets held for sale $ 9.3 $ 9.3 Assets from the Teva Transaction 14,135.9 14,072.3 Liabilities from the Teva Transaction 1,922.6 2,071.9 Net assets held for sale $ 12,222.6 $ 12,009.7 As of March 31, 2016 and December 31, 2015, the Company had the following assets held for sale: · Total assets and total liabilities relating to the Teva Transaction as discussed further in Note 5 – Discontinued Operations. · Properties acquired in the Forest Acquisition. · Facilities in Irvine, California. |
Global Generics [Member] | |
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | |
Discontinued Operations | NOTE 5 — Discontinued Operations Global Generics Business On July 27, 2015, the Company announced that it entered into the Teva Transaction. Under the Teva Agreement, Teva will acquire Allergan's global generics business, including the U.S. and international generic commercial units, our third-party supplier Medis, our global generic manufacturing operations, our global generic R&D unit, our international OTC commercial unit (excluding OTC eye care products) and some established international brands. Allergan will retain its global branded pharmaceutical and medical aesthetics businesses, as well as its biosimilars development programs, certain OTC products, and the Anda Distribution business. The Company will also have continuing involvement with Teva after the close of the transaction. As a result of the Teva Transaction, the Company will hold equity in Teva, continue to distribute products divested to Teva through our Anda Distribution segment as well as purchase product manufactured by Teva for sale in our US Brands segment as part of ongoing transitional service and contract manufacturing agreements. Financial results of the global generics business are presented as "Income from discontinued operations" on the Consolidated Statements of Operations for the three months ended March 31, 2016 and 2015; and assets and liabilities of the global generics business to be disposed of are presented as "Current assets held for sale", "Non current assets held for sale", “Current liabilities held for sale” and “Long term liabilities held for sale” on the Consolidated Balance Sheet as of March 31, 2016 and December 31, 2015. The following table presents key financial results of the global generics business included in "Income from discontinued operations" for the three months ended March 31, 2016 and 2015 ($ in millions): Three Months Ended March 31, 2016 2015 Third party revenues $ 1,255.3 $ 1,671.6 Related party sales 41.3 69.5 Net revenues 1,296.6 1,741.1 Operating expenses: Cost of sales (excludes amortization and impairment of acquired intangibles including product rights) 693.2 762.8 Research and development 112.3 113.3 Selling and marketing 112.0 165.9 General and administrative 128.4 152.5 Amortization - 137.6 In-process research and development impairments, asset sales and impairments, net - 53.2 Total operating expenses 1,045.9 1,385.3 Operating income 250.7 355.8 Other (expense) income, net - (0.1 ) (Benefit) / provision for income taxes (86.7 ) 81.3 Net income from discontinued operations $ 337.4 $ 274.4 Related party revenues represent the sale of products to the Company’s Anda Distribution segment. For the period ended March 31, 2016, the Company recorded a deferred tax benefit of $116.1 million related to investments in certain subsidiaries. The recognition of this benefit has been reflected in income from discontinued operations, net of tax with the deferred tax asset reflected in non-current deferred tax assets on the balance sheet. The following table presents the aggregate carrying amounts of the major classes of assets and liabilities related to the global generics business to be disposed of ($ in millions): March 31, 2016 December 31, 2015 Assets: Accounts receivable, net $ 1,997.1 $ 2,089.7 Inventories 1,190.6 1,138.5 Prepaid expenses and other current assets 311.4 302.8 Property, plant and equipment, net 1,386.7 1,355.6 Investments and other assets 32.1 33.0 Non-current deferred tax assets 187.4 223.7 Product rights and other intangibles 2,937.9 2,919.3 Goodwill 6,092.7 6,009.7 Total assets $ 14,135.9 $ 14,072.3 Liabilities: Accounts payable and accrued expenses $ 1,331.3 $ 1,455.8 Income taxes payable 77.0 33.9 Debt and capital leases 5.2 5.8 Other long-term liabilities 85.7 92.0 Other taxes payable 61.1 69.0 Long-term deferred tax liabilities 362.3 415.4 Total liabilities $ 1,922.6 $ 2,071.9 Depreciation and amortization was ceased upon the determination that the held for sale criteria were met, which was the announcement date of the Teva Transaction. The depreciation, amortization and significant operating and investing non-cash items of the discontinued operations were as follows ($ in millions): Three Months Ended March 31, 2016 2015 Depreciation from discontinued operations $ - $ 37.0 Amortization from discontinued operations - 137.6 Capital expenditures 34.6 57.1 Deferred income taxes (benefit) / expense (104.0 ) 63.8 |
Assets Held For Sale
Assets Held For Sale | 3 Months Ended |
Mar. 31, 2016 | |
Discontinued Operations And Disposal Groups [Abstract] | |
Discontinued Operations | NOTE 6 – Assets Held For Sale The following represents net assets held for sale ($ in millions): March 31, 2016 December 31, 2015 Prepaid expenses and other assets $ 9.3 $ 9.3 Total assets held for sale $ 9.3 $ 9.3 Assets from the Teva Transaction 14,135.9 14,072.3 Liabilities from the Teva Transaction 1,922.6 2,071.9 Net assets held for sale $ 12,222.6 $ 12,009.7 As of March 31, 2016 and December 31, 2015, the Company had the following assets held for sale: · Total assets and total liabilities relating to the Teva Transaction as discussed further in Note 5 – Discontinued Operations. · Properties acquired in the Forest Acquisition. · Facilities in Irvine, California. |
Share-Based Compensation
Share-Based Compensation | 3 Months Ended |
Mar. 31, 2016 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Share-Based Compensation | NOTE 7 — Share-Based Compensation The Company recognizes compensation expense for all share-based compensation awards made to employees and directors based on the fair value of the awards on the date of grant. A summary of the Company’s share-based compensation plans is presented below. Equity Award Plans The Company has adopted several equity award plans which authorize the granting of options, restricted shares, restricted stock units and other forms of equity awards of the Company’s ordinary shares, subject to certain conditions. The Company granted/grants awards with the following features: · Time-based vesting restricted stock awards; · Performance-based restricted stock awards measured to the EBITDA, as defined, of the Company or other performance-based targets defined by the Company; · Performance-based restricted stock awards measured to the Total Stockholders Return, compared to pre-defined metrics; · Non-qualified options to purchase outstanding shares; and · Cash-settled awards recorded as a liability. These cash settled awards are based on pre-established earnings per share, total shareholder returns and cost savings targets. Option award plans require options to be granted at the fair value of the shares underlying the options at the date of the grant and generally become exercisable over periods ranging from three to five years. Each option granted expires ten years from the date of the grant. Restricted stock awards are grants that entitle the holder to ordinary shares, subject to certain terms. Restricted stock unit awards are grants that entitle the holder the right to receive an ordinary share, subject to certain terms. Restricted stock and restricted stock unit awards (both time-based vesting and performance-based vesting) generally have restrictions eliminated over a one to four year vesting period. Restrictions generally lapse for non-employee directors after one year. Certain restricted stock units are performance-based awards issued at a target number with the actual number of restricted shares issued ranging based on achievement of the performance criteria. The Company’s equity awards include the acquired awards from the Allergan and Kythera acquisitions (“2015 Acquired Awards”). Fair Value Assumptions All restricted stock and restricted stock units (whether time-based vesting or performance-based vesting), are granted and expensed, using the fair value per share on the applicable grant date, over the applicable vesting period. Non-qualified options to purchase ordinary shares are granted to employees at exercise prices per share equal to the closing market price per share on the date of grant. The fair value of non-qualified options is determined on the applicable grant dates using the Black-Scholes method of valuation and that amount is recognized as an expense over the vesting period. Using the Black-Scholes valuation model, the fair value of options is based on the following assumptions: 2016 Grants 2015 Grants 2015 Acquired Awards Dividend yield 0% 0% 0% Expected volatility 27.0% 26.0-29.0% 26.0-27.0% Risk-free interest rate 1.6% 1.9-2.1% 0.1-2.1% Expected term (years) 7.0 7.0 - 7.5 up to 6.9 Share-Based Compensation Expense Share-based compensation expense recognized in the Company’s results of operations for the three months ended March 31, 2016 and 2015 were as follows ($ in millions): Three Months Ended March 31, 2016 2015 Equity based compensation awards $ 99.0 $ 225.5 Cash-settled equity awards in connection with the Allergan Acquisition - 127.1 Non equity-settled awards other 9.2 - Total stock-based compensation expense $ 108.2 $ 352.6 Included in the table above is stock-based compensation relating to discontinued operations of $7.8 million and $10.4 million for the three months ended March 31, 2016 and 2015, respectively. Included in the equity-based compensation awards for the three months ended March 31, 2016 is the impact of accelerations and step-ups relating to the acquisition accounting treatment of outstanding awards acquired in the Allergan and Forest acquisitions of $34.2 million and $12.9 million, respectively. Included in the three months ended March 31, 2015 is the impact of accelerations and step-ups relating to the acquisition accounting treatment of outstanding awards acquired in the Allergan and Forest acquisitions of $119.7 million and $44.9 million, respectively. Unrecognized future stock-based compensation expense was $736.9 million as of March 31, 2016, including $263.6 million from the Allergan Acquisition and $92.7 million from the Forest Acquisition. This amount will be recognized as an expense over a remaining weighted average period of 1.7 years. Stock-based compensation is being amortized and charged to operations over the same period as the restrictions are eliminated for the participants, which is generally on a straight-line basis. Share Activity The following is a summary of equity award activity for unvested restricted stock and stock units in the period from December 31, 2015 through March 31, 2016: (in millions, except per share data) Shares Weighted Average Grant Date Fair Value Weighted Average Remaining Contractual Term (Years) Aggregate Grant Date Fair Value Restricted shares / units outstanding at December 31, 2015 2.0 $ 209.90 1.7 $ 419.8 Granted 0.5 284.49 142.2 Vested (0.5 ) (136.69 ) (68.3 ) Forfeited * (220.98 ) (3.1 ) Restricted shares / units outstanding at March 31, 2016 2.0 $ 245.30 1.9 $ 490.6 * Forfeited non-qualified options in the three months ended March 31, 2016 were approximately 14,000 shares/units. The following is a summary of equity award activity for non-qualified options to purchase ordinary shares in the period from December 31, 2015 through March 31, 2016: (in millions, except per share data) Options Weighted Average Exercise Price Weighted Average Remaining Contractual Term (Years) Aggregate Intrinsic Value Outstanding, December 31, 2015 10.5 $ 149.11 6.7 $ 1,707.8 Granted 0.2 283.70 Exercised (0.6 ) (122.15 ) Cancelled * (123.31 ) Outstanding, March 31, 2016 10.1 $ 112.80 6.5 $ 1,561.5 Vested and expected to vest at March 31, 2016 9.5 $ 111.47 6.5 $ 1,481.4 * Forfeited non-qualified options in the three months ended March 31, 2016 were approximately 29,000 options. |
Reportable Segments
Reportable Segments | 3 Months Ended |
Mar. 31, 2016 | |
Segment Reporting [Abstract] | |
Reportable Segments | NOTE 8 — Reportable Segments In the third quarter of 2015, there was a strategic shift in the business as a result of the Teva Transaction. The Company currently manages its continuing operations in the following segments: US Brands, US Medical Aesthetics, International Brands and Anda Distribution. Beginning in the second quarter of 2016, the Company will have four reporting segments. The first segment, US Specialized Therapeutics includes the U.S. Eye Care, Medical Aesthetics, Medical Dermatology and Botox Therapeutic. The second segment is the U.S. General Medicine unit, which includes Central Nervous System (“CNS”), Gastrointestinal, Women’s Health and Anti-Infective therapeutic areas. The third segment is the Company’s International unit. The fourth segment is the Company’s distribution business, Anda Distribution. In addition, certain revenues and shared costs and the results of corporate initiatives are managed outside of the four segments. Prior period results have been recast to align to the current segment presentation. The operating segments are organized as follows: · The US Brands segment includes sales and expenses relating to branded products within the United States, including certain Botox ® · The US Medical Aesthetics segment includes sales and expenses relating to aesthetics and dermatology products within the United States, including certain Botox ® · The International Brands segment includes sales and expenses relating to products sold outside of the United States. · The Anda Distribution segment includes distribution of generic and branded pharmaceutical products manufactured by third parties, as well as by the Company, primarily to independent pharmacies, pharmacy chains, pharmacy buying groups and physicians’ offices. The Anda Distribution segment operating results exclude sales of products developed, acquired, or licensed by the US Brands, US Medical Aesthetics and International Brands segments. As the generics business is now reported within Discontinued Operations, the Anda Distribution segment includes revenues and expenses related to Company manufactured generics products sold through Anda. The Company evaluates segment performance based on segment contribution. Segment contribution for segments represents net revenues less cost of sales (defined below), selling and marketing expenses, and select general and administrative expenses. The Company does not evaluate the following items at the segment level: · Revenues and operating expenses within cost of sales, selling and marketing expenses, and general and administrative expenses that result from the impact of corporate initiatives. Corporate initiatives primarily include integration, restructuring, acquisition and other shared costs. · General and administrative expenses that result from shared infrastructure, including certain expenses located within the United States. · Total assets including capital expenditures. · Other select revenues and operating expenses including R&D expenses, amortization, IPR&D impairments and asset sales and impairments, net as not all such information has been accounted for at the segment level, or such information has not been used by all segments. The Company defines segment net sales as product sales and other revenue derived from branded products or licensing agreements. In March 2015, as a result of the Allergan Acquisition, we began to promote Restasis ® ® ® ® ® ® In the quarter ended March 31, 2016, the Company changed its measure of segment cost of sales. Cost of sales within segment contribution now includes standard production and packaging costs for the products we manufacture, third party acquisition costs for products manufactured by others, profit-sharing or royalty payments for products sold pursuant to licensing agreements and finished goods inventory reserve charges. Cost of sales included within segment contribution does not include non-standard production costs, such as non-finished goods inventory obsolescence charges, manufacturing variances and excess capacity utilization charges, where applicable. Cost of sales does not include amortization or impairment costs for acquired product rights or other acquired intangibles. Selling and marketing expenses consist mainly of personnel-related costs, product promotion costs, distribution costs, professional service costs, insurance, depreciation and travel costs. General and administrative expenses consist mainly of personnel-related costs, facilities costs, transaction costs, insurance, depreciation, litigation and settlement costs and professional services costs which are general in nature and attributable to the segment. Segment net revenues, segment operating expenses and segment contribution information consisted of the following for the three months ended March 31, 2016 and 2015 ($ in millions): Three Months Ended March 31, 2016 US US International Anda Brands Aesthetics Brands Distribution Total Net revenues $ 2,302.7 $ 449.7 $ 673.3 $ 364.7 $ 3,790.4 Operating expenses: Cost of sales (1) 259.4 30.9 99.2 302.9 692.4 Selling and marketing 431.9 110.0 187.3 28.8 758.0 General and administrative 68.1 13.3 27.6 10.2 119.2 Segment Contribution $ 1,543.3 $ 295.5 $ 359.2 $ 22.8 $ 2,220.8 Contribution margin 67.0 % 65.7 % 53.3 % 6.3 % 58.6 % Corporate 375.1 Research and development 403.1 Amortization 1,592.1 In-process research and development impairments 6.0 Asset sales and impairments, net (1.7 ) Operating (loss) $ (153.8 ) Operating margin (4.1 )% (1) Three Months Ended March 31, 2015 US US Medical International Anda Brands Aesthetics Brands Distribution Total Net revenues $ 1,809.2 $ 79.8 $ 118.7 $ 554.3 $ 2,562.0 Operating expenses: Cost of sales (1) 218.2 4.5 23.7 473.5 719.9 Selling and marketing 372.3 13.8 42.3 37.6 466.0 General and administrative 58.5 2.7 7.4 10.8 79.4 Segment Contribution $ 1,160.2 $ 58.8 $ 45.3 $ 32.4 $ 1,296.7 Contribution margin 64.1 % 73.7 % 38.2 % 5.8 % 50.6 % Corporate 864.3 Research and development 317.7 Amortization 787.8 In-process research and development impairments - Asset sales and impairments, net 4.6 Operating (loss) $ (677.7 ) Operating margin (26.5 )% (1) The following is a reconciliation of net revenues for the operating segments to the Company’s net revenues for the three months ended March 31, 2016 and 2015 ($ in millions): Three Months Ended March 31, 2016 2015 Segment net revenues $ 3,790.4 $ 2,562.0 Corporate revenues 5.5 0.6 Net revenues $ 3,795.9 $ 2,562.6 No other country represents ten percent or more of net revenues outside of the United States. The US Brands, US Medical Aesthetics, and Anda Distribution segments are comprised solely of sales within the United States. The following tables present global net revenues for the top products of the Company for the three months ended March 31, 2016 and 2015 ($ in millions): Three Months Ended March 31, Global U.S. International 2016 2015 2016 2015 2016 2015 Botox® $ 637.5 $ 84.0 $ 455.5 $ 60.7 $ 182.0 $ 23.3 Restasis® 313.7 29.9 298.7 28.7 15.0 1.2 Fillers 214.7 24.6 114.1 12.8 100.6 11.8 Namenda XR® 173.1 150.6 173.1 150.6 - - Lumigan®/Ganfort® 169.6 21.2 81.5 8.1 88.1 13.1 Bystolic® 164.0 164.1 163.6 163.7 0.4 0.4 Linzess®/Constella® 140.9 96.2 137.1 95.5 3.8 0.7 Alphagan®/Combigan® 126.7 16.0 84.9 10.1 41.8 5.9 Asacol®/Delzicol® 121.2 149.2 105.9 132.0 15.3 17.2 Lo Loestrin® 89.3 83.3 89.3 82.7 - 0.6 Viibryd®/Fetzima® 83.3 79.6 83.3 79.6 - - Estrace® Cream 80.7 71.9 80.7 71.9 - - Minastrin® 24 80.4 65.4 79.6 64.8 0.8 0.6 Silicone Implants 67.4 9.4 33.9 2.4 33.5 7.0 Carafate®/Sulcrate® 61.5 53.6 61.0 53.6 0.5 - Ozurdex® 60.5 7.0 19.4 2.7 41.1 4.3 Aczone® 33.0 6.0 33.0 6.0 - - Namenda® IR 5.8 245.4 5.8 245.4 - - Other Products Revenues 807.9 650.9 657.5 618.3 150.4 32.6 Total Products Revenues 3,431.2 2,008.3 2,757.9 1,889.6 673.3 118.7 ANDA Revenues 364.7 554.3 364.7 554.3 - - Total Net Revenues $ 3,795.9 $ 2,562.6 $ 3,122.6 $ 2,443.9 $ 673.3 $ 118.7 No other product represents ten percent or more of total net revenues. The following table presents net revenues for the US Brands segment for the three months ended March 31, 2016 and 2015 ($ in millions): Three Months Ended March 31, 2016 2015 Central Nervous System (CNS) $ 554.3 $ 548.4 Eyecare 533.0 94.7 Gastroenterology (GI) 403.6 366.6 Women's Health 263.7 229.3 Urology 74.1 37.3 Infectious Disease 51.5 41.9 Other (1) 422.5 491.0 Total US Brands Net Revenues $ 2,302.7 $ 1,809.2 (1) The following table presents revenues for the US Medical Aesthetics segment for the three months ended March 31, 2016 and 2015 ($ in millions): Three Months Ended March 31, 2016 2015 Facial Aesthetics $ 279.4 $ 35.2 Medical Dermatology and Other 122.2 30.5 Plastic Surgery 48.1 14.1 Total US Medical Net Revenues $ 449.7 $ 79.8 The following table presents net revenues for the International Brands segment for the three months ended March 31, 2016 and 2015 ($ in millions): Three Months Ended March 31, 2016 2015 Eyecare $ 291.5 $ 40.5 Facial Aesthetics 205.5 24.8 Other Therapeutics 139.5 45.6 Plastic Surgery 36.8 7.8 Total International Brands Net Revenues $ 673.3 $ 118.7 |
Inventories
Inventories | 3 Months Ended |
Mar. 31, 2016 | |
Inventory Disclosure [Abstract] | |
Inventories | NOTE 9 — Inventories Inventories consist of finished goods held for sale and distribution, raw materials and work-in-process. Inventories are stated at the lower of cost (first-in, first-out method) or market (net realizable value). The Company writes down inventories to net realizable value based on forecasted demand, market conditions or other factors, which may differ from actual results. Inventories consisted of the following ($ in millions): March 31, December 31, 2016 2015 Raw materials $ 284.1 $ 242.3 Work-in-process 104.9 149.7 Finished goods 741.1 706.3 1,130.1 1,098.3 Less: inventory reserves 107.9 88.6 Total Inventories $ 1,022.2 $ 1,009.7 As of March 31, 2016, finished goods included a de minimis amount related to the fair-value step-up of acquired inventory. Included in finished goods was $46.1 million related to the fair-value step-up of acquired inventory as of December 31, 2015. |
Investments and Other Assets
Investments and Other Assets | 3 Months Ended |
Mar. 31, 2016 | |
Investments All Other Investments [Abstract] | |
Investments and Other Assets | NOTE 10 — Investments and Other Assets Investments in marketable securities, other investments and other assets consisted of the following ($ in millions): March 31, 2016 December 31, 2015 Marketable securities: U.S. Treasury and agency securities — maturing within one year $ 13.0 $ 9.3 Total marketable securities $ 13.0 $ 9.3 Investments and other assets: Legacy Allergan deferred executive compensation investments $ 107.6 $ 118.1 Equity method investments 15.4 17.3 Cost method investments 16.7 16.7 Other long-term investments 67.3 78.2 Taxes receivable 49.7 39.6 Other assets 148.8 148.0 Total investments and other assets $ 405.5 $ 417.9 The Company’s marketable securities and other long-term investments are classified as available-for-sale and are recorded at fair value based on quoted market prices using the specific identification method. These investments are classified as either current or non-current, as appropriate, in the Company’s consolidated balance sheets. |
Accounts Payable and Accrued Ex
Accounts Payable and Accrued Expenses | 3 Months Ended |
Mar. 31, 2016 | |
Payables And Accruals [Abstract] | |
Accounts Payable and Accrued Expenses | NOTE 11 — Accounts Payable and Accrued Expenses Accounts payable and accrued expenses consisted of the following ($ in millions): March 31, 2016 December 31, 2015 Accrued expenses: Accrued third-party rebates $ 1,502.7 $ 1,281.6 Accrued payroll and related benefits 376.9 409.7 Current portion of contingent consideration obligations 306.1 79.9 Accrued returns 298.0 288.4 Accrued R&D expenditures 272.5 384.1 Litigation-related reserves and legal fees 262.7 213.5 Accrued pharmaceutical fees 209.0 162.2 Interest payable 197.7 312.0 Royalties payable 109.9 126.9 Accrued non-provision taxes 102.8 100.3 Accrued selling and marketing expenditures 98.3 127.2 Accrued severance, retention and other shutdown costs 80.8 110.4 Dividends payable 24.1 23.9 Other accrued expenses 409.6 360.0 Total accrued expenses $ 4,251.1 $ 3,980.1 Accounts payable 450.0 369.4 Total Accounts Payable and Accrued Expenses $ 4,701.1 $ 4,349.5 |
Goodwill, Product Rights and Ot
Goodwill, Product Rights and Other Intangible Assets | 3 Months Ended |
Mar. 31, 2016 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Goodwill, Product Rights and Other Intangible Assets | NOTE 12 — Goodwill, Product Rights and Other Intangible Assets Goodwill for the Company’s segments consisted of the following ($ in millions): US Brands US Medical Aesthetics International Brands Anda Distribution Total Balance as of December 31, 2015 $ 36,107.5 $ 4,006.7 $ 6,351.0 $ 86.3 $ 46,551.5 Foreign exchange and other adjustments (26.6 ) - 199.1 - 172.5 Balance as of March 31, 2016 $ 36,080.9 $ 4,006.7 $ 6,550.1 $ 86.3 $ 46,724.0 As of March 31, 2016 and December 31, 2015, the gross balance of goodwill, pre-impairments, was $46,741.3 million and $46,568.8 million, respectively. Goodwill in discontinued operations was $6,092.7 million and $6,009.7 million as of March 31, 2016 and December 31, 2015, respectively. Product rights and other intangible assets consisted of the following ($ in millions): Cost Basis Balance as of December 31, 2015 Acquisitions Impairments IPR&D to CMP Transfers Disposals/ Held for Sale/ Other Foreign Currency Translation Balance as of March 31, 2016 Intangibles with definite lives: Product rights and other related intangibles $ 64,544.2 $ - $ - $ 1,130.0 $ (15.0 ) $ 208.1 $ 65,867.3 Trade name 690.0 - - - - - 690.0 Total definite-lived intangible assets $ 65,234.2 $ - $ - $ 1,130.0 $ (15.0 ) $ 208.1 $ 66,557.3 Intangibles with indefinite lives: IPR&D $ 11,128.2 $ - $ (6.0 ) $ (1,130.0 ) $ - $ 24.3 $ 10,016.5 Trade name 76.2 - - - - - 76.2 Total indefinite-lived intangible assets $ 11,204.4 $ - $ (6.0 ) $ (1,130.0 ) $ - $ 24.3 $ 10,092.7 Total product rights and related intangibles $ 76,438.6 $ - $ (6.0 ) $ - $ (15.0 ) $ 232.4 $ 76,650.0 Accumulated Amortization Balance as of December 31, 2015 Amortization Impairments IPR&D to CMP Transfers Disposals/ Held for Sale/ Other Foreign Currency Translation Balance as of March 31, 2016 Intangibles with definite lives: Product rights and other related intangibles $ (8,447.4 ) $ (1,572.7 ) $ - $ - $ - $ (15.2 ) $ (10,035.3 ) Trade name (59.5 ) (19.4 ) - - - - (78.9 ) Total definite-lived intangible assets $ (8,506.9 ) $ (1,592.1 ) $ - $ - $ - $ (15.2 ) $ (10,114.2 ) Total product rights and related intangibles $ (8,506.9 ) $ (1,592.1 ) $ - $ - $ - $ (15.2 ) $ (10,114.2 ) Net Product Rights and Other Intangibles $ 67,931.7 $ 66,535.8 Assuming no additions, disposals or adjustments are made to the carrying values and/or useful lives of the intangible assets, annual amortization expense on product rights and other related intangibles as of March 31, 2016 over the remainder of 2016 and each of the next five years is estimated to be as follows ($ in millions): Amortization Expense 2016 remaining $ 4,801.8 2017 $ 6,409.8 2018 $ 5,934.2 2019 $ 5,857.4 2020 $ 5,606.2 2021 $ 4,737.5 The above amortization expense is an estimate. Actual amounts may change from such estimated amounts due to fluctuations in foreign currency exchange rates, additional intangible asset acquisitions, finalization of preliminary fair value estimates, potential impairments, accelerated amortization or other events. |
Long-Term Debt and Capital Leas
Long-Term Debt and Capital Leases | 3 Months Ended |
Mar. 31, 2016 | |
Debt Disclosure [Abstract] | |
Long-Term Debt and Capital Leases | NOTE 13 — Long-Term Debt and Capital Leases Total debt and capital leases consisted of the following ($ in millions): Balance As of Fair Market Value As of March 31, 2016 December 31, 2015 March 31, 2016 December 31, 2015 Senior Notes: Floating Rate Notes $500.0 million floating rate notes due September 1, 2016 $ 500.0 $ 500.0 $ 500.7 $ 500.5 $500.0 million floating rate notes due March 12, 2018 500.0 500.0 502.8 499.6 $500.0 million floating rate notes due March 12, 2020 500.0 500.0 497.5 496.2 1,500.0 1,500.0 1,501.0 1,496.3 Fixed Rate Notes $800.0 million 5.750% notes due April 1, 2016 800.0 800.0 800.0 808.4 $1,000.0 million 1.850% notes due March 1, 2017 1,000.0 1,000.0 1,004.5 1,001.5 $500.0 million 1.300% notes due June 15, 2017 500.0 500.0 498.6 496.3 $1,200.0 million 1.875% notes due October 1, 2017 1,200.0 1,200.0 1,205.4 1,196.0 $3,000.0 million 2.350% notes due March 12, 2018 3,000.0 3,000.0 3,035.9 3,004.6 $250.0 million 1.350% notes due March 15, 2018 250.0 250.0 248.2 244.9 $1,050.0 million 4.375% notes due February 1, 2019 1,050.0 1,050.0 1,113.9 1,099.5 $500.0 million 2.450% notes due June 15, 2019 500.0 500.0 506.9 494.4 $400.0 million 6.125% notes due August 14, 2019 400.0 400.0 450.7 444.2 $3,500.0 million 3.000% notes due March 12, 2020 3,500.0 3,500.0 3,584.7 3,505.1 $650.0 million 3.375% notes due September 15, 2020 650.0 650.0 675.5 656.6 $750.0 million 4.875% notes due February 15, 2021 750.0 750.0 827.9 807.4 $1,200.0 million 5.000% notes due December 15, 2021 1,200.0 1,200.0 1,333.3 1,299.4 $3,000.0 million 3.450% notes due March 15, 2022 3,000.0 3,000.0 3,105.0 3,006.8 $1,700.0 million 3.250% notes due October 1, 2022 1,700.0 1,700.0 1,739.6 1,669.6 $350.0 million 2.800% notes due March 15, 2023 350.0 350.0 345.7 327.7 $1,200.0 million 3.850% notes due June 15, 2024 1,200.0 1,200.0 1,254.5 1,202.6 $4,000.0 million 3.800% notes due March 15, 2025 4,000.0 4,000.0 4,166.0 3,984.6 $2,500.0 million 4.550% notes due March 15, 2035 2,500.0 2,500.0 2,585.2 2,462.2 $1,000.0 million 4.625% notes due October 1, 2042 1,000.0 1,000.0 1,031.3 956.1 $1,500.0 million 4.850% notes due June 15, 2044 1,500.0 1,500.0 1,602.1 1,483.6 $2,500.0 million 4.750% notes due March 15, 2045 2,500.0 2,500.0 2,648.7 2,452.7 32,550.0 32,550.0 33,763.6 32,604.2 Total Senior Notes Gross 34,050.0 34,050.0 35,264.6 34,100.5 Unamortized premium 205.1 225.9 - - Unamortized discount (104.6 ) (107.4 ) - - Total Senior Notes Net 34,150.5 34,168.5 35,264.6 34,100.5 Term Loan Indebtedness: WC Term Loan WC October 1, 2016 191.5 191.5 WC Five Year Tranche variable rate debt maturing October 1, 2018** 181.1 498.8 372.6 690.3 ACT Term Loan 2017 Term Loan variable rate debt maturing October 31, 2017** 358.8 572.1 2019 Term Loan variable rate debt maturing July 1, 2019** 1,650.0 1,700.0 2,008.8 2,272.1 AGN Term Loan AGN Three Year Tranche variable rate debt maturing March 17, 2018 2,750.0 2,750.0 AGN Five Year Tranche variable rate debt maturing March 17, 2020** 2,475.0 2,543.8 5,225.0 5,293.8 Total Term Loan Indebtedness 7,606.4 8,256.2 Other Indebtedness Revolver Borrowings 900.0 200.0 Debt Issuance Costs (185.6 ) (195.8 ) Other 93.0 97.4 Total Other Borrowings 807.4 101.6 Capital Leases 3.2 4.1 Total Indebtedness $ 42,567.5 $ 42,530.4 ** The indebtedness requires a quarterly repayment of 2.5%. Fair market value in the table above is determined in accordance with ASC Topic 820 “Fair Value Measurement” (“ASC 820”) under Level 2 based upon quoted prices for similar items in active markets. The book value of the outstanding term loan indebtedness approximates fair value as the debt is at variable interest rates and re-prices frequently. Unless otherwise indicated, the remaining loan balances after the quarterly required payments are due upon maturity. Floating Rate Notes On March 4, 2015, Actavis Funding SCS, a limited partnership (société en commandite simple) organized under the laws of the Grand Duchy of Luxembourg and an indirect wholly-owned subsidiary of Allergan plc, issued floating rate notes due 2016 (the “2016 Floating Rate Notes”), floating rate notes due 2018 (the “2018 Floating Rate Notes”), floating rate notes due 2020 (the “2020 Floating Rate Notes”), 1.850% notes due 2017 (the “1.850% 2017 Notes”), 2.350% notes due 2018 (the “2.350% 2018 Notes”), 3.000% notes due 2020 (the “3.000% 2020 Notes”), 3.450% notes due 2022 (the “3.450% 2022 Notes”), 3.800% notes due 2025 (the “3.800% 2025 Notes”), 4.550% notes due 2035 (the “4.550% 2035 Notes”) and 4.750% notes due 2045 (the “4.750% 2045 Notes”). The notes are fully and unconditionally guaranteed by Actavis Funding SCS’s indirect parents, Warner Chilcott Limited and Actavis Capital S.a.r.l. (“Actavis Capital”), and by Actavis, Inc., a subsidiary of Actavis Capital, on an unsecured and unsubordinated basis. Allergan plc has not guaranteed the notes. The 2016 Floating Rate Notes, the 2018 Floating Rate Notes and the 2020 Floating Rate Notes bear interest at a floating rate equal to three-month LIBOR plus 0.875%, 1.080% and 1.255% per annum, respectively. Interest on the 2016 Floating Rate Notes is payable quarterly on March 1, June 1, September 1 and December 1 of each year, and began on June 1, 2015. Interest on the 2018 Floating Rate Notes and the 2020 Floating Rate Notes is payable quarterly on March 12, June 12, September 12 and December 12 of each year, and began on June 12, 2015. Fixed Rate Notes The Company has issued fixed rate notes over multiple issuances for various business needs. Interest on the various notes is generally payable semi-annually with various payment dates. Acquired Allergan Notes On March 17, 2015 in connection with the Allergan Acquisition, the Company acquired, and subsequently guaranteed, along with Warner Chilcott Limited, the indebtedness of Allergan, Inc. comprised of the $350.0 million 2.800% senior notes due 2023, the $650.0 million 3.375% senior notes due 2020, the $250.0 million 1.350% senior notes due 2018 and the $800.0 million 5.750% senior notes due 2016. Interest payments are due on the $350.0 million senior notes semi-annually on the principal amount of the notes at a rate of 2.80% per annum, and are redeemable at any time at the Company’s option, subject to a make-whole provision based on the present value of remaining interest payments at the time of the redemption, if the redemption occurs prior to December 15, 2022 (three months prior to the maturity of the 2023 senior notes). If the redemption occurs on or after December 15, 2022, then such redemption is not subject to the make-whole provision. Interest payments are due on the $650.0 million senior notes semi-annually on the principal amount of the notes at a rate of 3.375% per annum, and are redeemable at any time at the Company’s option, subject to a make-whole provision based on the present value of remaining interest payments at the time of the redemption. Interest payments are due on the $250.0 million senior notes semi-annually on the principal amount of the notes at a rate of 1.350% per annum, and are redeemable at any time at the Company’s option, subject to a make-whole provision based on the present value of remaining interest payments at the time of the redemption. Interest payments are due on the $800.0 million senior notes semi-annually on the principal amount of the notes at a rate of 5.750% per annum, and were redeemable at any time at the Company’s option, subject to a make-whole provision based on the present value of remaining interest payments at the time of the redemption. The fair value of the acquired senior notes was determined to be $2,087.5 million as of March 17, 2015. As such, as part of acquisition accounting, the company recorded a premium of $37.5 million to be amortized as contra interest over the life of the notes. The $800.0 million 5.750% senior notes were paid in full on April 1, 2016 with proceeds from the $900.0 million of borrowings under the revolving credit facility. Credit Facility Indebtedness WC Term Loan On December 17, 2014, Allergan plc and certain of its subsidiaries entered into a second amendment agreement (the “WC Term Loan Amendment”) among Allergan plc, Warner Chilcott Limited, Warner Chilcott Finance, LLC, Actavis WC 2 S.à r.l. (“Actavis WC 2”), Warner Chilcott Company, LLC (“WCCL”), Warner Chilcott Corporation (“WC Corporation” and together with Actavis WC 2 and WCCL, the “WC Borrowers”), Bank of America, N.A. (“BofA”), as administrative agent, and the lenders party thereto. The WC Term Loan Amendment amends and restates Allergan plc’s existing amended and restated WC term loan credit and guaranty agreement, dated as of June 9, 2014 (such agreement, prior to its amendment and restatement pursuant to the WC Term Loan Amendment, the “2014 WC Term Loan”), among the WC Borrowers, Allergan plc, Warner Chilcott Limited, Warner Chilcott Finance, LLC, the lenders from time to time party thereto and BofA, as administrative agent, which amended and restated Allergan plc’s existing WC term loan credit and guaranty agreement, dated as of August 1, 2013 (such agreement, prior to its amendment and restatement pursuant to the 2014 WC Term Loan Amendment, the “Existing WC Term Loan”) among the WC Borrowers, Warner Chilcott Finance, LLC, Actavis Limited, BofA, as administrative agent and a syndicate of banks participating as lenders. Pursuant to the Existing WC Term Loan, on October 1, 2013 (the “WC Closing Date”), the lenders party thereto provided term loans in a total aggregate principal amount of $2.0 billion, comprised of (i) a $1.0 billion tranche that will mature on October 1, 2016 (the “WC Three Year Tranche”) and (ii) a $1.0 billion tranche that will mature on October 1, 2018 (the “WC Five Year Tranche”). The proceeds of borrowings under the Existing WC Term Loan Agreement, together with $41.0 million of cash on hand, were used to finance the repayment in full of all amounts outstanding under Warner Chilcott’s then-existing Credit Agreement, dated as of March 17, 2011, as amended by Amendment No. 1 on August 20, 2012, among the WC Borrowers, Warner Chilcott Holdings Company III, Limited, BofA, as administrative agent and a syndicate of banks participating as lenders. In the three months ended March 31, 2016, the Company prepaid $311.7 million of WC Term Loan indebtedness. Borrowings under the WC Term Loan Agreement bear interest at the applicable borrower’s choice of a per annum rate equal to either (a) a base rate plus an applicable margin per annum varying from (x) 0.00% per annum to 0.75% per annum under the WC Three Year Tranche and (y) 0.125% per annum to 0.875% per annum under the WC Five Year Tranche, depending on the publicly announced debt ratings for non-credit-enhanced, senior unsecured long-term indebtedness of Allergan plc (such applicable debt rating the “Debt Rating”) or (b) a Eurodollar rate, plus an applicable margin varying from (x) 1.00% per annum to 1.75% per annum under the WC Three Year Tranche and (y) 1.125% per annum to 1.875% per annum under the WC Five Year Tranche, depending on the Debt Rating. The outstanding principal amount of loans under the WC Three Year Tranche is not subject to quarterly amortization and shall be payable in full on the three year anniversary of the WC Closing Date. The outstanding principal amount of loans under the WC Five Year Tranche is payable in equal quarterly amounts of 2.50% per quarter prior to the fifth anniversary of the WC Closing Date, with the remaining balance payable on the fifth year anniversary of the WC Closing Date. The Company is subject to, and, at March 31, 2016, was in compliance with, all financial and operational covenants under the terms of the WC Term Loan. ACT Term Loan On December 17, 2014, Allergan plc and certain of its subsidiaries entered into a third amendment agreement (the “ACT Term Loan Amendment”) among Allergan plc, Warner Chilcott Limited, Actavis Capital, Actavis, Inc., Actavis Funding SCS, BofA, as administrative agent, and the lenders party thereto. The ACT Term Loan Amendment amends and restates Allergan plc’s existing second amended and restated Allergan term loan credit and guaranty agreement, dated as of March 31, 2014 (such agreement, prior to its amendment and restatement pursuant to the ACT Term Loan Amendment, the “2014 ACT Term Loan Agreement” and together with the Existing ACT Term Loan Agreement (defined below), the “ACT Term Loan”) among Actavis Capital, Allergan plc, Warner Chilcott Limited, Actavis, Inc., Actavis Funding SCS, BofA, as administrative agent, and the lenders from time to time party thereto, which amended and restated Allergan plc’s existing amended and restated Allergan term loan credit and guaranty agreement, dated as of October 1, 2013 (such agreement, prior to its amendment and restatement pursuant to the ACT Term Loan Amendment, the “Existing ACT Term Loan Agreement”) among Actavis Capital, Allergan plc, Actavis, Inc., BofA, as administrative agent, and the lenders from time to time party thereto. The Existing ACT Term Loan Agreement amended and restated Actavis, Inc.’s $1,800.0 million senior unsecured term loan credit facility, dated as of June 22, 2012. At the closing of the Existing ACT Term Loan Agreement, an aggregate principal amount of $1,572.5 million was outstanding (the “2017 Term Loan”). The 2017 Term Loan matures on October 31, 2017. The outstanding principal amount of the 2017 Term Loan is payable in equal quarterly installments of 2.50% per quarter, with the remaining balance payable on the maturity date. In the three months ended March 31, 2016, the Company prepaid $200.0 million of ACT Term Loan indebtedness. On March 31, 2014, Allergan plc, Actavis Capital, Actavis, Inc., BofA, as Administrative Agent, and a syndicate of banks participating as lenders entered into the 2014 ACT Term Loan Agreement to amend and restate the Existing ACT Term Loan Agreement. On July 1, 2014, in connection with the Forest Acquisition, the Company borrowed $2.0 billion of term loan indebtedness under tranche A-2 of the 2014 ACT Term Loan Agreement, which is due July 1, 2019 (the “2019 Term Loan”). The outstanding principal amount of the 2019 Term Loan is payable in equal quarterly installments of 2.50% per quarter, with the remaining balance payable on the maturity date. The ACT Term Loan provides that loans thereunder will bear interest, at the Company’s choice, of a per annum rate equal to either (a) a base rate, plus an applicable margin per annum varying from (x) 0.00% per annum to 1.00% per annum with respect to the 2017 term-loan and (y) 0.125% per annum to 0.875% per annum with respect to the 2019 term-loan, depending on the Debt Rating or (b) a Eurodollar rate, plus an applicable margin varying from (x) 1.00% per annum to 2.00% per annum with respect to the 2017 term-loan and (y) 1.125% per annum to 1.875% per annum with respect to the 2019 term-loan, depending on the Debt Rating. The Company is subject to, and at March 31, 2016 was in compliance with, all financial and operational covenants under the terms of the ACT Term Loan. AGN Term Loan On December 17, 2014, Allergan, Inc. and certain of its subsidiaries entered into a senior unsecured term loan credit agreement (the “AGN Term Loan”), among Actavis Capital, as borrower, Allergan plc, Warner Chilcott Limited, Actavis, Inc., Actavis Funding SCS, the lenders from time to time party thereto (the “Term Lenders”), JPMorgan Chase Bank, N.A. (“JPMCB”), as administrative agent and the other financial institutions party thereto. Under the AGN Term Loan, the Term Lenders provided (i) a $2.75 billion tranche maturing on March 17, 2018 (the “AGN Three Year Tranche”) and (ii) a $2.75 billion tranche and maturing on March 17, 2020 (the “AGN Five Year Tranche”). The proceeds of borrowings under the AGN Term Loan were to be used to finance, in part, the cash component of the Allergan Acquisition consideration and certain fees and expenses incurred in connection with the Allergan Acquisition. Borrowings under the AGN Term Loan bear interest at our choice of a per annum rate equal to either (a) a base rate plus an applicable margin per annum varying from (x) 0.00% per annum to 1.00% per annum under the AGN Three Year Tranche and (y) 0.125% per annum to 1.250%% per annum under the AGN Five Year Tranche, depending on the Debt Rating or (b) a Eurodollar rate, plus an applicable margin varying from (x) 1.00% per annum to 2.00% per annum under the AGN Three Year Tranche and (y) 1.125% per annum to 2.250% per annum under the AGN Five Year Tranche, depending on the Debt Rating. The outstanding principal amount of loans under the AGN Three Year Tranche is not subject to quarterly amortization and shall be payable in full on the maturity date. The outstanding principal amount of loans under the AGN Five Year Tranche is payable in equal quarterly amounts of 2.50% per quarter prior to March 17, 2020, with the remaining balance payable on March 17, 2020. The obligations of Actavis Capital under the Term Loan Credit Agreement are guaranteed by Warner Chilcott Limited, Actavis, Inc. and Actavis Funding SCS and will be guaranteed by any subsidiary of Allergan plc (other than Actavis Capital or a direct subsidiary of Allergan plc) that becomes a guarantor of third party indebtedness in an aggregate principal amount exceeding $350.0 million (unless, in the case of a foreign subsidiary, such guarantee would give rise to adverse tax consequences as reasonably determined by Allergan plc). Cash Bridge Loan Facility On March 11, 2015, Allergan and certain of its subsidiaries entered into a 60-day senior unsecured bridge credit agreement (the “Cash Bridge Loan Facility”), among Actavis Capital, as borrower, Allergan plc, Warner Chilcott Limited, Actavis, Inc., Actavis Funding SCS, the lenders from time to time party thereto (the “Cash Bridge Lenders”), JPMCB, as administrative agent and the other financial institutions party thereto. Under the Cash Bridge Loan Facility, the Cash Bridge Lenders committed to provide, subject to certain conditions, unsecured bridge financing, of which $2.8 billion was drawn to finance the Allergan Acquisition on March 17, 2015. The outstanding balance of the Cash Bridge Loan Facility was repaid on April 9, 2015. Borrowings under the Cash Bridge Loan Facility bore interest at our choice of a per annum rate equal to either (a) a base rate plus an applicable margin per annum varying from 0.00% per annum to 1.00% per annum, depending on the Debt Rating or (b) a Eurodollar rate, plus an applicable margin varying from 1.00% per annum to 2.00% per annum, depending on the Debt Rating. Revolving Credit Facility On December 17, 2014, Allergan plc and certain of its subsidiaries entered into a revolving credit loan and guaranty agreement (the “Revolver Agreement”) among Actavis Capital, as borrower, Allergan plc, Warner Chilcott Limited, Actavis, Inc., Actavis Funding SCS, the lenders from time to time party thereto (the “Revolving Lenders”), JPMCB as administrative agent, J.P. Morgan Europe Limited, as London agent, and the other financial institutions party thereto. Under the Revolver Agreement, the Revolving Lenders have committed to provide an unsecured revolving credit facility in an aggregate principal amount of up to $1.0 billion. The Revolver Agreement replaced Allergan plc’s existing $750.0 million second amended and restated Actavis revolving credit and guaranty agreement dated as of June 30, 2014 (the “Existing Revolver”) among Actavis Capital, Allergan plc, Warner Chilcott Limited, Actavis, Inc., Actavis Funding SCS, BofA, as administrative agent and the lenders from time to time party thereto. The Revolver Agreement provides that loans thereunder will bear interest, at our choice, of a per annum rate equal to either (a) a base rate, plus an applicable margin per annum varying from 0.00% per annum to 1.00% per annum depending on the Debt Rating or (b) a Eurodollar rate, plus an applicable margin varying from 0.875% per annum to 2.00% per annum depending on the Debt Rating. Additionally, to maintain availability of funds, the Company pays an unused commitment fee, which according to the pricing grid is set at 0.075% to 0.250% per annum, depending on the Debt Rating, of the unused portion of the revolver. The Revolving Credit Agreement will mature on December 17, 2019. The obligations under the Revolver Agreement are guaranteed by Allergan plc, Warner Chilcott Limited, Actavis, Inc. and Actavis Funding SCS and will be guaranteed by any subsidiary of Allergan (other than Actavis Capital) that becomes a guarantor of third party indebtedness in an aggregate principal amount exceeding $350.0 million (unless, in the case of a foreign subsidiary, such guarantee would give rise to adverse tax consequences as reasonably determined by Allergan plc). The Company is subject to, and as March 31, 2016 was in compliance with, all financial and operational covenants under the terms of the Revolving Credit Facility. At March 31, 2016, there were $900.0 million of outstanding borrowings under the Revolving Credit Facility and letters of credit outstanding were $28.8 million. The net availability under the Revolving Credit Facility was $71.2 million. The Company repaid $425.0 million of indebtedness under the Revolving Credit Facility in April 2016. Annual Debt Maturities As of March 31, 2016, annual debt maturities were as follows ($ in millions): Total Payments 2016 remaining $ 1,905.7 2017 3,522.3 2018 7,129.7 2019 3,325.0 2020 6,093.8 2021 1,950.0 2022 and after 17,729.9 $ 41,656.4 Capital leases 3.2 Revolving credit facility 900.0 Debt issuance costs (185.6 ) Other short-term borrowings 93.0 Unamortized premium 205.1 Unamortized discount (104.6 ) Total Indebtedness $ 42,567.5 Amounts represent total anticipated cash payments assuming scheduled repayments. |
Other Long-Term Liabilities
Other Long-Term Liabilities | 3 Months Ended |
Mar. 31, 2016 | |
Other Liabilities Disclosure [Abstract] | |
Other Long-Term Liabilities | NOTE 14 — Other Long-Term Liabilities Other long-term liabilities consisted of the following ($ in millions): March 31, December 31, 2016 2015 Acquisition related contingent consideration liabilities $ 559.5 $ 788.1 Long-term pension and post retirement liability 224.7 222.1 Legacy Allergan deferred executive compensation 106.9 117.9 Long-term severance and restructuring liabilities 35.9 34.9 Product warranties 28.0 28.4 Long-term contractual obligations 25.6 26.4 Deferred revenue 13.3 18.2 Other long-term liabilities 30.1 26.0 Total other long-term liabilities $ 1,024.0 $ 1,262.0 |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2016 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | NOTE 15 – Income Taxes The Company’s effective tax rate for the three months ended March 31, 2016 was 83.2% compared to 24.8% for the three months ended March 31, 2015. The effective tax rate for the three months ended March 31, 2016 was impacted by income earned in jurisdictions with tax rates lower than the Irish statutory rate and U.S. losses tax benefited at rates greater than the Irish statutory rate. Additionally, the tax benefit for the three months ended March 31, 2016 included an expense of $124.3 million for the change in a valuation allowance on a portion of U.S. capital loss carryforwards resulting from restructuring associated with the sale of the global generics business and a benefit of $32.2 million for the recognition of previously unrecognized tax benefits. The Company also recorded a $20.0 million out of period tax benefit related to the prior year during the three months ended March 31, 2016. The amount was not considered material to any of the relevant periods. The effective tax rate for the three months ended March 31, 2015 was impacted by income earned in low tax jurisdictions and U.S. losses tax benefited at rates greater than the Irish statutory rate. The increase in the effective tax rate for the period ended March 31, 2016 as compared to the period ended March 31, 2015 is the result of changes in the mix of income and losses in jurisdictions with rates other than the Irish statutory rate. The Company conducts business globally and, as a result, it files U.S. federal, state and foreign tax returns. The Company strives to resolve open matters with each tax authority at the examination level and could reach agreement with a tax authority at any time. While the Company has accrued for amounts it believes are in accordance with the accounting standard, the final outcome with a tax authority may result in a tax liability that is more or less than that reflected in the condensed consolidated financial statements. Furthermore, the Company may later decide to challenge any assessments, if made, and may exercise its right to appeal. The uncertain tax positions are reviewed quarterly and adjusted as events occur that affect potential liabilities for additional taxes, such as lapsing of applicable statutes of limitations, proposed assessments by tax authorities, negotiations with tax authorities, identification of new issues and issuance of new legislation, regulations or case law. Due to our numerous acquisitions, the Company has several concurrent audits still pending with the IRS as set forth below: IRS Audits Tax Years Actavis, Inc. (fka Watson Pharmaceuticals, Inc.) 2008, 2009, 2010 and 2011 Actavis Inc. 2009, 2010, 2011 and 2012 Warner Chilcott Corporation 2010, 2011 and 2012 Forest Laboratories, Inc. 2007, 2008 and 2009 Aptalis Holdings, Inc. 2013 Durata Therapeutics Inc. 2012 Allergan, Inc. 2009 and 2010 |
Shareholders' Equity
Shareholders' Equity | 3 Months Ended |
Mar. 31, 2016 | |
Equity [Abstract] | |
Shareholders' Equity | NOTE 16 — Shareholders’ Equity A summary of the changes in shareholders’ equity for the three months March 31, 2016 consisted of the following ($ in millions): Allergan plc Shareholders’ equity as of December 31, 2015 $ 76,591.4 Increase in additional paid in capital for share-based compensation plans 99.0 Net income attributable to ordinary shareholders 186.1 Proceeds from stock plans 69.6 Excess tax benefit from employee stock plans 34.6 Repurchase of ordinary shares (53.2 ) Other comprehensive income 522.5 Shareholders’ equity as of March 31, 2016 $ 77,450.0 Warner Chilcott Limited Members' equity as of December 31, 2015 $ 75,573.7 Net income attributable to members 270.9 Dividend to Parent (69.6 ) Other comprehensive income 522.5 Members' equity as of March 31, 2016 $ 76,297.5 Accumulated Other Comprehensive Income / (Loss) For most of the Company’s international operations, the local currency has been determined to be the functional currency. The results of its non-U.S. dollar based operations are translated to U.S. dollars at the average exchange rates during the period. Assets and liabilities are translated at the rate of exchange prevailing on the balance sheet date. Equity is translated at the prevailing rate of exchange at the date of the equity transaction. Translation adjustments are reflected in shareholders’ equity and are included as a component of other comprehensive income / (loss). The effects of converting non-functional currency assets and liabilities into the functional currency are recorded as transaction gains/losses in general and administrative expenses in the consolidated statements of operations. The movements in accumulated other comprehensive income / (loss) for the three months ended March 31, 2016 were as follows ($ in millions): Foreign Currency Translation Items Unrealized (losses) net of tax Total Accumulated Other Comprehensive Income / (Loss) Balance as of December 31, 2015 $ (564.3 ) $ 70.2 $ (494.1 ) Other comprehensive gain / (loss) before reclassifications into general and administrative 542.8 (20.3 ) 522.5 Total other comprehensive income / (loss) 542.8 (20.3 ) 522.5 Balance as of March 31, 2016 $ (21.5 ) $ 49.9 $ 28.4 The movements in accumulated other comprehensive income / (loss) for the three months ended March 31, 2015 were as follows ($ in millions): Foreign Currency Translation Items Unrealized gains net of tax Total Accumulated Other Comprehensive Income / (Loss) Balance as of December 31, 2014 $ (434.4 ) $ (31.0 ) $ (465.4 ) Other comprehensive (loss) before reclassifications into general and administrative (313.9 ) (4.0 ) (317.9 ) Total other comprehensive (loss) (313.9 ) (4.0 ) (317.9 ) Balance as of March 31, 2015 $ (748.3 ) $ (35.0 ) $ (783.3 ) |
Derivative Instruments and Hedg
Derivative Instruments and Hedging Activities | 3 Months Ended |
Mar. 31, 2016 | |
Derivative Instruments And Hedging Activities Disclosure [Abstract] | |
Derivative Instruments and Hedging Activities | NOTE 17 — Derivative Instruments and Hedging Activities The Company’s revenue, earnings, cash flows and fair value of its assets and liabilities can be impacted by fluctuations in foreign exchange risks and interest rates, as applicable. The Company manages the impact of foreign exchange risk and interest rate movements through operational means and through the use of various financial instruments, including derivative instruments such as foreign currency derivatives. Foreign Currency Derivatives Overall, the Company is a net recipient of currencies other than the U.S. dollar and, as such, benefits from a weaker dollar and is adversely affected by a stronger dollar relative to major currencies worldwide. Accordingly, changes in exchange rates, and in particular a strengthening of the U.S. dollar, may negatively affect the Company’s consolidated revenues and favorably impact operating expenses in U.S. dollars. The Company enters into foreign currency derivatives to reduce current and future earnings and cash flow volatility associated with foreign exchange rate changes to allow management to focus its attention on its core business issues. Accordingly, the Company enters into various contracts which change in value as foreign exchange rates change to economically offset the effect of changes in the value of foreign currency assets and liabilities, commitments and anticipated foreign currency denominated sales and operating expenses. The Company enters into foreign currency derivatives in amounts between minimum and maximum anticipated foreign exchange exposures. The Company does not designate the current derivative instruments as accounting hedges. The Company uses foreign currency derivatives, which provide for the sale or purchase or the option to sell or purchase foreign currencies to economically hedge the currency exchange risks associated with probable but not firmly committed transactions that arise in the normal course of the Company’s business. Probable but not firmly committed transactions are comprised primarily of sales of products and purchases of raw material in currencies other than the U.S. dollar. The foreign currency derivatives are entered into to reduce the volatility of earnings generated in currencies other than the U.S. dollar. While these instruments are subject to fluctuations in value, such fluctuations are anticipated to offset changes in the value of the underlying exposures. The Company recognized realized and unrealized losses on such contracts of $14.7 million and $12.8 million during the three months ended March 31, 2016 and 2015, respectively. The fair value of outstanding foreign currency derivatives are recorded in “Prepaid expenses and other current assets” or “Investments and other assets” or “Accounts payable and accrued expenses.” At March 31, 2016 and December 31, 2015, foreign currency derivative assets associated with the foreign exchange option contracts of $16.9 million and $25.0 million, respectively, were included in “Prepaid expenses and other current assets.” At March 31, 2016 and December 31, 2015, foreign currency derivative assets associated with the foreign exchange option contracts of $42.0 million and $48.5 million, respectively, were included in “Investments and other assets.” At March 31, 2016 and December 31, 2015, there were no net foreign currency derivative liabilities associated with the foreign exchange forward contracts included in “Accounts payable and accrued expenses.” |
Fair Value Measurement
Fair Value Measurement | 3 Months Ended |
Mar. 31, 2016 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurement | NOTE 18 — Fair Value Measurement Fair value is the price that would be received to sell an asset or paid to transfer a liability (an exit price) in an orderly transaction between market participants. Fair values determined based on Level 1 inputs utilize quoted prices (unadjusted) in active markets for identical assets or liabilities. Fair values determined based on Level 2 inputs utilize observable quoted prices for similar assets and liabilities in active markets and observable quoted prices for identical or similar assets in markets that are not very active. Fair values determined based on Level 3 inputs utilize unobservable inputs and include valuations of assets or liabilities for which there is little, if any, market activity. A financial asset or liability’s classification within the above hierarchy is determined based on the lowest level input that is significant to the fair value measurement. Assets and liabilities measured at fair value or disclosed at fair value on a recurring basis as of March 31, 2016 and December 31, 2015 consisted of the following (in millions): Fair Value Measurements as of March 31, 2016 Using: Total Level 1 Level 2 Level 3 Assets: Marketable securities $ 13.0 $ 13.0 $ - $ - Deferred executive compensation investments 107.6 94.4 13.2 - Foreign currency derivatives 58.9 - 58.9 - Investments and other 99.4 99.4 - - Total assets $ 278.9 $ 206.8 $ 72.1 $ - Liabilities: Deferred executive compensation liabilities 106.9 93.7 13.2 - Contingent consideration obligations 865.6 - - 865.6 Total liabilities $ 972.5 $ 93.7 $ 13.2 $ 865.6 Fair Value Measurements as of December 31, 2015 Using: Total Level 1 Level 2 Level 3 Assets: Marketable securities $ 29.9 $ 29.9 $ - $ - Deferred executive compensation investments 118.1 102.3 15.8 - Foreign currency derivatives 73.5 - 73.5 - Investments and other 112.2 112.2 - - Total assets $ 333.7 $ 244.4 $ 89.3 $ - Liabilities: Deferred executive compensation liabilities 117.9 102.1 15.8 - Contingent consideration obligations 868.0 - - 868.0 Total liabilities $ 985.9 $ 102.1 $ 15.8 $ 868.0 Marketable securities and investments consist of available-for-sale investments in U.S. treasury and agency securities and publicly traded equity securities for which market prices are readily available. Unrealized gains or losses on marketable securities and investments are recorded in accumulated other comprehensive income / (loss). Foreign Currency Contracts At March 31, 2016 and December 31, 2015, the notional principal and fair value of the Company’s outstanding foreign currency derivative financial instruments were as follows ($ in millions, except average contract rate or strike amount): March 31, 2016 December 31, 2015 Notional Principal Average Contract Rate or Strike Amount Notional Principal Average Contract Rate or Strike Amount Foreign currency forward exchange contracts: (Receive U.S. dollar/pay foreign currency) Russian ruble $ 19.9 68.98 $ 18.8 72.97 $ 19.9 $ 18.8 Estimated fair value $ 0.2 $ (0.3 ) Foreign currency sold - put options: Euro $ 317.6 1.41 $ 340.5 1.41 $ 317.6 $ 340.5 Estimated fair value $ 58.7 $ 73.5 The notional principal amounts provide one measure of the transaction volume outstanding as of March 31, 2016 and December 31, 2015, and do not represent the amount of the Company’s exposure to market loss. The estimates of fair value are based on applicable and commonly used pricing models using prevailing financial market information as of March 31, 2016 and December 31, 2015. The amounts ultimately realized upon settlement of these financial instruments, together with the gains and losses on the underlying exposures, will depend on actual market conditions during the remaining life of the instruments. Contingent Consideration Obligations The fair value measurement of the contingent consideration obligations is determined using Level 3 inputs and is based on a probability-weighted income approach. The measurement is based upon unobservable inputs supported by little or no market activity based on our own assumptions. Changes in the fair value of the contingent consideration obligations, including accretion, are recorded in our consolidated statements of operations as follows ($ in millions): Three Months Ended Expense / (income) March 31, 2016 March 31, 2015 Cost of sales $ 7.8 $ 27.7 Research and development 25.9 - General and administrative (0.1 ) 1.1 Total $ 33.6 $ 28.8 The table below provides a summary of the changes in fair value, including net transfers in and/or out, of all financial assets and liabilities measured at fair value on a recurring basis using significant unobservable inputs (Level 3) for the three months ended March 31, 2016 and 2015 ($ in millions): Balance as of December 31, 2015 Net transfers in to (out of) Level 3 Purchases and settlements, net Net accretion and fair value adjustments Foreign currency translation Balance as of March 31, 2016 Liabilities: Contingent consideration obligations $ 868.0 $ - $ (35.1 ) $ 33.6 $ (0.9 ) $ 865.6 Balance as of December 31, 2014 Net transfers in to (out of) Level 3 Purchases and settlements, net Net accretion and fair value adjustments Foreign currency translation Balance as of March 31, 2015 Liabilities: Contingent consideration obligations $ 373.8 $ - $ 346.8 $ 28.8 $ 0.2 $ 749.6 During the three months ended March 31, 2016, the following activity in contingent consideration obligations by acquisition was incurred ($ in millions): Balance as of December 31, 2015 Acquisitions Fair Value Adjustments and Accretion Payments and Other Balance as of March 31, 2016 Medicines 360 acquisition $ 144.1 $ - $ 4.4 $ - $ 148.5 Forest Acquisition 20.4 - 0.4 (0.1 ) 20.7 Durata Acquisition 24.5 - 2.2 (26.7 ) - Metrogel acquisition 30.9 - 0.4 (7.5 ) 23.8 Uteron acquisition 8.2 - - - 8.2 Allergan Acquisition 329.7 - 14.7 0.1 344.5 Oculeve Acquisition 90.0 - 1.5 - 91.5 AqueSys Acquisition 193.5 - 9.7 - 203.2 Other 26.7 - 0.3 (1.8 ) 25.2 Total $ 868.0 $ - $ 33.6 $ (36.0 ) $ 865.6 |
Business Restructuring Charges
Business Restructuring Charges | 3 Months Ended |
Mar. 31, 2016 | |
Restructuring And Related Activities [Abstract] | |
Business Restructuring Charges | NOTE 19 — Business Restructuring Charges During 2016, activity related to our business restructuring and facility rationalization activities primarily related to the cost optimization initiatives in conjunction with the Allergan Acquisition. Restructuring activities for the three months ended March 31, 2016 as follows ($ in millions): Severance Retention Share-Based Compensation Other Total Reserve balance at December 31, 2015 $ 96.7 $ - $ 48.6 $ 145.3 Charged to expense Cost of sales 2.2 0.1 0.6 2.9 Research and development 2.5 0.9 0.7 4.1 Selling and marketing - 0.1 0.2 0.3 General and administrative 2.4 1.8 4.6 8.8 Total expense 7.1 2.9 6.1 16.1 Cash payments (20.5 ) - (21.3 ) (41.8 ) Other reserve impact - (2.9 ) - (2.9 ) Reserve balance at March 31, 2016 $ 83.3 $ - $ 33.4 $ 116.7 During the three months ended March 31, 2016 and 2015, the Company recognized restructuring charges of $16.1 million and $509.6 million, respectively. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2016 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | NOTE 20 – Commitments & Contingencies The Company and its affiliates are involved in various disputes, governmental and/or regulatory inspections, inquires, investigations and proceedings, and litigation matters that arise from time to time in the ordinary course of business. The process of resolving matters through litigation or other means is inherently uncertain and it is possible that an unfavorable resolution of these matters will adversely affect the Company, its results of operations, financial condition and cash flows. The Company’s general practice is to expense legal fees as services are rendered in connection with legal matters, and to accrue for liabilities when losses are probable and reasonably estimable. The Company evaluates, on a quarterly basis, developments in legal proceedings and other matters that could cause an increase or decrease in the amount of the liability that is accrued. As of March 31, 2016, the Company’s consolidated balance sheet includes accrued loss contingencies of approximately $335.0 million, of which approximately $125.0 million was cash settled in April of 2016, relating to the resolution with the federal government, as well as 50 states and the District of Columbia, concluding the previously disclosed federal investigation into certain sales and marketing practices involving several Warner Chilcott products during the time period January 2009 through March 2013. The Company’s legal proceedings range from cases brought by a single plaintiff to mass tort actions and class actions with thousands of putative class members. These legal proceedings, as well as other matters, involve various aspects of our business and a variety of claims (including, but not limited to, qui tam actions, antitrust, product liability, breach of contract, securities, patent infringement and trade practices), some of which present novel factual allegations and/or unique legal theories. In addition, a number of the matters pending against us are at very early stages of the legal process (which in complex proceedings of the sort faced by us often extend for several years). As a result, some matters have not yet progressed sufficiently through discovery and/or development of important factual information and legal issues to enable us to estimate a range of possible loss. In those proceedings in which plaintiffs do request publicly quantified amounts of relief, the Company does not believe that the quantified amounts are meaningful because they are merely stated jurisdictional limits, exaggerated and/or unsupported by the evidence or applicable burdens of proof. Antitrust Litigation Actos ® . On December 31, 2013 two putative class actions, on behalf of putative classes of indirect purchaser plaintiffs, were filed in the federal court for the Southern District of New York against Actavis plc and certain of its affiliates alleging that Watson Pharmaceuticals, Inc.’s (“Watson” now known as Actavis, Inc.) 2010 patent lawsuit settlement with Takeda Pharmaceutical, Co. Ltd. related to Actos ® (pioglitazone hydrochloride and metformin “Actos ® “) is unlawful. Several additional complaints have also been filed. Plaintiffs then filed a consolidated, amended complaint on May 20, 2014. The amended complaint generally alleges an overall scheme that included Watson improperly delaying the launch of its generic version of Actos ® in exchange for substantial payments from Takeda in violation of federal and state antitrust and consumer protection laws. The complaint seeks declaratory and injunctive relief and unspecified damages. Defendants have moved to dismiss the amended complaint. On September 23, 2015, the court granted the motion to dismiss the indirect purchasers’ complaint in its entirety. The indirect purchaser plaintiffs have appealed the dismissal of their complaint. In May 2015, two additional putative class action complaints, each of which makes similar allegations against the Company and Takeda, were filed by plaintiffs on behalf of a putative class of direct purchasers. Defendants have moved to dismiss the direct purchasers’ complaint. AndroGel . The Company believes that it has substantial meritorious defenses to the claims alleged. However, these actions, if successful, could adversely affect the Company and could have a material adverse effect on the Company’s business, results of operations, financial condition and cash flows. ® On January 29, 2009, the U.S. Federal Trade Commission and the State of California filed a lawsuit in federal district court in California alleging that the September 2006 patent lawsuit settlement between Watson and Solvay Pharmaceuticals, Inc. (“Solvay”), related to AndroGel ® 1% (testosterone gel) CIII is unlawful. The complaint generally alleged that Watson improperly delayed its launch of a generic version of AndroGel ® in exchange for Solvay’s agreement to permit Watson to co-promote AndroGel ® for consideration in excess of the fair value of the services provided by Watson, in violation of federal and state antitrust and consumer protection laws. The complaint sought equitable relief and civil penalties. On February 2 and 3, 2009, three separate lawsuits alleging similar claims were filed in federal district court in California by various private plaintiffs purporting to represent certain classes of similarly situated claimants. On April 8, 2009, the Court transferred the government and private cases to the United States District Court for the Northern District of Georgia. The FTC and the private plaintiffs filed amended complaints on May 28, 2009. The private plaintiffs amended their complaints to include allegations concerning conduct before the U.S. Patent and Trademark Office (the “USPTO”), conduct in connection with the listing of Solvay’s patent in the FDA “Orange Book,” and sham litigation. Additional actions alleging similar claims have been filed in various courts by other private plaintiffs purporting to represent certain classes of similarly situated direct or indirect purchasers of AndroGel ® . The Judicial Panel on Multidistrict Litigation (“JPML”) transferred all federal court actions then pending outside of Georgia to that district. The district court then granted the Company’s motion to dismiss all claims except the private plaintiffs’ sham litigation claims. After the dismissal was upheld by the Eleventh Circuit Court of Appeals, the FTC petitioned the United States Supreme Court to hear the case. On June 17, 2013, the Supreme Court issued a decision, holding that the settlements between brand and generic drug companies which include a payment from the brand company to the generic competitor must be evaluated under a “rule of reason” standard of review and ordered the case remanded (the “Supreme Court AndroGel Decision”). The case is now back in the district court in Georgia. On August 5, 2014 the indirect purchaser plaintiffs filed an amended complaint which the Company answered on September 15, 2014. The Company believes it has substantial meritorious defenses and intends to defend itself vigorously. However, these actions, if successful, could adversely affect the Company and could have a material adverse effect on the Company’s business, results of operations, financial condition and cash flows. Asacol ® On June 22, 2015, two class action complaints were filed in federal court in Massachusetts on behalf of a putative class of indirect purchasers. In each complaint plaintiffs allege that they paid higher prices for Warner Chilcott’s Asacol ® HD and Delzicol ® products as a result of Warner Chilcott’s alleged actions preventing or delaying generic competition in the market for Warner Chilcott’s older Asacol ® product in violation of U.S. federal antitrust laws and/or state laws. Plaintiffs seek unspecified injunctive relief, treble damages and/or attorneys’ fees. All of the actions were consolidated in the federal district court. On September 21, 2015, three additional complaints were filed on behalf of putative classes of indirect purchasers, each raising similar allegations to the complaints filed in June 2015. Defendants have moved to dismiss the indirect purchasers’ complaint. Oral argument on the motion is scheduled for May 11, 2016. On April 26, 2016, a direct purchaser, Meijer, Inc., filed a complaint in federal court in New York. The direct purchaser complaint makes similar allegations to the complaints filed by the indirect purchaser plaintiffs. The Company believes it has substantial meritorious defenses and intends to defend itself vigorously. However, these actions, if successful, could adversely affect the Company and could have a material adverse effect on the Company’s business, results of operations, financial condition and cash flows. Botox ® . On February 24, 2015, a class action complaint was filed in federal court in California. The complaint alleges unlawful market allocation in violation of Section 1 of the Sherman Act, 15 U.S.C. §1, agreement in restraint of trade in violation of 15 U.S.C. §1 of the Sherman Act, unlawful maintenance of monopoly market power in violation of Section 2 of the Sherman Act, 15 U.S.C. §2 of the Sherman Act, violations of California’s Cartwright Act, Section 16700 et seq. of Calif. Bus. and Prof. Code., and violations of California’s unfair competition law, Section 17200 et seq. of Calif. Bus. and Prof. Code. Plaintiffs filed an amended complaint on May 29, 2015. On June 29, 2015, the Company filed a motion to dismiss the complaint. On October 20, 2015, the Court denied the Company’s motion to dismiss the complaint. On December 18, 2015, plaintiffs filed a motion for partial judgment on the pleadings or, in the alternative, for partial summary judgment or adjudication. The Company filed a response to the motion for judgment on the pleadings on February 11, 2016. The court held oral argument on plaintiff’s motion on March 4, 2016 and took the matter under submission. The Company believes it has substantial meritorious defenses and intends to defend itself vigorously. However, these actions, if successful, could adversely affect the Company and could have a material adverse effect on the Company’s business, results of operations, financial condition and cash flows. Cipro ® . Beginning in July 2000, a number of suits were filed against Watson and certain Company affiliates including The Rugby Group, Inc. (“Rugby”) in various state and federal courts alleging claims under various federal and state competition and consumer protection laws. The actions generally allege that the defendants engaged in unlawful, anticompetitive conduct in connection with alleged agreements, entered into prior to Watson’s acquisition of Rugby from Sanofi Aventis (“Sanofi”), related to the development, manufacture and sale of the drug substance ciprofloxacin hydrochloride, the generic version of Bayer’s brand drug, Cipro ® . The actions generally seek declaratory judgment, damages, injunctive relief, restitution and other relief on behalf of certain purported classes of individuals and other entities. While many of these actions have been dismissed, actions remain pending in various state courts, including California, Kansas, Tennessee, and Florida. There has been activity in Tennessee and Florida since 2003. In the action pending in Kansas, plaintiffs’ motion for class certification has been fully briefed. In the action pending in the California state court, following the decision from the United States Supreme Court in the matter involving AndroGel ® , described above, Plaintiffs and Bayer announced that they reached an agreement to settle the claims pending against Bayer and Bayer has now been dismissed from the action. Plaintiffs are continuing to pursue claims against the generic defendants, including Watson and Rugby. The remaining parties submitted letter briefs to the court regarding the impact of the Supreme Court AndroGel Decision and on May 7, 2015, the California Supreme Court issued a ruling, consistent with the Supreme Court AndroGel Decision discussed above, that the settlements between brand and generic drug companies which include a payment from the brand company to the generic competitor must be evaluated under a “rule of reason” standard of review. In addition to the pending actions, the Company understands that various state and federal agencies are investigating the allegations made in these actions. Sanofi has agreed to defend and indemnify Watson and its affiliates in connection with the claims and investigations arising from the conduct and agreements allegedly undertaken by Rugby and its affiliates prior to Watson’s acquisition of Rugby, and is currently controlling the defense of these actions. Doryx ® . In July 2012, Mylan Pharmaceuticals Inc. (“Mylan”) filed a complaint against Warner Chilcott and Mayne Pharma International Pty. Ltd. (“Mayne”) in federal court in Pennsylvania alleging that Warner Chilcott and Mayne prevented or delayed Mylan’s generic competition to Warner Chilcott’s Doryx ® products in violation of U.S. federal antitrust laws and tortiously interfered with Mylan’s prospective economic relationships under Pennsylvania state law. In the complaint, Mylan seeks unspecified treble and punitive damages and attorneys’ fees. Following the filing of Mylan’s complaint, three putative class actions were filed against Warner Chilcott and Mayne by purported direct purchasers, and one putative class action was filed against by purported indirect purchasers. In addition, four retailers filed in the same court a civil antitrust complaint in their individual capacities against Warner Chilcott and Mayne regarding Doryx ® . In each of the class and individual cases the plaintiffs allege that they paid higher prices for Warner Chilcott’s Doryx ® products as a result of Warner Chilcott’s and Mayne’s alleged actions preventing or delaying generic competition in violation of U.S. federal antitrust laws and/or state laws. Plaintiffs seek unspecified injunctive relief, treble damages and/or attorneys’ fees. All of the actions were consolidated in the federal district court. Warner Chilcott and Mayne’s motion to dismiss was denied without prejudice by the court in June 2013. Thereafter, Warner Chilcott and Mayne reached agreements to settle the claims of the Direct Purchaser Plaintiff class representatives, the Indirect Purchaser Plaintiff class representatives and each of the individual retailer plaintiffs. Warner Chilcott and Mylan filed motions for summary judgment on March 10, 2014. On April 16, 2015, the court issued an order granting Warner Chilcott and Mayne’s motion for summary judgment, denying Mylan’s summary judgment motion and entering judgment in favor of Warner Chilcott and Mayne on all counts. Mylan is appealing the district court’s decision to the Third Circuit Court of Appeals and the appeal is fully briefed. The date for oral argument on the appeal has not yet been set. The Company intends to vigorously defend its rights in the litigations. However, it is impossible to predict with certainty the outcome of any litigation and whether any additional similar suits will be filed. Lidoderm ® . On November 8, 2013, a putative class action was filed in the federal district court against Actavis, Inc. and certain of its affiliates alleging that Watson’s 2012 patent lawsuit settlement with Endo Pharmaceuticals, Inc. related to Lidoderm ® (lidocaine transdermal patches, “Lidoderm ® ”) is unlawful. The complaint, asserted on behalf of putative classes of direct purchaser plaintiffs, generally alleges that Watson improperly delayed launching generic versions of Lidoderm ® in exchange for substantial payments from Endo in violation of federal and state antitrust and consumer protection laws. The complaint seeks declaratory and injunctive relief and damages. Additional lawsuits containing similar allegations have followed on behalf of other classes of putative direct purchasers and suits have been filed on behalf of putative classes of end-payer plaintiffs. The Company anticipates additional claims or lawsuits based on the same or similar allegations may be filed. On April 3, 2014 the JPML consolidated the cases in federal district court in California. Defendants filed motions to dismiss each of the plaintiff classes’ claims. On November 17, 2014, the court issued an order granting the motion in part but denying it with respect to the claims under Section 1 of the Sherman Act. Plaintiffs then filed an amended, consolidated complaint on December 19, 2014. Defendants have responded to the amended consolidated complaint. On March 5, 2015, a group of five retailers filed a civil antitrust complaint in their individual capacities regarding Lidoderm ® in the same court where it was consolidated with the direct and indirect purchaser class complaints. The retailer complaint recites similar facts and asserts similar legal claims for relief to those asserted in the related cases described above. The five retailers amended their complaint on July 27, 2015. On March 30, 2016, the U.S. Federal Trade Commission filed a lawsuit in federal district court in the Eastern District of Pennsylvania against the company, one of its Global Generics business subsidiaries, Watson Laboratories, Inc., Endo Pharmaceuticals Inc. and others arising out of patent settlements relating to Lidoderm and Opana ER (generic oxymorphone extended release tablets). The Lidoderm settlement was reached by Endo Pharmaceuticals Inc. and Watson Laboratories, Inc. in May 2012, and all allegations against the Company and Watson Laboratories, Inc. relate to the Lidoderm settlement only. The FTC action as to Watson Laboratories, Inc. parallels the allegations contained in the private litigation, and seeks monetary and equitable relief. The Company believes it has substantial meritorious defenses and intends to defend itself vigorously. However, these actions, if successful, could adversely affect the Company and could have a material adverse effect on the Company’s business, results of operations, financial condition and cash flows. Loestrin ® On April 5, 2013, two putative class actions were filed in the federal district court against Actavis, Inc. and certain affiliates alleging that Watson’s 2009 patent lawsuit settlement with Warner Chilcott related to Loestrin ® 24 Fe (norethindrone acetate/ethinyl estradiol tablets and ferrous fumarate tablets, “Loestrin ® 24”) is unlawful. The complaints, both asserted on behalf of putative classes of end-payors, generally allege that Watson and another generic manufacturer improperly delayed launching generic versions of Loestrin ® 24 in exchange for substantial payments from Warner Chilcott, which at the time was an unrelated company, in violation of federal and state antitrust and consumer protection laws. The complaints each seek declaratory and injunctive relief and damages. Additional complaints have been filed by different plaintiffs seeking to represent the same putative class of end-payors. In addition to the end-payor suits, two lawsuits have been filed on behalf of a class of direct payors. The Company anticipates additional claims or lawsuits based on the same or similar allegations. After a hearing on September 26, 2013, the JPML issued an order transferring all related Loestrin ® 24 cases to the federal court for the District of Rhode Island. On September 4, 2014, the court granted the defendants’ motion to dismiss the complaint. The plaintiffs appealed the district court’s decision to the First Circuit Court of Appeals and oral argument was held on December 7, 2015. On February 22, 2016 the First Circuit issued its decision vacating the decision of, and remanding the matter to, the district court. The Company believes it has substantial meritorious defenses and intends to defend itself vigorously including in the appeal of the district court’s decision granting the Company’s motion to dismiss. However, these actions, if successful, could adversely affect the Company and could have a material adverse effect on the Company’s business, results of operations, financial condition and cash flows. Namenda ® . On September 15, 2014, the State of New York, through the Office of the Attorney General of the State of New York, filed a lawsuit in the United States District Court for the Southern District of New York alleging that Forest is acting to prevent or delay generic competition to Forest’s immediate-release product Namenda ® in violation of federal and New York antitrust laws and committed other fraudulent acts in connection with its commercial plans for Namenda ® XR. In the complaint, the state seeks unspecified monetary damages and injunctive relief. On September 24, 2014, the state filed a motion for a preliminary injunction prohibiting Forest from discontinuing or otherwise limiting the availability of immediate-release Namenda ® until the conclusion of the litigation. A hearing was held in November 2014 on the state’s preliminary injunction motion. On December 11, 2014, the district court issued a ruling granting the state’s injunction motion and issued an injunction on December 15, 2014. On May 22, 2015, the Court of Appeals for the Second Circuit affirmed the preliminary injunction. On June 5, 2015, Forest filed a petition with the Second Circuit for rehearing en banc which was denied. Forest and the New York Attorney General reached a settlement on November 24, 2015. On May 29, 2015, a putative class action was filed on behalf of a class of direct purchasers and on June 8, 2015 a similar putative class action was filed on behalf of a class of indirect purchasers. Since that time, additional complaints have been filed on behalf of putative classes of direct and indirect purchasers. The class action complaints make claims similar to those asserted by the New York Attorney General and also include claims that Namenda ® patent litigation settlements between Forest and generic companies also violated the antitrust laws. On December 22, 2015, Forest and its co-defendants filed motions to dismiss the pending complaints of the putative classes of direct and indirect purchasers. These motions remain pending. The Company believes it has substantial meritorious defenses and intends to defend both its brand and generic defendant entities vigorously. However, these actions, if successful, could adversely affect the Company and could have a material adverse effect on the Company’s business, results of operations, financial condition and cash flows. Zymar ® ® . On February 16, 2012, Apotex Inc. and Apotex Corp. filed a complaint in the federal district court in Delaware against Senju Pharmaceuticals Co., Ltd. (“Senju”), Kyorin Pharmaceutical Co., Ltd. (“Kyorin”), and Allergan, Inc. (“Allergan”) alleging monopolization in violation of Section 2 of the Sherman Act, conspiracy to monopolize, and unreasonable restraint of trade in the market for gatifloxacin ophthalmic formulations, which includes Allergan’s ZYMAR ® ® ® ® Oral argument is scheduled for June 13, 2016. The Company believes it has substantial meritorious defenses and intends to defend itself vigorously. However, these actions, if successful, could adversely affect the Company and could have a material adverse effect on the Company’s business, results of operations, financial condition and cash flows. Commercial Litigation Celexa ® ® . Forest and certain of its affiliates are defendants in three federal court actions filed on behalf of individuals who purchased Celexa ® and/or Lexapro ® for pediatric use, all of which have been consolidated for pretrial purposes in an MDL proceeding in the federal district court Massachusetts (the “Celexa ® /Lexapro ® MDL”). These actions, two of which were originally filed as putative nationwide class actions, and one of which is a putative California-wide class action, allege that Forest marketed Celexa ® and/or Lexapro ® for off-label pediatric use and paid illegal kickbacks to physicians to induce prescriptions of Celexa ® and Lexapro ® . The complaints assert various similar claims, including claims under the state consumer protection statutes and state common laws. Plaintiffs in the various actions sought to have certified California, Missouri, Illinois and New York state-wide classes. However, only the Missouri state class was certified. Forest subsequently reached an agreement with the MDL plaintiffs to settle the Missouri class claims, including claims by both individuals and third party payors that purchased Celexa ® or Lexapro ® for use by a minor from 1998 to December 31, 2013, for $7.65 million with a potential to increase the amount to $10.35 million if settling plaintiffs meet certain thresholds. On September 8, 2014 the court granted final approval for the settlement. Additional actions relating to the promotion of Celexa ® ® ® ® ® ® ® ® ® ® ® ® ® ® ® ® ® ® Forest and certain of its affiliates are also named as defendants in two actions filed on behalf of entities or individuals who purchased or reimbursed certain purchases of Celexa ® ® ® ® ® ® The Company intends to continue to vigorously defend against these actions. At this time, the Company does not believe losses, if any, would have a material effect on the results of operations or financial position taken as a whole. Generic Drug Pricing Litigation. On March 2, 2016, a putative class action complaint was filed against Allergan plc and several other defendants in federal court in Pennsylvania on behalf of a putative class of direct and indirect purchasers of certain pharmaceutical products. Three additional indirect purchaser class action complaints were filed in the same court, two were filed on March 25, 2016 and one was filed on April 25, 2016. Each of the complaints allege that the defendants engaged in a conspiracy to fix, maintain and/or stabilize the prices of certain generic drug products. The Company intends to vigorously defend against this action. However, this action, if successful, could adversely affect the Company and could have a material adverse effect on the Company’s business, results of operations, financial condition and cash flows. Telephone Consumer Protection Act Litigation. A putative class action complaint against Anda, Inc. (“Anda”), a subsidiary of the Company, was filed in Missouri state court alleging claims for conversion and alleged violations of the Telephone Consumer Protection Act (“TCPA”) and Missouri Consumer Fraud and Deceptive Business Practices Act. An amended complaint alleges that by sending unsolicited facsimile advertisements, Anda misappropriated the class members’ paper, toner, ink and employee time when they received the alleged unsolicited faxes, and that the alleged unsolicited facsimile advertisements were sent to the plaintiff in violation of the TCPA and Missouri Consumer Fraud and Deceptive Business Practices Act. The complaint seeks to assert class action claims on behalf of the plaintiff and other similarly situated third parties. On May 19, 2011, the plaintiff’s filed a motion seeking certification of a class of entities with Missouri telephone numbers who were sent Anda faxes for the period January 2004 through January 2008 but the court vacated the class certification hearing until the FCC Petition, described in more detail below, was addressed. On May 1, 2012, a separate action was filed in federal court in Florida, purportedly on behalf of the “end users of the fax numbers in the United States but outside Missouri to which faxes advertising pharmaceutical products for sale by Anda were sent.” On July 10, 2012, Anda filed its answer and affirmative defenses. The parties filed a joint motion to stay the action pending the resolution of the FCC Petition which the court granted. In addition, in October 2012, Forest and certain of its affiliates were named as defendants, in a putative class action in federal court in Missouri. This suit alleges that Forest and another defendant violated the TCPA and was filed on behalf of a proposed class that includes all persons who, from four years prior to the filing of the action, were sent telephone facsimile messages of material advertising the commercial availability of any property, goods, or services by or on behalf of defendants, which did not display an opt-out notice compliant with a certain regulation promulgated by the FCC. On July 17, 2013, the district court granted Forest’s motion to stay the action pending the administrative proceeding initiated by the pending FCC Petition and a separate petition Forest filed. On October 31, 2015, another class action complaint was filed in Missouri state court against Allergan USA, Inc., Warner Chilcott Corporation and Actavis, Inc. alleging violations of the Telephone Consumer Protection Act, the Missouri Consumer Fraud and Protection Act and conversion on behalf of a putative nationwide class of plaintiffs to who defendant Warner Chilcott Corporation sent unsolicited facsimile advertisements. Defendants removed this action to the federal district court for the Western District of Missouri on December 10, 2015 and responded to the complaint on February 8, 2016. On February 17, 2016, plaintiffs voluntarily dismissed defendants Allergan USA, Inc. and Actavis, Inc. from the litigation. In a related matter, in November 2010 Anda filed a petition with the FCC, asking the FCC to clarify the statutory basis for its regulation requiring “opt-out” language on faxes sent with express permission of the recipient (the “FCC Petition”). On May 2, 2012, the Consumer & Governmental Affairs Bureau of the FCC dismissed the FCC Petition. On May 14, 2012, Anda filed an application for review of the Bureau’s dismissal by the full Commission, requesting the FCC to vacate the dismissal and grant the relief sought in the FCC Petition. The FCC did not rule on the application for review. On June 27, 2013, Forest filed a Petition for Declaratory Ruling with the FCC requesting that the FCC find that (1) the faxes at issue in the action complied, or substantially complied with the FCC regulation, and thus did not violate it, or (2) the FCC regulation was not properly promulgated under the TCPA. On January 31, 2014, the FCC issued a Public Notice seeking comment on several other recently-filed petitions, all similar to the one Anda filed in 2010. On October 30, 2014, the FCC issued a final order on the FCC Petition granting Anda, Forest and several other petitioners a retroactive waiver of the opt-out notice requirement for all faxes sent with express consent. The litigation plaintiffs, who had filed comments on the January 2014 Public Notice, have appealed the final order to the Court of Appeals for the District of Columbia. Anda, Forest and other petitioners have moved to intervene in the appeal seeking review of that portion of the FCC final order addressing the statutory basis for the opt out/express consent portion of the regulation. Anda and Forest believe they have substantial meritorious defenses to the putative class actions brought under the TCPA, and intend to defend the actions vigorously. However, these actions, if successful, could have a material adverse effect on the Company’s business, results of operations, financial condition and cash flows. Prescription Drug Abuse Litigation . On May 21, 2014, the California counties Santa Clara and Orange filed a lawsuit in California state court on behalf of the State of California against several pharmaceutical manufacturers. Plaintiffs named Actavis plc in the suit. The California plaintiffs filed an amended complaint on June 9, 2014. On June 2, 2014, the City of Chicago also filed a complaint in Illinois state court against the same set of defendants, including Actavis plc, that were sued in the California Action. Co-defendants in the action removed the matter to the federal court in Illinois. Both the California and Chicago complaints allege that the manufacturer defendants engaged in a deceptive campaign to promote their products in violation of state and local laws. Each of the complaints seeks unspecified monetary damages, penalties and injunctive relief. Defendants have moved to dismiss the complaints in each action. On May 8, 2015, the court in the Chicago litigation granted the Company’s motion to dismiss the complaint. On August 26, 2015, the City of Chicago filed a second amended complaint. In the California action, on August 27, 2015, the court stayed the action based on primary jurisdiction arguments raised in the motions to dismiss. On December 15, 2015, the State of Mississippi filed a lawsuit in Mississippi state court against several pharmaceutical manufacturers. The Mississippi |
Warner Chilcott Limited ("WCL")
Warner Chilcott Limited ("WCL") Guarantor and Non-Guarantor Condensed Consolidating Financial Information | 3 Months Ended |
Mar. 31, 2016 | |
Warner Chilcott Acquisition [Member] | |
Warner Chilcott Limited ("WCL") Guarantor and Non-Guarantor Condensed Consolidating Financial Information | NOTE 21 – Warner Chilcott Limited (“WCL”) Guarantor and Non-Guarantor Condensed Consolidating Financial Information The following financial information is presented to segregate the financial results of WCL, Actavis Funding SCS, and Actavis, Inc. (the issuers of the long-term notes), the guarantor subsidiaries for the long-term notes and the non-guarantor subsidiaries. The guarantors jointly and severally, and fully and unconditionally, guarantee the Company’s obligation under the long-term notes. The information includes elimination entries necessary to consolidate the guarantor and the non-guarantor subsidiaries. Investments in subsidiaries are accounted for using the equity method of accounting. The principal elimination entries eliminate investments in subsidiaries, equity and intercompany balances and transactions. WCL, Actavis Capital S.a.r.l. and Actavis, Inc. are guarantors of the long-term notes. Warner Chilcott Limited has revised its consolidating financial statements as previously presented in Footnote 20 of the March 31, 2015 Quarterly Report on Form 10-Q and its December 31, 2015 balance sheet in Footnote 26 of the Annual Report due to a change in the Company’s legal entity structure and other reclassifications that occurred during the three months ended March 31, 2016. As a result, prior period information has been recast to conform to the current period presentation. As part of the pending Teva Transaction, the Company anticipates further legal entity structure changes, which will impact the presentation of this footnote. The following financial information presents the consolidating balance sheets as of March 31, 2016 and December 31, 2015, the related statement of operations for the three months ended March 31, 2016 and 2015 and the statement of cash flows for the three months ended March 31, 2016 and 2015. Warner Chilcott Limited Consolidating Balance Sheets As of March 31, 2016 (Unaudited; in millions) Current assets: Warner Chilcott Limited (Parent Guarantor) Actavis Capital S.a.r.l. (Guarantor) Actavis Funding SCS (Issuer) Actavis Guarantor) Non- guarantors Eliminations Consolidated Warner Chilcott Limited Cash and cash equivalents $ 0.1 $ 29.8 $ - $ 1.2 $ 2,216.6 $ - $ 2,247.7 Marketable securities - - - - 13.0 - 13.0 Accounts receivable, net - - - - 2,652.8 - 2,652.8 Receivable from Parents - - - - 382.6 - 382.6 Inventories, net - - - - 1,022.2 - 1,022.2 Intercompany receivables - 96,209.7 25,444.3 660.9 103,148.4 (225,463.3 ) - Prepaid expenses and other current assets - 5.0 - 5.0 621.9 - 631.9 Current assets held for sale - - - - 3,508.4 - 3,508.4 Total current assets 0.1 96,244.5 25,444.3 667.1 113,565.9 (225,463.3 ) 10,458.6 Property, plant and equipment, net - - - 3.3 1,599.1 - 1,602.4 Investments and other assets - - - 12.6 392.9 - 405.5 Investment in subsidiaries 76,296.1 79,982.2 - 4,752.3 - (161,030.6 ) - Non current assets held for sale - - - 39.4 10,597.4 - 10,636.8 Deferred tax assets - - - - 77.6 - 77.6 Product rights and other intangibles - - - - 66,535.8 - 66,535.8 Goodwill - - - - 46,724.0 - 46,724.0 Total assets $ 76,296.2 $ 176,226.7 $ 25,444.3 $ 5,474.7 $ 239,492.7 $ (386,493.9 ) $ 136,440.7 Current liabilities: Accounts payable and accrued expenses - 3.4 74.6 122.7 4,458.8 - 4,659.5 Intercompany payables - 92,469.5 873.1 9,780.7 122,340.0 (225,463.3 ) - Payable to Parents - - - - 1,561.1 - 1,561.1 Income taxes payable - - - 0.6 67.9 - 68.5 Current portion of long-term debt and capital leases - 1,420.6 1,475.5 - 1,119.6 - 4,015.7 Current liabilities held for sale - - - 1.2 1,409.0 - 1,410.2 Total current liabilities - 93,893.5 2,423.2 9,905.2 130,956.4 (225,463.3 ) 11,715.0 Long-term debt and capital leases - 6,693.8 23,020.6 4,251.1 4,586.3 - 38,551.8 Other long-term liabilities - - - 1.9 1,022.1 - 1,024.0 Non current liabilities held for sale - - - 512.4 512.4 Other taxes payable - - - 20.1 757.3 - 777.4 Deferred tax liabilities - - - - 7,563.9 - 7,563.9 Total liabilities - 100,587.3 25,443.8 14,178.3 145,398.4 (225,463.3 ) 60,144.5 Total equity 76,296.2 75,639.4 0.5 (8,703.6 ) 94,094.3 (161,030.6 ) 76,296.2 Total liabilities and equity $ 76,296.2 $ 176,226.7 $ 25,444.3 $ 5,474.7 $ 239,492.7 $ (386,493.9 ) $ 136,440.7 Warner Chilcott Limited Consolidating Balance Sheets As of December 31, 2015 ($ in millions) Current assets: Warner Chilcott Limited (Parent Guarantor) Actavis Capital S.a.r.l. (Guarantor) Actavis Funding SCS (Issuer) Actavis Inc. (Issuer and Guarantor) Non- guarantors Eliminations Consolidated Warner Chilcott Limited Cash and cash equivalents $ - $ 13.5 $ - $ 2.0 $ 1,020.7 $ - $ 1,036.2 Marketable securities - - - - 9.3 - 9.3 Accounts receivable, net - - - - 2,401.6 - 2,401.6 Receivable from Parents - - - - 457.3 - 457.3 Inventories - - - - 1,009.7 - 1,009.7 Intercompany receivables - 94,999.2 25,225.6 302.4 101,864.8 (222,392.0 ) - Prepaid expenses and other current assets - 5.0 6.1 508.6 - 519.7 Current assets held for sale - - - - 3,540.3 - 3,540.3 Total current assets - 95,017.7 25,225.6 310.5 110,812.3 (222,392.0 ) 8,974.1 Property, plant and equipment, net - - - 34.3 1,539.6 - 1,573.9 Investments and other assets - - - 33.6 384.3 - 417.9 Investment in subsidiaries 75,571.6 79,597.3 - 5,417.2 - (160,586.1 ) - Non current assets held for sale - - - 45.8 10,495.5 - 10,541.3 Deferred tax assets - - - - 49.5 - 49.5 Product rights and other intangibles - - - - 67,931.7 - 67,931.7 Goodwill - - - - 46,551.5 - 46,551.5 Total assets $ 75,571.6 $ 174,615.0 $ 25,225.6 $ 5,841.4 $ 237,764.4 $ (382,978.1 ) $ 136,039.9 Current liabilities: Accounts payable and accrued expenses - 3.9 210.5 171.5 3,909.5 - 4,295.4 Intercompany payables - 92,093.5 526.3 9,245.0 120,527.2 (222,392.0 ) - Payable to Parents - - - - 1,466.8 - 1,466.8 Income taxes payable - - - 44.1 10.1 - 54.2 Current portion of long-term debt and capital leases - 749.1 475.5 - 1,171.9 - 2,396.5 Current liabilities held for sale - - - 23.3 1,468.5 - 1,491.8 Total current liabilities - 92,846.5 1,212.3 9,483.9 128,554.0 (222,392.0 ) 9,704.7 Long-term debt and capital leases - 6,995.0 24,013.0 4,269.4 4,856.5 - 40,133.9 Other long-term liabilities - - - - 1,262.0 - 1,262.0 Non current liabilities for sale 580.1 580.1 Other taxes payable - - - 72.1 729.8 - 801.9 Deferred tax liabilities - - - - 7,985.7 - 7,985.7 Total liabilities - 99,841.5 25,225.3 13,825.4 143,968.1 (222,392.0 ) 60,468.3 Total equity 75,571.6 74,773.5 0.3 (7,984.0 ) 93,796.3 (160,586.1 ) 75,571.6 Total liabilities and equity $ 75,571.6 $ 174,615.0 $ 25,225.6 $ 5,841.4 $ 237,764.4 $ (382,978.1 ) $ 136,039.9 Warner Chilcott Limited Consolidating Statements of Operations For the Three Months Ended March 31, 2016 (Unaudited; in millions) Warner Chilcott Limited (Parent Guarantor) Actavis Capital S.a.r.l. (Guarantor) Actavis Funding SCS (Issuer) Actavis Inc. (Issuer and Guarantor) Non- guarantors Eliminations Consolidated Warner Chilcott Limited Net revenues $ - $ - $ - $ - $ 3,795.9 $ - $ 3,795.9 Operating expenses: Cost of sales (excludes amortization and impairment of acquired intangibles including product rights) - - - - 811.8 - 811.8 Research and development - - - - 403.1 - 403.1 Selling and marketing - - - - 795.8 - 795.8 General and administrative - 0.5 - 8.3 318.6 - 327.4 Amortization - - - - 1,592.1 - 1,592.1 In-process research and development impairments - - - - 6.0 - 6.0 Asset sales and impairments, net - - - - (1.7 ) - (1.7 ) Total operating expenses - 0.5 - 8.3 3,925.7 - 3,934.5 Operating income / (loss) - (0.5 ) - (8.3 ) (129.8 ) - (138.6 ) Non-operating income (expense): Interest income / (expense), net - 481.5 0.2 (39.1 ) (772.3 ) - (329.7 ) Other income (expense), net - - - - 0.5 - 0.5 Total other income (expense), net - 481.5 0.2 (39.1 ) (771.8 ) - (329.2 ) Income / (loss) before income taxes and noncontrolling interest - 481.0 0.2 (47.4 ) (901.6 ) - (467.8 ) Provision for income taxes - - - 7.3 (409.3 ) - (402.0 ) (Earnings) / losses of equity interest subsidiaries (270.9 ) 202.0 - (327.6 ) - 396.5 - Net (loss) from continuing operations, net of tax $ 270.9 $ 279.0 $ 0.2 $ 272.9 $ (492.3 ) $ (396.5 ) $ (65.8 ) Income / (loss) from discontinued operations — — — - 337.4 — 337.4 Net (loss) $ 270.9 $ 279.0 $ 0.2 $ 272.9 $ (154.9 ) $ (396.5 ) $ 271.6 (Income) / loss attributable to noncontrolling interest - - - - (0.7 ) - (0.7 ) Net income / (loss) attributable to ordinary shareholders $ 270.9 $ 279.0 $ 0.2 $ 272.9 $ (155.6 ) $ (396.5 ) $ 270.9 Other comprehensive income / (loss) 522.5 586.9 - - 522.5 (1,109.4 ) 522.5 Comprehensive income / (loss) $ 793.4 $ 865.9 $ 0.2 $ 272.9 $ 366.9 $ (1,505.9 ) $ 793.4 Warner Chilcott Limited Consolidating Statements of Operations For the Three Months Ended March 31, 2015 (Unaudited; in millions) Warner Chilcott Limited (Parent Guarantor) Actavis Capital S.a.r.l. (Guarantor) Actavis Funding SCS (Issuer) Actavis Inc. (Issuer and Guarantor) Non- guarantors Eliminations Consolidated Warner Chilcott Limited Net revenues $ - $ - $ - $ - $ 2,562.6 $ - $ 2,562.6 Operating expenses: Cost of sales (excludes amortization and impairment of acquired intangibles including product rights) - - - - 1,020.1 - 1,020.1 Research and development - - - - 317.7 - 317.7 Selling and marketing - - - - 569.6 - 569.6 General and administrative - 212.2 16.0 9.8 298.9 - 536.9 Amortization - - - - 787.8 - 787.8 Asset sales and impairments, net - - - - 4.6 - 4.6 Total operating expenses - 212.2 16.0 9.8 2,998.7 - 3,236.7 Operating income / (loss) - (212.2 ) (16.0 ) (9.8 ) (436.1 ) - (674.1 ) Non-operating income (expense): Interest income / (expense), net - 52.4 (17.1 ) (43.8 ) (161.6 ) - (170.1 ) Other income (expense), net - (263.5 ) 31.0 0.1 34.5 - (197.9 ) Total other income (expense), net - (211.1 ) 13.9 (43.7 ) (127.1 ) - (368.0 ) Income / (loss) before income taxes and noncontrolling interest - (423.3 ) (2.1 ) (53.5 ) (563.2 ) - (1,042.1 ) Provision for income taxes - - - (22.5 ) (236.5 ) - (259.0 ) (Earnings) / losses of equity interest subsidiaries 508.4 (9.7 ) - (244.0 ) - (254.7 ) - Net (loss) from continuing operations, net of tax $ (508.4 ) $ (413.6 ) $ (2.1 ) $ 213.0 $ (326.7 ) $ 254.7 $ (783.1 ) Income / (loss) from discontinued operations - - - 274.4 - 274.4 Net (loss) $ (508.4 ) $ (413.6 ) $ (2.1 ) $ 213.0 $ (52.3 ) $ 254.7 $ (508.7 ) (Income) / loss attributable to noncontrolling interest - - - - 0.3 - 0.3 Net income / (loss) attributable to ordinary shareholders $ (508.4 ) $ (413.6 ) $ (2.1 ) $ 213.0 $ (52.0 ) $ 254.7 $ (508.4 ) Other Comprehensive income / (loss) (317.9 ) (230.9 ) - - (317.9 ) 548.8 (317.9 ) Comprehensive income / (loss) $ (826.3 ) $ (644.5 ) $ (2.1 ) $ 213.0 $ (369.9 ) $ 803.5 $ (826.3 ) Warner Chilcott Limited Consolidating Statement of Cash Flows For the Three Months Ended March 31, 2016 (Unaudited; in millions) Warner Chilcott Limited (Parent Guarantor) Actavis Capital S.a.r.l. (Guarantor) Actavis Funding SCS (Issuer) Actavis Inc. (Issuer and Guarantor) Non- guarantors Eliminations Consolidated Warner Chilcott Limited Cash Flows From Operating Activities: Net income / (loss) $ 270.9 $ 279.0 $ 0.2 $ 272.9 $ (154.9 ) $ (396.5 ) $ 271.6 Reconciliation to net cash provided by operating activities: (Earnings) / losses of equity interest subsidiaries (270.9 ) 202.0 - (327.6 ) - 396.5 - Depreciation - - - 0.5 41.6 - 42.1 Amortization - - - - 1,592.1 - 1,592.1 Provision for inventory reserve - - - - 59.2 - 59.2 Share-based compensation - - - - 99.0 - 99.0 Deferred income tax benefit - - - - (519.2 ) - (519.2 ) In-process research and development impairments - - - - 6.0 - 6.0 Loss / (gain) on asset sales and impairments, net - - - (1.7 ) (1.7 ) Amortization of inventory step-up - - - - 42.4 - 42.4 Amortization of deferred financing costs - 1.8 6.1 - 2.1 - 10.0 Contingent consideration adjustments, including accretion - - - - 33.6 - 33.6 Dividends from subsidiaries 69.6 - - - - (69.6 ) - Other, net - - - - (9.1 ) - (9.1 ) Changes in assets and liabilities (net of effects of acquisitions) 0.1 (834.5 ) (6.3 ) 54.5 476.4 - (309.8 ) Net cash provided by operating activities 69.7 (351.7 ) - 0.3 1,667.5 (69.6 ) 1,316.2 Cash Flows From Investing Activities: Additions to property plant and equipment - - - (1.1 ) (83.8 ) - (84.9 ) Additions to product rights and other intangibles - - - - - - - Additions to investments - - - - - - - Proceeds from sale of investments and other assets - - - 19.0 - 19.0 Proceeds from sales of property, plant and equipment - - - - 12.1 - 12.1 Acquisitions of business, net of cash acquired - - - - - - - Net cash (used in) investing activities - - - (1.1 ) (52.7 ) - (53.8 ) Cash Flows From Financing Activities: Proceeds from borrowings of long-term indebtedness - - - - - - - Proceeds from borrowings on credit facility - 900.0 - - - - 900.0 Debt issuance and other financing costs - - - - - - - Payments on debt, including capital lease obligations - (532.0 ) - - (322.2 ) - (854.2 ) Payments of contingent consideration - - - - (32.3 ) - (32.3 ) Dividends to Parent (69.6 ) - - - (69.6 ) 69.6 (69.6 ) Contribution from Parent - - - - - - - Net cash provided by / (used in) financing activities (69.6 ) 368.0 - - (424.1 ) 69.6 (56.1 ) Effect of currency exchange rate changes on cash and cash equivalents - - - - 5.2 - 5.2 Movement in cash held for sale - - - - - - - Net increase / (decrease) in cash and cash equivalents 0.1 16.3 - (0.8 ) 1,195.9 - 1,211.5 Cash and cash equivalents at beginning of period - 13.5 - 2.0 1,020.7 - 1,036.2 Cash and cash equivalents at end of period $ 0.1 $ 29.8 $ - $ 1.2 $ 2,216.6 $ - $ 2,247.7 Warner Chilcott Limited Consolidating Statement of Cash Flows For the Three Months Ended March 31, 2015 (Unaudited; in millions) Warner Chilcott Limited (Parent Guarantor) Actavis Capital S.a.r.l. (Guarantor) Actavis Funding SCS (Issuer) Actavis Inc. (Issuer and Guarantor) Non- guarantors Eliminations Consolidated Warner Chilcott Limited Cash Flows From Operating Activities: Net income / (loss) $ (508.4 ) $ (413.6 ) $ (2.1 ) $ 213.0 $ (52.3 ) $ 254.7 $ (508.7 ) Reconciliation to net cash provided by operating activities: (Earnings) / losses of equity interest subsidiaries 508.4 (9.7 ) - (244.0 ) - (254.7 ) - Depreciation - - - 0.1 57.1 - 57.2 Amortization - - - - 925.4 - 925.4 Provision for inventory reserve - - - - 30.3 - 30.3 Share-based compensation - - - 12.0 213.5 - 225.5 Deferred income tax benefit - - - - (304.3 ) - (304.3 ) In-process research and development impairments - - - - 3.7 - 3.7 Loss / (gain) on asset sales and impairments, net - - - - 54.1 - 54.1 Amortization of inventory step-up - - - - 212.9 - 212.9 Amortization of deferred financing costs - 264.2 2.5 1.0 0.6 - 268.3 Contingent consideration adjustments, including accretion - - - - 28.8 - 28.8 Other, net - - - - (6.5 ) - (6.5 ) Changes in assets and liabilities (net of effects of acquisitions) (0.1 ) (5,654.9 ) (20,812.3 ) 30.2 25,977.1 - (460.0 ) Net cash provided by operating activities (0.1 ) (5,814.0 ) (20,811.9 ) 12.3 27,140.4 - 526.7 Cash Flows From Investing Activities: Additions to property plant and equipment - - - (11.5 ) (125.1 ) - (136.6 ) Additions to product rights and other intangibles - - - - (8.5 ) - (8.5 ) Additions to investments (9,000.8 ) (9,000.8 ) - - (15.0 ) 18,001.6 (15.0 ) Proceeds from sale of investments and other assets - - - - 790.5 - 790.5 Proceeds from sales of property, plant and equipment - - - - 74.9 - 74.9 Acquisitions of business, net of cash acquired - - - - (34,646.2 ) - (34,646.2 ) Net cash (used in) investing activities (9,000.8 ) (9,000.8 ) - (11.5 ) (33,929.4 ) 18,001.6 (33,940.9 ) Cash Flows From Financing Activities: Proceeds from borrowings of long-term indebtedness - 5,500.0 20,955.6 - - - 26,455.6 Proceeds from borrowings on credit facility - 2,810.0 - - - 2,810.0 Debt issuance and other financing costs - (167.1 ) (143.7 ) - - - (310.8 ) Payments on debt, including capital lease obligations - (2,334.1 ) - - (325.9 ) - (2,660.0 ) Payments of contingent consideration - - - - (24.6 ) - (24.6 ) Contribution from Parent 9,000.8 9,000.8 - - 9,000.8 (18,001.6 ) 9,000.8 Net cash provided by / (used in) financing activities 9,000.8 14,809.6 20,811.9 - 8,650.3 (18,001.6 ) 35,271.0 Effect of currency exchange rate changes on cash and cash equivalents - - - - (4.8 ) - (4.8 ) Movement in cash held for sale - - - - - - - Net increase / (decrease) in cash and cash equivalents (0.1 ) (5.2 ) - 0.8 1,856.5 - 1,852.0 Cash and cash equivalents at beginning of period 0.1 5.5 - 1.5 237.2 - 244.3 Cash and cash equivalents at end of period $ - $ 0.3 $ - $ 2.3 $ 2,093.7 $ - $ 2,096.3 |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2016 | |
Subsequent Events [Abstract] | |
Subsequent Events | NOTE 22 – Subsequent Events On November 23, 2015, the Company announced that it entered into a definitive merger agreement (the “Pfizer Agreement”) under which Pfizer Inc. (“Pfizer”), a global innovative biopharmaceutical company, and Allergan plc would merge in a stock and cash transaction. On April 6, 2016, the Company announced that its merger agreement with Pfizer was terminated by mutual agreement. In connection with the termination of the merger agreement, Pfizer has agreed to pay the Company $150.0 million for reimbursement of expenses associated with the transaction which will be reported as other income in the three months ending June 30, 2016. On April 6, 2016, the Company announced that they entered an agreement with Heptares Therapeutics (“Heptares”) under which the Company will license exclusive global rights to a broad portfolio of novel subtype-selective muscarinic receptor agonists in development for the treatment of major neurological disorders, including Alzheimer's disease. Under the terms of the agreement, Heptares will receive an upfront payment of $125.0 million and is eligible to receive contingent milestone payments of up to approximately $665.0 million associated with the successful Phase 1, 2 and 3 clinical development studies and the launch of the first three licensed compounds for multiple indications and up to approximately $2.575 billion associated with achieving certain annual sales thresholds during the several years following launch. In addition, Heptares is eligible to receive royalties on net sales of all products resulting from the partnership. On April 21, 2016, the Company acquired Topokine Therapeutics (“Topokine”), a privately held, clinical-stage biotechnology company focused on developing topical medicines for fat reduction. Under the terms of the agreement, the Company acquired Topokine for an upfront payment of $85.0 million and success-based development and sales milestones of up to $260.0 million for XAF5, a first-in-class topical agent in late-stage development for the treatment of steatoblepharon, also known as undereye bags. |
Summary of Significant Accoun29
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2016 | |
Accounting Policies [Abstract] | |
Reclassifications | Reclassifications In April 2015, the FASB issued guidance which changes the classification of debt issuance costs from being an asset on the balance sheet to netting the costs against the carrying value of the debt. As a result, the Company reclassified debt issuance costs as of December 31, 2015 by decreasing “prepaid expenses and other current assets” and “current portion of long-term debt and capital leases” by $36.3 million as well as decreasing “investments and other assets” and “long-term debt and capital leases” by $159.5 million. In addition, the Company made certain presentation reclassifications relating to segment results and guarantor financial statements. |
Revenue Recognition | Revenue Recognition General Revenue from product sales is recognized when title and risk of loss to the product transfers to the customer, which is based on the transaction shipping terms. Recognition of revenue also requires reasonable assurance of collection of sales proceeds, the seller’s price to the buyer to be fixed or determinable and the completion of all performance obligations. The Company warrants products against defects and for specific quality standards, permitting the return of products under certain circumstances. Product sales are recorded net of all sales-related deductions including, but not limited to: chargebacks, trade discounts, billback adjustments, sales returns and allowances, commercial and government rebates, customer loyalty programs and fee for service arrangements with certain distributors, which we refer to in the aggregate as “SRA” allowances. Royalty and commission revenue is recognized as a component of net revenues in accordance with the terms of their respective contractual agreements when collectability is reasonably assured and when revenue can be reasonably measured. |
Provisions for SRAs | Provisions for SRAs As is customary in the pharmaceutical industry, our gross product sales are subject to a variety of deductions in arriving at reported net product sales. When the Company recognizes gross revenue from the sale of products, an estimate of SRA is recorded, which reduces the product revenues. Accounts receivable and/or accrued liabilities are also reduced and/or increased by the SRA amount depending on whether we have the right of offset with the customer. These provisions are estimated based on historical payment experience, historical relationship of the deductions to gross product revenues, government regulations, estimated utilization or redemption rates, estimated customer inventory levels and current contract sales terms. The estimation process used to determine our SRA provision has been applied on a consistent basis and no material revenue adjustments have been necessary to increase or decrease our reserves for SRA as a result of a significant change in underlying estimates. The Company uses a variety of methods to assess the adequacy of the SRA reserves to ensure that our financial statements are fairly stated. Chargebacks — A chargeback represents an amount payable in the future to a wholesaler for the difference between the invoice price paid by our wholesale customer for a particular product and the negotiated contract price that the wholesaler’s customer pays for that product. The chargeback provision and related reserve varies with changes in product mix, changes in customer pricing and changes to estimated wholesaler inventories. The provision for chargebacks also takes into account an estimate of the expected wholesaler sell-through levels to indirect customers at certain contract prices. The Company validates the chargeback accrual quarterly through a review of the inventory reports obtained from our largest wholesale customers. This customer inventory information is used to verify the estimated liability for future chargeback claims based on historical chargeback and contract rates. These large wholesalers represent the vast majority of the recipients of the Company’s chargeback payments. We continually monitor current pricing trends and wholesaler inventory levels to ensure the liability for future chargebacks is fairly stated. Rebates — Rebates include volume related incentives to direct and indirect customers, third-party managed care and Medicare Part D rebates, Medicaid rebates and other government rebates. Rebates are accrued based on an estimate of claims to be paid for product sold into trade by the Company. Volume rebates are generally offered to customers as an incentive to use the Company’s products and to encourage greater product sales. These rebate programs include contracted rebates based on customers’ purchases made during an applicable monthly, quarterly or annual period. The provision for third-party rebates is estimated based on our customers’ contracted rebate programs and the Company’s historical experience of rebates paid. Any significant changes to our customer rebate programs are considered in establishing the provision for rebates. The provisions for government rebates are based, in part, upon historical experience of claims submitted by the various states / authorities, contractual terms and government regulations. We monitor legislative changes to determine what impact such legislation may have on our provision. Cash Discounts — Cash discounts are provided to customers that pay within a specific period. The provision for cash discounts is estimated based upon invoice billings and historical customer payment experience. The Company’s experience of payment history is fairly consistent and most customer payments qualify for the cash discount. Returns and Other Allowances — The Company’s provision for returns and other allowances include returns, pricing adjustments, promotional allowances, loyalty cards and billback adjustments. Consistent with industry practice, the Company maintains a returns policy that allows customers to return product for a credit. In accordance with the Company’s policy, credits for customer returns of products are applied against outstanding account activity or are settled in cash. Product exchanges are not permitted. Customer returns of product are generally not resalable. The Company’s estimate of the provision for returns is based upon historical experience and current trends of actual customer returns. Additionally, we consider other factors when estimating the current period returns provision, including levels of inventory in the distribution channel, as well as significant market changes which may impact future expected returns. Pricing adjustments, which includes shelf stock adjustments, (primarily relate to our generics business held for sale) are credits issued to reflect price decreases in selling prices charged to the Company’s direct customers. Shelf stock adjustments are based upon the amount of product our customers have in their inventory at the time of an agreed-upon price reduction. The provision for shelf stock adjustments is based upon specific terms with the Company’s customers and includes estimates of existing customer inventory levels based upon their historical purchasing patterns. We regularly monitor all price changes to evaluate the Company’s reserve balances. The adequacy of these reserves is readily determinable as pricing adjustments and shelf stock adjustments are negotiated and settled on a customer-by-customer basis. Promotional allowances are credits that are issued in connection with a product launch or as an incentive for customers to carry our product. The Company establishes a reserve for promotional allowances based upon contractual terms. Billback adjustments, which primarily relate to our generics business held for sale, are credits that are issued to certain customers who purchase directly from us as well as indirectly through a wholesaler. These credits are issued in the event there is a difference between the customer’s direct and indirect contract price. The provision for billbacks is estimated based upon historical purchasing patterns of qualified customers who purchase product directly from us and supplement their purchases indirectly through our wholesale customers. Loyalty cards allow the end user patients a discount per prescription and are accrued based on historical experience, contract terms and the volume of product and cards in the distribution channel. Accounts receivable balances in the Company’s consolidated financial statements are presented net of SRA estimates. SRA balances in accounts receivable were $208.1 million and $263.8 million at March 31, 2016 and December 31, 2015, respectively. SRA balances within accounts payable and accrued expenses were $1,800.7 million and $1,570.0 million at March 31, 2016 and December 31, 2015, respectively. The movements in the SRA reserve balances for continuing operations in the three months ended March 31, 2016 are as follows ($ in millions): Balance as of December 31, 2015 $ 1,833.8 Provision to reduce gross product sales to net product sales 1,668.0 Payments and other (1,493.0 ) Balance as of March 31, 2016 $ 2,008.8 The provisions recorded to reduce gross product sales to net product sales, excluding discontinued operations, were as follows ($ in millions): Three Months Ended March 31, 2016 2015 Gross product sales $ 5,429.4 $ 3,576.7 Provisions to reduce gross product sales to net product sales (1,668.0 ) (1,041.1 ) Net product sales $ 3,761.4 $ 2,535.6 Percentage of provisions to gross sales 30.7 % 29.1 % The Company also had SRA reserves relating to discontinued operations of $1,598.3 million and $1,720.1 million as of March 31, 2016 and December 31, 2015, respectively. |
Litigation and Contingencies | Litigation and Contingencies The Company is involved in various legal proceedings in the normal course of its business, including product liability litigation, intellectual property litigation, employment litigation and other litigation. Additionally, the Company, in consultation with its counsel, assesses the need to record a liability for contingencies on a case-by-case basis in accordance with FASB Accounting Standards Codification (“ASC”) Topic 450 “Contingencies” (“ASC 450”). Accruals are recorded when the Company determines that a loss related to a matter is both probable and reasonably estimable. These accruals are adjusted periodically as assessment efforts progress or as additional information becomes available. Acquired contingencies in business combinations are recorded at fair value to the extent determinable, otherwise in accordance ASC 450. Refer to “NOTE 20 — Commitments and Contingencies” for more information. |
Earnings Per Share ("EPS") | Earnings Per Share (“EPS”) The Company computes EPS in accordance with ASC Topic 260, “Earnings Per Share” (“ASC 260”) and related guidance, which requires two calculations of EPS to be disclosed: basic and diluted. Basic EPS is computed by dividing net (loss) / income by the weighted average ordinary shares outstanding during a period. Diluted EPS is based on the treasury stock method and includes the effect from potential issuance of ordinary shares, such as shares issuable pursuant to the exercise of stock options and restricted stock units. Diluted EPS also includes the impact of ordinary share equivalents to be issued upon the mandatory conversion of the Company’s preferred shares. Ordinary share equivalents have been excluded where their inclusion would be anti-dilutive. A reconciliation of the numerators and denominators of basic and diluted EPS consisted of the following ($ in millions, except per share amounts): Three Months Ended March 31, 2016 2015 Net income / (loss): Net (loss) attributable to ordinary shareholders excluding income/(loss) from discontinued operations, net of tax $ (151.3 ) $ (809.6 ) Income from discontinued operations, net of tax 337.4 274.4 Net income / (loss) attributable to ordinary shareholders $ 186.1 $ (535.2 ) Basic weighted average ordinary shares outstanding 394.8 289.5 Basic EPS: Continuing operations $ (0.38 ) $ (2.80 ) Discontinued operations $ 0.85 $ 0.95 Net income / (loss) per share $ 0.47 $ (1.85 ) Diluted weighted average ordinary shares outstanding 394.8 289.5 Diluted EPS: Continuing operations $ (0.38 ) $ (2.80 ) Discontinued operations $ 0.85 $ 0.95 Net income / (loss) per share $ 0.47 $ (1.85 ) Stock awards to purchase 5.4 million ordinary shares for the three months ended March 31, 2016, were outstanding, but not included in the computation of diluted EPS, because the awards were anti-dilutive for continuing operations and as such the treatment for discontinued operations is also anti-dilutive. The weighted average impact of ordinary share equivalents of 17.6 million for the three months ended March 31 2016, which are anticipated to result from the mandatory conversion of the Company’s preferred shares were not included in the calculation of diluted EPS as their impact would be anti-dilutive. Stock awards to purchase 3.5 million ordinary shares during the three months ended March 31, 2015 were outstanding, but not included in the computation of diluted EPS, because the impact of the awards were anti-dilutive for continuing operations and as such the treatment for discontinued operations is also anti-dilutive. The weighted average impact of ordinary share equivalents of 5.5 million which are anticipated to result from the mandatory conversion of the Company’s preferred shares as of March 31, 2015 were not included in the calculation of diluted EPS as their impact would be anti-dilutive. |
Restructuring Costs | Restructuring Costs The Company records liabilities for costs associated with exit or disposal activities in the period in which the liability is incurred. In accordance with existing benefit arrangements, employee severance costs are accrued when the restructuring actions are probable and estimable. Costs for one-time termination benefits in which the employee is required to render service until termination in order to receive the benefits are recognized ratably over the future service period. The Company also incurs costs with contract terminations and costs of transferring products as part of restructuring activities. Refer to “NOTE 19 — Business Restructuring Charges” for more information. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements On May 28, 2014, the FASB issued Accounting Standards Update No. 2014-09, Revenue from Contracts with Customers (Topic 606), with an effective date for annual reporting periods beginning after December 15, 2016, including interim periods within that reporting period, for public business entities, certain not-for-profit entities, and certain employee benefit plans. The effective date for ASU 2014-09 was deferred by one year through the issuance of ASU 2015-14, Revenue from Contracts with Customers – Deferral of the Effective Date, to annual reporting periods beginning after December 15, 2017, including interim reporting periods within that reporting period. Earlier application is permitted only as of annual reporting periods beginning after December 15, 2016, including interim reporting periods within that reporting period. The Company is evaluating the impact, if any, the pronouncement will have on both historical and future financial positions and results of operations. In January 2016, the FASB issued Accounting Standards Update 2016-01, which changes the requirement to require equity securities (including other ownership interests, such as partnerships, unincorporated joint ventures, and limited liability companies) to be measured at fair value with changes in the fair value recognized through net income. This update is effective for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years. The adoption of this guidance is not anticipated to have a material impact on the Company’s financial position or results of operations. In February 2016, the FASB issued Accounting Standards Update 2016-02, which states that a lessee should recognize the assets and liabilities that arise from leases. This update is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. The Company is evaluating the impact, if any, the pronouncement will have on our financial positions and results of operations. In March 2016, the FASB issued ASU No. 2016-09, Compensation - Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting. The amendments are intended to improve the accounting for employee share-based payments and affect all organizations that issue share-based payment awards to their employees. Several aspects of the accounting for share-based payment award transactions are simplified, including: (a) income tax consequences; (b) classification of awards as either equity or liabilities; and (c) classification on the statement of cash flows. The amendments are effective for annual periods beginning after December 15, 2016, and interim periods within those annual periods. Early adoption is permitted for any organization in any interim or annual period. The Company is evaluating the impact the pronouncement will have on our financial positions and results of operations . In March 2016, the FASB has issued ASU No. 2016-08, Revenue from Contracts with Customers (Topic 606): Principal versus Agent Considerations (Reporting Revenue Gross versus Net). The amendments relate to when another party, along with the entity, is involved in providing a good or service to a customer. Topic 606 Revenue from Contracts with Customers requires an entity to determine whether the nature of its promise is to provide that good or service to the customer (i.e., the entity is a principal) or to arrange for the good or service to be provided to the customer by the other party (i.e., the entity is an agent). The amendments are intended to improve the operability and understandability of the implementation guidance on principal versus agent considerations. The effective date and transition of these amendments is the same as the effective date and transition requirements in Topic 606. The Company is evaluating the impact, if any, the pronouncement will have on both historical and future financial positions and results of operations. In April 2016, the FASB issued Accounting Standards Update (“ASU”) No. 2016-10, Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing. The amendments clarify the following two aspects of Topic 606: (a) identifying performance obligations; and (b) the licensing implementation guidance. The amendments do not change the core principle of the guidance in Topic 606. The effective date and transition requirements for the amendments are the same as the effective date and transition requirements in Topic 606. The Company is evaluating the impact, if any, the pronouncement will have on both historical and future financial positions and results of operations. |
Reconciliation of Warner Chil30
Reconciliation of Warner Chilcott Limited Results to Allergan plc Results (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Adjusted Earnings Before Interest Taxes Depreciation And Amortization And Other Non Cash Items [Abstract] | |
Summary of Assets Reconciliation Results of Warner Chilcott Limited to Allergan Plc | March 31, 2016 December 31, 2015 Allergan plc Warner Chilcott Limited Difference Allergan plc Warner Chilcott Limited Difference Cash and cash equivalents $ 2,260.8 $ 2,247.7 $ 13.1 $ 1,096.0 $ 1,036.2 $ 59.8 Accounts receivable, net 2,652.8 2,652.8 - 2,401.6 2,401.6 - Prepaid expenses and other current assets 634.3 631.9 2.4 522.2 519.7 2.5 Property, plant and equipment, net 1,602.4 1,602.4 - 1,573.9 1,573.9 - Accounts payable and accrued liabilities 4,701.1 4,659.5 41.6 4,349.5 4,295.4 54.1 |
Summary of Operating Profit Loss Reconciliation Results of Warner Chilcott Limited to Allergan Plc | Three Months Ended March 31, 2016 Three Months Ended March 31, 2015 Allergan plc Warner Chilcott Limited Difference Allergan plc Warner Chilcott Limited Difference General and administrative expenses $ 342.6 $ 327.4 $ 15.2 $ 540.5 $ 536.9 $ 3.6 Operating (loss) (153.8 ) (138.6 ) (15.2 ) (677.7 ) (674.1 ) (3.6 ) (Loss) before income taxes and noncontrolling interest (483.0 ) (467.8 ) (15.2 ) (1,045.7 ) (1,042.1 ) (3.6 ) (Benefit) for income taxes (402.0 ) (402.0 ) - (259.0 ) (259.0 ) - Net (loss) from continuing operations, net of tax (81.0 ) (65.8 ) (15.2 ) (786.7 ) (783.1 ) (3.6 ) Net income / (loss) 256.4 271.6 (15.2 ) (512.3 ) (508.7 ) (3.6 ) Dividends on preferred stock 69.6 - 69.6 23.2 - 23.2 Net income / (loss) attributable to ordinary shareholder/members 186.1 270.9 (84.8 ) (535.2 ) (508.4 ) (26.8 ) |
Summary of Significant Accoun31
Summary of Significant Accounting Policies (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Summary Of Significant Accounting Policies [Line Items] | |
Summary of Activity in Gross-to-Net Revenue Excluding Discontinued Operations | The provisions recorded to reduce gross product sales to net product sales, excluding discontinued operations, were as follows ($ in millions): Three Months Ended March 31, 2016 2015 Gross product sales $ 5,429.4 $ 3,576.7 Provisions to reduce gross product sales to net product sales (1,668.0 ) (1,041.1 ) Net product sales $ 3,761.4 $ 2,535.6 Percentage of provisions to gross sales 30.7 % 29.1 % |
Earnings Per Share | A reconciliation of the numerators and denominators of basic and diluted EPS consisted of the following ($ in millions, except per share amounts): Three Months Ended March 31, 2016 2015 Net income / (loss): Net (loss) attributable to ordinary shareholders excluding income/(loss) from discontinued operations, net of tax $ (151.3 ) $ (809.6 ) Income from discontinued operations, net of tax 337.4 274.4 Net income / (loss) attributable to ordinary shareholders $ 186.1 $ (535.2 ) Basic weighted average ordinary shares outstanding 394.8 289.5 Basic EPS: Continuing operations $ (0.38 ) $ (2.80 ) Discontinued operations $ 0.85 $ 0.95 Net income / (loss) per share $ 0.47 $ (1.85 ) Diluted weighted average ordinary shares outstanding 394.8 289.5 Diluted EPS: Continuing operations $ (0.38 ) $ (2.80 ) Discontinued operations $ 0.85 $ 0.95 Net income / (loss) per share $ 0.47 $ (1.85 ) |
Continuing Operations [Member] | |
Summary Of Significant Accounting Policies [Line Items] | |
Movements in SRA Reserve Balances | The movements in the SRA reserve balances for continuing operations in the three months ended March 31, 2016 are as follows ($ in millions): Balance as of December 31, 2015 $ 1,833.8 Provision to reduce gross product sales to net product sales 1,668.0 Payments and other (1,493.0 ) Balance as of March 31, 2016 $ 2,008.8 |
Acquisitions and Other Agreem32
Acquisitions and Other Agreements (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Pro Forma Results of Businesses Acquired | The pro forma results of the businesses acquired that materially impacted the reported results of the Company are as follows (unaudited; $ in millions except per share information): Three Months Ended March 31, 2015 As reported Allergan Acquisition Pro Forma Net Revenue $ 2,562.6 $ 1,523.0 $ 4,085.6 Net (loss) / income attributable to ordinary shareholders $ (535.2 ) $ 377.7 $ (157.5 ) Net (loss) per share Basic $ (1.85 ) $ (0.40 ) Diluted $ (1.85 ) $ (0.40 ) |
Summary of Transaction and Integration Costs | As a result of the Forest Acquisition, the Company incurred the following transaction and integration costs in the three months ended March 31, 2016 and March 31, 2015, respectively ($ in millions): Three Months Ended March 31, 2016 Three Months Ended March 31, 2015 Cost of sales Stock-based compensation acquired for Forest employees $ 0.5 $ 1.2 Acquisition, integration and restructuring related charges - 1.0 Research and development Stock-based compensation acquired for Forest employees 4.1 16.0 Acquisition, integration and restructuring related charges 0.1 8.8 Selling and marketing Stock-based compensation acquired for Forest employees 7.4 19.6 Acquisition, integration and restructuring related charges - 16.8 General and administrative Stock-based compensation acquired for Forest employees 8.1 21.1 Other integration charges - 1.6 Acquisition, integration and restructuring related charges 1.2 11.4 Total transaction and integration costs $ 21.4 $ 97.5 |
AqueSys [Member] | |
Summary of Fair Values of Assets Acquired and Liabilities Assumed at Acquisition Date | The following table summarizes the final fair values of the assets acquired and liabilities assumed at the acquisition date ($ in millions): Amount Cash and cash equivalents $ 6.2 Current assets 1.2 IPR&D intangible assets 302.0 Intangible assets 221.0 Goodwill 138.5 Current liabilities (6.9 ) Contingent consideration (193.5 ) Deferred tax liabilities, net (169.6 ) Net assets acquired $ 298.9 |
Kythera [Member] | |
Summary of Fair Values of Assets Acquired and Liabilities Assumed at Acquisition Date | The following table summarizes the final fair values of the assets acquired and liabilities assumed at the acquisition date ($ in millions): Amount Cash and cash equivalents $ 78.1 Marketable securities 79.9 Inventory 18.2 Other current assets 14.5 IPR&D intangible assets 320.0 Intangible assets 2,120.0 Goodwill 328.7 Other current liabilities (48.6 ) Deferred tax, net (766.7 ) Outstanding indebtedness (54.6 ) Net assets acquired $ 2,089.5 |
Auden Mckenzie [Member] | |
Summary of Fair Values of Assets Acquired and Liabilities Assumed at Acquisition Date | The following table summarizes the final fair values of the tangible and identifiable intangible assets acquired and liabilities assumed at the acquisition date ($ in millions): Amount Cash and cash equivalents $ 32.2 Inventory 49.1 IPR&D intangible assets 38.6 Intangible assets 342.4 Goodwill 123.3 Other assets and liabilities 7.2 Contingent consideration (17.3 ) Deferred tax liabilities, net (79.6 ) Net assets acquired $ 495.9 |
Allergan, Inc. [Member] | |
Summary of Transaction and Integration Costs | As a result of the acquisition, the Company incurred the following transaction and integration costs in the three months ended March 31, 2016 and 2015 ($ in millions): Three Months Ended March 31, 2016 Three Months Ended March 31, 2015 Cost of sales Stock-based compensation acquired for Legacy Allergan employees $ 3.1 $ 6.9 Acquisition, integration and restructuring related charges 3.9 10.9 Research and development Stock-based compensation acquired for Legacy Allergan employees 13.9 55.5 Acquisition, integration and restructuring related charges 2.8 59.9 Selling and marketing Stock-based compensation acquired for Legacy Allergan employees 20.5 23.2 Acquisition, integration and restructuring related charges 5.0 50.0 General and administrative Stock-based compensation acquired for Legacy Allergan employees 9.9 183.0 Acquisition-related expenditures - 65.5 Acquisition, integration and restructuring related charges 39.8 103.7 Other (expense) income Bridge loan facilities expense - (263.0 ) Interest rate lock - 31.0 Total transaction and integration costs $ 98.9 $ 790.6 |
Discontinued Operations (Tables
Discontinued Operations (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Discontinued Operations And Disposal Groups [Abstract] | |
Summary of Key Financial Results of Global Generics Business from Discontinued Operations | The following table presents key financial results of the global generics business included in "Income from discontinued operations" for the three months ended March 31, 2016 and 2015 ($ in millions): Three Months Ended March 31, 2016 2015 Third party revenues $ 1,255.3 $ 1,671.6 Related party sales 41.3 69.5 Net revenues 1,296.6 1,741.1 Operating expenses: Cost of sales (excludes amortization and impairment of acquired intangibles including product rights) 693.2 762.8 Research and development 112.3 113.3 Selling and marketing 112.0 165.9 General and administrative 128.4 152.5 Amortization - 137.6 In-process research and development impairments, asset sales and impairments, net - 53.2 Total operating expenses 1,045.9 1,385.3 Operating income 250.7 355.8 Other (expense) income, net - (0.1 ) (Benefit) / provision for income taxes (86.7 ) 81.3 Net income from discontinued operations $ 337.4 $ 274.4 |
Schedule of Aggregate Carrying Amounts of Major Classes of Assets and Liabilities | The following table presents the aggregate carrying amounts of the major classes of assets and liabilities related to the global generics business to be disposed of ($ in millions): March 31, 2016 December 31, 2015 Assets: Accounts receivable, net $ 1,997.1 $ 2,089.7 Inventories 1,190.6 1,138.5 Prepaid expenses and other current assets 311.4 302.8 Property, plant and equipment, net 1,386.7 1,355.6 Investments and other assets 32.1 33.0 Non-current deferred tax assets 187.4 223.7 Product rights and other intangibles 2,937.9 2,919.3 Goodwill 6,092.7 6,009.7 Total assets $ 14,135.9 $ 14,072.3 Liabilities: Accounts payable and accrued expenses $ 1,331.3 $ 1,455.8 Income taxes payable 77.0 33.9 Debt and capital leases 5.2 5.8 Other long-term liabilities 85.7 92.0 Other taxes payable 61.1 69.0 Long-term deferred tax liabilities 362.3 415.4 Total liabilities $ 1,922.6 $ 2,071.9 |
Schedule of Depreciation Amortization and Significant Operating and Investing Noncash Items of Discontinued Operations | The depreciation, amortization and significant operating and investing non-cash items of the discontinued operations were as follows ($ in millions): Three Months Ended March 31, 2016 2015 Depreciation from discontinued operations $ - $ 37.0 Amortization from discontinued operations - 137.6 Capital expenditures 34.6 57.1 Deferred income taxes (benefit) / expense (104.0 ) 63.8 |
Assets Held For Sale (Tables)
Assets Held For Sale (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Discontinued Operations And Disposal Groups [Abstract] | |
Net Assets Held for Sale | The following represents net assets held for sale ($ in millions): March 31, 2016 December 31, 2015 Prepaid expenses and other assets $ 9.3 $ 9.3 Total assets held for sale $ 9.3 $ 9.3 Assets from the Teva Transaction 14,135.9 14,072.3 Liabilities from the Teva Transaction 1,922.6 2,071.9 Net assets held for sale $ 12,222.6 $ 12,009.7 |
Share-Based Compensation (Table
Share-Based Compensation (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Schedule of Fair Value Assumptions of Options based on Black-Scholes Valuation Model | Using the Black-Scholes valuation model, the fair value of options is based on the following assumptions: 2016 Grants 2015 Grants 2015 Acquired Awards Dividend yield 0% 0% 0% Expected volatility 27.0% 26.0-29.0% 26.0-27.0% Risk-free interest rate 1.6% 1.9-2.1% 0.1-2.1% Expected term (years) 7.0 7.0 - 7.5 up to 6.9 |
Share-Based Compensation Expense Recognized in Company's Results of Operations | Share-based compensation expense recognized in the Company’s results of operations for the three months ended March 31, 2016 and 2015 were as follows ($ in millions): Three Months Ended March 31, 2016 2015 Equity based compensation awards $ 99.0 $ 225.5 Cash-settled equity awards in connection with the Allergan Acquisition - 127.1 Non equity-settled awards other 9.2 - Total stock-based compensation expense $ 108.2 $ 352.6 |
Summary of Equity Award Activity for Unvested Restricted Stock and Stock Units | The following is a summary of equity award activity for unvested restricted stock and stock units in the period from December 31, 2015 through March 31, 2016: (in millions, except per share data) Shares Weighted Average Grant Date Fair Value Weighted Average Remaining Contractual Term (Years) Aggregate Grant Date Fair Value Restricted shares / units outstanding at December 31, 2015 2.0 $ 209.90 1.7 $ 419.8 Granted 0.5 284.49 142.2 Vested (0.5 ) (136.69 ) (68.3 ) Forfeited * (220.98 ) (3.1 ) Restricted shares / units outstanding at March 31, 2016 2.0 $ 245.30 1.9 $ 490.6 * Forfeited non-qualified options in the three months ended March 31, 2016 were approximately 14,000 shares/units. |
Summary of Equity Award Activity for Non-Qualified Options to Purchase Ordinary Shares | The following is a summary of equity award activity for non-qualified options to purchase ordinary shares in the period from December 31, 2015 through March 31, 2016: (in millions, except per share data) Options Weighted Average Exercise Price Weighted Average Remaining Contractual Term (Years) Aggregate Intrinsic Value Outstanding, December 31, 2015 10.5 $ 149.11 6.7 $ 1,707.8 Granted 0.2 283.70 Exercised (0.6 ) (122.15 ) Cancelled * (123.31 ) Outstanding, March 31, 2016 10.1 $ 112.80 6.5 $ 1,561.5 Vested and expected to vest at March 31, 2016 9.5 $ 111.47 6.5 $ 1,481.4 * Forfeited non-qualified options in the three months ended March 31, 2016 were approximately 29,000 options. |
Reportable Segments (Tables)
Reportable Segments (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Schedule of Net Revenues, Operating Expenses Contribution Information by Reportable Segment | Segment net revenues, segment operating expenses and segment contribution information consisted of the following for the three months ended March 31, 2016 and 2015 ($ in millions): Three Months Ended March 31, 2016 US US International Anda Brands Aesthetics Brands Distribution Total Net revenues $ 2,302.7 $ 449.7 $ 673.3 $ 364.7 $ 3,790.4 Operating expenses: Cost of sales (1) 259.4 30.9 99.2 302.9 692.4 Selling and marketing 431.9 110.0 187.3 28.8 758.0 General and administrative 68.1 13.3 27.6 10.2 119.2 Segment Contribution $ 1,543.3 $ 295.5 $ 359.2 $ 22.8 $ 2,220.8 Contribution margin 67.0 % 65.7 % 53.3 % 6.3 % 58.6 % Corporate 375.1 Research and development 403.1 Amortization 1,592.1 In-process research and development impairments 6.0 Asset sales and impairments, net (1.7 ) Operating (loss) $ (153.8 ) Operating margin (4.1 )% (1) Three Months Ended March 31, 2015 US US Medical International Anda Brands Aesthetics Brands Distribution Total Net revenues $ 1,809.2 $ 79.8 $ 118.7 $ 554.3 $ 2,562.0 Operating expenses: Cost of sales (1) 218.2 4.5 23.7 473.5 719.9 Selling and marketing 372.3 13.8 42.3 37.6 466.0 General and administrative 58.5 2.7 7.4 10.8 79.4 Segment Contribution $ 1,160.2 $ 58.8 $ 45.3 $ 32.4 $ 1,296.7 Contribution margin 64.1 % 73.7 % 38.2 % 5.8 % 50.6 % Corporate 864.3 Research and development 317.7 Amortization 787.8 In-process research and development impairments - Asset sales and impairments, net 4.6 Operating (loss) $ (677.7 ) Operating margin (26.5 )% (1) |
Schedule of Reconciliation of Net Revenues for Operating Segments | The following is a reconciliation of net revenues for the operating segments to the Company’s net revenues for the three months ended March 31, 2016 and 2015 ($ in millions): Three Months Ended March 31, 2016 2015 Segment net revenues $ 3,790.4 $ 2,562.0 Corporate revenues 5.5 0.6 Net revenues $ 3,795.9 $ 2,562.6 |
Schedule Of Revenue Classified By Products | The following tables present global net revenues for the top products of the Company for the three months ended March 31, 2016 and 2015 ($ in millions): Three Months Ended March 31, Global U.S. International 2016 2015 2016 2015 2016 2015 Botox® $ 637.5 $ 84.0 $ 455.5 $ 60.7 $ 182.0 $ 23.3 Restasis® 313.7 29.9 298.7 28.7 15.0 1.2 Fillers 214.7 24.6 114.1 12.8 100.6 11.8 Namenda XR® 173.1 150.6 173.1 150.6 - - Lumigan®/Ganfort® 169.6 21.2 81.5 8.1 88.1 13.1 Bystolic® 164.0 164.1 163.6 163.7 0.4 0.4 Linzess®/Constella® 140.9 96.2 137.1 95.5 3.8 0.7 Alphagan®/Combigan® 126.7 16.0 84.9 10.1 41.8 5.9 Asacol®/Delzicol® 121.2 149.2 105.9 132.0 15.3 17.2 Lo Loestrin® 89.3 83.3 89.3 82.7 - 0.6 Viibryd®/Fetzima® 83.3 79.6 83.3 79.6 - - Estrace® Cream 80.7 71.9 80.7 71.9 - - Minastrin® 24 80.4 65.4 79.6 64.8 0.8 0.6 Silicone Implants 67.4 9.4 33.9 2.4 33.5 7.0 Carafate®/Sulcrate® 61.5 53.6 61.0 53.6 0.5 - Ozurdex® 60.5 7.0 19.4 2.7 41.1 4.3 Aczone® 33.0 6.0 33.0 6.0 - - Namenda® IR 5.8 245.4 5.8 245.4 - - Other Products Revenues 807.9 650.9 657.5 618.3 150.4 32.6 Total Products Revenues 3,431.2 2,008.3 2,757.9 1,889.6 673.3 118.7 ANDA Revenues 364.7 554.3 364.7 554.3 - - Total Net Revenues $ 3,795.9 $ 2,562.6 $ 3,122.6 $ 2,443.9 $ 673.3 $ 118.7 |
US Brands [Member] | |
Schedule Of Net Revenues by Segment | The following table presents net revenues for the US Brands segment for the three months ended March 31, 2016 and 2015 ($ in millions): Three Months Ended March 31, 2016 2015 Central Nervous System (CNS) $ 554.3 $ 548.4 Eyecare 533.0 94.7 Gastroenterology (GI) 403.6 366.6 Women's Health 263.7 229.3 Urology 74.1 37.3 Infectious Disease 51.5 41.9 Other (1) 422.5 491.0 Total US Brands Net Revenues $ 2,302.7 $ 1,809.2 (1) |
US Medical Aesthetics [Member] | |
Schedule Of Net Revenues by Segment | The following table presents revenues for the US Medical Aesthetics segment for the three months ended March 31, 2016 and 2015 ($ in millions): Three Months Ended March 31, 2016 2015 Facial Aesthetics $ 279.4 $ 35.2 Medical Dermatology and Other 122.2 30.5 Plastic Surgery 48.1 14.1 Total US Medical Net Revenues $ 449.7 $ 79.8 |
International Brands [Member] | |
Schedule Of Net Revenues by Segment | The following table presents net revenues for the International Brands segment for the three months ended March 31, 2016 and 2015 ($ in millions): Three Months Ended March 31, 2016 2015 Eyecare $ 291.5 $ 40.5 Facial Aesthetics 205.5 24.8 Other Therapeutics 139.5 45.6 Plastic Surgery 36.8 7.8 Total International Brands Net Revenues $ 673.3 $ 118.7 |
Inventories (Tables)
Inventories (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventories | Inventories consisted of the following ($ in millions): March 31, December 31, 2016 2015 Raw materials $ 284.1 $ 242.3 Work-in-process 104.9 149.7 Finished goods 741.1 706.3 1,130.1 1,098.3 Less: inventory reserves 107.9 88.6 Total Inventories $ 1,022.2 $ 1,009.7 |
Investments and Other Assets (T
Investments and Other Assets (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Investments All Other Investments [Abstract] | |
Marketable Securities, Other Investments and Other Assets | Investments in marketable securities, other investments and other assets consisted of the following ($ in millions): March 31, 2016 December 31, 2015 Marketable securities: U.S. Treasury and agency securities — maturing within one year $ 13.0 $ 9.3 Total marketable securities $ 13.0 $ 9.3 Investments and other assets: Legacy Allergan deferred executive compensation investments $ 107.6 $ 118.1 Equity method investments 15.4 17.3 Cost method investments 16.7 16.7 Other long-term investments 67.3 78.2 Taxes receivable 49.7 39.6 Other assets 148.8 148.0 Total investments and other assets $ 405.5 $ 417.9 |
Accounts Payable and Accrued 39
Accounts Payable and Accrued Expenses (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Payables And Accruals [Abstract] | |
Summary of Accounts Payable and Accrued Expenses | Accounts payable and accrued expenses consisted of the following ($ in millions): March 31, 2016 December 31, 2015 Accrued expenses: Accrued third-party rebates $ 1,502.7 $ 1,281.6 Accrued payroll and related benefits 376.9 409.7 Current portion of contingent consideration obligations 306.1 79.9 Accrued returns 298.0 288.4 Accrued R&D expenditures 272.5 384.1 Litigation-related reserves and legal fees 262.7 213.5 Accrued pharmaceutical fees 209.0 162.2 Interest payable 197.7 312.0 Royalties payable 109.9 126.9 Accrued non-provision taxes 102.8 100.3 Accrued selling and marketing expenditures 98.3 127.2 Accrued severance, retention and other shutdown costs 80.8 110.4 Dividends payable 24.1 23.9 Other accrued expenses 409.6 360.0 Total accrued expenses $ 4,251.1 $ 3,980.1 Accounts payable 450.0 369.4 Total Accounts Payable and Accrued Expenses $ 4,701.1 $ 4,349.5 |
Goodwill, Product Rights and 40
Goodwill, Product Rights and Other Intangible Assets (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill | Goodwill for the Company’s segments consisted of the following ($ in millions): US Brands US Medical Aesthetics International Brands Anda Distribution Total Balance as of December 31, 2015 $ 36,107.5 $ 4,006.7 $ 6,351.0 $ 86.3 $ 46,551.5 Foreign exchange and other adjustments (26.6 ) - 199.1 - 172.5 Balance as of March 31, 2016 $ 36,080.9 $ 4,006.7 $ 6,550.1 $ 86.3 $ 46,724.0 |
Schedule of Cost Basis on Product Rights and Other Intangible Assets | Product rights and other intangible assets consisted of the following ($ in millions): Cost Basis Balance as of December 31, 2015 Acquisitions Impairments IPR&D to CMP Transfers Disposals/ Held for Sale/ Other Foreign Currency Translation Balance as of March 31, 2016 Intangibles with definite lives: Product rights and other related intangibles $ 64,544.2 $ - $ - $ 1,130.0 $ (15.0 ) $ 208.1 $ 65,867.3 Trade name 690.0 - - - - - 690.0 Total definite-lived intangible assets $ 65,234.2 $ - $ - $ 1,130.0 $ (15.0 ) $ 208.1 $ 66,557.3 Intangibles with indefinite lives: IPR&D $ 11,128.2 $ - $ (6.0 ) $ (1,130.0 ) $ - $ 24.3 $ 10,016.5 Trade name 76.2 - - - - - 76.2 Total indefinite-lived intangible assets $ 11,204.4 $ - $ (6.0 ) $ (1,130.0 ) $ - $ 24.3 $ 10,092.7 Total product rights and related intangibles $ 76,438.6 $ - $ (6.0 ) $ - $ (15.0 ) $ 232.4 $ 76,650.0 Accumulated Amortization Balance as of December 31, 2015 Amortization Impairments IPR&D to CMP Transfers Disposals/ Held for Sale/ Other Foreign Currency Translation Balance as of March 31, 2016 Intangibles with definite lives: Product rights and other related intangibles $ (8,447.4 ) $ (1,572.7 ) $ - $ - $ - $ (15.2 ) $ (10,035.3 ) Trade name (59.5 ) (19.4 ) - - - - (78.9 ) Total definite-lived intangible assets $ (8,506.9 ) $ (1,592.1 ) $ - $ - $ - $ (15.2 ) $ (10,114.2 ) Total product rights and related intangibles $ (8,506.9 ) $ (1,592.1 ) $ - $ - $ - $ (15.2 ) $ (10,114.2 ) Net Product Rights and Other Intangibles $ 67,931.7 $ 66,535.8 |
Schedule of Annual Amortization Expense on Product Rights and Other Related Intangibles | Assuming no additions, disposals or adjustments are made to the carrying values and/or useful lives of the intangible assets, annual amortization expense on product rights and other related intangibles as of March 31, 2016 over the remainder of 2016 and each of the next five years is estimated to be as follows ($ in millions): Amortization Expense 2016 remaining $ 4,801.8 2017 $ 6,409.8 2018 $ 5,934.2 2019 $ 5,857.4 2020 $ 5,606.2 2021 $ 4,737.5 |
Long-Term Debt and Capital Le41
Long-Term Debt and Capital Leases (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Debt Disclosure [Abstract] | |
Schedule of Long-Term Debt and Capital Leases | Total debt and capital leases consisted of the following ($ in millions): Balance As of Fair Market Value As of March 31, 2016 December 31, 2015 March 31, 2016 December 31, 2015 Senior Notes: Floating Rate Notes $500.0 million floating rate notes due September 1, 2016 $ 500.0 $ 500.0 $ 500.7 $ 500.5 $500.0 million floating rate notes due March 12, 2018 500.0 500.0 502.8 499.6 $500.0 million floating rate notes due March 12, 2020 500.0 500.0 497.5 496.2 1,500.0 1,500.0 1,501.0 1,496.3 Fixed Rate Notes $800.0 million 5.750% notes due April 1, 2016 800.0 800.0 800.0 808.4 $1,000.0 million 1.850% notes due March 1, 2017 1,000.0 1,000.0 1,004.5 1,001.5 $500.0 million 1.300% notes due June 15, 2017 500.0 500.0 498.6 496.3 $1,200.0 million 1.875% notes due October 1, 2017 1,200.0 1,200.0 1,205.4 1,196.0 $3,000.0 million 2.350% notes due March 12, 2018 3,000.0 3,000.0 3,035.9 3,004.6 $250.0 million 1.350% notes due March 15, 2018 250.0 250.0 248.2 244.9 $1,050.0 million 4.375% notes due February 1, 2019 1,050.0 1,050.0 1,113.9 1,099.5 $500.0 million 2.450% notes due June 15, 2019 500.0 500.0 506.9 494.4 $400.0 million 6.125% notes due August 14, 2019 400.0 400.0 450.7 444.2 $3,500.0 million 3.000% notes due March 12, 2020 3,500.0 3,500.0 3,584.7 3,505.1 $650.0 million 3.375% notes due September 15, 2020 650.0 650.0 675.5 656.6 $750.0 million 4.875% notes due February 15, 2021 750.0 750.0 827.9 807.4 $1,200.0 million 5.000% notes due December 15, 2021 1,200.0 1,200.0 1,333.3 1,299.4 $3,000.0 million 3.450% notes due March 15, 2022 3,000.0 3,000.0 3,105.0 3,006.8 $1,700.0 million 3.250% notes due October 1, 2022 1,700.0 1,700.0 1,739.6 1,669.6 $350.0 million 2.800% notes due March 15, 2023 350.0 350.0 345.7 327.7 $1,200.0 million 3.850% notes due June 15, 2024 1,200.0 1,200.0 1,254.5 1,202.6 $4,000.0 million 3.800% notes due March 15, 2025 4,000.0 4,000.0 4,166.0 3,984.6 $2,500.0 million 4.550% notes due March 15, 2035 2,500.0 2,500.0 2,585.2 2,462.2 $1,000.0 million 4.625% notes due October 1, 2042 1,000.0 1,000.0 1,031.3 956.1 $1,500.0 million 4.850% notes due June 15, 2044 1,500.0 1,500.0 1,602.1 1,483.6 $2,500.0 million 4.750% notes due March 15, 2045 2,500.0 2,500.0 2,648.7 2,452.7 32,550.0 32,550.0 33,763.6 32,604.2 Total Senior Notes Gross 34,050.0 34,050.0 35,264.6 34,100.5 Unamortized premium 205.1 225.9 - - Unamortized discount (104.6 ) (107.4 ) - - Total Senior Notes Net 34,150.5 34,168.5 35,264.6 34,100.5 Term Loan Indebtedness: WC Term Loan WC October 1, 2016 191.5 191.5 WC Five Year Tranche variable rate debt maturing October 1, 2018** 181.1 498.8 372.6 690.3 ACT Term Loan 2017 Term Loan variable rate debt maturing October 31, 2017** 358.8 572.1 2019 Term Loan variable rate debt maturing July 1, 2019** 1,650.0 1,700.0 2,008.8 2,272.1 AGN Term Loan AGN Three Year Tranche variable rate debt maturing March 17, 2018 2,750.0 2,750.0 AGN Five Year Tranche variable rate debt maturing March 17, 2020** 2,475.0 2,543.8 5,225.0 5,293.8 Total Term Loan Indebtedness 7,606.4 8,256.2 Other Indebtedness Revolver Borrowings 900.0 200.0 Debt Issuance Costs (185.6 ) (195.8 ) Other 93.0 97.4 Total Other Borrowings 807.4 101.6 Capital Leases 3.2 4.1 Total Indebtedness $ 42,567.5 $ 42,530.4 ** The indebtedness requires a quarterly repayment of 2.5%. |
Schedule of Annual Debt Maturities | As of March 31, 2016, annual debt maturities were as follows ($ in millions): Total Payments 2016 remaining $ 1,905.7 2017 3,522.3 2018 7,129.7 2019 3,325.0 2020 6,093.8 2021 1,950.0 2022 and after 17,729.9 $ 41,656.4 Capital leases 3.2 Revolving credit facility 900.0 Debt issuance costs (185.6 ) Other short-term borrowings 93.0 Unamortized premium 205.1 Unamortized discount (104.6 ) Total Indebtedness $ 42,567.5 |
Other Long-Term Liabilities (Ta
Other Long-Term Liabilities (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Other Liabilities Disclosure [Abstract] | |
Summary of Other Long-Term Liabilities | Other long-term liabilities consisted of the following ($ in millions): March 31, December 31, 2016 2015 Acquisition related contingent consideration liabilities $ 559.5 $ 788.1 Long-term pension and post retirement liability 224.7 222.1 Legacy Allergan deferred executive compensation 106.9 117.9 Long-term severance and restructuring liabilities 35.9 34.9 Product warranties 28.0 28.4 Long-term contractual obligations 25.6 26.4 Deferred revenue 13.3 18.2 Other long-term liabilities 30.1 26.0 Total other long-term liabilities $ 1,024.0 $ 1,262.0 |
Income Taxes (Tables)
Income Taxes (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Income Tax Disclosure [Abstract] | |
Summary of Acquired U.S. Entities and Taxable Years that are Currently under Audit by IRS | Due to our numerous acquisitions, the Company has several concurrent audits still pending with the IRS as set forth below: IRS Audits Tax Years Actavis, Inc. (fka Watson Pharmaceuticals, Inc.) 2008, 2009, 2010 and 2011 Actavis Inc. 2009, 2010, 2011 and 2012 Warner Chilcott Corporation 2010, 2011 and 2012 Forest Laboratories, Inc. 2007, 2008 and 2009 Aptalis Holdings, Inc. 2013 Durata Therapeutics Inc. 2012 Allergan, Inc. 2009 and 2010 |
Shareholders' Equity (Tables)
Shareholders' Equity (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Equity [Abstract] | |
Summary of Changes in Shareholders' Equity | A summary of the changes in shareholders’ equity for the three months March 31, 2016 consisted of the following ($ in millions): Allergan plc Shareholders’ equity as of December 31, 2015 $ 76,591.4 Increase in additional paid in capital for share-based compensation plans 99.0 Net income attributable to ordinary shareholders 186.1 Proceeds from stock plans 69.6 Excess tax benefit from employee stock plans 34.6 Repurchase of ordinary shares (53.2 ) Other comprehensive income 522.5 Shareholders’ equity as of March 31, 2016 $ 77,450.0 Warner Chilcott Limited Members' equity as of December 31, 2015 $ 75,573.7 Net income attributable to members 270.9 Dividend to Parent (69.6 ) Other comprehensive income 522.5 Members' equity as of March 31, 2016 $ 76,297.5 |
Summary of Movements in Accumulated Other Comprehensive Income/ (Loss) | The movements in accumulated other comprehensive income / (loss) for the three months ended March 31, 2016 were as follows ($ in millions): Foreign Currency Translation Items Unrealized (losses) net of tax Total Accumulated Other Comprehensive Income / (Loss) Balance as of December 31, 2015 $ (564.3 ) $ 70.2 $ (494.1 ) Other comprehensive gain / (loss) before reclassifications into general and administrative 542.8 (20.3 ) 522.5 Total other comprehensive income / (loss) 542.8 (20.3 ) 522.5 Balance as of March 31, 2016 $ (21.5 ) $ 49.9 $ 28.4 The movements in accumulated other comprehensive income / (loss) for the three months ended March 31, 2015 were as follows ($ in millions): Foreign Currency Translation Items Unrealized gains net of tax Total Accumulated Other Comprehensive Income / (Loss) Balance as of December 31, 2014 $ (434.4 ) $ (31.0 ) $ (465.4 ) Other comprehensive (loss) before reclassifications into general and administrative (313.9 ) (4.0 ) (317.9 ) Total other comprehensive (loss) (313.9 ) (4.0 ) (317.9 ) Balance as of March 31, 2015 $ (748.3 ) $ (35.0 ) $ (783.3 ) |
Fair Value Measurement (Tables)
Fair Value Measurement (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Fair Value Disclosures [Abstract] | |
Schedule of Financial Assets and Liabilities Measured at Fair Value on Recurring Basis | Assets and liabilities measured at fair value or disclosed at fair value on a recurring basis as of March 31, 2016 and December 31, 2015 consisted of the following (in millions): Fair Value Measurements as of March 31, 2016 Using: Total Level 1 Level 2 Level 3 Assets: Marketable securities $ 13.0 $ 13.0 $ - $ - Deferred executive compensation investments 107.6 94.4 13.2 - Foreign currency derivatives 58.9 - 58.9 - Investments and other 99.4 99.4 - - Total assets $ 278.9 $ 206.8 $ 72.1 $ - Liabilities: Deferred executive compensation liabilities 106.9 93.7 13.2 - Contingent consideration obligations 865.6 - - 865.6 Total liabilities $ 972.5 $ 93.7 $ 13.2 $ 865.6 Fair Value Measurements as of December 31, 2015 Using: Total Level 1 Level 2 Level 3 Assets: Marketable securities $ 29.9 $ 29.9 $ - $ - Deferred executive compensation investments 118.1 102.3 15.8 - Foreign currency derivatives 73.5 - 73.5 - Investments and other 112.2 112.2 - - Total assets $ 333.7 $ 244.4 $ 89.3 $ - Liabilities: Deferred executive compensation liabilities 117.9 102.1 15.8 - Contingent consideration obligations 868.0 - - 868.0 Total liabilities $ 985.9 $ 102.1 $ 15.8 $ 868.0 |
Summary of Notional Principal and Fair Value of Company's Outstanding Foreign Currency Derivative Financial Instruments | At March 31, 2016 and December 31, 2015, the notional principal and fair value of the Company’s outstanding foreign currency derivative financial instruments were as follows ($ in millions, except average contract rate or strike amount): March 31, 2016 December 31, 2015 Notional Principal Average Contract Rate or Strike Amount Notional Principal Average Contract Rate or Strike Amount Foreign currency forward exchange contracts: (Receive U.S. dollar/pay foreign currency) Russian ruble $ 19.9 68.98 $ 18.8 72.97 $ 19.9 $ 18.8 Estimated fair value $ 0.2 $ (0.3 ) Foreign currency sold - put options: Euro $ 317.6 1.41 $ 340.5 1.41 $ 317.6 $ 340.5 Estimated fair value $ 58.7 $ 73.5 |
Change in Fair Value of Contingent Consideration Obligations | Changes in the fair value of the contingent consideration obligations, including accretion, are recorded in our consolidated statements of operations as follows ($ in millions): Three Months Ended Expense / (income) March 31, 2016 March 31, 2015 Cost of sales $ 7.8 $ 27.7 Research and development 25.9 - General and administrative (0.1 ) 1.1 Total $ 33.6 $ 28.8 |
Summary of Changes in Fair Value of all Financial Assets and Liabilities Measured at Fair Value on Recurring Basis Using Significant Unobservable Inputs | The table below provides a summary of the changes in fair value, including net transfers in and/or out, of all financial assets and liabilities measured at fair value on a recurring basis using significant unobservable inputs (Level 3) for the three months ended March 31, 2016 and 2015 ($ in millions): Balance as of December 31, 2015 Net transfers in to (out of) Level 3 Purchases and settlements, net Net accretion and fair value adjustments Foreign currency translation Balance as of March 31, 2016 Liabilities: Contingent consideration obligations $ 868.0 $ - $ (35.1 ) $ 33.6 $ (0.9 ) $ 865.6 Balance as of December 31, 2014 Net transfers in to (out of) Level 3 Purchases and settlements, net Net accretion and fair value adjustments Foreign currency translation Balance as of March 31, 2015 Liabilities: Contingent consideration obligations $ 373.8 $ - $ 346.8 $ 28.8 $ 0.2 $ 749.6 |
Schedule of Contingent Consideration Obligations | During the three months ended March 31, 2016, the following activity in contingent consideration obligations by acquisition was incurred ($ in millions): Balance as of December 31, 2015 Acquisitions Fair Value Adjustments and Accretion Payments and Other Balance as of March 31, 2016 Medicines 360 acquisition $ 144.1 $ - $ 4.4 $ - $ 148.5 Forest Acquisition 20.4 - 0.4 (0.1 ) 20.7 Durata Acquisition 24.5 - 2.2 (26.7 ) - Metrogel acquisition 30.9 - 0.4 (7.5 ) 23.8 Uteron acquisition 8.2 - - - 8.2 Allergan Acquisition 329.7 - 14.7 0.1 344.5 Oculeve Acquisition 90.0 - 1.5 - 91.5 AqueSys Acquisition 193.5 - 9.7 - 203.2 Other 26.7 - 0.3 (1.8 ) 25.2 Total $ 868.0 $ - $ 33.6 $ (36.0 ) $ 865.6 |
Business Restructuring Charges
Business Restructuring Charges (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Restructuring And Related Activities [Abstract] | |
Schedule of Activity Related to Business Restructuring and Facility Rationalization Activities | During 2016, activity related to our business restructuring and facility rationalization activities primarily related to the cost optimization initiatives in conjunction with the Allergan Acquisition. Restructuring activities for the three months ended March 31, 2016 as follows ($ in millions): Severance Retention Share-Based Compensation Other Total Reserve balance at December 31, 2015 $ 96.7 $ - $ 48.6 $ 145.3 Charged to expense Cost of sales 2.2 0.1 0.6 2.9 Research and development 2.5 0.9 0.7 4.1 Selling and marketing - 0.1 0.2 0.3 General and administrative 2.4 1.8 4.6 8.8 Total expense 7.1 2.9 6.1 16.1 Cash payments (20.5 ) - (21.3 ) (41.8 ) Other reserve impact - (2.9 ) - (2.9 ) Reserve balance at March 31, 2016 $ 83.3 $ - $ 33.4 $ 116.7 |
Warner Chilcott Limited ("WCL47
Warner Chilcott Limited ("WCL") Guarantor and Non-Guarantor Condensed Consolidating Financial Information (Tables) - Warner Chilcott Acquisition [Member] | 3 Months Ended |
Mar. 31, 2016 | |
Consolidating Balance Sheets | Warner Chilcott Limited Consolidating Balance Sheets As of March 31, 2016 (Unaudited; in millions) Current assets: Warner Chilcott Limited (Parent Guarantor) Actavis Capital S.a.r.l. (Guarantor) Actavis Funding SCS (Issuer) Actavis Guarantor) Non- guarantors Eliminations Consolidated Warner Chilcott Limited Cash and cash equivalents $ 0.1 $ 29.8 $ - $ 1.2 $ 2,216.6 $ - $ 2,247.7 Marketable securities - - - - 13.0 - 13.0 Accounts receivable, net - - - - 2,652.8 - 2,652.8 Receivable from Parents - - - - 382.6 - 382.6 Inventories, net - - - - 1,022.2 - 1,022.2 Intercompany receivables - 96,209.7 25,444.3 660.9 103,148.4 (225,463.3 ) - Prepaid expenses and other current assets - 5.0 - 5.0 621.9 - 631.9 Current assets held for sale - - - - 3,508.4 - 3,508.4 Total current assets 0.1 96,244.5 25,444.3 667.1 113,565.9 (225,463.3 ) 10,458.6 Property, plant and equipment, net - - - 3.3 1,599.1 - 1,602.4 Investments and other assets - - - 12.6 392.9 - 405.5 Investment in subsidiaries 76,296.1 79,982.2 - 4,752.3 - (161,030.6 ) - Non current assets held for sale - - - 39.4 10,597.4 - 10,636.8 Deferred tax assets - - - - 77.6 - 77.6 Product rights and other intangibles - - - - 66,535.8 - 66,535.8 Goodwill - - - - 46,724.0 - 46,724.0 Total assets $ 76,296.2 $ 176,226.7 $ 25,444.3 $ 5,474.7 $ 239,492.7 $ (386,493.9 ) $ 136,440.7 Current liabilities: Accounts payable and accrued expenses - 3.4 74.6 122.7 4,458.8 - 4,659.5 Intercompany payables - 92,469.5 873.1 9,780.7 122,340.0 (225,463.3 ) - Payable to Parents - - - - 1,561.1 - 1,561.1 Income taxes payable - - - 0.6 67.9 - 68.5 Current portion of long-term debt and capital leases - 1,420.6 1,475.5 - 1,119.6 - 4,015.7 Current liabilities held for sale - - - 1.2 1,409.0 - 1,410.2 Total current liabilities - 93,893.5 2,423.2 9,905.2 130,956.4 (225,463.3 ) 11,715.0 Long-term debt and capital leases - 6,693.8 23,020.6 4,251.1 4,586.3 - 38,551.8 Other long-term liabilities - - - 1.9 1,022.1 - 1,024.0 Non current liabilities held for sale - - - 512.4 512.4 Other taxes payable - - - 20.1 757.3 - 777.4 Deferred tax liabilities - - - - 7,563.9 - 7,563.9 Total liabilities - 100,587.3 25,443.8 14,178.3 145,398.4 (225,463.3 ) 60,144.5 Total equity 76,296.2 75,639.4 0.5 (8,703.6 ) 94,094.3 (161,030.6 ) 76,296.2 Total liabilities and equity $ 76,296.2 $ 176,226.7 $ 25,444.3 $ 5,474.7 $ 239,492.7 $ (386,493.9 ) $ 136,440.7 Warner Chilcott Limited Consolidating Balance Sheets As of December 31, 2015 ($ in millions) Current assets: Warner Chilcott Limited (Parent Guarantor) Actavis Capital S.a.r.l. (Guarantor) Actavis Funding SCS (Issuer) Actavis Inc. (Issuer and Guarantor) Non- guarantors Eliminations Consolidated Warner Chilcott Limited Cash and cash equivalents $ - $ 13.5 $ - $ 2.0 $ 1,020.7 $ - $ 1,036.2 Marketable securities - - - - 9.3 - 9.3 Accounts receivable, net - - - - 2,401.6 - 2,401.6 Receivable from Parents - - - - 457.3 - 457.3 Inventories - - - - 1,009.7 - 1,009.7 Intercompany receivables - 94,999.2 25,225.6 302.4 101,864.8 (222,392.0 ) - Prepaid expenses and other current assets - 5.0 6.1 508.6 - 519.7 Current assets held for sale - - - - 3,540.3 - 3,540.3 Total current assets - 95,017.7 25,225.6 310.5 110,812.3 (222,392.0 ) 8,974.1 Property, plant and equipment, net - - - 34.3 1,539.6 - 1,573.9 Investments and other assets - - - 33.6 384.3 - 417.9 Investment in subsidiaries 75,571.6 79,597.3 - 5,417.2 - (160,586.1 ) - Non current assets held for sale - - - 45.8 10,495.5 - 10,541.3 Deferred tax assets - - - - 49.5 - 49.5 Product rights and other intangibles - - - - 67,931.7 - 67,931.7 Goodwill - - - - 46,551.5 - 46,551.5 Total assets $ 75,571.6 $ 174,615.0 $ 25,225.6 $ 5,841.4 $ 237,764.4 $ (382,978.1 ) $ 136,039.9 Current liabilities: Accounts payable and accrued expenses - 3.9 210.5 171.5 3,909.5 - 4,295.4 Intercompany payables - 92,093.5 526.3 9,245.0 120,527.2 (222,392.0 ) - Payable to Parents - - - - 1,466.8 - 1,466.8 Income taxes payable - - - 44.1 10.1 - 54.2 Current portion of long-term debt and capital leases - 749.1 475.5 - 1,171.9 - 2,396.5 Current liabilities held for sale - - - 23.3 1,468.5 - 1,491.8 Total current liabilities - 92,846.5 1,212.3 9,483.9 128,554.0 (222,392.0 ) 9,704.7 Long-term debt and capital leases - 6,995.0 24,013.0 4,269.4 4,856.5 - 40,133.9 Other long-term liabilities - - - - 1,262.0 - 1,262.0 Non current liabilities for sale 580.1 580.1 Other taxes payable - - - 72.1 729.8 - 801.9 Deferred tax liabilities - - - - 7,985.7 - 7,985.7 Total liabilities - 99,841.5 25,225.3 13,825.4 143,968.1 (222,392.0 ) 60,468.3 Total equity 75,571.6 74,773.5 0.3 (7,984.0 ) 93,796.3 (160,586.1 ) 75,571.6 Total liabilities and equity $ 75,571.6 $ 174,615.0 $ 25,225.6 $ 5,841.4 $ 237,764.4 $ (382,978.1 ) $ 136,039.9 |
Consolidating Statements of Operations | Warner Chilcott Limited Consolidating Statements of Operations For the Three Months Ended March 31, 2016 (Unaudited; in millions) Warner Chilcott Limited (Parent Guarantor) Actavis Capital S.a.r.l. (Guarantor) Actavis Funding SCS (Issuer) Actavis Inc. (Issuer and Guarantor) Non- guarantors Eliminations Consolidated Warner Chilcott Limited Net revenues $ - $ - $ - $ - $ 3,795.9 $ - $ 3,795.9 Operating expenses: Cost of sales (excludes amortization and impairment of acquired intangibles including product rights) - - - - 811.8 - 811.8 Research and development - - - - 403.1 - 403.1 Selling and marketing - - - - 795.8 - 795.8 General and administrative - 0.5 - 8.3 318.6 - 327.4 Amortization - - - - 1,592.1 - 1,592.1 In-process research and development impairments - - - - 6.0 - 6.0 Asset sales and impairments, net - - - - (1.7 ) - (1.7 ) Total operating expenses - 0.5 - 8.3 3,925.7 - 3,934.5 Operating income / (loss) - (0.5 ) - (8.3 ) (129.8 ) - (138.6 ) Non-operating income (expense): Interest income / (expense), net - 481.5 0.2 (39.1 ) (772.3 ) - (329.7 ) Other income (expense), net - - - - 0.5 - 0.5 Total other income (expense), net - 481.5 0.2 (39.1 ) (771.8 ) - (329.2 ) Income / (loss) before income taxes and noncontrolling interest - 481.0 0.2 (47.4 ) (901.6 ) - (467.8 ) Provision for income taxes - - - 7.3 (409.3 ) - (402.0 ) (Earnings) / losses of equity interest subsidiaries (270.9 ) 202.0 - (327.6 ) - 396.5 - Net (loss) from continuing operations, net of tax $ 270.9 $ 279.0 $ 0.2 $ 272.9 $ (492.3 ) $ (396.5 ) $ (65.8 ) Income / (loss) from discontinued operations — — — - 337.4 — 337.4 Net (loss) $ 270.9 $ 279.0 $ 0.2 $ 272.9 $ (154.9 ) $ (396.5 ) $ 271.6 (Income) / loss attributable to noncontrolling interest - - - - (0.7 ) - (0.7 ) Net income / (loss) attributable to ordinary shareholders $ 270.9 $ 279.0 $ 0.2 $ 272.9 $ (155.6 ) $ (396.5 ) $ 270.9 Other comprehensive income / (loss) 522.5 586.9 - - 522.5 (1,109.4 ) 522.5 Comprehensive income / (loss) $ 793.4 $ 865.9 $ 0.2 $ 272.9 $ 366.9 $ (1,505.9 ) $ 793.4 Warner Chilcott Limited Consolidating Statements of Operations For the Three Months Ended March 31, 2015 (Unaudited; in millions) Warner Chilcott Limited (Parent Guarantor) Actavis Capital S.a.r.l. (Guarantor) Actavis Funding SCS (Issuer) Actavis Inc. (Issuer and Guarantor) Non- guarantors Eliminations Consolidated Warner Chilcott Limited Net revenues $ - $ - $ - $ - $ 2,562.6 $ - $ 2,562.6 Operating expenses: Cost of sales (excludes amortization and impairment of acquired intangibles including product rights) - - - - 1,020.1 - 1,020.1 Research and development - - - - 317.7 - 317.7 Selling and marketing - - - - 569.6 - 569.6 General and administrative - 212.2 16.0 9.8 298.9 - 536.9 Amortization - - - - 787.8 - 787.8 Asset sales and impairments, net - - - - 4.6 - 4.6 Total operating expenses - 212.2 16.0 9.8 2,998.7 - 3,236.7 Operating income / (loss) - (212.2 ) (16.0 ) (9.8 ) (436.1 ) - (674.1 ) Non-operating income (expense): Interest income / (expense), net - 52.4 (17.1 ) (43.8 ) (161.6 ) - (170.1 ) Other income (expense), net - (263.5 ) 31.0 0.1 34.5 - (197.9 ) Total other income (expense), net - (211.1 ) 13.9 (43.7 ) (127.1 ) - (368.0 ) Income / (loss) before income taxes and noncontrolling interest - (423.3 ) (2.1 ) (53.5 ) (563.2 ) - (1,042.1 ) Provision for income taxes - - - (22.5 ) (236.5 ) - (259.0 ) (Earnings) / losses of equity interest subsidiaries 508.4 (9.7 ) - (244.0 ) - (254.7 ) - Net (loss) from continuing operations, net of tax $ (508.4 ) $ (413.6 ) $ (2.1 ) $ 213.0 $ (326.7 ) $ 254.7 $ (783.1 ) Income / (loss) from discontinued operations - - - 274.4 - 274.4 Net (loss) $ (508.4 ) $ (413.6 ) $ (2.1 ) $ 213.0 $ (52.3 ) $ 254.7 $ (508.7 ) (Income) / loss attributable to noncontrolling interest - - - - 0.3 - 0.3 Net income / (loss) attributable to ordinary shareholders $ (508.4 ) $ (413.6 ) $ (2.1 ) $ 213.0 $ (52.0 ) $ 254.7 $ (508.4 ) Other Comprehensive income / (loss) (317.9 ) (230.9 ) - - (317.9 ) 548.8 (317.9 ) Comprehensive income / (loss) $ (826.3 ) $ (644.5 ) $ (2.1 ) $ 213.0 $ (369.9 ) $ 803.5 $ (826.3 ) |
Consolidating Statement of Cash Flows | Warner Chilcott Limited Consolidating Statement of Cash Flows For the Three Months Ended March 31, 2016 (Unaudited; in millions) Warner Chilcott Limited (Parent Guarantor) Actavis Capital S.a.r.l. (Guarantor) Actavis Funding SCS (Issuer) Actavis Inc. (Issuer and Guarantor) Non- guarantors Eliminations Consolidated Warner Chilcott Limited Cash Flows From Operating Activities: Net income / (loss) $ 270.9 $ 279.0 $ 0.2 $ 272.9 $ (154.9 ) $ (396.5 ) $ 271.6 Reconciliation to net cash provided by operating activities: (Earnings) / losses of equity interest subsidiaries (270.9 ) 202.0 - (327.6 ) - 396.5 - Depreciation - - - 0.5 41.6 - 42.1 Amortization - - - - 1,592.1 - 1,592.1 Provision for inventory reserve - - - - 59.2 - 59.2 Share-based compensation - - - - 99.0 - 99.0 Deferred income tax benefit - - - - (519.2 ) - (519.2 ) In-process research and development impairments - - - - 6.0 - 6.0 Loss / (gain) on asset sales and impairments, net - - - (1.7 ) (1.7 ) Amortization of inventory step-up - - - - 42.4 - 42.4 Amortization of deferred financing costs - 1.8 6.1 - 2.1 - 10.0 Contingent consideration adjustments, including accretion - - - - 33.6 - 33.6 Dividends from subsidiaries 69.6 - - - - (69.6 ) - Other, net - - - - (9.1 ) - (9.1 ) Changes in assets and liabilities (net of effects of acquisitions) 0.1 (834.5 ) (6.3 ) 54.5 476.4 - (309.8 ) Net cash provided by operating activities 69.7 (351.7 ) - 0.3 1,667.5 (69.6 ) 1,316.2 Cash Flows From Investing Activities: Additions to property plant and equipment - - - (1.1 ) (83.8 ) - (84.9 ) Additions to product rights and other intangibles - - - - - - - Additions to investments - - - - - - - Proceeds from sale of investments and other assets - - - 19.0 - 19.0 Proceeds from sales of property, plant and equipment - - - - 12.1 - 12.1 Acquisitions of business, net of cash acquired - - - - - - - Net cash (used in) investing activities - - - (1.1 ) (52.7 ) - (53.8 ) Cash Flows From Financing Activities: Proceeds from borrowings of long-term indebtedness - - - - - - - Proceeds from borrowings on credit facility - 900.0 - - - - 900.0 Debt issuance and other financing costs - - - - - - - Payments on debt, including capital lease obligations - (532.0 ) - - (322.2 ) - (854.2 ) Payments of contingent consideration - - - - (32.3 ) - (32.3 ) Dividends to Parent (69.6 ) - - - (69.6 ) 69.6 (69.6 ) Contribution from Parent - - - - - - - Net cash provided by / (used in) financing activities (69.6 ) 368.0 - - (424.1 ) 69.6 (56.1 ) Effect of currency exchange rate changes on cash and cash equivalents - - - - 5.2 - 5.2 Movement in cash held for sale - - - - - - - Net increase / (decrease) in cash and cash equivalents 0.1 16.3 - (0.8 ) 1,195.9 - 1,211.5 Cash and cash equivalents at beginning of period - 13.5 - 2.0 1,020.7 - 1,036.2 Cash and cash equivalents at end of period $ 0.1 $ 29.8 $ - $ 1.2 $ 2,216.6 $ - $ 2,247.7 Warner Chilcott Limited Consolidating Statement of Cash Flows For the Three Months Ended March 31, 2015 (Unaudited; in millions) Warner Chilcott Limited (Parent Guarantor) Actavis Capital S.a.r.l. (Guarantor) Actavis Funding SCS (Issuer) Actavis Inc. (Issuer and Guarantor) Non- guarantors Eliminations Consolidated Warner Chilcott Limited Cash Flows From Operating Activities: Net income / (loss) $ (508.4 ) $ (413.6 ) $ (2.1 ) $ 213.0 $ (52.3 ) $ 254.7 $ (508.7 ) Reconciliation to net cash provided by operating activities: (Earnings) / losses of equity interest subsidiaries 508.4 (9.7 ) - (244.0 ) - (254.7 ) - Depreciation - - - 0.1 57.1 - 57.2 Amortization - - - - 925.4 - 925.4 Provision for inventory reserve - - - - 30.3 - 30.3 Share-based compensation - - - 12.0 213.5 - 225.5 Deferred income tax benefit - - - - (304.3 ) - (304.3 ) In-process research and development impairments - - - - 3.7 - 3.7 Loss / (gain) on asset sales and impairments, net - - - - 54.1 - 54.1 Amortization of inventory step-up - - - - 212.9 - 212.9 Amortization of deferred financing costs - 264.2 2.5 1.0 0.6 - 268.3 Contingent consideration adjustments, including accretion - - - - 28.8 - 28.8 Other, net - - - - (6.5 ) - (6.5 ) Changes in assets and liabilities (net of effects of acquisitions) (0.1 ) (5,654.9 ) (20,812.3 ) 30.2 25,977.1 - (460.0 ) Net cash provided by operating activities (0.1 ) (5,814.0 ) (20,811.9 ) 12.3 27,140.4 - 526.7 Cash Flows From Investing Activities: Additions to property plant and equipment - - - (11.5 ) (125.1 ) - (136.6 ) Additions to product rights and other intangibles - - - - (8.5 ) - (8.5 ) Additions to investments (9,000.8 ) (9,000.8 ) - - (15.0 ) 18,001.6 (15.0 ) Proceeds from sale of investments and other assets - - - - 790.5 - 790.5 Proceeds from sales of property, plant and equipment - - - - 74.9 - 74.9 Acquisitions of business, net of cash acquired - - - - (34,646.2 ) - (34,646.2 ) Net cash (used in) investing activities (9,000.8 ) (9,000.8 ) - (11.5 ) (33,929.4 ) 18,001.6 (33,940.9 ) Cash Flows From Financing Activities: Proceeds from borrowings of long-term indebtedness - 5,500.0 20,955.6 - - - 26,455.6 Proceeds from borrowings on credit facility - 2,810.0 - - - 2,810.0 Debt issuance and other financing costs - (167.1 ) (143.7 ) - - - (310.8 ) Payments on debt, including capital lease obligations - (2,334.1 ) - - (325.9 ) - (2,660.0 ) Payments of contingent consideration - - - - (24.6 ) - (24.6 ) Contribution from Parent 9,000.8 9,000.8 - - 9,000.8 (18,001.6 ) 9,000.8 Net cash provided by / (used in) financing activities 9,000.8 14,809.6 20,811.9 - 8,650.3 (18,001.6 ) 35,271.0 Effect of currency exchange rate changes on cash and cash equivalents - - - - (4.8 ) - (4.8 ) Movement in cash held for sale - - - - - - - Net increase / (decrease) in cash and cash equivalents (0.1 ) (5.2 ) - 0.8 1,856.5 - 1,852.0 Cash and cash equivalents at beginning of period 0.1 5.5 - 1.5 237.2 - 244.3 Cash and cash equivalents at end of period $ - $ 0.3 $ - $ 2.3 $ 2,093.7 $ - $ 2,096.3 |
General - Additional Informatio
General - Additional Information (Detail) shares in Millions, $ in Millions | Jul. 26, 2015USD ($)shares | Mar. 31, 2016Country |
Segment Reporting Information [Line Items] | ||
Number of operating countries | Country | 100 | |
Allergan Global Generic Pharmaceuticals Business and Certain Other Assets | Teva Pharmaceutical Industries Ltd [Member] | ||
Segment Reporting Information [Line Items] | ||
Proceeds Expected To Be Received From Divestiture of Businesses | $ 33,750 | |
Ordinary shares expected to be received from divestiture of businesses | shares | 100.3 | |
Stock Expected To Be Received In Divestiture of Businesses | $ 6,750 | |
Business divestiture expected effective period description | The transaction is subject to customary closing conditions and is expected to close in the second quarter of 2016. |
Reconciliation of Warner Chil49
Reconciliation of Warner Chilcott Limited Results to Allergan Plc Results - Summary of Assets Reconciliation Results of Warner Chilcott Limited to Allergan Plc (Detail) - USD ($) $ in Millions | Mar. 31, 2016 | Dec. 31, 2015 | Mar. 31, 2015 | Dec. 31, 2014 |
Schedule Of Reconciliation Of Subsidiary Results [Line Items] | ||||
Cash and cash equivalents | $ 2,260.8 | $ 1,096 | $ 2,114.9 | $ 250 |
Prepaid expenses and other current assets | 634.3 | 522.2 | ||
Property, plant and equipment, net | 1,602.4 | 1,573.9 | ||
Accounts payable and accrued liabilities | 4,701.1 | 4,349.5 | ||
Material Reconciling Items [Member] | Allergan plc [Member] | ||||
Schedule Of Reconciliation Of Subsidiary Results [Line Items] | ||||
Cash and cash equivalents | 2,260.8 | 1,096 | ||
Accounts receivable, net | 2,652.8 | 2,401.6 | ||
Prepaid expenses and other current assets | 634.3 | 522.2 | ||
Property, plant and equipment, net | 1,602.4 | 1,573.9 | ||
Accounts payable and accrued liabilities | 4,701.1 | 4,349.5 | ||
Material Reconciling Items [Member] | Warner Chilcott Limited [Member] | ||||
Schedule Of Reconciliation Of Subsidiary Results [Line Items] | ||||
Cash and cash equivalents | 2,247.7 | 1,036.2 | ||
Accounts receivable, net | 2,652.8 | 2,401.6 | ||
Prepaid expenses and other current assets | 631.9 | 519.7 | ||
Property, plant and equipment, net | 1,602.4 | 1,573.9 | ||
Accounts payable and accrued liabilities | 4,659.5 | 4,295.4 | ||
Material Reconciling Items [Member] | Difference [Member] | ||||
Schedule Of Reconciliation Of Subsidiary Results [Line Items] | ||||
Cash and cash equivalents | 13.1 | 59.8 | ||
Prepaid expenses and other current assets | 2.4 | 2.5 | ||
Accounts payable and accrued liabilities | $ 41.6 | $ 54.1 |
Reconciliation of Warner Chil50
Reconciliation of Warner Chilcott Limited Results to Allergan Plc Results - Summary of Operating Profit Loss Reconciliation Results of Warner Chilcott Limited to Allergan Plc (Detail) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Schedule Of Reconciliation Of Subsidiary Results [Line Items] | ||
General and administrative expenses | $ 342.6 | $ 540.5 |
Operating (loss) | (153.8) | (677.7) |
(Loss) before income taxes and noncontrolling interest | (483) | (1,045.7) |
(Benefit) for income taxes | (402) | (259) |
Net (loss) from continuing operations, net of tax | (81) | (786.7) |
Net income / (loss) | 256.4 | (512.3) |
Dividends on preferred shares | 69.6 | 23.2 |
Net income / (loss) attributable to ordinary shareholder/members | 186.1 | (535.2) |
Material Reconciling Items [Member] | Allergan plc [Member] | ||
Schedule Of Reconciliation Of Subsidiary Results [Line Items] | ||
General and administrative expenses | 342.6 | 540.5 |
Operating (loss) | (153.8) | (677.7) |
(Loss) before income taxes and noncontrolling interest | (483) | (1,045.7) |
(Benefit) for income taxes | (402) | (259) |
Net (loss) from continuing operations, net of tax | (81) | (786.7) |
Net income / (loss) | 256.4 | (512.3) |
Dividends on preferred shares | 69.6 | 23.2 |
Net income / (loss) attributable to ordinary shareholder/members | 186.1 | (535.2) |
Material Reconciling Items [Member] | Warner Chilcott Limited [Member] | ||
Schedule Of Reconciliation Of Subsidiary Results [Line Items] | ||
General and administrative expenses | 327.4 | 536.9 |
Operating (loss) | (138.6) | (674.1) |
(Loss) before income taxes and noncontrolling interest | (467.8) | (1,042.1) |
(Benefit) for income taxes | (402) | (259) |
Net (loss) from continuing operations, net of tax | (65.8) | (783.1) |
Net income / (loss) | 271.6 | (508.7) |
Net income / (loss) attributable to ordinary shareholder/members | 270.9 | (508.4) |
Material Reconciling Items [Member] | Difference [Member] | ||
Schedule Of Reconciliation Of Subsidiary Results [Line Items] | ||
General and administrative expenses | 15.2 | 3.6 |
Operating (loss) | (15.2) | (3.6) |
(Loss) before income taxes and noncontrolling interest | (15.2) | (3.6) |
Net (loss) from continuing operations, net of tax | (15.2) | (3.6) |
Net income / (loss) | (15.2) | (3.6) |
Dividends on preferred shares | 69.6 | 23.2 |
Net income / (loss) attributable to ordinary shareholder/members | $ (84.8) | $ (26.8) |
Summary of Significant Accoun51
Summary of Significant Accounting Policies - Additional Information (Detail) - USD ($) shares in Millions, $ in Millions | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | Dec. 31, 2015 | |
Summary Of Significant Accounting Policies [Line Items] | |||
Decrease prepaid expenses and other currents assets and current portion of long-term debt and capital leases | $ 36.3 | ||
Investments and other assets and long-term debt and capital leases | 159.5 | ||
Ordinary Shares [Member] | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Shares not included in the computation of diluted EPS | 17.6 | 5.5 | |
Stock Awards [Member] | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Shares not included in the computation of diluted EPS | 5.4 | 3.5 | |
Continuing Operations [Member] | Sales Return and Allowances [Member] | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Valuation allowance | $ 2,008.8 | 1,833.8 | |
Continuing Operations [Member] | Sales Return and Allowances [Member] | In accounts receivable [Member] | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Valuation allowance | 208.1 | 263.8 | |
Continuing Operations [Member] | Sales Return and Allowances [Member] | Within Accounts Payable and Accrued Expenses [Member] | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Valuation allowance | 1,800.7 | 1,570 | |
Discontinued Operations | Sales Return and Allowances [Member] | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Valuation allowance | $ 1,598.3 | $ 1,720.1 |
Summary of Significant Accoun52
Summary of Significant Accounting Policies - Movements in SRA Reserve Balances (Detail) - Continuing Operations [Member] - Sales Return and Allowances [Member] $ in Millions | 3 Months Ended |
Mar. 31, 2016USD ($) | |
Valuation And Qualifying Accounts Disclosure [Line Items] | |
Beginning Balance | $ 1,833.8 |
Provision to reduce gross product sales to net product sales | 1,668 |
Payments and other | (1,493) |
Ending Balance | $ 2,008.8 |
Summary of Significant Accoun53
Summary of Significant Accounting Policies - Summary of Activity in Gross-to-Net Revenue Excluding Discontinued Operations (Detail) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | ||
Gross product sales | $ 5,429.4 | $ 3,576.7 |
Provisions to reduce gross product sales to net product sales | (1,668) | (1,041.1) |
Net product sales | $ 3,761.4 | $ 2,535.6 |
Percentage of provisions to gross sales | 30.70% | 29.10% |
Summary of Significant Accoun54
Summary of Significant Accounting Policies - Earnings Per Share (Detail) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Net income / (loss): | ||
Net (loss) attributable to ordinary shareholders excluding income/(loss) from discontinued operations, net of tax | $ (151.3) | $ (809.6) |
Income from discontinued operations, net of tax | 337.4 | 274.4 |
Net income / (loss) attributable to ordinary shareholders | $ 186.1 | $ (535.2) |
Basic weighted average ordinary shares outstanding | 394.8 | 289.5 |
Basic EPS: | ||
Continuing operations | $ (0.38) | $ (2.80) |
Discontinued operations | 0.85 | 0.95 |
Net income / (loss) per share - basic | $ 0.47 | $ (1.85) |
Diluted weighted average ordinary shares outstanding | 394.8 | 289.5 |
Diluted EPS: | ||
Continuing operations | $ (0.38) | $ (2.80) |
Discontinued operations | 0.85 | 0.95 |
Net income / (loss) per share - diluted | $ 0.47 | $ (1.85) |
Acquisitions and Other Agreem55
Acquisitions and Other Agreements, Pro Forma Results of Businesses Acquired (Detail) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Business Acquisition [Line Items] | ||
Net Revenue | $ 3,795.9 | $ 2,562.6 |
Net income / (loss) attributable to ordinary shareholder/members | $ 186.1 | $ (535.2) |
Net (loss) per share | ||
Basic | $ 0.47 | $ (1.85) |
Diluted | $ 0.47 | $ (1.85) |
Pro Forma [Member] | ||
Business Acquisition [Line Items] | ||
Net Revenue | $ 4,085.6 | |
Net income / (loss) attributable to ordinary shareholder/members | $ (157.5) | |
Net (loss) per share | ||
Basic | $ (0.40) | |
Diluted | $ (0.40) | |
Allergan, Inc. [Member] | ||
Business Acquisition [Line Items] | ||
Net Revenue | $ 1,523 | |
Net income / (loss) attributable to ordinary shareholder/members | $ 377.7 |
Acquisitions and Other Agreem56
Acquisitions and Other Agreements - Additional Information (Detail) $ / shares in Units, £ in Millions, shares in Millions, $ in Millions | Jan. 06, 2016USD ($) | Oct. 16, 2015USD ($) | Oct. 01, 2015USD ($)$ / shares | May. 29, 2015USD ($) | May. 29, 2015GBP (£) | Mar. 17, 2015USD ($)shares | Nov. 17, 2014USD ($)Contingent_Value_Right$ / shares | Jun. 30, 2014USD ($)shares | Apr. 30, 2016USD ($) | Mar. 31, 2016USD ($) | Mar. 31, 2015USD ($) | Dec. 31, 2015USD ($) | Mar. 02, 2015USD ($) | Dec. 31, 2014USD ($) | Jul. 01, 2014USD ($) |
Business Acquisition [Line Items] | |||||||||||||||
Research and development | $ 403.1 | $ 317.7 | |||||||||||||
Asset held for sale | 3,508.4 | $ 3,540.3 | |||||||||||||
Payment of contingent consideration | 32.3 | 24.6 | |||||||||||||
AstraZeneca [Member] | |||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||
Consideration amount on sale of business | $ 600 | ||||||||||||||
Additional consideration amount on sale of business | $ 100 | ||||||||||||||
Respiratory Therapeutic Area [Member] | |||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||
Asset held for sale | $ 734 | ||||||||||||||
Goodwill | $ 309.1 | ||||||||||||||
Incremental charge in cost of sales relating to inventory | 35.3 | ||||||||||||||
Other (Expense) Income [Member] | AstraZeneca [Member] | |||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||
Gain (loss) on sale of business | (33.5) | ||||||||||||||
Migraine License Acquisition [Member] | |||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||
Upfront payment | 250 | ||||||||||||||
Payment for license upfront fees | $ 125 | ||||||||||||||
Migraine License Acquisition [Member] | Maximum [Member] | |||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||
Contingent milestone payments | $ 965 | ||||||||||||||
Subsequent Event [Member] | |||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||
Payment of contingent consideration | $ 125 | ||||||||||||||
Subsequent Event [Member] | Migraine License Acquisition [Member] | |||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||
Payment for license upfront fees | $ 125 | ||||||||||||||
Anterios [Member] | |||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||
Business acquisition date | Jan. 6, 2016 | ||||||||||||||
Upfront payment | $ 90 | ||||||||||||||
Potential milestone payments | $ 387.5 | ||||||||||||||
Research and development | $ 90 | ||||||||||||||
AqueSys [Member] | |||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||
Business acquisition date | Oct. 16, 2015 | ||||||||||||||
Acquisition purchase price | $ 298.9 | ||||||||||||||
Contingent consideration liability | $ 193.5 | ||||||||||||||
Kythera [Member] | |||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||
Business acquisition date | Oct. 1, 2015 | ||||||||||||||
Acquisition purchase price | $ 2,089.5 | ||||||||||||||
Business combination cash consideration for each share | $ / shares | $ 75 | ||||||||||||||
Auden Mckenzie [Member] | |||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||
Business acquisition date | May 29, 2015 | ||||||||||||||
Contingent consideration liability | $ 17.3 | ||||||||||||||
Payments to acquire business, cash | $ 495.9 | £ 323.7 | |||||||||||||
Allergan, Inc. [Member] | |||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||
Business acquisition date | Mar. 17, 2015 | ||||||||||||||
Acquisition purchase price | $ 77,000 | ||||||||||||||
Payments to acquire business, cash | 40,100 | ||||||||||||||
Outstanding indebtedness | 2,200 | ||||||||||||||
Equity consideration | $ 34,700 | ||||||||||||||
Shares issued to acquire entity | shares | 111.2 | ||||||||||||||
Step-up in the value of inventories | $ 923.9 | ||||||||||||||
Amortization of inventory step-up to cost of sales | $ 21.6 | 71 | |||||||||||||
Allergan, Inc. [Member] | Non-qualified Options [Member] | |||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||
Shares issued to acquire entity | shares | 7 | ||||||||||||||
Allergan, Inc. [Member] | Restricted Stock Units (RSUs) [Member] | |||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||
Shares issued to acquire entity | shares | 0.5 | ||||||||||||||
Durata Therapeutics Inc [Member] | |||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||
Contingent consideration liability | $ 49 | ||||||||||||||
Payments to acquire business, cash | $ 724.5 | ||||||||||||||
Additional consideration for contingent value rights | $ / shares | $ 5 | ||||||||||||||
Number of contingent value right per share | Contingent_Value_Right | 1 | ||||||||||||||
Durata Therapeutics Inc [Member] | Contingent Value Right [Member] | |||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||
Contingent consideration liability | $ 49 | ||||||||||||||
Payment of contingent consideration | 30.9 | ||||||||||||||
Forest Laboratories Inc. [Member] | |||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||
Business acquisition date | Jul. 1, 2014 | ||||||||||||||
Acquisition purchase price | $ 30,900 | ||||||||||||||
Payments to acquire business, cash | 7,100 | ||||||||||||||
Outstanding indebtedness | $ 3,300 | ||||||||||||||
Equity consideration | $ 20,600 | ||||||||||||||
Shares issued to acquire entity | shares | 89.8 | ||||||||||||||
Step-up in the value of inventories | $ 1,036.3 | ||||||||||||||
Amortization of inventory step-up to cost of sales | $ 20.1 | $ 136.8 | |||||||||||||
Forest Laboratories Inc. [Member] | Non-qualified Options [Member] | |||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||
Shares issued to acquire entity | shares | 6.1 | ||||||||||||||
Forest Laboratories Inc. [Member] | Restricted Stock Units (RSUs) [Member] | |||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||
Shares issued to acquire entity | shares | 1.1 |
Acquisitions and Other Agreem57
Acquisitions and Other Agreements - Summary of Fair Values of Assets Acquired and Liabilities Assumed at Acquisition Date (Detail) - USD ($) $ in Millions | Mar. 31, 2016 | Dec. 31, 2015 | Oct. 16, 2015 | Oct. 01, 2015 | May. 29, 2015 |
Business Acquisition [Line Items] | |||||
Goodwill | $ 46,724 | $ 46,551.5 | |||
AqueSys [Member] | |||||
Business Acquisition [Line Items] | |||||
Cash and cash equivalents | $ 6.2 | ||||
Current assets | 1.2 | ||||
Intangible assets | 221 | ||||
Goodwill | 138.5 | ||||
Current liabilities | (6.9) | ||||
Contingent consideration | (193.5) | ||||
Deferred tax liabilities, net | (169.6) | ||||
Net assets acquired | 298.9 | ||||
Kythera [Member] | |||||
Business Acquisition [Line Items] | |||||
Cash and cash equivalents | $ 78.1 | ||||
Marketable securities | 79.9 | ||||
Inventory | 18.2 | ||||
Other current assets | 14.5 | ||||
Intangible assets | 2,120 | ||||
Goodwill | 328.7 | ||||
Other current liabilities | (48.6) | ||||
Deferred tax liabilities, net | (766.7) | ||||
Outstanding indebtedness | (54.6) | ||||
Net assets acquired | 2,089.5 | ||||
Auden Mckenzie [Member] | |||||
Business Acquisition [Line Items] | |||||
Cash and cash equivalents | $ 32.2 | ||||
Inventory | 49.1 | ||||
Intangible assets | 342.4 | ||||
Goodwill | 123.3 | ||||
Other assets and liabilities | 7.2 | ||||
Contingent consideration | (17.3) | ||||
Deferred tax liabilities, net | (79.6) | ||||
Net assets acquired | 495.9 | ||||
IPR&D [Member] | AqueSys [Member] | |||||
Business Acquisition [Line Items] | |||||
IPR&D intangible assets | $ 302 | ||||
IPR&D [Member] | Kythera [Member] | |||||
Business Acquisition [Line Items] | |||||
IPR&D intangible assets | $ 320 | ||||
IPR&D [Member] | Auden Mckenzie [Member] | |||||
Business Acquisition [Line Items] | |||||
IPR&D intangible assets | $ 38.6 |
Acquisitions and Other Agreem58
Acquisitions and Other Agreements - Summary of Transaction and Integration Costs (Detail) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Legacy Allergan [Member] | ||
Business Acquisition [Line Items] | ||
Total transaction and integration costs | $ 98.9 | $ 790.6 |
Legacy Allergan [Member] | Acquisition, Integration and Restructuring Related Charges [Member] | Cost of Sales [Member] | ||
Business Acquisition [Line Items] | ||
Total transaction and integration costs | 3.9 | 10.9 |
Legacy Allergan [Member] | Acquisition, Integration and Restructuring Related Charges [Member] | Research and Development Expense [Member] | ||
Business Acquisition [Line Items] | ||
Total transaction and integration costs | 2.8 | 59.9 |
Legacy Allergan [Member] | Acquisition, Integration and Restructuring Related Charges [Member] | Selling and Marketing Expense [Member] | ||
Business Acquisition [Line Items] | ||
Total transaction and integration costs | 5 | 50 |
Legacy Allergan [Member] | Acquisition, Integration and Restructuring Related Charges [Member] | General and Administrative Expense [Member] | ||
Business Acquisition [Line Items] | ||
Total transaction and integration costs | 39.8 | 103.7 |
Legacy Allergan [Member] | Acquisition-Related Expenses [Member] | General and Administrative Expense [Member] | ||
Business Acquisition [Line Items] | ||
Total transaction and integration costs | 65.5 | |
Legacy Allergan [Member] | Bridge Loan Facilities Expense [Member] | Other (Expense) Income [Member] | ||
Business Acquisition [Line Items] | ||
Total transaction and integration costs | (263) | |
Legacy Allergan [Member] | Interest Rate Lock [Member] | Other (Expense) Income [Member] | ||
Business Acquisition [Line Items] | ||
Total transaction and integration costs | 31 | |
Forest Laboratories Inc. [Member] | ||
Business Acquisition [Line Items] | ||
Total transaction and integration costs | 21.4 | 97.5 |
Forest Laboratories Inc. [Member] | Acquisition, Integration and Restructuring Related Charges [Member] | Cost of Sales [Member] | ||
Business Acquisition [Line Items] | ||
Total transaction and integration costs | 1 | |
Forest Laboratories Inc. [Member] | Acquisition, Integration and Restructuring Related Charges [Member] | Research and Development Expense [Member] | ||
Business Acquisition [Line Items] | ||
Total transaction and integration costs | 0.1 | 8.8 |
Forest Laboratories Inc. [Member] | Acquisition, Integration and Restructuring Related Charges [Member] | Selling and Marketing Expense [Member] | ||
Business Acquisition [Line Items] | ||
Total transaction and integration costs | 16.8 | |
Forest Laboratories Inc. [Member] | Acquisition, Integration and Restructuring Related Charges [Member] | General and Administrative Expense [Member] | ||
Business Acquisition [Line Items] | ||
Total transaction and integration costs | 1.2 | 11.4 |
Forest Laboratories Inc. [Member] | Other Integration Costs [Member] | General and Administrative Expense [Member] | ||
Business Acquisition [Line Items] | ||
Total transaction and integration costs | 1.6 | |
Stock Compensation Plan [Member] | Legacy Allergan [Member] | Cost of Sales [Member] | ||
Business Acquisition [Line Items] | ||
Total transaction and integration costs | 3.1 | 6.9 |
Stock Compensation Plan [Member] | Legacy Allergan [Member] | Research and Development Expense [Member] | ||
Business Acquisition [Line Items] | ||
Total transaction and integration costs | 13.9 | 55.5 |
Stock Compensation Plan [Member] | Legacy Allergan [Member] | Selling and Marketing Expense [Member] | ||
Business Acquisition [Line Items] | ||
Total transaction and integration costs | 20.5 | 23.2 |
Stock Compensation Plan [Member] | Legacy Allergan [Member] | General and Administrative Expense [Member] | ||
Business Acquisition [Line Items] | ||
Total transaction and integration costs | 9.9 | 183 |
Stock Compensation Plan [Member] | Forest Laboratories Inc. [Member] | Cost of Sales [Member] | ||
Business Acquisition [Line Items] | ||
Total transaction and integration costs | 0.5 | 1.2 |
Stock Compensation Plan [Member] | Forest Laboratories Inc. [Member] | Research and Development Expense [Member] | ||
Business Acquisition [Line Items] | ||
Total transaction and integration costs | 4.1 | 16 |
Stock Compensation Plan [Member] | Forest Laboratories Inc. [Member] | Selling and Marketing Expense [Member] | ||
Business Acquisition [Line Items] | ||
Total transaction and integration costs | 7.4 | 19.6 |
Stock Compensation Plan [Member] | Forest Laboratories Inc. [Member] | General and Administrative Expense [Member] | ||
Business Acquisition [Line Items] | ||
Total transaction and integration costs | $ 8.1 | $ 21.1 |
Discontinued Operations - Summa
Discontinued Operations - Summary of Key Financial Results of Global Generics Business Income from Discontinued Operations (Detail) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Discontinued Operations And Disposal Groups [Abstract] | ||
Third party revenues | $ 1,255.3 | $ 1,671.6 |
Related party sales | 41.3 | 69.5 |
Net revenues | 1,296.6 | 1,741.1 |
Operating expenses: | ||
Cost of sales (excludes amortization and impairment of acquired intangibles including product rights) | 693.2 | 762.8 |
Research and development | 112.3 | 113.3 |
Selling and marketing | 112 | 165.9 |
General and administrative | 128.4 | 152.5 |
Amortization | 137.6 | |
In-process research and development impairments, asset sales and impairments, net | 53.2 | |
Total operating expenses | 1,045.9 | 1,385.3 |
Operating income | 250.7 | 355.8 |
Other (expense) income, net | (0.1) | |
(Benefit) / provision for income taxes | (86.7) | 81.3 |
Net income from discontinued operations | $ 337.4 | $ 274.4 |
Discontinued Operations - Addit
Discontinued Operations - Additional Information (Detail) $ in Millions | 3 Months Ended |
Mar. 31, 2016USD ($) | |
Discontinued Operations And Disposal Groups [Abstract] | |
Deferred tax benefit related to investment in certain subsidiaries | $ 116.1 |
Discontinued Operations - Sched
Discontinued Operations - Schedule of Aggregate Carrying Amounts of Major Classes of Assets and Liabilities (Detail) - USD ($) $ in Millions | Mar. 31, 2016 | Dec. 31, 2015 |
Assets: | ||
Accounts receivable, net | $ 1,997.1 | $ 2,089.7 |
Inventories | 1,190.6 | 1,138.5 |
Prepaid expenses and other current assets | 311.4 | 302.8 |
Property, plant and equipment, net | 1,386.7 | 1,355.6 |
Investments and other assets | 32.1 | 33 |
Non-current deferred tax assets | 187.4 | 223.7 |
Product rights and other intangibles | 2,937.9 | 2,919.3 |
Goodwill | 6,092.7 | 6,009.7 |
Total assets | 14,135.9 | 14,072.3 |
Liabilities: | ||
Accounts payable and accrued expenses | 1,331.3 | 1,455.8 |
Income taxes payable | 77 | 33.9 |
Debt and capital leases | 5.2 | 5.8 |
Other long-term liabilities | 85.7 | 92 |
Other taxes payable | 61.1 | 69 |
Long-term deferred tax liabilities | 362.3 | 415.4 |
Total liabilities | $ 1,922.6 | $ 2,071.9 |
Discontinued Operations - Sch62
Discontinued Operations - Schedule of Depreciation Amortization and Significant Operating and Investing Noncash Items of Discontinued Operations (Detail) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Discontinued Operations And Disposal Groups [Abstract] | ||
Depreciation from discontinued operations | $ 37 | |
Amortization from discontinued operations | 137.6 | |
Capital expenditures | $ 34.6 | 57.1 |
Deferred income taxes (benefit) / expense | $ (104) | $ 63.8 |
Assets Held For Sale - Net Asse
Assets Held For Sale - Net Assets Held for Sale (Detail) - USD ($) $ in Millions | Mar. 31, 2016 | Dec. 31, 2015 |
Long Lived Assets Held-for-sale [Line Items] | ||
Prepaid expenses and other assets | $ 9.3 | $ 9.3 |
Total assets held for sale | 9.3 | 9.3 |
Net assets held for sale | 12,222.6 | 12,009.7 |
Teva Pharmaceutical Industries Ltd [Member] | ||
Long Lived Assets Held-for-sale [Line Items] | ||
Net assets held for sale | 14,135.9 | 14,072.3 |
Net liabilities held for sale | $ 1,922.6 | $ 2,071.9 |
Share-Based Compensation - Addi
Share-Based Compensation - Additional Information (Detail) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Stock option expiration period | 10 years | |
Restricted stock awards restrictions eliminated period | After one year | |
Share-based compensation expense related to discontinued operations | $ 7.8 | $ 10.4 |
Unrecognized future stock-based compensation expense | $ 736.9 | |
Remaining weighted average period (years) | 1 year 8 months 12 days | |
Allergan, Inc. [Member] | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Recognized share-based compensation expense relating to acquisition accounting treatment of outstanding awards acquired | $ 34.2 | 119.7 |
Unrecognized future stock-based compensation expense | 263.6 | |
Forest Laboratories Inc. [Member] | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Recognized share-based compensation expense relating to acquisition accounting treatment of outstanding awards acquired | 12.9 | $ 44.9 |
Unrecognized future stock-based compensation expense | $ 92.7 | |
Minimum [Member] | Stock Options [Member] | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Stock option exercisable period | 3 years | |
Minimum [Member] | Restricted Stock [Member] | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Stock option expiration period | 1 year | |
Maximum [Member] | Stock Options [Member] | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Stock option exercisable period | 5 years | |
Maximum [Member] | Restricted Stock [Member] | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Stock option expiration period | 4 years |
Share-Based Compensation - Sche
Share-Based Compensation - Schedule of Fair Value Assumptions of Options based on Black-Scholes Valuation Model (Detail) | 3 Months Ended |
Mar. 31, 2016 | |
2016 Grants [Member] | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Dividend yield | 0.00% |
Expected volatility | 27.00% |
Risk-free interest rate | 1.60% |
Expected term | 7 years |
2015 Grants [Member] | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Dividend yield | 0.00% |
Expected volatility, Minimum | 26.00% |
Expected volatility, Maximum | 29.00% |
Risk-free interest rate, Minimum | 1.90% |
Risk-free interest rate, Maximum | 2.10% |
2015 Acquired Awards [Member] | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Dividend yield | 0.00% |
Expected volatility, Minimum | 26.00% |
Expected volatility, Maximum | 27.00% |
Risk-free interest rate, Minimum | 0.10% |
Risk-free interest rate, Maximum | 2.10% |
Maximum [Member] | 2015 Grants [Member] | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Expected term | 7 years 6 months |
Maximum [Member] | 2015 Acquired Awards [Member] | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Expected term | 6 years 10 months 24 days |
Minimum [Member] | 2015 Grants [Member] | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Expected term | 7 years |
Share-Based Compensation - Shar
Share-Based Compensation - Share-Based Compensation Expense Recognized in Company's Results of Operations (Detail) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Total stock-based compensation expense | $ 108.2 | $ 352.6 |
Equity Based Compensation Awards [Member] | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Total stock-based compensation expense | 99 | 225.5 |
Cash-Settled Equity Awards [Member] | Allergan, Inc. [Member] | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Total stock-based compensation expense | $ 127.1 | |
Non Equity-Settled Awards Other [Member] | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Total stock-based compensation expense | $ 9.2 |
Share-Based Compensation - Summ
Share-Based Compensation - Summary of Equity Award Activity for Unvested Restricted Stock and Stock Units (Detail) - Restricted Stock [Member] - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 3 Months Ended | 12 Months Ended |
Mar. 31, 2016 | Dec. 31, 2015 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Restricted shares / units outstanding, beginning balance | 2 | |
Shares, Granted | 0.5 | |
Shares, Vested | (0.5) | |
Restricted shares / units outstanding, ending balance | 2 | 2 |
Weighted Average Grant Date Fair Value, outstanding, beginning balance | $ 209.90 | |
Weighted Average Grant Date Fair Value, Granted | 284.49 | |
Weighted Average Grant Date Fair Value, Vested | (136.69) | |
Weighted Average Grant Date Fair Value, Forfeited | (220.98) | |
Weighted Average Grant Date Fair Value, outstanding, ending balance | $ 245.30 | $ 209.90 |
Weighted Average Remaining Contractual Term (Years) | 1 year 10 months 24 days | 1 year 8 months 12 days |
Aggregate Grant Date Fair Value, outstanding, beginning balance | $ 419.8 | |
Aggregate Grant Date Fair Value, Granted | 142.2 | |
Aggregate Grant Date Fair Value, Vested | (68.3) | |
Aggregate Grant Date Fair Value, Forfeited | (3.1) | |
Aggregate Grant Date Fair Value, outstanding, ending balance | $ 490.6 | $ 419.8 |
Share-Based Compensation - Su68
Share-Based Compensation - Summary of Equity Award Activity for Unvested Restricted Stock and Stock Units (Parenthetical) (Detail) | 3 Months Ended |
Mar. 31, 2016shares | |
Non-qualified Options [Member] | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Options, Forfeited | 14,000 |
Share-Based Compensation - Su69
Share-Based Compensation - Summary of Equity Award Activity for Non-Qualified Options to Purchase Ordinary Shares (Detail) - Non-qualified Options [Member] - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 12 Months Ended |
Mar. 31, 2016 | Dec. 31, 2015 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Options, Outstanding, Beginning Balance | 10,500,000 | |
Options, Granted | 200,000 | |
Options, Exercised | (600,000) | |
Options, Cancelled | (29,000) | |
Options, Outstanding, Ending Balance | 10,100,000 | 10,500,000 |
Options, Vested and expected to vest | 9,500,000 | |
Weighted Average Exercise Price, Outstanding, Beginning Balance | $ 149.11 | |
Weighted Average Exercise Price, Granted | 283.70 | |
Weighted Average Exercise Price, Exercised | (122.15) | |
Weighted Average Exercise Price, Cancelled | (123.31) | |
Weighted Average Exercise Price, Outstanding, Ending Balance | 112.80 | $ 149.11 |
Weighted Average Exercise Price, Vested and expected to vest | $ 111.47 | |
Weighted Average Remaining Contractual Term (Years), Outstanding | 6 years 6 months | 6 years 8 months 12 days |
Weighted Average Remaining Contractual Term (Years), Vested and expected to vest | 6 years 6 months | |
Aggregate Intrinsic Value, Outstanding | $ 1,561.5 | $ 1,707.8 |
Aggregate Intrinsic Value, Vested and expected to vest | $ 1,481.4 |
Share-Based Compensation - Su70
Share-Based Compensation - Summary of Equity Award Activity for Non-Qualified Options to Purchase Ordinary Shares (Parenthetical) (Detail) | 3 Months Ended |
Mar. 31, 2016shares | |
Non-qualified Options [Member] | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Options, Forfeited | 29,000 |
Reportable Segments - Additiona
Reportable Segments - Additional Information (Detail) | 3 Months Ended |
Mar. 31, 2016Segment | |
Segment Reporting [Abstract] | |
Number of operating segments | 4 |
Reportable Segments - Schedule
Reportable Segments - Schedule of Net Revenues, Operating Expenses Contribution Information by Reportable Segment (Detail) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Segment Reporting Information [Line Items] | ||
Net revenues | $ 3,795.9 | $ 2,562.6 |
Operating expenses: | ||
Cost of sales | 811.8 | 1,020.1 |
Selling and marketing | 795.8 | 569.6 |
General and administrative | 342.6 | 540.5 |
Research and development | 403.1 | 317.7 |
Amortization | 1,592.1 | 925.4 |
In-process research and development impairments | 6 | 3.7 |
Asset sales and impairments, net | (1.7) | 4.6 |
Operating (loss) | (153.8) | (677.7) |
US Brands [Member] | ||
Segment Reporting Information [Line Items] | ||
Net revenues | 2,302.7 | 1,809.2 |
US Medical Aesthetics [Member] | ||
Segment Reporting Information [Line Items] | ||
Net revenues | 449.7 | 79.8 |
International Brands [Member] | ||
Segment Reporting Information [Line Items] | ||
Net revenues | 673.3 | 118.7 |
Operating Segments [Member] | ||
Segment Reporting Information [Line Items] | ||
Net revenues | 3,790.4 | 2,562 |
Operating expenses: | ||
Cost of sales | 692.4 | 719.9 |
Selling and marketing | 758 | 466 |
General and administrative | 119.2 | 79.4 |
Segment Contribution | $ 2,220.8 | $ 1,296.7 |
Contribution margin | 58.60% | 50.60% |
Corporate | $ 375.1 | $ 864.3 |
Research and development | 403.1 | 317.7 |
Amortization | 1,592.1 | 787.8 |
In-process research and development impairments | 6 | |
Asset sales and impairments, net | (1.7) | 4.6 |
Operating (loss) | $ (153.8) | $ (677.7) |
Operating margin | (4.10%) | (26.50%) |
Operating Segments [Member] | US Brands [Member] | ||
Segment Reporting Information [Line Items] | ||
Net revenues | $ 2,302.7 | $ 1,809.2 |
Operating expenses: | ||
Cost of sales | 259.4 | 218.2 |
Selling and marketing | 431.9 | 372.3 |
General and administrative | 68.1 | 58.5 |
Segment Contribution | $ 1,543.3 | $ 1,160.2 |
Contribution margin | 67.00% | 64.10% |
Operating Segments [Member] | US Medical Aesthetics [Member] | ||
Segment Reporting Information [Line Items] | ||
Net revenues | $ 449.7 | $ 79.8 |
Operating expenses: | ||
Cost of sales | 30.9 | 4.5 |
Selling and marketing | 110 | 13.8 |
General and administrative | 13.3 | 2.7 |
Segment Contribution | $ 295.5 | $ 58.8 |
Contribution margin | 65.70% | 73.70% |
Operating Segments [Member] | International Brands [Member] | ||
Segment Reporting Information [Line Items] | ||
Net revenues | $ 673.3 | $ 118.7 |
Operating expenses: | ||
Cost of sales | 99.2 | 23.7 |
Selling and marketing | 187.3 | 42.3 |
General and administrative | 27.6 | 7.4 |
Segment Contribution | $ 359.2 | $ 45.3 |
Contribution margin | 53.30% | 38.20% |
Operating Segments [Member] | Anda Distribution Segment [Member] | ||
Segment Reporting Information [Line Items] | ||
Net revenues | $ 364.7 | $ 554.3 |
Operating expenses: | ||
Cost of sales | 302.9 | 473.5 |
Selling and marketing | 28.8 | 37.6 |
General and administrative | 10.2 | 10.8 |
Segment Contribution | $ 22.8 | $ 32.4 |
Contribution margin | 6.30% | 5.80% |
Reportable Segments - Reconcili
Reportable Segments - Reconciliation of Net Revenues for Operating Segments (Detail) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Segment Reporting Information [Line Items] | ||
Net revenues | $ 3,795.9 | $ 2,562.6 |
Operating Segments [Member] | ||
Segment Reporting Information [Line Items] | ||
Net revenues | 3,790.4 | 2,562 |
Corporate Revenues [Member] | ||
Segment Reporting Information [Line Items] | ||
Net revenues | $ 5.5 | $ 0.6 |
Reportable Segments - Presents
Reportable Segments - Presents of Global Net Revenues by Segment (Detail) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Entity Wide Information Revenue From External Customer [Line Items] | ||
Net revenues | $ 3,795.9 | $ 2,562.6 |
Global [Member] | ||
Entity Wide Information Revenue From External Customer [Line Items] | ||
Net revenues | 3,795.9 | 2,562.6 |
Global [Member] | Products [Member] | ||
Entity Wide Information Revenue From External Customer [Line Items] | ||
Net revenues | 3,431.2 | 2,008.3 |
Global [Member] | Anda Distribution [Member] | ||
Entity Wide Information Revenue From External Customer [Line Items] | ||
Net revenues | 364.7 | 554.3 |
Global [Member] | Botox [Member] | ||
Entity Wide Information Revenue From External Customer [Line Items] | ||
Net revenues | 637.5 | 84 |
Global [Member] | Restasis [Member] | ||
Entity Wide Information Revenue From External Customer [Line Items] | ||
Net revenues | 313.7 | 29.9 |
Global [Member] | Fillers [Member] | ||
Entity Wide Information Revenue From External Customer [Line Items] | ||
Net revenues | 214.7 | 24.6 |
Global [Member] | Namenda XR [Member] | ||
Entity Wide Information Revenue From External Customer [Line Items] | ||
Net revenues | 173.1 | 150.6 |
Global [Member] | Lumigan And Ganfort [Member] | ||
Entity Wide Information Revenue From External Customer [Line Items] | ||
Net revenues | 169.6 | 21.2 |
Global [Member] | Bystolic [Member] | ||
Entity Wide Information Revenue From External Customer [Line Items] | ||
Net revenues | 164 | 164.1 |
Global [Member] | Linzess/Constella [Member] | ||
Entity Wide Information Revenue From External Customer [Line Items] | ||
Net revenues | 140.9 | 96.2 |
Global [Member] | Alphagan And Combigan [Member] | ||
Entity Wide Information Revenue From External Customer [Line Items] | ||
Net revenues | 126.7 | 16 |
Global [Member] | Asacol/Delzicol [Member] | ||
Entity Wide Information Revenue From External Customer [Line Items] | ||
Net revenues | 121.2 | 149.2 |
Global [Member] | Lo Loestrin [Member] | ||
Entity Wide Information Revenue From External Customer [Line Items] | ||
Net revenues | 89.3 | 83.3 |
Global [Member] | Viibryd/Fetzima [Member] | ||
Entity Wide Information Revenue From External Customer [Line Items] | ||
Net revenues | 83.3 | 79.6 |
Global [Member] | Estrace Cream [Member] | ||
Entity Wide Information Revenue From External Customer [Line Items] | ||
Net revenues | 80.7 | 71.9 |
Global [Member] | Minastrin 24 [Member] | ||
Entity Wide Information Revenue From External Customer [Line Items] | ||
Net revenues | 80.4 | 65.4 |
Global [Member] | Silicone Implants [Member] | ||
Entity Wide Information Revenue From External Customer [Line Items] | ||
Net revenues | 67.4 | 9.4 |
Global [Member] | Carafate And Sulcrate [Member] | ||
Entity Wide Information Revenue From External Customer [Line Items] | ||
Net revenues | 61.5 | 53.6 |
Global [Member] | Ozurdex [Member] | ||
Entity Wide Information Revenue From External Customer [Line Items] | ||
Net revenues | 60.5 | 7 |
Global [Member] | Aczone [Member] | ||
Entity Wide Information Revenue From External Customer [Line Items] | ||
Net revenues | 33 | 6 |
Global [Member] | Namenda IR [Member] | ||
Entity Wide Information Revenue From External Customer [Line Items] | ||
Net revenues | 5.8 | 245.4 |
Global [Member] | Other Products [Member] | ||
Entity Wide Information Revenue From External Customer [Line Items] | ||
Net revenues | 807.9 | 650.9 |
U.S. [Member] | ||
Entity Wide Information Revenue From External Customer [Line Items] | ||
Net revenues | 3,122.6 | 2,443.9 |
U.S. [Member] | Products [Member] | ||
Entity Wide Information Revenue From External Customer [Line Items] | ||
Net revenues | 2,757.9 | 1,889.6 |
U.S. [Member] | Anda Distribution [Member] | ||
Entity Wide Information Revenue From External Customer [Line Items] | ||
Net revenues | 364.7 | 554.3 |
U.S. [Member] | Botox [Member] | ||
Entity Wide Information Revenue From External Customer [Line Items] | ||
Net revenues | 455.5 | 60.7 |
U.S. [Member] | Restasis [Member] | ||
Entity Wide Information Revenue From External Customer [Line Items] | ||
Net revenues | 298.7 | 28.7 |
U.S. [Member] | Fillers [Member] | ||
Entity Wide Information Revenue From External Customer [Line Items] | ||
Net revenues | 114.1 | 12.8 |
U.S. [Member] | Namenda XR [Member] | ||
Entity Wide Information Revenue From External Customer [Line Items] | ||
Net revenues | 173.1 | 150.6 |
U.S. [Member] | Lumigan And Ganfort [Member] | ||
Entity Wide Information Revenue From External Customer [Line Items] | ||
Net revenues | 81.5 | 8.1 |
U.S. [Member] | Bystolic [Member] | ||
Entity Wide Information Revenue From External Customer [Line Items] | ||
Net revenues | 163.6 | 163.7 |
U.S. [Member] | Linzess/Constella [Member] | ||
Entity Wide Information Revenue From External Customer [Line Items] | ||
Net revenues | 137.1 | 95.5 |
U.S. [Member] | Alphagan And Combigan [Member] | ||
Entity Wide Information Revenue From External Customer [Line Items] | ||
Net revenues | 84.9 | 10.1 |
U.S. [Member] | Asacol/Delzicol [Member] | ||
Entity Wide Information Revenue From External Customer [Line Items] | ||
Net revenues | 105.9 | 132 |
U.S. [Member] | Lo Loestrin [Member] | ||
Entity Wide Information Revenue From External Customer [Line Items] | ||
Net revenues | 89.3 | 82.7 |
U.S. [Member] | Viibryd/Fetzima [Member] | ||
Entity Wide Information Revenue From External Customer [Line Items] | ||
Net revenues | 83.3 | 79.6 |
U.S. [Member] | Estrace Cream [Member] | ||
Entity Wide Information Revenue From External Customer [Line Items] | ||
Net revenues | 80.7 | 71.9 |
U.S. [Member] | Minastrin 24 [Member] | ||
Entity Wide Information Revenue From External Customer [Line Items] | ||
Net revenues | 79.6 | 64.8 |
U.S. [Member] | Silicone Implants [Member] | ||
Entity Wide Information Revenue From External Customer [Line Items] | ||
Net revenues | 33.9 | 2.4 |
U.S. [Member] | Carafate And Sulcrate [Member] | ||
Entity Wide Information Revenue From External Customer [Line Items] | ||
Net revenues | 61 | 53.6 |
U.S. [Member] | Ozurdex [Member] | ||
Entity Wide Information Revenue From External Customer [Line Items] | ||
Net revenues | 19.4 | 2.7 |
U.S. [Member] | Aczone [Member] | ||
Entity Wide Information Revenue From External Customer [Line Items] | ||
Net revenues | 33 | 6 |
U.S. [Member] | Namenda IR [Member] | ||
Entity Wide Information Revenue From External Customer [Line Items] | ||
Net revenues | 5.8 | 245.4 |
U.S. [Member] | Other Products [Member] | ||
Entity Wide Information Revenue From External Customer [Line Items] | ||
Net revenues | 657.5 | 618.3 |
International [Member] | ||
Entity Wide Information Revenue From External Customer [Line Items] | ||
Net revenues | 673.3 | 118.7 |
International [Member] | Products [Member] | ||
Entity Wide Information Revenue From External Customer [Line Items] | ||
Net revenues | 673.3 | 118.7 |
International [Member] | Botox [Member] | ||
Entity Wide Information Revenue From External Customer [Line Items] | ||
Net revenues | 182 | 23.3 |
International [Member] | Restasis [Member] | ||
Entity Wide Information Revenue From External Customer [Line Items] | ||
Net revenues | 15 | 1.2 |
International [Member] | Fillers [Member] | ||
Entity Wide Information Revenue From External Customer [Line Items] | ||
Net revenues | 100.6 | 11.8 |
International [Member] | Lumigan And Ganfort [Member] | ||
Entity Wide Information Revenue From External Customer [Line Items] | ||
Net revenues | 88.1 | 13.1 |
International [Member] | Bystolic [Member] | ||
Entity Wide Information Revenue From External Customer [Line Items] | ||
Net revenues | 0.4 | 0.4 |
International [Member] | Linzess/Constella [Member] | ||
Entity Wide Information Revenue From External Customer [Line Items] | ||
Net revenues | 3.8 | 0.7 |
International [Member] | Alphagan And Combigan [Member] | ||
Entity Wide Information Revenue From External Customer [Line Items] | ||
Net revenues | 41.8 | 5.9 |
International [Member] | Asacol/Delzicol [Member] | ||
Entity Wide Information Revenue From External Customer [Line Items] | ||
Net revenues | 15.3 | 17.2 |
International [Member] | Lo Loestrin [Member] | ||
Entity Wide Information Revenue From External Customer [Line Items] | ||
Net revenues | 0.6 | |
International [Member] | Minastrin 24 [Member] | ||
Entity Wide Information Revenue From External Customer [Line Items] | ||
Net revenues | 0.8 | 0.6 |
International [Member] | Silicone Implants [Member] | ||
Entity Wide Information Revenue From External Customer [Line Items] | ||
Net revenues | 33.5 | 7 |
International [Member] | Carafate And Sulcrate [Member] | ||
Entity Wide Information Revenue From External Customer [Line Items] | ||
Net revenues | 0.5 | |
International [Member] | Ozurdex [Member] | ||
Entity Wide Information Revenue From External Customer [Line Items] | ||
Net revenues | 41.1 | 4.3 |
International [Member] | Other Products [Member] | ||
Entity Wide Information Revenue From External Customer [Line Items] | ||
Net revenues | $ 150.4 | $ 32.6 |
Reportable Segments - Schedul75
Reportable Segments - Schedule of Revenue, by Segment (Detail) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Segment Reporting Information [Line Items] | ||
Net revenues | $ 3,795.9 | $ 2,562.6 |
US Brands [Member] | ||
Segment Reporting Information [Line Items] | ||
Net revenues | 2,302.7 | 1,809.2 |
US Brands [Member] | Central Nervous System (CNS) [Member] | ||
Segment Reporting Information [Line Items] | ||
Net revenues | 554.3 | 548.4 |
US Brands [Member] | Eyecare [Member] | ||
Segment Reporting Information [Line Items] | ||
Net revenues | 533 | 94.7 |
US Brands [Member] | Gastroenterology [Member] | ||
Segment Reporting Information [Line Items] | ||
Net revenues | 403.6 | 366.6 |
US Brands [Member] | Women's Health [Member] | ||
Segment Reporting Information [Line Items] | ||
Net revenues | 263.7 | 229.3 |
US Brands [Member] | Urology [Member] | ||
Segment Reporting Information [Line Items] | ||
Net revenues | 74.1 | 37.3 |
US Brands [Member] | Infectious Disease [Member] | ||
Segment Reporting Information [Line Items] | ||
Net revenues | 51.5 | 41.9 |
US Brands [Member] | Other [Member] | ||
Segment Reporting Information [Line Items] | ||
Net revenues | 422.5 | 491 |
US Medical Aesthetics [Member] | ||
Segment Reporting Information [Line Items] | ||
Net revenues | 449.7 | 79.8 |
US Medical Aesthetics [Member] | Facial Aesthetics [Member] | ||
Segment Reporting Information [Line Items] | ||
Net revenues | 279.4 | 35.2 |
US Medical Aesthetics [Member] | Medical Dermatology and Other [Member] | ||
Segment Reporting Information [Line Items] | ||
Net revenues | 122.2 | 30.5 |
US Medical Aesthetics [Member] | Plastic Surgery [Member] | ||
Segment Reporting Information [Line Items] | ||
Net revenues | 48.1 | 14.1 |
International Brands [Member] | ||
Segment Reporting Information [Line Items] | ||
Net revenues | 673.3 | 118.7 |
International Brands [Member] | Eyecare [Member] | ||
Segment Reporting Information [Line Items] | ||
Net revenues | 291.5 | 40.5 |
International Brands [Member] | Facial Aesthetics [Member] | ||
Segment Reporting Information [Line Items] | ||
Net revenues | 205.5 | 24.8 |
International Brands [Member] | Plastic Surgery [Member] | ||
Segment Reporting Information [Line Items] | ||
Net revenues | 36.8 | 7.8 |
International Brands [Member] | Other Therapeutics [Member] | ||
Segment Reporting Information [Line Items] | ||
Net revenues | $ 139.5 | $ 45.6 |
Reportable Segments - Schedul76
Reportable Segments - Schedule of Revenue, by Segment (Parenthetical) (Detail) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Segment Reporting Information [Line Items] | ||
Net revenues | $ 3,795.9 | $ 2,562.6 |
US Brands [Member] | ||
Segment Reporting Information [Line Items] | ||
Net revenues | 2,302.7 | 1,809.2 |
US Brands [Member] | Cardiovascular [Member] | ||
Segment Reporting Information [Line Items] | ||
Net revenues | $ 163.6 | $ 163.7 |
Inventories - Schedule of Inven
Inventories - Schedule of Inventories (Detail) - USD ($) $ in Millions | Mar. 31, 2016 | Dec. 31, 2015 |
Inventory Disclosure [Abstract] | ||
Raw materials | $ 284.1 | $ 242.3 |
Work-in-process | 104.9 | 149.7 |
Finished goods | 741.1 | 706.3 |
Inventories, gross | 1,130.1 | 1,098.3 |
Less: inventory reserves | 107.9 | 88.6 |
Total Inventories | $ 1,022.2 | $ 1,009.7 |
Inventories - Additional Inform
Inventories - Additional Information (Detail) $ in Millions | 12 Months Ended |
Dec. 31, 2015USD ($) | |
Inventory Disclosure [Abstract] | |
Inventory, finished goods | $ 46.1 |
Investments and Other Assets -
Investments and Other Assets - Marketable Securities, Other Investments and Other Assets (Detail) - USD ($) $ in Millions | Mar. 31, 2016 | Dec. 31, 2015 |
Marketable securities: | ||
Total marketable securities | $ 13 | $ 9.3 |
Investments and other assets: | ||
Legacy Allergan deferred executive compensation investments | 107.6 | 118.1 |
Equity method investments | 15.4 | 17.3 |
Cost method investments | 16.7 | 16.7 |
Other long-term investments | 67.3 | 78.2 |
Taxes receivable | 49.7 | 39.6 |
Other assets | 148.8 | 148 |
Total investments and other assets | 405.5 | 417.9 |
U.S. Treasury and Agency Securities - Maturing Within One Year [Member] | ||
Marketable securities: | ||
U.S. Treasury and agency securities | $ 13 | $ 9.3 |
Accounts Payable and Accrued 80
Accounts Payable and Accrued Expenses - Summary of Accounts Payable and Accrued Expenses (Detail) - USD ($) $ in Millions | Mar. 31, 2016 | Dec. 31, 2015 | Mar. 31, 2015 |
Accrued expenses: | |||
Accrued third-party rebates | $ 1,502.7 | $ 1,281.6 | |
Accrued payroll and related benefits | 376.9 | 409.7 | |
Current portion of contingent consideration obligations | 306.1 | 79.9 | |
Accrued returns | 298 | 288.4 | |
Accrued R&D expenditures | 272.5 | 384.1 | |
Litigation-related reserves and legal fees | 262.7 | 213.5 | |
Accrued pharmaceutical fees | 209 | 162.2 | |
Interest payable | 197.7 | 312 | |
Royalties payable | 109.9 | 126.9 | |
Accrued non-provision taxes | 102.8 | 100.3 | |
Accrued selling and marketing expenditures | 98.3 | 127.2 | |
Accrued severance, retention and other shutdown costs | 80.8 | 110.4 | |
Dividends payable | 24.1 | 23.9 | $ 23.4 |
Other accrued expenses | 409.6 | 360 | |
Total accrued expenses | 4,251.1 | 3,980.1 | |
Accounts payable | 450 | 369.4 | |
Total accounts payable and accrued expenses | $ 4,701.1 | $ 4,349.5 |
Goodwill, Product Rights and 81
Goodwill, Product Rights and Other Intangible Assets - Schedule of Goodwill (Detail) $ in Millions | 3 Months Ended |
Mar. 31, 2016USD ($) | |
Goodwill [Line Items] | |
Balance as of December 31, 2015 | $ 46,551.5 |
Foreign exchange and other adjustments | 172.5 |
Balance as of March 31, 2016 | 46,724 |
US Brands [Member] | |
Goodwill [Line Items] | |
Balance as of December 31, 2015 | 36,107.5 |
Foreign exchange and other adjustments | (26.6) |
Balance as of March 31, 2016 | 36,080.9 |
US Medical Aesthetics [Member] | |
Goodwill [Line Items] | |
Balance as of December 31, 2015 | 4,006.7 |
Balance as of March 31, 2016 | 4,006.7 |
International Brands [Member] | |
Goodwill [Line Items] | |
Balance as of December 31, 2015 | 6,351 |
Foreign exchange and other adjustments | 199.1 |
Balance as of March 31, 2016 | 6,550.1 |
Anda Distribution Segment [Member] | |
Goodwill [Line Items] | |
Balance as of December 31, 2015 | 86.3 |
Balance as of March 31, 2016 | $ 86.3 |
Goodwill, Product Rights and 82
Goodwill, Product Rights and Other Intangible Assets - Additional Information (Detail) - USD ($) $ in Millions | Mar. 31, 2016 | Dec. 31, 2015 |
Goodwill And Intangible Assets Disclosure [Abstract] | ||
Gross balance of goodwill | $ 46,741.3 | $ 46,568.8 |
Goodwill in discontinued operations | $ 6,092.7 | $ 6,009.7 |
Goodwill, Product Rights and 83
Goodwill, Product Rights and Other Intangible Assets - Schedule of Cost Basis on Product Rights and Other Intangible Assets (Detail) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2016 | Mar. 31, 2015 | Dec. 31, 2015 | |
Finite And Indefinite Lived Intangible Assets By Major Class [Line Items] | |||
Intangibles with indefinite lives, Impairments | $ (6) | $ (3.7) | |
Intangible assets, gross, Amortization | (1,592.1) | $ (925.4) | |
Product rights and other intangibles | 66,535.8 | $ 67,931.7 | |
Cost Basis [Member] | |||
Finite And Indefinite Lived Intangible Assets By Major Class [Line Items] | |||
Intangibles with definite lives, Beginning balance | 65,234.2 | ||
Intangibles with definite lives, IPR&D to CMP Transfers | 1,130 | ||
Intangibles with definite lives Disposals/Held for Sale/Other | (15) | ||
Intangibles with definite lives, Foreign Currency Translation | 208.1 | ||
Intangibles with definite lives, Ending balance | 66,557.3 | ||
Intangibles with indefinite lives, Beginning balance | 11,204.4 | ||
Intangibles with indefinite lives, Impairments | (6) | ||
Intangibles with indefinite lives, IPR&D to CMP Transfers | (1,130) | ||
Intangibles with indefinite lives, Foreign Currency Translation | 24.3 | ||
Intangibles with indefinite lives, Ending balance | 10,092.7 | ||
Intangible assets, gross, Beginning balance | 76,438.6 | ||
Intangible assets, gross, Impairments | (6) | ||
Intangibles assets, Held For Sale/Disposals/Other | (15) | ||
Intangibles assets, gross, Foreign Currency Translation | 232.4 | ||
Intangible assets, gross, Ending balance | 76,650 | ||
Cost Basis [Member] | Product Rights and Other Related Intangibles [Member] | |||
Finite And Indefinite Lived Intangible Assets By Major Class [Line Items] | |||
Intangibles with definite lives, Beginning balance | 64,544.2 | ||
Intangibles with definite lives, IPR&D to CMP Transfers | 1,130 | ||
Intangibles with definite lives Disposals/Held for Sale/Other | (15) | ||
Intangibles with definite lives, Foreign Currency Translation | 208.1 | ||
Intangibles with definite lives, Ending balance | 65,867.3 | ||
Cost Basis [Member] | Trade Name [Member] | |||
Finite And Indefinite Lived Intangible Assets By Major Class [Line Items] | |||
Intangibles with definite lives, Beginning balance | 690 | ||
Intangibles with definite lives, Ending balance | 690 | ||
Intangibles with indefinite lives, Beginning balance | 76.2 | ||
Intangibles with indefinite lives, Ending balance | 76.2 | ||
Cost Basis [Member] | IPR&D [Member] | |||
Finite And Indefinite Lived Intangible Assets By Major Class [Line Items] | |||
Intangibles with indefinite lives, Beginning balance | 11,128.2 | ||
Intangibles with indefinite lives, Impairments | (6) | ||
Intangibles with indefinite lives, IPR&D to CMP Transfers | (1,130) | ||
Intangibles with indefinite lives, Foreign Currency Translation | 24.3 | ||
Intangibles with indefinite lives, Ending balance | 10,016.5 | ||
Accumulated Amortization [Member] | |||
Finite And Indefinite Lived Intangible Assets By Major Class [Line Items] | |||
Intangible assets, Accumulated Amortization, Beginning balance | (8,506.9) | ||
Intangibles with definite lives, Foreign Currency Translation | (15.2) | ||
Intangibles assets, gross, Foreign Currency Translation | (15.2) | ||
Intangible assets, gross, Amortization | (1,592.1) | ||
Intangible assets, Accumulated Amortization, Ending balance | (10,114.2) | ||
Accumulated Amortization [Member] | Product Rights and Other Related Intangibles [Member] | |||
Finite And Indefinite Lived Intangible Assets By Major Class [Line Items] | |||
Intangible assets, Accumulated Amortization, Beginning balance | (8,447.4) | ||
Intangibles with definite lives, Foreign Currency Translation | (15.2) | ||
Intangible assets, gross, Amortization | (1,572.7) | ||
Intangible assets, Accumulated Amortization, Ending balance | (10,035.3) | ||
Accumulated Amortization [Member] | Trade Name [Member] | |||
Finite And Indefinite Lived Intangible Assets By Major Class [Line Items] | |||
Intangible assets, Accumulated Amortization, Beginning balance | (59.5) | ||
Intangible assets, gross, Amortization | (19.4) | ||
Intangible assets, Accumulated Amortization, Ending balance | $ (78.9) |
Goodwill, Product Rights and 84
Goodwill, Product Rights and Other Intangible Assets - Schedule of Annual Amortization Expense on Product Rights and Other Related Intangibles (Detail) - Product Rights and Other Related Intangibles [Member] $ in Millions | Mar. 31, 2016USD ($) |
Finite Lived Intangible Assets [Line Items] | |
2016 remaining | $ 4,801.8 |
2,017 | 6,409.8 |
2,018 | 5,934.2 |
2,019 | 5,857.4 |
2,020 | 5,606.2 |
2,021 | $ 4,737.5 |
Long-Term Debt and Capital Le85
Long-Term Debt and Capital Leases - Schedule of Long-Term Debt and Capital Leases (Detail) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended |
Mar. 31, 2016 | Dec. 31, 2015 | |
Debt Instrument [Line Items] | ||
Total Senior Notes Gross | $ 34,050 | $ 34,050 |
Unamortized premium | 205.1 | 225.9 |
Unamortized discount | (104.6) | (107.4) |
Total Senior Notes Net | 34,150.5 | 34,168.5 |
Senior Notes, Fair Market Value | 35,264.6 | 34,100.5 |
Total Term Loan Indebtedness | 7,606.4 | 8,256.2 |
Revolver Borrowings | 900 | 200 |
Debt Issuance Costs | (185.6) | (195.8) |
Total Other Borrowings | 807.4 | 101.6 |
Total Indebtedness | 42,567.5 | 42,530.4 |
Capital Leases [Member] | ||
Debt Instrument [Line Items] | ||
Total Term Loan Indebtedness | 3.2 | 4.1 |
Floating Rate Notes [Member] | ||
Debt Instrument [Line Items] | ||
Total Senior Notes Gross | 1,500 | 1,500 |
Senior Notes, Fair Market Value | 1,501 | 1,496.3 |
Floating Rate Notes [Member] | Notes Due September 1, 2016 [Member] | ||
Debt Instrument [Line Items] | ||
Total Senior Notes Gross | 500 | 500 |
Senior Notes, Fair Market Value | 500.7 | 500.5 |
Floating Rate Notes [Member] | Notes Due March 12, 2018 [Member] | ||
Debt Instrument [Line Items] | ||
Total Senior Notes Gross | 500 | 500 |
Senior Notes, Fair Market Value | 502.8 | 499.6 |
Floating Rate Notes [Member] | Notes Due March 12, 2020 [Member] | ||
Debt Instrument [Line Items] | ||
Total Senior Notes Gross | 500 | 500 |
Senior Notes, Fair Market Value | 497.5 | 496.2 |
Fixed Rate Notes [Member] | ||
Debt Instrument [Line Items] | ||
Total Senior Notes Gross | 32,550 | 32,550 |
Senior Notes, Fair Market Value | 33,763.6 | 32,604.2 |
Fixed Rate Notes [Member] | 5.750% Notes Due April 1, 2016 [Member] | ||
Debt Instrument [Line Items] | ||
Total Senior Notes Gross | 800 | 800 |
Senior Notes, Fair Market Value | 800 | 808.4 |
Fixed Rate Notes [Member] | 1.850% Notes Due March 1, 2017 [Member] | ||
Debt Instrument [Line Items] | ||
Total Senior Notes Gross | 1,000 | 1,000 |
Senior Notes, Fair Market Value | 1,004.5 | 1,001.5 |
Fixed Rate Notes [Member] | 1.300% Notes Due June 15, 2017 [Member] | ||
Debt Instrument [Line Items] | ||
Total Senior Notes Gross | 500 | 500 |
Senior Notes, Fair Market Value | 498.6 | 496.3 |
Fixed Rate Notes [Member] | 1.875% Notes Due October 1, 2017 [Member] | ||
Debt Instrument [Line Items] | ||
Total Senior Notes Gross | 1,200 | 1,200 |
Senior Notes, Fair Market Value | 1,205.4 | 1,196 |
Fixed Rate Notes [Member] | 2.350% Notes Due March 12, 2018 [Member] | ||
Debt Instrument [Line Items] | ||
Total Senior Notes Gross | 3,000 | 3,000 |
Senior Notes, Fair Market Value | 3,035.9 | 3,004.6 |
Fixed Rate Notes [Member] | 1.350% Notes Due March 15, 2018 [Member] | ||
Debt Instrument [Line Items] | ||
Total Senior Notes Gross | 250 | 250 |
Senior Notes, Fair Market Value | 248.2 | 244.9 |
Fixed Rate Notes [Member] | 4.375% Notes Due February 1, 2019 [Member] | ||
Debt Instrument [Line Items] | ||
Total Senior Notes Gross | 1,050 | 1,050 |
Senior Notes, Fair Market Value | 1,113.9 | 1,099.5 |
Fixed Rate Notes [Member] | 2.450% Notes Due June 15, 2019 [Member] | ||
Debt Instrument [Line Items] | ||
Total Senior Notes Gross | 500 | 500 |
Senior Notes, Fair Market Value | 506.9 | 494.4 |
Fixed Rate Notes [Member] | 6.125% Senior Notes Due August 15, 2019 [Member] | ||
Debt Instrument [Line Items] | ||
Total Senior Notes Gross | 400 | 400 |
Senior Notes, Fair Market Value | 450.7 | 444.2 |
Fixed Rate Notes [Member] | 3.000% notes due March 12, 2020 [Member] | ||
Debt Instrument [Line Items] | ||
Total Senior Notes Gross | 3,500 | 3,500 |
Senior Notes, Fair Market Value | 3,584.7 | 3,505.1 |
Fixed Rate Notes [Member] | 3.375% Notes Due September 15, 2020 [Member] | ||
Debt Instrument [Line Items] | ||
Total Senior Notes Gross | 650 | 650 |
Senior Notes, Fair Market Value | 675.5 | 656.6 |
Fixed Rate Notes [Member] | 4.875% Notes Due February 15, 2021 [Member] | ||
Debt Instrument [Line Items] | ||
Total Senior Notes Gross | 750 | 750 |
Senior Notes, Fair Market Value | 827.9 | 807.4 |
Fixed Rate Notes [Member] | 5.000% Notes Due December 15, 2021 [Member] | ||
Debt Instrument [Line Items] | ||
Total Senior Notes Gross | 1,200 | 1,200 |
Senior Notes, Fair Market Value | 1,333.3 | 1,299.4 |
Fixed Rate Notes [Member] | 3.450% notes due March 15, 2022 [Member] | ||
Debt Instrument [Line Items] | ||
Total Senior Notes Gross | 3,000 | 3,000 |
Senior Notes, Fair Market Value | 3,105 | 3,006.8 |
Fixed Rate Notes [Member] | 3.250% Notes Due October 1, 2022 [Member] | ||
Debt Instrument [Line Items] | ||
Total Senior Notes Gross | 1,700 | 1,700 |
Senior Notes, Fair Market Value | 1,739.6 | 1,669.6 |
Fixed Rate Notes [Member] | 2.800% Notes Due March 15, 2023 [Member] | ||
Debt Instrument [Line Items] | ||
Total Senior Notes Gross | 350 | 350 |
Senior Notes, Fair Market Value | 345.7 | 327.7 |
Fixed Rate Notes [Member] | 3.850% Notes Due June 15, 2024 [Member] | ||
Debt Instrument [Line Items] | ||
Total Senior Notes Gross | 1,200 | 1,200 |
Senior Notes, Fair Market Value | 1,254.5 | 1,202.6 |
Fixed Rate Notes [Member] | 3.800% notes due March 15, 2025 [Member] | ||
Debt Instrument [Line Items] | ||
Total Senior Notes Gross | 4,000 | 4,000 |
Senior Notes, Fair Market Value | 4,166 | 3,984.6 |
Fixed Rate Notes [Member] | 4.550% notes due March 15, 2035 [Member] | ||
Debt Instrument [Line Items] | ||
Total Senior Notes Gross | 2,500 | 2,500 |
Senior Notes, Fair Market Value | 2,585.2 | 2,462.2 |
Fixed Rate Notes [Member] | 4.625% Notes Due October 1, 2042 [Member] | ||
Debt Instrument [Line Items] | ||
Total Senior Notes Gross | 1,000 | 1,000 |
Senior Notes, Fair Market Value | 1,031.3 | 956.1 |
Fixed Rate Notes [Member] | 4.850% Notes Due June 15, 2044 [Member] | ||
Debt Instrument [Line Items] | ||
Total Senior Notes Gross | 1,500 | 1,500 |
Senior Notes, Fair Market Value | 1,602.1 | 1,483.6 |
Fixed Rate Notes [Member] | 4.750% notes due March 15, 2045 [Member] | ||
Debt Instrument [Line Items] | ||
Total Senior Notes Gross | 2,500 | 2,500 |
Senior Notes, Fair Market Value | 2,648.7 | 2,452.7 |
Variable Rate Debt [Member] | WC Three Year Tranche Maturing October 1, 2016 [Member] | ||
Debt Instrument [Line Items] | ||
Total Term Loan Indebtedness | 191.5 | 191.5 |
Variable Rate Debt [Member] | WC Five Year Trance Maturing October 1, 2018 [Member] | ||
Debt Instrument [Line Items] | ||
Total Term Loan Indebtedness | 181.1 | 498.8 |
Variable Rate Debt [Member] | WC Term Loan [Member] | ||
Debt Instrument [Line Items] | ||
Total Term Loan Indebtedness | 372.6 | 690.3 |
Variable Rate Debt [Member] | Act Term Loan Agreement Maturing October 31, 2017 [Member] | ||
Debt Instrument [Line Items] | ||
Total Term Loan Indebtedness | 358.8 | 572.1 |
Variable Rate Debt [Member] | Act Term Loan Amendment Maturing July 1, 2019 [Member] | ||
Debt Instrument [Line Items] | ||
Total Term Loan Indebtedness | 1,650 | 1,700 |
Variable Rate Debt [Member] | ACT Term Loan [Member] | ||
Debt Instrument [Line Items] | ||
Total Term Loan Indebtedness | 2,008.8 | 2,272.1 |
Variable Rate Debt [Member] | Agn Tranche Three Maturing March 17, 2018 [Member] | ||
Debt Instrument [Line Items] | ||
Total Term Loan Indebtedness | 2,750 | 2,750 |
Variable Rate Debt [Member] | Agn Tranche Five Maturing March 17, 2020 [Member] | ||
Debt Instrument [Line Items] | ||
Total Term Loan Indebtedness | 2,475 | 2,543.8 |
Variable Rate Debt [Member] | AGN Term Loan [Member] | ||
Debt Instrument [Line Items] | ||
Total Term Loan Indebtedness | 5,225 | 5,293.8 |
Other [Member] | ||
Debt Instrument [Line Items] | ||
Total Other Borrowings | $ 93 | $ 97.4 |
Long-Term Debt and Capital Le86
Long-Term Debt and Capital Leases - Schedule of Long-Term Debt and Capital Leases (Parenthetical) (Detail) | Dec. 17, 2014 | Mar. 31, 2016 | Dec. 31, 2015 |
Debt Instrument [Line Items] | |||
Quarterly Required Payments | 2.50% | ||
Floating Rate Notes [Member] | Notes Due September 1, 2016 [Member] | |||
Debt Instrument [Line Items] | |||
Senior notes, maturity date | Sep. 1, 2016 | Sep. 1, 2016 | |
Floating Rate Notes [Member] | Notes Due March 12, 2018 [Member] | |||
Debt Instrument [Line Items] | |||
Senior notes, maturity date | Mar. 12, 2018 | Mar. 12, 2018 | |
Floating Rate Notes [Member] | Notes Due March 12, 2020 [Member] | |||
Debt Instrument [Line Items] | |||
Senior notes, maturity date | Mar. 12, 2020 | Mar. 12, 2020 | |
Fixed Rate Notes [Member] | 5.750% Notes Due April 1, 2016 [Member] | |||
Debt Instrument [Line Items] | |||
Senior notes, maturity date | Apr. 1, 2016 | Apr. 1, 2016 | |
Senior notes, interest rate | 5.75% | 5.75% | |
Fixed Rate Notes [Member] | 1.850% Notes Due March 1, 2017 [Member] | |||
Debt Instrument [Line Items] | |||
Senior notes, maturity date | Mar. 1, 2017 | Mar. 1, 2017 | |
Senior notes, interest rate | 1.85% | 1.85% | |
Fixed Rate Notes [Member] | 1.300% Notes Due June 15, 2017 [Member] | |||
Debt Instrument [Line Items] | |||
Senior notes, maturity date | Jun. 15, 2017 | Jun. 15, 2017 | |
Senior notes, interest rate | 1.30% | 1.30% | |
Fixed Rate Notes [Member] | 1.875% Notes Due October 1, 2017 [Member] | |||
Debt Instrument [Line Items] | |||
Senior notes, maturity date | Oct. 1, 2017 | Oct. 1, 2017 | |
Senior notes, interest rate | 1.875% | 1.875% | |
Fixed Rate Notes [Member] | 2.350% Notes Due March 12, 2018 [Member] | |||
Debt Instrument [Line Items] | |||
Senior notes, maturity date | Mar. 12, 2018 | Mar. 12, 2018 | |
Senior notes, interest rate | 2.35% | 2.35% | |
Fixed Rate Notes [Member] | 1.350% Notes Due March 15, 2018 [Member] | |||
Debt Instrument [Line Items] | |||
Senior notes, maturity date | Mar. 15, 2018 | Mar. 15, 2018 | |
Senior notes, interest rate | 1.35% | 1.35% | |
Fixed Rate Notes [Member] | 4.375% Notes Due February 1, 2019 [Member] | |||
Debt Instrument [Line Items] | |||
Senior notes, maturity date | Feb. 1, 2019 | Feb. 1, 2019 | |
Senior notes, interest rate | 4.375% | 4.375% | |
Fixed Rate Notes [Member] | 2.450% Notes Due June 15, 2019 [Member] | |||
Debt Instrument [Line Items] | |||
Senior notes, maturity date | Jun. 15, 2019 | Jun. 15, 2019 | |
Senior notes, interest rate | 2.45% | 2.45% | |
Fixed Rate Notes [Member] | 6.125% Senior Notes Due August 15, 2019 [Member] | |||
Debt Instrument [Line Items] | |||
Senior notes, maturity date | Aug. 14, 2019 | Aug. 14, 2019 | |
Senior notes, interest rate | 6.125% | 6.125% | |
Fixed Rate Notes [Member] | 3.000% notes due March 12, 2020 [Member] | |||
Debt Instrument [Line Items] | |||
Senior notes, maturity date | Mar. 12, 2020 | Mar. 12, 2020 | |
Senior notes, interest rate | 3.00% | 3.00% | |
Fixed Rate Notes [Member] | 3.375% Notes Due September 15, 2020 [Member] | |||
Debt Instrument [Line Items] | |||
Senior notes, maturity date | Sep. 15, 2020 | Sep. 15, 2020 | |
Senior notes, interest rate | 3.375% | 3.375% | |
Fixed Rate Notes [Member] | 4.875% Notes Due February 15, 2021 [Member] | |||
Debt Instrument [Line Items] | |||
Senior notes, maturity date | Feb. 15, 2021 | Feb. 15, 2021 | |
Senior notes, interest rate | 4.875% | 4.875% | |
Fixed Rate Notes [Member] | 5.000% Notes Due December 15, 2021 [Member] | |||
Debt Instrument [Line Items] | |||
Senior notes, maturity date | Dec. 15, 2021 | Dec. 15, 2021 | |
Senior notes, interest rate | 5.00% | 5.00% | |
Fixed Rate Notes [Member] | 3.450% notes due March 15, 2022 [Member] | |||
Debt Instrument [Line Items] | |||
Senior notes, maturity date | Mar. 15, 2022 | Mar. 15, 2022 | |
Senior notes, interest rate | 3.45% | 3.45% | |
Fixed Rate Notes [Member] | 3.250% Notes Due October 1, 2022 [Member] | |||
Debt Instrument [Line Items] | |||
Senior notes, maturity date | Oct. 1, 2022 | Oct. 1, 2022 | |
Senior notes, interest rate | 3.25% | 3.25% | |
Fixed Rate Notes [Member] | 2.800% Notes Due March 15, 2023 [Member] | |||
Debt Instrument [Line Items] | |||
Senior notes, maturity date | Mar. 15, 2023 | Mar. 15, 2023 | |
Senior notes, interest rate | 2.80% | 2.80% | |
Fixed Rate Notes [Member] | 3.850% Notes Due June 15, 2024 [Member] | |||
Debt Instrument [Line Items] | |||
Senior notes, maturity date | Jun. 15, 2024 | Jun. 15, 2024 | |
Senior notes, interest rate | 3.85% | 3.85% | |
Fixed Rate Notes [Member] | 3.800% notes due March 15, 2025 [Member] | |||
Debt Instrument [Line Items] | |||
Senior notes, maturity date | Mar. 15, 2025 | Mar. 15, 2025 | |
Senior notes, interest rate | 3.80% | 3.80% | |
Fixed Rate Notes [Member] | 4.550% notes due March 15, 2035 [Member] | |||
Debt Instrument [Line Items] | |||
Senior notes, maturity date | Mar. 15, 2035 | Mar. 15, 2035 | |
Senior notes, interest rate | 4.55% | 4.55% | |
Fixed Rate Notes [Member] | 4.625% Notes Due October 1, 2042 [Member] | |||
Debt Instrument [Line Items] | |||
Senior notes, maturity date | Oct. 1, 2042 | Oct. 1, 2042 | |
Senior notes, interest rate | 4.625% | 4.625% | |
Fixed Rate Notes [Member] | 4.850% Notes Due June 15, 2044 [Member] | |||
Debt Instrument [Line Items] | |||
Senior notes, maturity date | Jun. 15, 2044 | Jun. 15, 2044 | |
Senior notes, interest rate | 4.85% | 4.85% | |
Fixed Rate Notes [Member] | 4.750% notes due March 15, 2045 [Member] | |||
Debt Instrument [Line Items] | |||
Senior notes, maturity date | Mar. 15, 2045 | Mar. 15, 2045 | |
Senior notes, interest rate | 4.75% | 4.75% | |
Variable Rate Debt [Member] | WC Three Year Tranche Maturing October 1, 2016 [Member] | |||
Debt Instrument [Line Items] | |||
Senior notes, maturity date | Oct. 1, 2016 | Oct. 1, 2016 | |
Variable Rate Debt [Member] | WC Five Year Trance Maturing October 1, 2018 [Member] | |||
Debt Instrument [Line Items] | |||
Senior notes, maturity date | Oct. 1, 2018 | Oct. 1, 2018 | |
Variable Rate Debt [Member] | Act Term Loan Agreement Maturing October 31, 2017 [Member] | |||
Debt Instrument [Line Items] | |||
Senior notes, maturity date | Oct. 31, 2017 | Oct. 31, 2017 | |
Variable Rate Debt [Member] | Act Term Loan Amendment Maturing July 1, 2019 [Member] | |||
Debt Instrument [Line Items] | |||
Senior notes, maturity date | Jul. 1, 2019 | Jul. 1, 2019 | |
Variable Rate Debt [Member] | Agn Tranche Three Maturing March 17, 2018 [Member] | |||
Debt Instrument [Line Items] | |||
Senior notes, maturity date | Mar. 17, 2018 | Mar. 17, 2018 | Mar. 17, 2018 |
Variable Rate Debt [Member] | Agn Tranche Five Maturing March 17, 2020 [Member] | |||
Debt Instrument [Line Items] | |||
Senior notes, maturity date | Mar. 17, 2020 | Mar. 17, 2020 | Mar. 17, 2020 |
Quarterly Required Payments | 2.50% |
Long-Term Debt and Capital Le87
Long-Term Debt and Capital Leases - Floating Rate Notes - Additional Information (Detail) - Floating Rate Notes [Member] | 3 Months Ended |
Mar. 31, 2016 | |
Debt Instrument [Line Items] | |
Debt instrument variable rate basis | Three-month LIBOR |
Interest payment terms | Interest on the 2016 Floating Rate Notes is payable quarterly on March 1, June 1, September 1 and December 1 of each year, and began on June 1, 2015. Interest on the 2018 Floating Rate Notes and the 2020 Floating Rate Notes is payable quarterly on March 12, June 12, September 12 and December 12 of each year, and began on June 12, 2015. |
Notes Due September 1, 2016 [Member] | |
Debt Instrument [Line Items] | |
Percentage of margin | 0.875% |
Notes Due March 12, 2018 [Member] | |
Debt Instrument [Line Items] | |
Percentage of margin | 1.08% |
Notes Due March 12, 2020 [Member] | |
Debt Instrument [Line Items] | |
Percentage of margin | 1.255% |
Long-Term Debt and Capital Le88
Long-Term Debt and Capital Leases - Fixed Rate Notes - Additional Information (Detail) - USD ($) $ in Millions | Apr. 02, 2016 | Mar. 17, 2015 | Mar. 31, 2016 | Mar. 31, 2015 | Dec. 31, 2015 |
Debt Instrument [Line Items] | |||||
Senior notes, gross | $ 34,050 | $ 34,050 | |||
Senior Notes, Fair Market Value | 35,264.6 | 34,100.5 | |||
Unamortized premium | 205.1 | 225.9 | |||
Proceeds from borrowings on credit facility and other | 900 | $ 2,810 | |||
Fixed Rate Notes [Member] | |||||
Debt Instrument [Line Items] | |||||
Senior notes, gross | 32,550 | 32,550 | |||
Senior Notes, Fair Market Value | 33,763.6 | $ 32,604.2 | |||
Fixed Rate Notes [Member] | Revolving Credit Facility [Member] | |||||
Debt Instrument [Line Items] | |||||
Proceeds from borrowings on credit facility and other | $ 900 | ||||
Fixed Rate Notes [Member] | Subsequent Event [Member] | |||||
Debt Instrument [Line Items] | |||||
Repayments of senior notes | $ 800 | ||||
Fixed Rate Notes [Member] | 2.800% Notes Due March 15, 2023 [Member] | |||||
Debt Instrument [Line Items] | |||||
Senior notes, maturity date | Mar. 15, 2023 | Mar. 15, 2023 | |||
Senior notes, interest rate | 2.80% | 2.80% | |||
Senior notes, gross | $ 350 | $ 350 | |||
Senior Notes, Fair Market Value | $ 345.7 | $ 327.7 | |||
Fixed Rate Notes [Member] | 3.375% Notes Due September 15, 2020 [Member] | |||||
Debt Instrument [Line Items] | |||||
Senior notes, maturity date | Sep. 15, 2020 | Sep. 15, 2020 | |||
Senior notes, interest rate | 3.375% | 3.375% | |||
Senior notes, gross | $ 650 | $ 650 | |||
Senior Notes, Fair Market Value | $ 675.5 | $ 656.6 | |||
Fixed Rate Notes [Member] | 1.350% Notes Due March 15, 2018 [Member] | |||||
Debt Instrument [Line Items] | |||||
Senior notes, maturity date | Mar. 15, 2018 | Mar. 15, 2018 | |||
Senior notes, interest rate | 1.35% | 1.35% | |||
Senior notes, gross | $ 250 | $ 250 | |||
Senior Notes, Fair Market Value | $ 248.2 | $ 244.9 | |||
Fixed Rate Notes [Member] | 5.750% Notes Due April 1, 2016 [Member] | |||||
Debt Instrument [Line Items] | |||||
Senior notes, maturity date | Apr. 1, 2016 | Apr. 1, 2016 | |||
Senior notes, interest rate | 5.75% | 5.75% | |||
Senior notes, gross | $ 800 | $ 800 | |||
Senior Notes, Fair Market Value | $ 800 | $ 808.4 | |||
Fixed Rate Notes [Member] | Allergan Acquisition [Member] | |||||
Debt Instrument [Line Items] | |||||
Senior Notes, Fair Market Value | $ 2,087.5 | ||||
Unamortized premium | $ 37.5 | ||||
Fixed Rate Notes [Member] | Allergan Acquisition [Member] | 2.800% Notes Due March 15, 2023 [Member] | |||||
Debt Instrument [Line Items] | |||||
Senior notes, maturity date | Mar. 15, 2023 | ||||
Interest payment terms | semi-annually | ||||
Senior notes, interest rate | 2.80% | ||||
Senior notes, gross | $ 350 | ||||
Fixed Rate Notes [Member] | Allergan Acquisition [Member] | 3.375% Notes Due September 15, 2020 [Member] | |||||
Debt Instrument [Line Items] | |||||
Senior notes, maturity date | Sep. 15, 2020 | ||||
Interest payment terms | semi-annually | ||||
Senior notes, interest rate | 3.375% | ||||
Senior notes, gross | $ 650 | ||||
Fixed Rate Notes [Member] | Allergan Acquisition [Member] | 1.350% Notes Due March 15, 2018 [Member] | |||||
Debt Instrument [Line Items] | |||||
Senior notes, maturity date | Mar. 15, 2018 | ||||
Interest payment terms | semi-annually | ||||
Senior notes, interest rate | 1.35% | ||||
Senior notes, gross | $ 250 | ||||
Fixed Rate Notes [Member] | Allergan Acquisition [Member] | 5.750% Notes Due April 1, 2016 [Member] | |||||
Debt Instrument [Line Items] | |||||
Senior notes, maturity date | Apr. 1, 2016 | ||||
Interest payment terms | semi-annually | ||||
Senior notes, interest rate | 5.75% | ||||
Senior notes, gross | $ 800 |
Long-Term Debt and Capital Le89
Long-Term Debt and Capital Leases - WC Term Loan - Additional Information (Detail) - USD ($) | Oct. 01, 2013 | Mar. 31, 2016 |
Debt Instrument [Line Items] | ||
Quarterly Required Payments | 2.50% | |
WC Term Loan Agreement [Member] | ||
Debt Instrument [Line Items] | ||
Maximum borrowing capacity | $ 2,000,000,000 | |
Cash on hand | 41,000,000 | |
Prepayments of outstanding indebtedness | $ 311,700,000 | |
Three Year Tranche [Member] | WC Term Loan Agreement [Member] | ||
Debt Instrument [Line Items] | ||
Maximum borrowing capacity | 1,000,000,000 | |
Debt instrument, maturity date | Oct. 1, 2016 | |
Term loan credit agreement payment terms | The outstanding principal amount of loans under the WC Three Year Tranche is not subject to quarterly amortization and shall be payable in full on the three year anniversary of the WC Closing Date. | |
Three Year Tranche [Member] | WC Term Loan Agreement [Member] | Base Rate [Member] | Minimum [Member] | ||
Debt Instrument [Line Items] | ||
Percentage of margin | 0.00% | |
Three Year Tranche [Member] | WC Term Loan Agreement [Member] | Base Rate [Member] | Maximum [Member] | ||
Debt Instrument [Line Items] | ||
Percentage of margin | 0.75% | |
Three Year Tranche [Member] | WC Term Loan Agreement [Member] | Eurodollar [Member] | Minimum [Member] | ||
Debt Instrument [Line Items] | ||
Percentage of margin | 1.00% | |
Three Year Tranche [Member] | WC Term Loan Agreement [Member] | Eurodollar [Member] | Maximum [Member] | ||
Debt Instrument [Line Items] | ||
Percentage of margin | 1.75% | |
Five Year Tranche [Member] | WC Term Loan Agreement [Member] | ||
Debt Instrument [Line Items] | ||
Maximum borrowing capacity | $ 1,000,000,000 | |
Debt instrument, maturity date | Oct. 1, 2018 | |
Term loan credit agreement payment terms | The outstanding principal amount of loans under the WC Five Year Tranche is payable in equal quarterly amounts of 2.50% per quarter prior to the fifth anniversary of the WC Closing Date, with the remaining balance payable on the fifth year anniversary of the WC Closing Date. | |
Quarterly Required Payments | 2.50% | |
Five Year Tranche [Member] | WC Term Loan Agreement [Member] | Base Rate [Member] | Minimum [Member] | ||
Debt Instrument [Line Items] | ||
Percentage of margin | 0.125% | |
Five Year Tranche [Member] | WC Term Loan Agreement [Member] | Base Rate [Member] | Maximum [Member] | ||
Debt Instrument [Line Items] | ||
Percentage of margin | 0.875% | |
Five Year Tranche [Member] | WC Term Loan Agreement [Member] | Eurodollar [Member] | Minimum [Member] | ||
Debt Instrument [Line Items] | ||
Percentage of margin | 1.125% | |
Five Year Tranche [Member] | WC Term Loan Agreement [Member] | Eurodollar [Member] | Maximum [Member] | ||
Debt Instrument [Line Items] | ||
Percentage of margin | 1.875% |
Long-Term Debt and Capital Le90
Long-Term Debt and Capital Leases - ACT Term Loan - Additional Information (Detail) - USD ($) | 3 Months Ended | ||||
Mar. 31, 2016 | Dec. 31, 2015 | Jul. 01, 2014 | Oct. 01, 2013 | Jun. 22, 2012 | |
Debt Instrument [Line Items] | |||||
Borrowings outstanding | $ 900,000,000 | $ 200,000,000 | |||
Quarterly Required Payments | 2.50% | ||||
ACT Term Loan Agreement (2017 Term-Loan) [Member] | |||||
Debt Instrument [Line Items] | |||||
Loan agreement effective date | Mar. 31, 2014 | ||||
Maximum borrowing capacity | $ 1,800,000,000 | ||||
Borrowings outstanding | $ 1,572,500,000 | ||||
Debt instrument, maturity date | Oct. 31, 2017 | ||||
Quarterly Required Payments | 2.50% | ||||
Prepayments of outstanding indebtedness | $ 200,000,000 | ||||
ACT Term Loan Agreement (2017 Term-Loan) [Member] | Minimum [Member] | Base Rate [Member] | |||||
Debt Instrument [Line Items] | |||||
Percentage of margin | 0.00% | ||||
ACT Term Loan Agreement (2017 Term-Loan) [Member] | Minimum [Member] | Eurodollar Rate [Member] | |||||
Debt Instrument [Line Items] | |||||
Percentage of margin | 1.00% | ||||
ACT Term Loan Agreement (2017 Term-Loan) [Member] | Maximum [Member] | Base Rate [Member] | |||||
Debt Instrument [Line Items] | |||||
Percentage of margin | 1.00% | ||||
ACT Term Loan Agreement (2017 Term-Loan) [Member] | Maximum [Member] | Eurodollar Rate [Member] | |||||
Debt Instrument [Line Items] | |||||
Percentage of margin | 2.00% | ||||
ACT Term Loan Amendment (2019 Term-Loan) [Member] | Minimum [Member] | Base Rate [Member] | |||||
Debt Instrument [Line Items] | |||||
Percentage of margin | 0.125% | ||||
ACT Term Loan Amendment (2019 Term-Loan) [Member] | Minimum [Member] | Eurodollar Rate [Member] | |||||
Debt Instrument [Line Items] | |||||
Percentage of margin | 1.125% | ||||
ACT Term Loan Amendment (2019 Term-Loan) [Member] | Maximum [Member] | Base Rate [Member] | |||||
Debt Instrument [Line Items] | |||||
Percentage of margin | 0.875% | ||||
ACT Term Loan Amendment (2019 Term-Loan) [Member] | Maximum [Member] | Eurodollar Rate [Member] | |||||
Debt Instrument [Line Items] | |||||
Percentage of margin | 1.875% | ||||
ACT Term Loan Amendment (2019 Term-Loan) [Member] | Forest Laboratories Inc. [Member] | |||||
Debt Instrument [Line Items] | |||||
Maximum borrowing capacity | $ 2,000,000,000 | ||||
Debt instrument, maturity date | Jul. 1, 2019 | ||||
Quarterly Required Payments | 2.50% |
Long-Term Debt and Capital Le91
Long-Term Debt and Capital Leases - AGN Term Loan - Additional Information (Detail) - USD ($) | Dec. 17, 2014 | Mar. 31, 2016 | Dec. 31, 2015 |
Debt Instrument [Line Items] | |||
Quarterly Required Payments | 2.50% | ||
Minimum [Member] | |||
Debt Instrument [Line Items] | |||
Indebtedness in an aggregate principal amount | $ 350,000,000 | ||
AGN Term Loan [Member] | Minimum [Member] | |||
Debt Instrument [Line Items] | |||
Indebtedness in an aggregate principal amount | $ 350,000,000 | ||
Variable Rate Debt [Member] | Agn Tranche Three Maturing March 17, 2018 [Member] | |||
Debt Instrument [Line Items] | |||
Maximum borrowing capacity | $ 2,750,000,000 | ||
Debt instrument, maturity date | Mar. 17, 2018 | Mar. 17, 2018 | Mar. 17, 2018 |
Debt instrument, maturity term | 3 years | ||
Variable Rate Debt [Member] | Agn Tranche Three Maturing March 17, 2018 [Member] | Minimum [Member] | Base Rate [Member] | |||
Debt Instrument [Line Items] | |||
Percentage of margin | 0.00% | ||
Variable Rate Debt [Member] | Agn Tranche Three Maturing March 17, 2018 [Member] | Minimum [Member] | Eurodollar [Member] | |||
Debt Instrument [Line Items] | |||
Percentage of margin | 1.00% | ||
Variable Rate Debt [Member] | Agn Tranche Three Maturing March 17, 2018 [Member] | Maximum [Member] | Base Rate [Member] | |||
Debt Instrument [Line Items] | |||
Percentage of margin | 1.00% | ||
Variable Rate Debt [Member] | Agn Tranche Three Maturing March 17, 2018 [Member] | Maximum [Member] | Eurodollar [Member] | |||
Debt Instrument [Line Items] | |||
Percentage of margin | 2.00% | ||
Variable Rate Debt [Member] | Agn Tranche Five Maturing March 17, 2020 [Member] | |||
Debt Instrument [Line Items] | |||
Maximum borrowing capacity | $ 2,750,000,000 | ||
Debt instrument, maturity date | Mar. 17, 2020 | Mar. 17, 2020 | Mar. 17, 2020 |
Debt instrument, maturity term | 5 years | ||
Quarterly Required Payments | 2.50% | ||
Variable Rate Debt [Member] | Agn Tranche Five Maturing March 17, 2020 [Member] | Minimum [Member] | Base Rate [Member] | |||
Debt Instrument [Line Items] | |||
Percentage of margin | 0.125% | ||
Variable Rate Debt [Member] | Agn Tranche Five Maturing March 17, 2020 [Member] | Minimum [Member] | Eurodollar [Member] | |||
Debt Instrument [Line Items] | |||
Percentage of margin | 1.125% | ||
Variable Rate Debt [Member] | Agn Tranche Five Maturing March 17, 2020 [Member] | Maximum [Member] | Base Rate [Member] | |||
Debt Instrument [Line Items] | |||
Percentage of margin | 1.25% | ||
Variable Rate Debt [Member] | Agn Tranche Five Maturing March 17, 2020 [Member] | Maximum [Member] | Eurodollar [Member] | |||
Debt Instrument [Line Items] | |||
Percentage of margin | 2.25% | ||
Variable Rate Debt [Member] | AGN Term Loan [Member] | |||
Debt Instrument [Line Items] | |||
Term loan credit agreement payment terms | The outstanding principal amount of loans under the AGN Five Year Tranche is payable in equal quarterly amounts of 2.50% per quarter prior to March 17, 2020, with the remaining balance payable on March 17, 2020. |
Long-Term Debt and Capital Le92
Long-Term Debt and Capital Leases - Cash Bridge Loan Facility - Additional Information (Detail) - USD ($) | Apr. 09, 2015 | Mar. 11, 2015 | Mar. 31, 2016 | Dec. 31, 2015 | Mar. 17, 2015 |
Debt Instrument [Line Items] | |||||
Borrowings outstanding | $ 900,000,000 | $ 200,000,000 | |||
Cash Bridge Loan Facility [Member] | |||||
Debt Instrument [Line Items] | |||||
Maximum borrowing capacity | $ 2,800,000,000 | ||||
Borrowings outstanding | $ 2,800,000,000 | ||||
Facility repayment | $ 2,800,000,000 | ||||
Cash Bridge Loan Facility [Member] | Base Rate [Member] | Minimum [Member] | |||||
Debt Instrument [Line Items] | |||||
Percentage of margin | 0.00% | ||||
Cash Bridge Loan Facility [Member] | Base Rate [Member] | Maximum [Member] | |||||
Debt Instrument [Line Items] | |||||
Percentage of margin | 1.00% | ||||
Cash Bridge Loan Facility [Member] | Eurodollar [Member] | Minimum [Member] | |||||
Debt Instrument [Line Items] | |||||
Percentage of margin | 1.00% | ||||
Cash Bridge Loan Facility [Member] | Eurodollar [Member] | Maximum [Member] | |||||
Debt Instrument [Line Items] | |||||
Percentage of margin | 2.00% |
Long-Term Debt and Capital Le93
Long-Term Debt and Capital Leases - Revolving Credit Facility - Additional Information (Detail) - USD ($) | Apr. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Dec. 17, 2014 | Jun. 30, 2014 |
Debt Instrument [Line Items] | |||||
Borrowings outstanding | $ 900,000,000 | $ 200,000,000 | |||
Minimum [Member] | |||||
Debt Instrument [Line Items] | |||||
Indebtedness in an aggregate principal amount | $ 350,000,000 | ||||
Unsecured Revolving Credit Facility [Member] | |||||
Debt Instrument [Line Items] | |||||
Maximum borrowing capacity | $ 1,000,000,000 | ||||
Second Amended and Restated Revolving Credit and Guaranty Agreement [Member] | |||||
Debt Instrument [Line Items] | |||||
Maximum borrowing capacity | $ 750,000,000 | ||||
Revolver Agreement [Member] | Minimum [Member] | |||||
Debt Instrument [Line Items] | |||||
Commitment fee to maintain availability of funds | 0.075% | ||||
Debt instrument, maturity date | Dec. 17, 2019 | ||||
Line of credit facility interest rate description | The Revolver Agreement provides that loans thereunder will bear interest, at our choice, of a per annum rate equal to either (a) a base rate, plus an applicable margin per annum varying from 0.00% per annum to 1.00% per annum depending on the Debt Rating or (b) a Eurodollar rate, plus an applicable margin varying from 0.875% per annum to 2.00% per annum depending on the Debt Rating. | ||||
Revolver Agreement [Member] | Minimum [Member] | Base Rate [Member] | |||||
Debt Instrument [Line Items] | |||||
Percentage of margin | 0.00% | ||||
Revolver Agreement [Member] | Minimum [Member] | Eurodollar Rate [Member] | |||||
Debt Instrument [Line Items] | |||||
Percentage of margin | 0.875% | ||||
Revolver Agreement [Member] | Maximum [Member] | |||||
Debt Instrument [Line Items] | |||||
Commitment fee to maintain availability of funds | 0.25% | ||||
Revolver Agreement [Member] | Maximum [Member] | Base Rate [Member] | |||||
Debt Instrument [Line Items] | |||||
Percentage of margin | 1.00% | ||||
Revolver Agreement [Member] | Maximum [Member] | Eurodollar Rate [Member] | |||||
Debt Instrument [Line Items] | |||||
Percentage of margin | 2.00% | ||||
Revolving Credit Facility [Member] | |||||
Debt Instrument [Line Items] | |||||
Borrowings outstanding | $ 900,000,000 | ||||
Letter of credit outstanding | 28,800,000 | ||||
Net availability under the Revolver Agreement | $ 71,200,000 | ||||
Revolving Credit Facility [Member] | Subsequent Event [Member] | |||||
Debt Instrument [Line Items] | |||||
Repayment of debt | $ 425,000,000 |
Long-Term Debt and Capital Le94
Long-Term Debt and Capital Leases - Schedule of Annual Debt Maturities (Detail) - USD ($) $ in Millions | Mar. 31, 2016 | Dec. 31, 2015 |
Debt Disclosure [Abstract] | ||
2016 remaining | $ 1,905.7 | |
2,017 | 3,522.3 | |
2,018 | 7,129.7 | |
2,019 | 3,325 | |
2,020 | 6,093.8 | |
2,021 | 1,950 | |
2022 and after | 17,729.9 | |
Long Term Debt, Gross | 41,656.4 | |
Capital leases | 3.2 | |
Revolving credit facility | 900 | $ 200 |
Debt issuance costs | (185.6) | |
Other short-term borrowings | 93 | |
Unamortized premium | 205.1 | 225.9 |
Unamortized discount | (104.6) | (107.4) |
Total Indebtedness | $ 42,567.5 | $ 42,530.4 |
Other Long-Term Liabilities - S
Other Long-Term Liabilities - Summary of Other Long-Term Liabilities (Detail) - USD ($) $ in Millions | Mar. 31, 2016 | Dec. 31, 2015 |
Other Liabilities Disclosure [Abstract] | ||
Acquisition related contingent consideration liabilities | $ 559.5 | $ 788.1 |
Long-term pension and post retirement liability | 224.7 | 222.1 |
Legacy Allergan deferred executive compensation | 106.9 | 117.9 |
Long-term severance and restructuring liabilities | 35.9 | 34.9 |
Product warranties | 28 | 28.4 |
Long-term contractual obligations | 25.6 | 26.4 |
Deferred revenue | 13.3 | 18.2 |
Other long-term liabilities | 30.1 | 26 |
Total other long-term liabilities | $ 1,024 | $ 1,262 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Income Tax Disclosure [Abstract] | ||
Company's effective tax rate | 83.20% | 24.80% |
Income tax expense due to change in valuation allowance | $ 124.3 | |
Tax benefit of recognition of unrecognized tax benefits | 32.2 | |
Out of period tax benefit recorded related to prior year | $ 20 |
Income Taxes - Summary of Acqui
Income Taxes - Summary of Acquired U.S. Entities and Taxable Years that are Currently under Audit by IRS (Detail) - U.S. Federal Income Tax Authority [Member] | 3 Months Ended |
Mar. 31, 2016 | |
Actavis, Inc. (f/k/a Watson Pharmaceuticals, Inc.) [Member] | Tax Year 2008 [Member] | |
Income Tax Examination [Line Items] | |
Tax Years | 2,008 |
Actavis, Inc. (f/k/a Watson Pharmaceuticals, Inc.) [Member] | Tax Year 2009 [Member] | |
Income Tax Examination [Line Items] | |
Tax Years | 2,009 |
Actavis, Inc. (f/k/a Watson Pharmaceuticals, Inc.) [Member] | Tax Year 2010 [Member] | |
Income Tax Examination [Line Items] | |
Tax Years | 2,010 |
Actavis, Inc. (f/k/a Watson Pharmaceuticals, Inc.) [Member] | Tax Year 2011 [Member] | |
Income Tax Examination [Line Items] | |
Tax Years | 2,011 |
Actavis Inc [Member] | Tax Year 2009 [Member] | |
Income Tax Examination [Line Items] | |
Tax Years | 2,009 |
Actavis Inc [Member] | Tax Year 2010 [Member] | |
Income Tax Examination [Line Items] | |
Tax Years | 2,010 |
Actavis Inc [Member] | Tax Year 2011 [Member] | |
Income Tax Examination [Line Items] | |
Tax Years | 2,011 |
Actavis Inc [Member] | Tax Year 2012 [Member] | |
Income Tax Examination [Line Items] | |
Tax Years | 2,012 |
Warner Chilcott Corporation [Member] | Tax Year 2010 [Member] | |
Income Tax Examination [Line Items] | |
Tax Years | 2,010 |
Warner Chilcott Corporation [Member] | Tax Year 2011 [Member] | |
Income Tax Examination [Line Items] | |
Tax Years | 2,011 |
Warner Chilcott Corporation [Member] | Tax Year 2012 [Member] | |
Income Tax Examination [Line Items] | |
Tax Years | 2,012 |
Forest Laboratories Inc. [Member] | Tax Year 2008 [Member] | |
Income Tax Examination [Line Items] | |
Tax Years | 2,008 |
Forest Laboratories Inc. [Member] | Tax Year 2009 [Member] | |
Income Tax Examination [Line Items] | |
Tax Years | 2,009 |
Forest Laboratories Inc. [Member] | Tax Year 2007 | |
Income Tax Examination [Line Items] | |
Tax Years | 2,007 |
Aptalis Holdings, Inc. [Member] | Tax Year 2013 [Member] | |
Income Tax Examination [Line Items] | |
Tax Years | 2,013 |
Durata Therapeutics Inc [Member] | Tax Year 2012 [Member] | |
Income Tax Examination [Line Items] | |
Tax Years | 2,012 |
Allergan, Inc. [Member] | Tax Year 2009 [Member] | |
Income Tax Examination [Line Items] | |
Tax Years | 2,009 |
Allergan, Inc. [Member] | Tax Year 2010 [Member] | |
Income Tax Examination [Line Items] | |
Tax Years | 2,010 |
Shareholders' Equity - Summary
Shareholders' Equity - Summary of Changes in Shareholders' Equity (Detail) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Shareholders Equity [Line Items] | ||
Shareholders' equity, Beginning Balance | $ 76,591.4 | |
Net income attributable to members | 255.7 | $ (512) |
Increase in additional paid in capital for share-based compensation plans | 99 | |
Net income attributable to ordinary shareholders | 186.1 | (535.2) |
Proceeds from stock plans | 69.6 | 42.6 |
Excess tax benefit from employee stock plans | 34.6 | |
Repurchase of ordinary shares | (53.2) | |
Other comprehensive income | 522.5 | (317.9) |
Shareholders' equity, Ending Balance | 77,450 | |
Warner Chilcott Limited [Member] | ||
Shareholders Equity [Line Items] | ||
Members' equity, Beginning Balance | 75,573.7 | |
Net income attributable to members | 270.9 | (508.4) |
Dividend to Parent | (69.6) | |
Other comprehensive income | 522.5 | $ (317.9) |
Members' equity, Ending Balance | $ 76,297.5 |
Shareholders' Equity - Summar99
Shareholders' Equity - Summary of Movements in Accumulated Other Comprehensive Income/ (Loss) (Detail) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Accumulated Other Comprehensive Income Loss [Line Items] | ||
Beginning balance | $ (494.1) | $ (465.4) |
Other comprehensive gain / (loss) before reclassifications into general and administrative | 522.5 | (317.9) |
Total other comprehensive income / (loss), net of tax | 522.5 | (317.9) |
Ending balance | 28.4 | (783.3) |
Foreign Currency Translation Items [Member] | ||
Accumulated Other Comprehensive Income Loss [Line Items] | ||
Beginning balance | (564.3) | (434.4) |
Other comprehensive gain / (loss) before reclassifications into general and administrative | 542.8 | (313.9) |
Total other comprehensive income / (loss), net of tax | 542.8 | (313.9) |
Ending balance | (21.5) | (748.3) |
Unrealized Gains/(Loss) Net of Tax [Member] | ||
Accumulated Other Comprehensive Income Loss [Line Items] | ||
Beginning balance | 70.2 | (31) |
Other comprehensive gain / (loss) before reclassifications into general and administrative | (20.3) | (4) |
Total other comprehensive income / (loss), net of tax | (20.3) | (4) |
Ending balance | $ 49.9 | $ (35) |
Derivative Instruments and H100
Derivative Instruments and Hedging Activities - Additional Information (Detail) - USD ($) | 3 Months Ended | ||
Mar. 31, 2016 | Mar. 31, 2015 | Dec. 31, 2015 | |
Derivative Instruments And Hedging Activities Disclosures [Line Items] | |||
Losses recognized on foreign currency forward contracts | $ 14,700,000 | $ 12,800,000 | |
Foreign Exchange Option Contracts [Member] | Prepaid Expenses and Other Current Assets [Member] | |||
Derivative Instruments And Hedging Activities Disclosures [Line Items] | |||
Foreign currency derivative assets | 16,900,000 | $ 25,000,000 | |
Foreign Exchange Option Contracts [Member] | Investments and Other Assets [Member] | |||
Derivative Instruments And Hedging Activities Disclosures [Line Items] | |||
Foreign currency derivative assets | 42,000,000 | 48,500,000 | |
Foreign Exchange Option Contracts [Member] | Within Accounts Payable and Accrued Expenses [Member] | |||
Derivative Instruments And Hedging Activities Disclosures [Line Items] | |||
Foreign currency derivative liabilities | $ 0 | $ 0 |
Fair Value Measurement - Schedu
Fair Value Measurement - Schedule of Financial Assets and Liabilities Measured at Fair Value on Recurring Basis (Detail) - USD ($) $ in Millions | Mar. 31, 2016 | Dec. 31, 2015 |
ASSETS | ||
Marketable securities | $ 13 | $ 29.9 |
Deferred executive compensation investments | 107.6 | 118.1 |
Foreign currency derivatives | 58.9 | 73.5 |
Investments and other | 99.4 | 112.2 |
Total assets | 278.9 | 333.7 |
Liabilities: | ||
Deferred executive compensation liabilities | 106.9 | 117.9 |
Contingent consideration | 865.6 | 868 |
Total liabilities | 972.5 | 985.9 |
Quoted Prices In Active Markets for Identical Assets (Level 1) [Member] | ||
ASSETS | ||
Marketable securities | 13 | 29.9 |
Deferred executive compensation investments | 94.4 | 102.3 |
Investments and other | 99.4 | 112.2 |
Total assets | 206.8 | 244.4 |
Liabilities: | ||
Deferred executive compensation liabilities | 93.7 | 102.1 |
Total liabilities | 93.7 | 102.1 |
Significant Other Observable Inputs (Level 2) [Member] | ||
ASSETS | ||
Deferred executive compensation investments | 13.2 | 15.8 |
Foreign currency derivatives | 58.9 | 73.5 |
Total assets | 72.1 | 89.3 |
Liabilities: | ||
Deferred executive compensation liabilities | 13.2 | 15.8 |
Total liabilities | 13.2 | 15.8 |
Significant Unobservable Inputs (Level 3) [Member] | ||
Liabilities: | ||
Contingent consideration | 865.6 | 868 |
Total liabilities | $ 865.6 | $ 868 |
Fair Value Measurement - Summar
Fair Value Measurement - Summary of Notional Principal and Fair Value of Company's Outstanding Foreign Currency Derivative Financial Instruments (Detail) | Mar. 31, 2016USD ($)$ / ForeignCurrency | Dec. 31, 2015USD ($)$ / ForeignCurrency |
Foreign Currency Forward Exchange Contracts [Member] | ||
Derivatives Fair Value [Line Items] | ||
Notional Principal | $ 19,900,000 | $ 18,800,000 |
Estimated fair value | 200,000 | (300,000) |
Foreign Currency Forward Exchange Contracts [Member] | Russian Ruble [Member] | ||
Derivatives Fair Value [Line Items] | ||
Notional Principal | $ 19,900,000 | $ 18,800,000 |
Average Contract Rate or Strike Amount | $ / ForeignCurrency | 68.98 | 72.97 |
Foreign Currency Sold - Put Options [Member] | ||
Derivatives Fair Value [Line Items] | ||
Notional Principal | $ 317,600,000 | $ 340,500,000 |
Estimated fair value | 58,700,000 | 73,500,000 |
Foreign Currency Sold - Put Options [Member] | Euro [Member] | ||
Derivatives Fair Value [Line Items] | ||
Notional Principal | $ 317,600,000 | $ 340,500,000 |
Average Contract Rate or Strike Amount | $ / ForeignCurrency | 1.41 | 1.41 |
Fair Value Measurement - Change
Fair Value Measurement - Change in Fair Value of Contingent Consideration Obligations (Detail) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Change in fair value of contingent consideration obligation | $ 33.6 | $ 28.8 |
Cost of Sales [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Change in fair value of contingent consideration obligation | 7.8 | 27.7 |
Research and Development Expense [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Change in fair value of contingent consideration obligation | 25.9 | |
General and Administrative Expense [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Change in fair value of contingent consideration obligation | $ (0.1) | $ 1.1 |
Fair Value Measurement - Sum104
Fair Value Measurement - Summary of Changes in Fair Value of all Financial Assets and Liabilities Measured at Fair Value on Recurring Basis Using Significant Unobservable Inputs (Detail) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Beginning balance | $ 868 | |
Contingent obligations, ending balance | 865.6 | |
Contingent Consideration Obligations [Member] | ||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Beginning balance | 868 | $ 373.8 |
Purchases and settlements, net | (35.1) | 346.8 |
Net accretion and fair value adjustments | 33.6 | 28.8 |
Foreign currency translation | (0.9) | 0.2 |
Contingent obligations, ending balance | $ 865.6 | $ 749.6 |
Fair Value Measurement - Sch105
Fair Value Measurement - Schedule of Contingent Consideration Obligations (Detail) $ in Millions | 3 Months Ended |
Mar. 31, 2016USD ($) | |
Business Acquisition [Line Items] | |
Beginning balance | $ 868 |
Fair Value Adjustments and Accretion | 33.6 |
Payments and Other | (36) |
Contingent obligations, ending balance | 865.6 |
Medicines 360 Acquisition [Member] | |
Business Acquisition [Line Items] | |
Beginning balance | 144.1 |
Fair Value Adjustments and Accretion | 4.4 |
Contingent obligations, ending balance | 148.5 |
Forest Laboratories Inc. [Member] | |
Business Acquisition [Line Items] | |
Beginning balance | 20.4 |
Fair Value Adjustments and Accretion | 0.4 |
Payments and Other | (0.1) |
Contingent obligations, ending balance | 20.7 |
Durata Therapeutics Inc [Member] | |
Business Acquisition [Line Items] | |
Beginning balance | 24.5 |
Fair Value Adjustments and Accretion | 2.2 |
Payments and Other | (26.7) |
Metrogel Acquisition [Member] | |
Business Acquisition [Line Items] | |
Beginning balance | 30.9 |
Fair Value Adjustments and Accretion | 0.4 |
Payments and Other | (7.5) |
Contingent obligations, ending balance | 23.8 |
Uteron Pharma, SA [Member] | |
Business Acquisition [Line Items] | |
Beginning balance | 8.2 |
Contingent obligations, ending balance | 8.2 |
Allergan plc [Member] | |
Business Acquisition [Line Items] | |
Beginning balance | 329.7 |
Fair Value Adjustments and Accretion | 14.7 |
Payments and Other | 0.1 |
Contingent obligations, ending balance | 344.5 |
Oculeve Acquisition [Member] | |
Business Acquisition [Line Items] | |
Beginning balance | 90 |
Fair Value Adjustments and Accretion | 1.5 |
Contingent obligations, ending balance | 91.5 |
AqueSys Acquisition [Member] | |
Business Acquisition [Line Items] | |
Beginning balance | 193.5 |
Fair Value Adjustments and Accretion | 9.7 |
Contingent obligations, ending balance | 203.2 |
Other Acquisition [Member] | |
Business Acquisition [Line Items] | |
Beginning balance | 26.7 |
Fair Value Adjustments and Accretion | 0.3 |
Payments and Other | (1.8) |
Contingent obligations, ending balance | $ 25.2 |
Business Restructuring Charg106
Business Restructuring Charges - Schedule of Activity Related to Business Restructuring and Facility Rationalization Activities (Detail) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Restructuring Cost And Reserve [Line Items] | ||
Reserve beginning balance | $ 145.3 | |
Charged to expense | 16.1 | $ 509.6 |
Cash payments | (41.8) | |
Other reserve impact | (2.9) | |
Reserve ending balance | 116.7 | |
Severance and Retention [Member] | ||
Restructuring Cost And Reserve [Line Items] | ||
Reserve beginning balance | 96.7 | |
Charged to expense | 7.1 | |
Cash payments | (20.5) | |
Reserve ending balance | 83.3 | |
Share-Based Compensation [Member] | ||
Restructuring Cost And Reserve [Line Items] | ||
Charged to expense | 2.9 | |
Other reserve impact | (2.9) | |
Other [Member] | ||
Restructuring Cost And Reserve [Line Items] | ||
Reserve beginning balance | 48.6 | |
Charged to expense | 6.1 | |
Cash payments | (21.3) | |
Reserve ending balance | 33.4 | |
Cost of Sales [Member] | ||
Restructuring Cost And Reserve [Line Items] | ||
Charged to expense | 2.9 | |
Cost of Sales [Member] | Severance and Retention [Member] | ||
Restructuring Cost And Reserve [Line Items] | ||
Charged to expense | 2.2 | |
Cost of Sales [Member] | Share-Based Compensation [Member] | ||
Restructuring Cost And Reserve [Line Items] | ||
Charged to expense | 0.1 | |
Cost of Sales [Member] | Other [Member] | ||
Restructuring Cost And Reserve [Line Items] | ||
Charged to expense | 0.6 | |
Research and Development Expense [Member] | ||
Restructuring Cost And Reserve [Line Items] | ||
Charged to expense | 4.1 | |
Research and Development Expense [Member] | Severance and Retention [Member] | ||
Restructuring Cost And Reserve [Line Items] | ||
Charged to expense | 2.5 | |
Research and Development Expense [Member] | Share-Based Compensation [Member] | ||
Restructuring Cost And Reserve [Line Items] | ||
Charged to expense | 0.9 | |
Research and Development Expense [Member] | Other [Member] | ||
Restructuring Cost And Reserve [Line Items] | ||
Charged to expense | 0.7 | |
Selling and Marketing Expense [Member] | ||
Restructuring Cost And Reserve [Line Items] | ||
Charged to expense | 0.3 | |
Selling and Marketing Expense [Member] | Share-Based Compensation [Member] | ||
Restructuring Cost And Reserve [Line Items] | ||
Charged to expense | 0.1 | |
Selling and Marketing Expense [Member] | Other [Member] | ||
Restructuring Cost And Reserve [Line Items] | ||
Charged to expense | 0.2 | |
General and Administrative Expense [Member] | ||
Restructuring Cost And Reserve [Line Items] | ||
Charged to expense | 8.8 | |
General and Administrative Expense [Member] | Severance and Retention [Member] | ||
Restructuring Cost And Reserve [Line Items] | ||
Charged to expense | 2.4 | |
General and Administrative Expense [Member] | Share-Based Compensation [Member] | ||
Restructuring Cost And Reserve [Line Items] | ||
Charged to expense | 1.8 | |
General and Administrative Expense [Member] | Other [Member] | ||
Restructuring Cost And Reserve [Line Items] | ||
Charged to expense | $ 4.6 |
Business Restructuring Charg107
Business Restructuring Charges - Additional Information (Detail) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Restructuring And Related Activities [Abstract] | ||
Restructuring charges recognized | $ 16.1 | $ 509.6 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) $ in Thousands | Feb. 16, 2016 | Feb. 05, 2016Cases | Jan. 05, 2016 | Sep. 21, 2015Litigation | Jun. 24, 2015 | Jun. 22, 2015Litigation | Jun. 08, 2015Litigation | May. 29, 2015Litigation | Apr. 29, 2015 | Feb. 24, 2015Litigation | Dec. 31, 2013Litigation | Nov. 08, 2013Litigation | Apr. 05, 2013LitigationCases | Jul. 31, 2012LitigationCases | Apr. 30, 2016USD ($) | Jan. 31, 2016 | May. 31, 2015Litigation | Mar. 31, 2016USD ($)ClaimDefendantPlaintiff | Mar. 31, 2015USD ($) | Mar. 05, 2015Claim | Feb. 03, 2009Claim | Feb. 02, 2009Claim |
Loss Contingencies [Line Items] | ||||||||||||||||||||||
Accrued loss contingencies | $ | $ 335,000 | |||||||||||||||||||||
Payment of contingent consideration | $ | 32,300 | $ 24,600 | ||||||||||||||||||||
Warner Chilcott Limited [Member] | ||||||||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||||||||
Payment of contingent consideration | $ | $ 32,300 | $ 24,600 | ||||||||||||||||||||
Canasa [Member] | ||||||||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||||||||
Trial date | 2017-11 | |||||||||||||||||||||
Delzicol [Member] | ||||||||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||||||||
Trial date | 2017-10 | |||||||||||||||||||||
Minastrin 24 Fe [Member] | ||||||||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||||||||
Dismissal date | Jan. 31, 2016 | |||||||||||||||||||||
Minastrin 24 Fe [Member] | Warner Chilcott Limited [Member] | ||||||||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||||||||
Dismissal date | May 18, 2015 | |||||||||||||||||||||
Namzaric [Member] | ||||||||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||||||||
Trial date | 2017-10 | |||||||||||||||||||||
Saphris | ||||||||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||||||||
Trial date | 2016-08 | |||||||||||||||||||||
AndroGel Antitrust Litigation [Member] | ||||||||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||||||||
Number of cases pending | Claim | 3 | 3 | ||||||||||||||||||||
Loestrin 24 Fe [Member] | ||||||||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||||||||
Number of cases pending | Cases | 2 | |||||||||||||||||||||
Aurobindo | ||||||||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||||||||
Settlement agreement date | April 18, 2016 | |||||||||||||||||||||
Ranbaxy [Member] | ||||||||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||||||||
Settlement agreement date | June 13, 2014 | |||||||||||||||||||||
Amneal [Member] | ||||||||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||||||||
Settlement agreement date | June 30, 2014 | |||||||||||||||||||||
Impax [Member] | ||||||||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||||||||
Settlement agreement date | July 15, 2014 | |||||||||||||||||||||
Mylan [Member] | ||||||||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||||||||
Settlement agreement date | November 16, 2015 | |||||||||||||||||||||
Anchen and Par [Member] | ||||||||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||||||||
Settlement agreement date | January 13, 2015 | |||||||||||||||||||||
Settlement agreement terms | Under the terms of the settlement agreement, and subject to review of the settlement terms by the U.S. Federal Trade Commission, Plaintiffs will provide a license to Wockhardt that will permit it to launch its generic version of Namenda XR® as of the date that is the later of (a) two (2) calendar months prior to the expiration date of the last to expire of the ‘703 patent, the ‘209 patent, the ‘708 patent, the ‘379 patent, the ‘752 patent, the ‘085 patent, and the ‘233 patent, including any extensions and/or pediatric exclusivities; or (b) the date that Wockhardt obtains final FDA approval of its ANDA, or earlier in certain circumstances. | |||||||||||||||||||||
Amerigen [Member] | ||||||||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||||||||
Settlement agreement date | October 20, 2015 | |||||||||||||||||||||
Lupin [Member] | ||||||||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||||||||
Settlement agreement date | December 22, 2015 | |||||||||||||||||||||
Apotex [Member] | ||||||||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||||||||
Settlement agreement date | February 11, 2016 | |||||||||||||||||||||
Apotex [Member] | Restasis [Member] | ||||||||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||||||||
Trial date | 2017-08 | |||||||||||||||||||||
Teva [Member] | ||||||||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||||||||
Trial commencement date | Feb. 16, 2016 | |||||||||||||||||||||
First Time US Generics [Member] | ||||||||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||||||||
Settlement agreement date | May 12, 2014 | |||||||||||||||||||||
Hetero and Glenmark [Member] | ||||||||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||||||||
Settlement agreement date | December 11, 2015 | |||||||||||||||||||||
Actos [Member] | ||||||||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||||||||
Number of putative class actions filed | 2 | 2 | ||||||||||||||||||||
Asacol Litigation [Member] | ||||||||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||||||||
Number of putative class actions filed | 2 | |||||||||||||||||||||
Number of additional putative class actions filed | 3 | |||||||||||||||||||||
Botox [Member] | ||||||||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||||||||
Number of putative class actions filed | 1 | |||||||||||||||||||||
Doryx Litigation Direct Purchasers [Member] | ||||||||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||||||||
Number of putative class actions filed | 3 | |||||||||||||||||||||
Doryx Litigation Indirect Purchasers [Member] | ||||||||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||||||||
Number of putative class actions filed | 1 | |||||||||||||||||||||
Doryx Antitrust Complaints [Member] | ||||||||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||||||||
Number of defendant cases | Cases | 4 | |||||||||||||||||||||
Lidoderm [Member] | ||||||||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||||||||
Number of putative class actions filed | 1 | |||||||||||||||||||||
Lidoderm Antitrust Complaints [Member] | ||||||||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||||||||
Number of cases pending | Claim | 5 | |||||||||||||||||||||
Loestrin 24 [Member] | ||||||||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||||||||
Number of putative class actions filed | 2 | |||||||||||||||||||||
Namenda Litigation Direct Purchasers [Member] | ||||||||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||||||||
Number of putative class actions filed | 1 | |||||||||||||||||||||
Namenda Litigation Indirect Purchasers [Member] | ||||||||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||||||||
Number of putative class actions filed | 1 | |||||||||||||||||||||
Zymar/Zymaxid Litigation [Member] | ||||||||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||||||||
Dismissal date | May 2, 2015 | |||||||||||||||||||||
Commercial Litigation [Member] | ||||||||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||||||||
Number of defendant cases | Defendant | 3 | |||||||||||||||||||||
Payment of legal settlement costs | $ | $ 7,650 | |||||||||||||||||||||
Agreement in principle to settle claims, amount | $ | $ 10,350 | |||||||||||||||||||||
Prescription Drug Abuse Litigation [Member] | ||||||||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||||||||
Dismissal date | May 8, 2015 | |||||||||||||||||||||
Xaleron Pharmaceuticals, Inc [Member] | ||||||||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||||||||
Number of lawsuit filed | Cases | 1 | |||||||||||||||||||||
Aptalis [Member] | Mylan [Member] | ||||||||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||||||||
Settlement agreement date | November 11, 2015 | |||||||||||||||||||||
Aptalis [Member] | Delcor [Member] | ||||||||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||||||||
Settlement agreement date | April 8, 2016 | |||||||||||||||||||||
Forest Laboratories Inc. [Member] | Savella [Member] | ||||||||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||||||||
Settlement agreement date | April 29, 2015 | |||||||||||||||||||||
Forest Laboratories Inc. [Member] | Ranbaxy [Member] | ||||||||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||||||||
Settlement agreement date | May 1, 2015 | |||||||||||||||||||||
Forest Laboratories Inc. [Member] | Amneal [Member] | ||||||||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||||||||
Settlement agreement date | January 8, 2016 | |||||||||||||||||||||
Forest Laboratories Inc. [Member] | Accord [Member] | ||||||||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||||||||
Settlement agreement date | January 14, 2016 | |||||||||||||||||||||
Forest and Royalty [Member] | Apotex [Member] | ||||||||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||||||||
Settlement agreement date | January 19, 2016 | |||||||||||||||||||||
Forest [Member] | ||||||||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||||||||
Trial date | 2017-06 | |||||||||||||||||||||
Endo [Member] | ||||||||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||||||||
Trial commencement date | Feb. 21, 2017 | |||||||||||||||||||||
Actonel Litigation [Member] | ||||||||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||||||||
Number of cases pending | Claim | 392 | |||||||||||||||||||||
Number of defendant cases | Defendant | 193 | |||||||||||||||||||||
Number of plaintiffs | Plaintiff | 593 | |||||||||||||||||||||
Subsequent Event [Member] | ||||||||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||||||||
Payment of contingent consideration | $ | $ 125,000 |
Commitments and Contingencie109
Commitments and Contingencies - Additional Information 1 (Detail) | Dec. 28, 2015Claim | Mar. 20, 2014USD ($) | Aug. 28, 2013USD ($) | Mar. 31, 2016USD ($)CasesPlaintiff |
Loss Contingencies [Line Items] | ||||
Compensatory damages and civil penalties | $ | $ 12,400,000 | |||
Putative Class of Private Payers [Member] | ||||
Loss Contingencies [Line Items] | ||||
Number of putative class actions filed | Claim | 1 | |||
Maximum [Member] | ||||
Loss Contingencies [Line Items] | ||||
Civil penalties for each alleged false claim and attorneys' fees and costs | $ | $ 11,000 | |||
Alendronate Litigation [Member] | ||||
Loss Contingencies [Line Items] | ||||
Number of cases pending | 129 | |||
Number of plaintiffs | Plaintiff | 170 | |||
Cases that are part of consolidated litigation in the California Superior Court (Orange County) | 6 | |||
Celexa/Lexapro Litigation [Member] | ||||
Loss Contingencies [Line Items] | ||||
Number of cases pending | 185 | |||
Metoclopramide Litigation [Member] | Watson Pharmaceuticals, Inc. [Member] | ||||
Loss Contingencies [Line Items] | ||||
Number of cases pending | 1,500 | |||
Propoxyphene Litigation [Member] | ||||
Loss Contingencies [Line Items] | ||||
Approximate number of proceeding cases | 35 | |||
Approximate number of case filed (Oklahoma) | 8 | |||
Propoxyphene Litigation [Member] | California | ||||
Loss Contingencies [Line Items] | ||||
Number of cases pending | 7 | |||
Propoxyphene Litigation [Member] | Eastern District of Kentucky [Member] | ||||
Loss Contingencies [Line Items] | ||||
Number of cases transferred | 3 | |||
Propoxyphene Litigation [Member] | Watson Pharmaceuticals, Inc. [Member] | ||||
Loss Contingencies [Line Items] | ||||
Number of plaintiffs | Plaintiff | 1,400 | |||
Testosterone Litigation [Member] | ||||
Loss Contingencies [Line Items] | ||||
Number of cases pending | 454 | |||
Testosterone Litigation [Member] | State Courts [Member] | ||||
Loss Contingencies [Line Items] | ||||
Number of cases pending | 3 | |||
Punitive Damages [Member] | ||||
Loss Contingencies [Line Items] | ||||
Compensatory damages and civil penalties | $ | $ 17,900,000 |
Warner Chilcott Limited ("WC110
Warner Chilcott Limited ("WCL") Guarantor and Non-Guarantor Condensed Consolidating Financial Information - Consolidating Balance Sheets (Detail) - USD ($) $ in Millions | Mar. 31, 2016 | Dec. 31, 2015 | Mar. 31, 2015 | Dec. 31, 2014 |
Current assets: | ||||
Cash and cash equivalents | $ 2,260.8 | $ 1,096 | $ 2,114.9 | $ 250 |
Marketable securities | 13 | 9.3 | ||
Accounts receivable, net | 2,652.8 | 2,401.6 | ||
Inventories | 1,022.2 | 1,009.7 | ||
Prepaid expenses and other current assets | 634.3 | 522.2 | ||
Current assets held for sale | 3,508.4 | 3,540.3 | ||
Total current assets | 10,091.5 | 8,579.1 | ||
Property, plant and equipment, net | 1,602.4 | 1,573.9 | ||
Investments and other assets | 405.5 | 417.9 | ||
Non current assets held for sale | 10,636.8 | 10,541.3 | ||
Deferred tax assets | 77.7 | 49.5 | ||
Product rights and other intangibles | 66,535.8 | 67,931.7 | ||
Goodwill | 46,724 | 46,551.5 | ||
Total assets | 136,073.7 | 135,644.9 | ||
Current liabilities: | ||||
Accounts payable and accrued expenses | 4,701.1 | 4,349.5 | ||
Income taxes payable | 68.5 | 54.2 | ||
Current portion of long-term debt and capital leases | 4,015.7 | 2,396.5 | ||
Current liabilities held for sale | 1,410.2 | 1,491.8 | ||
Total current liabilities | 10,195.5 | 8,292 | ||
Long-term debt and capital leases | 38,551.8 | 40,133.9 | ||
Other long-term liabilities | 1,024 | 1,262 | ||
Long-term liabilities held for sale | 512.4 | 580.1 | ||
Other taxes payable | 777.4 | 801.9 | ||
Deferred tax liabilities | 7,563.9 | 7,985.7 | ||
Total liabilities | 58,625 | 59,055.6 | ||
Total equity | 77,448.7 | 76,589.3 | ||
Total liabilities and equity | 136,073.7 | 135,644.9 | ||
Warner Chilcott Limited Parent Guarantor [Member] | ||||
Current assets: | ||||
Cash and cash equivalents | 0.1 | 0.1 | ||
Total current assets | 0.1 | |||
Investment in subsidiaries | 76,296.1 | 75,571.6 | ||
Total assets | 76,296.2 | 75,571.6 | ||
Current liabilities: | ||||
Total equity | 76,296.2 | 75,571.6 | ||
Total liabilities and equity | 76,296.2 | 75,571.6 | ||
Actavis Capital S.a.r.l. (Guarantor) [Member] | ||||
Current assets: | ||||
Cash and cash equivalents | 29.8 | 13.5 | 0.3 | 5.5 |
Intercompany receivables | 96,209.7 | 94,999.2 | ||
Prepaid expenses and other current assets | 5 | 5 | ||
Total current assets | 96,244.5 | 95,017.7 | ||
Investment in subsidiaries | 79,982.2 | 79,597.3 | ||
Total assets | 176,226.7 | 174,615 | ||
Current liabilities: | ||||
Accounts payable and accrued expenses | 3.4 | 3.9 | ||
Intercompany payables | 92,469.5 | 92,093.5 | ||
Current portion of long-term debt and capital leases | 1,420.6 | 749.1 | ||
Total current liabilities | 93,893.5 | 92,846.5 | ||
Long-term debt and capital leases | 6,693.8 | 6,995 | ||
Total liabilities | 100,587.3 | 99,841.5 | ||
Total equity | 75,639.4 | 74,773.5 | ||
Total liabilities and equity | 176,226.7 | 174,615 | ||
Actavis Funding SCS (Issuer) [Member] | ||||
Current assets: | ||||
Intercompany receivables | 25,444.3 | 25,225.6 | ||
Total current assets | 25,444.3 | 25,225.6 | ||
Total assets | 25,444.3 | 25,225.6 | ||
Current liabilities: | ||||
Accounts payable and accrued expenses | 74.6 | 210.5 | ||
Intercompany payables | 873.1 | 526.3 | ||
Current portion of long-term debt and capital leases | 1,475.5 | 475.5 | ||
Total current liabilities | 2,423.2 | 1,212.3 | ||
Long-term debt and capital leases | 23,020.6 | 24,013 | ||
Total liabilities | 25,443.8 | 25,225.3 | ||
Total equity | 0.5 | 0.3 | ||
Total liabilities and equity | 25,444.3 | 25,225.6 | ||
Actavis Inc [Member] | ||||
Current assets: | ||||
Cash and cash equivalents | 1.2 | 2 | 2.3 | 1.5 |
Intercompany receivables | 660.9 | 302.4 | ||
Prepaid expenses and other current assets | 5 | 6.1 | ||
Total current assets | 667.1 | 310.5 | ||
Property, plant and equipment, net | 3.3 | 34.3 | ||
Investments and other assets | 12.6 | 33.6 | ||
Investment in subsidiaries | 4,752.3 | 5,417.2 | ||
Non current assets held for sale | 39.4 | 45.8 | ||
Total assets | 5,474.7 | 5,841.4 | ||
Current liabilities: | ||||
Accounts payable and accrued expenses | 122.7 | 171.5 | ||
Intercompany payables | 9,780.7 | 9,245 | ||
Income taxes payable | 0.6 | 44.1 | ||
Current liabilities held for sale | 1.2 | 23.3 | ||
Total current liabilities | 9,905.2 | 9,483.9 | ||
Long-term debt and capital leases | 4,251.1 | 4,269.4 | ||
Other long-term liabilities | 1.9 | |||
Other taxes payable | 20.1 | 72.1 | ||
Total liabilities | 14,178.3 | 13,825.4 | ||
Total equity | (8,703.6) | (7,984) | ||
Total liabilities and equity | 5,474.7 | 5,841.4 | ||
Non-Guarantors [Member] | ||||
Current assets: | ||||
Cash and cash equivalents | 2,216.6 | 1,020.7 | 2,093.7 | 237.2 |
Marketable securities | 13 | 9.3 | ||
Accounts receivable, net | 2,652.8 | 2,401.6 | ||
Receivable from Parents | 382.6 | 457.3 | ||
Inventories | 1,022.2 | 1,009.7 | ||
Intercompany receivables | 103,148.4 | 101,864.8 | ||
Prepaid expenses and other current assets | 621.9 | 508.6 | ||
Current assets held for sale | 3,508.4 | 3,540.3 | ||
Total current assets | 113,565.9 | 110,812.3 | ||
Property, plant and equipment, net | 1,599.1 | 1,539.6 | ||
Investments and other assets | 392.9 | 384.3 | ||
Non current assets held for sale | 10,597.4 | 10,495.5 | ||
Deferred tax assets | 77.6 | 49.5 | ||
Product rights and other intangibles | 66,535.8 | 67,931.7 | ||
Goodwill | 46,724 | 46,551.5 | ||
Total assets | 239,492.7 | 237,764.4 | ||
Current liabilities: | ||||
Accounts payable and accrued expenses | 4,458.8 | 3,909.5 | ||
Intercompany payables | 122,340 | 120,527.2 | ||
Payable to Parents | 1,561.1 | 1,466.8 | ||
Income taxes payable | 67.9 | 10.1 | ||
Current portion of long-term debt and capital leases | 1,119.6 | 1,171.9 | ||
Current liabilities held for sale | 1,409 | 1,468.5 | ||
Total current liabilities | 130,956.4 | 128,554 | ||
Long-term debt and capital leases | 4,586.3 | 4,856.5 | ||
Other long-term liabilities | 1,022.1 | 1,262 | ||
Long-term liabilities held for sale | 512.4 | 580.1 | ||
Other taxes payable | 757.3 | 729.8 | ||
Deferred tax liabilities | 7,563.9 | 7,985.7 | ||
Total liabilities | 145,398.4 | 143,968.1 | ||
Total equity | 94,094.3 | 93,796.3 | ||
Total liabilities and equity | 239,492.7 | 237,764.4 | ||
Warner Chilcott Limited [Member] | ||||
Current assets: | ||||
Cash and cash equivalents | 2,247.7 | 1,036.2 | $ 2,096.3 | $ 244.3 |
Marketable securities | 13 | 9.3 | ||
Accounts receivable, net | 2,652.8 | 2,401.6 | ||
Receivable from Parents | 382.6 | 457.3 | ||
Inventories | 1,022.2 | 1,009.7 | ||
Prepaid expenses and other current assets | 631.9 | 519.7 | ||
Current assets held for sale | 3,508.4 | 3,540.3 | ||
Total current assets | 10,458.6 | 8,974.1 | ||
Property, plant and equipment, net | 1,602.4 | 1,573.9 | ||
Investments and other assets | 405.5 | 417.9 | ||
Non current assets held for sale | 10,636.8 | 10,541.3 | ||
Deferred tax assets | 77.6 | 49.5 | ||
Product rights and other intangibles | 66,535.8 | 67,931.7 | ||
Goodwill | 46,724 | 46,551.5 | ||
Total assets | 136,440.7 | 136,039.9 | ||
Current liabilities: | ||||
Accounts payable and accrued expenses | 4,659.5 | 4,295.4 | ||
Payable to Parents | 1,561.1 | 1,466.8 | ||
Income taxes payable | 68.5 | 54.2 | ||
Current portion of long-term debt and capital leases | 4,015.7 | 2,396.5 | ||
Current liabilities held for sale | 1,410.2 | 1,491.8 | ||
Total current liabilities | 11,715 | 9,704.7 | ||
Long-term debt and capital leases | 38,551.8 | 40,133.9 | ||
Other long-term liabilities | 1,024 | 1,262 | ||
Long-term liabilities held for sale | 512.4 | 580.1 | ||
Other taxes payable | 777.4 | 801.9 | ||
Deferred tax liabilities | 7,563.9 | 7,985.7 | ||
Total liabilities | 60,144.5 | 60,468.3 | ||
Total equity | 76,296.2 | 75,571.6 | ||
Total liabilities and equity | 136,440.7 | 136,039.9 | ||
Eliminations [Member] | ||||
Current assets: | ||||
Intercompany receivables | (225,463.3) | (222,392) | ||
Total current assets | (225,463.3) | (222,392) | ||
Investment in subsidiaries | (161,030.6) | (160,586.1) | ||
Total assets | (386,493.9) | (382,978.1) | ||
Current liabilities: | ||||
Intercompany payables | (225,463.3) | (222,392) | ||
Total current liabilities | (225,463.3) | (222,392) | ||
Total liabilities | (225,463.3) | (222,392) | ||
Total equity | (161,030.6) | (160,586.1) | ||
Total liabilities and equity | $ (386,493.9) | $ (382,978.1) |
Warner Chilcott Limited ("WC111
Warner Chilcott Limited ("WCL") Guarantor and Non-Guarantor Condensed Consolidating Financial Information - Consolidating Statements of Operations (Detail) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Condensed Income Statements Captions [Line Items] | ||
Net revenues | $ 3,795.9 | $ 2,562.6 |
Operating expenses: | ||
Cost of sales (excludes amortization and impairment of acquired intangibles including product rights) | 811.8 | 1,020.1 |
Research and development | 403.1 | 317.7 |
Selling and marketing | 795.8 | 569.6 |
General and administrative | 342.6 | 540.5 |
Amortization | 1,592.1 | 787.8 |
In-process research and development impairments | 6 | |
Asset sales and impairments, net | (1.7) | 4.6 |
Total operating expenses | 3,949.7 | 3,240.3 |
Operating (loss) | (153.8) | (677.7) |
Non-operating income (expense): | ||
Other income (expense), net | 0.5 | (197.9) |
Total other income (expense), net | (329.2) | (368) |
(Loss) before income taxes and noncontrolling interest | (483) | (1,045.7) |
Provision for income taxes | (402) | (259) |
Net (loss) from continuing operations, net of tax | (81) | (786.7) |
Income / (loss) from discontinued operations | 337.4 | 274.4 |
Net income / (loss) | 256.4 | (512.3) |
(Income) /loss attributable to noncontrolling interest | (0.7) | 0.3 |
Net income / (loss) attributable to shareholders | 255.7 | (512) |
Other comprehensive income / (loss) | 522.5 | (317.9) |
Comprehensive income / (loss) attributable to ordinary shareholders / members | 778.2 | (829.9) |
Warner Chilcott Limited Parent Guarantor [Member] | ||
Non-operating income (expense): | ||
(Earnings) / losses of equity interest subsidiaries | (270.9) | 508.4 |
Net (loss) from continuing operations, net of tax | 270.9 | (508.4) |
Net income / (loss) | 270.9 | (508.4) |
Net income / (loss) attributable to shareholders | 270.9 | (508.4) |
Other comprehensive income / (loss) | 522.5 | (317.9) |
Comprehensive income / (loss) attributable to ordinary shareholders / members | 793.4 | (826.3) |
Actavis Capital S.a.r.l. (Guarantor) [Member] | ||
Operating expenses: | ||
General and administrative | 0.5 | 212.2 |
Total operating expenses | 0.5 | 212.2 |
Operating (loss) | (0.5) | (212.2) |
Non-operating income (expense): | ||
Interest income / (expense), net | 481.5 | 52.4 |
Other income (expense), net | (263.5) | |
Total other income (expense), net | 481.5 | (211.1) |
(Loss) before income taxes and noncontrolling interest | 481 | (423.3) |
(Earnings) / losses of equity interest subsidiaries | 202 | (9.7) |
Net (loss) from continuing operations, net of tax | 279 | (413.6) |
Net income / (loss) | 279 | (413.6) |
Net income / (loss) attributable to shareholders | 279 | (413.6) |
Other comprehensive income / (loss) | 586.9 | (230.9) |
Comprehensive income / (loss) attributable to ordinary shareholders / members | 865.9 | (644.5) |
Actavis Funding SCS (Issuer) [Member] | ||
Operating expenses: | ||
General and administrative | 16 | |
Total operating expenses | 16 | |
Operating (loss) | (16) | |
Non-operating income (expense): | ||
Interest income / (expense), net | 0.2 | (17.1) |
Other income (expense), net | 31 | |
Total other income (expense), net | 0.2 | 13.9 |
(Loss) before income taxes and noncontrolling interest | 0.2 | (2.1) |
Net (loss) from continuing operations, net of tax | 0.2 | (2.1) |
Net income / (loss) | 0.2 | (2.1) |
Net income / (loss) attributable to shareholders | 0.2 | (2.1) |
Comprehensive income / (loss) attributable to ordinary shareholders / members | 0.2 | (2.1) |
Actavis Inc [Member] | ||
Operating expenses: | ||
General and administrative | 8.3 | 9.8 |
Total operating expenses | 8.3 | 9.8 |
Operating (loss) | (8.3) | (9.8) |
Non-operating income (expense): | ||
Interest income / (expense), net | (39.1) | (43.8) |
Other income (expense), net | 0.1 | |
Total other income (expense), net | (39.1) | (43.7) |
(Loss) before income taxes and noncontrolling interest | (47.4) | (53.5) |
Provision for income taxes | 7.3 | (22.5) |
(Earnings) / losses of equity interest subsidiaries | (327.6) | (244) |
Net (loss) from continuing operations, net of tax | 272.9 | 213 |
Net income / (loss) | 272.9 | 213 |
Net income / (loss) attributable to shareholders | 272.9 | 213 |
Comprehensive income / (loss) attributable to ordinary shareholders / members | 272.9 | 213 |
Non-Guarantors [Member] | ||
Condensed Income Statements Captions [Line Items] | ||
Net revenues | 3,795.9 | 2,562.6 |
Operating expenses: | ||
Cost of sales (excludes amortization and impairment of acquired intangibles including product rights) | 811.8 | 1,020.1 |
Research and development | 403.1 | 317.7 |
Selling and marketing | 795.8 | 569.6 |
General and administrative | 318.6 | 298.9 |
Amortization | 1,592.1 | 787.8 |
In-process research and development impairments | 6 | |
Asset sales and impairments, net | (1.7) | 4.6 |
Total operating expenses | 3,925.7 | 2,998.7 |
Operating (loss) | (129.8) | (436.1) |
Non-operating income (expense): | ||
Interest income / (expense), net | (772.3) | (161.6) |
Other income (expense), net | 0.5 | 34.5 |
Total other income (expense), net | (771.8) | (127.1) |
(Loss) before income taxes and noncontrolling interest | (901.6) | (563.2) |
Provision for income taxes | (409.3) | (236.5) |
Net (loss) from continuing operations, net of tax | (492.3) | (326.7) |
Income / (loss) from discontinued operations | 337.4 | 274.4 |
Net income / (loss) | (154.9) | (52.3) |
(Income) /loss attributable to noncontrolling interest | (0.7) | 0.3 |
Net income / (loss) attributable to shareholders | (155.6) | (52) |
Other comprehensive income / (loss) | 522.5 | (317.9) |
Comprehensive income / (loss) attributable to ordinary shareholders / members | 366.9 | (369.9) |
Warner Chilcott Limited [Member] | ||
Condensed Income Statements Captions [Line Items] | ||
Net revenues | 3,795.9 | 2,562.6 |
Operating expenses: | ||
Cost of sales (excludes amortization and impairment of acquired intangibles including product rights) | 811.8 | 1,020.1 |
Research and development | 403.1 | 317.7 |
Selling and marketing | 795.8 | 569.6 |
General and administrative | 327.4 | 536.9 |
Amortization | 1,592.1 | 787.8 |
In-process research and development impairments | 6 | |
Asset sales and impairments, net | (1.7) | 4.6 |
Total operating expenses | 3,934.5 | 3,236.7 |
Operating (loss) | (138.6) | (674.1) |
Non-operating income (expense): | ||
Interest income / (expense), net | (329.7) | (170.1) |
Other income (expense), net | 0.5 | (197.9) |
Total other income (expense), net | (329.2) | (368) |
(Loss) before income taxes and noncontrolling interest | (467.8) | (1,042.1) |
Provision for income taxes | (402) | (259) |
Net (loss) from continuing operations, net of tax | (65.8) | (783.1) |
Income / (loss) from discontinued operations | 337.4 | 274.4 |
Net income / (loss) | 271.6 | (508.7) |
(Income) /loss attributable to noncontrolling interest | (0.7) | 0.3 |
Net income / (loss) attributable to shareholders | 270.9 | (508.4) |
Other comprehensive income / (loss) | 522.5 | (317.9) |
Comprehensive income / (loss) attributable to ordinary shareholders / members | 793.4 | (826.3) |
Eliminations [Member] | ||
Non-operating income (expense): | ||
(Earnings) / losses of equity interest subsidiaries | 396.5 | (254.7) |
Net (loss) from continuing operations, net of tax | (396.5) | 254.7 |
Net income / (loss) | (396.5) | 254.7 |
Net income / (loss) attributable to shareholders | (396.5) | 254.7 |
Other comprehensive income / (loss) | (1,109.4) | 548.8 |
Comprehensive income / (loss) attributable to ordinary shareholders / members | $ (1,505.9) | $ 803.5 |
Warner Chilcott Limited ("WC112
Warner Chilcott Limited ("WCL") Guarantor and Non-Guarantor Condensed Consolidating Financial Information - Consolidating Statement of Cash Flows (Detail) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Cash Flows From Operating Activities: | ||
Net income / (loss) | $ 256.4 | $ (512.3) |
Reconciliation to net cash provided by operating activities: | ||
Depreciation | 42.1 | 57.2 |
Amortization | 1,592.1 | 925.4 |
Provision for inventory reserve | 59.2 | 30.3 |
Share-based compensation | 99 | 225.5 |
Deferred income tax benefit | (519.2) | (304.3) |
In-process research and development impairments | 6 | 3.7 |
(Gain) / loss on asset sales and impairments, net | (1.7) | 54.1 |
Amortization of inventory step-up | 42.4 | 212.9 |
Amortization of deferred financing costs | 10 | 268.3 |
Contingent consideration adjustments, including accretion | 33.6 | 28.8 |
Other, net | (9.1) | (6.5) |
Cash Flows From Investing Activities: | ||
Additions to property, plant and equipment | (84.9) | (136.6) |
Additions to product rights and other intangibles | (8.5) | |
Additions to investments | (15) | |
Proceeds from sale of investments and other assets | 19 | 790.5 |
Proceeds from sales of property, plant and equipment | 12.1 | 74.9 |
Acquisitions of businesses, net of cash acquired | (34,646.2) | |
Cash Flows From Financing Activities: | ||
Proceeds from borrowings of long-term indebtedness | 26,455.6 | |
Proceeds from borrowings on credit facility and other | 900 | 2,810 |
Debt issuance and other financing costs | (310.8) | |
Payments on debt, including capital lease obligations | (854.2) | (2,660) |
Payments of contingent consideration | (32.3) | (24.6) |
Effect of currency exchange rate changes on cash and cash equivalents | 5.2 | (4.8) |
Net increase in cash and cash equivalents | 1,164.8 | 1,864.9 |
Cash and cash equivalents at beginning of period | 1,096 | 250 |
Cash and cash equivalents at end of period | 2,260.8 | 2,114.9 |
Warner Chilcott Limited Parent Guarantor [Member] | ||
Cash Flows From Operating Activities: | ||
Net income / (loss) | 270.9 | (508.4) |
Reconciliation to net cash provided by operating activities: | ||
(Earnings) / losses of equity interest subsidiaries | (270.9) | 508.4 |
Dividends from subsidiaries | 69.6 | |
Changes in assets and liabilities (net of effects of acquisitions) | 0.1 | (0.1) |
Net cash provided by operating activities | 69.7 | (0.1) |
Cash Flows From Investing Activities: | ||
Additions to investments | (9,000.8) | |
Net cash (used in) investing activities | (9,000.8) | |
Cash Flows From Financing Activities: | ||
Dividend to Parent | (69.6) | |
Contribution from Parent | 9,000.8 | |
Net cash provided by / (used in) financing activities | (69.6) | 9,000.8 |
Net increase in cash and cash equivalents | 0.1 | (0.1) |
Cash and cash equivalents at beginning of period | 0.1 | |
Cash and cash equivalents at end of period | 0.1 | |
Actavis Capital S.a.r.l. (Guarantor) [Member] | ||
Cash Flows From Operating Activities: | ||
Net income / (loss) | 279 | (413.6) |
Reconciliation to net cash provided by operating activities: | ||
(Earnings) / losses of equity interest subsidiaries | 202 | (9.7) |
Amortization of deferred financing costs | 1.8 | 264.2 |
Changes in assets and liabilities (net of effects of acquisitions) | (834.5) | (5,654.9) |
Net cash provided by operating activities | (351.7) | (5,814) |
Cash Flows From Investing Activities: | ||
Additions to investments | (9,000.8) | |
Net cash (used in) investing activities | (9,000.8) | |
Cash Flows From Financing Activities: | ||
Proceeds from borrowings of long-term indebtedness | 5,500 | |
Proceeds from borrowings on credit facility and other | 900 | 2,810 |
Debt issuance and other financing costs | (167.1) | |
Payments on debt, including capital lease obligations | (532) | (2,334.1) |
Contribution from Parent | 9,000.8 | |
Net cash provided by / (used in) financing activities | 368 | 14,809.6 |
Net increase in cash and cash equivalents | 16.3 | (5.2) |
Cash and cash equivalents at beginning of period | 13.5 | 5.5 |
Cash and cash equivalents at end of period | 29.8 | 0.3 |
Actavis Funding SCS (Issuer) [Member] | ||
Cash Flows From Operating Activities: | ||
Net income / (loss) | 0.2 | (2.1) |
Reconciliation to net cash provided by operating activities: | ||
Amortization of deferred financing costs | 6.1 | 2.5 |
Changes in assets and liabilities (net of effects of acquisitions) | (6.3) | (20,812.3) |
Net cash provided by operating activities | (20,811.9) | |
Cash Flows From Financing Activities: | ||
Proceeds from borrowings of long-term indebtedness | 20,955.6 | |
Debt issuance and other financing costs | (143.7) | |
Net cash provided by / (used in) financing activities | 20,811.9 | |
Actavis Inc [Member] | ||
Cash Flows From Operating Activities: | ||
Net income / (loss) | 272.9 | 213 |
Reconciliation to net cash provided by operating activities: | ||
(Earnings) / losses of equity interest subsidiaries | (327.6) | (244) |
Depreciation | 0.5 | 0.1 |
Share-based compensation | 12 | |
Amortization of deferred financing costs | 1 | |
Changes in assets and liabilities (net of effects of acquisitions) | 54.5 | 30.2 |
Net cash provided by operating activities | 0.3 | 12.3 |
Cash Flows From Investing Activities: | ||
Additions to property, plant and equipment | (1.1) | (11.5) |
Net cash (used in) investing activities | (1.1) | (11.5) |
Cash Flows From Financing Activities: | ||
Net increase in cash and cash equivalents | (0.8) | 0.8 |
Cash and cash equivalents at beginning of period | 2 | 1.5 |
Cash and cash equivalents at end of period | 1.2 | 2.3 |
Non-Guarantors [Member] | ||
Cash Flows From Operating Activities: | ||
Net income / (loss) | (154.9) | (52.3) |
Reconciliation to net cash provided by operating activities: | ||
Depreciation | 41.6 | 57.1 |
Amortization | 1,592.1 | 925.4 |
Provision for inventory reserve | 59.2 | 30.3 |
Share-based compensation | 99 | 213.5 |
Deferred income tax benefit | (519.2) | (304.3) |
In-process research and development impairments | 6 | 3.7 |
(Gain) / loss on asset sales and impairments, net | (1.7) | 54.1 |
Amortization of inventory step-up | 42.4 | 212.9 |
Amortization of deferred financing costs | 2.1 | 0.6 |
Contingent consideration adjustments, including accretion | 33.6 | 28.8 |
Other, net | (9.1) | (6.5) |
Changes in assets and liabilities (net of effects of acquisitions) | 476.4 | 25,977.1 |
Net cash provided by operating activities | 1,667.5 | 27,140.4 |
Cash Flows From Investing Activities: | ||
Additions to property, plant and equipment | (83.8) | (125.1) |
Additions to product rights and other intangibles | (8.5) | |
Additions to investments | (15) | |
Proceeds from sale of investments and other assets | 19 | 790.5 |
Proceeds from sales of property, plant and equipment | 12.1 | 74.9 |
Acquisitions of businesses, net of cash acquired | (34,646.2) | |
Net cash (used in) investing activities | (52.7) | (33,929.4) |
Cash Flows From Financing Activities: | ||
Payments on debt, including capital lease obligations | (322.2) | (325.9) |
Payments of contingent consideration | (32.3) | (24.6) |
Dividend to Parent | (69.6) | |
Contribution from Parent | 9,000.8 | |
Net cash provided by / (used in) financing activities | (424.1) | 8,650.3 |
Effect of currency exchange rate changes on cash and cash equivalents | 5.2 | (4.8) |
Net increase in cash and cash equivalents | 1,195.9 | 1,856.5 |
Cash and cash equivalents at beginning of period | 1,020.7 | 237.2 |
Cash and cash equivalents at end of period | 2,216.6 | 2,093.7 |
Warner Chilcott Limited [Member] | ||
Cash Flows From Operating Activities: | ||
Net income / (loss) | 271.6 | (508.7) |
Reconciliation to net cash provided by operating activities: | ||
Depreciation | 42.1 | 57.2 |
Amortization | 1,592.1 | 925.4 |
Provision for inventory reserve | 59.2 | 30.3 |
Share-based compensation | 99 | 225.5 |
Deferred income tax benefit | (519.2) | (304.3) |
In-process research and development impairments | 6 | 3.7 |
(Gain) / loss on asset sales and impairments, net | (1.7) | 54.1 |
Amortization of inventory step-up | 42.4 | 212.9 |
Amortization of deferred financing costs | 10 | 268.3 |
Contingent consideration adjustments, including accretion | 33.6 | 28.8 |
Other, net | (9.1) | (6.5) |
Changes in assets and liabilities (net of effects of acquisitions) | (309.8) | (460) |
Net cash provided by operating activities | 1,316.2 | 526.7 |
Cash Flows From Investing Activities: | ||
Additions to property, plant and equipment | (84.9) | (136.6) |
Additions to product rights and other intangibles | (8.5) | |
Additions to investments | (15) | |
Proceeds from sale of investments and other assets | 19 | 790.5 |
Proceeds from sales of property, plant and equipment | 12.1 | 74.9 |
Acquisitions of businesses, net of cash acquired | (34,646.2) | |
Net cash (used in) investing activities | (53.8) | (33,940.9) |
Cash Flows From Financing Activities: | ||
Proceeds from borrowings of long-term indebtedness | 26,455.6 | |
Proceeds from borrowings on credit facility and other | 900 | 2,810 |
Debt issuance and other financing costs | (310.8) | |
Payments on debt, including capital lease obligations | (854.2) | (2,660) |
Payments of contingent consideration | (32.3) | (24.6) |
Dividend to Parent | (69.6) | |
Contribution from Parent | 9,000.8 | |
Net cash provided by / (used in) financing activities | (56.1) | 35,271 |
Effect of currency exchange rate changes on cash and cash equivalents | 5.2 | (4.8) |
Net increase in cash and cash equivalents | 1,211.5 | 1,852 |
Cash and cash equivalents at beginning of period | 1,036.2 | 244.3 |
Cash and cash equivalents at end of period | 2,247.7 | 2,096.3 |
Eliminations [Member] | ||
Cash Flows From Operating Activities: | ||
Net income / (loss) | (396.5) | 254.7 |
Reconciliation to net cash provided by operating activities: | ||
(Earnings) / losses of equity interest subsidiaries | 396.5 | (254.7) |
Dividends from subsidiaries | (69.6) | |
Net cash provided by operating activities | (69.6) | |
Cash Flows From Investing Activities: | ||
Additions to investments | 18,001.6 | |
Net cash (used in) investing activities | 18,001.6 | |
Cash Flows From Financing Activities: | ||
Dividend to Parent | 69.6 | |
Contribution from Parent | (18,001.6) | |
Net cash provided by / (used in) financing activities | $ 69.6 | $ (18,001.6) |
Subsequent Events - Additional
Subsequent Events - Additional Information (Detail) - Subsequent Event [Member] - USD ($) | Apr. 21, 2016 | Apr. 06, 2016 |
Heptares Therapeutics [Member] | ||
Subsequent Event [Line Items] | ||
Payment for license upfront fees | $ 125,000,000 | |
Heptares Therapeutics [Member] | Maximum [Member] | ||
Subsequent Event [Line Items] | ||
Contingent milestone payments | 665,000,000 | |
Aggregate payments contingent upon achieving certain annual sales threshold milestones | 2,575,000,000 | |
Pfizer Inc [Member] | ||
Subsequent Event [Line Items] | ||
Reimbursable expense | $ 150,000,000 | |
Topokine Therapeutics [Member] | ||
Subsequent Event [Line Items] | ||
Payment for license upfront fees | $ 85,000,000 | |
Topokine Therapeutics [Member] | Maximum [Member] | ||
Subsequent Event [Line Items] | ||
Contingent payments based on commercial and development milestones | $ 260,000,000 |