Document And Entity Information
Document And Entity Information - shares | 6 Months Ended | |
Jun. 30, 2017 | Jul. 31, 2017 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jun. 30, 2017 | |
Document Fiscal Year Focus | 2,017 | |
Document Fiscal Period Focus | Q2 | |
Trading Symbol | ENDP | |
Entity Registrant Name | Endo International plc | |
Entity Central Index Key | 1,593,034 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Ordinary Shares Outstanding | 223,292,068 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Jun. 30, 2017 | Dec. 31, 2016 |
CURRENT ASSETS: | ||
Cash and cash equivalents | $ 616,534 | $ 517,250 |
Restricted cash and cash equivalents | 364,796 | 282,074 |
Accounts receivable | 580,123 | 992,153 |
Inventories, net | 489,752 | 555,671 |
Prepaid expenses and other current assets | 33,325 | 77,523 |
Income taxes receivable | 24,295 | 47,803 |
Assets held for sale | 166,190 | 116,985 |
Total current assets | 2,275,015 | 2,589,459 |
MARKETABLE SECURITIES | 2,494 | 2,267 |
PROPERTY, PLANT AND EQUIPMENT, NET | 637,820 | 669,596 |
GOODWILL | 4,447,314 | 4,729,395 |
OTHER INTANGIBLES, NET | 4,836,087 | 5,859,297 |
DEFERRED INCOME TAXES | 799 | 7,817 |
OTHER ASSETS | 78,561 | 417,278 |
TOTAL ASSETS | 12,278,090 | 14,275,109 |
CURRENT LIABILITIES: | ||
Accounts payable and accrued expenses | 1,233,336 | 1,454,084 |
Current portion of legal settlement accrual | 909,831 | 1,015,932 |
Current portion of long-term debt | 34,150 | 131,125 |
Income taxes payable | 5,263 | 9,266 |
Liabilities held for sale | 44,367 | 24,338 |
Total current liabilities | 2,226,947 | 2,634,745 |
DEFERRED INCOME TAXES | 79,805 | 192,297 |
LONG-TERM DEBT, LESS CURRENT PORTION, NET | 8,251,289 | 8,141,378 |
LONG-TERM LEGAL SETTLEMENT ACCRUAL, LESS CURRENT PORTION, NET | 425,756 | 0 |
OTHER LIABILITIES | 485,187 | 605,100 |
COMMITMENTS AND CONTINGENCIES (NOTE 11) | ||
SHAREHOLDERS’ EQUITY: | ||
Euro deferred shares, $0.01 par value; 4,000,000 shares authorized and issued at both June 30, 2017 and December 31, 2016 | 46 | 42 |
Ordinary shares, $0.0001 par value; 1,000,000,000 shares authorized; 223,284,141 and 222,954,175 shares issued and outstanding at June 30, 2017 and December 31, 2016, respectively | 22 | 22 |
Additional paid-in capital | 8,768,305 | 8,743,240 |
Accumulated deficit | (7,631,452) | (5,688,281) |
Accumulated other comprehensive loss | (327,815) | (353,434) |
Total shareholders’ equity | 809,106 | 2,701,589 |
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY | $ 12,278,090 | $ 14,275,109 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - $ / shares | Jun. 30, 2017 | Dec. 31, 2016 |
Statement of Financial Position [Abstract] | ||
Euro deferred shares, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Euro deferred shares, shares authorized | 4,000,000 | 4,000,000 |
Euro deferred shares, shares issued | 4,000,000 | 4,000,000 |
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 1,000,000,000 | 1,000,000,000 |
Common stock, shares issued | 223,284,141 | 222,954,175 |
Common stock, shares outstanding | 223,284,141 | 222,954,175 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Income Statement [Abstract] | ||||
TOTAL REVENUES | $ 875,731 | $ 920,887 | $ 1,913,331 | $ 1,884,426 |
COSTS AND EXPENSES: | ||||
Cost of revenues | 539,401 | 632,218 | 1,208,363 | 1,320,923 |
Selling, general and administrative | 155,555 | 193,070 | 332,795 | 371,425 |
Research and development | 40,869 | 50,589 | 83,878 | 92,281 |
Litigation-related and other contingencies, net | (2,600) | 5,259 | (1,664) | 10,459 |
Asset impairment charges | 725,044 | 39,951 | 929,006 | 169,576 |
Acquisition-related and integration items | 4,190 | 48,171 | 15,070 | 60,725 |
OPERATING LOSS FROM CONTINUING OPERATIONS | (586,728) | (48,371) | (654,117) | (140,963) |
INTEREST EXPENSE, NET | 121,747 | 111,919 | 233,746 | 228,712 |
LOSS ON EXTINGUISHMENT OF DEBT | 51,734 | 0 | 51,734 | 0 |
OTHER (INCOME) EXPENSE, NET | (6,709) | 5,175 | (8,746) | 3,268 |
LOSS FROM CONTINUING OPERATIONS BEFORE INCOME TAX | (753,500) | (165,465) | (930,851) | (372,943) |
INCOME TAX BENEFIT | (57,480) | (555,277) | (69,408) | (673,992) |
(LOSS) INCOME FROM CONTINUING OPERATIONS | (696,020) | 389,812 | (861,443) | 301,049 |
DISCONTINUED OPERATIONS, NET OF TAX (NOTE 3) | (700,498) | (46,216) | (708,903) | (91,324) |
CONSOLIDATED NET (LOSS) INCOME | (1,396,518) | 343,596 | (1,570,346) | 209,725 |
Less: Net income attributable to noncontrolling interests | 0 | 18 | 0 | 16 |
NET (LOSS) INCOME ATTRIBUTABLE TO ENDO INTERNATIONAL PLC | $ (1,396,518) | $ 343,578 | $ (1,570,346) | $ 209,709 |
NET (LOSS) INCOME PER SHARE ATTRIBUTABLE TO ENDO INTERNATIONAL PLC ORDINARY SHAREHOLDERS—BASIC: | ||||
Continuing operations (in dollars per share) | $ (3.12) | $ 1.75 | $ (3.86) | $ 1.35 |
Discontinued operations (in dollars per share) | (3.14) | (0.21) | (3.18) | (0.41) |
Basic (in dollars per share) | (6.26) | 1.54 | (7.04) | 0.94 |
NET (LOSS) INCOME PER SHARE ATTRIBUTABLE TO ENDO INTERNATIONAL PLC ORDINARY SHAREHOLDERS—DILUTED: | ||||
Continuing operations (in dollars per share) | (3.12) | 1.75 | (3.86) | 1.35 |
Discontinued operations (in dollars per share) | (3.14) | (0.21) | (3.18) | (0.41) |
Diluted (in dollars per share) | $ (6.26) | $ 1.54 | $ (7.04) | $ 0.94 |
WEIGHTED AVERAGE SHARES: | ||||
Basic (shares) | 223,158 | 222,667 | 223,086 | 222,485 |
Diluted (shares) | 223,158 | 222,863 | 223,086 | 223,021 |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Comprehensive (Loss) Income (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Statement of Comprehensive Income [Abstract] | ||||
CONSOLIDATED NET (LOSS) INCOME | $ (1,396,518) | $ 343,596 | $ (1,570,346) | $ 209,725 |
Net unrealized gain (loss) on securities: | ||||
Unrealized gain (loss) arising during the period | 491 | (147) | 145 | (1,007) |
Less: reclassification adjustments for loss realized in net (loss) income | 0 | 0 | 0 | 0 |
Net unrealized (loss) income on securities | 491 | (147) | 145 | (1,007) |
Foreign currency translation gain (loss): | ||||
Foreign currency gain (loss) arising during the period | 10,340 | (21,609) | 25,474 | 59,154 |
Less: reclassification adjustments for loss realized in net (loss) income | 0 | 0 | 0 | 0 |
Foreign currency translation gain (loss) | 10,340 | (21,609) | 25,474 | 59,154 |
OTHER COMPREHENSIVE INCOME (LOSS) | 10,831 | (21,756) | 25,619 | 58,147 |
CONSOLIDATED COMPREHENSIVE (LOSS) INCOME | (1,385,687) | 321,840 | (1,544,727) | 267,872 |
Less: Net income attributable to noncontrolling interests | 0 | 18 | 0 | 16 |
Less: Other comprehensive income (loss) attributable to noncontrolling interests | 0 | (18) | 0 | 38 |
COMPREHENSIVE (LOSS) INCOME ATTRIBUTABLE TO ENDO INTERNATIONAL PLC | $ (1,385,687) | $ 321,840 | $ (1,544,727) | $ 267,818 |
Condensed Consolidated Stateme6
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2017 | Jun. 30, 2016 | |
OPERATING ACTIVITIES: | ||
Consolidated net (loss) income | $ (1,570,346) | $ 209,725 |
Adjustments to reconcile consolidated net (loss) income to Net cash provided by operating activities: | ||
Depreciation and amortization | 499,656 | 476,911 |
Inventory step-up | 215 | 87,970 |
Share-based compensation | 27,005 | 29,585 |
Amortization of debt issuance costs and discount | 12,757 | 14,483 |
(Benefit) provision for bad debts | (498) | 8,082 |
Provision for inventory reserve | 85,806 | 84,590 |
Deferred income taxes | (179,775) | (670,615) |
Change in fair value of contingent consideration | 8,134 | 13,204 |
Loss on extinguishment of debt | 51,734 | 0 |
Asset impairment charges | 929,006 | 190,904 |
(Gain) loss on sale of business and other assets | (2,311) | 575 |
Changes in assets and liabilities which (used) provided cash: | ||
Accounts receivable | 409,790 | 133,654 |
Inventories | (47,513) | (54,760) |
Prepaid and other assets | 16,322 | 21,846 |
Accounts payable and accrued expenses | 110,057 | (282,419) |
Other liabilities | (24,707) | (395,126) |
Income taxes payable/receivable | 15,654 | 690,002 |
Net cash provided by operating activities | 340,986 | 558,611 |
INVESTING ACTIVITIES: | ||
Purchases of property, plant and equipment | (59,729) | (53,705) |
Patent acquisition costs and license fees | 0 | (13,000) |
Proceeds from sale of business and other assets, net | 18,531 | 6,631 |
Increase in restricted cash and cash equivalents | (522,772) | (327,359) |
Decrease in restricted cash and cash equivalents | 440,190 | 524,438 |
Net cash (used in) provided by investing activities | (123,780) | 137,005 |
FINANCING ACTIVITIES: | ||
Proceeds from issuance of notes | 300,000 | 0 |
Proceeds from issuance of term loans | 3,415,000 | 0 |
Principal payments on term loans | (3,713,875) | (48,375) |
Repayments of revolving debt | 0 | (225,000) |
Principal payments on other indebtedness, net | (3,675) | (3,365) |
Deferred financing fees | (53,954) | (500) |
Payment for contingent consideration | (41,240) | (18,646) |
Payments of tax withholding for restricted shares | (1,839) | (10,396) |
Exercise of options | 0 | 1,952 |
Issuance of ordinary shares related to the employee stock purchase plan | 0 | 2,729 |
Net cash used in financing activities | (99,583) | (301,601) |
Effect of foreign exchange rate | 2,786 | 1,459 |
Movement in cash held for sale | (21,125) | 0 |
NET INCREASE IN CASH AND CASH EQUIVALENTS | 99,284 | 395,474 |
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD | 517,250 | 272,348 |
CASH AND CASH EQUIVALENTS, END OF PERIOD | 616,534 | 667,822 |
SUPPLEMENTAL INFORMATION: | ||
Cash received from income taxes, net | 8,931 | 698,584 |
Cash paid into Qualified Settlement Funds for mesh legal settlements | 326,795 | |
Cash paid out of Qualified Settlement Funds for mesh legal settlements | 440,190 | 524,438 |
Other cash distributions for mesh legal settlements | 3,794 | 5,438 |
SCHEDULE OF NON-CASH INVESTING AND FINANCING ACTIVITIES: | ||
Accrual for purchases of property, plant and equipment | $ 1,325 | $ 2,363 |
Basis of Presentation
Basis of Presentation | 6 Months Ended |
Jun. 30, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
BASIS OF PRESENTATION | NOTE 1. BASIS OF PRESENTATION Endo International plc is an Ireland-domiciled, global specialty pharmaceutical company focused on generic and branded pharmaceuticals. We aim to be the premier partner to healthcare professionals and payment providers, delivering an innovative suite of generic and branded drugs to meet patients’ needs. Unless otherwise indicated or required by the context, references throughout to “Endo,” the “Company,” “we,” “our,” or “us” refer to financial information and transactions of Endo International plc and its consolidated subsidiaries. The accompanying unaudited Condensed Consolidated Financial Statements of Endo International plc and its subsidiaries have been prepared in accordance with United States (U.S.) generally accepted accounting principles (GAAP) for interim financial information and the instructions to Form 10-Q and Article 10 of Regulation S-X of the Securities and Exchange Commission for interim financial information. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, the accompanying Condensed Consolidated Financial Statements of Endo International plc and its subsidiaries, which are unaudited, include all normal and recurring adjustments necessary for a fair statement of the Company’s financial position as of June 30, 2017 and the results of our operations and our cash flows for the periods presented. Operating results for the three and six months ended June 30, 2017 are not necessarily indicative of the results that may be expected for the year ending December 31, 2017 . The year-end Condensed Consolidated Balance Sheet data as of December 31, 2016 was derived from audited financial statements. The information included in this Quarterly Report on Form 10-Q should be read in conjunction with our Consolidated Financial Statements and accompanying notes included in our Annual Report on Form 10-K for the year ended December 31, 2016 . |
Recent Accounting Pronouncement
Recent Accounting Pronouncements | 6 Months Ended |
Jun. 30, 2017 | |
Accounting Changes and Error Corrections [Abstract] | |
RECENT ACCOUNTING PRONOUNCEMENTS | NOTE 2. RECENT ACCOUNTING PRONOUNCEMENTS Recently Issued Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (FASB) issued Accounting Standards update (ASU) No. 2014-09, “Revenue from Contracts with Customers” (ASU 2014-09). ASU 2014-09 represents a comprehensive new revenue recognition model that requires a company to recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which a company expects to be entitled to receive in exchange for those goods or services. This ASU sets forth a new five-step revenue recognition model which replaces the prior revenue recognition guidance in its entirety and is intended to eliminate numerous industry-specific pieces of revenue recognition guidance that have historically existed. In August 2015, the FASB issued ASU No. 2015-14, “ Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date,” which defers the effective date of ASU 2014-09 by one year, but permits companies to adopt one year earlier if they choose (i.e., the original effective date). As such, ASU 2014-09 will be effective for annual and interim reporting periods beginning after December 15, 2017. In March and April 2016, the FASB issued ASU No. 2016-08 “Revenue from Contracts with Customers (Topic 606): Principal versus Agent Consideration (Reporting Revenue Gross versus Net)” and ASU No. 2016-10 “Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing,” respectively , which clarifies the guidance on reporting revenue as a principal versus agent, identifying performance obligations and accounting for intellectual property licenses. In addition, in May 2016, the FASB issued ASU No. 2016-12 “Revenue from Contracts with Customers (Topic 606): Narrow-Scope Improvements and Practical Expedients,” which amends certain narrow aspects of Topic 606, and in December 2016, the FASB issued ASU No. 2016-20 “Technical Corrections and Improvements to Topic 606, Revenue from Contracts with Customers,” which amends certain narrow aspects of Topic 606. The Company will adopt the new revenue recognition standard on January 1, 2018. The Company is currently evaluating the impact of ASU 2014-09 on its consolidated results of operations and financial position. The Company’s cross-functional implementation team consisting of representatives from across its business segments is progressing towards the completion of the diagnostic assessment of the impact of the standard on its contract portfolio, including review of customer contracts, as well as the Company’s current accounting policies and practices to identify potential differences that would result from applying the requirements of the new standard to its revenue contracts. The majority of the Company’s revenue is generated from product sales and the Company currently does not anticipate a significant impact to revenue related to these arrangements; however, this analysis is preliminary and remains subject to change. In certain limited situations, under current GAAP, the Company has deferred revenue for certain product sales because the sales price was not deemed to be fixed or determinable. Under the new standard, the Company will be required to estimate the variable consideration associated with these transactions and record revenue at the point of sale. The Company continues to evaluate the impact on certain less significant transactions, including certain licensing arrangements, and expects to substantially complete its diagnostic assessment during the third quarter of 2017. The Company is also continuing to evaluate the internal control implications associated with the adoption of the new standard, including the identification and implementation, if necessary, of changes to its business processes, systems and controls to support recognition and disclosure under the new standard. The two permitted transition methods under the new standard are the full retrospective method, in which case the standard would be applied to each prior reporting period presented and the cumulative effect of applying the standard would be recognized at the earliest period shown, or the modified retrospective method, in which case the cumulative effect of applying the standard would be recognized at the date of initial application. The Company will utilize the modified retrospective method of adoption. In February 2016, the FASB issued ASU No. 2016-02, “ Leases (Topic 842) ” (ASU 2016-02). ASU 2016-02 establishes the principles to report transparent and economically neutral information about the assets and liabilities that arise from leases. This guidance results in a more faithful representation of the rights and obligations arising from operating and capital leases by requiring lessees to recognize the lease assets and lease liabilities that arise from leases in the statement of financial position and to disclose qualitative and quantitative information about lease transactions, such as information about variable lease payments and options to renew and terminate leases. ASU 2016-02 is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. The Company is currently evaluating the impact of ASU 2016-02 on the Company’s consolidated results of operations and financial position. In August 2016, the FASB issued ASU No. 2016-15 “ Classification of Certain Cash Receipts and Cash Payments ” (ASU 2016-15). ASU 2016-15 addresses eight specific cash flow issues with the objective of reducing diversity in how certain cash receipts and cash payments are presented and classified in the statement of cash flows. ASU 2016-15 is effective for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. Early adoption is permitted in any interim or annual period but all of ASU 2016-15 must be adopted in the same period. The Company is currently evaluating the impact of ASU 2016-15 on the Company’s consolidated statement of cash flows. In November 2016, the FASB issued ASU No. 2016-18 “ Statement of Cash Flows (Topic 230) - Restricted Cash ” (ASU 2016-18). ASU 2016-18 states that a statement of cash flows should explain the change during the period in the total of cash, cash equivalents, and amounts generally described as restricted cash or restricted cash equivalents. Therefore, amounts generally described as restricted cash and restricted cash equivalents should be included with cash and cash equivalents when reconciling the beginning-of-period and end-of-period total amounts shown on the statement of cash flows. ASU 2016-18 is effective for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. Early adoption is permitted, including adoption in an interim period, and all updates should be applied using a retrospective transition method. Subsequent to the adoption of ASU 2016-18 the mesh-related qualified settlement funds and other restricted cash accounts will be included in the beginning-of-period and end-of-period Cash and cash equivalents on the Condensed Consolidated Statements of Cash Flows and transfers into and out of the qualified settlement funds will therefore no longer result in separate investing cash flows in the Condensed Consolidated Statements of Cash Flows. In May 2017, the FASB issued ASU No. 2017-09 “Compensation - Stock Compensation” (ASU 2017-09). ASU 2017-09 provides guidance about which changes to the terms or conditions of a share-based payment award require an entity to apply modification accounting. It is intended to reduce both (1) diversity in practice and (2) cost and complexity when accounting for changes to the terms or conditions of share-based payment awards. ASU 2017-09 is effective for annual periods, and interim periods within those annual periods, beginning after December 15, 2017. Early adoption is permitted. The amendments in this update should be applied prospectively to an award modified on or after the adoption date. The Company is currently evaluating the impact of ASU 2017-09 on the Company’s consolidated results of operations and financial position. Recently Adopted Accounting Pronouncements In July 2015, the FASB issued ASU No. 2015-11, “ Simplifying the Measurement of Inventory ” (ASU 2015-11). ASU 2015-11 states that an entity should measure inventory at the lower of cost or net realizable value. Net realizable value is the estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation. For public entities, ASU 2015-11 is effective for fiscal years beginning after December 15, 2016, including interim periods within those fiscal years. The Company adopted ASU 2015-11 on January 1, 2017 and the adoption did not impact the Company’s consolidated results of operations and financial position. In March 2016, the FASB issued ASU No. 2016-09 “Improvements to Employee Share-Based Payment Accounting” (ASU 2016-09). ASU 2016-09 changes how companies account for certain aspects of share-based payments to employees including: (a) requiring all income tax effects of awards to be recognized in the income statement, rather than in additional paid in capital, when the awards vest or are settled, (b) eliminating the requirement that excess tax benefits be realized before companies can recognize them, (c) requiring companies to present excess tax benefits as an operating activity on the statement of cash flows rather than as a financing activity, (d) increasing the amount an employer can withhold to cover income taxes on awards and still qualify for the exception to liability classification for shares used to satisfy the employer’s statutory income tax withholding obligation, (e) requiring an employer to classify the cash paid to a tax authority when shares are withheld to satisfy its statutory income tax withholding obligation as a financing activity on its statement of cash flows and (f) electing whether to account for forfeitures of share-based payments by (1) recognizing forfeitures of awards as they occur or (2) estimating the number of awards expected to be forfeited and adjusting the estimate when it is likely to change, as is currently required. ASU 2016-09 is effective for fiscal years beginning after December 15, 2016, and interim periods within those fiscal years. The Company adopted the new guidance on January 1, 2017 on a prospective basis, except for the provision requiring companies to present excess tax benefits as an operating activity on the statement of cash flows rather than as a financing activity, which was adopted retrospectively. As a result of the adoption, during the three and six months ended June 30, 2017 , the Company recognized tax expense of $0.4 million and $4.8 million , respectively, in its Condensed Consolidated Statement of Operations that would have been recorded as additional paid-in capital prior to adoption. In addition, the Company retrospectively adjusted its statement of cash flows for the six months ended June 30, 2016 to present an inflow of $3.9 million related to excess tax benefits as an operating activity, rather than as a financing activity. The adoption of ASU 2016-09 did not impact beginning retained earnings and the Company will continue to estimate forfeitures to determine the amount of compensation cost to be recognized in each period. None of the other provisions in this amended guidance had a significant impact on the Company’s consolidated financial statements. In October 2016, the FASB issued ASU No. 2016-16 “ Intra-Entity Transfers of Assets Other Than Inventory ” (ASU 2016-16). ASU 2016-16 states that an entity should recognize the income tax consequences when an intra-entity transfer of an asset other than inventory occurs. ASU 2016-16 is effective for fiscal years beginning after December 15, 2017 and interim periods within those fiscal years. Early adoption is permitted as long as it is adopted in the first interim period of a fiscal year beginning after December 15, 2016. The Company early adopted ASU 2016-16 on January 1, 2017, resulting in the elimination of previously recorded deferred charges that were established in 2016. Specifically, the Company eliminated a $24.1 million current deferred charge and a $348.8 million non-current deferred charge that were reflected in our Condensed Consolidated Balance Sheet at December 31, 2016 as Prepaid expenses and other current assets and Other assets, respectively. The eliminations of these deferred charges were recorded as adjustments to retained earnings as of January 1, 2017. On adoption, the Company also recorded net deferred tax assets, primarily related to certain intangibles and tax deductible goodwill, of $479.7 million , fully offset by a corresponding valuation allowance. In January 2017, the FASB issued ASU No. 2017-01 “Business Combinations (Topic 805) - Clarifying the Definition of a Business” (ASU 2017-01). ASU 2017-01 clarifies the definition of a business with the objective of adding guidance to assist entities with evaluating whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. The amendments in this update provide a screen to determine when an integrated set of assets and activities (collectively referred to as a “set”), is not a business. The screen requires that when substantially all of the fair value of the gross assets acquired (or disposed of) is concentrated in a single identifiable asset or a group of similar identifiable assets, the set is not a business. This screen reduces the number of transactions that need to be further evaluated. ASU 2017-01 is effective for annual periods beginning after December 15, 2017, including interim periods within those periods. The amendments in this update should be applied prospectively on or after the effective date. Early application of the amendments in this update is allowed. The Company adopted this new standard on January 1, 2017. In January 2017, the FASB issued ASU No. 2017-04 “Intangibles - Goodwill and Other (Topic 350): Simplifying the Accounting for Goodwill Impairment” (ASU 2017-04). ASU 2017-04 simplifies the subsequent measurement of goodwill by eliminating Step 2 from the goodwill impairment test. In computing the implied fair value of goodwill under Step 2, an entity had to perform procedures to determine the fair value at the impairment testing date of its assets and liabilities (including unrecognized assets and liabilities) following the procedure that would be required in determining the fair value of assets acquired and liabilities assumed in a business combination. Instead, under ASU 2017-04, an entity should perform its annual or interim goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount. An entity should recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value; however, the loss recognized should not exceed the total amount of goodwill allocated to that reporting unit. Additionally, an entity should consider the income tax effects of any tax deductible goodwill on the carrying amount of the reporting unit when measuring the goodwill impairment loss, if applicable. ASU 2017-04 is effective for annual or any interim goodwill impairment tests in fiscal years beginning after December 15, 2019 and an entity should apply the amendments of ASU 2017-04 on a prospective basis. Early adoption is permitted for interim or annual goodwill impairment tests performed on testing dates after January 1, 2017. The Company adopted this standard on January 1, 2017. Refer to Note 8. Goodwill and Other Intangibles for a description of goodwill impairment charges taken during the six months ended June 30, 2017 . |
Discontinued Operations and Ass
Discontinued Operations and Assets and Liabilities Held For Sale | 6 Months Ended |
Jun. 30, 2017 | |
Discontinued Operations and Disposal Groups [Abstract] | |
DISCONTINUED OPERATIONS AND ASSETS AND LIABILITIES HELD FOR SALE | NOTE 3. DISCONTINUED OPERATIONS AND ASSETS AND LIABILITIES HELD FOR SALE American Medical Systems On February 24, 2015, the Company’s Board of Directors (Board of Directors) approved a plan to sell the Company’s American Medical Systems Holdings, Inc. (AMS) business. The AMS business included the Men’s Health and Prostate Health businesses, which were sold to Boston Scientific Corporation on August 3, 2015, as well as the Women’s Health business (Astora). On February 24, 2016, the Company’s Board of Directors resolved to wind-down the remaining Astora business as it did not align with the Company’s strategic direction and to reduce Astora’s exposure to the mesh-related product liability. Astora ceased business operations on March 31, 2016. The operating results of this business are reported as Discontinued operations, net of tax in the Condensed Consolidated Statements of Operations for all periods presented. The following table provides the operating results of AMS Discontinued operations, net of tax for the three and six months ended June 30, 2017 and 2016 (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2017 2016 2017 2016 Revenue $ 179 $ 863 $ 179 $ 29,714 Litigation-related and other contingencies, net $ 775,474 $ — $ 775,684 $ 2,450 Asset impairment charges $ — $ 149 $ — $ 21,328 Loss from discontinued operations before income taxes $ (791,588 ) $ (22,492 ) $ (804,485 ) $ (91,324 ) Income tax benefit $ (91,090 ) $ 23,724 $ (95,582 ) $ — Discontinued operations, net of tax $ (700,498 ) $ (46,216 ) $ (708,903 ) $ (91,324 ) Amounts reported in the table above as Litigation-related and other contingencies, net primarily relate to charges for vaginal-mesh-related matters, which are further described in Note 11. Commitments and Contingencies . The cash flows from discontinued operating activities related to AMS included the impact of net losses of $708.9 million and $91.3 million for the six months ended June 30, 2017 and 2016 , respectively, and the impact of cash activity related to vaginal mesh cases, which is further described in Note 11. Commitments and Contingencies . Net cash used in discontinued investing activities related to AMS consisted of purchases of property, plant and equipment of $0.1 million for the six months ended June 30, 2016, with no comparable amount during the six months ended June 30, 2017 . There was no depreciation or amortization during the three and six months ended June 30, 2017 or 2016 related to AMS. Astora Restructuring The Astora wind-down process included a restructuring initiative implemented during the three months ended March 31, 2016, which included a reduction of the Astora workforce consisting of approximately 250 employees. The Company did not incur any pre-tax charges during the three and six months ended June 30, 2017 as a result of the Astora restructuring initiative. The Company incurred expenses of $6.0 million and $66.6 million during the three and six months ended June 30, 2016, consisting of employee separation and other benefit-related costs , asset impairment charges, contract termination charges and other general restructuring costs. The Company anticipates there will be no significant additional pre-tax restructuring expenses related to this initiative. The majority of these actions were completed as of September 30, 2016 and substantially all cash payments were made by June 30, 2017. These restructuring costs are included in Discontinued operations in the Condensed Consolidated Statements of Operations . A summary of expenses related to the Astora restructuring initiative is included below for the three and six months ended June 30, 2016 (in thousands): Three Months Ended June 30, 2016 Six Months Ended June, 2016 Employee separation, retention and other benefit-related costs $ 5,317 $ 21,466 Asset impairment charges 149 21,328 Contract termination-related items (424 ) 9,800 Other wind down costs 909 14,030 Total $ 5,951 $ 66,624 The liability related to the Astora restructuring initiative is included in Accounts payable and accrued expenses in the Condensed Consolidated Balance Sheets . Changes to this liability during the six months ended June 30, 2017 were as follows (in thousands): Employee Separation and Other Benefit-Related Costs Contract Termination Charges Total Liability balance as of January 1, 2017 $ 3,855 $ 1,661 $ 5,516 Cash distributions (3,175 ) (952 ) (4,127 ) Liability balance as of June 30, 2017 $ 680 $ 709 $ 1,389 Litha During the fourth quarter of 2016, the Company initiated a process to sell its Litha Healthcare Group Limited and related Sub-Sahara African business assets (Litha) and, on February 27, 2017, the Company entered into a definitive agreement to sell Litha to Acino Pharma AG. The sale closed on July 3, 2017. At closing, the Company received approximately $97 million in cash, after giving effect to initial cash and net working capital purchase price adjustments, and may receive up to an additional $11 million in contingent consideration. The assets and liabilities of Litha are classified as held for sale in the Condensed Consolidated Balance Sheets as of June 30, 2017 and December 31, 2016 . Litha is part of the Company’s International Pharmaceuticals segment. The following table provides the components of Assets and Liabilities held for sale of Litha as of June 30, 2017 and December 31, 2016 (in thousands): June 30, 2017 December 31, 2016 Current assets $ 59,221 $ 50,167 Property, plant and equipment 3,617 3,527 Other intangibles, net 21,893 29,950 Other assets 14,877 11,343 Assets held for sale $ 99,608 $ 94,987 Current liabilities 26,059 18,642 Other liabilities 4,375 5,696 Liabilities held for sale $ 30,434 $ 24,338 Litha does not meet the requirements for treatment as a discontinued operation. Somar During the first quarter of 2017, the Company announced that it was assessing strategic alternatives for its Somar business. On June 30, 2017, the Company entered into a definitive agreement to sell Grupo Farmacéutico Somar, S.A.P.I. de C.V., together with its subsidiaries (Somar), to AI Global Investments (Netherlands) PCC Limited (AI Global) acting for and on behalf of the Soar Cell. AI Global will pay an aggregate purchase price of approximately $124 million in cash, subject to certain cash, debt and working capital adjustments. The transaction is expected to close in the second half of 2017, pending customary regulatory approvals and satisfaction of other customary closing conditions. The assets and liabilities of Somar are classified as held for sale in the Condensed Consolidated Balance Sheets as of June 30, 2017 . Somar is part of the Company’s International Pharmaceuticals segment. The following table provides the components of Assets and Liabilities held for sale of Somar as of June 30, 2017 (in thousands): June 30, 2017 Current assets $ 63,780 Property, plant and equipment 2,347 Other assets 455 Assets held for sale $ 66,582 Current liabilities 13,933 Liabilities held for sale $ 13,933 Somar does not meet the requirements for treatment as a discontinued operation. |
Restructuring
Restructuring | 6 Months Ended |
Jun. 30, 2017 | |
Restructuring and Related Activities [Abstract] | |
RESTRUCTURING | NOTE 4. RESTRUCTURING 2016 U.S. Generic Pharmaceuticals Restructuring As part of the ongoing U.S. Generic Pharmaceuticals integration efforts initiated in connection with the acquisition of Par Pharmaceutical Holdings Inc. in September 2015, the Company announced a restructuring initiative in May 2016 to optimize its product portfolio and rationalize its manufacturing sites to expand product margins (the 2016 U.S. Generic Pharmaceuticals restructuring initiative). These measures included certain cost savings initiatives, including a reduction in headcount and the disposal of our Charlotte, North Carolina manufacturing facility (the Charlotte facility). On October 31, 2016, we entered into a definitive agreement to sell the Charlotte facility for cash proceeds of $14 million . The transaction closed in January 2017. The assets of the Charlotte facility were classified as held for sale in the accompanying Condensed Consolidated Balance Sheet as of December 31, 2016 . As a result of the 2016 U.S. Generic Pharmaceuticals restructuring initiative, the Company incurred pre-tax charges of $1.1 million during the six months ended June 30, 2017 . These charges related primarily to employee separation and other benefit-related costs. The Company did not incur charges related to this restructuring initiative during the three months ended June 30, 2017 . The Company incurred pre-tax charges of $18.9 million and $146.2 million during the three and six months ended June 30, 2016 , respectively. These charges consisted of certain intangible asset impairment charges of $100.3 million during the six months ended June 30, 2016 , which were recorded in the first quarter of 2016, charges to increase excess inventory reserves of $6.4 million and $33.3 million during the three and six months ended June 30, 2016 , respectively, charges relating to employee separation, retention and other benefit-related costs of $6.4 million , accelerated depreciation of $3.4 million and other charges of $2.7 million during both the three and six months ended June 30, 2016 . These charges are included in the U.S. Generic Pharmaceuticals segment and are included in Asset impairment charges, Cost of revenues and Selling, general and administrative expenses in the Condensed Consolidated Statements of Operations . The Company does not expect to incur additional significant expenses related to this restructuring initiative. The Company anticipates substantially all related cash payments will be made by the end of 2017. Under this restructuring initiative, separation costs were expensed ratably over the requisite service period, as applicable. The liability related to the 2016 U.S. Generic Pharmaceuticals restructuring initiative is included in Accounts payable and accrued expenses in the Condensed Consolidated Balance Sheets and is entirely related to employee separation and other benefit-related costs. Changes to this liability during the six months ended June 30, 2017 were as follows (in thousands): Total Liability balance as of January 1, 2017 $ 9,939 Expenses 1,117 Cash distributions (8,621 ) Liability balance as of June 30, 2017 $ 2,435 2016 U.S. Branded Pharmaceutical Restructuring In December 2016, the Company announced that it was terminating its worldwide license and development agreement with BioDelivery Sciences International, Inc. (BDSI) for BELBUCA™ and returning the product to BDSI. This termination was completed on January 6, 2017. As a result of this announcement and a comprehensive assessment of its product portfolio, the Company restructured its U.S. Branded Pharmaceuticals segment sales organization during the fourth quarter of 2016 (the 2016 U.S. Branded restructuring initiative), which included the elimination of an approximate 375 -member U.S. Branded Pharmaceuticals pain field sales force and the termination of certain contracts. The Company did not incur any significant pre-tax charges during the three and six months ended June 30, 2017 or 2016 as a result of the 2016 U.S. Branded restructuring initiative. Actions related to this initiative were completed by December 31, 2016 and substantially all of the cash payments are anticipated to be made by the end of 2017. The Company does not expect to incur any additional material pre-tax restructuring expenses related to this initiative. The liability related to the 2016 U.S. Branded Pharmaceutical restructuring initiative is included in Accounts payable and accrued expenses in the Condensed Consolidated Balance Sheets . Changes to this liability during the six months ended June 30, 2017 were as follows (in thousands): Employee Separation and Other Benefit-Related Costs Contract Termination Charges Total Liability balance as of January 1, 2017 $ 16,544 $ 5,224 $ 21,768 Cash distributions (13,890 ) (5,224 ) (19,114 ) Liability balance as of June 30, 2017 $ 2,654 $ — $ 2,654 January 2017 Restructuring On January 26, 2017, the Company announced a restructuring initiative implemented as part of its ongoing organizational review (the January 2017 restructuring initiative). This restructuring is intended to further integrate, streamline and optimize the Company’s operations by aligning certain corporate and R&D functions with its recently restructured U.S. Generics Pharmaceutical and U.S. Branded Pharmaceutical business units in order to create efficiencies and cost savings. As part of this restructuring, the Company undertook certain cost reduction initiatives, including a reduction of approximately 90 positions of its workforce, primarily related to corporate and U.S. Branded Pharmaceutical R&D functions in Malvern, PA and Chestnut Ridge, NY, a streamlining of general and administrative expenses, an optimization of commercial spend and a refocusing of research and development efforts. As a result of the January 2017 restructuring initiative, the Company incurred total pre-tax charges of approximately $15.1 million during the six months ended June 30, 2017 related to employee separation and other benefit-related costs. There were no expenses related to this restructuring initiative for the three months ended June 30, 2017 . Of the total charges incurred, $6.9 million are included in the U.S. Branded Pharmaceuticals segment, $4.9 million are included in Corporate unallocated costs and $3.3 million are included in the U.S. Generic Pharmaceuticals segment for six months ended June 30, 2017 , respectively. These charges are included in Selling, general and administrative expenses in the Condensed Consolidated Statements of Operations . The Company does not expect to incur additional material pre-tax restructuring-related expenses. Substantially all cash payments are anticipated to be made by the end of 2017 and substantially all of the actions associated with this restructuring were completed by the end of April 2017. The liability related to the January 2017 restructuring initiative is included in Accounts payable and accrued expenses in the Condensed Consolidated Balance Sheets and is entirely related to employee separation and other benefit-related costs. Changes to this liability during the six months ended June 30, 2017 were as follows (in thousands): Total Liability balance as of January 1, 2017 $ — Expenses 15,060 Cash distributions (5,141 ) Liability balance as of June 30, 2017 $ 9,919 2017 U.S. Generics Pharmaceuticals Restructuring On July 21, 2017, the Company announced that after completing a comprehensive review of its manufacturing network, the Company will be ceasing operations and closing its manufacturing and distribution facilities in Huntsville, Alabama (the 2017 U.S. Generics Pharmaceuticals restructuring initiative ). The closure of the facilities is expected to occur by the end of 2018. As a result of the 2017 U.S. Generics Pharmaceuticals restructuring initiative , the Company’s workforce is expected to be reduced by approximately 875 positions, including approximately 35 open positions, and the Company expects to incur total pre-tax charges of approximately $325 million , including total estimated cash outlays of approximately $60 million , substantially all of which will be paid by the end of 2018. The estimated restructuring charges consist of accelerated depreciation charges of approximately $165 million , asset impairment charges related to identifiable intangible assets and certain property, plant and equipment of approximately $90 million , charges to increase excess inventory reserves of approximately $10 million , employee separation, retention and other benefit-related costs of approximately $40 million and certain other charges of approximately $20 million . Employee separation, retention and certain other employee benefit-related costs will be expensed ratably over the requisite service period. Other costs that will be incurred including, but not limited to, contract termination fees and product technology transfer costs, will be expensed as incurred. As a result of the 2017 U.S. Generics Pharmaceuticals restructuring initiative , the Company incurred pretax charges of $109.3 million during the three and six months ended June 30, 2017 , consisting of certain intangible asset and property, plant and equipment impairment charges of $89.5 million , charges to increase excess inventory reserves of $7.9 million and certain other charges of $11.9 million . These charges are included in the U.S. Generic Pharmaceuticals segment and are included in Asset impairment charges, Cost of revenues and both Cost of revenues and Selling, general and administrative , respectively, in the Condensed Consolidated Statements of Operations . The liability related to the 2017 U.S. Generics Pharmaceuticals restructuring initiative , which relates to certain other restructuring charges, is included in Accounts payable and accrued expenses in the Condensed Consolidated Balance Sheets . Changes to this liability during the six months ended June 30, 2017 were as follows (in thousands): Total Liability balance as of January 1, 2017 $ — Expenses 8,871 Cash distributions — Liability balance as of June 30, 2017 $ 8,871 |
Segment Results
Segment Results | 6 Months Ended |
Jun. 30, 2017 | |
Segment Reporting [Abstract] | |
SEGMENT RESULTS | NOTE 5. SEGMENT RESULTS The three reportable business segments in which the Company operates are: (1) U.S. Generic Pharmaceuticals , (2) U.S. Branded Pharmaceuticals and (3) International Pharmaceuticals . These segments reflect the level at which the chief operating decision maker regularly reviews financial information to assess performance and to make decisions about resources to be allocated. Each segment derives revenue from the sales or licensing of its respective products and is discussed in more detail below. We evaluate segment performance based on each segment’s adjusted income from continuing operations before income tax , which we define as loss from continuing operations before income tax and before certain upfront and milestone payments to partners; acquisition-related and integration items, including transaction costs, earn-out payments or adjustments, changes in the fair value of contingent consideration and bridge financing costs; cost reduction and integration-related initiatives such as separation benefits, retention payments, other exit costs and certain costs associated with integrating an acquired company’s operations; excess costs that will be eliminated pursuant to integration plans; asset impairment charges; amortization of intangible assets; inventory step-up recorded as part of our acquisitions; certain non-cash interest expense; litigation-related and other contingent matters; gains or losses from early termination of debt; foreign currency gains or losses on intercompany financing arrangements; and certain other items . Certain of the corporate general and administrative expenses incurred by the Company are not attributable to any specific segment. Accordingly, these costs are not allocated to any of the Company’s segments and are included in the results below as “Corporate unallocated costs.” Interest income and expense are also considered corporate items and not allocated to any of the Company’s segments. The Company’s consolidated adjusted income from continuing operations before income tax is equal to the combined results of each of its segments less these unallocated corporate items. The following represents selected information for the Company’s reportable segments for the three and six months ended June 30, 2017 and 2016 (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2017 2016 2017 2016 Net revenues to external customers: U.S. Generic Pharmaceuticals $ 563,312 $ 565,358 $ 1,285,295 $ 1,148,748 U.S. Branded Pharmaceuticals 245,188 288,342 495,347 597,155 International Pharmaceuticals (1) 67,231 67,187 132,689 138,523 Total net revenues to external customers $ 875,731 $ 920,887 $ 1,913,331 $ 1,884,426 Adjusted income from continuing operations before income tax: U.S. Generic Pharmaceuticals $ 253,866 $ 214,968 $ 595,465 $ 426,736 U.S. Branded Pharmaceuticals 127,595 122,420 257,087 291,201 International Pharmaceuticals 14,812 20,615 29,694 42,369 Total segment adjusted income from continuing operations before income tax $ 396,273 $ 358,003 $ 882,246 $ 760,306 __________ (1) Revenues generated by our International Pharmaceuticals segment are primarily attributable to external customers located in Canada, Latin America and South Africa. There were no material revenues from external customers attributed to an individual country outside of the United States during the three and six months ended June 30, 2017 and 2016 . There were no material tangible long-lived assets in an individual country other than the United States as of June 30, 2017 or December 31, 2016 . The table below provides reconciliations of our consolidated loss from continuing operations before income tax , which is determined in accordance with U.S. GAAP, to our total segment adjusted income from continuing operations before income tax for the three and six months ended June 30, 2017 and 2016 (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2017 2016 2017 2016 Total consolidated loss from continuing operations before income tax $ (753,500 ) $ (165,465 ) $ (930,851 ) $ (372,943 ) Interest expense, net 121,747 111,919 233,746 228,712 Corporate unallocated costs (1) 34,152 49,818 81,620 86,098 Amortization of intangible assets 190,943 212,844 454,077 424,513 Inventory step-up and certain manufacturing costs that will be eliminated pursuant to integration plans 100 29,103 215 97,579 Upfront and milestone payments to partners 3,082 2,688 6,177 4,105 Separation benefits and other cost reduction initiatives (2) 24,614 22,174 47,284 60,630 Impact of VOLTAREN ® Gel generic competition — — — (7,750 ) Certain litigation-related and other contingencies, net (3) (2,600 ) 5,259 (1,664 ) 10,459 Asset impairment charges (4) 725,044 39,951 929,006 169,576 Acquisition-related and integration items (5) 4,190 48,171 15,070 60,725 Loss on extinguishment of debt 51,734 — 51,734 — Foreign currency impact related to the remeasurement of intercompany debt instruments (3,233 ) 417 (5,927 ) 1,672 Other, net — 1,124 1,759 (3,070 ) Total segment adjusted income from continuing operations before income tax $ 396,273 $ 358,003 $ 882,246 $ 760,306 __________ (1) Amounts include certain corporate overhead costs, such as headcount and facility expenses and certain other income and expenses. (2) Amounts primarily relate to employee separation costs of $0.7 million and $21.5 million during the three and six months ended June 30, 2017 , respectively, charges to increase excess inventory reserves of $7.9 million during both periods and other charges of $16.0 million and $17.5 million , related primarily to the 2017 U.S. Generics Pharmaceuticals restructuring initiative , during the three and six months ended June 30, 2017 , respectively. Amounts during the three and six months ended June 30, 2016 include charges to increase excess inventory reserves of $6.4 million and $33.3 million related to the 2016 U.S. Generic Pharmaceuticals restructuring initiative, employee separation costs of $8.4 million and $15.2 million and other restructuring costs of $7.1 million and $11.8 million , respectively. These amounts were primarily recorded as Cost of revenues and Selling, general and administrative expense in our Condensed Consolidated Statements of Operations . See Note 4. Restructuring for discussion of our material restructuring initiatives. (3) Amounts include adjustments for Litigation-related and other contingencies, net as further described in Note 11. Commitments and Contingencies . (4) Amounts primarily relate to charges to write down goodwill and intangible assets as further described in Note 8. Goodwill and Other Intangibles as well as charges to write down certain property, plant and equipment as further described in Note 6. Fair Value Measurements . (5) Amounts during the three and six months ended June 30, 2017 include costs directly associated with previous acquisitions of $2.2 million and $6.9 million , respectively, and charges due to changes in fair value of contingent consideration of $2.0 million and $8.1 million , respectively. Amounts during the three and six months ended June 30, 2016 include costs directly associated with previous acquisitions of $24.3 million and $47.5 million , respectively, and charges due to changes in fair value of contingent consideration of $23.9 million and $13.2 million , respectively. Asset information is not reviewed or included within our internal management reporting. Therefore, the Company has not disclosed asset information for each reportable segment. |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
Jun. 30, 2017 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE MEASUREMENTS | NOTE 6. FAIR VALUE MEASUREMENTS Financial Instruments The financial instruments recorded in our Condensed Consolidated Balance Sheets include cash and cash equivalents (including money market funds and time deposits), restricted cash and cash equivalents, accounts receivable, marketable securities, equity and cost method investments, accounts payable and accrued expenses, acquisition-related contingent consideration and debt obligations. Included in cash and cash equivalents and restricted cash and cash equivalents are money market funds representing a type of mutual fund required by law to invest in low-risk securities (for example, U.S. government bonds, U.S. Treasury Bills and commercial paper). Money market funds pay dividends that generally reflect short-term interest rates. Due to their short-term maturity, the carrying amounts of non-restricted and restricted cash and cash equivalents (including money market funds and time deposits), accounts receivable, accounts payable and accrued expenses approximate their fair values. Fair value guidance establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value. These tiers include: • Level 1—Quoted prices in active markets for identical assets or liabilities. • Level 2—Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. • Level 3—Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. Marketable Securities Equity securities consist of investments in the stock of publicly traded companies, the values of which are based on quoted market prices and thus represent Level 1 measurements within the above-defined fair value hierarchy. These securities are not held to support current operations and are therefore classified as non-current assets. Equity securities are included in Marketable securities in our Condensed Consolidated Balance Sheets at June 30, 2017 and December 31, 2016 . At the time of purchase, we classify our marketable securities as either available-for-sale securities or trading securities, depending on our intent at that time. Available-for-sale and trading securities are carried at fair value with unrealized holding gains and losses recorded within other comprehensive income or net income, respectively. The Company reviews any unrealized losses associated with available-for-sale securities to determine the classification as a “temporary” or “other-than-temporary” impairment. A temporary impairment results in an unrealized loss being recorded in other comprehensive income. An impairment that is viewed as other-than-temporary is recognized in net income. The Company considers various factors in determining the classification, including the length of time and extent to which the fair value has been less than the Company’s cost basis, the financial condition and near-term prospects of the issuer or investee, and the Company’s ability to hold the investment for a period of time sufficient to allow for any anticipated recovery in market value. Acquisition-Related Contingent Consideration The fair value of contingent consideration liabilities is determined using unobservable inputs; hence these instruments represent Level 3 measurements within the above-defined fair value hierarchy. These inputs include the estimated amount and timing of projected cash flows, the probability of success (achievement of the contingent event) and the risk-adjusted discount rate used to present value the probability-weighted cash flows. Subsequent to the acquisition date, at each reporting period, the contingent consideration liability is remeasured at current fair value with changes recorded in earnings. Changes in any of the inputs may result in a significant adjustment to fair value. See Recurring Fair Value Measurements below for additional information on acquisition-related contingent consideration. Recurring Fair Value Measurements The Company’s financial assets and liabilities measured at fair value on a recurring basis at June 30, 2017 and December 31, 2016 were as follows (in thousands): Fair Value Measurements at Reporting Date using: June 30, 2017 Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Total Assets: Money market funds $ 96,888 $ — $ — $ 96,888 Time deposits — 100,000 — 100,000 Equity securities 2,494 — — 2,494 Total $ 99,382 $ 100,000 $ — $ 199,382 Liabilities: Acquisition-related contingent consideration—short-term $ — $ — $ 94,460 $ 94,460 Acquisition-related contingent consideration—long-term — — 116,000 116,000 Total $ — $ — $ 210,460 $ 210,460 At June 30, 2017 , money market funds include $21.9 million in QSFs to be disbursed to mesh-related product liability claimants. See Note 11. Commitments and Contingencies for further discussion of our product liability cases. Fair Value Measurements at Reporting Date using: December 31, 2016 Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Total Assets: Money market funds $ 26,210 $ — $ — $ 26,210 Time deposits — 100,000 — 100,000 Equity securities 2,267 — — 2,267 Total $ 28,477 $ 100,000 $ — $ 128,477 Liabilities: Acquisition-related contingent consideration—short-term $ — $ — $ 109,373 $ 109,373 Acquisition-related contingent consideration—long-term — — 152,740 152,740 Total $ — $ — $ 262,113 $ 262,113 At December 31, 2016 , money market funds include $26.2 million in QSFs to be disbursed to mesh-related product liability claimants. See Note 11. Commitments and Contingencies for further discussion of our product liability cases. Fair Value Measurements Using Significant Unobservable Inputs The following table presents changes to the Company’s liability for acquisition-related contingent consideration, which was measured at fair value on a recurring basis using significant unobservable inputs (Level 3) for the three and six months ended June 30, 2017 and 2016 (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2017 2016 2017 2016 Beginning of period $ 234,391 $ 124,511 $ 262,113 $ 143,502 Amounts settled (26,219 ) (12,646 ) (60,310 ) (22,120 ) Changes in fair value recorded in earnings 1,950 23,892 8,134 13,204 Effect of currency translation 338 39 523 1,210 End of period $ 210,460 $ 135,796 $ 210,460 $ 135,796 The fair value measurements of the contingent consideration obligations at June 30, 2017 were determined using risk-adjusted discount rates ranging from 3% to 22% . Changes in fair value recorded in earnings related to acquisition-related contingent consideration are included in our Condensed Consolidated Statements of Operations as Acquisition-related and integration items , and amounts recorded for the short-term and long-term portions of acquisition-related contingent consideration are included in Accounts payable and accrued expenses and Other liabilities, respectively, in our Condensed Consolidated Balance Sheets . The following table presents changes to the Company’s liability for acquisition-related contingent consideration during the six months ended June 30, 2017 by acquisition (in thousands): Balance as of December 31, 2016 Acquisitions Fair Value Adjustments and Accretion Payments and Other Balance as of June 30, 2017 Auxilium acquisition $ 21,097 $ — $ (1,720 ) $ (4,219 ) $ 15,158 Lehigh Valley Technologies, Inc. acquisitions 96,000 — 16,755 (36,754 ) 76,001 VOLTAREN ® Gel acquisition 118,395 — 4,384 (17,909 ) 104,870 Other 26,621 — (11,285 ) (905 ) 14,431 Total $ 262,113 $ — $ 8,134 $ (59,787 ) $ 210,460 The following is a summary of available-for-sale securities held by the Company at June 30, 2017 and December 31, 2016 (in thousands): Available-for-sale June 30, 2017 Amortized Cost Gross Unrealized Gains Gross Unrealized (Losses) Fair Value Money market funds $ 96,888 $ — $ — $ 96,888 Total included in cash and cash equivalents $ 75,000 $ — $ — $ 75,000 Total included in restricted cash and cash equivalents $ 21,888 $ — $ — $ 21,888 Equity securities $ 1,766 $ 728 $ — $ 2,494 Long-term available-for-sale securities $ 1,766 $ 728 $ — $ 2,494 Available-for-sale December 31, 2016 Amortized Cost Gross Unrealized Gains Gross Unrealized (Losses) Fair Value Money market funds $ 26,210 $ — $ — $ 26,210 Total included in cash and cash equivalents $ — $ — $ — $ — Total included in restricted cash and cash equivalents $ 26,210 $ — $ — $ 26,210 Equity securities $ 1,766 $ 501 $ — $ 2,267 Long-term available-for-sale securities $ 1,766 $ 501 $ — $ 2,267 Nonrecurring Fair Value Measurements The Company’s financial assets and liabilities measured at fair value on a nonrecurring basis during the six months ended June 30, 2017 were as follows (in thousands): Fair Value Measurements at Reporting Date using: Total Expense for the Six Months Ended June 30, 2017 Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Assets: Certain U.S. Branded Pharmaceuticals intangible assets (Note 8) $ — $ — $ 17,781 $ (52,096 ) Certain U.S. Generic Pharmaceuticals intangible assets (Note 8) — — 409,874 (398,423 ) Certain International Pharmaceuticals intangible assets (Note 8) — — 21,772 (145,359 ) Branded reporting unit goodwill (Note 8) — — 828,818 (180,430 ) Paladin reporting unit goodwill (Note 8) — — 84,881 (82,602 ) Somar reporting unit goodwill (Note 8) — — — (25,712 ) Certain property, plant and equipment (1) — — — (44,384 ) Total $ — $ — $ 1,363,126 $ (929,006 ) __________ (1) Amounts relate primarily to an aggregate charge of $32.0 million recorded in connection with the 2017 U.S. Generics Pharmaceuticals restructuring initiative , which is described further in Note 4. Restructuring , and $9.9 million recorded following the initiation of held-for-sale accounting resulting from the Company’s June 30, 2017 definitive agreement to sell Somar, which is described in Note 3. Discontinued Operations and Assets and Liabilities Held for Sale . |
Inventories
Inventories | 6 Months Ended |
Jun. 30, 2017 | |
Inventory Disclosure [Abstract] | |
INVENTORIES | NOTE 7. INVENTORIES Inventories consist of the following at June 30, 2017 and December 31, 2016 (in thousands): June 30, 2017 December 31, 2016 Raw materials (1) $ 138,686 $ 175,240 Work-in-process (1) 96,618 100,494 Finished goods (1) 254,448 279,937 Total $ 489,752 $ 555,671 __________ (1) The components of inventory shown in the table above are net of allowance for obsolescence. Inventory that is in excess of the amount expected to be sold within one year, which relates primarily to XIAFLEX ® inventory, is classified as long-term inventory and is not included in the table above. At June 30, 2017 and December 31, 2016 , $27.2 million and $22.9 million , respectively, of long-term inventory was included in Other assets in the Condensed Consolidated Balance Sheets . As of June 30, 2017 and December 31, 2016 , the Company’s Condensed Consolidated Balance Sheets included approximately $5.3 million and $16.8 million , respectively, of capitalized pre-launch inventories related to generic products that were not yet available to be sold. |
Goodwill And Other Intangibles
Goodwill And Other Intangibles | 6 Months Ended |
Jun. 30, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
GOODWILL AND OTHER INTANGIBLES | NOTE 8. GOODWILL AND OTHER INTANGIBLES Goodwill Changes in the carrying amount of our goodwill for the six months ended June 30, 2017 were as follows (in thousands): Carrying Amount U.S. Generic Pharmaceuticals U.S. Branded Pharmaceuticals International Pharmaceuticals Total Goodwill as of December 31, 2016 $ 3,531,301 $ 1,009,248 $ 188,846 $ 4,729,395 Effect of currency translation on gross balance — — 26,646 26,646 Effect of currency translation on accumulated impairment — — (19,983 ) (19,983 ) Goodwill impairment charges — (180,430 ) (108,314 ) (288,744 ) Goodwill as of June 30, 2017 $ 3,531,301 $ 828,818 $ 87,195 $ 4,447,314 The carrying amount of goodwill at June 30, 2017 and December 31, 2016 is net of the following accumulated impairments: Accumulated Impairment U.S. Generic Pharmaceuticals U.S. Branded Pharmaceuticals International Pharmaceuticals Total Accumulated impairment losses as of December 31, 2016 $ 2,342,549 $ 675,380 $ 408,280 $ 3,426,209 Accumulated impairment losses as of June 30, 2017 $ 2,342,549 $ 855,810 $ 536,577 $ 3,734,936 Other Intangible Assets The following is a summary of other intangible assets held by the Company at June 30, 2017 and December 31, 2016 (in thousands): Cost basis: Balance as of December 31, 2016 Acquisitions Impairments Other Effect of Currency Translation Balance as of June 30, 2017 Indefinite-lived intangibles: In-process research and development $ 1,123,581 $ — $ (167,889 ) $ (177,200 ) $ 209 $ 778,701 Total indefinite-lived intangibles $ 1,123,581 $ — $ (167,889 ) $ (177,200 ) $ 209 $ 778,701 Finite-lived intangibles: Licenses (weighted average life of 12 years) $ 465,720 $ — $ (8,179 ) $ — $ — $ 457,541 Tradenames (weighted average life of 12 years) 7,345 — (808 ) (262 ) 134 6,409 Developed technology (weighted average life of 11 years) 6,223,004 — (409,356 ) 144,158 24,617 5,982,423 Total finite-lived intangibles (weighted average life of 11 years) $ 6,696,069 $ — $ (418,343 ) $ 143,896 $ 24,751 $ 6,446,373 Total other intangibles $ 7,819,650 $ — $ (586,232 ) $ (33,304 ) $ 24,960 $ 7,225,074 Accumulated amortization: Balance as of December 31, 2016 Amortization Impairments Other Effect of Currency Translation Balance as of June 30, 2017 Finite-lived intangibles: Licenses $ (341,600 ) $ (14,586 ) $ — $ — $ — $ (356,186 ) Tradenames (6,599 ) (42 ) — 262 (30 ) (6,409 ) Developed technology (1,612,154 ) (439,449 ) — 33,042 (7,831 ) (2,026,392 ) Total other intangibles $ (1,960,353 ) $ (454,077 ) $ — $ 33,304 $ (7,861 ) $ (2,388,987 ) Net other intangibles $ 5,859,297 $ 4,836,087 __________ (1) Changes in the net carrying amount of our other intangible assets presented in the table above exclude changes related to businesses classified as held for sale, to the extent such changes occurred after the business was classified as held for sale. As such, asset impairment charges of $9.6 million and net increases resulting from currency translation of $1.6 million related to our Litha business are excluded from the table above. Additional information on the changes in the total gross carrying amount of our other intangible assets is presented below (in thousands): Gross Carrying Amount December 31, 2016 $ 7,819,650 Impairment of certain U.S. Branded Pharmaceuticals intangible assets (52,096 ) Impairment of certain U.S. Generic Pharmaceuticals intangible assets (398,423 ) Impairment of certain International Pharmaceuticals intangible assets (135,713 ) Transfer of intangible assets to Assets held for sale (NOTE 3) (33,304 ) Effect of currency translation 24,960 June 30, 2017 $ 7,225,074 (2) Includes reclassification adjustments of $177.2 million for certain developed technology intangible assets, previously classified as in-process research and development, that were placed in service during the six months ended June 30, 2017 . The remaining amounts in this column relate to the transfer of Somar intangible assets to Assets held for sale. Amortization expense for the three and six months ended June 30, 2017 totaled $191.0 million and $454.1 million , respectively. Amortization expense for the three and six months ended June 30, 2016 totaled $212.8 million and $424.5 million , respectively. Estimated amortization of intangibles for the five fiscal years subsequent to December 31, 2016 is as follows (in thousands): 2017 $ 764,409 2018 $ 544,485 2019 $ 473,230 2020 $ 442,265 2021 $ 427,558 Impairments As part of the Company’s goodwill and intangible asset impairment assessments, the Company estimates the fair values of its reporting units using an income approach that utilizes a discounted cash flow model, or, where appropriate, a market approach. The discounted cash flow models are dependent upon the Company’s estimates of future cash flows and other factors. These estimates of future cash flows involve assumptions concerning (i) future operating performance, including future sales, long-term growth rates, operating margins, variations in the amount and timing of cash flows and the probability of achieving the estimated cash flows and (ii) future economic conditions. These assumptions are based on significant inputs not observable in the market and thus represent Level 3 measurements within the fair value hierarchy. The discount rates applied to the estimated cash flows are based on the overall risk associated with the particular assets and other market factors. The Company believes the discount rates and other inputs and assumptions are consistent with those that a market participant would use. Any impairment charges resulting from annual or interim goodwill and intangible asset impairment assessments are recorded to Asset impairments charges on the Company’s Condensed Consolidated Statements of Operations. A summary of significant goodwill and other intangible asset impairment charges by reportable segment for the six months ended June 30, 2017 and 2016 is included below. U.S. Generic Pharmaceuticals Segment During the first and second quarters of 2017, the Company identified certain market conditions impacting the recoverability of certain indefinite and finite-lived intangible assets in its U.S. Generic Pharmaceuticals segment. Accordingly, the Company tested these assets for impairment and determined that their carrying amounts were no longer fully recoverable, resulting in pre-tax, non-cash asset impairment charges totaling $72.7 million and $268.2 million during the three months ended March 31, 2017 and June 30, 2017, respectively. In addition, as further described in Note 4. Restructuring , the Company announced the 2017 U.S. Generic Pharmaceuticals restructuring initiative in July 2017, which includes the discontinuation of certain commercial products. As a result, the Company assessed the recoverability of the impacted products, resulting in pre-tax, non-cash intangible asset impairment charges of approximately $57.5 million during the second quarter of 2017. The Company also initiated an interim goodwill impairment analysis of its Generics reporting unit during the second quarter of 2017 as a result of the 2017 U.S. Generic Pharmaceuticals restructuring initiative and determined that the estimated fair value of the Generics reporting unit exceeded its carrying amount. Accordingly, no related goodwill impairment was recorded. The Company estimated the fair value of the Generics reporting unit using an income approach that utilizes a discounted cash flow model. The discount rate applied to the estimated cash flows for our Generics goodwill impairment test was 9.0% . The goodwill balance for the Company’s Generics reporting unit was approximately $3,531 million as of June 30, 2017 . During the first and second quarters of 2016, the Company identified certain market and regulatory conditions impacting the recoverability of certain indefinite and finite-lived intangible assets in our U.S. Generic Pharmaceuticals segment. Accordingly, we tested these assets for impairment and determined that the carrying amounts of certain of these assets was no longer fully recoverable, resulting in pre-tax, non-cash asset impairment charges of $29.3 million and $40.0 million during the first and second quarters of 2016, respectively. The Company also recognized pre-tax, non-cash asset impairment charges of $100.3 million during the first quarter of 2016 related to the 2016 U.S. Generic Pharmaceuticals restructuring initiative, which resulted from the discontinuation of certain commercial products and the abandonment of certain IPR&D projects. See Note 4. Restructuring for discussion of our material restructuring initiatives. U.S. Branded Pharmaceuticals Segment In March 2017, we announced that the Food and Drug Administration’s (FDA) Drug Safety and Risk Management and Anesthetic and Analgesic Drug Products Advisory Committees voted that the benefits of reformulated OPANA ® ER (oxymorphone hydrochloride extended release) no longer outweigh its risks. In June 2017, we became aware of the FDA’s request that we voluntarily withdraw OPANA ® ER from the market, and in July 2017, after careful consideration and consultation with the FDA, we decided to voluntarily remove OPANA ® ER from the market. As a result of our decision, the Company determined that the carrying amount of its OPANA ® ER intangible asset was no longer recoverable, resulting in a pre-tax, non-cash impairment charge of $20.6 million in the second quarter of 2017, representing the remaining carrying amount. In addition, during the second quarter of 2017, the Company identified certain market conditions impacting the recoverability of certain other finite-lived intangible assets in its U.S. Branded Pharmaceuticals segment. Accordingly, the Company tested these assets for impairment and determined that their carrying amounts were no longer fully recoverable, resulting in pre-tax, non-cash asset impairment charges totaling $31.5 million during the three months ended June 30, 2017. In addition, as a result of the withdrawal of OPANA ® ER from the market and the continued erosion of its U.S. Branded Pharmaceuticals segment’s Established Products portfolio, the Company initiated an interim goodwill impairment analysis of its Branded reporting unit during the second quarter of 2017. Based on the provisions of ASU 2017-04, which the Company adopted as of January 1, 2017, the Company recorded a pre-tax, non-cash asset impairment charge of $180.4 million during the three months ended June 30, 2017 for the amount by which the carrying amount exceeded the reporting unit’s fair value. The Company estimated the fair value of the Branded reporting unit using an income approach that utilizes a discounted cash flow model. The discount rate applied to the estimated cash flows for our Branded goodwill impairment test was 9.5% . The remaining goodwill for the Company’s Branded reporting unit was approximately $829 million as of June 30, 2017 . International Pharmaceuticals Segment Pursuant to an existing agreement with a wholly owned subsidiary of Novartis AG (Novartis), Paladin licensed the Canadian rights to commercialize serelaxin, an investigational drug for the treatment of acute heart failure (AHF). In March 2017, Novartis announced that a Phase III study of serelaxin in patients with AHF failed to meet its primary endpoints. As a result, Endo has concluded that the full carrying amount of its serelaxin in-process research and development intangible asset is impaired, resulting in a $45.5 million pre-tax non-cash impairment charge for the three months ended March 31, 2017. In addition and as a result of the serelaxin impairment, the Company assessed the recoverability of its Paladin goodwill balance and determined that the estimated fair value of the Paladin reporting unit was below its carrying amount. The Company recorded a pre-tax, non-cash asset impairment charge of $82.6 million during the three months ended March 31, 2017 for the amount by which the carrying amount exceeded the reporting unit’s fair value. The Company estimated the fair value of the Paladin reporting unit using an income approach that utilizes a discounted cash flow model. The discount rate applied to the estimated cash flows for our Paladin goodwill impairment test was 10.0% . The remaining goodwill for the Company’s Paladin reporting unit was approximately $87 million as of June 30, 2017 . As further discussed in Note 3. Discontinued Operations and Assets and Liabilities Held for Sale , the Company entered into a definitive agreement to sell Somar on June 30, 2017, which resulted in Somar’s assets and liabilities being classified as held for sale. The initiation of held-for-sale accounting, together with the agreed upon sale price, triggered an impairment review. Accordingly, the Company performed an impairment analysis using a market approach and determined that impairment charges were required. The Company recorded pre-tax non-cash impairment charges of $25.7 million and $89.5 million related to Somar’s goodwill and other intangible assets, respectively, during the second quarter of 2017, each of which represented the remaining carrying amounts of the corresponding assets. |
Accounts Payable And Accrued Ex
Accounts Payable And Accrued Expenses | 6 Months Ended |
Jun. 30, 2017 | |
Accrued Liabilities [Abstract] | |
Accounts Payable And Accrued Expenses | NOTE 9. ACCOUNTS PAYABLE AND ACCRUED EXPENSES Accounts payable and accrued expenses include the following at June 30, 2017 and December 31, 2016 (in thousands): June 30, 2017 December 31, 2016 Trade accounts payable $ 114,710 $ 126,712 Returns and allowances 310,852 332,455 Rebates 218,166 227,706 Chargebacks 18,426 33,092 Accrued interest 129,208 128,254 Accrued payroll and related benefits 79,942 115,224 Accrued royalties and other distribution partner payables 63,807 191,433 Acquisition-related contingent consideration—short-term 94,460 109,373 Other 203,765 189,835 Total $ 1,233,336 $ 1,454,084 |
Debt
Debt | 6 Months Ended |
Jun. 30, 2017 | |
Debt Disclosure [Abstract] | |
DEBT | NOTE 10. DEBT The following table presents the carrying amounts of the Company’s total indebtedness at June 30, 2017 and December 31, 2016 (in thousands): June 30, 2017 December 31, 2016 Effective Interest Rate Principal Amount Carrying Amount Effective Interest Rate Principal Amount Carrying Amount 7.25% Senior Notes due 2022 7.91 % $ 400,000 $ 390,044 7.91 % $ 400,000 $ 389,150 5.75% Senior Notes due 2022 6.04 % 700,000 692,085 6.04 % 700,000 691,339 5.375% Senior Notes due 2023 5.62 % 750,000 741,381 5.62 % 750,000 740,733 6.00% Senior Notes due 2023 6.28 % 1,635,000 1,611,838 6.28 % 1,635,000 1,610,280 5.875% Senior Secured Notes due 2024 6.14 % 300,000 295,251 — — — 6.00% Senior Notes due 2025 6.27 % 1,200,000 1,180,207 6.27 % 1,200,000 1,179,203 Term Loan A Facility Due 2019 — — — 2.95 % 941,875 932,824 Term Loan B Facility Due 2022 — — — 4.06 % 2,772,000 2,728,919 Term Loan B Facility Due 2024 5.46 % 3,415,000 3,374,578 — — — Other debt 1.50 % 55 55 1.50 % 55 55 Total long-term debt, net $ 8,400,055 $ 8,285,439 $ 8,398,930 $ 8,272,503 Less current portion, net 34,150 34,150 131,125 131,125 Total long-term debt, less current portion, net $ 8,365,905 $ 8,251,289 $ 8,267,805 $ 8,141,378 The senior notes are unsecured and subordinated in right of payment to our credit facility. The aggregate estimated fair value of the Company’s long-term debt, which was estimated using the quoted market prices for the same or similar debt issuances, was $7.8 billion at both June 30, 2017 and December 31, 2016 . Based on this valuation methodology, we determined these debt instruments represent Level 2 measurements within the fair value hierarchy. Credit Facility We have $995.8 million of remaining credit available through our revolving credit facility as of June 30, 2017 . As of June 30, 2017 , we were in compliance with all covenants contained in our credit agreement that are described below under the heading “April 2017 Refinancing”. April 2017 Refinancing On April 27, 2017, Endo International plc entered into a new credit agreement (the 2017 Credit Agreement) as parent, together with its subsidiaries Endo Luxembourg Finance Company I S.à r.l., and Endo LLC as co-borrowers, the guarantors party thereto, the lenders party thereto and JPMorgan Chase Bank, N.A., as administrative agent, issuing bank and swingline lender. The 2017 Credit Agreement provides for (i) a five -year revolving credit facility in a principal amount of $1,000.0 million (the 2017 Revolving Credit Facility) and (ii) a seven -year term loan facility in a principal amount of $3,415.0 million (the 2017 Term Loan Facility and, together with the 2017 Revolving Credit Facility, the 2017 Credit Facility). Any outstanding amounts borrowed pursuant to the 2017 Credit Facility will immediately mature if any of the following of our senior notes are not refinanced or repaid in full prior to the date that is 91 days prior to the stated maturity date thereof: Instrument Maturity Date 7.25% Senior Notes due 2022 January 15, 2022 5.75% Senior Notes due 2022 January 15, 2022 5.375% Senior Notes due 2023 January 15, 2023 6.00% Senior Notes due 2023 July 15, 2023 The obligations under the 2017 Credit Agreement are guaranteed by Endo International plc and its material subsidiaries, as defined in the 2017 Credit Agreement, and certain other subsidiaries of the Company from time to time and secured by a lien on substantially all the assets (with certain exceptions) of the borrowers and the guarantors. The 2017 Credit Agreement contains affirmative and negative covenants that the Company believes to be usual and customary for a senior secured credit facility of this type. The negative covenants include, among other things, limitations on asset sales, mergers and acquisitions, indebtedness, liens, dividends, investments and transactions with the Company’s affiliates. Borrowings under the 2017 Revolving Credit Facility bear interest, at the borrower’s election, at a rate equal to (i) an applicable margin between 1.50% and 3.00% plus the London Interbank Offered Rate ( LIBOR ) or (ii) an applicable margin between 0.50% and 2.00% plus the Alternate Base Rate (as defined in the 2017 Credit Agreement). In addition, borrowings under our 2017 Term Loan Facility bear interest, at the borrower’s election, at a rate equal to (i) 4.25% plus LIBOR , subject to a LIBOR floor of 0.75% , or (ii) 3.75% plus the Alternate Base Rate, subject to an Alternate Base Rate floor of 1.75% . Also on April 27, 2017, Endo Designated Activity Company (Endo DAC), Endo Finance LLC and Endo Finco Inc. (collectively, the Issuers) issued $300.0 million in aggregate principal amount of 5.875% senior secured notes due 2024 (the 2024 Notes). The 2024 Notes were issued in a private offering for resale to “qualified institutional buyers” (as defined in Rule 144A under the Securities Act) and outside the United States to non-U.S. persons in compliance with Regulation S under the Securities Act. The 2024 Notes are senior secured obligations of the Issuers and are: (i) guaranteed by Endo International plc and its subsidiaries that also guarantee the 2017 Credit Agreement and certain other material indebtedness and (ii) secured by a lien on the same collateral that secures the 2017 Credit Agreement. Interest on the 2024 Notes is payable semiannually in arrears on April 15 and October 15 of each year, beginning on October 15, 2017. The 2024 Notes will mature on October 15, 2024, subject to earlier repurchase or redemption in accordance with the terms of the 2024 Notes indenture. On or after April 15, 2020, the Issuers may on any one or more occasions redeem all or a part of the 2024 Notes, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest and additional interest, if any, on the notes redeemed if such notes are redeemed during the twelve-month period beginning on April 15 of the years indicated below: Year Percentage 2020 102.938 % 2021 101.469 % 2022 and thereafter 100.000 % At any time prior to April 15, 2020, the Issuers may on any one or more occasions redeem all or a part of the 2024 Notes at a redemption price equal to 100% of the principal amount of the notes redeemed, plus the applicable make-whole premium as described in the 2024 Notes indenture, plus accrued and unpaid interest and additional interest, if any. In addition, prior to April 15, 2020, the Issuers may, subject to certain restrictions and limitations, redeem up to 35% of the aggregate principal amount of the 2024 Notes with the net cash proceeds from specified equity offerings at a redemption price equal to 105.875% of the aggregate principal amount of the 2024 Notes redeemed, plus accrued and unpaid interest and additional interest, if any. If the Company experiences certain changes of control events, the Issuers must offer to repurchase the 2024 Notes at 101% of their principal amount, plus accrued and unpaid interest and additional interest, if any. The 2024 Notes indenture contains covenants that, among other things, restrict the Company’s ability and the ability of its restricted subsidiaries to incur certain additional indebtedness and issue preferred stock, make certain dividends, distributions, investments and restricted payments, sell certain assets, enter into sale and leaseback transactions, agree to payment restrictions on the ability of restricted subsidiaries to make certain payments to Endo International plc or any of its restricted subsidiaries, create certain liens, merge, consolidate or sell all or substantially all of the Company’s assets, enter into certain transactions with affiliates or designate subsidiaries as unrestricted subsidiaries. These covenants are subject to a number of exceptions and qualifications, including the fall away or revision of certain of these covenants and release of the collateral upon the 2024 Notes receiving investment grade credit ratings. The Company used the net proceeds under the 2017 Term Loan Facility, together with the net proceeds of the 2024 Notes and cash on hand, to repay all of its outstanding loans under its prior credit facilities and to pay related fees and expenses. We intend to use the proceeds of the 2017 Revolving Credit Facility from time to time for general corporate purposes. In connection with the April 2017 Refinancing, we incurred new debt issuance costs of approximately $56.7 million , which were allocated among the new debt instruments as follows: (i) $41.3 million to the 2017 Term Loan Facility, (ii) $10.5 million to the 2017 Revolving Credit Facility and (iii) $4.9 million to the 2024 Notes. These costs, together with $10.1 million of the previously deferred debt issuance costs associated with our prior revolving credit facility, have been deferred and will be amortized as interest expense over the terms of the respective instruments. The remaining $51.7 million of deferred debt issuance costs associated with our prior revolving and term loan facilities were charged to expense in the second quarter of 2017. These expenses were included in the Condensed Consolidated Statements of Operations as Loss on extinguishment of debt . Maturities The following table presents, subsequent to the closing of the April 2017 Refinancing, the maturities on our long-term debt for each of the five fiscal years subsequent to December 31, 2016 (in thousands): Maturities (1) 2017 (2) $ 44,700 2018 $ 34,150 2019 $ 34,150 2020 $ 34,150 2021 $ 34,150 __________ (1) Any outstanding amounts borrowed pursuant to the 2017 Credit Facility will immediately mature if certain of our senior notes (enumerated above under the heading “April 2017 Refinancing”) are not refinanced or repaid in full prior to the date that is 91 days prior to the respective stated maturity dates thereof. Accordingly, we may be required to repay or refinance senior notes with an aggregate principal amount of $1,100.0 million in 2021, despite such notes having stated maturities in 2022. The amounts in this maturities table do not reflect any such early payment; rather, they reflect stated maturity dates. (2) Includes payments related to: (i) our existing credit facilities prior to the April 2017 Refinancing and (ii) our 2017 Term Loan Facility thereafter. |
Commitments And Contingencies
Commitments And Contingencies | 6 Months Ended |
Jun. 30, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | NOTE 11. COMMITMENTS AND CONTINGENCIES Legal Proceedings and Investigations We and certain of our subsidiaries are involved in various claims, legal proceedings, internal and governmental investigations (collectively, proceedings) that arise from time to time in the ordinary course of our business, including, among others, those relating to product liability, intellectual property, regulatory compliance and commercial matters. While we cannot predict the outcome of these proceedings and we intend to defend vigorously our position, an adverse outcome in any of these proceedings could have a material adverse effect on our current and future financial position, results of operations and cash flows. Matters that are not being disclosed herein are, in the opinion of our management, immaterial both individually and in the aggregate with respect to our financial position, results of operations and cash flows. If and when such matters, in the opinion of our management, become material either individually or in the aggregate, we will disclose such matters. As of June 30, 2017 , our reserve for loss contingencies totaled $1,335.6 million , of which $1,294.6 million relates to our liability accrual for vaginal mesh cases and other mesh-related matters. Although we believe there is a reasonable possibility that a loss in excess of the amount recognized exists, we are unable to estimate the possible loss or range of loss in excess of the amount recognized at this time. Product Liability We and certain of our subsidiaries have been named as defendants in numerous lawsuits in various U.S. federal and state courts, as well as in Canada and other countries, alleging personal injury resulting from the use of certain products of our subsidiaries. These matters are described below in more detail. We believe that certain settlements and judgments, as well as legal defense costs, relating to certain product liability matters are or may be covered in whole or in part under our product liability insurance policies with a number of insurance carriers. In certain circumstances, insurance carriers reserve their rights to contest or deny coverage. We intend to contest vigorously any and all such disputes with our insurance carriers and to enforce our rights under the terms of our insurance policies. Accordingly, we will record receivables with respect to amounts due under these policies only when the resolution of any dispute has been reached and realization of the potential claim for recovery is considered probable. Amounts recovered under our product liability insurance policies will likely be less than the stated coverage limits and may not be adequate to cover damages and/or costs relating to claims. In addition, there is no guarantee that insurers will pay claims or that coverage will otherwise be available. Vaginal Mesh Cases. In October 2008, the FDA issued a Public Health Notification (October 2008 Public Health Notification) regarding potential complications associated with transvaginal placement of surgical mesh to treat pelvic organ prolapse (POP) and stress urinary incontinence (SUI). The notification provided recommendations and encouraged physicians to seek specialized training in mesh procedures, to advise their patients about the risks associated with these procedures and to be diligent in diagnosing and reporting complications. In July 2011, the FDA issued an update to the October 2008 Public Health Notification regarding mesh to further advise the public and the medical community of the potential complications associated with transvaginal placement of surgical mesh to treat POP and SUI. In the July 2011 update, the FDA stated that adverse events are not rare. Furthermore, the FDA questioned the relative effectiveness of transvaginal mesh as a treatment for POP as compared to non-mesh surgical repair. The July 2011 notification continued to encourage physicians to seek specialized training in mesh procedures, to consider and to advise their patients about the risks associated with these procedures and to be diligent in diagnosing and reporting complications. In January 2016, the FDA issued a statement reclassifying surgical mesh for transvaginal POP repair from Class II to Class III. Surgical mesh for SUI repair remains a Class II device. Since 2008, we and certain of our subsidiaries, including AMS and/or Astora, have been named as defendants in multiple lawsuits in the U.S. in various state and federal courts, including a multidistrict litigation (MDL) in the U.S. District Court for the Southern District of West Virginia (MDL No. 2325), and in Canada and other countries, where various class action and individual complaints are pending alleging personal injury resulting from the use of transvaginal surgical mesh products designed to treat POP and SUI. Plaintiffs in these suits allege various personal injuries including chronic pain, incontinence and inability to control bowel function and permanent deformities, and seek compensatory and punitive damages, where available. We and certain plaintiffs’ counsel representing mesh-related product liability claimants have entered into various Master Settlement Agreements (MSAs) and other agreements to resolve up to approximately 71,000 filed and unfiled mesh claims handled or controlled by the participating counsel. These MSAs and other agreements were entered into at various times between June 2013 and August 2017, were solely by way of compromise and settlement and were not in any way an admission of liability or fault by us or any of our subsidiaries. All MSAs are subject to a process that includes guidelines and procedures for administering the settlements and the release of funds. In certain cases, the MSAs provide for the creation of qualified settlement funds (QSFs) into which funds may be deposited pursuant to certain schedules set forth in those agreements. All MSAs have participation requirements regarding the claims represented by each law firm party to the MSA. If certain participation requirements are not met, then we will have the right to terminate the settlement with that law firm. In addition, one agreement gives us a unilateral right of approval regarding which claims may be eligible to participate under that settlement. To the extent fewer claims than are authorized under an agreement participate, the total settlement payment under that agreement will be reduced by an agreed-upon amount for each such non-participating claim. Funds deposited in QSFs are included in restricted cash and cash equivalents in the Condensed Consolidated Balance Sheets . Distribution of funds to any individual claimant is conditioned upon the receipt of documentation substantiating the validity of the claim, a full release and a dismissal of the entire action or claim as to all AMS parties and affiliates. Prior to receiving funds, an individual claimant is required to represent and warrant that liens, assignment rights or other claims identified in the claims administration process have been or will be satisfied by the individual claimant. Confidentiality provisions apply to the amount of settlement awards to participating claimants, the claims evaluation process and procedures used in conjunction with award distributions, and the negotiations leading to the settlements. In June 2017, the Hon. Joseph R. Goodwin, U.S. District Court Judge for the Southern District of West Virginia, entered a case management order in MDL 2325 that includes a provision requiring plaintiffs in newly filed MDL cases to provide expert disclosures on specific causation within one hundred twenty (120) days of filing a claim (the Order). Under the Order, a plaintiff's failure to meet the foregoing deadline may be grounds for the entry of judgment against such plaintiff. In July 2017, a similar order was entered in Minnesota state court. Beginning in the second quarter of 2017, we aggressively pursued a settlement strategy in connection with our mesh litigation. Consequently, the Company increased its mesh liability accrual by $775.5 million in the second quarter of 2017, which is expected to cover approximately 22,000 known U.S. mesh claims, subject to a claims validation process for all resolved claims, as well as all of the international mesh liability claims of which the Company is aware and other mesh-related matters. This increase reflects the Company’s conclusion that a loss was probable with respect to all unsettled mesh-related matters of which we are aware as of the date of this report and our current liability accrual applies to such matters. Although the Company believes it has appropriately estimated the probable total amount of loss associated with all matters as of the date of this report, it is reasonably possible that further claims may be filed or asserted and adjustments to our liability accrual may be required. This could have a material adverse effect on our business, financial condition, results of operations and cash flows. The following table presents the changes in the QSFs and mesh liability accrual balance during the six months ended June 30, 2017 (in thousands): Qualified Settlement Funds Mesh Liability Accrual Balance as of January 1, 2017 $ 275,987 $ 963,117 Additional charges — 775,474 Cash contributions to Qualified Settlement Funds 522,770 — Cash distributions to settle disputes from Qualified Settlement Funds (440,190 ) (440,190 ) Cash distributions to settle disputes — (3,794 ) Other 510 — Balance as of June 30, 2017 $ 359,077 $ 1,294,607 As of June 30, 2017 , $868.9 million of the mesh liability accrual amount shown above is classified in the Current portion of the legal settlement accrual in the Condensed Consolidated Balance Sheets , with the remainder classified as Long-term legal settlement accrual, less current portion. Charges related to vaginal mesh liability and associated legal fees and other expenses for all periods presented are reported in Discontinued operations, net of tax in our Condensed Consolidated Statements of Operations . To date, the Company has made total mesh liability payments of approximately $2.8 billion , $359.1 million of which remains in the QSFs as of June 30, 2017. We expect to fund into the QSFs the remaining payments under all settlement agreements during 2017, 2018 and 2019. As the funds are disbursed out of the QSFs from time to time, the liability accrual will be reduced accordingly with a corresponding reduction to restricted cash and cash equivalents. In addition, we may pay cash distributions to settle disputes separate from the QSFs, which will also decrease the liability accrual and decrease cash and cash equivalents. We were contacted in October 2012 regarding a civil investigation initiated by a number of state attorneys general into mesh products, including transvaginal surgical mesh products designed to treat POP and SUI. In November 2013, we received a subpoena relating to this investigation from the state of California, and we have subsequently received additional subpoenas from California and other states. We are currently cooperating with this investigation. At this time, we cannot predict the ultimate outcome of these matters and we are unable to estimate the possible range of any additional losses that could be incurred, which could be material to the Company’s operating results and cash flows for the period in which they are resolved or become estimable. Testosterone Cases. We and certain of our subsidiaries, including Endo Pharmaceuticals Inc. (EPI) and Auxilium Pharmaceuticals, Inc. (subsequently converted to Auxilium Pharmaceuticals, LLC and hereinafter referred to as Auxilium), along with other pharmaceutical manufacturers, have been named as defendants in lawsuits alleging personal injury resulting from the use of prescription medications containing testosterone, including FORTESTA ® Gel, DELATESTRYL ® , TESTIM ® , TESTOPEL ® , AVEED ® and STRAINT ® . Plaintiffs in these suits allege various personal injuries, including pulmonary embolism, stroke and other vascular and/or cardiac injuries and seek compensatory and/or punitive damages, where available. In June 2014, an MDL was formed to include claims involving all testosterone replacement therapies filed against EPI, Auxilium and other manufacturers of such products, and certain transferable cases pending in federal court were coordinated in the U.S. District Court for the Northern District of Illinois as part of MDL No. 2545. In addition, litigation has also been filed against EPI in the Court of Common Pleas for Philadelphia County and in certain other state courts. Litigation similar to that described above may also be brought by other plaintiffs in various jurisdictions, and we expect cases brought in federal court to be transferred to the U.S. District Court for the Northern District of Illinois as tag-along actions to MDL No. 2545. However, we cannot predict the timing or outcome of any such litigation, or whether any such additional litigation will be brought against us. We intend to contest the litigation vigorously and to explore all options as appropriate in our best interests. As of July 31, 2017 , approximately 1,285 cases are currently pending against us; some of which may have been filed on behalf of multiple plaintiffs. The first MDL trial against Auxilium involving TESTIM ® is set to begin in November 2017; the first trial against Auxilium in the Court of Common Pleas for Philadelphia County involving TESTIM ® is set to begin in January 2018; and the first MDL trial against EPI involving FORTESTA ® Gel is set to begin in September 2018. In November 2015, the U.S. District Court for the Northern District of Illinois entered an order granting defendants’ motion to dismiss claims involving certain testosterone products that were approved pursuant to ANDAs, including TESTOPEL ® . Plaintiffs filed a motion for reconsideration and clarification of this order. In March 2016, the District Court granted plaintiffs’ motion in part and entered an order permitting certain claims to go forward to the extent they are based on allegations of fraudulent off-label marketing. In November 2014, a civil class action complaint was filed in the U.S. District for the Northern District of Illinois against EPI, Auxilium and various other manufacturers of testosterone products on behalf of a proposed class of health insurance companies and other third party payors that had paid for certain testosterone products, alleging that the marketing efforts of EPI, Auxilium and other defendant manufacturers with respect to certain testosterone products constituted racketeering activity in violation of 18 U.S.C. §1962(c), and other civil Racketeer Influenced and Corrupt Organizations Act claims. Further, the complaint alleged that EPI, Auxilium and other defendant manufacturers violated various state consumer protection laws through their marketing of certain testosterone products and raised other state law claims. In March 2015, defendants filed a motion to dismiss the complaint and plaintiffs responded by filing amended complaints, which defendants also moved to dismiss. In February 2016, the District Court granted in part and denied in part defendants’ motion to dismiss. The District Court declined to dismiss plaintiffs’ claims for conspiracy to commit racketeering activity in violation of 18 U.S.C. §1962(d) and claims for negligent misrepresentation. In April 2016, plaintiffs filed a third amended complaint, which defendants moved to dismiss in June 2016. In August 2016, the court denied the motion to dismiss, and we filed a response to the third amended complaint in September 2016. In October 2015, a similar civil class action complaint was filed against EPI and other defendant manufacturers in the U.S. District for the Northern District of Illinois. Similar litigation may be brought by other plaintiffs. We are unable to predict the outcome of these matters or the ultimate legal and financial liability, if any, and at this time cannot reasonably estimate the possible loss or range of loss for these matters, if any, but we intend to contest this litigation vigorously and will explore all options as appropriate in our best interests. Unapproved Drug Litigation In September 2013, the State of Louisiana filed a petition for damages against certain of our subsidiaries, including EPI, and over 50 other pharmaceutical companies alleging the defendants or their subsidiaries marketed products that were not approved by the FDA. See State of Louisiana v. Abbott Laboratories, Inc., et al ., C624522 (19th Jud. Dist. La.). The State of Louisiana sought damages, fines, penalties, attorneys’ fees and costs under various causes of action. In October 2015, the District Court ordered judgment for defendants on their exception for no right of action. The State of Louisiana appealed that decision and in October 2016, the Louisiana Court of Appeals, First Circuit, issued a decision affirming the dismissal as to certain counts and reversing the dismissal as to others. The State filed a petition for rehearing, which was denied by the court in December 2016. Both sides applied to Louisiana Supreme Court for a writ of certiorari to review the First Circuit’s decision. Those writs were denied in March 2017. Defendants filed exceptions for no cause of action in May 2017. A hearing on Defendants’ exceptions was held in July 2017. In March 2017, the State of Mississippi filed a complaint against our subsidiary EPI in the Chancery Court for the First Judicial District of Hinds County, Mississippi, alleging that EPI marketed products that were not approved by the FDA. The State of Mississippi seeks damages, penalties, attorneys’ fees, costs and other relief under various causes of action. In April 2017, EPI removed this case to the U.S. District Court for the Southern District of Mississippi. See State of Mississippi v. Endo Pharmaceuticals Inc. , No. 3:17-CV-277 (S.D. Miss.). In May 2017, the State of Mississippi filed a motion to remand and the case was consolidated for purposes of the remand motion with five other nearly identical cases brought by the State of Mississippi against other manufacturers. That motion is fully briefed and remains pending. We intend to contest the above cases vigorously and to explore other options as appropriate in our best interests. Litigation similar to that described above may also be brought by other plaintiffs in various jurisdictions. However, we cannot predict the timing or outcome of any such litigation, or whether any such litigation will be brought against us. We are unable to predict the outcome of these matters or the ultimate legal and financial liability, if any, and at this time cannot reasonably estimate the possible loss or range of loss for these matters, if any. Opioid-Related Litigations, Subpoenas and Document Requests In June 2014, Corporation Counsel for the City of Chicago filed suit in Illinois state court against multiple defendants, including our subsidiaries Endo Health Solutions Inc. (EHSI) and EPI, for alleged violations of city ordinances and other laws relating to defendants’ alleged opioid sales and marketing practices. In June 2014, the case was removed to the U.S. District Court for the Northern District of Illinois. In December 2014, defendants moved to dismiss the amended complaint and in May 2015, the District Court issued an order granting that motion in part, dismissing the case as to EHSI and EPI. In August 2015, plaintiff filed its second amended complaint against multiple defendants, including EPI and EHSI. In November 2015, defendants moved to dismiss the second amended complaint. In September 2016, the District Court granted in part and denied in part defendants’ motions to dismiss and provided plaintiff an opportunity to amend its complaint. Plaintiff filed the third amended complaint in October 2016. In December 2016, defendants moved to dismiss the re-pled claims in the third amended complaint, and filed their answers as to the claims not previously dismissed by the Court. Defendants are currently awaiting a ruling on their motions to dismiss. In May 2014, a lawsuit was filed in California Superior Court (Orange County) in the name of the People of the State of California, acting by and through County Counsel for Santa Clara County and the Orange County District Attorney, against multiple defendants, including our subsidiaries EHSI and EPI (with EPI being added as part of the first amended complaint in June 2014). The complaint asserted violations of California’s statutory Unfair Competition and False Advertising laws, as well as asserting a claim for public nuisance, based on alleged misrepresentations in connection with sales and marketing of opioids, including OPANA ® ER. Plaintiff sought declaratory relief, restitution, civil penalties (including treble damages), abatement, an injunction and attorneys’ fees and costs. Defendants, including our subsidiaries, filed various motions attacking the pleadings, including one requesting that the Superior Court refrain from proceeding under the doctrines of primary jurisdiction and equitable abstention. That motion was granted in August 2015, and the case was stayed pending further proceedings and findings by the FDA. In June 2016, plaintiffs filed a motion to lift the stay and to amend the complaint. Defendants, including EHSI and EPI, opposed that motion. Following a hearing in July 2016, the court provided plaintiffs an opportunity to seek leave to file another amended complaint. In August 2016, plaintiffs filed a renewed motion to lift the stay and amend the complaint. In October 2016, the court granted, in part, plaintiffs’ renewed motion to lift the stay and the plaintiffs filed their third amended complaint. Defendants were not required to respond to this complaint. In July 2017, plaintiffs filed a fourth amended complaint, to which defendants’ response is not yet due. In December 2015, a lawsuit was filed in the Chancery Court of the First Judicial District of Hinds County, Mississippi by the State of Mississippi against multiple defendants, including our subsidiaries EHSI and EPI. The complaint alleges violations of Mississippi’s Consumer Protection Act and various other claims arising out of defendants’ alleged opioid sales and marketing practices. Plaintiff seeks declaratory relief, restitution, civil penalties, abatement, an injunction and attorneys’ fees and costs. In March 2016, defendants moved to dismiss the complaint and to transfer the case from Hinds County to Rankin County. The motion to transfer was denied in February 2017. In March 2017, Defendants petitioned for an interlocutory appeal of that ruling, and in May 2017 the Mississippi Supreme Court agreed to hear the appeal and stayed proceedings in the Hinds County Chancery Court until resolution of the appeal. The motion to dismiss also remains pending. In August 2016, the County of Suffolk, New York filed suit in New York Supreme Court (Suffolk County) against multiple defendants, including our subsidiaries EHSI and EPI, for alleged violations of state false and deceptive advertising and other statutes, public nuisance, common law fraud and unjust enrichment based on opioid sales and marketing practices. The County of Suffolk is seeking compensatory damages, interest, costs, disbursements, punitive damages, treble damages, penalties and attorneys’ fees. Defendants, including our subsidiaries, filed motions to dismiss and to stay in January 2017. The hearing on those motions is scheduled for September 2017. In February 2017, Broome County, New York, and Erie County, New York, filed similar suits in New York Supreme Court (Broome County and Erie County, respectively). Defendants also filed motions to dismiss in Broome and Erie Counties. Between May and June 2017, several other New York counties also filed similar suits in New York Supreme Court within their respective counties. Those counties are: Orange County, Dutchess County, Seneca County, Sullivan County, Nassau County and Schenectady County. In July 2017, the pharmaceutical defendants, including our subsidiaries, moved to coordinate the nine New York county suits within the Supreme Court of the State of New York, County of Suffolk for pre-trial purposes. The State of New York Supreme Court Litigation Coordinating Panel granted the motion in July 2017. In March 2017, the Boone County Commission filed suit in the U.S. District Court for the Southern District of West Virginia against multiple defendants, including our subsidiary Generics Bidco I, LLC, for the alleged violation of federal and state safety laws designed to monitor, detect and prevent the diversion of controlled substances. The complaint generally seeks compensatory and punitive damages for the alleged creation of a public nuisance. That case is currently stayed as to Generics Bidco I, LLC, pending resolution of motions to dismiss filed by certain other pharmaceutical distributor defendants. In May 2017, San Joaquin County, the City of Stockton, California and the Montezuma Fire Protection District filed suit in California Superior Court (San Joaquin County) against multiple defendants, including our subsidiaries EHSI and EPI, asserting various claims arising out of defendants’ alleged misrepresentations in connection with sales and marketing of opioids. The plaintiffs in that case seek compensatory damages, punitive damages and attorneys’ fees and costs. In July 2017, our subsidiaries removed the case to the U.S. District Court for the Eastern District of California. In May 2017, the State of Ohio filed suit in the Ohio state court (Ross County) against multiple defendants, including EPI and EHSI. The complaint asserts that defendants, including our subsidiaries, violated the Ohio Consumer Sales Practices Act, the Ohio Medicaid Fraud Act and the Ohio Corrupt Practices Act. The complaint also asserts other statutory and common law claims against the defendants, including our subsidiaries. The State’s claims arise out of defendants’ alleged misrepresentations in connection with sales and marketing of opioids. The State of Ohio seeks declaratory and injunctive relief, compensatory, punitive and treble damages, restitution, civil penalties and attorneys’ fees and costs. In June 2017, the City of Dayton, Ohio filed suit in Ohio state court (Montgomery County) against our subsidiaries EPI and EHSI and other defendants, asserting claims for violation of Ohio’s consumer sales practice statute, violation of Ohio’s deceptive trade practices statute, public nuisance, unjust enrichment and fraud arising from alleged misrepresentations in connection with sales and marketing of opioids. The complaint also asserts a claim for negligence against pharmaceutical distributors named as defendants, but does not assert that claim as to EPI or EHSI. The City of Dayton seeks compensatory damages, treble damages, penalties, punitive damages, interest, costs and disbursements. In July 2017, our subsidiaries removed the case to the U.S. District Court for the Southern District of Ohio. In August 2017, the City of Dayton filed a motion to remand the case to state court, which remains pending. The City of Lorain, Ohio filed a similar suit in Ohio state court (Lorain County) in June 2017, which also names our subsidiaries, along with other defendants. In August 2017, our subsidiaries removed the case to the U.S. District Court for the Northern District of Ohio. In June 2017, Barry Staubus in his official capacity as the District Attorney General for the Second Judicial District, TN, Tony Clark, in his official capacity as the District Attorney General for the First Judicial District, TN, and Dan Armstrong, in his official capacity as the District Attorney General for the Third Judicial District, TN, along with plaintiff “Baby Doe,” filed suit against EPI, EHSI and other defendants in Tennessee Circuit Court (Sullivan County). The suit asserts claims for violation of the Tennessee Drug Dealer Liability Act and public nuisance and also seeks a declaration that Tennessee’s statutory caps on personal injury and punitive damages violate Tennessee’s state constitution. The plaintiffs also seek compensatory and punitive damages, restitution, injunctive relief and attorneys’ fees and costs. In July 2017, our subsidiaries removed the case to the U.S. District Court for the Eastern District of Tennessee. In August 2017, the plaintiffs filed a motion to remand the case to state court, which remains pending. In June 2017, the State of Missouri filed suit against EPI, EHSI and other defendants in the Circuit Court of St. Louis City, Missouri asserting claims for violations of the Missouri Merchandising Practices Act and other state law claims based on defendants’ alleged misrepresentations in connection with sales and marketing of opioids. The state seeks civil penalties, damages, restitution, attorneys’ fees and costs and punitive damages. In June 2017, a lawsuit was filed in the Illinois Circuit Court of the First Judicial Circuit (Union County) in the name of the People of the State of Illinois, the People of Union County and Union County against EPI, EHSI and other defendants. The complaint asserts state statutory claims based on alleged misrepresentations in connection with sales and marketing of opioids. A similar lawsuit was also filed in the Illinois Circuit Court of the Seventh Judicial Circuit (Jersey County) in the name of the People of the State of Illinois, the People of Jersey County and Jersey County against EPI, EHSI and other defendants. Both complaints seek injunctive relief, restitution, disgorgement, civil penalties, attorneys’ fees and costs. In June 2017, a class action complaint was filed in the United States District Court of the Western District of Arkansas against our subsidiaries EPI and EHSI and other defendants. The complaint alleges that defendants violated Arkansas deceptive trade practices law and have been unjustly enriched by their alleged opioid sales and marketing practices, and seeks an order requiring defendants to fund a medical monitoring program to identify problematic opioid use. The complaint also seeks damages, restitution, disgorgement, other injunctive relief and attorneys’ fees and costs. In August 2017, the County of Multnomah, Oregon filed suit in Oregon state court against our subsidiaries EPI and EHSI and other defendants, asserting claims for public nuisance, abnormally dangerous activity, gross negligence, fraud and deceit, and negligence. The plaintiff seeks damages, interest and costs. We intend to contest the lawsuits identified above vigorously. In addition to the lawsuits described above, the Company and/or its subsidiaries have received subpoenas, civil investigative demands and informal requests for information concerning the sale and marketing of opioids, including the following: In September 2014, our subsidiaries EHSI and EPI received a Request for Information from the State of Tennessee Office of the Attorney General and Reporter seeking documents and information regarding the sales and marketing of opioids, including OPANA ® ER. In August 2015, our subsidiaries EHSI and EPI received a subpoena from the State of New Hampshire Office of the Attorney General seeking documents and information regarding the sales and marketing of opioids, including OPANA ® ER. We were cooperating with the State of New Hampshire Office of the Attorney General in its investigation until we learned it was being assisted by outside counsel hired on a contingent fee basis. The New Hampshire Attorney General initiated an action in the Superior Court for the State of New Hampshire to enforce the subpoena despite this contingent fee arrangement, and we (along with other companies that had received similar subpoenas) responded by filing a motion for protective order to preclude the use of contingent fee counsel. In addition, we filed a separate motion seeking declaratory relief. In March 2016, the Superior Court granted the motion for protective order on the grounds that the contingent fee agreement was invalid as ultra vires and that the office of the Attorney General had acted outside of its statutory authority in entering into the agreement with the contingent fee counsel. In April 2016, both the New Hampshire Attorney General and the companies that received subpoenas from the New Hampshire Attorney General, including EHSI and EPI, appealed, in part, the March 2016 Superior Court order to the New Hampshire Supreme Court. In June 2017, the New Hampshire Supreme Court issued its decision on the appeals, reversing the Superior Court |
Other Comprehensive Income (Los
Other Comprehensive Income (Loss) | 6 Months Ended |
Jun. 30, 2017 | |
Equity [Abstract] | |
OTHER COMPREHENSIVE INCOME (LOSS) | NOTE 12. OTHER COMPREHENSIVE INCOME (LOSS) The following table presents the tax effects allocated to each component of Other comprehensive income (loss) for the three months ended June 30, 2017 and 2016 (in thousands): Three Months Ended June 30, 2017 2016 Before-Tax Amount Tax (Expense) Benefit Net-of-Tax Amount Before-Tax Amount Tax Benefit (Expense) Net-of-Tax Amount Net unrealized gain (loss) on securities: Unrealized gain (loss) arising during the period $ 771 $ (280 ) $ 491 $ (234 ) $ 87 $ (147 ) Less: reclassification adjustments for (gain) loss realized in net (loss) income — — — — — — Net unrealized gains (losses) $ 771 $ (280 ) $ 491 $ (234 ) $ 87 $ (147 ) Net unrealized gain (loss) on foreign currency: Foreign currency translation gain (loss) arising during the period 10,340 — 10,340 (7,866 ) (13,743 ) (21,609 ) Less: reclassification adjustments for (gain) loss realized in net (loss) income — — — — — — Foreign currency translation gain (loss) $ 10,340 $ — $ 10,340 $ (7,866 ) $ (13,743 ) $ (21,609 ) Other comprehensive income (loss) $ 11,111 $ (280 ) $ 10,831 $ (8,100 ) $ (13,656 ) $ (21,756 ) The following table presents the tax effects allocated to each component of Other comprehensive income for the six months ended June 30, 2017 and 2016 (in thousands): Six Months Ended June 30, 2017 2016 Before-Tax Amount Tax (Expense) Benefit Net-of-Tax Amount Before-Tax Amount Tax Benefit (Expense) Net-of-Tax Amount Net unrealized gain (loss) on securities: Unrealized gain (loss) arising during the period $ 227 $ (82 ) $ 145 $ (1,620 ) $ 613 $ (1,007 ) Less: reclassification adjustments for (gain) loss realized in net (loss) income — — — — — — Net unrealized gains (losses) $ 227 $ (82 ) $ 145 $ (1,620 ) $ 613 $ (1,007 ) Net unrealized gain (loss) on foreign currency: Foreign currency translation gain arising during the period 25,474 — 25,474 46,706 12,448 59,154 Less: reclassification adjustments for gain realized in net loss — — — — — — Foreign currency translation gain $ 25,474 $ — $ 25,474 $ 46,706 $ 12,448 $ 59,154 Other comprehensive income $ 25,701 $ (82 ) $ 25,619 $ 45,086 $ 13,061 $ 58,147 The following is a summary of the accumulated balances related to each component of Other comprehensive income , net of taxes, at June 30, 2017 and December 31, 2016 (in thousands): June 30, 2017 December 31, 2016 Net unrealized gains $ 1,040 $ 895 Foreign currency translation loss (328,855 ) (354,329 ) Accumulated other comprehensive loss $ (327,815 ) $ (353,434 ) |
Shareholders' Equity
Shareholders' Equity | 6 Months Ended |
Jun. 30, 2017 | |
Equity [Abstract] | |
SHAREHOLDERS' EQUITY | NOTE 13. SHAREHOLDERS' EQUITY Changes in Shareholders’ Equity The following table displays a reconciliation of our beginning and ending balances in shareholders’ equity for the six months ended June 30, 2017 (in thousands): Total Shareholders’ Equity Shareholders’ equity at January 1, 2017, prior to the adoption of ASU 2016-16 $ 2,701,589 Effect of adopting ASU 2016-16 (1) (372,825 ) Shareholders' equity at January 1, 2017 $ 2,328,764 Net loss (1,570,346 ) Other comprehensive income 25,619 Compensation related to share-based awards 27,005 Tax withholding for restricted shares (1,839 ) Other (97 ) Shareholders’ equity at June 30, 2017 $ 809,106 __________ (1) Refer to Note 2. Recent Accounting Pronouncements for further description of ASU 2016-16. The following table displays a reconciliation of our beginning and ending balances in shareholders’ equity for the six months ended June 30, 2016 (in thousands): Attributable to: Endo International plc Noncontrolling interests Total Shareholders’ Equity Shareholders’ equity at January 1, 2016 $ 5,968,030 $ (54 ) $ 5,967,976 Net income 209,709 16 209,725 Other comprehensive income 58,109 38 58,147 Compensation related to share-based awards 29,585 — 29,585 Tax withholding for restricted shares (10,396 ) — (10,396 ) Exercise of options 1,952 — 1,952 Issuance of ordinary shares related to the employee stock purchase plan 2,729 — 2,729 Other 1,820 — 1,820 Shareholders’ equity at June 30, 2016 $ 6,261,538 $ — $ 6,261,538 Share-Based Compensation In February 2017, the Compensation Committee of the Company’s Board of Directors approved modifications to the Company’s performance stock unit (PSU) program, effective with the 2017 annual grants. The plan is based upon two discrete measures, relative total shareholder return (TSR) and a free cash flow metric. The addition of the free cash flow performance metric, which accounts for 50% of the PSU award at grant, will be measured annually over the performance cycle, which spans a 3 -year period. The remaining 50% of the PSU award is tied exclusively to relative TSR performance, which will be measured against the 3 -year TSR of a custom index of companies. In addition to meeting the conditions required by both the TSR and free cash flow portions of the awards, grant recipients are also subject to being employed by the Company following the completion of the 3 -year period in order to receive the awards. During the second quarter of 2017, the Company’s shareholders approved an amendment to the Endo International plc Amended and Restated 2015 Stock Incentive Plan (the Plan). The Plan was amended and restated to increase the number of the Company’s ordinary shares that may be issued with respect to awards under the Plan by 10.0 million ordinary shares and to make certain other changes to the Plan’s terms. None of the additional ordinary shares reserved were issued during the six months ended June 30, 2017 . The Company recognized share-based compensation expense of $27.0 million and $29.6 million during the six months ended June 30, 2017 and 2016 , respectively. As of June 30, 2017 , the total remaining unrecognized compensation cost related to all non-vested share-based compensation awards amounted to $66.6 million . For the PSUs that are based on a free cash flow metric and are measured against annual performance targets, performance targets with respect to future annual performance periods have not yet been established. As a result, no fair value has been ascribed to these future annual performance periods and these performance periods are not reflected in the remaining unrecognized compensation cost. As of June 30, 2017 , the weighted average remaining requisite service period of the non-vested stock options was 2.9 years and for non-vested restricted stock units was 2.3 years . |
Other (Income) Expense, Net
Other (Income) Expense, Net | 6 Months Ended |
Jun. 30, 2017 | |
Component of Operating Income [Abstract] | |
OTHER (INCOME) EXPENSE, NET | NOTE 14. OTHER (INCOME) EXPENSE, NET The components of Other (income) expense, net for the three and six months ended June 30, 2017 and 2016 are as follows (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2017 2016 2017 2016 Foreign currency (gain) loss, net $ (3,870 ) $ 1,554 $ (6,854 ) $ 2,550 Equity (earnings) loss from investments accounted for under the equity method, net (1,090 ) 3,828 (88 ) 1,484 Other miscellaneous, net (1,749 ) (207 ) (1,804 ) (766 ) Other (income) expense, net $ (6,709 ) $ 5,175 $ (8,746 ) $ 3,268 Foreign currency (gain) loss, net results from the remeasurement of the Company’s foreign currency denominated assets and liabilities. |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2017 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | NOTE 15. INCOME TAXES During the three months ended June 30, 2017 , the Company recognized income tax benefit of $57.5 million on $753.5 million of loss from continuing operations before income tax, compared to $555.3 million of income tax benefit on $165.5 million of loss from continuing operations before income tax during the comparable 2016 period. The income tax benefit for the current period is primarily related to the geographic mix of pretax earnings, the discrete tax benefits associated with goodwill and intangible asset impairments in the U.S. Branded Pharmaceuticals segment, and the net discrete tax benefit associated with intangible asset impairments in the International Pharmaceuticals segment. During the second quarter of 2016, the Company implemented a legal entity restructuring as part of its continuing integration of its businesses that resulted in the realization of a $644.0 million discrete tax benefit arising from outside basis differences, reduced by a $196.0 million valuation allowance. The reorganization also provided operating flexibility and benefits and reduced the impact related to potential future limits that could apply to the use of tax attributes by utilizing most of the Company’s attributes to offset the gain in the intercompany sale that stepped-up the tax basis of the U.S. Generic Pharmaceuticals business assets. The Company also benefited from an improved mix of jurisdictional pre-tax income and losses. During the six months ended June 30, 2017 , the Company recognized income tax benefit of $69.4 million on $930.9 million of loss from continuing operations before income tax, compared to $674.0 million of income tax benefit on $372.9 million of loss from continuing operations before income tax during the comparable 2016 period. The income tax benefit for the current period is primarily related to the geographic mix of pretax earnings and the discrete tax benefits associated with goodwill and intangible asset impairments in the U.S. Branded Pharmaceuticals segment and intangible asset impairments in the International Pharmaceuticals segment. The income tax benefit for the comparable 2016 period was primarily related to benefits arising from losses from continued operations and the net discrete tax benefit recorded in the second quarter discussed above. As further discussed in Note 2. Recent Accounting Pronouncements , the Company adopted ASU 2016-16, effective January 1, 2017, resulting in the elimination of previously recorded deferred charges that were established in 2016. Specifically, the Company eliminated a $24.1 million current deferred charge and a $348.8 million non-current deferred charge that were reflected in our Condensed Consolidated Balance Sheet at December 31, 2016 as Prepaid expenses and other current assets and Other assets, respectively. The eliminations of these deferred charges were recorded as adjustments to retained earnings as of January 1, 2017. On adoption, the Company also recorded net deferred tax assets, primarily related to certain intangibles and tax deductible goodwill, of $479.7 million , fully offset by a corresponding valuation allowance. |
Net (Loss) Income Per Share
Net (Loss) Income Per Share | 6 Months Ended |
Jun. 30, 2017 | |
Earnings Per Share [Abstract] | |
NET (LOSS) INCOME PER SHARE | NOTE 16. NET (LOSS) INCOME PER SHARE The following is a reconciliation of the numerator and denominator of basic and diluted net (loss) income per share for the three and six months ended June 30, 2017 and 2016 (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2017 2016 2017 2016 Numerator: (Loss) income from continuing operations $ (696,020 ) $ 389,812 $ (861,443 ) $ 301,049 Less: Net income from continuing operations attributable to noncontrolling interests — 18 — 16 (Loss) income from continuing operations attributable to Endo International plc ordinary shareholders $ (696,020 ) $ 389,794 $ (861,443 ) $ 301,033 Loss from discontinued operations attributable to Endo International plc ordinary shareholders, net of tax (700,498 ) (46,216 ) (708,903 ) (91,324 ) Net (loss) income attributable to Endo International plc ordinary shareholders $ (1,396,518 ) $ 343,578 $ (1,570,346 ) $ 209,709 Denominator: For basic per share data—weighted average shares 223,158 222,667 223,086 222,485 Dilutive effect of ordinary share equivalents — 195 — 535 Dilutive effect of various convertible notes and warrants — 1 — 1 For diluted per share data—weighted average shares 223,158 222,863 223,086 223,021 Basic net (loss) income per share data is computed based on the weighted average number of ordinary shares outstanding during the period. Diluted (loss) income per share data is computed based on the weighted average number of ordinary shares outstanding and, if there is net income from continuing operations attributable to Endo ordinary shareholders during the period, the dilutive impact of ordinary share equivalents outstanding during the period. Ordinary share equivalents are measured under the treasury stock method. Due to the Company’s adoption of ASU 2016-09, effective January 1, 2017, the Company will no longer consider excess tax benefits resulting from share-based compensation awards when applying the treasury stock method to calculate diluted weighted average shares outstanding. Therefore, the adoption of this ASU will have the effect of increasing dilution in periods where there is net income from continuing operations attributable to Endo ordinary shareholders and there are weighted average dilutive awards outstanding. All stock options and stock awards were excluded from the diluted share calculation for the three and six months ended June 30, 2017 because their effect would have been anti-dilutive, as the Company was in a loss position. During the three and six months ended June 30, 2016 , aggregate stock options and stock awards of 5.9 million and 4.7 million , respectively, were excluded from the diluted share calculation because their effect would have been anti-dilutive. |
Recent Accounting Pronounceme23
Recent Accounting Pronouncements (Policies) | 6 Months Ended |
Jun. 30, 2017 | |
Accounting Changes and Error Corrections [Abstract] | |
Recent Issued/Adopted Accounting Pronouncements | Recently Issued Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (FASB) issued Accounting Standards update (ASU) No. 2014-09, “Revenue from Contracts with Customers” (ASU 2014-09). ASU 2014-09 represents a comprehensive new revenue recognition model that requires a company to recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which a company expects to be entitled to receive in exchange for those goods or services. This ASU sets forth a new five-step revenue recognition model which replaces the prior revenue recognition guidance in its entirety and is intended to eliminate numerous industry-specific pieces of revenue recognition guidance that have historically existed. In August 2015, the FASB issued ASU No. 2015-14, “ Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date,” which defers the effective date of ASU 2014-09 by one year, but permits companies to adopt one year earlier if they choose (i.e., the original effective date). As such, ASU 2014-09 will be effective for annual and interim reporting periods beginning after December 15, 2017. In March and April 2016, the FASB issued ASU No. 2016-08 “Revenue from Contracts with Customers (Topic 606): Principal versus Agent Consideration (Reporting Revenue Gross versus Net)” and ASU No. 2016-10 “Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing,” respectively , which clarifies the guidance on reporting revenue as a principal versus agent, identifying performance obligations and accounting for intellectual property licenses. In addition, in May 2016, the FASB issued ASU No. 2016-12 “Revenue from Contracts with Customers (Topic 606): Narrow-Scope Improvements and Practical Expedients,” which amends certain narrow aspects of Topic 606, and in December 2016, the FASB issued ASU No. 2016-20 “Technical Corrections and Improvements to Topic 606, Revenue from Contracts with Customers,” which amends certain narrow aspects of Topic 606. The Company will adopt the new revenue recognition standard on January 1, 2018. The Company is currently evaluating the impact of ASU 2014-09 on its consolidated results of operations and financial position. The Company’s cross-functional implementation team consisting of representatives from across its business segments is progressing towards the completion of the diagnostic assessment of the impact of the standard on its contract portfolio, including review of customer contracts, as well as the Company’s current accounting policies and practices to identify potential differences that would result from applying the requirements of the new standard to its revenue contracts. The majority of the Company’s revenue is generated from product sales and the Company currently does not anticipate a significant impact to revenue related to these arrangements; however, this analysis is preliminary and remains subject to change. In certain limited situations, under current GAAP, the Company has deferred revenue for certain product sales because the sales price was not deemed to be fixed or determinable. Under the new standard, the Company will be required to estimate the variable consideration associated with these transactions and record revenue at the point of sale. The Company continues to evaluate the impact on certain less significant transactions, including certain licensing arrangements, and expects to substantially complete its diagnostic assessment during the third quarter of 2017. The Company is also continuing to evaluate the internal control implications associated with the adoption of the new standard, including the identification and implementation, if necessary, of changes to its business processes, systems and controls to support recognition and disclosure under the new standard. The two permitted transition methods under the new standard are the full retrospective method, in which case the standard would be applied to each prior reporting period presented and the cumulative effect of applying the standard would be recognized at the earliest period shown, or the modified retrospective method, in which case the cumulative effect of applying the standard would be recognized at the date of initial application. The Company will utilize the modified retrospective method of adoption. In February 2016, the FASB issued ASU No. 2016-02, “ Leases (Topic 842) ” (ASU 2016-02). ASU 2016-02 establishes the principles to report transparent and economically neutral information about the assets and liabilities that arise from leases. This guidance results in a more faithful representation of the rights and obligations arising from operating and capital leases by requiring lessees to recognize the lease assets and lease liabilities that arise from leases in the statement of financial position and to disclose qualitative and quantitative information about lease transactions, such as information about variable lease payments and options to renew and terminate leases. ASU 2016-02 is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. The Company is currently evaluating the impact of ASU 2016-02 on the Company’s consolidated results of operations and financial position. In August 2016, the FASB issued ASU No. 2016-15 “ Classification of Certain Cash Receipts and Cash Payments ” (ASU 2016-15). ASU 2016-15 addresses eight specific cash flow issues with the objective of reducing diversity in how certain cash receipts and cash payments are presented and classified in the statement of cash flows. ASU 2016-15 is effective for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. Early adoption is permitted in any interim or annual period but all of ASU 2016-15 must be adopted in the same period. The Company is currently evaluating the impact of ASU 2016-15 on the Company’s consolidated statement of cash flows. In November 2016, the FASB issued ASU No. 2016-18 “ Statement of Cash Flows (Topic 230) - Restricted Cash ” (ASU 2016-18). ASU 2016-18 states that a statement of cash flows should explain the change during the period in the total of cash, cash equivalents, and amounts generally described as restricted cash or restricted cash equivalents. Therefore, amounts generally described as restricted cash and restricted cash equivalents should be included with cash and cash equivalents when reconciling the beginning-of-period and end-of-period total amounts shown on the statement of cash flows. ASU 2016-18 is effective for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. Early adoption is permitted, including adoption in an interim period, and all updates should be applied using a retrospective transition method. Subsequent to the adoption of ASU 2016-18 the mesh-related qualified settlement funds and other restricted cash accounts will be included in the beginning-of-period and end-of-period Cash and cash equivalents on the Condensed Consolidated Statements of Cash Flows and transfers into and out of the qualified settlement funds will therefore no longer result in separate investing cash flows in the Condensed Consolidated Statements of Cash Flows. In May 2017, the FASB issued ASU No. 2017-09 “Compensation - Stock Compensation” (ASU 2017-09). ASU 2017-09 provides guidance about which changes to the terms or conditions of a share-based payment award require an entity to apply modification accounting. It is intended to reduce both (1) diversity in practice and (2) cost and complexity when accounting for changes to the terms or conditions of share-based payment awards. ASU 2017-09 is effective for annual periods, and interim periods within those annual periods, beginning after December 15, 2017. Early adoption is permitted. The amendments in this update should be applied prospectively to an award modified on or after the adoption date. The Company is currently evaluating the impact of ASU 2017-09 on the Company’s consolidated results of operations and financial position. Recently Adopted Accounting Pronouncements In July 2015, the FASB issued ASU No. 2015-11, “ Simplifying the Measurement of Inventory ” (ASU 2015-11). ASU 2015-11 states that an entity should measure inventory at the lower of cost or net realizable value. Net realizable value is the estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation. For public entities, ASU 2015-11 is effective for fiscal years beginning after December 15, 2016, including interim periods within those fiscal years. The Company adopted ASU 2015-11 on January 1, 2017 and the adoption did not impact the Company’s consolidated results of operations and financial position. In March 2016, the FASB issued ASU No. 2016-09 “Improvements to Employee Share-Based Payment Accounting” (ASU 2016-09). ASU 2016-09 changes how companies account for certain aspects of share-based payments to employees including: (a) requiring all income tax effects of awards to be recognized in the income statement, rather than in additional paid in capital, when the awards vest or are settled, (b) eliminating the requirement that excess tax benefits be realized before companies can recognize them, (c) requiring companies to present excess tax benefits as an operating activity on the statement of cash flows rather than as a financing activity, (d) increasing the amount an employer can withhold to cover income taxes on awards and still qualify for the exception to liability classification for shares used to satisfy the employer’s statutory income tax withholding obligation, (e) requiring an employer to classify the cash paid to a tax authority when shares are withheld to satisfy its statutory income tax withholding obligation as a financing activity on its statement of cash flows and (f) electing whether to account for forfeitures of share-based payments by (1) recognizing forfeitures of awards as they occur or (2) estimating the number of awards expected to be forfeited and adjusting the estimate when it is likely to change, as is currently required. ASU 2016-09 is effective for fiscal years beginning after December 15, 2016, and interim periods within those fiscal years. The Company adopted the new guidance on January 1, 2017 on a prospective basis, except for the provision requiring companies to present excess tax benefits as an operating activity on the statement of cash flows rather than as a financing activity, which was adopted retrospectively. As a result of the adoption, during the three and six months ended June 30, 2017 , the Company recognized tax expense of $0.4 million and $4.8 million , respectively, in its Condensed Consolidated Statement of Operations that would have been recorded as additional paid-in capital prior to adoption. In addition, the Company retrospectively adjusted its statement of cash flows for the six months ended June 30, 2016 to present an inflow of $3.9 million related to excess tax benefits as an operating activity, rather than as a financing activity. The adoption of ASU 2016-09 did not impact beginning retained earnings and the Company will continue to estimate forfeitures to determine the amount of compensation cost to be recognized in each period. None of the other provisions in this amended guidance had a significant impact on the Company’s consolidated financial statements. In October 2016, the FASB issued ASU No. 2016-16 “ Intra-Entity Transfers of Assets Other Than Inventory ” (ASU 2016-16). ASU 2016-16 states that an entity should recognize the income tax consequences when an intra-entity transfer of an asset other than inventory occurs. ASU 2016-16 is effective for fiscal years beginning after December 15, 2017 and interim periods within those fiscal years. Early adoption is permitted as long as it is adopted in the first interim period of a fiscal year beginning after December 15, 2016. The Company early adopted ASU 2016-16 on January 1, 2017, resulting in the elimination of previously recorded deferred charges that were established in 2016. Specifically, the Company eliminated a $24.1 million current deferred charge and a $348.8 million non-current deferred charge that were reflected in our Condensed Consolidated Balance Sheet at December 31, 2016 as Prepaid expenses and other current assets and Other assets, respectively. The eliminations of these deferred charges were recorded as adjustments to retained earnings as of January 1, 2017. On adoption, the Company also recorded net deferred tax assets, primarily related to certain intangibles and tax deductible goodwill, of $479.7 million , fully offset by a corresponding valuation allowance. In January 2017, the FASB issued ASU No. 2017-01 “Business Combinations (Topic 805) - Clarifying the Definition of a Business” (ASU 2017-01). ASU 2017-01 clarifies the definition of a business with the objective of adding guidance to assist entities with evaluating whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. The amendments in this update provide a screen to determine when an integrated set of assets and activities (collectively referred to as a “set”), is not a business. The screen requires that when substantially all of the fair value of the gross assets acquired (or disposed of) is concentrated in a single identifiable asset or a group of similar identifiable assets, the set is not a business. This screen reduces the number of transactions that need to be further evaluated. ASU 2017-01 is effective for annual periods beginning after December 15, 2017, including interim periods within those periods. The amendments in this update should be applied prospectively on or after the effective date. Early application of the amendments in this update is allowed. The Company adopted this new standard on January 1, 2017. In January 2017, the FASB issued ASU No. 2017-04 “Intangibles - Goodwill and Other (Topic 350): Simplifying the Accounting for Goodwill Impairment” (ASU 2017-04). ASU 2017-04 simplifies the subsequent measurement of goodwill by eliminating Step 2 from the goodwill impairment test. In computing the implied fair value of goodwill under Step 2, an entity had to perform procedures to determine the fair value at the impairment testing date of its assets and liabilities (including unrecognized assets and liabilities) following the procedure that would be required in determining the fair value of assets acquired and liabilities assumed in a business combination. Instead, under ASU 2017-04, an entity should perform its annual or interim goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount. An entity should recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value; however, the loss recognized should not exceed the total amount of goodwill allocated to that reporting unit. Additionally, an entity should consider the income tax effects of any tax deductible goodwill on the carrying amount of the reporting unit when measuring the goodwill impairment loss, if applicable. ASU 2017-04 is effective for annual or any interim goodwill impairment tests in fiscal years beginning after December 15, 2019 and an entity should apply the amendments of ASU 2017-04 on a prospective basis. Early adoption is permitted for interim or annual goodwill impairment tests performed on testing dates after January 1, 2017. The Company adopted this standard on January 1, 2017. |
Discontinued Operations and A24
Discontinued Operations and Assets and Liabilities Held For Sale (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Schedule of disposal groups, including discontinued operations, income statement, balance sheet and additional disclosures | The following table provides the operating results of AMS Discontinued operations, net of tax for the three and six months ended June 30, 2017 and 2016 (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2017 2016 2017 2016 Revenue $ 179 $ 863 $ 179 $ 29,714 Litigation-related and other contingencies, net $ 775,474 $ — $ 775,684 $ 2,450 Asset impairment charges $ — $ 149 $ — $ 21,328 Loss from discontinued operations before income taxes $ (791,588 ) $ (22,492 ) $ (804,485 ) $ (91,324 ) Income tax benefit $ (91,090 ) $ 23,724 $ (95,582 ) $ — Discontinued operations, net of tax $ (700,498 ) $ (46,216 ) $ (708,903 ) $ (91,324 ) The following table provides the components of Assets and Liabilities held for sale of Somar as of June 30, 2017 (in thousands): June 30, 2017 Current assets $ 63,780 Property, plant and equipment 2,347 Other assets 455 Assets held for sale $ 66,582 Current liabilities 13,933 Liabilities held for sale $ 13,933 The following table provides the components of Assets and Liabilities held for sale of Litha as of June 30, 2017 and December 31, 2016 (in thousands): June 30, 2017 December 31, 2016 Current assets $ 59,221 $ 50,167 Property, plant and equipment 3,617 3,527 Other intangibles, net 21,893 29,950 Other assets 14,877 11,343 Assets held for sale $ 99,608 $ 94,987 Current liabilities 26,059 18,642 Other liabilities 4,375 5,696 Liabilities held for sale $ 30,434 $ 24,338 |
Restructuring and related costs | A summary of expenses related to the Astora restructuring initiative is included below for the three and six months ended June 30, 2016 (in thousands): Three Months Ended June 30, 2016 Six Months Ended June, 2016 Employee separation, retention and other benefit-related costs $ 5,317 $ 21,466 Asset impairment charges 149 21,328 Contract termination-related items (424 ) 9,800 Other wind down costs 909 14,030 Total $ 5,951 $ 66,624 |
Schedule of restructuring reserve by type of cost | Changes to this liability during the six months ended June 30, 2017 were as follows (in thousands): Employee Separation and Other Benefit-Related Costs Contract Termination Charges Total Liability balance as of January 1, 2017 $ 3,855 $ 1,661 $ 5,516 Cash distributions (3,175 ) (952 ) (4,127 ) Liability balance as of June 30, 2017 $ 680 $ 709 $ 1,389 Changes to this liability during the six months ended June 30, 2017 were as follows (in thousands): Total Liability balance as of January 1, 2017 $ 9,939 Expenses 1,117 Cash distributions (8,621 ) Liability balance as of June 30, 2017 $ 2,435 Changes to this liability during the six months ended June 30, 2017 were as follows (in thousands): Employee Separation and Other Benefit-Related Costs Contract Termination Charges Total Liability balance as of January 1, 2017 $ 16,544 $ 5,224 $ 21,768 Cash distributions (13,890 ) (5,224 ) (19,114 ) Liability balance as of June 30, 2017 $ 2,654 $ — $ 2,654 Changes to this liability during the six months ended June 30, 2017 were as follows (in thousands): Total Liability balance as of January 1, 2017 $ — Expenses 15,060 Cash distributions (5,141 ) Liability balance as of June 30, 2017 $ 9,919 Changes to this liability during the six months ended June 30, 2017 were as follows (in thousands): Total Liability balance as of January 1, 2017 $ — Expenses 8,871 Cash distributions — Liability balance as of June 30, 2017 $ 8,871 |
Restructuring (Tables)
Restructuring (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Restructuring and Related Activities [Abstract] | |
Schedule of restructuring reserve by type of cost | Changes to this liability during the six months ended June 30, 2017 were as follows (in thousands): Employee Separation and Other Benefit-Related Costs Contract Termination Charges Total Liability balance as of January 1, 2017 $ 3,855 $ 1,661 $ 5,516 Cash distributions (3,175 ) (952 ) (4,127 ) Liability balance as of June 30, 2017 $ 680 $ 709 $ 1,389 Changes to this liability during the six months ended June 30, 2017 were as follows (in thousands): Total Liability balance as of January 1, 2017 $ 9,939 Expenses 1,117 Cash distributions (8,621 ) Liability balance as of June 30, 2017 $ 2,435 Changes to this liability during the six months ended June 30, 2017 were as follows (in thousands): Employee Separation and Other Benefit-Related Costs Contract Termination Charges Total Liability balance as of January 1, 2017 $ 16,544 $ 5,224 $ 21,768 Cash distributions (13,890 ) (5,224 ) (19,114 ) Liability balance as of June 30, 2017 $ 2,654 $ — $ 2,654 Changes to this liability during the six months ended June 30, 2017 were as follows (in thousands): Total Liability balance as of January 1, 2017 $ — Expenses 15,060 Cash distributions (5,141 ) Liability balance as of June 30, 2017 $ 9,919 Changes to this liability during the six months ended June 30, 2017 were as follows (in thousands): Total Liability balance as of January 1, 2017 $ — Expenses 8,871 Cash distributions — Liability balance as of June 30, 2017 $ 8,871 |
Segment Results (Tables)
Segment Results (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Segment Reporting [Abstract] | |
Schedule of reportable segments information | The following represents selected information for the Company’s reportable segments for the three and six months ended June 30, 2017 and 2016 (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2017 2016 2017 2016 Net revenues to external customers: U.S. Generic Pharmaceuticals $ 563,312 $ 565,358 $ 1,285,295 $ 1,148,748 U.S. Branded Pharmaceuticals 245,188 288,342 495,347 597,155 International Pharmaceuticals (1) 67,231 67,187 132,689 138,523 Total net revenues to external customers $ 875,731 $ 920,887 $ 1,913,331 $ 1,884,426 Adjusted income from continuing operations before income tax: U.S. Generic Pharmaceuticals $ 253,866 $ 214,968 $ 595,465 $ 426,736 U.S. Branded Pharmaceuticals 127,595 122,420 257,087 291,201 International Pharmaceuticals 14,812 20,615 29,694 42,369 Total segment adjusted income from continuing operations before income tax $ 396,273 $ 358,003 $ 882,246 $ 760,306 __________ (1) Revenues generated by our International Pharmaceuticals segment are primarily attributable to external customers located in Canada, Latin America and South Africa. |
Schedule of reconciliations of consolidated loss from continuing operations before income tax | The table below provides reconciliations of our consolidated loss from continuing operations before income tax , which is determined in accordance with U.S. GAAP, to our total segment adjusted income from continuing operations before income tax for the three and six months ended June 30, 2017 and 2016 (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2017 2016 2017 2016 Total consolidated loss from continuing operations before income tax $ (753,500 ) $ (165,465 ) $ (930,851 ) $ (372,943 ) Interest expense, net 121,747 111,919 233,746 228,712 Corporate unallocated costs (1) 34,152 49,818 81,620 86,098 Amortization of intangible assets 190,943 212,844 454,077 424,513 Inventory step-up and certain manufacturing costs that will be eliminated pursuant to integration plans 100 29,103 215 97,579 Upfront and milestone payments to partners 3,082 2,688 6,177 4,105 Separation benefits and other cost reduction initiatives (2) 24,614 22,174 47,284 60,630 Impact of VOLTAREN ® Gel generic competition — — — (7,750 ) Certain litigation-related and other contingencies, net (3) (2,600 ) 5,259 (1,664 ) 10,459 Asset impairment charges (4) 725,044 39,951 929,006 169,576 Acquisition-related and integration items (5) 4,190 48,171 15,070 60,725 Loss on extinguishment of debt 51,734 — 51,734 — Foreign currency impact related to the remeasurement of intercompany debt instruments (3,233 ) 417 (5,927 ) 1,672 Other, net — 1,124 1,759 (3,070 ) Total segment adjusted income from continuing operations before income tax $ 396,273 $ 358,003 $ 882,246 $ 760,306 __________ (1) Amounts include certain corporate overhead costs, such as headcount and facility expenses and certain other income and expenses. (2) Amounts primarily relate to employee separation costs of $0.7 million and $21.5 million during the three and six months ended June 30, 2017 , respectively, charges to increase excess inventory reserves of $7.9 million during both periods and other charges of $16.0 million and $17.5 million , related primarily to the 2017 U.S. Generics Pharmaceuticals restructuring initiative , during the three and six months ended June 30, 2017 , respectively. Amounts during the three and six months ended June 30, 2016 include charges to increase excess inventory reserves of $6.4 million and $33.3 million related to the 2016 U.S. Generic Pharmaceuticals restructuring initiative, employee separation costs of $8.4 million and $15.2 million and other restructuring costs of $7.1 million and $11.8 million , respectively. These amounts were primarily recorded as Cost of revenues and Selling, general and administrative expense in our Condensed Consolidated Statements of Operations . See Note 4. Restructuring for discussion of our material restructuring initiatives. (3) Amounts include adjustments for Litigation-related and other contingencies, net as further described in Note 11. Commitments and Contingencies . (4) Amounts primarily relate to charges to write down goodwill and intangible assets as further described in Note 8. Goodwill and Other Intangibles as well as charges to write down certain property, plant and equipment as further described in Note 6. Fair Value Measurements . (5) Amounts during the three and six months ended June 30, 2017 include costs directly associated with previous acquisitions of $2.2 million and $6.9 million , respectively, and charges due to changes in fair value of contingent consideration of $2.0 million and $8.1 million , respectively. Amounts during the three and six months ended June 30, 2016 include costs directly associated with previous acquisitions of $24.3 million and $47.5 million , respectively, and charges due to changes in fair value of contingent consideration of $23.9 million and $13.2 million , respectively. |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Fair Value Disclosures [Abstract] | |
Financial assets and liabilities measured at fair value on recurring basis | The Company’s financial assets and liabilities measured at fair value on a recurring basis at June 30, 2017 and December 31, 2016 were as follows (in thousands): Fair Value Measurements at Reporting Date using: June 30, 2017 Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Total Assets: Money market funds $ 96,888 $ — $ — $ 96,888 Time deposits — 100,000 — 100,000 Equity securities 2,494 — — 2,494 Total $ 99,382 $ 100,000 $ — $ 199,382 Liabilities: Acquisition-related contingent consideration—short-term $ — $ — $ 94,460 $ 94,460 Acquisition-related contingent consideration—long-term — — 116,000 116,000 Total $ — $ — $ 210,460 $ 210,460 At June 30, 2017 , money market funds include $21.9 million in QSFs to be disbursed to mesh-related product liability claimants. See Note 11. Commitments and Contingencies for further discussion of our product liability cases. Fair Value Measurements at Reporting Date using: December 31, 2016 Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Total Assets: Money market funds $ 26,210 $ — $ — $ 26,210 Time deposits — 100,000 — 100,000 Equity securities 2,267 — — 2,267 Total $ 28,477 $ 100,000 $ — $ 128,477 Liabilities: Acquisition-related contingent consideration—short-term $ — $ — $ 109,373 $ 109,373 Acquisition-related contingent consideration—long-term — — 152,740 152,740 Total $ — $ — $ 262,113 $ 262,113 |
Changes to liability for acquisition-related contingent consideration | The following table presents changes to the Company’s liability for acquisition-related contingent consideration, which was measured at fair value on a recurring basis using significant unobservable inputs (Level 3) for the three and six months ended June 30, 2017 and 2016 (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2017 2016 2017 2016 Beginning of period $ 234,391 $ 124,511 $ 262,113 $ 143,502 Amounts settled (26,219 ) (12,646 ) (60,310 ) (22,120 ) Changes in fair value recorded in earnings 1,950 23,892 8,134 13,204 Effect of currency translation 338 39 523 1,210 End of period $ 210,460 $ 135,796 $ 210,460 $ 135,796 The following table presents changes to the Company’s liability for acquisition-related contingent consideration during the six months ended June 30, 2017 by acquisition (in thousands): Balance as of December 31, 2016 Acquisitions Fair Value Adjustments and Accretion Payments and Other Balance as of June 30, 2017 Auxilium acquisition $ 21,097 $ — $ (1,720 ) $ (4,219 ) $ 15,158 Lehigh Valley Technologies, Inc. acquisitions 96,000 — 16,755 (36,754 ) 76,001 VOLTAREN ® Gel acquisition 118,395 — 4,384 (17,909 ) 104,870 Other 26,621 — (11,285 ) (905 ) 14,431 Total $ 262,113 $ — $ 8,134 $ (59,787 ) $ 210,460 |
Summary of available-for-sale securities | The following is a summary of available-for-sale securities held by the Company at June 30, 2017 and December 31, 2016 (in thousands): Available-for-sale June 30, 2017 Amortized Cost Gross Unrealized Gains Gross Unrealized (Losses) Fair Value Money market funds $ 96,888 $ — $ — $ 96,888 Total included in cash and cash equivalents $ 75,000 $ — $ — $ 75,000 Total included in restricted cash and cash equivalents $ 21,888 $ — $ — $ 21,888 Equity securities $ 1,766 $ 728 $ — $ 2,494 Long-term available-for-sale securities $ 1,766 $ 728 $ — $ 2,494 Available-for-sale December 31, 2016 Amortized Cost Gross Unrealized Gains Gross Unrealized (Losses) Fair Value Money market funds $ 26,210 $ — $ — $ 26,210 Total included in cash and cash equivalents $ — $ — $ — $ — Total included in restricted cash and cash equivalents $ 26,210 $ — $ — $ 26,210 Equity securities $ 1,766 $ 501 $ — $ 2,267 Long-term available-for-sale securities $ 1,766 $ 501 $ — $ 2,267 |
Summary of nonrecurring fair value measurements | The Company’s financial assets and liabilities measured at fair value on a nonrecurring basis during the six months ended June 30, 2017 were as follows (in thousands): Fair Value Measurements at Reporting Date using: Total Expense for the Six Months Ended June 30, 2017 Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Assets: Certain U.S. Branded Pharmaceuticals intangible assets (Note 8) $ — $ — $ 17,781 $ (52,096 ) Certain U.S. Generic Pharmaceuticals intangible assets (Note 8) — — 409,874 (398,423 ) Certain International Pharmaceuticals intangible assets (Note 8) — — 21,772 (145,359 ) Branded reporting unit goodwill (Note 8) — — 828,818 (180,430 ) Paladin reporting unit goodwill (Note 8) — — 84,881 (82,602 ) Somar reporting unit goodwill (Note 8) — — — (25,712 ) Certain property, plant and equipment (1) — — — (44,384 ) Total $ — $ — $ 1,363,126 $ (929,006 ) __________ (1) Amounts relate primarily to an aggregate charge of $32.0 million recorded in connection with the 2017 U.S. Generics Pharmaceuticals restructuring initiative , which is described further in Note 4. Restructuring , and $9.9 million recorded following the initiation of held-for-sale accounting resulting from the Company’s June 30, 2017 definitive agreement to sell Somar, which is described in Note 3. Discontinued Operations and Assets and Liabilities Held for Sale . |
Inventories (Tables)
Inventories (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Inventory Disclosure [Abstract] | |
Schedule of inventory | Inventories consist of the following at June 30, 2017 and December 31, 2016 (in thousands): June 30, 2017 December 31, 2016 Raw materials (1) $ 138,686 $ 175,240 Work-in-process (1) 96,618 100,494 Finished goods (1) 254,448 279,937 Total $ 489,752 $ 555,671 __________ (1) The components of inventory shown in the table above are net of allowance for obsolescence. |
Goodwill And Other Intangibles
Goodwill And Other Intangibles (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of changes in the carrying amount of goodwill | Changes in the carrying amount of our goodwill for the six months ended June 30, 2017 were as follows (in thousands): Carrying Amount U.S. Generic Pharmaceuticals U.S. Branded Pharmaceuticals International Pharmaceuticals Total Goodwill as of December 31, 2016 $ 3,531,301 $ 1,009,248 $ 188,846 $ 4,729,395 Effect of currency translation on gross balance — — 26,646 26,646 Effect of currency translation on accumulated impairment — — (19,983 ) (19,983 ) Goodwill impairment charges — (180,430 ) (108,314 ) (288,744 ) Goodwill as of June 30, 2017 $ 3,531,301 $ 828,818 $ 87,195 $ 4,447,314 The carrying amount of goodwill at June 30, 2017 and December 31, 2016 is net of the following accumulated impairments: Accumulated Impairment U.S. Generic Pharmaceuticals U.S. Branded Pharmaceuticals International Pharmaceuticals Total Accumulated impairment losses as of December 31, 2016 $ 2,342,549 $ 675,380 $ 408,280 $ 3,426,209 Accumulated impairment losses as of June 30, 2017 $ 2,342,549 $ 855,810 $ 536,577 $ 3,734,936 |
Schedule of other intangible assets | The following is a summary of other intangible assets held by the Company at June 30, 2017 and December 31, 2016 (in thousands): Cost basis: Balance as of December 31, 2016 Acquisitions Impairments Other Effect of Currency Translation Balance as of June 30, 2017 Indefinite-lived intangibles: In-process research and development $ 1,123,581 $ — $ (167,889 ) $ (177,200 ) $ 209 $ 778,701 Total indefinite-lived intangibles $ 1,123,581 $ — $ (167,889 ) $ (177,200 ) $ 209 $ 778,701 Finite-lived intangibles: Licenses (weighted average life of 12 years) $ 465,720 $ — $ (8,179 ) $ — $ — $ 457,541 Tradenames (weighted average life of 12 years) 7,345 — (808 ) (262 ) 134 6,409 Developed technology (weighted average life of 11 years) 6,223,004 — (409,356 ) 144,158 24,617 5,982,423 Total finite-lived intangibles (weighted average life of 11 years) $ 6,696,069 $ — $ (418,343 ) $ 143,896 $ 24,751 $ 6,446,373 Total other intangibles $ 7,819,650 $ — $ (586,232 ) $ (33,304 ) $ 24,960 $ 7,225,074 Accumulated amortization: Balance as of December 31, 2016 Amortization Impairments Other Effect of Currency Translation Balance as of June 30, 2017 Finite-lived intangibles: Licenses $ (341,600 ) $ (14,586 ) $ — $ — $ — $ (356,186 ) Tradenames (6,599 ) (42 ) — 262 (30 ) (6,409 ) Developed technology (1,612,154 ) (439,449 ) — 33,042 (7,831 ) (2,026,392 ) Total other intangibles $ (1,960,353 ) $ (454,077 ) $ — $ 33,304 $ (7,861 ) $ (2,388,987 ) Net other intangibles $ 5,859,297 $ 4,836,087 __________ (1) Changes in the net carrying amount of our other intangible assets presented in the table above exclude changes related to businesses classified as held for sale, to the extent such changes occurred after the business was classified as held for sale. As such, asset impairment charges of $9.6 million and net increases resulting from currency translation of $1.6 million related to our Litha business are excluded from the table above. Additional information on the changes in the total gross carrying amount of our other intangible assets is presented below (in thousands): Gross Carrying Amount December 31, 2016 $ 7,819,650 Impairment of certain U.S. Branded Pharmaceuticals intangible assets (52,096 ) Impairment of certain U.S. Generic Pharmaceuticals intangible assets (398,423 ) Impairment of certain International Pharmaceuticals intangible assets (135,713 ) Transfer of intangible assets to Assets held for sale (NOTE 3) (33,304 ) Effect of currency translation 24,960 June 30, 2017 $ 7,225,074 (2) Includes reclassification adjustments of $177.2 million for certain developed technology intangible assets, previously classified as in-process research and development, that were placed in service during the six months ended June 30, 2017 . The remaining amounts in this column relate to the transfer of Somar intangible assets to Assets held for sale. |
Schedule of changes in gross carrying amount of other intangible assets | Additional information on the changes in the total gross carrying amount of our other intangible assets is presented below (in thousands): Gross Carrying Amount December 31, 2016 $ 7,819,650 Impairment of certain U.S. Branded Pharmaceuticals intangible assets (52,096 ) Impairment of certain U.S. Generic Pharmaceuticals intangible assets (398,423 ) Impairment of certain International Pharmaceuticals intangible assets (135,713 ) Transfer of intangible assets to Assets held for sale (NOTE 3) (33,304 ) Effect of currency translation 24,960 June 30, 2017 $ 7,225,074 |
Schedule of future amortization expense | Estimated amortization of intangibles for the five fiscal years subsequent to December 31, 2016 is as follows (in thousands): 2017 $ 764,409 2018 $ 544,485 2019 $ 473,230 2020 $ 442,265 2021 $ 427,558 |
Accounts Payable And Accrued 30
Accounts Payable And Accrued Expenses (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Accrued Liabilities [Abstract] | |
Schedule of accounts payable and accrued expenses | Accounts payable and accrued expenses include the following at June 30, 2017 and December 31, 2016 (in thousands): June 30, 2017 December 31, 2016 Trade accounts payable $ 114,710 $ 126,712 Returns and allowances 310,852 332,455 Rebates 218,166 227,706 Chargebacks 18,426 33,092 Accrued interest 129,208 128,254 Accrued payroll and related benefits 79,942 115,224 Accrued royalties and other distribution partner payables 63,807 191,433 Acquisition-related contingent consideration—short-term 94,460 109,373 Other 203,765 189,835 Total $ 1,233,336 $ 1,454,084 |
Debt (Tables)
Debt (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Debt Disclosure [Abstract] | |
Schedule of long-term debt instruments | Any outstanding amounts borrowed pursuant to the 2017 Credit Facility will immediately mature if any of the following of our senior notes are not refinanced or repaid in full prior to the date that is 91 days prior to the stated maturity date thereof: Instrument Maturity Date 7.25% Senior Notes due 2022 January 15, 2022 5.75% Senior Notes due 2022 January 15, 2022 5.375% Senior Notes due 2023 January 15, 2023 6.00% Senior Notes due 2023 July 15, 2023 The following table presents the carrying amounts of the Company’s total indebtedness at June 30, 2017 and December 31, 2016 (in thousands): June 30, 2017 December 31, 2016 Effective Interest Rate Principal Amount Carrying Amount Effective Interest Rate Principal Amount Carrying Amount 7.25% Senior Notes due 2022 7.91 % $ 400,000 $ 390,044 7.91 % $ 400,000 $ 389,150 5.75% Senior Notes due 2022 6.04 % 700,000 692,085 6.04 % 700,000 691,339 5.375% Senior Notes due 2023 5.62 % 750,000 741,381 5.62 % 750,000 740,733 6.00% Senior Notes due 2023 6.28 % 1,635,000 1,611,838 6.28 % 1,635,000 1,610,280 5.875% Senior Secured Notes due 2024 6.14 % 300,000 295,251 — — — 6.00% Senior Notes due 2025 6.27 % 1,200,000 1,180,207 6.27 % 1,200,000 1,179,203 Term Loan A Facility Due 2019 — — — 2.95 % 941,875 932,824 Term Loan B Facility Due 2022 — — — 4.06 % 2,772,000 2,728,919 Term Loan B Facility Due 2024 5.46 % 3,415,000 3,374,578 — — — Other debt 1.50 % 55 55 1.50 % 55 55 Total long-term debt, net $ 8,400,055 $ 8,285,439 $ 8,398,930 $ 8,272,503 Less current portion, net 34,150 34,150 131,125 131,125 Total long-term debt, less current portion, net $ 8,365,905 $ 8,251,289 $ 8,267,805 $ 8,141,378 |
Outstanding principal balance of non-recourse notes percentage | On or after April 15, 2020, the Issuers may on any one or more occasions redeem all or a part of the 2024 Notes, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest and additional interest, if any, on the notes redeemed if such notes are redeemed during the twelve-month period beginning on April 15 of the years indicated below: Year Percentage 2020 102.938 % 2021 101.469 % 2022 and thereafter 100.000 % |
Schedule of maturities of long-term debt | The following table presents, subsequent to the closing of the April 2017 Refinancing, the maturities on our long-term debt for each of the five fiscal years subsequent to December 31, 2016 (in thousands): Maturities (1) 2017 (2) $ 44,700 2018 $ 34,150 2019 $ 34,150 2020 $ 34,150 2021 $ 34,150 __________ (1) Any outstanding amounts borrowed pursuant to the 2017 Credit Facility will immediately mature if certain of our senior notes (enumerated above under the heading “April 2017 Refinancing”) are not refinanced or repaid in full prior to the date that is 91 days prior to the respective stated maturity dates thereof. Accordingly, we may be required to repay or refinance senior notes with an aggregate principal amount of $1,100.0 million in 2021, despite such notes having stated maturities in 2022. The amounts in this maturities table do not reflect any such early payment; rather, they reflect stated maturity dates. (2) Includes payments related to: (i) our existing credit facilities prior to the April 2017 Refinancing and (ii) our 2017 Term Loan Facility thereafter. |
Commitments And Contingencies (
Commitments And Contingencies (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Changes in Qualified Settlement Funds accounts and product liability balance | The following table presents the changes in the QSFs and mesh liability accrual balance during the six months ended June 30, 2017 (in thousands): Qualified Settlement Funds Mesh Liability Accrual Balance as of January 1, 2017 $ 275,987 $ 963,117 Additional charges — 775,474 Cash contributions to Qualified Settlement Funds 522,770 — Cash distributions to settle disputes from Qualified Settlement Funds (440,190 ) (440,190 ) Cash distributions to settle disputes — (3,794 ) Other 510 — Balance as of June 30, 2017 $ 359,077 $ 1,294,607 |
Other Comprehensive Income (L33
Other Comprehensive Income (Loss) (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Equity [Abstract] | |
Schedule of tax effects allocated to each component of other comprehensive income | The following table presents the tax effects allocated to each component of Other comprehensive income (loss) for the three months ended June 30, 2017 and 2016 (in thousands): Three Months Ended June 30, 2017 2016 Before-Tax Amount Tax (Expense) Benefit Net-of-Tax Amount Before-Tax Amount Tax Benefit (Expense) Net-of-Tax Amount Net unrealized gain (loss) on securities: Unrealized gain (loss) arising during the period $ 771 $ (280 ) $ 491 $ (234 ) $ 87 $ (147 ) Less: reclassification adjustments for (gain) loss realized in net (loss) income — — — — — — Net unrealized gains (losses) $ 771 $ (280 ) $ 491 $ (234 ) $ 87 $ (147 ) Net unrealized gain (loss) on foreign currency: Foreign currency translation gain (loss) arising during the period 10,340 — 10,340 (7,866 ) (13,743 ) (21,609 ) Less: reclassification adjustments for (gain) loss realized in net (loss) income — — — — — — Foreign currency translation gain (loss) $ 10,340 $ — $ 10,340 $ (7,866 ) $ (13,743 ) $ (21,609 ) Other comprehensive income (loss) $ 11,111 $ (280 ) $ 10,831 $ (8,100 ) $ (13,656 ) $ (21,756 ) The following table presents the tax effects allocated to each component of Other comprehensive income for the six months ended June 30, 2017 and 2016 (in thousands): Six Months Ended June 30, 2017 2016 Before-Tax Amount Tax (Expense) Benefit Net-of-Tax Amount Before-Tax Amount Tax Benefit (Expense) Net-of-Tax Amount Net unrealized gain (loss) on securities: Unrealized gain (loss) arising during the period $ 227 $ (82 ) $ 145 $ (1,620 ) $ 613 $ (1,007 ) Less: reclassification adjustments for (gain) loss realized in net (loss) income — — — — — — Net unrealized gains (losses) $ 227 $ (82 ) $ 145 $ (1,620 ) $ 613 $ (1,007 ) Net unrealized gain (loss) on foreign currency: Foreign currency translation gain arising during the period 25,474 — 25,474 46,706 12,448 59,154 Less: reclassification adjustments for gain realized in net loss — — — — — — Foreign currency translation gain $ 25,474 $ — $ 25,474 $ 46,706 $ 12,448 $ 59,154 Other comprehensive income $ 25,701 $ (82 ) $ 25,619 $ 45,086 $ 13,061 $ 58,147 |
Schedule of accumulated other comprehensive income (loss) | The following is a summary of the accumulated balances related to each component of Other comprehensive income , net of taxes, at June 30, 2017 and December 31, 2016 (in thousands): June 30, 2017 December 31, 2016 Net unrealized gains $ 1,040 $ 895 Foreign currency translation loss (328,855 ) (354,329 ) Accumulated other comprehensive loss $ (327,815 ) $ (353,434 ) |
Shareholders' Equity (Tables)
Shareholders' Equity (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Equity [Abstract] | |
Schedule of changes in stockholders' equity | The following table displays a reconciliation of our beginning and ending balances in shareholders’ equity for the six months ended June 30, 2017 (in thousands): Total Shareholders’ Equity Shareholders’ equity at January 1, 2017, prior to the adoption of ASU 2016-16 $ 2,701,589 Effect of adopting ASU 2016-16 (1) (372,825 ) Shareholders' equity at January 1, 2017 $ 2,328,764 Net loss (1,570,346 ) Other comprehensive income 25,619 Compensation related to share-based awards 27,005 Tax withholding for restricted shares (1,839 ) Other (97 ) Shareholders’ equity at June 30, 2017 $ 809,106 __________ (1) Refer to Note 2. Recent Accounting Pronouncements for further description of ASU 2016-16. The following table displays a reconciliation of our beginning and ending balances in shareholders’ equity for the six months ended June 30, 2016 (in thousands): Attributable to: Endo International plc Noncontrolling interests Total Shareholders’ Equity Shareholders’ equity at January 1, 2016 $ 5,968,030 $ (54 ) $ 5,967,976 Net income 209,709 16 209,725 Other comprehensive income 58,109 38 58,147 Compensation related to share-based awards 29,585 — 29,585 Tax withholding for restricted shares (10,396 ) — (10,396 ) Exercise of options 1,952 — 1,952 Issuance of ordinary shares related to the employee stock purchase plan 2,729 — 2,729 Other 1,820 — 1,820 Shareholders’ equity at June 30, 2016 $ 6,261,538 $ — $ 6,261,538 |
Other (Income) Expense, Net (Ta
Other (Income) Expense, Net (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Component of Operating Income [Abstract] | |
Schedule of components of other income, net | The components of Other (income) expense, net for the three and six months ended June 30, 2017 and 2016 are as follows (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2017 2016 2017 2016 Foreign currency (gain) loss, net $ (3,870 ) $ 1,554 $ (6,854 ) $ 2,550 Equity (earnings) loss from investments accounted for under the equity method, net (1,090 ) 3,828 (88 ) 1,484 Other miscellaneous, net (1,749 ) (207 ) (1,804 ) (766 ) Other (income) expense, net $ (6,709 ) $ 5,175 $ (8,746 ) $ 3,268 |
Net (Loss) Income Per Share (Ta
Net (Loss) Income Per Share (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Earnings Per Share [Abstract] | |
Reconciliation of the numerator and denominator of basic and diluted net loss per share | The following is a reconciliation of the numerator and denominator of basic and diluted net (loss) income per share for the three and six months ended June 30, 2017 and 2016 (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2017 2016 2017 2016 Numerator: (Loss) income from continuing operations $ (696,020 ) $ 389,812 $ (861,443 ) $ 301,049 Less: Net income from continuing operations attributable to noncontrolling interests — 18 — 16 (Loss) income from continuing operations attributable to Endo International plc ordinary shareholders $ (696,020 ) $ 389,794 $ (861,443 ) $ 301,033 Loss from discontinued operations attributable to Endo International plc ordinary shareholders, net of tax (700,498 ) (46,216 ) (708,903 ) (91,324 ) Net (loss) income attributable to Endo International plc ordinary shareholders $ (1,396,518 ) $ 343,578 $ (1,570,346 ) $ 209,709 Denominator: For basic per share data—weighted average shares 223,158 222,667 223,086 222,485 Dilutive effect of ordinary share equivalents — 195 — 535 Dilutive effect of various convertible notes and warrants — 1 — 1 For diluted per share data—weighted average shares 223,158 222,863 223,086 223,021 |
Recent Accounting Pronounceme37
Recent Accounting Pronouncements (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2017 | Mar. 31, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | Jan. 01, 2017 | Dec. 31, 2016 | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||
Excess tax benefit | $ 400 | $ 4,800 | ||||
Net cash provided by operating activities | 340,986 | $ 558,611 | ||||
Decrease to financing activities | $ 99,583 | 301,601 | ||||
Accounting Standards Update 2016-09, Excess Tax Benefit Component | ||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||
Net cash provided by operating activities | $ 3,900 | |||||
Decrease to financing activities | $ 3,900 | |||||
Accounting Standards Update 2016-16 | New Accounting Pronouncement, Early Adoption, Effect | ||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||
Net long-term deferred tax asset | $ 479,700 | |||||
Accounting Standards Update 2016-16 | New Accounting Pronouncement, Early Adoption, Effect | Prepaid Expenses and Other Current Assets | ||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||
Current deferred charge | $ (24,100) | |||||
Accounting Standards Update 2016-16 | New Accounting Pronouncement, Early Adoption, Effect | Other Assets | ||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||
Non-current deferred charge | $ (348,800) |
Discontinued Operations and A38
Discontinued Operations and Assets and Liabilities Held For Sale (Operating Results of Discontinued Operations) (Details) - Discontinued Operations, Disposed of by Sale - AMS - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Revenue | $ 179 | $ 863 | $ 179 | $ 29,714 |
Litigation-related and other contingencies, net | 775,474 | 0 | 775,684 | 2,450 |
Asset impairment charges | 0 | 149 | 0 | 21,328 |
Loss from discontinued operations before income taxes | (791,588) | (22,492) | (804,485) | (91,324) |
Income tax benefit | (91,090) | 23,724 | (95,582) | 0 |
Discontinued operations, net of tax | $ (700,498) | $ (46,216) | $ (708,903) | $ (91,324) |
Discontinued Operations and A39
Discontinued Operations and Assets and Liabilities Held For Sale (American Medical Systems) (Narrative) (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Purchases of property, plant and equipment | $ 59,729,000 | $ 53,705,000 | ||
AMS | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Purchases of property, plant and equipment | 0 | |||
Discontinued Operations, Disposed of by Sale | AMS | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Discontinued operations gain (loss), net of tax | $ (700,498,000) | $ (46,216,000) | (708,903,000) | (91,324,000) |
Purchases of property, plant and equipment | 100,000 | |||
Depreciation and amortization expense | $ 0 | $ 0 | $ 0 | $ 0 |
Discontinued Operations and A40
Discontinued Operations and Assets and Liabilities Held For Sale (Astora Restructuring) (Narrative) (Details) - Astora Restructuring | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2017USD ($) | Jun. 30, 2016USD ($) | Mar. 31, 2016employee | Jun. 30, 2017USD ($) | Jun. 30, 2016USD ($) | |
Restructuring Cost and Reserve [Line Items] | |||||
Number of positions reduced | employee | 250 | ||||
Restructuring expenses | $ 0 | $ 5,951,000 | $ 0 | $ 66,624,000 | |
Expected restructuring costs remaining | $ 0 | $ 0 |
Discontinued Operations and A41
Discontinued Operations and Assets and Liabilities Held For Sale (Summary of Restructuring Expenses) (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Other wind down costs | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring expenses | $ 16,000,000 | $ 7,100,000 | $ 17,500,000 | $ 11,800,000 |
Astora Restructuring | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring expenses | $ 0 | 5,951,000 | $ 0 | 66,624,000 |
Astora Restructuring | Employee separation, retention and other benefit-related costs | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring expenses | 5,317,000 | 21,466,000 | ||
Astora Restructuring | Asset impairment charges | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring expenses | 149,000 | 21,328,000 | ||
Astora Restructuring | Contract termination-related items | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring expenses | (424,000) | 9,800,000 | ||
Astora Restructuring | Other wind down costs | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring expenses | $ 909,000 | $ 14,030,000 |
Discontinued Operations and A42
Discontinued Operations and Assets and Liabilities Held For Sale (Summary of Restructuring Activities) (Details) - Astora Restructuring $ in Thousands | 6 Months Ended |
Jun. 30, 2017USD ($) | |
Restructuring Reserve [Roll Forward] | |
Beginning liability balance | $ 5,516 |
Cash distributions | (4,127) |
Ending liability balance | 1,389 |
Employee Separation and Other Benefit-Related Costs | |
Restructuring Reserve [Roll Forward] | |
Beginning liability balance | 3,855 |
Cash distributions | (3,175) |
Ending liability balance | 680 |
Contract Termination Charges | |
Restructuring Reserve [Roll Forward] | |
Beginning liability balance | 1,661 |
Cash distributions | (952) |
Ending liability balance | $ 709 |
Discontinued Operations and A43
Discontinued Operations and Assets and Liabilities Held For Sale (Litha Assets Held for Sale and Related Liabilities) (Details) - USD ($) | Jul. 03, 2017 | Jun. 30, 2017 | Jun. 30, 2016 | Dec. 31, 2016 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Proceeds from sale of business, net | $ 18,531,000 | $ 6,631,000 | ||
Liabilities held for sale | 44,367,000 | $ 24,338,000 | ||
International Pharmaceuticals | Litha Healthcare Group Limited | Disposal Group, Held-for-sale, Not Discontinued Operations | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Current assets | 59,221,000 | 50,167,000 | ||
Property, plant and equipment | 3,617,000 | 3,527,000 | ||
Other intangibles, net | 21,893,000 | 29,950,000 | ||
Other assets | 14,877,000 | 11,343,000 | ||
Assets held for sale | 99,608,000 | 94,987,000 | ||
Current liabilities | 26,059,000 | 18,642,000 | ||
Other liabilities | 4,375,000 | 5,696,000 | ||
Liabilities held for sale | $ 30,434,000 | $ 24,338,000 | ||
International Pharmaceuticals | Litha Healthcare Group Limited | Disposal Group, Held-for-sale, Not Discontinued Operations | Subsequent Event | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Proceeds from sale of business, net | $ 97,000,000 | |||
Additional contingent consideration (up to) | $ 11,000,000 |
Discontinued Operations and A44
Discontinued Operations and Assets and Liabilities Held For Sale (Somar) (Details) - USD ($) $ in Thousands | Jun. 30, 2017 | Dec. 31, 2016 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Current assets | $ 166,190 | $ 116,985 |
Liabilities held for sale | 44,367 | $ 24,338 |
Somar | Disposal Group, Held-for-sale, Not Discontinued Operations | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Aggregate purchase price | 124,000 | |
Current assets | 63,780 | |
Property, plant and equipment | 2,347 | |
Other assets | 455 | |
Assets held for sale | 66,582 | |
Current liabilities | 13,933 | |
Liabilities held for sale | $ 13,933 |
Restructuring (Narrative) (Deta
Restructuring (Narrative) (Details) $ in Thousands | Jul. 21, 2017USD ($)open_position | Jul. 21, 2017USD ($)position | Jul. 21, 2017USD ($) | Jan. 26, 2017position | Oct. 31, 2016USD ($) | Jun. 30, 2017USD ($) | Mar. 31, 2017USD ($) | Dec. 31, 2016position | Jun. 30, 2016USD ($) | Jun. 30, 2017USD ($) | Jun. 30, 2016USD ($) |
Restructuring Cost and Reserve [Line Items] | |||||||||||
Impairment of intangible assets | $ 586,232 | ||||||||||
U.S. Generic Pharmaceuticals | |||||||||||
Restructuring Cost and Reserve [Line Items] | |||||||||||
Impairment of intangible assets | $ 268,200 | $ 72,700 | |||||||||
Excess Inventory Reserve Write-Offs | |||||||||||
Restructuring Cost and Reserve [Line Items] | |||||||||||
Restructuring expenses | 7,900 | ||||||||||
Other Restructuring Costs | |||||||||||
Restructuring Cost and Reserve [Line Items] | |||||||||||
Restructuring expenses | 16,000 | $ 7,100 | 17,500 | $ 11,800 | |||||||
2016 US Generic Pharmaceuticals Restructuring | |||||||||||
Restructuring Cost and Reserve [Line Items] | |||||||||||
Restructuring costs incurred | 18,900 | 1,100 | 146,200 | ||||||||
Restructuring expenses | 1,117 | ||||||||||
2016 US Generic Pharmaceuticals Restructuring | Asset Impairment Charges | |||||||||||
Restructuring Cost and Reserve [Line Items] | |||||||||||
Impairment of intangible assets | 100,300 | ||||||||||
2016 US Generic Pharmaceuticals Restructuring | Excess Inventory Reserve Write-Offs | |||||||||||
Restructuring Cost and Reserve [Line Items] | |||||||||||
Restructuring expenses | 6,400 | 33,300 | |||||||||
2016 US Generic Pharmaceuticals Restructuring | Employee Separation, Retention, and Other Benefit Related Costs | U.S. Generic Pharmaceuticals | |||||||||||
Restructuring Cost and Reserve [Line Items] | |||||||||||
Restructuring expenses | 6,400 | 6,400 | |||||||||
2016 US Generic Pharmaceuticals Restructuring | Accelerated Depreciation | U.S. Generic Pharmaceuticals | |||||||||||
Restructuring Cost and Reserve [Line Items] | |||||||||||
Restructuring expenses | 3,400 | 3,400 | |||||||||
2016 US Generic Pharmaceuticals Restructuring | Other Restructuring Costs | U.S. Generic Pharmaceuticals | |||||||||||
Restructuring Cost and Reserve [Line Items] | |||||||||||
Restructuring expenses | $ 2,700 | $ 2,700 | |||||||||
2016 US Generic Pharmaceuticals Restructuring | Charlotte, North Carolina Facility | |||||||||||
Restructuring Cost and Reserve [Line Items] | |||||||||||
Proceeds from sale of property | $ 14,000 | ||||||||||
2016 US Branded Pharmaceutical Restructuring | |||||||||||
Restructuring Cost and Reserve [Line Items] | |||||||||||
Number of positions reduced | position | 375 | ||||||||||
Expected restructuring costs remaining | 0 | 0 | |||||||||
January 2017 Restructuring | |||||||||||
Restructuring Cost and Reserve [Line Items] | |||||||||||
Restructuring expenses | 15,060 | ||||||||||
Expected number of positions to be eliminated | position | 90 | ||||||||||
Expected restructuring costs remaining | 0 | 0 | |||||||||
January 2017 Restructuring | Corporate unallocated costs | |||||||||||
Restructuring Cost and Reserve [Line Items] | |||||||||||
Restructuring expenses | 4,900 | ||||||||||
January 2017 Restructuring | U.S. Generic Pharmaceuticals | Operating Segments | |||||||||||
Restructuring Cost and Reserve [Line Items] | |||||||||||
Restructuring expenses | 3,300 | ||||||||||
January 2017 Restructuring | U.S. Branded Pharmaceuticals | Operating Segments | |||||||||||
Restructuring Cost and Reserve [Line Items] | |||||||||||
Restructuring expenses | 6,900 | ||||||||||
2017 US Generic Pharmaceuticals Restructuring | |||||||||||
Restructuring Cost and Reserve [Line Items] | |||||||||||
Restructuring expenses | 8,871 | ||||||||||
2017 US Generic Pharmaceuticals Restructuring | Subsequent Event | |||||||||||
Restructuring Cost and Reserve [Line Items] | |||||||||||
Expected number of positions to be eliminated | 35 | 875 | |||||||||
Expected restructuring costs | $ 325,000 | $ 325,000 | $ 325,000 | ||||||||
Estimated cash outlays | 60,000 | ||||||||||
2017 US Generic Pharmaceuticals Restructuring | U.S. Generic Pharmaceuticals | |||||||||||
Restructuring Cost and Reserve [Line Items] | |||||||||||
Restructuring expenses | 109,300 | 109,300 | |||||||||
2017 US Generic Pharmaceuticals Restructuring | Asset Impairment Charges | |||||||||||
Restructuring Cost and Reserve [Line Items] | |||||||||||
Restructuring expenses | 89,500 | 89,500 | |||||||||
2017 US Generic Pharmaceuticals Restructuring | Asset Impairment Charges | Subsequent Event | |||||||||||
Restructuring Cost and Reserve [Line Items] | |||||||||||
Expected restructuring costs | 90,000 | 90,000 | 90,000 | ||||||||
2017 US Generic Pharmaceuticals Restructuring | Excess Inventory Reserve Write-Offs | |||||||||||
Restructuring Cost and Reserve [Line Items] | |||||||||||
Restructuring expenses | 7,900 | 7,900 | |||||||||
2017 US Generic Pharmaceuticals Restructuring | Excess Inventory Reserve Write-Offs | Subsequent Event | |||||||||||
Restructuring Cost and Reserve [Line Items] | |||||||||||
Expected restructuring costs | 10,000 | 10,000 | 10,000 | ||||||||
2017 US Generic Pharmaceuticals Restructuring | Employee Separation, Retention, and Other Benefit Related Costs | Subsequent Event | |||||||||||
Restructuring Cost and Reserve [Line Items] | |||||||||||
Expected restructuring costs | 40,000 | 40,000 | 40,000 | ||||||||
2017 US Generic Pharmaceuticals Restructuring | Accelerated Depreciation | Subsequent Event | |||||||||||
Restructuring Cost and Reserve [Line Items] | |||||||||||
Expected restructuring costs | 165,000 | 165,000 | 165,000 | ||||||||
2017 US Generic Pharmaceuticals Restructuring | Other Restructuring Costs | |||||||||||
Restructuring Cost and Reserve [Line Items] | |||||||||||
Restructuring expenses | $ 11,900 | $ 11,900 | |||||||||
2017 US Generic Pharmaceuticals Restructuring | Other Restructuring Costs | Subsequent Event | |||||||||||
Restructuring Cost and Reserve [Line Items] | |||||||||||
Expected restructuring costs | $ 20,000 | $ 20,000 | $ 20,000 |
Restructuring (Changes to Restr
Restructuring (Changes to Restructuring Accrual) (Details) $ in Thousands | 6 Months Ended |
Jun. 30, 2017USD ($) | |
2016 US Generic Pharmaceuticals Restructuring | |
Restructuring Reserve [Roll Forward] | |
Beginning liability balance | $ 9,939 |
Expenses | 1,117 |
Cash distributions | (8,621) |
Ending liability balance | 2,435 |
2016 US Branded Pharmaceutical Restructuring | |
Restructuring Reserve [Roll Forward] | |
Beginning liability balance | 21,768 |
Cash distributions | (19,114) |
Ending liability balance | 2,654 |
2016 US Branded Pharmaceutical Restructuring | Employee Separation and Other Benefit-Related Costs | |
Restructuring Reserve [Roll Forward] | |
Beginning liability balance | 16,544 |
Cash distributions | (13,890) |
Ending liability balance | 2,654 |
2016 US Branded Pharmaceutical Restructuring | Contract Termination Charges | |
Restructuring Reserve [Roll Forward] | |
Beginning liability balance | 5,224 |
Cash distributions | (5,224) |
Ending liability balance | 0 |
January 2017 Restructuring | |
Restructuring Reserve [Roll Forward] | |
Beginning liability balance | 0 |
Expenses | 15,060 |
Cash distributions | (5,141) |
Ending liability balance | 9,919 |
2017 US Generic Pharmaceuticals Restructuring | |
Restructuring Reserve [Roll Forward] | |
Beginning liability balance | 0 |
Expenses | 8,871 |
Cash distributions | 0 |
Ending liability balance | $ 8,871 |
Segment Results (Schedule Of Re
Segment Results (Schedule Of Reportable Segments Information) (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017USD ($) | Jun. 30, 2016USD ($) | Jun. 30, 2017USD ($)segment | Jun. 30, 2016USD ($) | |
Segment Reporting [Abstract] | ||||
Number of reportable segments | segment | 3 | |||
Segment Reporting Information [Line Items] | ||||
Total net revenues to external customers | $ 875,731 | $ 920,887 | $ 1,913,331 | $ 1,884,426 |
Total segment adjusted income from continuing operations before income tax | 396,273 | 358,003 | 882,246 | 760,306 |
U.S. Generic Pharmaceuticals | ||||
Segment Reporting Information [Line Items] | ||||
Total net revenues to external customers | 563,312 | 565,358 | 1,285,295 | 1,148,748 |
Total segment adjusted income from continuing operations before income tax | 253,866 | 214,968 | 595,465 | 426,736 |
U.S. Branded Pharmaceuticals | ||||
Segment Reporting Information [Line Items] | ||||
Total net revenues to external customers | 245,188 | 288,342 | 495,347 | 597,155 |
Total segment adjusted income from continuing operations before income tax | 127,595 | 122,420 | 257,087 | 291,201 |
International Pharmaceuticals | ||||
Segment Reporting Information [Line Items] | ||||
Total net revenues to external customers | 67,231 | 67,187 | 132,689 | 138,523 |
Total segment adjusted income from continuing operations before income tax | $ 14,812 | $ 20,615 | $ 29,694 | $ 42,369 |
Segment Results (Schedule Of 48
Segment Results (Schedule Of Reconciliations Of Consolidated Adjusted Income (Loss) Before Income Tax) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Segment Reporting Information [Line Items] | ||||
Total consolidated loss from continuing operations before income tax | $ (753,500) | $ (165,465) | $ (930,851) | $ (372,943) |
Interest expense, net | 121,747 | 111,919 | 233,746 | 228,712 |
Amortization of intangible assets | 191,000 | 212,800 | 454,077 | 424,500 |
Asset impairment charges | 725,044 | 39,951 | 929,006 | 169,576 |
Acquisition-related and integration items | 4,190 | 48,171 | 15,070 | 60,725 |
Loss on extinguishment of debt | 51,734 | 0 | 51,734 | 0 |
Severance costs | 700 | 8,400 | 21,500 | 15,200 |
Transaction costs | 2,200 | 24,300 | 6,900 | 47,500 |
Change in fair value of contingent consideration | 2,000 | 23,900 | 8,134 | 13,204 |
Inventory Write-Offs | ||||
Segment Reporting Information [Line Items] | ||||
Restructuring expenses | 7,900 | |||
Other Restructuring Costs | ||||
Segment Reporting Information [Line Items] | ||||
Restructuring expenses | 16,000 | 7,100 | 17,500 | 11,800 |
Segment Reconciling Items | ||||
Segment Reporting Information [Line Items] | ||||
Corporate unallocated costs | 34,152 | 49,818 | 81,620 | 86,098 |
Amortization of intangible assets | 190,943 | 212,844 | 454,077 | 424,513 |
Inventory step-up and certain manufacturing costs that will be eliminated pursuant to integration plans | 100 | 29,103 | 215 | 97,579 |
Upfront and milestone payments to partners | 3,082 | 2,688 | 6,177 | 4,105 |
Separation benefits and other cost reduction initiatives | 24,614 | 22,174 | 47,284 | 60,630 |
Impact of VOLTAREN® Gel generic competition | 0 | 0 | 0 | (7,750) |
Certain litigation-related and other contingencies, net | (2,600) | 5,259 | (1,664) | 10,459 |
Asset impairment charges | 725,044 | 39,951 | 929,006 | 169,576 |
Acquisition-related and integration items | 4,190 | 48,171 | 15,070 | 60,725 |
Loss on extinguishment of debt | 51,734 | 0 | 51,734 | 0 |
Foreign currency impact related to the remeasurement of intercompany debt instruments | (3,233) | 417 | (5,927) | 1,672 |
Other, net | 0 | 1,124 | 1,759 | (3,070) |
Operating Segments | ||||
Segment Reporting Information [Line Items] | ||||
Total consolidated loss from continuing operations before income tax | $ 396,273 | 358,003 | 882,246 | 760,306 |
2016 US Generic Pharmaceuticals Restructuring | ||||
Segment Reporting Information [Line Items] | ||||
Restructuring expenses | $ 1,117 | |||
2016 US Generic Pharmaceuticals Restructuring | Inventory Write-Offs | ||||
Segment Reporting Information [Line Items] | ||||
Restructuring expenses | $ 6,400 | $ 33,300 |
Fair Value Measurements (Financ
Fair Value Measurements (Financial Assets And Liabilities Measured At Fair Value On Recurring Basis) (Details) - USD ($) $ in Thousands | Jun. 30, 2017 | Dec. 31, 2016 |
Assets: | ||
Fair value of financial assets measured on recurring basis | $ 199,382 | $ 128,477 |
Liabilities: | ||
Fair value of financial liabilities measured on recurring basis | 210,460 | 262,113 |
Acquisition-related contingent consideration—short-term | ||
Liabilities: | ||
Fair value of financial liabilities measured on recurring basis | 94,460 | 109,373 |
Acquisition-related contingent consideration—long-term | ||
Liabilities: | ||
Fair value of financial liabilities measured on recurring basis | 116,000 | 152,740 |
Money market funds | ||
Assets: | ||
Fair value of financial assets measured on recurring basis | 96,888 | 26,210 |
Time deposits | ||
Assets: | ||
Fair value of financial assets measured on recurring basis | 100,000 | 100,000 |
Equity securities | ||
Assets: | ||
Fair value of financial assets measured on recurring basis | 2,494 | 2,267 |
Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Assets: | ||
Fair value of financial assets measured on recurring basis | 99,382 | 28,477 |
Liabilities: | ||
Fair value of financial liabilities measured on recurring basis | 0 | 0 |
Quoted Prices in Active Markets for Identical Assets (Level 1) | Acquisition-related contingent consideration—short-term | ||
Liabilities: | ||
Fair value of financial liabilities measured on recurring basis | 0 | 0 |
Quoted Prices in Active Markets for Identical Assets (Level 1) | Acquisition-related contingent consideration—long-term | ||
Liabilities: | ||
Fair value of financial liabilities measured on recurring basis | 0 | 0 |
Quoted Prices in Active Markets for Identical Assets (Level 1) | Money market funds | ||
Assets: | ||
Fair value of financial assets measured on recurring basis | 96,888 | 26,210 |
Quoted Prices in Active Markets for Identical Assets (Level 1) | Time deposits | ||
Assets: | ||
Fair value of financial assets measured on recurring basis | 0 | 0 |
Quoted Prices in Active Markets for Identical Assets (Level 1) | Equity securities | ||
Assets: | ||
Fair value of financial assets measured on recurring basis | 2,494 | 2,267 |
Significant Other Observable Inputs (Level 2) | ||
Assets: | ||
Fair value of financial assets measured on recurring basis | 100,000 | 100,000 |
Liabilities: | ||
Fair value of financial liabilities measured on recurring basis | 0 | 0 |
Significant Other Observable Inputs (Level 2) | Acquisition-related contingent consideration—short-term | ||
Liabilities: | ||
Fair value of financial liabilities measured on recurring basis | 0 | 0 |
Significant Other Observable Inputs (Level 2) | Acquisition-related contingent consideration—long-term | ||
Liabilities: | ||
Fair value of financial liabilities measured on recurring basis | 0 | 0 |
Significant Other Observable Inputs (Level 2) | Money market funds | ||
Assets: | ||
Fair value of financial assets measured on recurring basis | 0 | 0 |
Significant Other Observable Inputs (Level 2) | Time deposits | ||
Assets: | ||
Fair value of financial assets measured on recurring basis | 100,000 | 100,000 |
Significant Other Observable Inputs (Level 2) | Equity securities | ||
Assets: | ||
Fair value of financial assets measured on recurring basis | 0 | 0 |
Significant Unobservable Inputs (Level 3) | ||
Assets: | ||
Fair value of financial assets measured on recurring basis | 0 | 0 |
Liabilities: | ||
Fair value of financial liabilities measured on recurring basis | 210,460 | 262,113 |
Significant Unobservable Inputs (Level 3) | Acquisition-related contingent consideration—short-term | ||
Liabilities: | ||
Fair value of financial liabilities measured on recurring basis | 94,460 | 109,373 |
Significant Unobservable Inputs (Level 3) | Acquisition-related contingent consideration—long-term | ||
Liabilities: | ||
Fair value of financial liabilities measured on recurring basis | 116,000 | 152,740 |
Significant Unobservable Inputs (Level 3) | Money market funds | ||
Assets: | ||
Fair value of financial assets measured on recurring basis | 0 | 0 |
Significant Unobservable Inputs (Level 3) | Time deposits | ||
Assets: | ||
Fair value of financial assets measured on recurring basis | 0 | 0 |
Significant Unobservable Inputs (Level 3) | Equity securities | ||
Assets: | ||
Fair value of financial assets measured on recurring basis | $ 0 | $ 0 |
Fair Value Measurements (Narrat
Fair Value Measurements (Narrative) (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2017 | Dec. 31, 2016 | |
Minimum | ||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Discount rate range (percent) | 3.00% | |
Maximum | ||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Discount rate range (percent) | 22.00% | |
Restricted cash and cash equivalents | ||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Available-for-sale securities, amortized cost | $ 21,888 | $ 26,210 |
Fair Value Measurements (Fina51
Fair Value Measurements (Financial Liabilities Measured At Fair Value On Recurring Basis Using Significant Unobservable Inputs) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Acquisition-related contingent consideration | ||||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||||
Beginning of period | $ 234,391 | $ 124,511 | $ 262,113 | $ 143,502 |
Amounts settled | (26,219) | (12,646) | (60,310) | (22,120) |
Changes in fair value recorded in earnings | 1,950 | 23,892 | 8,134 | 13,204 |
Effect of currency translation | 338 | 39 | 523 | 1,210 |
Fair Value Adjustments and Accretion | 8,134 | |||
Payments and Other | (59,787) | |||
End of period | 210,460 | $ 135,796 | 210,460 | $ 135,796 |
Acquisition-related contingent consideration | Auxilium acquisition | ||||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||||
Beginning of period | 21,097 | |||
Fair Value Adjustments and Accretion | (1,720) | |||
Payments and Other | (4,219) | |||
End of period | 15,158 | 15,158 | ||
Acquisition-related contingent consideration | Lehigh Valley Technologies, Inc. acquisitions | ||||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||||
Beginning of period | 96,000 | |||
Fair Value Adjustments and Accretion | 16,755 | |||
Payments and Other | (36,754) | |||
End of period | 76,001 | 76,001 | ||
Acquisition-related contingent consideration | VOLTAREN® Gel acquisition | ||||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||||
Beginning of period | 118,395 | |||
Fair Value Adjustments and Accretion | 4,384 | |||
Payments and Other | (17,909) | |||
End of period | 104,870 | 104,870 | ||
Acquisition-related contingent consideration | Other | ||||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||||
Beginning of period | 26,621 | |||
Fair Value Adjustments and Accretion | (11,285) | |||
Payments and Other | (905) | |||
End of period | $ 14,431 | 14,431 | ||
Acquisition-related contingent consideration and other measurement period adjustments | ||||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||||
Acquisitions | 0 | |||
Acquisition-related contingent consideration and other measurement period adjustments | Auxilium acquisition | ||||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||||
Acquisitions | 0 | |||
Acquisition-related contingent consideration and other measurement period adjustments | Lehigh Valley Technologies, Inc. acquisitions | ||||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||||
Acquisitions | 0 | |||
Acquisition-related contingent consideration and other measurement period adjustments | VOLTAREN® Gel acquisition | ||||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||||
Acquisitions | 0 | |||
Acquisition-related contingent consideration and other measurement period adjustments | Other | ||||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||||
Acquisitions | $ 0 |
Fair Value Measurements (Summar
Fair Value Measurements (Summary Of Available-For-Sale Securities) (Details) - USD ($) $ in Thousands | Jun. 30, 2017 | Dec. 31, 2016 |
Total included in cash and cash equivalents | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | $ 75,000 | $ 0 |
Gross Unrealized Gains | 0 | 0 |
Gross Unrealized (Losses) | 0 | 0 |
Fair Value | 75,000 | 0 |
Total included in restricted cash and cash equivalents | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 21,888 | 26,210 |
Gross Unrealized Gains | 0 | 0 |
Gross Unrealized (Losses) | 0 | 0 |
Fair Value | 21,888 | 26,210 |
Long-term available-for-sale securities | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 1,766 | 1,766 |
Gross Unrealized Gains | 728 | 501 |
Gross Unrealized (Losses) | 0 | 0 |
Fair Value | 2,494 | 2,267 |
Money market funds | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 96,888 | 26,210 |
Gross Unrealized Gains | 0 | 0 |
Gross Unrealized (Losses) | 0 | 0 |
Fair Value | 96,888 | 26,210 |
Equity securities | Long-term available-for-sale securities | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 1,766 | 1,766 |
Gross Unrealized Gains | 728 | 501 |
Gross Unrealized (Losses) | 0 | 0 |
Fair Value | $ 2,494 | $ 2,267 |
Fair Value Measurements (Schedu
Fair Value Measurements (Schedule of Financial Assets Measured At Fair Value On A Nonrecurring Basis) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2017 | Mar. 31, 2017 | Jun. 30, 2016 | Mar. 31, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Assets: | ||||||
Total Expense for the Six Months Ended June 30, 2017 | $ (725,044) | $ (39,951) | $ (929,006) | $ (169,576) | ||
Disposal Group, Held-for-sale, Not Discontinued Operations | Somar | ||||||
Assets: | ||||||
Total Expense for the Six Months Ended June 30, 2017 | (9,900) | |||||
U.S. Branded Pharmaceuticals | ||||||
Assets: | ||||||
Total Expense for the Six Months Ended June 30, 2017 | (20,600) | |||||
U.S. Generic Pharmaceuticals | ||||||
Assets: | ||||||
Total Expense for the Six Months Ended June 30, 2017 | $ (40,000) | $ (29,300) | ||||
U.S. Generic Pharmaceuticals | 2017 US Generic Pharmaceuticals Restructuring | ||||||
Assets: | ||||||
Total Expense for the Six Months Ended June 30, 2017 | (57,500) | |||||
International Pharmaceuticals | ||||||
Assets: | ||||||
Total Expense for the Six Months Ended June 30, 2017 | $ (82,600) | |||||
Certain property, plant and equipment | 2017 US Generic Pharmaceuticals Restructuring | ||||||
Assets: | ||||||
Total Expense for the Six Months Ended June 30, 2017 | (32,000) | |||||
Fair value, measurements, nonrecurring | ||||||
Assets: | ||||||
Total Expense for the Six Months Ended June 30, 2017 | (929,006) | |||||
Fair value, measurements, nonrecurring | Intangible assets | U.S. Branded Pharmaceuticals | ||||||
Assets: | ||||||
Total Expense for the Six Months Ended June 30, 2017 | (52,096) | |||||
Fair value, measurements, nonrecurring | Intangible assets | U.S. Generic Pharmaceuticals | ||||||
Assets: | ||||||
Total Expense for the Six Months Ended June 30, 2017 | (398,423) | |||||
Fair value, measurements, nonrecurring | Intangible assets | International Pharmaceuticals | ||||||
Assets: | ||||||
Total Expense for the Six Months Ended June 30, 2017 | (145,359) | |||||
Fair value, measurements, nonrecurring | Goodwill | U.S. Branded Pharmaceuticals | ||||||
Assets: | ||||||
Total Expense for the Six Months Ended June 30, 2017 | (180,430) | |||||
Fair value, measurements, nonrecurring | Goodwill | Paladin Canada reporting unit | ||||||
Assets: | ||||||
Total Expense for the Six Months Ended June 30, 2017 | (82,602) | |||||
Fair value, measurements, nonrecurring | Goodwill | Somar reporting unit | ||||||
Assets: | ||||||
Total Expense for the Six Months Ended June 30, 2017 | (25,712) | |||||
Fair value, measurements, nonrecurring | Certain property, plant and equipment | ||||||
Assets: | ||||||
Total Expense for the Six Months Ended June 30, 2017 | (44,384) | |||||
Quoted Prices in Active Markets for Identical Assets (Level 1) | Fair value, measurements, nonrecurring | ||||||
Assets: | ||||||
Certain property, plant and equipment | 0 | 0 | ||||
Total | 0 | 0 | ||||
Quoted Prices in Active Markets for Identical Assets (Level 1) | Fair value, measurements, nonrecurring | U.S. Branded Pharmaceuticals | ||||||
Assets: | ||||||
Certain segment intangible assets | 0 | 0 | ||||
Goodwill | 0 | 0 | ||||
Quoted Prices in Active Markets for Identical Assets (Level 1) | Fair value, measurements, nonrecurring | U.S. Generic Pharmaceuticals | ||||||
Assets: | ||||||
Certain segment intangible assets | 0 | 0 | ||||
Quoted Prices in Active Markets for Identical Assets (Level 1) | Fair value, measurements, nonrecurring | International Pharmaceuticals | ||||||
Assets: | ||||||
Certain segment intangible assets | 0 | 0 | ||||
Quoted Prices in Active Markets for Identical Assets (Level 1) | Fair value, measurements, nonrecurring | Paladin Canada reporting unit | ||||||
Assets: | ||||||
Goodwill | 0 | 0 | ||||
Quoted Prices in Active Markets for Identical Assets (Level 1) | Fair value, measurements, nonrecurring | Somar reporting unit | ||||||
Assets: | ||||||
Goodwill | 0 | 0 | ||||
Significant Other Observable Inputs (Level 2) | Fair value, measurements, nonrecurring | ||||||
Assets: | ||||||
Certain property, plant and equipment | 0 | 0 | ||||
Total | 0 | 0 | ||||
Significant Other Observable Inputs (Level 2) | Fair value, measurements, nonrecurring | U.S. Branded Pharmaceuticals | ||||||
Assets: | ||||||
Certain segment intangible assets | 0 | 0 | ||||
Goodwill | 0 | 0 | ||||
Significant Other Observable Inputs (Level 2) | Fair value, measurements, nonrecurring | U.S. Generic Pharmaceuticals | ||||||
Assets: | ||||||
Certain segment intangible assets | 0 | 0 | ||||
Significant Other Observable Inputs (Level 2) | Fair value, measurements, nonrecurring | International Pharmaceuticals | ||||||
Assets: | ||||||
Certain segment intangible assets | 0 | 0 | ||||
Significant Other Observable Inputs (Level 2) | Fair value, measurements, nonrecurring | Paladin Canada reporting unit | ||||||
Assets: | ||||||
Goodwill | 0 | 0 | ||||
Significant Other Observable Inputs (Level 2) | Fair value, measurements, nonrecurring | Somar reporting unit | ||||||
Assets: | ||||||
Goodwill | 0 | 0 | ||||
Significant Unobservable Inputs (Level 3) | Fair value, measurements, nonrecurring | ||||||
Assets: | ||||||
Certain property, plant and equipment | 0 | 0 | ||||
Total | 1,363,126 | 1,363,126 | ||||
Significant Unobservable Inputs (Level 3) | Fair value, measurements, nonrecurring | U.S. Branded Pharmaceuticals | ||||||
Assets: | ||||||
Certain segment intangible assets | 17,781 | 17,781 | ||||
Goodwill | 828,818 | 828,818 | ||||
Significant Unobservable Inputs (Level 3) | Fair value, measurements, nonrecurring | U.S. Generic Pharmaceuticals | ||||||
Assets: | ||||||
Certain segment intangible assets | 409,874 | 409,874 | ||||
Significant Unobservable Inputs (Level 3) | Fair value, measurements, nonrecurring | International Pharmaceuticals | ||||||
Assets: | ||||||
Certain segment intangible assets | 21,772 | 21,772 | ||||
Significant Unobservable Inputs (Level 3) | Fair value, measurements, nonrecurring | Paladin Canada reporting unit | ||||||
Assets: | ||||||
Goodwill | 84,881 | 84,881 | ||||
Significant Unobservable Inputs (Level 3) | Fair value, measurements, nonrecurring | Somar reporting unit | ||||||
Assets: | ||||||
Goodwill | $ 0 | $ 0 |
Inventories (Details)
Inventories (Details) - USD ($) $ in Thousands | Jun. 30, 2017 | Dec. 31, 2016 |
Inventory Disclosure [Abstract] | ||
Raw materials | $ 138,686 | $ 175,240 |
Work-in-process | 96,618 | 100,494 |
Finished goods | 254,448 | 279,937 |
Total | 489,752 | 555,671 |
Long-term inventory | 27,200 | 22,900 |
Inventories not yet available for sale | $ 5,300 | $ 16,800 |
Goodwill And Other Intangible55
Goodwill And Other Intangibles (Schedule Of Changes In The Carrying Amount Of Goodwill) (Details) - USD ($) | 3 Months Ended | 6 Months Ended |
Jun. 30, 2017 | Jun. 30, 2017 | |
Goodwill [Roll Forward] | ||
Goodwill, beginning balance | $ 4,729,395,000 | |
Effect of currency translation on gross balance | 26,646,000 | |
Effect of currency translation on accumulated impairment | (19,983,000) | |
Goodwill impairment charges | (288,744,000) | |
Goodwill, ending balance | $ 4,447,314,000 | 4,447,314,000 |
U.S. Generic Pharmaceuticals | ||
Goodwill [Roll Forward] | ||
Goodwill, beginning balance | 3,531,301,000 | |
Effect of currency translation on gross balance | 0 | |
Effect of currency translation on accumulated impairment | 0 | |
Goodwill impairment charges | 0 | 0 |
Goodwill, ending balance | 3,531,301,000 | 3,531,301,000 |
U.S. Branded Pharmaceuticals | ||
Goodwill [Roll Forward] | ||
Goodwill, beginning balance | 1,009,248,000 | |
Effect of currency translation on gross balance | 0 | |
Effect of currency translation on accumulated impairment | 0 | |
Goodwill impairment charges | (180,430,000) | |
Goodwill, ending balance | 828,818,000 | 828,818,000 |
International Pharmaceuticals | ||
Goodwill [Roll Forward] | ||
Goodwill, beginning balance | 188,846,000 | |
Effect of currency translation on gross balance | 26,646,000 | |
Effect of currency translation on accumulated impairment | (19,983,000) | |
Goodwill impairment charges | (108,314,000) | |
Goodwill, ending balance | $ 87,195,000 | $ 87,195,000 |
Goodwill And Other Intangible56
Goodwill And Other Intangibles (Accumulated Impairment) (Details) - USD ($) $ in Thousands | Jun. 30, 2017 | Dec. 31, 2016 |
Goodwill [Line Items] | ||
Accumulated impairment losses | $ 3,734,936 | $ 3,426,209 |
U.S. Generic Pharmaceuticals | ||
Goodwill [Line Items] | ||
Accumulated impairment losses | 2,342,549 | 2,342,549 |
U.S. Branded Pharmaceuticals | ||
Goodwill [Line Items] | ||
Accumulated impairment losses | 855,810 | 675,380 |
International Pharmaceuticals | ||
Goodwill [Line Items] | ||
Accumulated impairment losses | $ 536,577 | $ 408,280 |
Goodwill And Other Intangible57
Goodwill And Other Intangibles (Schedule Of Other Intangible Assets) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | Dec. 31, 2016 | |
Indefinite-lived intangibles: | |||||
Beginning Balance | $ 1,123,581 | ||||
Acquisitions | 0 | ||||
Impairments | (167,889) | ||||
Other | (177,200) | ||||
Effect of Currency Translation | 209 | ||||
Ending Balance | $ 778,701 | 778,701 | |||
Finite-lived intangibles: | |||||
Beginning Balance | 6,696,069 | ||||
Acquisitions | 0 | ||||
Impairments | (418,343) | ||||
Other | 143,896 | ||||
Effect of Currency Translation | 24,751 | ||||
Ending Balance | 6,446,373 | 6,446,373 | |||
Total other intangibles | |||||
Beginning balance | 7,819,650 | ||||
Acquisitions | 0 | ||||
Impairments | (586,232) | ||||
Other | (33,304) | ||||
Effect of Currency Translation | 24,960 | ||||
Ending balance | 7,225,074 | 7,225,074 | |||
Accumulated amortization: | |||||
Beginning Balance | (1,960,353) | ||||
Amortization | (191,000) | $ (212,800) | (454,077) | $ (424,500) | |
Impairments | 0 | ||||
Other (2) | 33,304 | ||||
Effect of Currency Translation | (7,861) | ||||
Ending Balance | (2,388,987) | (2,388,987) | |||
Net other intangibles | 4,836,087 | 4,836,087 | $ 5,859,297 | ||
Litha Healthcare Group Limited | |||||
Total other intangibles | |||||
Impairments | (9,600) | ||||
Effect of Currency Translation | $ 1,600 | ||||
Weighted Average | |||||
Accumulated amortization: | |||||
Intangible life (years) | 11 years | ||||
Licenses | |||||
Finite-lived intangibles: | |||||
Beginning Balance | $ 465,720 | ||||
Acquisitions | 0 | ||||
Impairments | (8,179) | ||||
Other | 0 | ||||
Effect of Currency Translation | 0 | ||||
Ending Balance | 457,541 | 457,541 | |||
Accumulated amortization: | |||||
Beginning Balance | (341,600) | ||||
Amortization | (14,586) | ||||
Impairments | 0 | ||||
Other (2) | 0 | ||||
Effect of Currency Translation | 0 | ||||
Ending Balance | (356,186) | $ (356,186) | |||
Licenses | Weighted Average | |||||
Accumulated amortization: | |||||
Intangible life (years) | 12 years | ||||
Tradenames | |||||
Finite-lived intangibles: | |||||
Beginning Balance | $ 7,345 | ||||
Acquisitions | 0 | ||||
Impairments | (808) | ||||
Other | (262) | ||||
Effect of Currency Translation | 134 | ||||
Ending Balance | 6,409 | 6,409 | |||
Accumulated amortization: | |||||
Beginning Balance | (6,599) | ||||
Amortization | (42) | ||||
Impairments | 0 | ||||
Other (2) | 262 | ||||
Effect of Currency Translation | (30) | ||||
Ending Balance | (6,409) | $ (6,409) | |||
Tradenames | Weighted Average | |||||
Accumulated amortization: | |||||
Intangible life (years) | 12 years | ||||
Developed technology | |||||
Finite-lived intangibles: | |||||
Beginning Balance | $ 6,223,004 | ||||
Acquisitions | 0 | ||||
Impairments | (409,356) | ||||
Other | 144,158 | ||||
Effect of Currency Translation | 24,617 | ||||
Ending Balance | 5,982,423 | 5,982,423 | |||
Accumulated amortization: | |||||
Beginning Balance | (1,612,154) | ||||
Amortization | (439,449) | ||||
Impairments | 0 | ||||
Other (2) | 33,042 | ||||
Effect of Currency Translation | (7,831) | ||||
Ending Balance | (2,026,392) | $ (2,026,392) | |||
Developed technology | Weighted Average | |||||
Accumulated amortization: | |||||
Intangible life (years) | 11 years | ||||
In-process research and development | |||||
Indefinite-lived intangibles: | |||||
Beginning Balance | $ 1,123,581 | ||||
Acquisitions | 0 | ||||
Impairments | (167,889) | ||||
Other | (177,200) | ||||
Effect of Currency Translation | 209 | ||||
Ending Balance | $ 778,701 | $ 778,701 |
Goodwill And Other Intangible58
Goodwill And Other Intangibles (Schedule Of Changes In Gross Carrying Amount Of Other Intangible Assets) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |
Jun. 30, 2017 | Mar. 31, 2017 | Jun. 30, 2017 | |
Finite-lived intangibles: | |||
Beginning balance | $ 7,819,650 | $ 7,819,650 | |
Impairment of intangible assets | (586,232) | ||
Ending balance | $ 7,225,074 | 7,225,074 | |
U.S. Generic Pharmaceuticals | |||
Finite-lived intangibles: | |||
Impairment of intangible assets | (268,200) | (72,700) | |
Other Intangible Assets | |||
Finite-lived intangibles: | |||
Beginning balance | $ 7,819,650 | 7,819,650 | |
Transfer of intangible assets to Assets held for sale (NOTE 3) | (33,304) | ||
Effect of currency translation | 24,960 | ||
Ending balance | $ 7,225,074 | 7,225,074 | |
Other Intangible Assets | U.S. Branded Pharmaceuticals | |||
Finite-lived intangibles: | |||
Impairment of intangible assets | 52,096 | ||
Other Intangible Assets | U.S. Generic Pharmaceuticals | |||
Finite-lived intangibles: | |||
Impairment of intangible assets | (398,423) | ||
Other Intangible Assets | International Pharmaceuticals | |||
Finite-lived intangibles: | |||
Impairment of intangible assets | $ (135,713) |
Goodwill And Other Intangible59
Goodwill And Other Intangibles (Narrative) (Details) - USD ($) | 3 Months Ended | 6 Months Ended | |||||
Jun. 30, 2017 | Mar. 31, 2017 | Jun. 30, 2016 | Mar. 31, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | Dec. 31, 2016 | |
Goodwill [Line Items] | |||||||
Amortization of intangible assets | $ 191,000,000 | $ 212,800,000 | $ 454,077,000 | $ 424,500,000 | |||
Impairment of intangible assets | 586,232,000 | ||||||
Asset impairment charges | 725,044,000 | 39,951,000 | 929,006,000 | 169,576,000 | |||
Goodwill impairment charges | 288,744,000 | ||||||
Goodwill | 4,447,314,000 | 4,447,314,000 | $ 4,729,395,000 | ||||
Somar | Disposal Group, Held-for-sale, Not Discontinued Operations | |||||||
Goodwill [Line Items] | |||||||
Impairment of intangible assets | 89,500,000 | ||||||
Asset impairment charges | 9,900,000 | ||||||
Goodwill impairment charges | 25,700,000 | ||||||
2016 US Generic Pharmaceuticals Restructuring | Asset Impairment Charges | |||||||
Goodwill [Line Items] | |||||||
Impairment of intangible assets | $ 100,300,000 | ||||||
U.S. Generic Pharmaceuticals | |||||||
Goodwill [Line Items] | |||||||
Impairment of intangible assets | 268,200,000 | $ 72,700,000 | |||||
Asset impairment charges | $ 40,000,000 | $ 29,300,000 | |||||
Goodwill impairment charges | $ 0 | 0 | |||||
Discount rate applied to estimated cash flows | 9.00% | ||||||
Goodwill | $ 3,531,301,000 | 3,531,301,000 | 3,531,301,000 | ||||
U.S. Generic Pharmaceuticals | 2017 US Generic Pharmaceuticals Restructuring | |||||||
Goodwill [Line Items] | |||||||
Asset impairment charges | 57,500,000 | ||||||
U.S. Generic Pharmaceuticals | 2016 US Generic Pharmaceuticals Restructuring | Asset Impairment Charges | |||||||
Goodwill [Line Items] | |||||||
Asset impairment charges | $ 100,300,000 | ||||||
U.S. Branded Pharmaceuticals | |||||||
Goodwill [Line Items] | |||||||
Asset impairment charges | $ 20,600,000 | ||||||
Goodwill impairment charges | 180,430,000 | ||||||
Discount rate applied to estimated cash flows | 9.50% | ||||||
Goodwill | $ 828,818,000 | 828,818,000 | 1,009,248,000 | ||||
U.S. Branded Pharmaceuticals | Accounting Standards Update, 2017-04 | |||||||
Goodwill [Line Items] | |||||||
Asset impairment charges | 180,400,000 | ||||||
U.S. Branded Pharmaceuticals | Opana | |||||||
Goodwill [Line Items] | |||||||
Asset impairment charges | 31,500,000 | ||||||
International Pharmaceuticals | |||||||
Goodwill [Line Items] | |||||||
Asset impairment charges | 82,600,000 | ||||||
Goodwill impairment charges | 108,314,000 | ||||||
Goodwill | 87,195,000 | $ 87,195,000 | $ 188,846,000 | ||||
International Pharmaceuticals | Serelaxin In-Process Research and Development Intangible Assets | |||||||
Goodwill [Line Items] | |||||||
Asset impairment charges | $ 45,500,000 | ||||||
Paladin Labs Inc. | |||||||
Goodwill [Line Items] | |||||||
Discount rate applied to estimated cash flows | 10.00% | ||||||
Goodwill | $ 87,000,000 | $ 87,000,000 |
Goodwill And Other Intangible60
Goodwill And Other Intangibles (Schedule Of Estimated Amortization Of Intangibles) (Details) $ in Thousands | Dec. 31, 2016USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
2,017 | $ 764,409 |
2,018 | 544,485 |
2,019 | 473,230 |
2,020 | 442,265 |
2,021 | $ 427,558 |
Accounts Payable And Accrued 61
Accounts Payable And Accrued Expenses (Details) - USD ($) $ in Thousands | Jun. 30, 2017 | Dec. 31, 2016 |
Accrued Liabilities [Abstract] | ||
Trade accounts payable | $ 114,710 | $ 126,712 |
Returns and allowances | 310,852 | 332,455 |
Rebates | 218,166 | 227,706 |
Chargebacks | 18,426 | 33,092 |
Accrued interest | 129,208 | 128,254 |
Accrued payroll and related benefits | 79,942 | 115,224 |
Accrued royalties and other distribution partner payables | 63,807 | 191,433 |
Acquisition-related contingent consideration—short-term | 94,460 | 109,373 |
Other | 203,765 | 189,835 |
Total | $ 1,233,336 | $ 1,454,084 |
Debt (Components Of Total Indeb
Debt (Components Of Total Indebtedness) (Details) - USD ($) $ in Thousands | Jun. 30, 2017 | Dec. 31, 2016 |
Debt Instrument [Line Items] | ||
Principal Amount | $ 8,400,055 | $ 8,398,930 |
Carrying Amount | 8,285,439 | 8,272,503 |
Current portion of long-term debt | 34,150 | 131,125 |
Principal amount of total long-term debt, less current portion, net | 8,365,905 | 8,267,805 |
Carrying amount of total long-term debt, less current portion, net | 8,251,289 | 8,141,378 |
Fair value of long term debt | $ 7,800,000 | $ 7,800,000 |
7.25% Senior Notes due 2022 | ||
Debt Instrument [Line Items] | ||
Effective Interest Rate | 7.91% | 7.91% |
Principal Amount | $ 400,000 | $ 400,000 |
Carrying Amount | $ 390,044 | $ 389,150 |
Interest rate (as a percent) | 7.25% | |
5.75% Senior Notes due 2022 | ||
Debt Instrument [Line Items] | ||
Effective Interest Rate | 6.04% | 6.04% |
Principal Amount | $ 700,000 | $ 700,000 |
Carrying Amount | $ 692,085 | $ 691,339 |
Interest rate (as a percent) | 5.75% | |
5.375% Senior Notes due 2023 | ||
Debt Instrument [Line Items] | ||
Effective Interest Rate | 5.62% | 5.62% |
Principal Amount | $ 750,000 | $ 750,000 |
Carrying Amount | $ 741,381 | $ 740,733 |
Interest rate (as a percent) | 5.375% | |
6.00% Senior Notes due 2023 | ||
Debt Instrument [Line Items] | ||
Effective Interest Rate | 6.28% | 6.28% |
Principal Amount | $ 1,635,000 | $ 1,635,000 |
Carrying Amount | $ 1,611,838 | $ 1,610,280 |
Interest rate (as a percent) | 6.00% | |
5.875% Senior Secured Notes due 2024 | ||
Debt Instrument [Line Items] | ||
Effective Interest Rate | 6.14% | 0.00% |
Principal Amount | $ 300,000 | $ 0 |
Carrying Amount | $ 295,251 | $ 0 |
Interest rate (as a percent) | 5.875% | |
6.00% Senior Notes due 2025 | ||
Debt Instrument [Line Items] | ||
Effective Interest Rate | 6.27% | 6.27% |
Principal Amount | $ 1,200,000 | $ 1,200,000 |
Carrying Amount | $ 1,180,207 | $ 1,179,203 |
Interest rate (as a percent) | 6.00% | |
Term Loan A Facility Due 2019 | ||
Debt Instrument [Line Items] | ||
Effective Interest Rate | 0.00% | 2.95% |
Principal Amount | $ 0 | $ 941,875 |
Carrying Amount | $ 0 | $ 932,824 |
Term Loan B Facility Due 2022 | ||
Debt Instrument [Line Items] | ||
Effective Interest Rate | 0.00% | 4.06% |
Principal Amount | $ 0 | $ 2,772,000 |
Carrying Amount | $ 0 | $ 2,728,919 |
Term Loan B Facility Due 2024 | ||
Debt Instrument [Line Items] | ||
Effective Interest Rate | 5.46% | 0.00% |
Principal Amount | $ 3,415,000 | $ 0 |
Carrying Amount | $ 3,374,578 | $ 0 |
Other debt | ||
Debt Instrument [Line Items] | ||
Effective Interest Rate | 1.50% | 1.50% |
Principal Amount | $ 55 | $ 55 |
Carrying Amount | $ 55 | $ 55 |
Debt (Credit Facility) (Narrati
Debt (Credit Facility) (Narrative) (Details) $ in Millions | Jun. 30, 2017USD ($) |
Revolving Credit Facility | |
Line of Credit Facility [Line Items] | |
Credit facility, remaining borrowing capacity | $ 995.8 |
Debt (April 2017 Refinancing) (
Debt (April 2017 Refinancing) (Details) - USD ($) | Apr. 27, 2017 | Jun. 30, 2017 | Dec. 31, 2016 |
Debt Instrument [Line Items] | |||
Principal amount | $ 8,400,055,000 | $ 8,398,930,000 | |
Debt issuance costs | $ 56,700,000 | ||
Deferred debt issuance costs | $ 10,100,000 | 51,700,000 | |
2017 Credit Agreement | Revolving Credit Facility | |||
Debt Instrument [Line Items] | |||
Debt instrument term | 5 years | ||
Principal amount | $ 1,000,000,000 | ||
Debt issuance costs | $ 10,500,000 | ||
2017 Credit Agreement | Revolving Credit Facility | London Interbank Offered Rate (LIBOR) | Minimum | |||
Debt Instrument [Line Items] | |||
Basis spread on variable rate | 1.50% | ||
2017 Credit Agreement | Revolving Credit Facility | London Interbank Offered Rate (LIBOR) | Maximum | |||
Debt Instrument [Line Items] | |||
Basis spread on variable rate | 3.00% | ||
2017 Credit Agreement | Revolving Credit Facility | Alternative Base Rate | Minimum | |||
Debt Instrument [Line Items] | |||
Basis spread on variable rate | 0.50% | ||
2017 Credit Agreement | Revolving Credit Facility | Alternative Base Rate | Maximum | |||
Debt Instrument [Line Items] | |||
Basis spread on variable rate | 2.00% | ||
2017 Credit Agreement | Senior Secured Notes | |||
Debt Instrument [Line Items] | |||
Debt issuance costs | $ 4,900,000 | ||
2017 Credit Agreement | Term Loan Facility | |||
Debt Instrument [Line Items] | |||
Debt instrument term | 7 years | ||
Principal amount | $ 3,415,000,000 | ||
Debt issuance costs | $ 41,300,000 | ||
2017 Credit Agreement | Term Loan Facility | London Interbank Offered Rate (LIBOR) | |||
Debt Instrument [Line Items] | |||
Basis spread on variable rate | 4.25% | ||
Basis spread floor | 0.75% | ||
2017 Credit Agreement | Term Loan Facility | Alternative Base Rate | |||
Debt Instrument [Line Items] | |||
Basis spread on variable rate | 3.75% | ||
Basis spread floor | 1.75% | ||
2017 Credit Agreement | Senior Notes | |||
Debt Instrument [Line Items] | |||
Principal amount | $ 1,100,000,000 | ||
Senior Secured Notes Due 2024 | |||
Debt Instrument [Line Items] | |||
Redemption price (percent) | 101.00% | ||
Senior Secured Notes Due 2024 | Prior to April 15, 2020 | |||
Debt Instrument [Line Items] | |||
Redemption price, percentage of principal amount redeemed | 100.00% | ||
Redemption price (percent) | 105.875% | ||
Senior Secured Notes Due 2024 | Maximum | Prior to April 15, 2020 | |||
Debt Instrument [Line Items] | |||
Redemption price, percentage of principal amount redeemed | 35.00% | ||
Senior Secured Notes Due 2024 | Senior Notes | |||
Debt Instrument [Line Items] | |||
Principal amount | $ 300,000,000 | ||
Interest rate (as a percent) | 5.875% |
Debt (Percentage Of Outstanding
Debt (Percentage Of Outstanding Principal Balance Of Non-Recourse Notes) (Details) - Senior Secured Notes Due 2024 | Apr. 27, 2017 |
Debt Instrument [Line Items] | |
Redemption price (percent) | 101.00% |
2,020 | |
Debt Instrument [Line Items] | |
Redemption price (percent) | 102.938% |
2,021 | |
Debt Instrument [Line Items] | |
Redemption price (percent) | 101.469% |
2022 and thereafter | |
Debt Instrument [Line Items] | |
Redemption price (percent) | 100.00% |
Debt (Maturities On Long-Term D
Debt (Maturities On Long-Term Debt For Each Of The Next Five Years) (Details) - USD ($) | Jun. 30, 2017 | Dec. 31, 2016 |
Debt Disclosure [Abstract] | ||
2,017 | $ 44,700,000 | |
2,018 | 34,150,000 | |
2,019 | 34,150,000 | |
2,020 | 34,150,000 | |
2,021 | 34,150,000 | |
Debt Instrument [Line Items] | ||
Principal amount | $ 8,400,055,000 | $ 8,398,930,000 |
Senior Notes | 2017 Credit Agreement | ||
Debt Instrument [Line Items] | ||
Principal amount | $ 1,100,000,000 |
Commitments And Contingencies67
Commitments And Contingencies (Narrative) (Details) claim in Thousands, $ in Thousands | 1 Months Ended | 3 Months Ended | 6 Months Ended | 12 Months Ended | 13 Months Ended | 19 Months Ended | ||||
Oct. 31, 2015motion | Aug. 31, 2015 | Sep. 30, 2013company | Jun. 30, 2017USD ($)claim | Jun. 30, 2017USD ($)case | Dec. 31, 2012patent | Oct. 30, 2013 | Jun. 30, 2017USD ($)complaint | Jul. 31, 2017case | Dec. 31, 2016USD ($) | |
Loss Contingencies [Line Items] | ||||||||||
Reserve for loss contingencies | $ 1,335,600 | $ 1,335,600 | $ 1,335,600 | |||||||
Current portion of legal settlement accrual | 909,831 | 909,831 | 909,831 | $ 1,015,932 | ||||||
Opana | ||||||||||
Gain Contingencies [Line Items] | ||||||||||
Lawsuit filing period | 45 days | |||||||||
Stay of approval period, Hatch-Waxman Act | 30 months | |||||||||
Vaginal Mesh Cases | ||||||||||
Loss Contingencies [Line Items] | ||||||||||
Product liability accrual increase | $ 775,500 | |||||||||
Number of expected claims to be covered | claim | 22 | |||||||||
Current portion of legal settlement accrual | $ 868,900 | 868,900 | 868,900 | |||||||
Payments to plaintiffs and qualified settlement funds | 2,800,000 | |||||||||
Settlement funds | 359,077 | 359,077 | $ 359,077 | $ 275,987 | ||||||
Testosterone Cases | Subsequent Event | ||||||||||
Loss Contingencies [Line Items] | ||||||||||
Pending claims, number | case | 1,285 | |||||||||
Unapproved Drug Litigation | ||||||||||
Loss Contingencies [Line Items] | ||||||||||
Number of additional pharmaceutical companies named in petitions (over 50) | company | 50 | |||||||||
Pricing Matters Cases | ||||||||||
Loss Contingencies [Line Items] | ||||||||||
Number of complaints | complaint | 2 | |||||||||
Judicial Ruling | Opana | ||||||||||
Gain Contingencies [Line Items] | ||||||||||
Number of patents found infringed upon | patent | 2 | |||||||||
Period for generic product to be withdrawn | 60 days | 60 days | ||||||||
Number of post-trial motions | motion | 2 | |||||||||
AMS | Vaginal Mesh Cases | ||||||||||
Loss Contingencies [Line Items] | ||||||||||
Product liability accrual, period expense | $ 1,294,600 | $ 1,294,600 | $ 1,294,600 | |||||||
Loss contingency, claims settled, number | case | 71,000 |
Commitments And Contingencies68
Commitments And Contingencies (Schedule of Loss Contingencies) (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2017 | Jun. 30, 2016 | |
Qualified Settlement Funds | ||
Cash contributions to Qualified Settlement Funds | $ 326,795 | |
Mesh Liability Accrual | ||
Balance as of June 30, 2017 | $ 1,335,600 | |
Vaginal Mesh Cases | ||
Qualified Settlement Funds | ||
Balance as of January 1, 2017 | 275,987 | |
Cash contributions to Qualified Settlement Funds | 522,770 | |
Cash distributions to settle disputes from Qualified Settlement Funds | (440,190) | |
Other | 510 | |
Balance as of June 30, 2017 | 359,077 | |
Vaginal Mesh Cases | Mesh Product Liability Accrual | ||
Mesh Liability Accrual | ||
Balance as of January 1, 2017 | 963,117 | |
Additional charges | 775,474 | |
Cash distributions to settle disputes from Qualified Settlement Funds | (440,190) | |
Cash distributions to settle disputes | (3,794) | |
Balance as of June 30, 2017 | $ 1,294,607 |
Other Comprehensive Income (L69
Other Comprehensive Income (Loss) (Schedule Of Tax Effects Allocated To Each Component Of Other Comprehensive Income) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Foreign currency translation gain (loss), Net-of-Tax Amount | $ 10,340 | $ (21,609) | $ 25,474 | $ 59,154 |
Before- Tax Amount | 11,111 | (8,100) | 25,701 | 45,086 |
Tax Benefit (Expense) | (280) | (13,656) | (82) | 13,061 |
OTHER COMPREHENSIVE INCOME (LOSS) | 10,831 | (21,756) | 25,619 | 58,147 |
Net unrealized gain (loss) on securities | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Before Reclassification, Before Tax Amount | 771 | (234) | 227 | (1,620) |
Before Reclassification, Tax Benefit (Expense) | (280) | 87 | (82) | 613 |
Before Reclassification, Net-of-Tax Amount | 491 | (147) | 145 | (1,007) |
Reclassification, Before Tax Amount | 0 | 0 | 0 | 0 |
Reclassification, Tax Benefit (Expense) | 0 | 0 | 0 | 0 |
Reclassification, Net-of-Tax Amount | 0 | 0 | 0 | 0 |
Before- Tax Amount | 771 | (234) | 227 | (1,620) |
Tax Benefit (Expense) | (280) | 87 | (82) | 613 |
OTHER COMPREHENSIVE INCOME (LOSS) | 491 | (147) | 145 | (1,007) |
Foreign currency translation gain (loss) | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Before Reclassification, Before Tax Amount | 10,340 | (7,866) | 25,474 | 46,706 |
Before Reclassification, Tax Benefit (Expense) | 0 | (13,743) | 0 | 12,448 |
Before Reclassification, Net-of-Tax Amount | 10,340 | (21,609) | 25,474 | 59,154 |
Reclassification, Before Tax Amount | 0 | 0 | 0 | 0 |
Reclassification, Tax Benefit (Expense) | 0 | 0 | 0 | 0 |
Reclassification, Net-of-Tax Amount | 0 | 0 | 0 | 0 |
Foreign currency translation gain (loss), Before Tax Amount | 10,340 | (7,866) | 25,474 | 46,706 |
Foreign currency translation gain (loss), Tax Benefit (Expense) | 0 | (13,743) | 0 | 12,448 |
Foreign currency translation gain (loss), Net-of-Tax Amount | $ 10,340 | $ (21,609) | $ 25,474 | $ 59,154 |
Other Comprehensive Income (L70
Other Comprehensive Income (Loss) (Accumulated Other Comprehensive Income (Loss)) (Details) - USD ($) $ in Thousands | Jun. 30, 2017 | Dec. 31, 2016 | Jun. 30, 2016 | Dec. 31, 2015 |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Change in other comprehensive loss, net of tax | $ 809,106 | $ 2,701,589 | $ 6,261,538 | $ 5,967,976 |
Net unrealized gains | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Change in other comprehensive loss, net of tax | 1,040 | 895 | ||
Foreign currency translation loss | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Change in other comprehensive loss, net of tax | (328,855) | (354,329) | ||
Accumulated other comprehensive loss | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Change in other comprehensive loss, net of tax | $ (327,815) | $ (353,434) |
Shareholders' Equity (Schedule
Shareholders' Equity (Schedule of Changes in Shareholders' Equity) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | Dec. 31, 2016 | |
Increase (Decrease) in Shareholders' Equity [Roll Forward] | |||||
Shareholders' equity, beginning balance | $ 2,701,589 | $ 5,967,976 | |||
Effect of adopting ASU 2016-16 | $ (372,825) | ||||
Shareholders' equity, adjusted beginning balance | $ 2,328,764 | ||||
Net income (loss) | $ (1,396,518) | $ 343,596 | (1,570,346) | 209,725 | |
Other comprehensive income | 10,831 | (21,756) | 25,619 | 58,147 | |
Compensation related to share-based awards | 27,005 | 29,585 | |||
Tax withholding for restricted shares | (1,839) | (10,396) | |||
Exercise of options | 1,952 | ||||
Issuance of ordinary shares related to the employee stock purchase plan | 2,729 | ||||
Other | (97) | 1,820 | |||
Shareholders' equity, ending balance | $ 809,106 | 6,261,538 | $ 809,106 | 6,261,538 | |
Endo International plc | |||||
Increase (Decrease) in Shareholders' Equity [Roll Forward] | |||||
Shareholders' equity, beginning balance | 5,968,030 | ||||
Net income (loss) | 209,709 | ||||
Other comprehensive income | 58,109 | ||||
Compensation related to share-based awards | 29,585 | ||||
Tax withholding for restricted shares | (10,396) | ||||
Exercise of options | 1,952 | ||||
Issuance of ordinary shares related to the employee stock purchase plan | 2,729 | ||||
Other | 1,820 | ||||
Shareholders' equity, ending balance | 6,261,538 | 6,261,538 | |||
Noncontrolling Interests | |||||
Increase (Decrease) in Shareholders' Equity [Roll Forward] | |||||
Shareholders' equity, beginning balance | (54) | ||||
Net income (loss) | 16 | ||||
Other comprehensive income | 38 | ||||
Compensation related to share-based awards | 0 | ||||
Tax withholding for restricted shares | 0 | ||||
Exercise of options | 0 | ||||
Issuance of ordinary shares related to the employee stock purchase plan | 0 | ||||
Other | 0 | ||||
Shareholders' equity, ending balance | $ 0 | $ 0 |
Shareholders' Equity (Share-Bas
Shareholders' Equity (Share-Based Compensation Narrative) (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 6 Months Ended | |
Feb. 28, 2017 | Jun. 30, 2017 | Jun. 30, 2017 | Jun. 30, 2016 | |
Equity [Abstract] | ||||
Unrecognized compensation cost | $ 66,600 | $ 66,600 | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation | $ 27,005 | $ 29,585 | ||
Performance Stock Units | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Percentage of award at grant under free cash flow performance metric | 50.00% | |||
Performance cycle | 3 years | |||
Percentage of award at grant tied to TSR performance | 50.00% | |||
Nonvested Stock Options | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Weighted average remaining requisite service period, non-vested restricted stock units | 2 years 10 months 10 days | |||
Nonvested Restricted Stock | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Weighted average remaining requisite service period, non-vested restricted stock units | 2 years 3 months 29 days | |||
The Plan | Stock Incentive Plan | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Additional ordinary shares authorized for issuance | 10,000,000 | |||
Issuance of ordinary shares related to the employee stock purchase plan (in shares) | 0 |
Other (Income) Expense, Net (De
Other (Income) Expense, Net (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Component of Operating Income [Abstract] | ||||
Foreign currency (gain) loss, net | $ (3,870) | $ 1,554 | $ (6,854) | $ 2,550 |
Equity (earnings) loss from investments accounted for under the equity method, net | (1,090) | 3,828 | (88) | 1,484 |
Other miscellaneous, net | (1,749) | (207) | (1,804) | (766) |
Other (income) expense, net | $ (6,709) | $ 5,175 | $ (8,746) | $ 3,268 |
Income Taxes (Narrative) (Detai
Income Taxes (Narrative) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | Jan. 01, 2017 | Dec. 31, 2016 | |
Income Tax Disclosure [Abstract] | ||||||
Income tax expense (benefit) | $ (57,480) | $ (555,277) | $ (69,408) | $ (673,992) | ||
Loss from continuing operations before income tax | $ 753,500 | 165,465 | $ 930,851 | 372,943 | ||
Deferred tax benefit from outside basis difference | 644,000 | 644,000 | ||||
New Accounting Pronouncement, Early Adoption, Effect | Accounting Standards Update 2016-16 | ||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||
Net long-term deferred tax asset | $ 479,700 | |||||
New Accounting Pronouncement, Early Adoption, Effect | Accounting Standards Update 2016-16 | Prepaid Expenses and Other Current Assets | ||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||
Current deferred charge | $ (24,100) | |||||
New Accounting Pronouncement, Early Adoption, Effect | Accounting Standards Update 2016-16 | Other Assets | ||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||
Non-current deferred charge | $ (348,800) | |||||
Outside Basis Difference | ||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||
Valuation allowance | $ 196,000 | $ 196,000 |
Net (Loss) Income Per Share (Re
Net (Loss) Income Per Share (Reconciliation Of The Numerator And Denominator Of Basic And Diluted Net Loss Per Share) (Details) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Numerator: | ||||
(Loss) income from continuing operations | $ (696,020) | $ 389,812 | $ (861,443) | $ 301,049 |
Less: Net income from continuing operations attributable to noncontrolling interests | 0 | 18 | 0 | 16 |
(Loss) income from continuing operations attributable to Endo International plc ordinary shareholders | (696,020) | 389,794 | (861,443) | 301,033 |
Loss from discontinued operations attributable to Endo International plc ordinary shareholders, net of tax | (700,498) | (46,216) | (708,903) | (91,324) |
NET (LOSS) INCOME ATTRIBUTABLE TO ENDO INTERNATIONAL PLC | $ (1,396,518) | $ 343,578 | $ (1,570,346) | $ 209,709 |
Denominator: | ||||
For basic per share data—weighted average shares (shares) | 223,158 | 222,667 | 223,086 | 222,485 |
Dilutive effect of ordinary share equivalents (shares) | 0 | 195 | 0 | 535 |
Dilutive effect of various convertible notes and warrants (shares) | 0 | 1 | 0 | 1 |
For diluted per share data—weighted average shares (shares) | 223,158 | 222,863 | 223,086 | 223,021 |
Net (Loss) Income Per Share (Na
Net (Loss) Income Per Share (Narrative) (Details) - shares shares in Millions | 3 Months Ended | 6 Months Ended |
Jun. 30, 2016 | Jun. 30, 2016 | |
Stock Options And Stock Awards | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive shares excluded from calculation (shares) | 5.9 | 4.7 |