Document_And_Entity_Informatio
Document And Entity Information (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Feb. 27, 2015 | Jun. 30, 2014 | |
Document and Entity Information [Abstract] | |||
Entity Registrant Name | AKORN INC | ||
Document Type | 10-K | ||
Current Fiscal Year End Date | -19 | ||
Entity Common Stock, Shares Outstanding | 113,924,711 | ||
Entity Public Float | $1,701,738,000 | ||
Amendment Flag | FALSE | ||
Entity Central Index Key | 3116 | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Well-known Seasoned Issuer | Yes | ||
Document Period End Date | 31-Dec-14 | ||
Document Fiscal Year Focus | 2014 | ||
Document Fiscal Period Focus | FY |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
CURRENT ASSETS | ||
Cash and cash equivalents | $70,680 | $34,178 |
Trade accounts receivable, net | 220,716 | 64,998 |
Inventories, net | 131,310 | 55,982 |
Deferred taxes, current | 33,480 | 7,945 |
Available for sale security, current | 7,268 | |
Prepaid expenses and other current assets | 30,875 | 5,753 |
TOTAL CURRENT ASSETS | 494,329 | 168,856 |
PROPERTY, PLANT AND EQUIPMENT, NET | 143,788 | 82,108 |
OTHER LONG-TERM ASSETS | ||
Goodwill | 278,774 | 29,831 |
Product licensing rights, net | 704,218 | 115,900 |
Other intangibles, net | 259,141 | 14,605 |
Deferred financing costs, net | 21,560 | 5,676 |
Deferred taxes, non-current | 3,020 | 1,643 |
Long-term investments | 208 | 10,006 |
Other non-current assets | 1,863 | 3,180 |
TOTAL OTHER LONG-TERM ASSETS | 1,268,784 | 180,841 |
TOTAL ASSETS | 1,906,901 | 431,805 |
CURRENT LIABILITIES | ||
Trade accounts payable | 44,116 | 22,999 |
Purchase consideration payable, current | 7,481 | 14,728 |
Income taxes payable | 1 | 1,459 |
Accrued royalties | 13,041 | 6,004 |
Accrued compensation | 13,467 | 7,692 |
Current maturities of long-term debt | 10,450 | |
Accrued administrative fees | 27,774 | 2,544 |
Accrued expenses and other liabilities | 17,835 | 5,819 |
TOTAL CURRENT LIABILITIES | 134,165 | 61,245 |
LONG-TERM LIABILITIES | ||
Long-term debt | 1,114,481 | 108,750 |
Deferred tax liability, non-current | 268,968 | |
Lease incentive obligations and other long-term liabilities | 2,536 | 1,630 |
TOTAL LONG-TERM LIABILITIES | 1,385,985 | 110,380 |
TOTAL LIABILITIES | 1,520,150 | 171,625 |
SHAREHOLDERS’ EQUITY | ||
Common stock, no par value — 150,000,000 shares authorized; 111,734,901 and 96,569,186 shares issued and outstanding at December 31, 2014 and 2013 | 351,235 | 239,235 |
Warrants to acquire common stock | 17,946 | |
Retained earnings | 50,711 | 15,366 |
Accumulated other comprehensive loss | -15,195 | -12,367 |
TOTAL SHAREHOLDERS’ EQUITY | 386,751 | 260,180 |
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY | $1,906,901 | $431,805 |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets (Parentheticals) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
Common stock, no par value (in Dollars per share) | $0 | $0 |
Common stock, authorized | 150,000,000 | 150,000,000 |
Common stock, issued | 111,734,901 | 96,569,186 |
Common stock, outstanding | 111,734,901 | 96,569,186 |
Consolidated_Statements_of_Com
Consolidated Statements of Comprehensive Income (USD $) | 12 Months Ended | |||||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |||
REVENUES | $593,078 | $317,711 | $256,158 | |||
Cost of sales (exclusive of amortization of intangibles, included within operating expenses below) | 295,488 | 145,807 | 107,466 | |||
GROSS PROFIT | 297,590 | 171,904 | 148,692 | |||
Selling, general and administrative expenses | 95,463 | 53,508 | 48,053 | |||
Acquisition-related costs | 32,147 | 2,912 | 9,155 | |||
Research and development expenses | 29,199 | 19,858 | 15,858 | |||
Amortization of intangibles | 44,066 | 7,422 | 6,870 | |||
TOTAL OPERATING EXPENSES | 200,875 | 83,700 | 79,936 | |||
OPERATING INCOME | 96,715 | 88,204 | 68,756 | |||
Amortization of deferred financing costs | -12,129 | -842 | -782 | |||
Interest expense, net | -35,657 | -8,649 | -10,474 | |||
Equity in earnings of unconsolidated joint venture | 80 | |||||
Bargain purchase gain | 3,707 | |||||
Gain from product divestiture | 9,807 | |||||
Other non-operating income, net | 400 | 395 | ||||
INCOME FROM CONTINUING OPERATIONS BEFORE INCOME TAXES | 59,136 | 82,895 | 57,500 | |||
Income tax provision | 23,288 | 30,533 | 22,122 | |||
INCOME FROM CONTINUING OPERATIONS | 35,848 | 52,362 | 35,378 | |||
Loss from discontinued operations, net of tax | -503 | |||||
CONSOLIDATED NET INCOME | 35,345 | 52,362 | 35,378 | |||
CONSOLIDATED NET INCOME PER COMMON SHARE: | ||||||
Income from continuing operations, basic (in Dollars per share) | $0.35 | $0.54 | $0.37 | |||
Loss from discontinued operations, basic (in Dollars per share) | ($0.01) | |||||
CONSOLIDATED NET INCOME, BASIC (in Dollars per share) | $0.34 | $0.54 | $0.37 | |||
Income from continuing operations, diluted (in Dollars per share) | $0.34 | [1] | $0.46 | [1] | $0.32 | [1] |
Loss from discontinued operations, diluted (in Dollars per share) | ($0.01) | |||||
CONSOLIDATED NET INCOME, DILUTED (in Dollars per share) | $0.33 | $0.46 | $0.32 | |||
SHARES USED IN COMPUTING CONSOLIDATED NET INCOME PER COMMON SHARE: | ||||||
BASIC (in Shares) | 103,480 | 96,181 | 95,189 | |||
DILUTED (in Shares) | 123,110 | 113,898 | 110,510 | |||
COMPREHENSIVE INCOME: | ||||||
Consolidated net income | 35,345 | 52,362 | 35,378 | |||
Unrealized holding loss on available-for-sale securities, net of tax of $663 | -1,124 | |||||
Foreign currency translation loss, net of tax of $877, $3,328 and $3,040 for the years ended December 31, 2014, 2013 and 2012, respectively | -1,704 | -6,463 | -5,904 | |||
COMPREHENSIVE INCOME | $32,517 | $45,899 | $29,474 | |||
[1] | Due to a change in the expectation that management may settle all future note conversions solely through shares in the year and quarter ended December 31, 2014, the diluted income from continuing operations per share calculation includes the dilutive effect of convertible debt and is offset by the exclusion of interest expense and deferred financing fees related to the convertible debt of $5.8 million, after-taxfor the year ended December 31, 2014. |
Consolidated_Statements_of_Com1
Consolidated Statements of Comprehensive Income (Parentheticals) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Foreign currency translation loss, tax | $877 | $3,328 | $3,040 |
Consolidated_Statement_of_Shar
Consolidated Statement of Shareholders' Equity (USD $) | Warrant [Member] | Warrant [Member] | Warrant [Member] | Warrant [Member] | Warrant [Member] | Common Stock [Member] | Warrant [Member] | Retained Earnings [Member] | Accumulated Other Comprehensive Income (Loss) [Member] | Total |
In Thousands, except Share data | Common Stock [Member] | Retained Earnings [Member] | Accumulated Other Comprehensive Income (Loss) [Member] | |||||||
BALANCES AT at Dec. 31, 2011 | $212,636 | $17,946 | ($72,374) | $158,208 | ||||||
BALANCES AT (in Shares) at Dec. 31, 2011 | 94,938,000 | |||||||||
Consolidated net income | 35,378 | 35,378 | ||||||||
Excercise of stock options | 1,511 | 1,511 | ||||||||
Excercise of stock options (in Shares) | 806,000 | |||||||||
Employee stock purchase plan issuance | 368 | 368 | ||||||||
Employee stock purchase plan issuance (in Shares) | 71,000 | |||||||||
Restricted stock awards | 351 | 351 | ||||||||
Restricted stock awards (in Shares) | 29,000 | |||||||||
Stock-based compensation expense | 6,681 | 6,681 | ||||||||
Foreign currency translation loss | -5,904 | -5,904 | ||||||||
Excess tax benefit - stock compensation | 4,488 | 4,488 | ||||||||
BALANCES AT at Dec. 31, 2012 | 226,035 | 17,946 | -36,996 | -5,904 | 201,081 | |||||
BALANCES AT (in Shares) at Dec. 31, 2012 | 95,844,000 | |||||||||
Consolidated net income | 52,362 | 52,362 | ||||||||
Excercise of stock options | 2,634 | 2,634 | ||||||||
Excercise of stock options (in Shares) | 630,000 | |||||||||
Employee stock purchase plan issuance | 588 | 588 | ||||||||
Employee stock purchase plan issuance (in Shares) | 61,000 | |||||||||
Restricted stock awards | 579 | 579 | ||||||||
Restricted stock awards (in Shares) | 34,000 | |||||||||
Stock-based compensation expense | 6,471 | 6,471 | ||||||||
Foreign currency translation loss | -6,463 | -6,463 | ||||||||
Excess tax benefit - stock compensation | 2,928 | 2,928 | ||||||||
BALANCES AT at Dec. 31, 2013 | 239,235 | 17,946 | 15,366 | -12,367 | 260,180 | |||||
BALANCES AT (in Shares) at Dec. 31, 2013 | 96,569,000 | 96,569,186 | ||||||||
Consolidated net income | 35,345 | 35,345 | ||||||||
Excercise of stock options | 8,013 | 8,013 | ||||||||
Excercise of stock options (in Shares) | 4,226,000 | |||||||||
Employee stock purchase plan issuance | 829 | 829 | ||||||||
Employee stock purchase plan issuance (in Shares) | 73,000 | |||||||||
Restricted stock awards | 1,188 | 1,188 | ||||||||
Restricted stock awards (in Shares) | 16,000 | |||||||||
Stock-based compensation expense | 6,354 | 6,354 | ||||||||
Foreign currency translation loss | -1,704 | -1,704 | ||||||||
Excess tax benefit - stock compensation | 38,710 | 38,710 | ||||||||
Unrealized holding loss on available-for-sale securities | -1,124 | -1,124 | ||||||||
Convertible securities | 26,117 | -17,946 | 8,171 | 30,789 | 30,789 | |||||
Convertible securities (in Shares) | 7,192,000 | 3,659,000 | ||||||||
BALANCES AT at Dec. 31, 2014 | $351,235 | $50,711 | ($15,195) | $386,751 | $386,751 | |||||
BALANCES AT (in Shares) at Dec. 31, 2014 | 111,735,000 | 111,734,901 |
Consolidated_Statements_of_Cas
Consolidated Statements of Cash Flows (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
OPERATING ACTIVITIES: | |||
Consolidated net income | $35,345 | $52,362 | $35,378 |
Loss from discontinued operations, net of tax | 503 | ||
Adjustments to reconcile consolidated net income to net cash provided by operating activities: | |||
Depreciation and amortization | 58,538 | 14,476 | 11,455 |
Amortization of deferred financing fees | 12,129 | 842 | 782 |
Amortization of favorable (unfavorable) contracts | 72 | -1,905 | -635 |
Amortization of inventory step-up | 20,798 | ||
Non-cash stock compensation expense | 7,542 | 7,050 | 7,032 |
Non-cash interest expense | 4,871 | 4,634 | 6,436 |
Non-cash gain on bargain purchase | -3,707 | ||
Gain from product divestiture | -9,807 | ||
Deferred income taxes, net | 25,293 | 2,091 | 67 |
Excess tax benefit from stock compensation | -38,710 | -2,928 | -4,488 |
Non-cash settlement of product warranty liability | -1,299 | ||
Equity in earnings of unconsolidated joint venture | -80 | ||
Loss on extinguishment of debt | 990 | ||
Gain on sale of available for sale security | -7 | ||
Changes in operating assets and liabilities: | |||
Trade accounts receivable, net | -95,470 | -14,277 | -23,856 |
Inventories, net | -15,262 | -3,797 | -15,447 |
Prepaid expenses and other current assets | -13,180 | -648 | -5,689 |
Trade accounts payable | 11,024 | 1,975 | 4,489 |
Accrued expenses and other liabilities | 26,249 | 2,537 | 10,720 |
NET CASH PROVIDED BY OPERATING ACTIVITIES | 30,918 | 57,326 | 26,244 |
INVESTING ACTIVITIES: | |||
Payments for acquisitions and equity investments, net of cash acquired | -987,802 | -55,482 | -55,047 |
Proceeds from disposal of assets | 59,361 | ||
Payments for other intangible assets | -8,532 | ||
Purchases of property, plant and equipment | -29,568 | -11,642 | -20,454 |
Distributions from unconsolidated joint venture | 250 | ||
NET CASH USED IN INVESTING ACTIVITIES | -966,541 | -66,874 | -75,501 |
FINANCING ACTIVITIES: | |||
Proceeds from issuances of debt | 1,045,000 | ||
Proceeds under stock option and stock purchase plans | 8,842 | 3,222 | 1,878 |
Payments of contingent acquisition liabilities | -15,000 | ||
Debt financing costs | -28,366 | -3,032 | |
Proceeds from warrant exercises | 8,171 | ||
Excess tax benefits from stock compensation | 38,710 | 2,928 | 4,488 |
Debt repayment | -85,049 | ||
NET CASH PROVIDED BY FINANCING ACTIVITIES | 972,308 | 3,118 | 6,366 |
Effect of changes in exchange rates on cash and cash equivalents | -183 | -173 | -290 |
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS | 36,502 | -6,603 | -43,181 |
CASH AND CASH EQUIVALENTS AT BEGINNING OF YEAR | 34,178 | 40,781 | 83,962 |
CASH AND CASH EQUIVALENTS AT END OF YEAR | $70,680 | $34,178 | $40,781 |
Note_1_Business_and_Basis_of_P
Note 1 - Business and Basis of Presentation | 12 Months Ended |
Dec. 31, 2014 | |
Disclosure Text Block [Abstract] | |
Basis of Presentation and Significant Accounting Policies [Text Block] | Note 1 — Business and Basis of Presentation |
Business: Akorn, Inc. together with its wholly owned subsidiaries (“Akorn” or “Company”) is a specialty pharmaceutical company that develops, manufactures and markets generic and branded prescription pharmaceuticals as well as animal and over-the-counter (“OTC”) consumer health products. We specialize in difficult-to-manufacture sterile and non-sterile dosage forms including: ophthalmics, injectables, oral liquids, otics, topicals, inhalants, and nasal sprays. | |
Akorn is a Louisiana corporation founded in 1971 in Abita Springs, Louisiana. In 1997, we relocated our corporate headquarters to the Chicago, Illinois area and currently maintain our principal corporate office in Lake Forest, Illinois. We operate pharmaceutical manufacturing facilities in Decatur, Illinois, Somerset, New Jersey, Amityville, New York, and Paonta Sahib, Himachal Pradesh, India, as well as a central distribution warehouse in Gurnee, Illinois, and an additional warehousing facility in Amityville, New York. Our research and development (“R&D”) centers are located in Vernon Hills, Illinois, Copiague, New York, and Warminster, Pennsylvania, and we have other corporate offices in Ann Arbor, Michigan; Amityville, New York; and Gurgaon, India. | |
Note_2_Summary_of_Significant_
Note 2 - Summary of Significant Accounting Policies | 12 Months Ended | ||||||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||||||
Accounting Policies [Abstract] | |||||||||||||||||||||||||
Significant Accounting Policies [Text Block] | Note 2 — Summary of Significant Accounting Policies | ||||||||||||||||||||||||
Consolidation: The accompanying consolidated financial statements include the accounts of Akorn, Inc. and its wholly owned domestic and foreign subsidiaries. All inter-company transactions and balances have been eliminated in consolidation, and the financial statements of Akorn India Private Limited (“AIPL”) have been translated from Indian rupees to U.S. dollars based on the currency translation rates in effect during the period or as of the date of consolidation, as applicable. The Company has no involvement with variable interest entities. | |||||||||||||||||||||||||
As of the year ended December 31, 2014 the Company was a 50% owner of a dormant joint venture, Akorn-Strides, LLC (the “Joint Venture Company”) (See Note 17 – Unconsolidated Joint Venture.). The Company and its strategic partner each had equal voting rights and shared operational control. Accordingly, the Company accounted for its investment in the Joint Venture Company using the equity method of accounting. The Company’s proportionate share of the Joint Venture Company’s income had been recorded under the caption “Equity in earnings of unconsolidated joint venture” in the Company’s consolidated statements of operations. The Joint Venture Company sold all of its abbreviated new drug application (“ANDA”) rights to Pfizer, Inc. in December 2010 and ceased operations during 2011. | |||||||||||||||||||||||||
Use of Estimates: The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Actual results could differ materially from those estimates. | |||||||||||||||||||||||||
Significant estimates and assumptions for the Company relate to the allowances for chargebacks, rebates, product returns, coupons, promotions and doubtful accounts, as well as the reserve for slow-moving and obsolete inventories, the carrying value and lives of intangible assets, the useful lives of fixed assets, the carrying value of deferred income tax assets and liabilities, the assumptions underlying share-based compensation, accrued but unreported employee benefit costs and assumptions underlying the accounting for business combinations. | |||||||||||||||||||||||||
Revenue Recognition: Revenue is recognized when persuasive evidence of an arrangement exists, delivery has occurred or services have been rendered, the sales price is fixed or determinable, and collectability is reasonably assured. Revenues from product sales are recognized when title and risk of loss have passed to the customer. | |||||||||||||||||||||||||
Provision for estimated chargebacks, rebates, discounts, managed care rebates, product returns and doubtful accounts is made at the time of sale and is analyzed and adjusted, if necessary, at each balance sheet date. | |||||||||||||||||||||||||
Freight: The Company records amounts billed to customers for shipping and handling as revenue, and records shipping and handling expense related to product sales as cost of sales. | |||||||||||||||||||||||||
Cash and Cash Equivalents: The Company considers all unrestricted, highly liquid investments with maturity of three months or less when purchased to be cash and cash equivalents. At December 31, 2014 and 2013, approximately $2.9 million and $2.7 million of cash held by our India operations as of those dates was restricted, and was reported within prepaid expenses and other current assets and other non-current assets, respectively. | |||||||||||||||||||||||||
Accounts Receivable: Trade accounts receivables are stated at their net realizable value. The nature of the Company’s business involves, in the ordinary course, significant judgments and estimates relating to chargebacks, coupon redemption, product returns, rebates, discounts given to customers and allowances for doubtful accounts. Depending on the products, the end-user customers, the specific terms of national supply contracts and the particular arrangements with the Company’s wholesaler customers, certain rebates, chargebacks and other credits are recorded as deductions to the Company’s trade accounts receivable. | |||||||||||||||||||||||||
Unless otherwise noted, the provisions and allowances for the following customer deductions are reflected in the accompanying consolidated financial statements as reductions of revenues and trade accounts receivable, respectively. | |||||||||||||||||||||||||
Chargebacks and Rebates: The Company enters into contractual agreements with certain third parties such as hospitals, group-purchasing and managed care organizations to sell certain products at predetermined prices. The parties have elected to have these contracts administered through wholesalers that buy the product from the Company and subsequently sell it to these third parties. When a wholesaler sells products to one of these third parties that are subject to a contractual price agreement, the difference between the price paid to the Company by the wholesaler and the price under the specific contract is charged back to the Company by the wholesaler. The Company tracks sales and submitted chargebacks by product number and contract for each wholesaler. Utilizing this information, the Company estimates a chargeback percentage for each product and records an allowance as a reduction to gross sales when the Company records its sale of the products. The Company reduces the chargeback allowance when a chargeback request from a wholesaler is processed. Actual chargebacks processed by the Company can vary materially from period to period based upon actual sales volume through the wholesalers. However, the Company’s provision for chargebacks is fully reserved for at the time when sales revenues are recognized. | |||||||||||||||||||||||||
Management obtains certain wholesaler inventory reports to aid in analyzing the reasonableness of the chargeback allowance. The Company assesses the reasonableness of its chargeback allowance by applying the product chargeback percentage based on historical activity to the quantities of inventory on hand at the wholesaler per the wholesaler inventory reports. In accordance with its accounting policy, the Company estimates the percentage amount of wholesaler inventory that will ultimately be sold to third parties that are subject to contractual price agreements based on a trend of such sales through wholesalers. The Company uses this percentage estimate until historical trends indicate that a revision should be made. On an ongoing basis, the Company evaluates its actual chargeback rate experience, and new trends are factored into its estimates each quarter as market conditions change. | |||||||||||||||||||||||||
Similarly, the Company maintains an allowance for rebates related to contract and other programs with certain customers. Rebate percentages vary by product and by volume purchased by each eligible customer. The Company tracks sales by product number for each eligible customer and then applies the applicable rebate percentage, using both historical trends and actual experience to estimate its rebate allowance. The Company reduces gross sales and increases the rebate allowance by the estimated rebate amount when the Company sells its products to its rebate-eligible customers. The Company reduces the rebate allowance when it processes a customer request for a rebate. At each balance sheet date, the Company analyzes the allowance for rebates against actual rebates processed and makes necessary adjustments as appropriate. Actual rebates processed can vary materially from period to period. | |||||||||||||||||||||||||
Sales Returns: Certain of the Company’s products are sold with the customer having the right to return the product within specified periods and guidelines for a variety of reasons, including but not limited to, pending expiration dates. Provisions are made at the time of sale based upon tracked historical experience. Historical factors such as one-time events as well as pending new developments that would impact the expected level of returns are taken into account to determine the appropriate reserve estimate at each balance sheet date. As part of the evaluation of the balance required, the Company considers actual returns to date that are in process, the expected impact of any product recalls and the wholesaler’s inventory information to assess the magnitude of unconsumed product that may result in sales returns to the Company in the future. The sales returns level can be impacted by factors such as overall market demand and market competition and availability for substitute products which can increase or decrease the end-user pull through for sales of the Company’s products and ultimately impact the level of sales returns. Actual returns experience and trends are factored into the Company’s estimates each quarter as market conditions change. Actual returns processed can vary materially from period to period. | |||||||||||||||||||||||||
Allowance for Coupons, Promotions and Co-Pay discount cards: The Company issues coupons from time to time that are redeemable against certain of our Consumer Health products. Upon release of coupons into the market, the Company records an estimate of the dollar value of coupons expected to be redeemed. This estimate is based on historical experience and is adjusted as needed based on actual redemptions. In addition to couponing, from time to time the Company authorizes various retailers to run in-store promotional sales of its products. Upon receiving confirmation that a promotion was run, the Company accrues an estimate of the dollar amount expected to be owed back to the retailer. This estimate is trued up to actual upon receipt of the invoice from the retailer. Additionally, the Company provides consumer co-pay discount cards, administered through outside agents to provide discounted products when redeemed. Upon release of the cards into the market, the Company records an estimate of the dollar value of co-pay discounts expected to be utilized. This estimate is based on historical experience and is adjusted as needed based on actual usage. | |||||||||||||||||||||||||
Doubtful Accounts: Provisions for doubtful accounts, which reflect trade receivable balances owed to the Company that are believed to be uncollectible, are recorded as a component of SG&A expenses. In estimating the allowance for doubtful accounts, the Company considers its historical experience with collections and write-offs, the credit quality of its customers and any recent or anticipated changes thereto, and the outstanding balances and past due amounts from its customers. Accounts are considered past due when they remain uncollected beyond the due date specified in the applicable contract or on the applicable invoice, whichever is deemed to take precedence. | |||||||||||||||||||||||||
As of December 31, 2014, the Company had a total of $62.4 million of past due gross accounts receivable, of which $3.7 million was more than 60 days past due. The Company performs monthly a detailed analysis of the receivables due from its wholesaler customers and provides a specific reserve against known uncollectible items. The Company also includes in the allowance for doubtful accounts an amount that it estimates to be uncollectible for all other customers, based on a percentage of the past due receivables. The percentage reserved increases as the age of the receivables increases. Accounts are written off once all reasonable collections efforts have been exhausted and/or when facts or circumstances regarding the customer (i.e. bankruptcy filing) indicate that the chance of collection is remote. | |||||||||||||||||||||||||
Advertising and Promotional Allowances to Customers: The Company routinely sells its consumer health products to major retail drug chains. From time to time, the Company may arrange for these retailers to run in-store promotional sales of the Company’s products. The Company reserves an estimate of the dollar amount owed back to the retailer, recording this amount as a reduction to revenue at the later of the date on which the revenue is recognized or the date the sales incentive is offered. When the actual invoice for the sales promotion is received from the retailer, the Company adjusts its estimate accordingly. Advertising and promotional expenses paid to customers are expensed as incurred in accordance with Accounting Standards Codification (“ASC”) 605-50, Customer Payments and Incentives. | |||||||||||||||||||||||||
Inventories: Inventories are stated at the lower of cost (average cost method) or market (see Note 4 — “Inventories”). The Company maintains an allowance for slow-moving and obsolete inventory as well as inventory where the cost is in excess of its net realizable value (“NRV”). For finished goods inventory, the Company estimates the amount of inventory that may not be sold prior to its expiration or is slow moving based upon recent sales activity by unit and wholesaler inventory information. The Company also analyzes its raw material and component inventory for slow moving items/NRV. For the years ended December 31, 2014, 2013 and 2012, the Company recorded a provision for inventory obsolescence/NRV of $12.3 million, $2.1 million, and $2.4 million, respectively. The allowances for inventory obsolescence were $21.2 million and $5.7 million as of December 31, 2014 and 2013, respectively. | |||||||||||||||||||||||||
The Company capitalizes inventory costs associated with its products prior to regulatory approval when, based on management judgment, future commercialization is considered probable and future economic benefit is expected to be realized. The Company assesses the regulatory approval process and where the product stands in relation to that approval process including any known constraints or impediments to approval. The Company also considers the shelf life of the product in relation to the product timeline for approval. | |||||||||||||||||||||||||
At December 31, 2014, the Company established a reserve of $1.9 million related to R&D raw materials that are not expected to be utilized prior to expiration while at December 31, 2013, the Company had approximately $1.0 million in reserves for R&D raw materials. The entire balance of the R&D raw materials has been reserved, as the Company deemed it unlikely that the products would receive U.S. Food and Drug Administration (the “FDA”) approval far enough in advance of expiration to be sellable. | |||||||||||||||||||||||||
Intangible Assets: Intangible assets consist primarily of goodwill, which is carried at its initial value, subject to evaluation for impairment, in-process research and development, which is accounted for as an indefinite-lived intangible asset, subject to impairment testing until completion or abandonment of the project, and product licensing costs, trademarks and other such costs, which are capitalized and amortized on a straight-line basis over their useful lives, ranging from one (1) year to thirty (30) years. Accumulated amortization was $82.2 million and $39.1 million at December 31, 2014 and 2013, respectively. Amortization expense was $44.1 million, $7.4 million and $6.9 million for the years ended December 31, 2014, 2013 and 2012, respectively. The Company regularly assesses its intangible assets for impairment based on several factors, including estimated fair value and anticipated cash flows. If the Company incurs additional costs to renew or extend the life of an intangible asset, such costs are added to the remaining unamortized cost of the asset, if any, and the sum is amortized over the extended remaining life of the asset. | |||||||||||||||||||||||||
Goodwill is tested for impairment annually or more frequently if changes in circumstances or the occurrence of events suggest that impairment may exist. The Company uses widely accepted valuation techniques to determine the fair value of its reporting units used in its annual goodwill impairment analysis. The Company’s valuation is primarily based on qualitative and quantitative assessments regarding the fair value of the reporting unit relative to its carrying value. The Company modeled the fair value of the reporting unit based on projected earnings and cash flows of the reporting unit. The Company performed its annual impairment test on October 1, 2014 and determined that the fair value of its reporting units are substantially in excess of its carrying value and, therefore, no impairment charge was necessary. | |||||||||||||||||||||||||
Changes in goodwill during the two years ended December 31, 2014 were as follows (in thousands): | |||||||||||||||||||||||||
Goodwill | |||||||||||||||||||||||||
31-Dec-12 | $ | 32,159 | |||||||||||||||||||||||
Acquisitions | ─ | ||||||||||||||||||||||||
Impairments | ─ | ||||||||||||||||||||||||
Foreign currency translation | (2,328 | ) | |||||||||||||||||||||||
31-Dec-13 | $ | 29,831 | |||||||||||||||||||||||
Acquisitions | 260,911 | ||||||||||||||||||||||||
Impairments | ─ | ||||||||||||||||||||||||
Dispositions | (11,454 | ) | |||||||||||||||||||||||
Foreign currency translation | (514 | ) | |||||||||||||||||||||||
31-Dec-14 | $ | 278,774 | |||||||||||||||||||||||
The following table sets forth the major categories of the Company’s intangible assets and the weighted-average remaining amortization period as of December 31, 2014 for those assets that are not already fully amortized (dollar amounts in thousands): | |||||||||||||||||||||||||
Gross | Accumulated | Net | Weighted Average | ||||||||||||||||||||||
Carrying | Amortization | Carrying | Remaining Amortization Period (years) | ||||||||||||||||||||||
Amount | Amount | ||||||||||||||||||||||||
Product licensing rights | $ | 778,734 | $ | (74,516 | ) | $ | 704,218 | 12.4 | |||||||||||||||||
In-process research and development (“IPR&D”) | 230,788 | — | 230,788 | N/A – Indefinite lived | |||||||||||||||||||||
Trademarks | 16,000 | (1,721 | ) | 14,279 | 18.6 | ||||||||||||||||||||
Customer relationships | 6,427 | (3,392 | ) | 3,035 | 11 | ||||||||||||||||||||
Other intangibles | 11,234 | (879 | ) | 10,355 | 7.5 | ||||||||||||||||||||
Non-compete agreements | 2,409 | (1,725 | ) | 684 | 1.4 | ||||||||||||||||||||
$ | 1,045,592 | $ | (82,233 | ) | $ | 963,359 | |||||||||||||||||||
Changes in intangible assets during the two years ended December 31, 2014 were as follows (in thousands): | |||||||||||||||||||||||||
Product licensing rights | IPR&D | Trademarks | Customer relationships | Other intangibles | Non-compete agreements | ||||||||||||||||||||
31-Dec-12 | $ | 63,654 | $ | — | $ | 8,972 | $ | 5,588 | $ | — | $ | 2,171 | |||||||||||||
Acquisitions | 57,969 | — | — | — | — | — | |||||||||||||||||||
Amortization | (5,723 | ) | — | (316 | ) | (740 | ) | — | (643 | ) | |||||||||||||||
Foreign currency translation | — | — | — | (210 | ) | — | (217 | ) | |||||||||||||||||
31-Dec-13 | $ | 115,900 | $ | — | $ | 8,656 | $ | 4,638 | $ | — | $ | 1,311 | |||||||||||||
Acquisitions | 668,457 | 230,788 | 6,500 | 300 | 11,234 | — | |||||||||||||||||||
Amortization | (39,761 | ) | — | (877 | ) | (1,934 | ) | (879 | ) | (615 | ) | ||||||||||||||
Dispositions | (40,378 | ) | — | — | — | — | — | ||||||||||||||||||
Foreign currency translation | — | — | — | 31 | — | (12 | ) | ||||||||||||||||||
31-Dec-14 | $ | 704,218 | $ | 230,788 | $ | 14,279 | $ | 3,035 | $ | 10,355 | $ | 684 | |||||||||||||
The amortization expense of acquired intangible assets for each of the following five years will be as follows (in thousands): | |||||||||||||||||||||||||
Year ending December 31, | Amortization Expense | ||||||||||||||||||||||||
2015 | $ | 65,966 | |||||||||||||||||||||||
2016 | 65,739 | ||||||||||||||||||||||||
2017 | 65,312 | ||||||||||||||||||||||||
2018 | 65,108 | ||||||||||||||||||||||||
2019 | 62,244 | ||||||||||||||||||||||||
Property, Plant and Equipment: Property, plant and equipment is stated at cost, less accumulated depreciation. Depreciation is provided using the straight-line method in amounts considered sufficient to amortize the cost of the assets to operations over their estimated useful lives or lease terms. Depreciation expense was $14.5 million, $7.1 million and $4.6 million for the years ended December 31, 2014, 2013 and 2012, respectively. The amortization of assets under capital leases is included within depreciation expense. The following table sets forth the average estimated useful lives of the Company’s property, plant and equipment, by asset category: | |||||||||||||||||||||||||
Asset category | Depreciable Life (years) | ||||||||||||||||||||||||
Buildings | 30 | ||||||||||||||||||||||||
Leasehold improvements | 20 | ||||||||||||||||||||||||
Furniture and equipment | 7 | ||||||||||||||||||||||||
Automobiles | 5 | ||||||||||||||||||||||||
Computer hardware and software | 5 | ||||||||||||||||||||||||
Net Income Per Common Share: Basic net income per common share is based upon weighted average common shares outstanding. Diluted net income per common share is based upon the weighted average number of common shares outstanding, including the dilutive effect, if any, of stock options and convertible securities using the treasury stock and if converted methods. Anti-dilutive shares excluded from the computation of diluted net income per share for 2014, 2013 and 2012 include 735,000, 975,000 and 581,000 shares, respectively, related to options, warrants, and convertible securities. | |||||||||||||||||||||||||
Income Taxes: Income taxes are accounted for under the asset and liability method. Deferred income tax assets and liabilities are determined based on differences between financial reporting and tax bases of assets and liabilities, and net operating loss and other tax credit carry-forwards. These items are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. The Company records a valuation allowance to reduce the deferred income tax assets to the amount that is more likely than not to be realized. | |||||||||||||||||||||||||
Fair Value of Financial Instruments: The Company applies ASC Topic 820, which establishes a framework for measuring fair value and clarifies the definition of fair value within that framework. ASC Topic 820 defines fair value as an exit price, which is the price that would be received for an asset or paid to transfer a liability in the Company’s principal or most advantageous market in an orderly transaction between market participants on the measurement date. The fair value hierarchy established in ASC Topic 820 generally requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. Observable inputs reflect the assumptions that market participants would use in pricing the asset or liability and are developed based on market data obtained from sources independent of the reporting entity. Unobservable inputs reflect the entity’s own assumptions based on market data and the entity’s judgments about the assumptions that market participants would use in pricing the asset or liability, and are to be developed based on the best information available in the circumstances. | |||||||||||||||||||||||||
The valuation hierarchy is composed of three levels. The classification within the valuation hierarchy is based on the lowest level of input that is significant to the fair value measurement. The levels within the valuation hierarchy are described below: | |||||||||||||||||||||||||
- | Level 1—Assets and liabilities with unadjusted, quoted prices listed on active market exchanges. Inputs to the fair value measurement are observable inputs, such as quoted prices in active markets for identical assets or liabilities. The carrying value of the Company‘s cash and cash equivalents are considered Level 1 assets. | ||||||||||||||||||||||||
- | Level 2—Inputs to the fair value measurement are determined using prices for recently traded assets and liabilities with similar underlying terms, as well as directly or indirectly observable inputs, such as interest rates and yield curves that are observable at commonly quoted intervals. The market value of the Company’s forward contracts to hedge against changes in currency translation rates between U.S. dollars and Indian rupees was a Level 2 asset. | ||||||||||||||||||||||||
- | Level 3—Inputs to the fair value measurement are unobservable inputs, such as estimates, assumptions, and valuation techniques when little or no market data exists for the assets or liabilities. The additional consideration payable related to the Company’s acquisition of three branded, injectable drug products from the U.S. subsidiary of H. Lundbeck A/S (the “Lundbeck Acquisition”), a Denmark Corporation, on December 22, 2011 was a Level 3 liability, as are the additional consideration payable to Santen Pharmaceutical Co. Ltd. (“Santen”) in relation to the Company’s acquisition of the U.S. New Drug Application (“NDA”) rights to Betimol® on January 2, 2014, and the fair valuation of the available for sale investment held in shares of Nicox S.A. | ||||||||||||||||||||||||
The following table summarizes the basis used to measure the fair values of the Company’s financial instruments (amounts in thousands): | |||||||||||||||||||||||||
Fair Value Measurements at Reporting Date, Using: | |||||||||||||||||||||||||
Description | December 31, | Quoted Prices | Significant | Significant | |||||||||||||||||||||
2014 | in Active | Other | Unobservable | ||||||||||||||||||||||
Markets for | Observable | Inputs | |||||||||||||||||||||||
Identical Items | Inputs | (Level 3) | |||||||||||||||||||||||
(Level 1) | (Level 2) | ||||||||||||||||||||||||
Cash and cash equivalents | $ | 70,680 | $ | 70,680 | $ | — | $ | — | |||||||||||||||||
Available-for-sale securities | 8,391 | — | — | 8,391 | |||||||||||||||||||||
Total assets | $ | 79,071 | $ | 70,680 | $ | — | $ | 8,391 | |||||||||||||||||
Purchase consideration payable | $ | 7,613 | $ | — | $ | — | $ | 7,613 | |||||||||||||||||
Total liabilities | $ | 7,613 | $ | — | $ | — | $ | 7,613 | |||||||||||||||||
Description | December 31, | Quoted Prices | Significant | Significant | |||||||||||||||||||||
2013 | in Active | Other | Unobservable | ||||||||||||||||||||||
Markets for | Observable | Inputs | |||||||||||||||||||||||
Identical Items | Inputs | (Level 3) | |||||||||||||||||||||||
(Level 1) | (Level 2) | ||||||||||||||||||||||||
Cash and cash equivalents | $ | 34,178 | $ | 34,178 | $ | — | $ | — | |||||||||||||||||
Foreign currency forward contracts | 208 | — | 208 | — | |||||||||||||||||||||
Total assets | $ | 34,386 | $ | 34,178 | $ | 208 | $ | — | |||||||||||||||||
Purchase consideration payable | $ | 14,728 | $ | — | $ | — | $ | 14,728 | |||||||||||||||||
Total liabilities | $ | 14,728 | $ | — | $ | — | $ | 14,728 | |||||||||||||||||
The carrying amount at December 31, 2014 of purchase consideration payable includes estimated consideration due to Santen related to the Company’s acquisition of U.S. NDA rights to Betimol® on January 2, 2014. The liability was initially discounted based on the Company’s assumed discount rate and revalued at December 31, 2014 using this same discount rate. The Company identified no events that would cause its calculated assumed discount rate to change between the acquisition date and December 31, 2014. The additional consideration contingently payable to Santen was initially estimated at $4.5 million discounted to $4.0 million based on a discount rate of 12.6%. The Company performed evaluations of the fair value of this liability at December 31, 2014 based on utilizing significant unobservable inputs and determined the fair value of this liability to be $4.3 million. The increase in fair value during the year ended December 31, 2014 of approximately $0.3 million has been recorded as non-cash interest expense within the Company’s consolidated statement of comprehensive income for the year ended December 31, 2014. | |||||||||||||||||||||||||
The remaining purchase consideration payable is principally comprised of net working capital amounts owed relating to the ECR and Watson Laboratories, Inc. (“Watson”) divestitures, at fair value as determined based on the underlying contracts and the Company’s subjective evaluation of the additional consideration. | |||||||||||||||||||||||||
As of December 31, 2014, the Company was carrying available for sale investments in shares of Nicox S.A. initially valued at $12.5 million discounted to reflect certain lockup provisions preventing immediate sale of underlying shares received for the Company’s investment in an available for sale security or an approximately $1.7 million unrealized gain. During the year the Company sold $0.6 million of the available-for-sale security, realizing an immaterial gain, and due to declines in the share price of Nicox S.A. stock from the initial valuation, the Company recognized a $1.8 million unrealized loss as of the year ended December 31, 2014. The remaining $8.4 million of securities are still subject to certain lockup provisions and as such, the fair value of the investments is estimated using observable and unobservable inputs to discount for lack of marketability. (See Note 16 – Business Combinations, Dispositions and Other Strategic Investments) | |||||||||||||||||||||||||
The carrying amount at December 31, 2013 of the purchase consideration payable for the Lundbeck acquisition was initially determined based on the terms of the underlying contracts and the Company’s subjective evaluation of the likelihood of the additional purchase consideration becoming payable related to the Company’s obligation to pay additional consideration for the acquisition of selected assets from H. Lundbeck A/S (“Lundbeck”) on December 22, 2011. The underlying obligation was long-term in nature, and therefore was discounted to present value based on an assumed discount rate. The additional consideration of $15.0 million, contingently payable to Lundbeck on December 22, 2014, was initially discounted to $11.3 million based on a discount rate of 10.0%, and subsequently adjusted in final acquisition accounting to $11.6 million based on applying a 9.0% discount rate. At December 31, 2013, the Company again evaluated the fair value based on utilizing significant unobservable inputs and derived a discount rate of 1.85%, determining that the appropriate discounted value was $14.7 million based upon the likelihood of achieving the underlying revenue targets and a derived cost of debt based on the remaining term. On December 22, 2014 the Company remitted final payment for the contingent purchase consideration due to Lundbeck of $15.0 million. | |||||||||||||||||||||||||
The Company entered into three non-deliverable forward contracts in October 2013 to protect against unfavorable trends with regard to currency translation rates between U.S. dollars (“USD”) and Indian rupees (“INR”) for planned capital expenditures at AIPL, which all three matured and were redeemed during the year ended December 31, 2014. The forward contracts were based on current and future anticipated investment in AIPL, the Company’s subsidiary in India. These forward contracts include projected currency translation rates between INR and USD. Any difference between the actual and projected foreign currency translations rates on the respective settlement dates would result in payment from the counterparty to the Company, or vice versa, as the case may be. As all of the contracts matured during the year ended December 31, 2014, the Company realized a $0.7 million gain in fair value during the year ended December 31, 2014 as Other non-operating income in its consolidated statements of comprehensive income. | |||||||||||||||||||||||||
Warrants: The Company issued various warrants during 2009 to entities controlled by John N. Kapoor, Ph.D., the Chairman of the Company’s Board of Directors (the “Kapoor Warrants”). The Company had classified the fair value of these warrants as a current liability in accordance with ASC 815-40-15-3, Derivatives and Hedging, (formerly EITF 00-19, Accounting for Derivative Financial Instruments Indexed to, and Potentially Settled in, a Company’s Own Stock). This classification was made as a result of the requirement that the shares to be issued upon exercise of the Kapoor Warrants be registered shares, which could not be absolutely assured. The Kapoor Warrants were adjusted to fair value at the end of each quarter through Black-Scholes calculations which considered changes in the market price of the Company’s common stock, the remaining contractual life of the Kapoor Warrants, and other factors. Any change in the fair value of the Kapoor Warrants was recorded as income or expense on the Company’s consolidated statements of operations for the applicable period. | |||||||||||||||||||||||||
On June 28, 2010, the Company and Dr. Kapoor entered into an Amended and Restated Registration Rights Agreement (the “Amended Agreement”) which modified certain terms related to the Company’s obligation to obtain and maintain registration of any shares issued pursuant to exercise of the Kapoor Warrants. The Amended Agreement still requires the Company to use “commercially reasonable efforts” to file a registration statement pursuant to Rule 415 of the Securities Act of 1933 (“Registration Statement”) for any shares of common stock that may be issued under the applicable warrant agreements, and to maintain the continuous effectiveness of such Registration Statement until the earliest of: (i) the date no shares of the Company’s common stock qualify as registrable securities, (ii) the date on which all of the registrable securities may be sold in a single transaction by the holder to the public pursuant to Rule 144 or a similar rule, or (iii) the date upon which the John N. Kapoor Trust Dated September 20, 1989 (the “Kapoor Trust”) and EJ Funds, LP (“EJ Funds”) have transferred all of the registrable securities. However, the Registration Rights Agreement was amended to provide that in the event the Company, after using its good faith commercially reasonable efforts, is not able to obtain or maintain registration of the common stock, delivery of unregistered shares upon exercise of the Kapoor Warrants will be deemed acceptable and a net cash settlement will not be required. The Amended Agreement further provides that the term “commercially reasonable efforts” in such instance shall not mean an absolute obligation of the Company to obtain and maintain registration. | |||||||||||||||||||||||||
As a result of the changes effected through the Amended Agreement, on June 28, 2010 the Company changed its accounting treatment of the Kapoor Warrants, no longer classifying them as a current liability with periodic adjustments to fair value but instead classifying them as a component of shareholders’ equity in accordance with ASC 815-40. Accordingly, the fair value of the Kapoor Warrants, which was $17.9 million on June 28, 2010, was reclassified from a current liability to a component of shareholders’ equity on that date. Following this change in classification, no future fair value adjustments are required. | |||||||||||||||||||||||||
The liability at June 28, 2010 for the Kapoor Warrants was estimated using a Black-Scholes valuation model with the fair value per warrant ranging from $2.49 to $2.50. The expected volatility of the Kapoor Warrants was based on the historical volatility of the Company’s common stock. The expected life assumption was based on the remaining life of the Kapoor Warrants. The risk-free interest rate for the expected term of the Kapoor Warrants was based on the average market rate on U.S. treasury securities in effect during the applicable quarter. The dividend yield reflected historical experience as well as future expectations over the expected term of the Kapoor Warrants. | |||||||||||||||||||||||||
The assumptions used in estimating the fair value of the warrants at June 28, 2010 were as follows: | |||||||||||||||||||||||||
Expected volatility | 79.70% | ||||||||||||||||||||||||
Expected life (in years) | 3.8 | – | 4.1 | ||||||||||||||||||||||
Risk-free interest rate | 1.80% | ||||||||||||||||||||||||
Dividend yield | — | ||||||||||||||||||||||||
The following table provides summarized information about the Kapoor Warrants as of December 31, 2013: | |||||||||||||||||||||||||
Granted To: | Grant Date | Warrants Granted | Exercise Price | Book Value ($000s) | |||||||||||||||||||||
EJ Funds | Apr.13, 2009 | 1,939,639 | $ | 1.11 | $ | 4,829 | |||||||||||||||||||
Kapoor Trust | Apr.13, 2009 | 1,501,933 | $ | 1.11 | 3,740 | ||||||||||||||||||||
EJ Funds | Aug.17, 2009 | 1,650,806 | $ | 1.16 | 4,127 | ||||||||||||||||||||
Kapoor Trust | Aug.17, 2009 | 2,099,935 | $ | 1.16 | 5,250 | ||||||||||||||||||||
7,192,313 | $ | 17,946 | |||||||||||||||||||||||
On April 10, 2014, the holder exercised all of the approximately 7.2 million outstanding stock warrants. The Company received cash proceeds of approximately $8.2 million from the warrant exercise during the year ended December 31, 2014. | |||||||||||||||||||||||||
Stock-Based Compensation: Stock-based compensation cost is estimated at grant date based on the fair value of the award, and the cost is recognized as expense ratably over the vesting period. The Company uses the Black-Scholes model for estimating the grant date fair value of stock options. Determining the assumptions to be used in the model is highly subjective and requires judgment. The Company uses an expected volatility that is based on the historical volatility of its common stock. The expected life assumption is based on historical employee exercise patterns and employee post-vesting termination behavior. The risk-free interest rate for the expected term of the option is based on the average market rate on U.S. Treasury securities of similar term in effect during the quarter in which the options were granted. The dividend yield reflects the Company’s historical experience as well as future expectations over the expected term of the option. The Company estimates forfeitures at the time of grant and revises the estimate in subsequent periods, if necessary, if actual forfeitures differ from initial estimates. | |||||||||||||||||||||||||
Note_3_Accounts_Receivable_Sal
Note 3 - Accounts Receivable, Sales and Allowances | 12 Months Ended | ||||||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||||||
Receivables [Abstract] | |||||||||||||||||||||||||
Loans, Notes, Trade and Other Receivables Disclosure [Text Block] | Note 3 — Accounts Receivable, Sales and Allowances | ||||||||||||||||||||||||
The nature of the Company’s business inherently involves, in the ordinary course, significant amounts and substantial volumes of transactions and estimates relating to allowances for product returns, chargebacks, rebates, doubtful accounts and discounts given to customers. This is a natural circumstance of the pharmaceutical industry and is not specific to the Company. Depending on the product, the end-user customer, the specific terms of national supply contracts and the particular arrangements with the Company’s wholesaler customers, certain rebates, chargebacks and other credits are deducted from the Company’s accounts receivable. The process of claiming these deductions depends on wholesalers reporting to the Company the amount of deductions that were earned under the terms of the respective agreement with the end-user customer (which in turn depends on the specific end-user customer, each having its own pricing arrangement, which entitles it to a particular deduction). This process can lead to partial payments against outstanding invoices as the wholesalers take the claimed deductions at the time of payment. | |||||||||||||||||||||||||
With the exception of the provision for doubtful accounts, which is reflected as part of selling, general and administrative expense, the provisions for the following customer reserves are reflected as a reduction of revenues in the accompanying consolidated statements of comprehensive income. The ending reserve balances are included in trade accounts receivable, net in the Company’s consolidated balance sheets. | |||||||||||||||||||||||||
Net trade accounts receivable consists of the following (in thousands): | |||||||||||||||||||||||||
December 31, | |||||||||||||||||||||||||
2014 | 2013 | ||||||||||||||||||||||||
Gross accounts receivable | $ | 445,027 | $ | 88,165 | |||||||||||||||||||||
Less reserves for: | |||||||||||||||||||||||||
Chargebacks and rebates | (155,297 | ) | (12,882 | ) | |||||||||||||||||||||
Product returns | (44,644 | ) | (8,164 | ) | |||||||||||||||||||||
Discounts and allowances | (22,691 | ) | (1,644 | ) | |||||||||||||||||||||
Advertising and promotions | (1,217 | ) | (452 | ) | |||||||||||||||||||||
Doubtful accounts | (462 | ) | (25 | ) | |||||||||||||||||||||
Trade accounts receivable, net | $ | 220,716 | $ | 64,998 | |||||||||||||||||||||
For the years ended December 31, 2014, 2013 and 2012, the Company recorded the following adjustments to gross sales (in thousands): | |||||||||||||||||||||||||
Year ended December 31, | |||||||||||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||||||||||
Gross sales | $ | 1,442,537 | $ | 528,574 | $ | 386,582 | |||||||||||||||||||
Less adjustments for: | |||||||||||||||||||||||||
Chargebacks and rebates | (739,760 | ) | (183,403 | ) | (112,244 | ) | |||||||||||||||||||
Product returns | (20,006 | ) | (5,001 | ) | (3,783 | ) | |||||||||||||||||||
Discounts and allowances | (31,178 | ) | (8,464 | ) | (6,074 | ) | |||||||||||||||||||
Administrative fees | (50,786 | ) | (9,471 | ) | (5,293 | ) | |||||||||||||||||||
Advertising, promotions, and other | (7,729 | ) | (4,524 | ) | (3,030 | ) | |||||||||||||||||||
Revenues, net | $ | 593,078 | $ | 317,711 | $ | 256,158 | |||||||||||||||||||
The annual activity in the Company’s allowance for customer deductions accounts for the three years ended December 31, 2014 is as follows (in thousands): | |||||||||||||||||||||||||
Returns | Chargebacks & Rebates | Discounts | Doubtful Accounts | Advert. & Promotions | TOTAL | ||||||||||||||||||||
Balance at December 31, 2011 | 6,846 | 5,949 | 743 | 99 | 386 | 14,023 | |||||||||||||||||||
Provision | 3,783 | 112,243 | 6,074 | (82 | ) | 2,063 | 124,081 | ||||||||||||||||||
Charges processed | (2,220 | ) | (104,740 | ) | (5,455 | ) | 13 | (1,864 | ) | (114,266 | ) | ||||||||||||||
Balance at December 31, 2012 | $ | 8,409 | $ | 13,452 | $ | 1,362 | $ | 30 | $ | 585 | $ | 23,838 | |||||||||||||
Provision | 5,001 | 183,403 | 8,464 | (5 | ) | 4,524 | 201,387 | ||||||||||||||||||
Charges processed | (5,246 | ) | (183,973 | ) | (8,182 | ) | — | (4,657 | ) | (202,058 | ) | ||||||||||||||
Balance at December 31, 2013 | $ | 8,164 | $ | 12,882 | $ | 1,644 | $ | 25 | $ | 452 | $ | 23,167 | |||||||||||||
Provision | 20,006 | 739,760 | 31,178 | 346 | 7,729 | 799,019 | |||||||||||||||||||
Additions from acquisitions | 29,172 | 29,593 | 5,161 | 88 | 311 | 64,325 | |||||||||||||||||||
Charges processed | (12,698 | ) | (626,938 | ) | (15,292 | ) | 3 | (7,275 | ) | (662,200 | ) | ||||||||||||||
Balance at December 31, 2014 | $ | 44,644 | $ | 155,297 | $ | 22,691 | $ | 462 | $ | 1,217 | $ | 224,311 | |||||||||||||
Note_4_Inventories
Note 4 - Inventories | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Inventory Disclosure [Abstract] | |||||||||
Inventory Disclosure [Text Block] | Note 4 — Inventories | ||||||||
The components of inventories, net of allowances, are as follows (in thousands): | |||||||||
December 31, | |||||||||
2014 | 2013 | ||||||||
Finished goods | $ | 64,442 | $ | 22,886 | |||||
Work in process | 4,335 | 3,883 | |||||||
Raw materials and supplies | 62,533 | 29,213 | |||||||
$ | 131,310 | $ | 55,982 | ||||||
The Company maintains an allowance for excess and obsolete inventory, as well as inventory where its cost is in excess of its net realizable value. The activity in the allowance for excess, obsolete, and net realizable value inventory account for the two years ended December 31, 2014 was as follows (in thousands): | |||||||||
Years Ended December 31, | |||||||||
2014 | 2013 | ||||||||
Balance at beginning of year | $ | 5,700 | $ | 6,819 | |||||
Provision | 12,275 | 2,089 | |||||||
Additions from acquisitions | 8,220 | — | |||||||
Charges | (5,016 | ) | (3,208 | ) | |||||
Balance at end of year | $ | 21,179 | $ | 5,700 | |||||
Note_5_Property_Plant_and_Equi
Note 5 - Property, Plant and Equipment | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Property, Plant and Equipment [Abstract] | |||||||||
Property, Plant and Equipment Disclosure [Text Block] | Note 5 – Property, Plant and Equipment | ||||||||
Property, plant and equipment consist of the following (in thousands): | |||||||||
December 31, | |||||||||
2014 | 2013 | ||||||||
Land | $ | 9,323 | $ | 2,606 | |||||
Buildings and leasehold improvements | 63,846 | 46,281 | |||||||
Furniture and equipment | 112,708 | 76,536 | |||||||
185,877 | 125,423 | ||||||||
Accumulated depreciation | (68,093 | ) | (54,470 | ) | |||||
117,784 | 70,953 | ||||||||
Construction in progress | 26,004 | 11,155 | |||||||
$ | 143,788 | $ | 82,108 | ||||||
At December 31, 2014 and 2013, property plant and equipment carrying a net book value of $25.6 million and $21.1 million, respectively, was located outside the United States. | |||||||||
Note_6_Financing_Arrangements
Note 6 - Financing Arrangements | 12 Months Ended | ||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||
Debt Disclosure [Abstract] | |||||||||||||||||||||
Debt Disclosure [Text Block] | Note 6 — Financing Arrangements | ||||||||||||||||||||
Incremental Term Loan | |||||||||||||||||||||
Concurrent with the closing of its acquisition of VersaPharm Incorporated (“VersaPharm”), Akorn, Inc. and its wholly owned domestic subsidiaries (the “Akorn Loan Parties”) entered into a $445.0 million Incremental Facility Joinder Agreement (the “Incremental Term Loan Facility”) pursuant to a Loan Agreement (the “Incremental Term Loan Agreement”) dated August 12, 2014 between the Akorn Loan Parties as borrowers, certain other lenders, with JPMorgan Chase Bank, N.A. (“JPMorgan”), acting as administrative agent. The proceeds received pursuant to the Incremental Term Loan Agreement were used to finance the acquisition of VersaPharm, a Georgia corporation (“VersaPharm Acquisition”). | |||||||||||||||||||||
The Incremental Term Loan Facility is secured by all of the assets of the Akorn Loan Parties, including springing control of the Company’s primary deposit account pursuant to a deposit account control agreement. | |||||||||||||||||||||
The Incremental Term Loan Facility requires quarterly principal repayment equal to 0.25% of the initial loan amount of $445.0 million beginning with the first full quarter following the closing date of the Incremental Term Loan Agreement, with a final payment of the remaining principal balance due at maturity seven (7) years from the date of closing of the Existing Term Loan Agreement. The Company may prepay all or a portion of the remaining outstanding principal amount under the Incremental Term Loan Agreement at any time, or from time to time, subject to prior notice requirement to the lenders and payment of applicable fees. Prepayment of principal will be required should the Company incur any indebtedness not permitted under the Incremental Term Loan Agreement, or effect the sale, transfer or disposition of any property or asset, other than in the ordinary course of business. To the extent the Incremental Term Loan Facility is refinanced within the first six (6) months of closing, a 1.00% prepayment fee will be due. As of December 31, 2014 outstanding debt under the Incremental Term Loan Facility was $443.9 million and the Company was in full compliance with all applicable covenants which included customary limitations on indebtedness, distributions, liens, acquisitions, investments, and other activities. | |||||||||||||||||||||
Interest accrues based, at the Company’s election, on an adjusted prime/federal funds rate (“ABR Loan”) or an adjusted LIBOR (“Eurodollar Loan”) rate, plus a margin of 2.50% for ABR Loans, and 3.50% for Eurodollar Loans. Each such margin will decrease by 0.25% in the event the Company’s senior debt to EBITDA ratio for any quarter falls to 2.25:1.00 or below. During an event of default, as defined in the Existing Term Loan Agreement, any interest rate will be increased by 2.00% per annum. Per the Existing Term Loan Agreement, the interest rate on LIBOR loans cannot fall below 4.50%. | |||||||||||||||||||||
For the year ended December 31, 2014, the Company recorded interest expense of $7.8 million in relation to the Incremental Term Loan Agreement. | |||||||||||||||||||||
As of December 31, 2014, in connection with entering into the $445.0 million Incremental Term Loan Agreement, the Company capitalized $10.9 million in deferred financing fees. Approximately $1.8 million of this total represented loan commitment fees which were amortized to expense during the year ended December 31, 2014. The $1.8 million of loan commitment fees amortized in the year ended December 31, 2014 consisted of $1.7 million in commitment fee amortization and $0.1 million in ticking fees. The Company will amortize the remaining deferred financing fees using the effective interest method over the term of the Incremental Term Loan Agreement. | |||||||||||||||||||||
Existing Term Loan | |||||||||||||||||||||
Concurrent with the closing of its acquisition of Hi-Tech (the “Hi-Tech Acquisition”) Akorn Loan Parties entered into a $600.0 million Term Facility (the “Existing Term Facility”) pursuant to a Loan Agreement dated April 17, 2014 (the “Existing Term Loan Agreement”) between the Akorn Loan Parties as borrowers, certain other lenders, with JPMorgan, acting as administrative agent. The Company may increase the loan amount up to an additional $150.0 million, or more, provided certain financial covenants and other conditions are satisfied. The proceeds received pursuant to the Existing Term Loan Agreement were used to finance the Hi-Tech Acquisition. | |||||||||||||||||||||
The Existing Term Facility is secured by all of the assets of the Akorn Loan Parties, including springing control of the Company’s primary deposit account pursuant to a deposit account control agreement. | |||||||||||||||||||||
The Existing Term Loan Agreement requires quarterly principal repayment equal to 0.25% of the initial loan amount of $600.0 million beginning with the second full quarter following the closing date of the Existing Term Loan Agreement, with a final payment of the remaining principal balance due at maturity seven (7) years from the date of closing of the Existing Term Loan Agreement. The Company may prepay all or a portion of the remaining outstanding principal amount under the Existing Term Loan Agreement at any time, or from time to time, subject to prior notice requirement to the lenders and payment of applicable fees. Prepayment of principal will be required should the Company incur any indebtedness not permitted under the Existing Term Loan Agreement, or effect the sale, transfer or disposition of any property or asset, other than in the ordinary course of business. As of December 31, 2014 outstanding debt under the term loan facility was $598.5 million and the Company was in full compliance with all applicable covenants which included customary limitations on indebtedness, distributions, liens, acquisitions, investments, and other activities. | |||||||||||||||||||||
Interest accrues based, at the Company’s election, on an adjusted prime/federal funds rate or an adjusted LIBOR rate, plus a margin of 2.50% for ABR Loans, and 3.50% for Eurodollar Loans. Each such margin will decrease by 0.25% in the event Akorn’s senior debt to EBITDA ratio for any quarter falls to 2.25:1.00 or below. During an event of default, as defined in the Existing Term Loan Agreement, any interest rate will be increased by 2.00% per annum. Per the Existing Term Loan Agreement, the interest rate on LIBOR loans cannot fall below 4.50%. | |||||||||||||||||||||
For the year ended December 31, 2014, the Company recorded interest expense of $19.4 million in relation to the Existing Term Loan. | |||||||||||||||||||||
As of December 31, 2014, in connection with entering into the $600.0 million Existing Term Loan, the Company capitalized $20.3 million in deferred financing fees. Approximately $7.4 million of this total represented loan commitment fees, of which $7.4 million was amortized to expense during the year ended December 31, 2014. The $7.4 million of loan commitment fees amortized in the year ended December 31, 2014 consisted of $5.0 million in ticking fees and $2.4 million in commitment fee amortization. The Company will amortize the remaining deferred financing fees using the effective interest method over the term of the Existing Term Loan Agreement. | |||||||||||||||||||||
JPMorgan Credit Facility | |||||||||||||||||||||
On April 17, 2014, the Akorn Loan Parties entered into a Credit Agreement (the “JPM Credit Agreement”) with JPMorgan acting as administrative agent, and Bank of America, N.A., as syndication agent for certain other lenders (at closing, Bank of America, N.A. and Wells Fargo Bank, N. A.) for a $150.0 million revolving credit facility (the “JPM Revolving Facility”). Upon entering into the JPM Credit Agreement, the Company terminated its prior $60.0 million revolving credit facility with Bank of America, N.A., as further described below. | |||||||||||||||||||||
Subject to other conditions in the JPM Credit Agreement, advances under the JPM Revolving Facility will be made in accordance with a borrowing base consisting of the sum of the following: | |||||||||||||||||||||
(a) | 85% of eligible accounts receivable; | ||||||||||||||||||||
(b) | The lesser of: | ||||||||||||||||||||
a. | 65% of the lower of cost or market value of eligible raw materials and work in process inventory, valued on a first in first out basis, and | ||||||||||||||||||||
b. | 85% of the orderly liquidation value of eligible raw materials and work in process inventory, valued on a first in first out basis; | ||||||||||||||||||||
(c) | The lesser of: | ||||||||||||||||||||
a. | 75% of the lower of cost or market value of eligible finished goods inventory, valued on a first in first out basis, and | ||||||||||||||||||||
b. | 85% of the orderly liquidation value of eligible finished goods inventory, valued on a first in first out basis up to 85% of the liquidation value of eligible inventory (or 75% of market value finished goods inventory); and | ||||||||||||||||||||
(d) | Less any reserves deemed necessary by the administrative agent, and allowed in its permitted discretion. | ||||||||||||||||||||
The total amount available under the JPM Revolving Facility includes a $10.0 million letter of credit facility. | |||||||||||||||||||||
Under the terms of the JPM Credit Agreement, if availability under the JPM Revolving Facility falls below 12.5% of commitments or $15.0 million for more than 30 consecutive days, the Company may be subject to cash dominion, additional reporting requirements, and additional covenants and restrictions. The Company may seek additional commitments to increase the maximum amount of the JPM Revolving Facility to $200.0 million. | |||||||||||||||||||||
Unless cash dominion is exercised by the lenders in connection with the JPM Revolving Facility, the Company will be required to repay the JPM Revolving Facility upon its expiration five (5) years from issuance, subject to permitted extension, and will pay interest on the outstanding balance monthly based, at the Company’s election, on an adjusted prime/federal funds rate (“ABR”) or an adjusted LIBOR (“Eurodollar”), plus a margin determined in accordance with the Company’s consolidated fixed charge coverage ratio (EBITDA to fixed charges) as follows: | |||||||||||||||||||||
Fixed Charge | Revolver ABR | Revolver | |||||||||||||||||||
Coverage Ratio | Spread | Eurodollar | |||||||||||||||||||
Spread | |||||||||||||||||||||
Category 1 | 0.50% | 1.50% | |||||||||||||||||||
> 1.50 to 1.0 | |||||||||||||||||||||
Category 2 | 0.75% | 1.75% | |||||||||||||||||||
> 1.25 to 1.00 but | |||||||||||||||||||||
< 1.50 to 1.00 | |||||||||||||||||||||
Category 3 | 1.00% | 2.00% | |||||||||||||||||||
< 1.25 to 1.00 | |||||||||||||||||||||
In addition to interest on borrowings, the Company will pay an unused line fee of 0.25% per annum on the unused portion of the JPM Revolving Facility. | |||||||||||||||||||||
During an event of default, as defined in the JPM Credit Agreement, any interest rate will be increased by 2.0% per annum. | |||||||||||||||||||||
The JPM Revolving Facility is secured by all of the assets of the Akorn Loan Parties, including springing control of the Company’s primary deposit account pursuant to a deposit account control agreement. The financial covenants require the Akorn Loan Parties to maintain the following on a consolidated basis: | |||||||||||||||||||||
(a) | Minimum Liquidity, as defined in the JPM Credit Agreement, of not less than (a) $120.0 million plus (b) 25% of the JPM Revolving Facility commitments during the three month period preceding the June 1, 2016 maturity date of the Company’s senior convertible notes. | ||||||||||||||||||||
(b) | Ratio of EBITDA to fixed charges of no less than 1.00 to 1.00 (measured quarterly for the trailing 4 quarters). | ||||||||||||||||||||
As of December 31, 2014 the Company was in full compliance with all covenants applicable to the JPM Revolving Facility. | |||||||||||||||||||||
The Company may use any proceeds from borrowings under the JPM Revolving Facility for working capital needs and for the general corporate purposes of the Company and its subsidiaries, and to otherwise replace letters of credit that were outstanding upon the termination of the Company’s prior revolving credit facility with Bank of America, N.A. At December 31, 2014, there were no outstanding borrowings and one outstanding letter of credit in the amount of approximately $1.2 million under the JPM Revolving Facility. Availability under the facility as of December 31, 2014 was approximately $148.8 million. | |||||||||||||||||||||
The JPM Credit Agreement places customary limitations on indebtedness, distributions, liens, acquisitions, investments, and other activities of the Akorn Loan Parties in a manner designed to protect the collateral while providing flexibility for growth and the historic business activities of the Company and its subsidiaries. | |||||||||||||||||||||
Convertible Notes | |||||||||||||||||||||
On June 1, 2011, the Company closed on an offering of $120.0 million aggregate principal amount of 3.50% Convertible Senior Notes due 2016 (the “Notes”) which included $20.0 million in aggregate principal amount of the Notes issued in connection with the full exercise by the initial purchasers of their over-allotment option. The Notes are governed by the Company’s indenture with Wells Fargo Bank, National Association, as trustee (the “Indenture”). The Notes were offered and sold only to qualified institutional buyers. The net proceeds from the sale of the Notes were approximately $115.3 million, after deducting underwriting fees and other related expenses. | |||||||||||||||||||||
The Notes have a maturity date of June 1, 2016 and pay interest at an annual rate of 3.50% semiannually in arrears on June 1 and December 1 of each year, beginning on December 1, 2011. The Notes are convertible into the Company’s common stock, cash or a combination thereof at an initial conversion price of $8.76 per share, which is equivalent to an initial conversion rate of approximately 114.1553 shares per $1,000 principal amount of Notes. The conversion price is subject to adjustment for certain events described in the Indenture, including certain corporate transactions which will increase the conversion rate and decrease the conversion price for a holder that elects to convert its Notes in connection with such corporate transaction. | |||||||||||||||||||||
The Notes may be converted at any time prior to the close of business on the business day immediately preceding December 1, 2015 only under the following circumstances: (1) during any calendar quarter commencing after September 30, 2011, if the closing sale price of the Company’s common stock, for at least 20 trading days (whether or not consecutive) during the period of 30 consecutive trading days ending on the last trading day of the calendar quarter immediately preceding the calendar quarter in which the conversion occurs, is more than 130% of the conversion price in effect on each applicable trading day; (2) during the five consecutive trading-day period following any five consecutive trading-day period in which the trading price for the Notes per $1,000 principal amount of Notes for each such trading day was less than 98% of the closing sale price of the Company’s common stock on such date multiplied by the then-current conversion rate; or (3) upon the occurrence of specified corporate events. On or after December 1, 2015 until the close of business on the business day immediately preceding the stated maturity date, holders may surrender all or any portion of their Notes for conversion at any time, regardless of the foregoing circumstances. Upon conversion, the Company will pay or deliver, at the Company’s option, cash, shares of the Company’s common stock, or a combination thereof. If a fundamental change (as defined in the Indenture) occurs prior to the stated maturity date, holders may require the Company to purchase for cash all or a portion of their Notes. | |||||||||||||||||||||
The Notes became convertible for the quarter ending on June 30, 2012 as a result of the Company’s stock trading at or above the required price of $11.39 per share for 20 of the last 30 trading days in the quarter ended March 31, 2012. The Notes have remained convertible for each successive quarter as a result of meeting the trading price requirement at the end of each prior quarter. During the year ended December 31, 2014, approximately $32.5 million of this convertible debt was converted at the holder’s request which resulted in an additional $1.0 million of expense recognized due to the conversions. | |||||||||||||||||||||
The Notes are not listed on any securities exchange or on any automated dealer quotation system, but are traded on a secondary market made by the initial purchasers. The initial purchasers of the Notes advised the Company of their intent to make a market in the Notes following the offering, though they are not obligated to do so and may discontinue any market making at any time. | |||||||||||||||||||||
As of December 31, 2014, the Notes were trading at approximately 412.4% of their face value, resulting in a total market value of $360.9 million compared to their face value of $87.5 million. The actual conversion value of the Notes is based on the product of the conversion rate and the market price of the Company's common stock at conversion, as defined in the Indenture. As of December 31, 2014, the Company's common stock closed at $36.20 per share, resulting in a pro forma conversion value for the Notes of approximately $361.7 million. Increases in the market value of the Company’s common stock increase the Company’s obligation accordingly. There is no upper limit placed on the possible conversion value of the Notes. | |||||||||||||||||||||
The Notes are accounted for in accordance with ASC 470-20, Debt with Conversion and Other Options. Under ASC 470-20, issuers of convertible debt instruments that may be settled in cash upon conversion, including partial cash settlement, are required to separately account for the liability (debt) and equity (conversion option) components. The application of ASC 470-20 resulted in the recognition of $21.3 million as the value for the equity component. This amount was offset by $0.8 million of equity issuance costs, as described below, and both were affected by the conversion of $32.5 million notes as documented above. At the dates indicated, the net carrying amount of the liability component and the remaining unamortized debt discount were as follows (in thousands): | |||||||||||||||||||||
December 31, | |||||||||||||||||||||
2014 | 2013 | ||||||||||||||||||||
Carrying amount of equity component | $ | 14,930 | $ | 20,470 | |||||||||||||||||
Carrying amount of the liability component | 82,543 | 108,750 | |||||||||||||||||||
Unamortized discount of the liability component | 4,982 | 11,250 | |||||||||||||||||||
Unamortized debt financing costs | 901 | 2,034 | |||||||||||||||||||
The Company incurred debt issuance costs of $4.7 million related to its issuance of the Notes. In accordance with ASC 470-20, the Company allocated this debt issuance cost ratably between the liability and equity components of the Notes, resulting in $3.9 million of debt issuance costs allocated to the liability component and $0.8 million allocated to the equity component. The portion allocated to the liability component was classified as deferred financing costs and is being amortized by the effective interest method through the earlier of the maturity date of the Notes or the date of conversion, while the portion allocated to the equity component was recorded as an offset to additional paid-in capital upon issuance of the Notes. | |||||||||||||||||||||
During the years ended December 31, 2014, 2013 and 2012, the Company recorded the following expenses in relation to the Notes (in thousands): | |||||||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||||||
Interest expense at 3.50% coupon rate | $ | 4,105 | $ | 4,200 | $ | 4,200 | |||||||||||||||
Debt discount amortization | 4,317 | 4,113 | 3,828 | ||||||||||||||||||
Deferred financing cost amortization | 780 | 744 | 692 | ||||||||||||||||||
Loss on conversion | 990 | — | — | ||||||||||||||||||
$ | 10,192 | $ | 9,057 | $ | 8,720 | ||||||||||||||||
Upon issuing the Notes, the Company established a deferred tax liability of $8.6 million related to the debt discount of $21.3 million, with an offsetting debit of $8.6 million to common stock. The deferred tax liability was established because the amortization of the debt discount generates non-cash interest expense that is not deductible for income tax purposes. Since the Company’s net deferred tax assets were fully reserved by valuation allowance at the time the Notes were issued, the Company reduced its valuation allowance by $8.6 million upon recording the deferred tax liability related to the debt discount with an offsetting credit of $8.6 million to common stock. As a result, the net impact of these entries was a debit of $8.6 million to the valuation reserve against the Company’s deferred tax assets and a credit of $8.6 million to deferred tax liability. The deferred tax liability is being amortized monthly as the Company records non-cash interest from its amortization of the debt discount on the Notes. | |||||||||||||||||||||
Aggregate cumulative maturities of long-term obligations commencing in 2015 are: | |||||||||||||||||||||
(In thousands) | 2015 | 2016 | 2017 | 2018 | Thereafter | ||||||||||||||||
Maturities | $ | 10,450 | $ | 97,975 | $ | 10,450 | $ | 10,450 | $ | 1,000,588 | |||||||||||
Bank of America Credit Facility | |||||||||||||||||||||
On October 7, 2011, the Company and its domestic subsidiaries (the “Borrowers”) entered into a Loan and Security Agreement (the “BoA Credit Agreement”) with Bank of America, N.A. (the “Agent”) and other financial institutions (collectively with the Agent, the “BoA Lenders”) through which it obtained a $20.0 million revolving line of credit, which included a $2.0 million letter of credit facility. On April 17, 2014, concurrent with the Company entering into the JPM Credit Agreement, the Company and the Agent agreed to early terminate the BoA Credit Agreement, without penalty. | |||||||||||||||||||||
Note_7_Earnings_Per_Common_Sha
Note 7 - Earnings Per Common Share | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Earnings Per Share [Abstract] | |||||||||||||
Earnings Per Share [Text Block] | Note 7 — Earnings per Common Share | ||||||||||||
Basic net income per common share is based upon the weighted average common shares outstanding during the period. Diluted net income per common share is based upon the weighted average number of common shares outstanding, including the dilutive effect, if any, of stock options, warrants and the conversion feature of convertible notes using the treasury stock method. | |||||||||||||
Diluted net income per share assumed the principal amount of the convertible Notes would be cash settled and any conversion spread would be settled using common shares, as the Company has the choice of settling either in cash or shares. The Company had demonstrated a past practice and intent of cash settlement for the principal and stock settlement of the conversion spread. As a result, earnings per share calculations for periods ended prior to and including September 30, 2014 only included the assumption of conversion to common shares for the convertible spread. During the quarter ended December 31, 2014, the Company changed its practice of cash settlement and settled redemptions using common shares for both the principal and conversion spread and accordingly, earnings per share amounts were calculated using the if-converted method. For the year ended December 31, 2014, the earnings per share amounts were calculated using the if-converted method. | |||||||||||||
The Company’s potentially dilutive shares consist of: (i) vested and unvested stock options that are in-the-money, (ii) unvested RSAs, (iii) warrants that are in-the-money, and (iv) shares potentially issuable upon conversion of the Notes. | |||||||||||||
A reconciliation of the earnings per share data from a basic to a fully diluted basis is detailed below (amounts in thousands, except per share data): | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Income from continuing operations used for basic earnings per share | $ | 35,848 | $ | 52,362 | $ | 35,378 | |||||||
Convertible debt income adjustments, net of tax | 5,825 | — | — | ||||||||||
Income from continuing operations adjusted for convertible debt as used for diluted earnings per share | $ | 41,673 | $ | 52,362 | $ | 35,378 | |||||||
Income from continuing operations per share: | |||||||||||||
Basic | $ | 0.35 | $ | 0.54 | $ | 0.37 | |||||||
Diluted (1) | $ | 0.34 | $ | 0.46 | $ | 0.32 | |||||||
Loss from discontinued operations, net of tax | $ | (503 | ) | $ | — | $ | — | ||||||
Loss from discontinued operations, net of tax per share: | |||||||||||||
Basic | $ | (0.01 | ) | $ | — | $ | — | ||||||
Diluted | $ | (0.01 | ) | $ | — | $ | — | ||||||
Shares used in computing income (loss) per share: | |||||||||||||
Weighted average basic shares outstanding | 103,480 | 96,181 | 95,189 | ||||||||||
Dilutive securities: | |||||||||||||
Stock options and unvested RSAs | 4,234 | 4,516 | 4,289 | ||||||||||
Stock warrants | 1,874 | 6,702 | 6,564 | ||||||||||
Shares issuable on conversion of the Notes (2) | 13,522 | 6,499 | 4,468 | ||||||||||
Total dilutive securities | 19,630 | 17,717 | 15,321 | ||||||||||
Weighted average diluted shares outstanding | 123,110 | 113,898 | 110,510 | ||||||||||
-1 | Due to a change in the expectation that management may settle all future note conversions solely through shares in the year and quarter ended December 31, 2014, the diluted income from continuing operations per share calculation includes the dilutive effect of convertible debt and is offset by the exclusion of interest expense and deferred financing fees related to the convertible debt of $5.8 million, after-tax for the year ended December 31, 2014. | ||||||||||||
-2 | Shares issuable on conversion of the Notes for the year ended December 31, 2014 have increased in comparison to the fiscal years ended December 31, 2013 and 2012 due to stock appreciation which underlies the shares issuable on conversion of the notes and the Company’s change in practice on October 1, 2014 to more likely than not settle future note conversions solely through shares as we are now utilizing the if-converted method for convertible debt conversion obligations. | ||||||||||||
Note_8_Leasing_Arrangements
Note 8 - Leasing Arrangements | 12 Months Ended | ||||
Dec. 31, 2014 | |||||
Leases [Abstract] | |||||
Leases of Lessee Disclosure [Text Block] | Note 8 — Leasing Arrangements | ||||
The Company leases real and personal property in the normal course of business under various operating leases, including non-cancelable and month-to-month agreements. Rental expense under these leases was $3.3 million, $2.9 million and $2.3 million for the years ended December 31, 2014, 2013 and 2012, respectively. | |||||
Landlord incentives are recorded as deferred rent and amortized on a straight-line basis over the lease term. Rent escalations are recorded on a straight-line basis over the lease term. The Company’s main operating leases for its Lake Forest and Gurnee facilities have original terms of ten years. The Lake Forest facility lease allows for a five-year renewal at the option of the Company. | |||||
The following is a schedule, by year, of future minimum rental payments required under non-cancelable operating and capital leases in place as of December 31, 2014 (in thousands): | |||||
Year ending December 31, | |||||
2015 | $ | 2,569 | |||
2016 | 2,532 | ||||
2017 | 2,230 | ||||
2018 | 769 | ||||
2019 | 466 | ||||
2020 and thereafter | 3,182 | ||||
Total | $ | 11,748 | |||
Through the acquisition of VersaPharm during 2014, our wholly owned subsidiary Clover Pharmaceuticals Corp. leased a research and development facility in Warminster, Pennsylvania for an initial term ending December 31, 2017 , with option to renew for an additional 3 years. Monthly rent at the Warminster facility is approximately $11,000 for 12,000 square feet and is used for drug research and development and administrative activities related to our Prescription Pharmaceuticals segment. As part of the VersaPharm acquisition, the Company also took over a lease of a warehouse and office space in Marietta, Georgia consisting of approximately 20,000 square feet and terminated effective August, 2016 with monthly rent of approximately $10,000. All other leases maintained by VersaPharm and its subsidiaries prior to the acquisition have been terminated. | |||||
On December 1, 2012, the Company entered into a lease for a new R&D center in Vernon Hills, Illinois which was expanded during the year ended December 31, 2014. This lease extends through April 30, 2020, and obligates the Company to pay monthly rent of approximately $15,000, plus proportionate real estate taxes and common area maintenance. Prior to moving its R&D activities to Vernon Hills, Illinois, the Company had leased space for its R&D activities within the Illinois Science & Technology Park in Skokie, Illinois. This lease commenced on February 1, 2010, and extended through its early termination date of February 1, 2014. Upon vacating the Skokie space shortly after moving R&D operations to Vernon Hills, Illinois, the Company accrued to expense its remaining obligations under the Skokie lease. | |||||
On July 27, 2010, the Company, through its wholly owned subsidiary, Akorn (New Jersey), Inc., an Illinois corporation, entered into a seven-year building lease agreement (the “Original Somerset Lease”) with Veronica Development Associates, a New Jersey general partnership, extending the Company’s occupancy of its 50,000 square foot manufacturing facility located at 72-6 Veronica Avenue, Somerset, New Jersey. This lease commenced on August 1, 2010 and continues through July 31, 2017. Under terms of the new lease, base rent was initially set at $38,801 per month, subject to periodic cost of living adjustments. In addition to base rent, the Company is obligated to pay its proportionate share of estimated property taxes, assessments and maintenance costs. The lease agreement contains a renewal provision allowing the Company the option to renew for up to four additional five-year periods upon providing written notice of its intention to renew at least six months prior to termination of the original lease or any renewal period. Furthermore, on January 24, 2011 the Company entered into an additional lease in Somerset for approximately 6,600 square feet of warehousing space to store various pharmaceutical products (the “Somerset Warehouse Lease”). The monthly lease was set at $3,300 per month, subject to similar period cost of living adjustments and other proportionate costs as the Original Somerset Lease. The lease agreement is set for annual renewal at the option of the Company and has been renewed until at least January 31, 2016. | |||||
On March 3, 2010, the Company entered into an eight-year sub-lease agreement with a related party, EJ Financial Enterprises, Inc. (“EJ Financial”), for their sub-lease of a portion of the Company’s corporate offices in Lake Forest, Illinois. John N. Kapoor, Ph.D., Chairman of the Company’s Board of Directors, is the President of EJ Financial. This sub-lease commenced on April 1, 2010. Per the terms of the sub-lease agreement, EJ Financial will pay monthly base rent plus a proportionate share of common area maintenance costs. The Company and EJ Financial agreed to early terminate this agreement, and the sub-lease was terminated in July 2012 at which time the space was retrofitted for corporate purposes. EJ Financial paid the Company approximately $240,000 in rent and common area maintenance fees during the shortened term of this sub-lease. | |||||
Note_9_Stock_Options_Employee_
Note 9 - Stock Options, Employee Stock Purchase Plan and Restricted Stock | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Text Block] | Note 9 — Stock Options, Employee Stock Purchase Plan and Restricted Stock | ||||||||||||||||
Stock Option Plan | |||||||||||||||||
The Company maintains equity compensation plans that allow the Company’s Board of Directors to grant stock options to eligible employees, officers and directors. Under the 2003 Stock Option Plan, 2,519,000 options were granted, none of which remained outstanding as of December 31, 2011. On March 29, 2005, the Company’s Board of Directors approved the Amended and Restated Akorn, Inc. 2003 Stock Option Plan (the “Amended 2003 Plan”), effective as of April 1, 2005, and this was subsequently approved by its stockholders on May 27, 2005. The Amended 2003 Plan was an amendment and restatement of the 2003 Stock Option Plan and provides the Company with the ability to grant other types of equity awards to eligible participants besides stock options. Starting on May 27, 2005, all new awards were granted under the Amended 2003 Plan. The aggregate number of shares of the Company’s common stock initially approved for issuance pursuant to awards granted under the Amended 2003 Plan was 5,000,000. On August 7, 2009, the Company’s stockholders voted to increase this figure to 11,000,000 at the recommendation of the Company’s Board of Directors, and on December 31, 2011 voted to increase the available shares by another 8,000,000, to a final total of 19,000,000 shares. Under the Amended 2003 Plan, 15,828,000 options have been granted to employees and directors, 6,529,000 options have been exercised, 4,331,000 options have been canceled, and 4,968,000 remain outstanding as of December 31, 2014. Options granted under the Amended 2003 Plan have exercise prices equivalent to the market value of the Company’s common stock on the date of grant and expire five years from date of issuance. All options granted during 2013 vest one quarter per year on each of the first four anniversaries of their grant dates. Options granted in earlier years generally had a three-year vesting schedule. | |||||||||||||||||
The Amended 2003 Plan reached its scheduled expiration date on November 6, 2013. Accordingly, no additional awards may be issued under the Amended 2003 Plan beyond that date. However, any awards outstanding as of November 6, 2013 issued under the Amended 2003 Plan will remain outstanding in accordance with their terms. | |||||||||||||||||
At the Company’s 2014 Annual Meeting of Shareholders, the Company’s shareholders approved the adoption of the Akorn, Inc. 2014 Stock Option Plan (the “2014 Plan”). The 2014 Plan reserves 7.5 million shares for issuance upon the grant of stock options, restricted shares, or various other instruments to directors, employers and consultants. | |||||||||||||||||
Under the 2014 Plan, 1,475,000 options have been granted to employees and directors, no options have been exercised, 57,000 options have been canceled, and 1,419,000 remain outstanding as of December 31, 2014. Options granted under the 2014 Stock Option Plan have exercise prices equivalent to the market value of the Company’s common stock on the date of grant and expire from five to ten years from date of issuance depending on the option grant date. All options granted to employees during the year ended December 31, 2014 vest one quarter per year on each of the first four anniversaries of their grant dates while all options granted to non-employee directors fully vest on the first anniversary date of their grant. | |||||||||||||||||
The Company accounts for stock-based compensation in accordance with ASC Topic 718, Compensation – Stock Compensation (formerly SFAS No. 123 (revised 2004), Share Based Payment (SFAS 123(R))). Accordingly, stock-based compensation cost is estimated at the grant date based on the fair value of the award, and the cost is recognized as expense ratably over the vesting period. The Company uses the Black-Scholes model for estimating the grant date fair value of stock options. Determining the assumptions that enter into the model is highly subjective and requires judgment. The Company uses an expected volatility that is based on the historical volatility of its stock. The expected life assumption is based on historical employee exercise patterns and employee post-vesting termination behavior. The risk-free interest rate for the expected term of the option is based on the average market rate on U.S. Treasury securities in effect during the quarter in which the options were granted. The dividend yield reflects historical experience as well as future expectations over the expected term of the option. The Company estimates forfeitures at the time of grant and revises in subsequent periods, if necessary, if actual forfeitures differ from those estimates. | |||||||||||||||||
The Company recorded stock option compensation expense of approximately $6.0 million, $6.2 million and $6.4 million during the years ended December 31, 2014, 2013 and 2012, respectively. The Company uses the single-award method for allocating the compensation cost to each period. | |||||||||||||||||
The assumptions used in estimating the fair value of the stock options granted during the period, along with the weighted-average grant date fair values, were as follows: | |||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||
Expected volatility | 46% | - | 71% | 49% | - | 68% | 77% | - | 85% | ||||||||
Expected life (in years) | 5.4 | 4.0 | 4 | ||||||||||||||
Risk-free interest rate | 0.90% | - | 2.20% | 0.70% | - | 1.40% | 0.70% | - | 0.80% | ||||||||
Dividend yield | — | — | — | ||||||||||||||
Fair value per stock option | $16.08 | $6.95 | $7.76 | ||||||||||||||
A summary of stock option activity within the Company’s stock-based compensation plans for the years ended December 31, 2014, 2013 and 2012 is as follows: | |||||||||||||||||
Weighted Average | Aggregate | ||||||||||||||||
Number of | Weighted | Remaining | Intrinsic Value | ||||||||||||||
Shares | Average | Contractual Term | (in thousands) | ||||||||||||||
(in thousands) | Exercise Price | (Years) | |||||||||||||||
Outstanding at December 31, 2011 | 9,399 | $ | 2.89 | ||||||||||||||
Granted | 1,221 | 12.96 | |||||||||||||||
Exercised | (806 | ) | 1.87 | ||||||||||||||
Forfeited or expired | (87 | ) | 4.42 | ||||||||||||||
Outstanding at December 31, 2012 | 9,727 | $ | 4.22 | ||||||||||||||
Granted | 321 | 15.76 | |||||||||||||||
Exercised | (630 | ) | 4.18 | ||||||||||||||
Forfeited or expired | (190 | ) | 13.1 | ||||||||||||||
Outstanding at December 31, 2013 | 9,228 | $ | 4.45 | ||||||||||||||
Granted | 1,475 | 28.59 | |||||||||||||||
Exercised | (4,226 | ) | 1.91 | ||||||||||||||
Forfeited or expired | (91 | ) | 22.56 | ||||||||||||||
Outstanding at December 31, 2014 | 6,386 | $ | 11.44 | 2.48 | $ | 158,097 | |||||||||||
Exercisable at December 31, 2014 | 4,316 | $ | 5.43 | 1.01 | $ | 132,813 | |||||||||||
The aggregate intrinsic value for stock options outstanding and exercisable is defined as the difference between the market value of the Company’s common stock at the end of the period and the exercise price of the in-the-money stock options. The total intrinsic value of stock options exercised during the years ended December 31, 2014, 2013 and 2012 was approximately $141.7 million, $8.9 million and $9.1 million, respectively. As a result of the stock options exercised, the Company received cash and recorded additional paid-in-capital of approximately $8.0 million, $2.6 million and $1.5 million during the years ended December 31, 2014, 2013 and 2012, respectively. | |||||||||||||||||
As of December 31, 2014, the total amount of unrecognized compensation cost related to non-vested stock options was approximately $20.7 million which is expected to be recognized as expense over a weighted-average period of 3.1 years. | |||||||||||||||||
From time to time the Company grants restricted stock awards to certain employees and members of its Board of Directors (“Directors”). Restricted share awards are valued at the closing market price of the Company’s common stock on the day of grant and the total value of the award is recognized as expense ratably over the vesting period of the grants. | |||||||||||||||||
On May 2, 2014, the Company granted a total of 71,582 restricted shares to senior management which vest at 25% per year on the anniversary date of the grant ending May 2, 2018. Also on May 2, 2014, the Company modified approximately 2.3 million options to extend the option term for grants to certain individuals in Senior Management. On September 5, 2014, the Company granted a total of 257,416 restricted shares to senior management and 8,034 shares to a Director to make the individuals who received extended option terms on May 2, 2014 whole given increased tax liabilities. The shares each vest at 25% per year on the anniversary date of the grant ending September 5, 2018. On May 3, 2013, the Company granted a total of 31,899 restricted shares to its Directors, of which 15,946 shares vested immediately upon issuance and the remaining 15,953 shares vested on May 3, 2014. During 2012, the Company granted 35,000 shares of restricted shares valued at approximately $0.5 million to members of its Board of Directors, of which half vested immediately and half vested on the one year anniversary of grant. The Company recognized compensation expense of approximately $1.2 million, $0.6 million and $0.4 million during the years ended December 31, 2014, 2013 and 2012, respectively, related to restricted stock awards. | |||||||||||||||||
The following is a summary of non-vested restricted stock activity: | |||||||||||||||||
Number of Shares | Weighted Average | ||||||||||||||||
(in thousands) | Grant Date Fair Value | ||||||||||||||||
Nonvested at December 31, 2011 | 13 | $ | 1.34 | ||||||||||||||
Granted | 35 | 14.63 | |||||||||||||||
Vested | (30 | ) | 9.09 | ||||||||||||||
Canceled | — | — | |||||||||||||||
Nonvested at December 31, 2012 | 18 | $ | 14.63 | ||||||||||||||
Granted | 32 | 15.36 | |||||||||||||||
Vested | (34 | ) | 14.98 | ||||||||||||||
Canceled | — | — | |||||||||||||||
Nonvested at December 31, 2013 | 16 | $ | 15.36 | ||||||||||||||
Granted | 337 | 35.31 | |||||||||||||||
Vested | (16 | ) | 15.36 | ||||||||||||||
Canceled | — | — | |||||||||||||||
Nonvested at December 31, 2014 | 337 | $ | 35.31 | ||||||||||||||
As of December 31, 2014, the total amount of unrecognized compensation cost related to restricted stock awards was approximately $10.8 million which is expected to be recognized as expense over a weighted-average period of 3.6 years. | |||||||||||||||||
Employee Stock Purchase Plan | |||||||||||||||||
The Akorn, Inc. Employee Stock Purchase Plan (the “ESPP”) permits eligible employees to acquire shares of the Company’s common stock through payroll deductions. The ESPP has been structured to qualify under Section 423 of the Internal Revenue Code (“IRC”). Employees who elect to participate in the ESPP may withhold from 1% to 15% of base wages toward the purchase of stock. Shares are purchased at a 15% discount off the lesser of the market price at the beginning or the ending of the applicable offering period. The ESPP has two offering periods each year, one running from January 1st to December 31st and the other running from July 1st to December 31st. In a given year, employees may enroll in either plan, but not both. Per IRC rules, annual purchases per employee are limited to $25,000 worth of stock, valued as of the beginning of the offering period. Accordingly, with the 15% discount, employees may withhold no more than $21,250 per year toward the purchase of stock under the ESPP. | |||||||||||||||||
A maximum of 2 million shares of the Company’s common stock may be issued under the ESPP. Including shares issues in early 2015 related to employee participation in the ESPP during 2014, a total of 1,420,438 shares have been issued thus far under the ESPP, leaving 579,562 shares available for future issuance. The Company issued approximately 67,000, 73,000 and 61,000 shares of its common stock related to employee participation in the ESPP during 2014, 2013 and 2012, respectively. For the years ended December 31, 2014, 2013 and 2012, the Company recorded compensation expense of approximately $0.4, $0.2 and $0.2 million, respectively in each period related to the ESPP. | |||||||||||||||||
Note_10_Income_Taxes
Note 10 - Income Taxes | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Income Tax Disclosure [Abstract] | |||||||||||||||||
Income Tax Disclosure [Text Block] | Note 10 — Income Taxes from Continuing Operations | ||||||||||||||||
The income tax provision (benefit) from continuing operations consisted of the following (in thousands): | |||||||||||||||||
Current | Deferred | Total | |||||||||||||||
Year ended December 31, 2014 | |||||||||||||||||
Federal | $ | 34,799 | $ | (11,674 | ) | $ | 23,125 | ||||||||||
State | 4,991 | (2,698 | ) | 2,293 | |||||||||||||
Foreign | 4 | (2,134 | ) | (2,130 | ) | ||||||||||||
$ | 39,794 | $ | (16,506 | ) | $ | 23,288 | |||||||||||
Year ended December 31, 2013 | |||||||||||||||||
Federal | $ | 27,985 | $ | (3,050 | ) | $ | 24,935 | ||||||||||
State | 4,145 | 2,051 | 6,196 | ||||||||||||||
Foreign | — | (598 | ) | (598 | ) | ||||||||||||
$ | 32,130 | $ | (1,597 | ) | $ | 30,533 | |||||||||||
Year ended December 31, 2012 | |||||||||||||||||
Federal | $ | 20,843 | $ | (504 | ) | $ | 20,339 | ||||||||||
State | 4,232 | (911 | ) | 3,321 | |||||||||||||
Foreign | — | (1,538 | ) | (1,538 | ) | ||||||||||||
$ | 25,075 | $ | (2,953 | ) | $ | 22,122 | |||||||||||
Income tax expense differs from the “expected” tax expense computed by applying the U.S. Federal corporate income tax rates of 35% to income from continuing operations before income taxes, as follows (in thousands): | |||||||||||||||||
Years Ended December 31, | |||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||
Computed “expected” tax expense | $ | 20,698 | $ | 29,013 | $ | 20,125 | |||||||||||
Change in income taxes resulting from: | |||||||||||||||||
State income taxes, net of Federal income tax | 1,490 | 4,027 | 2,159 | ||||||||||||||
Foreign income tax expense (benefit) | (454 | ) | 622 | 1,468 | |||||||||||||
Deduction for domestic production activities | (1,444 | ) | (1,361 | ) | (1,277 | ) | |||||||||||
R&D tax credits | (447 | ) | (1,652 | ) | (508 | ) | |||||||||||
Other expense (benefit), net | 2,329 | (116 | ) | 155 | |||||||||||||
Valuation allowance change | 1,116 | — | — | ||||||||||||||
Income tax expense | $ | 23,288 | $ | 30,533 | $ | 22,122 | |||||||||||
The geographical allocation of the Company’s income from continuing operations before income taxes between U.S. and foreign operations was as follows (in thousands): | |||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||
Pre-tax income from continuing U.S. operations | $ | 67,114 | $ | 86,382 | $ | 66,087 | |||||||||||
Pre-tax loss from continuing foreign operations | (7,978 | ) | (3,487 | ) | (8,587 | ) | |||||||||||
Total pre-tax income from continuing operations | $ | 59,136 | $ | 82,895 | $ | 57,500 | |||||||||||
Net deferred income taxes at December 31, 2014 and 2013 include (in thousands): | |||||||||||||||||
31-Dec-14 | 31-Dec-13 | ||||||||||||||||
Current | Noncurrent | Current | Noncurrent | ||||||||||||||
Deferred tax assets: | |||||||||||||||||
Net operating loss carry-forward | $ | 4,277 | $ | 16,190 | $ | 439 | $ | 14,061 | |||||||||
Stock-based compensation | — | 6,408 | — | 6,630 | |||||||||||||
Chargeback reserves | 5,391 | — | — | — | |||||||||||||
Reserve for product returns | 12,255 | — | 3,189 | — | |||||||||||||
Inventory valuation reserve | 5,764 | — | 2,193 | — | |||||||||||||
Other | 8,570 | 192 | 3,325 | 1,751 | |||||||||||||
Total deferred tax assets | $ | 36,257 | $ | 22,790 | $ | 9,146 | $ | 22,442 | |||||||||
Valuation allowance | — | (1,116 | ) | — | — | ||||||||||||
Net deferred tax assets | $ | 36,257 | $ | 21,674 | $ | — | $ | — | |||||||||
Deferred tax liabilities: | |||||||||||||||||
Prepaid expenses | $ | (1,982 | ) | $ | — | $ | (1,120 | ) | $ | — | |||||||
Inventory step-up | (1,619 | ) | — | ||||||||||||||
Unamortized discount – convertible notes | — | (1,776 | ) | — | (4,223 | ) | |||||||||||
Depreciation & amortization – tax over book | — | (285,022 | ) | — | (16,576 | ) | |||||||||||
Other | — | — | (81 | ) | — | ||||||||||||
Total deferred tax liabilities | $ | (3,601 | ) | $ | (286,798 | ) | $ | (1,201 | ) | $ | (20,799 | ) | |||||
Net deferred income tax asset (liability) | $ | 32,656 | $ | (265,124 | ) | $ | 7,945 | $ | 1,643 | ||||||||
The Company records a valuation allowance to reduce net deferred income tax assets to the amount that is more likely than not to be realized. In performing its analysis of whether a valuation allowance to reduce the deferred income tax asset was necessary, the Company evaluated the data and determined that as of December 31, 2014 it could not conclude that it was more likely than not that certain of the net operating losses of its Indian subsidiary would be realized. Accordingly, the Company established a valuation allowance of $1.1 million against its deferred tax assets as of December 31, 2014. The Company had concluded that all of its deferred tax assets were more likely than not to be realized as of December 31, 2013; accordingly, no valuation allowance was in place as of that date. | |||||||||||||||||
The deferred tax balances have been reflected gross on the balance sheet, and are netted only if they are in the same jurisdiction. | |||||||||||||||||
The Company’s net operating loss (“NOL”) carry-forwards as of December 31, 2014 consist of three component pieces: (i) U.S. Federal NOL carry-forwards valued at $11.3 million, (ii) Illinois NOL carry-forwards valued at $2.2 million, and (iii) foreign (Indian) NOLs of $7.1 million. The U.S. Federal NOL carry-forwards were obtained through the Merck Acquisition completed in the fourth quarter of 2013, ($7.5 million) and the acquisition of VersaPharm in the third quarter of 2014 ($3.8 million). The Illinois NOL carry-forwards relate to the Company’s tax losses in the decade of the 2000s and have not yet been fully utilized due to the State of Illinois’s suspension of the use of NOLs for the years 2011, 2012 and 2013. These NOLs would be due to expire from 2021 to 2025, and are expected to be utilized well before their expiration dates. The foreign NOL carry-forwards relate to operating losses by the Company’s subsidiary in India, which was acquired in 2012. Of the $7.1 million foreign NOL, $1.1 million expire beginning in 2022; the Company has established a valuation allowance against this entire amount. The remaining $6.0 million of the foreign NOLs can be carried forward indefinitely, and the Company has concluded that they are more likely than not to be utilized and therefore has not established a valuation allowance against them. The Company previously had valued NOL carry-forwards in the State of New Jersey. However, due to changes in the tax law, the Company determined that these NOLs would never be utilized and wrote them off during 2013. | |||||||||||||||||
In late 2014, the Company was notified that its Federal income tax return for the year ended December 31, 2013 would be examined by the Internal Revenue Service beginning in early 2015. The Company’s Hi-Tech Pharmacal subsidiary is currently undergoing an examination by the Internal Revenue Service for its tax year ended April 30, 2013. The Company’s VersaPharm subsidiary has also been notified that its Federal income tax return for the year ended December 31, 2012 will be examined beginning in 2015. Additionally, the Company is undergoing examinations by Illinois and Massachusetts for various tax years. The Company’s U.S. Federal income tax returns filed for years 2011 through 2013 are open for examination by the Internal Revenue Service. The majority of the Company’s state and local income tax returns filed for years 2010 through 2013 remain open for examination as well. | |||||||||||||||||
In accordance with ASC 740-10-25, Income Taxes – Recognition, the Company performs reviews of its tax positions to determine whether it is “more likely than not” that its tax positions will be sustained upon examination, and if any tax positions are deemed to fall short of that standard, the Company reserves based on the financial exposure and the likelihood of its tax positions not being sustained. Based on its review as of December 31, 2014, the Company determined that it would not recognize tax benefits as follows (in thousands): | |||||||||||||||||
Balance at December 31, 2011 | $ | — | |||||||||||||||
Additions relating to current year | 1,265 | ||||||||||||||||
Additions relating to prior years | 220 | ||||||||||||||||
Balance at December 31, 2012 | $ | 1,485 | |||||||||||||||
Additions relating to current year | 589 | ||||||||||||||||
Terminations of exposures relating to prior years | (1,229 | ) | |||||||||||||||
Balance at December 31, 2013 | $ | 845 | |||||||||||||||
Additions relating to current year | 408 | ||||||||||||||||
Additions relating to acquired entities | 456 | ||||||||||||||||
Terminations of exposures relating to prior years | — | ||||||||||||||||
Balance at December 31, 2014 | $ | 1,709 | |||||||||||||||
If recognized, $1.2 million of the above positions will impact the Company’s effective rate, while the remaining $0.5 million will result in a reduction of the Company’s goodwill. Due to the uncertainty of both timing and resolution of potential income tax examinations, the Company is unable to determine whether any amounts included in the December 31, 2014 balance of unrecognized tax benefits represent tax positions that could significantly change during the next twelve months. The Company accounts for interest and penalties as income tax expense. There were no uncertain tax positions prior to 2012. | |||||||||||||||||
Note_11_Retirement_Plan
Note 11 - Retirement Plan | 12 Months Ended |
Dec. 31, 2014 | |
Compensation and Retirement Disclosure [Abstract] | |
Pension and Other Postretirement Benefits Disclosure [Text Block] | Note 11 — Retirement Plan |
All full-time Akorn employees are eligible to participate in the Company’s 401(k) Plan. During the years ended December 31, 2014, 2013 and 2012, plan-related expense totaled approximately $1.3 million, $0.8 million and $0.8 million, respectively. The Company provides a matching contribution based on a percentage of the amount contributed by each employee, which is funded on a current basis. The Company suspended its match on 401(k) contributions during 2009 and did not match 401(k) contributions through March 31, 2010. Effective April 1, 2010, the Company reinstituted a matching contribution at a rate of 25% of the first 6% contributed by employees. On January 1, 2011, the Company increased its matching contribution to 50% of the first 6% contributed, and has maintained this match rate through December 31, 2014. Company matching contributions vest 50% after two years of credited service and 100% after three years of credited service. | |
Note_12_Segment_Information
Note 12 - Segment Information | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Segment Reporting [Abstract] | |||||||||||||
Segment Reporting Disclosure [Text Block] | Note 12 — Segment Information | ||||||||||||
During the year ended December 31, 2014, the Company acquired Hi-Tech and as a result, underwent a change in the organizational and reporting structure of the Company's reportable segments, establishing two reporting segments that each report to the Chief Operating Decision Maker (CODM), as defined in ASC Topic 280, Segment Reporting, and Chief Executive Officer (CEO), Raj Rai. Our performance will be assessed and resources will be allocated by the CODM based on the following two reportable segments: | |||||||||||||
- Prescription Pharmaceuticals | |||||||||||||
- Consumer Health | |||||||||||||
Prior to the realignment the Company managed the business as three distinct reporting segments; Ophthalmics, Hospital Drugs and Injectables, and Contract Services. | |||||||||||||
The changes combine operations that have a similar product type, serve comparable customers and address similar business issues and industry dynamics. The new segment reporting structure provides shareholders and other users of our financial statements with more useful information about our segments. | |||||||||||||
Current Segments | |||||||||||||
Prescription Pharmaceuticals | Consumer Health | ||||||||||||
Former Segments | Akorn | Ophthalmics | X | X (a) | |||||||||
Hospital Drugs and Injectables | X | ||||||||||||
Contract Services | X | ||||||||||||
Hi-Tech | Generic Pharmaceuticals (“Hi-Tech Generic”) | X | |||||||||||
OTC Branded Pharmaceuticals (“HCP”) | X (b) | ||||||||||||
Prescription Brands (“ECR”) | X (c) | ||||||||||||
(a) | Represents the previous acquisition of Advanced Vision Research, Inc./TheraTears® | ||||||||||||
(b) | Represents the previous Hi-Tech reportable segment HCP (“Health Care Products”) | ||||||||||||
(c) | Represents the previous Hi-Tech reportable segment ECR which was divested during the year ended December 31, 2014 and whose results have been included within discontinued operations. | ||||||||||||
The Company’s Prescription Pharmaceutical segment principally consists of generic and branded Prescription Pharmaceuticals products which span a broad range of indications as well as a variety of dosage forms including: sterile ophthalmics, injectables and inhalants, and non-sterile oral liquids, topicals, nasal sprays. In addition, the Company, through Akorn India Private Limited (“AIPL”), manufactures pharmaceuticals for various markets outside the US. The Company’s Consumer Health segment principally consists of animal health and over-the-counter products, both branded and private label. OTC products includes a suite of products for the treatment of dry eye sold under the TheraTears® brand name. | |||||||||||||
Financial information about the Company’s reportable segments is based upon internal financial reports that aggregate certain operating information. The Company’s CEO oversees operational assessments and resource allocations based upon the results of the Company’s reportable segments, which have available and discrete financial information. | |||||||||||||
Selected financial info by reporting segment is presented below (in thousands). The Company has restated prior periods including the years ended December 31, 2013 and 2012 to reflect the strategic realignment described above. | |||||||||||||
Years ended December 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
REVENUES | |||||||||||||
Prescription Pharmaceuticals | $ | 542,846 | $ | 279,911 | $ | 223,881 | |||||||
Consumer Health | 50,232 | 37,800 | 32,277 | ||||||||||
Total revenues | $ | 593,078 | $ | 317,711 | $ | 256,158 | |||||||
GROSS PROFIT | |||||||||||||
Prescription Pharmaceuticals | $ | 270,197 | $ | 151,182 | $ | 129,884 | |||||||
Consumer Health | 27,393 | 20,722 | 18,808 | ||||||||||
Total gross profit | $ | 297,590 | $ | 171,904 | $ | 148,692 | |||||||
The Company manages its business segments to the gross profit level and manages its operating and other costs on a company-wide basis. Inter-segment activity at the gross profit level is minimal. The Company does not have discrete assets by segment, as certain manufacturing and warehouse facilities support more than one segment, and therefore does not report assets by segment. | |||||||||||||
During 2014, 2013 and 2012, approximately $16.6 million, $27.3 million and $29.4 million of the Company’s net revenue, respectively, was from customers located in foreign countries. Sales generated by Akorn India Private Limited, the Company’s wholly owned subsidiary in India, accounted for $7.2 million, $15.8 million and $16.7 million of the foreign sales amounts for 2014, 2013 and 2012, respectively. In these years, AIPL sold product exclusively to contract customers in India and to export customers in unregulated world markets, outside the United States, which has declined in the current year due to a reduction in the customer base. | |||||||||||||
Goodwill from the Company’s acquisition of Advanced Vision Research, Inc. in May 2011, the acquisition of selected assets of Kilitch Drugs (India) Limited in February 2012, the merger with Hi-Tech and subsequent disposal of the Watson assets on April 17, 2014, the disposal of the ECR component June 20, 2014 and the acquisition of VersaPharm on August 12, 2014 have been allocated to the appropriate reporting segment and reporting unit. The carrying amounts of goodwill as restated by segment were as follows (in thousands): | |||||||||||||
Prescription Pharmaceuticals | Consumer Health | Total | |||||||||||
31-Dec-12 | $ | 20,296 | $ | 11,863 | $ | 32,159 | |||||||
Acquisitions | ─ | ─ | ─ | ||||||||||
Impairments | ─ | ─ | ─ | ||||||||||
Foreign currency Translation | (2,328 | ) | ─ | (2,328 | ) | ||||||||
31-Dec-13 | $ | 17,968 | $ | 11,863 | $ | 29,831 | |||||||
Acquisitions | 256,057 | 4,854 | 260,911 | ||||||||||
Impairments | ─ | ─ | ─ | ||||||||||
Dispositions | (11,454 | ) | ─ | (11,454 | ) | ||||||||
Foreign currency translations | (514 | ) | ─ | (514 | ) | ||||||||
31-Dec-14 | $ | 262,057 | $ | 16,717 | $ | 278,774 | |||||||
Note_13_Commitments_and_Contin
Note 13 - Commitments and Contingencies | 12 Months Ended | ||||
Dec. 31, 2014 | |||||
Commitments and Contingencies Disclosure [Abstract] | |||||
Commitments and Contingencies Disclosure [Text Block] | Note 13 — Commitments and Contingencies | ||||
On January 2, 2014 the Company acquired the U.S. NDA rights to Betimol® from Santen. The total consideration payable will equal 1.5 times the Company’s net sales of Betimol® in the first year following acquisition. The Company paid consideration of $7.5 million upon closing this transaction and expects to owe additional consideration, which will become payable in the first quarter of 2015. The additional consideration contingently payable to Santen was initially estimated at $4.5 million discounted to $4.0 million based on a discount rate of 12.6%. The Company performed evaluations of the fair value of this liability at December 31, 2014 based on utilizing significant unobservable inputs and determined the fair value of this liability to be $4.3 million. | |||||
The Company has entered into strategic business agreements for the development and marketing of finished dosage form pharmaceutical products with various pharmaceutical development companies. | |||||
Each strategic business agreement includes a future payment schedule for contingent milestone payments and in certain strategic business agreements, minimum royalty payments. The Company will be responsible for contingent milestone payments and minimum royalty payments to these strategic business partners based upon the occurrence of future events. Each strategic business agreement defines the triggering event of its future payment schedule, such as meeting product development progress timelines, successful product testing and validation, successful clinical studies, various FDA and other regulatory approvals and other factors as negotiated in each agreement. None of the contingent milestone payments or minimum royalty payments is individually material to the Company. | |||||
On October 17, 2012, the Company entered into an exclusive distribution agreement with the Massachusetts Biological Laboratory of the University of Massachusetts (“MBL”) for the Company’s marketing of MBL-manufactured tetanus-diphtheria vaccine (“Td vaccine”) over an initial contract term of two (2) years. On July 1, 2014, the Company terminated the agreement and renegotiated a new distribution agreement for an additional contract term of (1) year. The new agreement commits the Company to acquire $4.8 million of Td vaccine in the first six months of the fiscal year ended December 31, 2015. | |||||
The Company is party to a supply agreement with a third party for the provision of two of the injectable pharmaceuticals acquired by the Company from Lundbeck on December 21, 2011. This agreement requires the Company to acquire product with an estimated total cost of approximately $1.9 million in 2015. | |||||
The table below summarizes contingent potential milestone payments due to strategic partners in the years 2015 and beyond, assuming all such contingencies occur (in thousands): | |||||
Year ending December 31, | Milestone Payments | ||||
2015 | $ | 12,916 | |||
2016 | 3,250 | ||||
2017 | 3,202 | ||||
2018 | 21 | ||||
Total | $ | 19,389 | |||
The Company is a party in legal proceedings and potential claims arising in the ordinary course of its business. The amount, if any, of ultimate liability with respect to such matters cannot be determined. Despite the inherent uncertainties of litigation, management of the Company believes that the ultimate disposition of such proceedings and exposures will not have a material adverse impact on the financial condition, results of operations, or cash flows of the Company. | |||||
Note_14_Supplemental_Cash_Flow
Note 14 - Supplemental Cash Flow Information (in thousands) | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Supplemental Cash Flow Elements [Abstract] | |||||||||||||
Cash Flow, Supplemental Disclosures [Text Block] | Note 14 — Supplemental Cash Flow Information (in thousands) | ||||||||||||
Year ended December 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Interest and taxes paid: | |||||||||||||
Interest paid | 31,413 | 4,320 | 4,200 | ||||||||||
Income taxes paid | 6,294 | 27,450 | 21,455 | ||||||||||
Note_15_Recent_Accounting_Pron
Note 15 - Recent Accounting Pronouncements | 12 Months Ended |
Dec. 31, 2014 | |
Disclosure Text Block [Abstract] | |
Description of New Accounting Pronouncements Not yet Adopted [Text Block] | Note 15 – Recent Accounting Pronouncements |
In August 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2014-15 “Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern” (“ASU 2014-15”), to provide guidance on management’s responsibility in evaluating whether there is substantial doubt about a company’s ability to continue as a going concern and to provide related footnote disclosures. ASU 2014-15 is effective for us in our fourth quarter of fiscal 2016 with early adoption permitted. The adoption of ASU 2014-15 is not expected to have a material effect on the Company’s consolidated financial statements or disclosures. | |
In May 2014, FASB issued Accounting Standards Update No. 2014-09, “Revenue from Contracts with Customers” (“ASU 2014-09”), which provides guidance for revenue recognition. ASU 2014-09 affects any entity that either enters into contracts with customers to transfer goods or services or enters into contracts for the transfer of nonfinancial assets and supersedes the revenue recognition requirements in Topic 605, “Revenue Recognition,” and most industry-specific guidance. This ASU also supersedes some cost guidance included in Subtopic 605-35, “Revenue Recognition-Construction-Type and Production-Type Contracts.” The standard’s core principle is that a company will recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which a company expects to be entitled in exchange for those goods or services. In doing so, companies will be required to use more judgment and make more estimates than under previous guidance. These may include identifying performance obligations in the contract, estimating the amount of variable consideration to include in the transaction price and allocating the transaction price to each separate performance obligation. ASU 2014-09 is effective for the Company for the fiscal year beginning January 1, 2017 and, at that time the Company may adopt the new standard under the full retrospective approach or the modified retrospective approach, as permitted under the standard. Early adoption of the standard is not permitted. The Company is currently evaluating the method and impact the adoption of ASU 2014-09 will have on the Company’s consolidated financial statements and disclosures. | |
In April 2014, the FASB issued ASU No. 2014-08, “Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity” (“ASU 2014-08”), which changes the criteria for reporting discontinued operations while enhancing disclosures in this area. Pursuant to ASU 2014-08, only disposals representing a strategic shift, such as a major line of business, a major geographical area or a major equity investment, which were not expected to have continuing cash flows should be presented as a discontinued operation. If the disposal does qualify as a discontinued operation under ASU 2014-08, the entity will be required to provide expanded disclosures. ASU 2014-08 is effective for the Company beginning January 1, 2015. The adoption of ASU 2014-08 is not expected to have a material effect on the Company’s consolidated financial statements or disclosures. | |
In July 2013, the FASB issued Accounting Standards Update (“ASU”) 2013-11, Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists. ASU 2013-11 was issued to eliminate the diversity in practice in presentation of unrecognized tax benefits, and amends ASC 740, “Income Taxes,” to provide clarification of the financial statement presentation of an unrecognized tax benefit when a net operating loss carryforward, a similar tax loss, or a tax credit carryforward exists. According to the new guidance, unrecognized tax benefits will be netted against all available same-jurisdiction loss or other tax carryforward that would be utilized, rather than only being netted against carryforwards that are created by the unrecognized tax benefits. The revised guidance is effective for interim and annual periods beginning after December 15, 2013, with early adoption permitted. Adoption of this guidance did not have a material impact on our financial statements or financial reporting. | |
Note_16_Business_Combinations_
Note 16 - Business Combinations, Dispositions and Other Strategic Investments | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Business Combinations [Abstract] | |||||||||||||
Business Combination Disclosure [Text Block] | Note 16 – Business Combinations, Dispositions and Other Strategic Investments | ||||||||||||
Excelvision AG | |||||||||||||
On July 22, 2014, our Luxembourg subsidiary, Akorn International S.à r.l., entered into a share purchase agreement with Fareva SA to acquire all of the issued and outstanding shares of capital stock of its wholly owned subsidiary, Excelvision AG, a Swiss Company (“Excelvision”) for 21.7 million Swiss Francs (“CHF”), net of certain working capital amounts. Excelvision is a contract manufacturer located in Hettlingen, Switzerland specializing in ophthalmic products. | |||||||||||||
On January 2, 2015, the Company acquired all of the outstanding shares of capital stock of Excelvision for $25.9 million U.S. dollars funded through available cash on hand. The consideration remains subject to a net working capital adjustment payable by the Company. The Company’s acquisition of Excelvision AG is being accounted for as a business combination in accordance with ASC 805 – Business Combinations. The purpose of the acquisition is to expand the Company’s manufacturing capacity and reduce production costs. The Company will include information about the fair value of acquired assets and assumed liabilities of the Excelvision acquisition in its Quarterly Report on Form 10-Q for the quarter ended March 31, 2015. During the year ended December 31, 2014, the Company recorded approximately $0.3 million in acquisition related expenses in connection with the Excelvision acquisition. | |||||||||||||
Lloyd Animal Health Products | |||||||||||||
On October 2, 2014, Akorn Animal Health, Inc., a wholly owned subsidiary of the Company entered into a definitive Product acquisition agreement with Lloyd, Inc., to acquire certain rights and inventory related to a suite of animal health injectable products (the “Lloyd Products”) used in pain management and anesthesia. The Company acquired the products for $16.1 million, funded through available cash paid at closing, and a contingent payment of $2.0 million, discounted to $1.9 million using a 4.5% discount rate and other unobservable inputs, which becomes payable upon FDA approval of a supplement related to one of the acquired products. The Company’s acquisition of the Lloyd Products is being accounted for as a business combination in accordance with ASC 805 – Business Combinations. The purpose of the acquisition is to expand the Company’s animal health product portfolio. | |||||||||||||
The following table sets forth the consideration paid for the Lloyd Acquisition and the fair values of the acquired assets and assumed liabilities (in millions) as of the acquisition date adjusted in accordance with generally accepted accounting principles (“GAAP”). The figures below are preliminary and subject to review of the facts and assumptions used to determine the fair values of the acquired assets developed utilizing an income approach and may differ from historical financial results of the Lloyd Products. | |||||||||||||
Consideration: | |||||||||||||
Amount of cash paid | $ | 16.1 | |||||||||||
Fair value of contingent payment | 1.9 | ||||||||||||
Total consideration at closing | $ | 18 | |||||||||||
Recognized amounts of identifiable assets acquired: | |||||||||||||
Accounts receivable | 0.1 | ||||||||||||
Inventory | 2.5 | ||||||||||||
Product licensing rights | 10 | ||||||||||||
IPR&D | 5.5 | ||||||||||||
Accounts payable assumed | -0.1 | ||||||||||||
Fair value of assets acquired | $ | 18 | |||||||||||
IPR&D assets represent ongoing in-process research and development projects obtained through the acquisition. Weighted average remaining amortization period of intangible assets acquired through the Lloyd acquisition as of the closing date was 10.7 years. The rights to Lloyd products are included within product licensing rights, net on the Company’s condensed consolidated balance sheet as of December 31, 2014. | |||||||||||||
The Company has not provided pro forma revenue and earnings of the Company as if the Lloyd Products Acquisition was completed as of January 1, 2013 because to do so would be impracticable. The acquired Lloyd Product rights were not managed as a discrete business by the previous owner. Accordingly, determining the pro forma revenue and earnings of the Company including the Lloyd Products Acquisition would require significant estimates of amounts, and it is impossible to distinguish objectively information about such estimates that provides evidence of circumstances that existed on the dates at which those amounts would be recognized and measured, and would have been available when the financial statements for that prior period were issued. | |||||||||||||
Xopenex Inhalation Solutions | |||||||||||||
On October 1, 2014, the Company entered into a definitive product acquisition agreement with Sunovion Pharmaceuticals Inc., a Delaware corporation to acquire certain rights and inventory related to the branded product, Xopenex® Inhalation Solution (levalbuterol hydrochloride) (the “Xopenex Product”) for $45 million, funded through available cash paid at closing, net of certain liabilities for product return reserves, rebates, and chargeback reserves, which were assumed by Oak Pharmaceuticals, Inc. (“Oak”), a subsidiary of Akorn, subject to a cap. The total cash paid at closing was $41.5 million, which was net of certain liabilities for product return reserves, rebates, and chargeback reserves assumed by the Company. | |||||||||||||
Xopenex® is indicated for the treatment or prevention of bronchospasm in adults, adolescents, and children 6 years of age and older with reversible obstructive airway disease. The Company’s acquisition of Xopenex® (the “Xopenex Acquisition”) is being accounted for as a business combination in accordance with ASC 805 – Business Combinations. The purpose of the Xopenex Acquisition is to expand the Company’s product portfolio of prescription pharmaceuticals. | |||||||||||||
Pursuant to the purchase agreement, certain trademarks and patents related to the Xopenex Product will be licensed to Oak by Sunovion. Further, in connection with closing the Purchase Agreement, the Company and Sunovion entered into a customary transition services agreement. Additionally, the Company assumed a distribution agreement for authorized generic of the product and assumed certain open purchase orders placed in ordinary course for active pharmaceutical ingredients. | |||||||||||||
The following table sets forth the consideration paid for the Xopenex Acquisition and the fair values of the acquired assets and assumed liabilities (in millions) as of the acquisition date adjusted in accordance with GAAP. The figures below are preliminary and subject to review of the facts and assumptions used to determine the fair values of the acquired assets developed utilizing an income approach and may differ from historical financial results of the Xopenex Product. | |||||||||||||
Consideration: | |||||||||||||
Amount of cash paid | $ | 41.5 | |||||||||||
Product returns and reserves assumed | 3.5 | ||||||||||||
Total consideration at closing | $ | 45 | |||||||||||
Recognized amounts of identifiable assets acquired: | |||||||||||||
Accounts Receivable, net (product returns and reserves assumed) | -3.5 | ||||||||||||
Inventory | 6.3 | ||||||||||||
Product licensing rights | 38.7 | ||||||||||||
Fair value of net assets acquired | $ | 41.5 | |||||||||||
Weighted average remaining amortization period of the intangible asset acquired as of the closing date was 10 years. The rights to Xopenex® are included within product licensing rights, net on the Company’s condensed consolidated balance sheet as of December 31, 2014. During the year ended December 31, 2014, the Company recorded approximately $0.7 million in acquisition related expenses in connection with the Xopenex acquisition. | |||||||||||||
VPI Holdings Corp. Inc. | |||||||||||||
On August 12, 2014, the Company completed its acquisition of VersaPharm, a Georgia corporation for a total purchase price of approximately $433.0 million, subject to net working capital adjustments. This purchase price was based on acquiring all outstanding equity interests of VPI Holdings Corp. (“VPI”), the parent company of VersaPharm and was equal to $440.0 million, net of various post-closing adjustments related to working capital, cash, and transaction expenses of approximately $7.0 million. | |||||||||||||
On May 9, 2014, the Company entered into an Agreement and Plan of Merger (the “VP Merger Agreement”) to acquire VPI. Upon consummation of the merger, each share of VPI’s common stock and preferred stock issued and outstanding immediately prior to such time, other than those shares held in treasury by VersaPharm, owned by Akorn, Akorn Enterprises II, Inc., or VPI or any other subsidiary of VPI (each of which were cancelled) and to which dissenters’ rights have been properly exercised, were cancelled and converted into the right to receive its per share right to the aggregate merger consideration, subject to various post-closing adjustments related to working capital, cash, transaction expenses and funded indebtedness. In addition, all stock options of VPI held immediately prior to the consummation of the merger became fully vested and were cancelled upon consummation of the merger with the right to receive payment on the terms set forth in the VP Merger Agreement. | |||||||||||||
The acquisition was approved by the Federal Trade Commission (“FTC”) on August 4, 2014 following review pursuant to provisions of Hart-Scott Rodino Act (“HSR”). In connection with the VersaPharm Acquisition, the Company entered into an agreement (the “Rifampin Divestment Agreement”) with Watson, a wholly owned subsidiary of Actavis plc, to divest certain rights and assets to the Company’s Rifampin injectable product. Under the terms of the disposition the Company received $1.0 million for the pending product rights and recorded a gain of $0.8 million in Other non-operating income, net in the year ended December 31, 2014 related to the divestment. | |||||||||||||
VersaPharm is a developer and marketer of multi-source prescription pharmaceuticals. VersaPharm markets its products to drug wholesalers, retail drug chains, pharmaceutical distributors, group purchasing organizations, hospitals, clinics and government agencies. | |||||||||||||
The VersaPharm Acquisition complements and expands the Company’s product portfolio by diversifying its offering to niche dermatology markets. VersaPharm’s product portfolio, pipeline and development capabilities are complementary to our acquisition of Hi-Tech Pharmacal Co, Inc. (“HiTech”) acquisition which brought with it the manufacturing capabilities needed for many of VersaPharm’s current and pipeline products. The VersaPharm Acquisition also enhances the Company’s new product pipeline as VersaPharm has significant research and development experience and knowledge and numerous IPR&D products are under active development. | |||||||||||||
The VersaPharm Acquisition was principally funded through a $445.0 million Incremental Term Loan Facility entered into concurrent with completing the acquisition, and through available Akorn cash. For further details on the term loan financing, please refer to the description in Note 6 – Financing Arrangements. | |||||||||||||
During the year ended December 31, 2014, the Company recorded approximately $8.1 million, in acquisition-related expenses in connection with the VersaPharm Acquisition. These expenses principally consisted of various legal fees and other acquisition costs which have been recorded within “acquisition related costs” as part of operating expenses in the Company’s consolidated statement of comprehensive income in the applicable periods. | |||||||||||||
The following table sets forth the consideration paid for the VersaPharm Acquisition and the fair values of the acquired assets and assumed liabilities (in millions) as of the acquisition date adjusted in accordance with GAAP. The figures below are preliminary and subject to review of the facts and assumptions used to determine the fair values of the acquired assets developed utilizing an income approach and may differ from historical financial results of VersaPharm. | |||||||||||||
Consideration: | Initial Fair | Measurement | Adjusted | ||||||||||
Valuation | Period | Fair | |||||||||||
Adjustments | Valuation | ||||||||||||
Amount of cash paid to VersaPharm stockholders | $ | 322.7 | $ | — | $ | 322.7 | |||||||
Amount of cash paid to vested VersaPharm option holders | 14.2 | — | 14.2 | ||||||||||
Amounts paid to escrow accounts | 10.3 | — | 10.3 | ||||||||||
Transaction expenses paid for previous owners of VersaPharm | 3.4 | — | 3.4 | ||||||||||
Total consideration paid at closing | 350.6 | — | 350.6 | ||||||||||
VersaPharm debt paid off through closing cash | 82.4 | — | 82.4 | ||||||||||
Total cash paid at closing | $ | 433 | $ | — | $ | 433 | |||||||
Recognized amounts of identifiable assets acquired and liabilities assumed: | |||||||||||||
Cash and cash equivalents | $ | 0.1 | $ | — | $ | 0.1 | |||||||
Accounts receivable | 10 | 1 | 11 | ||||||||||
Inventory | 20.9 | (0.2 | ) | 20.7 | |||||||||
Other current assets | 2.8 | 4.8 | 7.6 | ||||||||||
Property and equipment | 1.5 | — | 1.5 | ||||||||||
Trademarks | 1 | — | 1 | ||||||||||
Product licensing rights | 250.8 | — | 250.8 | ||||||||||
Intangibles, other | 5.2 | — | 5.2 | ||||||||||
IPR&D | 215.9 | — | 215.9 | ||||||||||
Goodwill | 90.6 | 0.8 | 91.4 | ||||||||||
Total assets acquired | $ | 598.8 | $ | 6.4 | $ | 605.2 | |||||||
Assumed current liabilities | (18.3 | ) | (0.6 | ) | (18.9 | ) | |||||||
Assumed non-current liabilities | (76.0 | ) | (76.0 | ) | |||||||||
Deferred tax liabilities | (153.9 | ) | (5.8 | ) | (159.7 | ) | |||||||
Total liabilities assumed | $ | (248.2 | ) | $ | (6.4 | ) | $ | (254.6 | ) | ||||
$ | 350.6 | $ | — | $ | 350.6 | ||||||||
The changes in estimates recorded subsequent to the initial accounting estimate was related to refining the calculated fair value of acquired accounts receivable and assumed tax amounts, due to the acquisition. | |||||||||||||
Goodwill represents expected synergies resulting from the combination of the entities and other intangible assets that do not qualify for separate recognition, while IPR&D assets represent ongoing in-process research and development projects obtained through the acquisition. The Company does not anticipate being able to deduct any of the associated incremental value of goodwill and other intangible assets for income tax purposes, but expects to be able to deduct approximately $43.2 million of value associated with pre-existing VersaPharm goodwill and other intangible assets for income tax purposes in future periods. | |||||||||||||
During the year ended December 31, 2014, the Company recorded net revenue of approximately $21.7 million related to sales of the VersaPharm products subsequent to acquisition. | |||||||||||||
Weighted average remaining amortization period of intangible assets acquired other than goodwill and IPR&D through the VersaPharm acquisition as of the closing date was 11.4 years in aggregate, 11.4 years for product licensing rights, 11.0 years for other intangibles, and 3 years for trademarks. | |||||||||||||
Hi-Tech Pharmacal Co., Inc. | |||||||||||||
On April 17, 2014, the Company completed its acquisition of Hi-Tech for a total purchase price of approximately $650.0 million. This purchase price was based on acquiring all outstanding shares of Hi-Tech common stock for $43.50 per share, buying out the intrinsic value of Hi-Tech’s stock options, and paying the single-trigger separation payments to various Hi-Tech executives due upon change in control. The total consideration paid is net of Hi-Tech’s cash acquired subsequent to Hi-Tech’s payment of $44.6 million of stock options and single trigger separation payments as of April 17, 2014. | |||||||||||||
On August 27, 2013, the Company entered into an Agreement and Plan of Merger (the “HT Merger Agreement”) to acquire Hi-Tech. Subject to the terms and conditions of the HT Merger Agreement, upon completion of the merger on April 17, 2014, each share of Hi-Tech’s common stock, par value $0.01 per share, issued and outstanding and held by non-interested parties at the time of the merger (the “Hi-Tech Shares”), was cancelled and converted into the right to receive $43.50 in cash, without interest, less any applicable withholding taxes, upon surrender of the outstanding Hi-Tech Shares. | |||||||||||||
In connection with the Hi-Tech Acquisition, the Company entered into an agreement (the “Divestment Agreement”) with Watson Laboratories, Inc., a wholly owned subsidiary of Actavis plc, to divest certain rights and assets - see below for further consideration. | |||||||||||||
Hi-Tech is a specialty pharmaceutical company which develops, manufactures and markets generic and branded prescription and OTC products. Hi-Tech specializes in difficult to manufacture liquid and semi-solid dosage forms and produces and markets a range of oral solutions and suspensions, as well as topical ointments and creams, nasal sprays, otics, sterile ophthalmics and sterile ointment and gel products. Hi-Tech’s Health Care Products division is a developer and marketer of OTC products, and their ECR Pharmaceuticals subsidiary markets branded prescription products. Hi-Tech operates a manufacturing facility and corporate offices in Amityville, New York, and ECR maintains its corporate offices in Richmond, Virginia. | |||||||||||||
The Hi-Tech Acquisition is expected to complement and expand the Company’s product portfolio by diversifying its offering to its retail customers beyond ophthalmics to other niche dosage forms such as oral liquids, topical creams and ointments, nasal sprays and otics. The Hi-Tech Acquisition is also expected to enhance the Company’s new product pipeline. Further, the Hi-Tech Acquisition will add branded OTC products in the categories of cough and cold, nasals, and topicals to the Company’s existing TheraTears® brand of eye care products, and will provide additional domestic manufacturing capacity for the Company. | |||||||||||||
The Hi-Tech Acquisition was principally funded through a $600.0 million term loan entered into concurrent with completing the acquisition, and through Hi-Tech cash assumed through the acquisition. | |||||||||||||
During the year ended December 31, 2014,and 2013 the Company recorded approximately $21.3 million and $1.6 million, respectively, in acquisition-related expenses in connection with the Hi-Tech Acquisition. These expenses principally consisted of various legal fees and other acquisition costs which have been recorded within “acquisition related costs” as part of operating expenses in the Company’s consolidated statement of comprehensive income in the applicable periods. | |||||||||||||
The following table sets forth the consideration paid for the Hi-Tech Acquisition and the fair values of the acquired assets and assumed liabilities (in millions) as of the acquisition date adjusted in accordance with GAAP. The figures below are preliminary and subject to review of the facts and assumptions used to determine the fair values of the acquired assets developed utilizing an income approach and may differ from historical financial results of Hi-Tech. | |||||||||||||
Consideration: | Initial Fair | Measurement | Adjusted Fair | ||||||||||
Valuation | Period | Valuation | |||||||||||
Adjustments | |||||||||||||
Amount of cash paid to Hi-Tech shareholders | $ | 605 | $ | — | $ | 605 | |||||||
Amount of cash paid to vested Hi-Tech option holders | 40.5 | — | 40.5 | ||||||||||
Amount of cash paid to key executives under single-trigger separation payments upon change-in-control | 4.1 | — | 4.1 | ||||||||||
$ | 649.6 | $ | — | $ | 649.6 | ||||||||
Recognized amounts of identifiable assets acquired and liabilities assumed: | Initial Fair Valuation | Measurement Period Adjustments | Adjusted Fair Valuation | ||||||||||
Cash and cash equivalents | $ | 89.7 | $ | — | $ | 89.7 | |||||||
Accounts receivable | 57.3 | (5.7 | ) | 51.6 | |||||||||
Inventory | 53.7 | (0.7 | ) | 53 | |||||||||
Other current assets | 20.6 | 13.1 | 33.7 | ||||||||||
Property and equipment | 45.5 | (2.0 | ) | 43.5 | |||||||||
Product licensing rights | 343.5 | — | 343.5 | ||||||||||
IPR&D | 9.4 | — | 9.4 | ||||||||||
Customer Relationships | 0.3 | — | 0.3 | ||||||||||
Trademarks | 5.5 | — | 5.5 | ||||||||||
Goodwill | 171.5 | (2.0 | ) | 169.5 | |||||||||
Other non-current assets | 0.6 | — | 0.6 | ||||||||||
Total assets acquired | $ | 797.8 | $ | 2.7 | $ | 800.5 | |||||||
Assumed current liabilities | (23.5 | ) | 1.7 | (21.8 | ) | ||||||||
Assumed non-current liabilities | (2.8 | ) | (0.2 | ) | (3.0 | ) | |||||||
Deferred tax liabilities | (121.9 | ) | (4.2 | ) | (126.1 | ) | |||||||
Total liabilities assumed | $ | (148.2 | ) | $ | (2.7 | ) | $ | (150.9 | ) | ||||
$ | 649.6 | $ | — | $ | 649.6 | ||||||||
The changes in estimates recorded subsequent to the initial accounting estimate was related to refining the calculated fair value of acquired accounts receivable and assumed tax amounts, due to the merger. | |||||||||||||
Goodwill represents expected synergies resulting from the combination of the entities and other intangible assets that do not qualify for separate recognition, while IPR&D assets represent ongoing in-process research and development projects obtained through the acquisition. The Company does not anticipate being able to deduct any of the associated incremental value of goodwill and other intangible assets for income tax purposes, but expects to be able to deduct approximately $18.9 million of value associated with pre-existing Hi-Tech goodwill and other intangible assets for income tax purposes in future periods. | |||||||||||||
During the year ended December 31, 2014, the Company recorded net revenue of approximately $176.9 million related to sales of the Hi-Tech products subsequent to acquisition. | |||||||||||||
Weighted average amortization period of intangible assets acquired other than goodwill and IPR&D through the Hi-Tech acquisitions as of the closing date was 15.6 years in aggregate, 15.7 years for product licensing rights, 1 year for customer relationships and 9 years for trademarks. | |||||||||||||
Watson Product Disposition | |||||||||||||
In connection with the Hi-Tech Merger, Akorn entered into an agreement (the “Disposition Agreement”) with Watson to dispose of certain rights and assets related to three Hi-Tech products marketed under Abbreviated New Drug Applications — Ciprofloxacin Hydrochloride Ophthalmic Solution, Levofloxacin Ophthalmic Solution and Lidocaine Hydrochloride Jelly — and one Akorn product marketed under a New Drug Application: Lidocaine/Prilocaine Topical Cream, collectively “the products”. The Divestment Agreement further included one product under development. Net revenues for the Akorn products marketed under a New Drug Application: Lidocaine/Prilocaine Topical Cream were approximately $1.5 million and $6.8 million in the years ended December 31, 2014 and 2013, respectively. This disposition was required pursuant to a proposed consent order accepted by vote of the FTC on April 11, 2014. The closing of the disposition agreement, which was contingent upon the consummation of the Company’s acquisition of 50% or more of the voting securities of Hi-Tech, took place on April 17, 2014. Under the terms of the disposition the Company received $16.8 million for the intangible product rights, associated goodwill, and saleable inventory of the products denoted above. The Company recorded a gain of $9.0 million in Other (expense) income, net in the year ended December 31, 2014, resulting from the difference of the consideration received and assets disposed, see below. | |||||||||||||
Calculation of gain from Watson product disposition (in millions) | |||||||||||||
Consideration received | $ | 16.8 | |||||||||||
Intangible assets disposed | (5.9 | ) | |||||||||||
Goodwill disposed | (1.1 | ) | |||||||||||
Other assets disposed | (0.8 | ) | |||||||||||
Pre-Tax gain recognized | $ | 9 | |||||||||||
Upon completing the Watson product disposition, the Company entered into a master supply agreement with Watson whereby the Company will continue manufacturing the products for a transitional period not to exceed two years. The parties also entered into a transition services agreement, the purpose of which is to affect a smooth transfer of all intellectual property and necessary historical data to complete the ownership transfer to Watson. | |||||||||||||
ECR Divestiture | |||||||||||||
On June 20, 2014, the Company divested its subsidiary, ECR Pharmaceuticals, net of three branded products (specifically Cormax®, VoSol® HC, and Zolvit® Oral Solution otherwise known as “Lortab”) to Valeant Pharmaceuticals (“Valeant”) for $41.0 million in cash and assumption of certain liabilities. Through the divestiture, the Company recognized a nominal gain on the sale of the intangible product rights, associated goodwill, saleable inventory and other assets of ECR. ECR, which promotes certain branded pharmaceuticals through its sales force, was acquired through the acquisition of Hi-Tech. As the Company has divested a component of the combined entity and does not expect material continuing cash flows, ECR results which included net revenues of $3.4 million and a net loss from discontinued operations of ($0.5) million for the period from acquisition to disposition (which both occurred during the year ended December 31, 2014) have been included within discontinued operations in the consolidated statements of comprehensive income, see below. | |||||||||||||
Calculation of gain/from ECR Divestiture (in millions) | |||||||||||||
Consideration received | $ | 41 | |||||||||||
Intangible assets divested | (33.6 | ) | |||||||||||
Goodwill divested | (10.4 | ) | |||||||||||
Other assets divested | (1.2 | ) | |||||||||||
Assumed liabilities divested | 5.1 | ||||||||||||
Pre-Tax Gain recognized | $ | 0.9 | |||||||||||
Zioptan Acquisition | |||||||||||||
On April 1, 2014, the Company acquired the U.S. NDA rights to Zioptan®, a prescription ophthalmic eye drop indicated for reducing elevated intraocular pressure in patients with open-angle glaucoma or ocular hypertension, from Merck, Sharp and Dohme Corp. (“Merck”). The Company’s acquisition of U.S. NDA rights to Zioptan® (the “Zioptan Acquisition”) is being accounted for as a business combination in accordance with ASC 805 – Business Combinations. The purpose of the Zioptan Acquisition is to expand the Company’s product portfolio of prescription pharmaceuticals. The total consideration at closing was $11.2 million, all of which was recognized as product licensing rights as of the acquisition date and has an amortization period of 10 years. | |||||||||||||
Upon completing the Zioptan Acquisition, the Company entered into a master supply agreement with Merck whereby Merck will continue manufacturing Zioptan® for a transitional period not to exceed two years, during which time the Company will work to transfer manufacturing. The transfer price, per the terms of the supply agreement, will equal Merck’s historical product cost. The parties also entered into a Transition Services Agreement, the purpose of which is to affect a smooth transfer of all intellectual property and necessary historical data to complete the ownership transfer to the Company. | |||||||||||||
The U.S. NDA rights to Zioptan® are included within product licensing rights, net on the Company’s consolidated balance sheet as of December 31, 2014. | |||||||||||||
The Company has not provided pro forma revenue and earnings of the Company as if the Zioptan Acquisition was completed as of January 1, 2013 because to do so would be impracticable. The acquired Zioptan® rights were not managed as a discrete business by Merck. Accordingly, determining the pro forma revenue and earnings of the Company including the Zioptan Acquisition would require significant estimates of amounts, and it is impossible to distinguish objectively information about such estimates that provides evidence of circumstances that existed on the dates at which those amounts would be recognized and measured, and would have been available when the financial statements for that prior period were issued. | |||||||||||||
Betimol Acquisition | |||||||||||||
On January 2, 2014, the Company acquired the NDA rights to Betimol®, a prescription ophthalmic eye drop for the reduction of eye pressure in glaucoma patients, from Santen. The Company’s acquisition of U.S. NDA rights to Betimol® (the “Betimol Acquisition”) is being accounted for as a business combination in accordance with ASC 805 – Business Combinations. The purpose of the Betimol Acquisition is to expand the Company’s product portfolio of prescription pharmaceuticals. The total consideration will be equal to 1.5 times the Company’s net sales of Betimol® in the first year following acquisition, such year starting upon the Company’s first sale of the product. The Company paid $7.5 million upon completing the acquisition and will pay any remaining amount 60 days following the first year post-acquisition. There is also a provision for a $2.0 million increase to the total consideration should net sales of Betimol® exceed $14.0 million in any one of the first five years following acquisition, the Company has valued this at $0. There is no provision for reducing the purchase price below the initial $7.5 million paid. | |||||||||||||
Upon completing the Betimol Acquisition, the Company entered into a supply agreement with Santen whereby Santen will continue manufacturing Betimol® for a transitional period not to exceed two years, during which time the Company will work to site transfer manufacturing to one of its facilities. The transfer price, per the terms of the supply agreement, will equal Santen’s cost of API plus actual cost of manufacturing the product, making this a favorable contract pursuant to ASC 805. The parties also entered into a transition services agreement, the purpose of which is to affect a smooth transfer of all intellectual property and necessary historical data to complete the ownership transfer to the Company. | |||||||||||||
The following table sets forth the consideration paid for the Betimol Acquisition and the fair values of the acquired assets and assumed liabilities (in millions) as of the acquisition date adjusted in accordance with GAAP. | |||||||||||||
Betimol Acquisition: | |||||||||||||
Consideration paid in cash at closing | $ | 7.5 | |||||||||||
Purchase consideration payable | 4 | ||||||||||||
$ | 11.5 | ||||||||||||
Fair value of acquired assets: | |||||||||||||
U.S. NDA rights to Betimol® | $ | 11.4 | |||||||||||
Favorable supply agreement | 0.1 | ||||||||||||
$ | 11.5 | ||||||||||||
The U.S. NDA rights to Betimol® are included within product licensing rights, net on the Company’s consolidated balance sheet as of December 31, 2014 and has an amortization period of 15 years. The favorable supply agreement is included within other long-term assets on the Company’s consolidated balance sheet as of December 31, 2014. | |||||||||||||
The Company estimated that it would owe additional consideration to Santen of approximately $4.5 million. Since this is a performance-based earn-out payment, this additional consideration was discounted to approximately $4.0 million. As of the year ended December 31, 2014, the Company revised the additional consideration calculation to $4.3 million and recorded $0.3 million of other operating expense reflecting a fair value adjustment to increase the estimated additional consideration obligation as a result of revised operating expectations. | |||||||||||||
The Company has not provided pro forma revenue and earnings of the Company as if the Betimol Acquisition was completed as of January 1, 2013 because to do so would be impracticable. The acquired Betimol® rights were not managed as a discrete business by Santen. Accordingly, determining the pro forma revenue and earnings of the Company including the Betimol Acquisition would require significant estimates of amounts, and it is impossible to distinguish objectively information about such estimates that provides evidence of circumstances that existed on the dates at which those amounts would be recognized and measured, and would have been available when the financial statements for that prior period were issued. | |||||||||||||
Merck Products Acquisition | |||||||||||||
On November 15, 2013, the Company acquired from Merck the U.S. rights to three branded ophthalmic products for $52.8 million in cash (the “Merck Acquisition”). The acquired assets met the definition of a business, and accordingly, have been accounted for as a business combination in accordance with ASC 805 – Business Combinations. Through the Merck Acquisition, the Company purchased Inspire Pharmaceuticals, Inc. (“Inspire”), a wholly owned subsidiary of Merck. This legal entity owns the U.S. rights to AzaSite®, a prescription eye drop used to treat bacterial conjunctivitis. The U.S. rights to the other two products involved in the acquisition, Cosopt® and Cosopt® PF (preservative free), were purchased directly from Merck. The Cosopt® products are prescription sterile eye drop solutions used to lower the pressure in the eye in people with open-angle glaucoma or ocular hypertension. The acquisition of these products expands the Company’s ophthalmic product portfolio to include branded, prescription eye drops, and is complementary to the Company’s existing portfolio of products. The Company believes that this acquisition leverages its existing sales force and ophthalmic and optometric physician relationships. | |||||||||||||
The following table sets forth the consideration paid for the Merck Acquisition and the fair values of the assets acquired and the liabilities assumed (in millions): | |||||||||||||
Product rights: | |||||||||||||
AzaSite® | $ | 13.8 | |||||||||||
Cosopt® | 21.6 | ||||||||||||
Cosopt® PF | 20.3 | ||||||||||||
Product rights total | $ | 55.7 | |||||||||||
Prepaid expenses | 0.1 | ||||||||||||
Deferred tax assets, net | 0.7 | ||||||||||||
Total fair value of acquired assets | $ | 56.5 | |||||||||||
Consideration paid | $ | 52.8 | |||||||||||
Gain from bargain purchase | $ | 3.7 | |||||||||||
Through its acquisition of Inspire Pharmaceuticals, Inc. the Company assumed that entity’s net operating loss carry-forwards (“NOLs”) and unamortized start-up costs. The “deferred tax assets, net” listed above represents the difference between the acquired deferred tax assets, the NOLs, and unamortized start-up costs, and the acquired deferred tax liabilities, which represent the book versus tax basis differences in the product rights. The bargain purchase amount was largely derived from the difference between the fair value and the economic value, as calculated through discounted cash flow analysis, of the deferred tax assets, net. In particular, due to the long-term nature of the NOLs acquired, the book value of the resulting deferred tax asset significantly exceeded its discounted cash flow value. | |||||||||||||
The Company anticipates amortizing the acquired products on a straight-line basis from the Merck Acquisition date through December 31, 2019. The Merck Acquisition agreement specified the tax values assigned to each product. The tax value of AzaSite® product rights will not be amortizable for tax purposes, as these rights were obtained through the stock acquisition of Inspire Pharmaceuticals, Inc. That Company anticipates that the assigned tax values of Cosopt® and Cosopt® PF will be amortizable for tax purposes over a 15-year period. | |||||||||||||
The Company has not provided pro forma revenue and earnings of the Company as if the Merck Acquisition was completed as of January 1, 2013 because to do so would be impracticable. The products acquired from Merck were not managed as a discrete business by Merck. Accordingly, determining the pro forma revenue and earnings of the Company including the Merck Acquisition would require significant estimates of amounts, and it is impossible to distinguish objectively information about such estimates that provides evidence of circumstances that existed on the dates at which those amounts would be recognized and measured, and would have been available when the financial statements for that prior period were issued. | |||||||||||||
Kilitch Acquisition | |||||||||||||
On February 28, 2012, Akorn India Private Limited, a wholly owned subsidiary of the Company completed and closed on its acquisition of selected assets of Kilitch Drugs (India) Limited (“KDIL”). This acquisition (the “Kilitch Acquisition”) was pursuant to the terms of the Business Transfer Agreement (the “BTA”) entered into among the Company, KDIL and the members of the promoter group of KDIL on October 5, 2011. In accordance with terms contained in the BTA, the Company also closed on a related product transfer agreement between the Company and NBZ Pharma Limited (“NBZ”), a company associated with KDIL. The primary asset transferred in the Kilitch Acquisition was KDIL’s manufacturing facility in Paonta Sahib, Himachal Pradesh, India, along with its existing contract manufacturing business. KDIL was engaged in the manufacture and sale of pharmaceutical products for contract customers in India and for export to various unregulated world markets. While the Paonta Sahib manufacturing facility is not currently certified by the FDA for the exporting of drugs to the U.S., the facility was designed with future FDA certification in mind. Accordingly, the Kilitch Acquisition provided the Company with the potential for future expansion of its manufacturing capacity for products to be sold in the U.S., as well as the opportunity to expand the Company’s footprint into markets outside the U.S. The Company has determined that the assets acquired through the Kilitch Acquisition constitute a “business” as defined by Rule 11-01(d) of Regulation S-X and ASC 805, Business Combinations. Accordingly, the Company has accounted for the Kilitch Acquisition as a business combination. | |||||||||||||
AIPL paid the equivalent of approximately USD $60.1 million at closing. Total purchase consideration was approximately $55.2 million which consisted of approximately $51.2 million in base consideration and $4.0 million in reimbursement for capital expenditures made by KDIL from April 1, 2011 to the closing date. AIPL also paid $7.3 million related to compensation earned from the achievement of acquisition-related milestones, and $1.6 million in stamp duties paid to transfer title to the land and buildings at Paonta Sahib from Kilitch to AIPL. In addition, the Company expects to pay up to an additional $0.5 million for future services that would be expensed as the services are provided. The compensation for acquisition-related milestones and other acquisition costs have been recorded within “acquisition related costs” as part of operating expenses in the Company’s consolidated statement of comprehensive income. The BTA also contains a working capital guarantee that calls for KDIL or AIPL to reimburse the other party for any shortfall or excess, respectively, in the actual acquired working capital compared to the target working capital as established in the BTA. | |||||||||||||
The following table sets forth the consideration paid for the Kilitch Acquisition, the acquisition-related costs incurred, and the fair values of the assets acquired and the liabilities assumed (U.S. dollar amounts in millions): | |||||||||||||
Consideration: | Initial Fair | Measurement Period Adjustments | Adjusted Fair | ||||||||||
Valuation | Valuation | ||||||||||||
Cash paid | $ | 55.2 | $ | — | $ | 55.2 | |||||||
Less working capital shortfall refunded by sellers | (0.9 | ) | (0.1 | ) | (1.0 | ) | |||||||
$ | 54.3 | $ | (0.1 | ) | $ | 54.2 | |||||||
Acquisition-related costs: | |||||||||||||
Stamp duties paid for transfer of land and buildings | $ | 1.6 | $ | — | $ | 1.6 | |||||||
Acquisition-related compensation expense | 6.7 | 0.5 | 7.2 | ||||||||||
Due diligence, legal, travel and other acquisition-related costs | 0.6 | 0.1 | 0.7 | ||||||||||
$ | 8.9 | $ | 0.6 | $ | 9.5 | ||||||||
Recognized amounts of identifiable assets acquired and liabilities assumed: | |||||||||||||
Accounts receivable | $ | 2.1 | $ | — | $ | 2.1 | |||||||
Inventory | 1.8 | — | 1.8 | ||||||||||
Land | 3.7 | (1.1 | ) | 2.6 | |||||||||
Buildings, plant and equipment | 8.5 | — | 8.5 | ||||||||||
Construction in progress | 14.2 | — | 14.2 | ||||||||||
Goodwill, deductible | 21.6 | 1 | 22.6 | ||||||||||
Other intangible assets, deductible | 5.8 | 0.1 | 5.9 | ||||||||||
Other assets | 0.1 | — | 0.1 | ||||||||||
Assumed liabilities | (2.1 | ) | (0.8 | ) | (2.9 | ) | |||||||
Deferred tax liabilities | (1.4 | ) | 0.7 | (0.7 | ) | ||||||||
$ | 54.3 | $ | (0.1 | ) | $ | 54.2 | |||||||
The Adjusted Fair Valuation presented above is final. The changes in estimate recorded subsequent to the initial accounting estimate were primarily related to refining the calculated fair value of certain acquired assets, adjustments to the working capital settlement amount due from the sellers to the Company, and final determination regarding the tax-deductibility of the acquired intangible assets. The acquisition-related compensation expense during 2012 was primarily related to pre-negotiated compensation paid to members of the sellers’ family based on achievement of various operational milestones. | |||||||||||||
Goodwill represents expected synergies and intangible assets that do not qualify for separate recognition. Based on an Indian Supreme Court ruling in 2012 upholding the deductibility of goodwill for India tax purposes, the Company anticipates being able to deduct the value of goodwill for income tax purposes in India. A later Indian Supreme Court ruling raised doubt as to the tax deductibility of the cost of the non-compete agreement entered into between AIPL and the sellers. Accordingly, the Company amended its acquisition accounting to establish a deferred tax liability related to this intangible asset. The Company had initially recorded a deferred tax liability valued at $1.4 million and subsequently adjusted to $0.7 million related to intangible assets and other accrued liabilities that it does not believe will be amortizable for Indian tax purposes. This remaining deferred tax liability of $0.7 million was reversed against goodwill during 2012. | |||||||||||||
For book purposes, the other intangible assets acquired are being amortized over lives of four to five years. Goodwill is not amortized for book purposes but is subject to impairment testing. The tangible assets acquired consist primarily of construction in progress fair valued at $14.2 million, buildings, plant and equipment fair valued at a combined $8.5 million, land fair valued at $2.6 million, accounts receivable fair valued at $2.1 million and inventory fair valued at $1.8 million as of the acquisition date. | |||||||||||||
During 2014, 2013 and 2012, the Company paid $2.8 million, $2.7 million and $0.8 million, respectively, for the acquisition of drug product licensing rights (NDA and ANDA rights) which were not individually significant. No assets were acquired other than the drug rights, and no liabilities assumed. | |||||||||||||
The unaudited pro forma results presented below reflect the consolidated results of operations inclusive of the Xopenex acquisition, VersaPharm acquisition and Akorn Rifampin product divestiture (“VersaPharm transactions”), and the Hi-Tech acquisition, Watson product disposition and ECR divestiture (“Hi-Tech transactions”) which occurred during the year ended December 31, 2014, as if the transactions had taken place at the beginning of the earliest period presented below. The pro forma results include amortization associated with the acquired tangible and intangible assets, interest on debt incurred for the transactions, amortization of inventory step-up, acquisition related expenses and income tax expense affected for the pro forma results. The unaudited pro forma financial information presented below does not reflect the impact of any actual or anticipated synergies expected to result from the acquisitions. Accordingly, the unaudited pro forma financial information is not necessarily indicative of the results of operations as they would have been had the transactions been effected on the assumed date (amounts in thousands, except per share data): | |||||||||||||
For the Year Ended | |||||||||||||
December 31, | |||||||||||||
2014 | 2013 | ||||||||||||
Revenue | $ | 733,012 | $ | 623,922 | |||||||||
Net income from continuing operations | 71,722 | 4,891 | |||||||||||
Net income from continuing operations per share | $ | 0.58 | $ | 0.04 | |||||||||
Other Strategic Investments | |||||||||||||
On August 1, 2011, the Company entered into a Series A-2 Preferred Stock Purchase Agreement to acquire a minority ownership interest in Aciex Therapeutics Inc. (“Aciex”), a private ophthalmic development pharmaceutical company based in Westborough, MA, for $8.0 million in cash. Subsequently, on September 30, 2011, the Company entered into Amendment No. 1 to Series A-2 Preferred Stock Purchase Agreement to acquire additional shares of Series A-2 Preferred Stock in Aciex for approximately $2.0 million in cash. On April 17, 2014, the Company entered into a secured note and warrant purchase agreement to acquire secured, convertible promissory notes of Aciex for approximately $0.4 million in cash. On June 27, 2014, the Company entered into a second secured note and warrant purchase agreement to acquire additional secured, convertible promissory notes of Aciex for an additional amount of approximately $0.4 million. The Company’s aggregate investment in Aciex was $10.8 million at cost. Aciex was an ophthalmic drug development company focused on developing novel therapeutics to treat ocular diseases. Aciex’s pipeline consisted of both clinical stage assets and pre-Investigational new drug stage assets. The investments detailed above had provided the Company with an ownership interest in Aciex of below 20%. The Aciex Agreement and Aciex Amendment contained certain customary rights and preferences over the common stock of Aciex and further provided that the Company shall have had the right to a seat on the Aciex board of directors. | |||||||||||||
On July 2, 2014 Nicox S.A., (“Nicox”) an international Company entered into an arrangement to acquire all of the outstanding equity of Aciex (the “Aciex Acquisition”). | |||||||||||||
On October 22, 2014 Nicox shareholders voted at the Nicox General Meeting, to approve the Aciex Acquisition. The transaction was consummated on October 24, 2014, following the completion of certain legal conditions and formalities. As consideration for its carried investment in Aciex, the Company received from the Aciex Acquisition pro-rata shares of Nicox which are publically traded on the Euronext Paris exchange. Through the closing the Company received approximately 4.3 million shares of Nicox which were subject to certain lockup provisions preventing immediate sale of underlying shares received for the Company’s investment in an available for sale security. | |||||||||||||
Through the year ended December 31, 2014 the Company sold 0.2 million unrestricted shares for approximately $0.6 million realizing an immaterial gain on the sale of shares. | |||||||||||||
In accordance with ASC Topic 820, the Company records unrealized holding gains and losses on the remaining available for sale securities in the “Accumulated other comprehensive income” caption in the consolidated Balance Sheet. For the year ended December 31, 2014 the Company recognized an unrealized holding loss, net of tax of $1.1 million as calculated based on the discounted value of the investment given the contractual lockup provisions. The Company has determined that of the remaining $8.4 million of unrealized fair value associated with the investment, $7.2 million is expected to be converted to cash within 1 year from the balance sheet date and has been classified as a current asset, while $1.2 million is expected to be converted beyond one year and has been classified as a non-current asset. | |||||||||||||
Note_17_Unconsolidated_Joint_V
Note 17 - Unconsolidated Joint Venture | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Equity Method Investments and Joint Ventures [Abstract] | |||||||||||||
Equity Method Investments and Joint Ventures Disclosure [Text Block] | Note 17 — Unconsolidated Joint Venture | ||||||||||||
The Company was a 50% partner in a joint venture agreement with an Indian drug development company since September 2004. This joint venture launched its first product in 2008 and generated revenue from 2008 until its business assets were sold and transferred. While the joint venture still exists legally, it ceased operations upon the completion of the sale and transfer of its operating assets to Pfizer, Inc. in the second quarter of 2011. No operations have occurred since the sale, but the net income recorded in the year ended December 31, 2013 was primarily related to adjustments to the joint venture Company’s reserves for product returns upon expiration of the period for which product returns could be made. | |||||||||||||
The following tables sets forth condensed statements of income for the three years ended December 31, 2014, 2013 and 2012 and the condensed balance sheets as of December 31, 2014 and 2013 for Akorn-Strides, LLC, along with information regarding the amount of earnings allocated to each member-partner of the LLC (in thousands): | |||||||||||||
CONDENSED STATEMENTS OF INCOME (Unaudited) | |||||||||||||
Year ended December 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
REVENUES | $ | — | $ | 163 | $ | — | |||||||
Cost of sales | — | (1 | ) | — | |||||||||
GROSS PROFIT | — | 164 | — | ||||||||||
Operating expenses | — | 3 | — | ||||||||||
OPERATING INCOME | — | 161 | — | ||||||||||
Gain from Pfizer ANDA Sale | — | — | — | ||||||||||
INCOME BEFORE INCOME TAXES | — | 161 | — | ||||||||||
Income tax (benefit) / provision | — | — | — | ||||||||||
NET INCOME | $ | — | $ | 161 | $ | — | |||||||
CONDENSED BALANCE SHEETS (Unaudited) | |||||||||||||
December 31, | |||||||||||||
2014 | 2013 | ||||||||||||
ASSETS | |||||||||||||
Cash | $ | 25 | $ | 25 | |||||||||
Other current assets | 1 | 1 | |||||||||||
TOTAL ASSETS | $ | 26 | $ | 26 | |||||||||
LIABILITIES & MEMBERS’ EQUITY | |||||||||||||
Trade accounts payable & other accrued liabilities | $ | — | $ | — | |||||||||
TOTAL LIABILITIES | — | — | |||||||||||
Members’ equity | 26 | 26 | |||||||||||
TOTAL LIABILITIES & MEMBERS’ EQUITY | $ | 26 | $ | 26 | |||||||||
As of December 31, 2014, no future product returns are expected. | |||||||||||||
Note_18_Customer_Supplier_and_
Note 18 - Customer, Supplier and Product Concentration | 12 Months Ended | ||||||||||||||||||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||||||||||||||||||
Risks and Uncertainties [Abstract] | |||||||||||||||||||||||||||||||||||||
Concentration Risk Disclosure [Text Block] | Note 18 — Customer, Supplier and Product Concentration | ||||||||||||||||||||||||||||||||||||
Customer Concentration | |||||||||||||||||||||||||||||||||||||
In 2014, 2013 and 2012, a significant portion of the Company’s gross and net sales reported were through three large wholesale drug distributors, and a significant portion of the Company’s accounts receivable as of December 31, 2014, 2013 and 2012 were due from these wholesale drug distributors as well. AmerisourceBergen Health Corporation (“Amerisource”), Cardinal Health, Inc. (“Cardinal”) and McKesson Drug Company (“McKesson”) are all distributors of the Company’s products, as well as suppliers of a broad range of health care products. Aside from these three wholesale drug distributors, no other customers accounted for more than 10% of gross sales, net revenues or gross trade receivables for the indicated dates and periods. | |||||||||||||||||||||||||||||||||||||
The following table sets forth the percentage of the Company’s gross and net sales and gross accounts receivable attributable to these three distributors for the periods indicated: | |||||||||||||||||||||||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||||||||||||||||||||||
Gross | Gross | Gross | |||||||||||||||||||||||||||||||||||
Gross | Net | Accounts | Gross | Net | Accounts | Gross | Net | Accounts | |||||||||||||||||||||||||||||
Sales | Revenue | Receivable | Sales | Revenue | Receivable | Sales | Revenue | Receivable | |||||||||||||||||||||||||||||
Amerisource | 38 | % | 28 | % | 46 | % | 19 | % | 14 | % | 25 | % | 19 | % | 14 | % | 29 | % | |||||||||||||||||||
Cardinal | 16 | % | 14 | % | 17 | % | 23 | % | 16 | % | 26 | % | 23 | % | 17 | % | 30 | % | |||||||||||||||||||
McKesson | 23 | % | 19 | % | 23 | % | 16 | % | 11 | % | 12 | % | 16 | % | 11 | % | 14 | % | |||||||||||||||||||
Total | 77 | % | 61 | % | 86 | % | 58 | % | 41 | % | 63 | % | 58 | % | 42 | % | 73 | % | |||||||||||||||||||
If sales to Amerisource, Cardinal or McKesson were to diminish or cease, the Company believes that the end users of its products would find little difficulty obtaining the Company’s products either directly from the Company or from another distributor. | |||||||||||||||||||||||||||||||||||||
Supplier Concentration | |||||||||||||||||||||||||||||||||||||
The Company requires a supply of quality raw materials and components to manufacture and package pharmaceutical products for its own use and for third parties with which it has contracted. The principal components of the Company’s products are active and inactive pharmaceutical ingredients and certain packaging materials. Many of these components are available from only a single source and, in the case of many of the Company’s ANDAs and NDAs, only one supplier of raw materials has been identified. Because FDA approval of drugs requires manufacturers to specify their proposed suppliers of active ingredients and certain packaging materials in their applications, FDA approval of any new supplier would be required if active ingredients or such packaging materials were no longer available from the specified supplier. The qualification of a new supplier could delay the Company’s development and marketing efforts. If for any reason the Company is unable to obtain sufficient quantities of any of the raw materials or components required to produce and package its products, it may not be able to manufacture its products as planned, which could have a material adverse effect on the Company’s business, financial condition and results of operations. | |||||||||||||||||||||||||||||||||||||
No individual supplier represented 10% or more of the Company’s purchases in any of the years ended December 31, 2014, 2013 or 2012. | |||||||||||||||||||||||||||||||||||||
Product Concentration | |||||||||||||||||||||||||||||||||||||
During the year ended December 31, 2014 none of the Company’s products represented 10% or more of net revenue, while in the years ended December 31, 2013 and 2012, one of the Company’s prescription pharmaceutical products represented 11.8% and 12.5% of the Company’s total net revenue, respectively while no other products represented 10% or more of the Company’s net revenue. The Company attempts to minimize the risk associated with product concentrations by continuing to acquire and develop new products to add to its portfolio. | |||||||||||||||||||||||||||||||||||||
Note_19_Related_Party_Transact
Note 19 - Related Party Transactions | 12 Months Ended |
Dec. 31, 2014 | |
Related Party Transactions [Abstract] | |
Related Party Transactions Disclosure [Text Block] | Note 19 — Related Party Transactions |
In the recent past, the Company engaged in various related party transactions with John N. Kapoor, Ph.D., Chairman of the Company’s Board of Directors and a significant holder of the Company’s common stock. | |
On March 3, 2010, the Company entered into an 8-year agreement with EJ Financial for their sub-lease of a portion of the Company’s corporate offices in Lake Forest, Illinois. This sub-lease commenced on April 1, 2010. Subsequently, the Company and EJ Financial agreed to early terminate this agreement, and accordingly the sub-lease was terminated in July 2012. EJ Financial paid the Company a total of approximately $240,000 in rent and common area maintenance fees over the shortened term of this sub-lease. | |
In connection with the various modifications agreed to during 2009 to the EJ Funds credit facility and the Subordinated Note, the Company issued various stock warrants to Dr. Kapoor. See Note 2, Summary of Significant Accounting Policies, for information about the Kapoor Warrants. | |
During the years ended December 31, 2014, 2013 and 2012 the Company obtained legal services totaling $1.9 million, $0.7 million and $0.5 million, respectively, of which $0.2 million was payable as of December 31, 2014 and 2013 from Polsinelli PC (formerly Polsinelli Shughart PC), a law firm for which the spouse of the Company’s Senior Vice President, General Counsel and Secretary is an attorney and shareholder. | |
Note_20_Severance_Charges
Note 20 - Severance Charges | 12 Months Ended |
Dec. 31, 2014 | |
Restructuring and Related Activities [Abstract] | |
Restructuring and Related Activities Disclosure [Text Block] | Note 20 — Severance Charges |
Subsequent to the closing of the various mergers and acquisitions transacted through the years ended December 31, 2014 and 2013, the Company entered into severance agreements promising associated payments; and as such, severance expense was recognized related to these agreements. As of December 31, 2014 and 2013, the accrued severance balances were insignificant, equaling less than $0.1 million in each year. | |
Note_21_Selected_Quarterly_Fin
Note 21 - Selected Quarterly Financial Data (Unaudited) | 12 Months Ended | ||||||||||||||||||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||||||||||||||||||
Quarterly Financial Information Disclosure [Abstract] | |||||||||||||||||||||||||||||||||||||
Quarterly Financial Information [Text Block] | Note 21 – Selected Quarterly Financial Data (Unaudited) | ||||||||||||||||||||||||||||||||||||
Net Income (Loss) | |||||||||||||||||||||||||||||||||||||
Income (Loss) From Continuing Operations | |||||||||||||||||||||||||||||||||||||
Revenues | Gross | Operating | Amount | Per Basic | Per Diluted | Amount | Per Basic | Per Diluted | |||||||||||||||||||||||||||||
(In thousands, except per share amounts) | Profit | Income (Loss) | Share | Share | Share | Share | |||||||||||||||||||||||||||||||
Year Ended December 31, 2014: | |||||||||||||||||||||||||||||||||||||
4th Quarter | $ | 227,828 | $ | 128,382 | $ | 71,907 | $ | 34,232 | $ | 0.32 | $ | 0.29 | $ | 34,232 | $ | 0.32 | $ | 0.29 | |||||||||||||||||||
3rd Quarter | 132,732 | 51,734 | (6,042 | ) | (11,650 | ) | (0.11 | ) | (0.11 | ) | (11,650 | ) | (0.11 | ) | (0.11 | ) | |||||||||||||||||||||
2nd Quarter (as restated) | 141,896 | 67,818 | 7,410 | 3,438 | 0.03 | 0.03 | 2,935 | 0.03 | 0.02 | ||||||||||||||||||||||||||||
1st Quarter | 90,622 | 49,656 | 23,440 | 9,828 | 0.1 | 0.08 | 9,828 | 0.1 | 0.08 | ||||||||||||||||||||||||||||
Year Ended December 31, 2013: | |||||||||||||||||||||||||||||||||||||
4th Quarter | $ | 84,953 | $ | 46,970 | $ | 25,176 | $ | 16,678 | $ | 0.17 | $ | 0.14 | $ | 16,678 | $ | 0.17 | $ | 0.14 | |||||||||||||||||||
3rd Quarter | 81,892 | 43,697 | 22,188 | 12,205 | 0.13 | 0.11 | 12,205 | 0.13 | 0.11 | ||||||||||||||||||||||||||||
2nd Quarter | 77,012 | 42,092 | 22,251 | 12,637 | 0.13 | 0.11 | 12,637 | 0.13 | 0.11 | ||||||||||||||||||||||||||||
1st Quarter | 73,854 | 39,145 | 18,589 | 10,842 | 0.11 | 0.1 | 10,842 | 0.11 | 0.1 | ||||||||||||||||||||||||||||
On March 17, 2015, the Company issued a press release announcing that the Audit Committee of the Company’s Board of Directors, upon the recommendation of management, concluded that the previously issued financial statements contained in the Company’s Quarterly Reports on Form 10-Q for the periods ended June 30, 2014 and September 30, 2014 should not be relied upon because of an error in the financial statements as of and for the three and six month periods ended June 30, 2014 and as of and for the nine month period ended September 30, 2014, and that those financial statements would be restated to make the necessary accounting adjustments. | |||||||||||||||||||||||||||||||||||||
On April 17, 2014, the Company completed its acquisition of Hi-Tech for a total purchase price of approximately $650.0 million. During the 2014 year-end audit process, an error was identified in the fair value allocation of assets acquired and liabilities assumed in connection with the acquisition of Hi-Tech, which resulted in an overstated chargeback reserve as of April 17, 2014. The error, which was identified on March 11, 2015, resulted from an overstatement of Hi-Tech’s chargeback reserve in connection with applying the acquisition method of accounting at the closing of the Hi-Tech acquisition. | |||||||||||||||||||||||||||||||||||||
The overstatement in the chargeback reserve was caused by a manual error made in preparing the data whereby there was a duplication of inventory units held by one customer utilized in the calculation of the reserve amount for Hi-Tech products at the acquisition date. The duplication resulted in an overstatement of chargeback reserves by approximately $8.9 million for the opening balance sheet of Hi-Tech as of April 17, 2014. The chargeback reserve at the end of the quarter ended June 30, 2014 was then calculated correctly, resulting in the earlier overstated reserve amount being included in revenue during the quarter ended June 30, 2014. The correction of the error in the quarter ended June 30, 2014 resulted in a reduction of previously reported revenue by $8.9 million, a reduction of previously reported pre-tax income by $8.9 million and a reduction of previously reported net income, goodwill and retained earnings by $5.6 million, for the Company’s three and six month periods ended June 30, 2014. | |||||||||||||||||||||||||||||||||||||
The error was limited to the Company’s financial results for the three and six months ended June 30, 2014, but the error did impact the Company’s previously filed results for the nine months ended September 30, 2014 (which were filed in connection with the Company’s Form 10-Q for the quarter ended September 30, 2014) because the second quarter results were included within that period. The estimated impact of this error for the restated three and six month periods ended June 30, 2014 is to reduce basic and diluted net income per share by approximately $0.05 per share. The estimated impact of this error for the restated nine month period ended September 30, 2014 is to reduce basic and diluted net income per share by approximately $0.06 and $0.05 per share, respectively. | |||||||||||||||||||||||||||||||||||||
The error has been corrected in the full year financial statements included elsewhere in this Annual Report. In addition, the above unaudited selected quarterly financial data has been corrected to eliminate the error. The Company also expects to file amendments on Form 10-Q/A to its previously filed Form 10-Qs for the second and third quarters of 2014 to reflect the corrections and accordingly, the financial statements in those Form 10-Qs should not be relied upon until such time as the Company has filed its Form 10-Q/As for those periods. | |||||||||||||||||||||||||||||||||||||
Effects of Restatement on Previously Filed Quarterly Results | |||||||||||||||||||||||||||||||||||||
The tables below present the effect of the financial statement adjustments related to the restatement discussed above of the Company’s previously reported financial statements as of and for the three and six month periods ended June 30, 2014 and as of and for the nine month period ended September 30, 2014. | |||||||||||||||||||||||||||||||||||||
The effect of the restatement on the previously filed condensed consolidated balance sheet as of June 30, 2014 is as follows, in thousands: | |||||||||||||||||||||||||||||||||||||
As Reported | Adjustments | As Restated | |||||||||||||||||||||||||||||||||||
Prepaid expenses and other current assets | $ | 17,120 | $ | (107 | ) | $ | 17,013 | ||||||||||||||||||||||||||||||
TOTAL CURRENT ASSETS | 397,180 | (107 | ) | 397,073 | |||||||||||||||||||||||||||||||||
Goodwill | 196,016 | (5,568 | ) | 190,448 | |||||||||||||||||||||||||||||||||
TOTAL OTHER LONG-TERM ASSETS | 690,898 | (5,568 | ) | 685,330 | |||||||||||||||||||||||||||||||||
TOTAL ASSETS | $ | 1,223,773 | $ | (5,675 | ) | $ | 1,218,098 | ||||||||||||||||||||||||||||||
Income taxes payable | 675 | (104 | ) | 571 | |||||||||||||||||||||||||||||||||
TOTAL CURRENT LIABILITIES | 103,777 | (104 | ) | 103,673 | |||||||||||||||||||||||||||||||||
TOTAL LIABILITIES | 929,304 | (104 | ) | 929,200 | |||||||||||||||||||||||||||||||||
Retained earnings | 33,700 | (5,571 | ) | 28,129 | |||||||||||||||||||||||||||||||||
TOTAL SHAREHOLDERS’ EQUITY | 294,469 | (5,571 | ) | 288,898 | |||||||||||||||||||||||||||||||||
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY | $ | 1,223,773 | $ | (5,675 | ) | $ | 1,218,098 | ||||||||||||||||||||||||||||||
The effect of the restatement on the previously filed condensed consolidated income statement for the three months ended June 30, 2014 is as follows, in thousands except per share amounts: | |||||||||||||||||||||||||||||||||||||
As Reported | Adjustments | As Restated | |||||||||||||||||||||||||||||||||||
Revenues | $ | 150,749 | $ | (8,853 | ) | $ | 141,896 | ||||||||||||||||||||||||||||||
GROSS PROFIT | 76,671 | (8,853 | ) | 67,818 | |||||||||||||||||||||||||||||||||
OPERATING INCOME | 16,263 | (8,853 | ) | 7,410 | |||||||||||||||||||||||||||||||||
INCOME FROM CONTINUING OPERATIONS BEFORE INCOME TAXES | 14,312 | (8,853 | ) | 5,459 | |||||||||||||||||||||||||||||||||
Income tax provision | 5,303 | (3,282 | ) | 2,021 | |||||||||||||||||||||||||||||||||
INCOME FROM CONTINUING OPERATIONS | $ | 9,009 | $ | (5,571 | ) | $ | 3,438 | ||||||||||||||||||||||||||||||
NET INCOME | $ | 8,506 | $ | (5,571 | ) | $ | 2,935 | ||||||||||||||||||||||||||||||
NET INCOME PER SHARE: | |||||||||||||||||||||||||||||||||||||
Income from continuing operations, basic | $ | 0.09 | $ | (0.06 | ) | $ | 0.03 | ||||||||||||||||||||||||||||||
NET INCOME, BASIC | $ | 0.08 | $ | (0.05 | ) | $ | 0.03 | ||||||||||||||||||||||||||||||
Income from continuing operations, diluted | $ | 0.08 | $ | (0.05 | ) | $ | 0.03 | ||||||||||||||||||||||||||||||
NET INCOME, DILUTED | $ | 0.07 | $ | (0.05 | ) | $ | 0.02 | ||||||||||||||||||||||||||||||
COMPREHENSIVE INCOME: | |||||||||||||||||||||||||||||||||||||
Consolidated net income | $ | 8,506 | $ | (5,571 | ) | $ | 2,935 | ||||||||||||||||||||||||||||||
COMPREHENSIVE INCOME | $ | 8,353 | $ | (5,571 | ) | $ | 2,782 | ||||||||||||||||||||||||||||||
The effect of the restatement on the previously filed condensed consolidated income statement for the six months ended June 30, 2014 is as follows, in thousands except per share amounts: | |||||||||||||||||||||||||||||||||||||
As Reported | Adjustments | As Restated | |||||||||||||||||||||||||||||||||||
Revenues | $ | 241,371 | $ | (8,853 | ) | $ | 232,518 | ||||||||||||||||||||||||||||||
GROSS PROFIT | 126,327 | (8,853 | ) | 117,474 | |||||||||||||||||||||||||||||||||
OPERATING INCOME | 39,703 | (8,853 | ) | 30,850 | |||||||||||||||||||||||||||||||||
INCOME FROM CONTINUING OPERATIONS BEFORE INCOME TAXES | 30,004 | (8,853 | ) | 21,151 | |||||||||||||||||||||||||||||||||
Income tax provision | 11,167 | (3,282 | ) | 7,885 | |||||||||||||||||||||||||||||||||
INCOME FROM CONTINUING OPERATIONS | $ | 18,837 | $ | (5,571 | ) | $ | 13,266 | ||||||||||||||||||||||||||||||
NET INCOME | $ | 18,334 | $ | (5,571 | ) | $ | 12,763 | ||||||||||||||||||||||||||||||
NET INCOME PER SHARE: | |||||||||||||||||||||||||||||||||||||
Income from continuing operations, basic | $ | 0.19 | $ | (0.06 | ) | $ | 0.13 | ||||||||||||||||||||||||||||||
NET INCOME, BASIC | $ | 0.18 | $ | (0.05 | ) | $ | 0.13 | ||||||||||||||||||||||||||||||
Income from continuing operations, diluted | $ | 0.16 | $ | (0.05 | ) | $ | 0.11 | ||||||||||||||||||||||||||||||
NET INCOME, DILUTED | $ | 0.16 | $ | (0.05 | ) | $ | 0.11 | ||||||||||||||||||||||||||||||
COMPREHENSIVE INCOME: | |||||||||||||||||||||||||||||||||||||
Consolidated net income | $ | 18,334 | $ | (5,571 | ) | $ | 12,763 | ||||||||||||||||||||||||||||||
COMPREHENSIVE INCOME | $ | 19,886 | $ | (5,571 | ) | $ | 14,315 | ||||||||||||||||||||||||||||||
The effect of the restatement on the previously filed condensed consolidated statement of cash flows for the six months ended June 30, 2014 is as follows, in thousands: | |||||||||||||||||||||||||||||||||||||
As Reported | Adjustments | As Restated | |||||||||||||||||||||||||||||||||||
Consolidated net income | $ | 18,334 | $ | (5,571 | ) | $ | 12,763 | ||||||||||||||||||||||||||||||
Changes in operating assets and liabilities: | |||||||||||||||||||||||||||||||||||||
Trade accounts receivable | (27,991 | ) | 8,853 | (19,138 | ) | ||||||||||||||||||||||||||||||||
Prepaid expenses and other current assets | 4,329 | (3,178 | ) | 1,151 | |||||||||||||||||||||||||||||||||
Accrued expenses and other liabilities | 8,799 | (104 | ) | 8,695 | |||||||||||||||||||||||||||||||||
Taken together, these adjustments result in no impact on the Company’s net cash provided by operating activities for the six months ended June 30, 2014 or the Company’s cash and cash equivalents balance as of June 30, 2014. | |||||||||||||||||||||||||||||||||||||
The effect of the restatement on the previously filed condensed consolidated balance sheet as of September 30, 2014 is as follows, in thousands: | |||||||||||||||||||||||||||||||||||||
As Reported | Adjustments | As Restated | |||||||||||||||||||||||||||||||||||
Prepaid expenses and other current assets | $ | 33,078 | $ | (3 | ) | $ | 33,075 | ||||||||||||||||||||||||||||||
TOTAL CURRENT ASSETS | 494,098 | (3 | ) | 494,095 | |||||||||||||||||||||||||||||||||
Goodwill | 290,648 | (5,568 | ) | 285,080 | |||||||||||||||||||||||||||||||||
TOTAL OTHER LONG-TERM ASSETS | 1,243,363 | (5,568 | ) | 1,237,795 | |||||||||||||||||||||||||||||||||
TOTAL ASSETS | $ | 1,876,833 | $ | (5,571 | ) | $ | 1,871,262 | ||||||||||||||||||||||||||||||
Retained earnings | 22,051 | (5,571 | ) | 16,480 | |||||||||||||||||||||||||||||||||
TOTAL SHAREHOLDERS’ EQUITY | 320,322 | (5,571 | ) | 314,751 | |||||||||||||||||||||||||||||||||
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY | $ | 1,876,833 | $ | (5,571 | ) | $ | 1,871,262 | ||||||||||||||||||||||||||||||
The effect of the restatement on the previously filed condensed consolidated income statement for the nine months ended September 30, 2014 is as follows, in thousands except per share amounts: | |||||||||||||||||||||||||||||||||||||
As Reported | Adjustments | As Restated | |||||||||||||||||||||||||||||||||||
Revenues | $ | 374,103 | $ | (8,853 | ) | $ | 365,250 | ||||||||||||||||||||||||||||||
GROSS PROFIT | 178,061 | (8,853 | ) | 169,208 | |||||||||||||||||||||||||||||||||
OPERATING INCOME | 33,661 | (8,853 | ) | 24,808 | |||||||||||||||||||||||||||||||||
INCOME FROM CONTINUING OPERATIONS BEFORE INCOME TAXES | 11,465 | (8,853 | ) | 2,612 | |||||||||||||||||||||||||||||||||
Income tax provision | 4,278 | (3,282 | ) | 996 | |||||||||||||||||||||||||||||||||
INCOME FROM CONTINUING OPERATIONS | $ | 7,187 | $ | (5,571 | ) | $ | 1,616 | ||||||||||||||||||||||||||||||
NET INCOME | $ | 6,684 | $ | (5,571 | ) | $ | 1,113 | ||||||||||||||||||||||||||||||
NET INCOME PER SHARE: | |||||||||||||||||||||||||||||||||||||
Income from continuing operations, basic | $ | 0.07 | $ | (0.05 | ) | $ | 0.02 | ||||||||||||||||||||||||||||||
NET INCOME, BASIC | $ | 0.07 | $ | (0.06 | ) | $ | 0.01 | ||||||||||||||||||||||||||||||
Income from continuing operations, diluted | $ | 0.06 | $ | (0.05 | ) | $ | 0.01 | ||||||||||||||||||||||||||||||
NET INCOME, DILUTED | $ | 0.06 | $ | (0.05 | ) | $ | 0.01 | ||||||||||||||||||||||||||||||
COMPREHENSIVE INCOME: | |||||||||||||||||||||||||||||||||||||
Consolidated net income | $ | 6,684 | $ | (5,571 | ) | $ | 1,113 | ||||||||||||||||||||||||||||||
COMPREHENSIVE INCOME | $ | 7,840 | $ | (5,571 | ) | $ | 2,269 | ||||||||||||||||||||||||||||||
The effect of the restatement on the previously filed condensed consolidated statement of cash flows for the nine months ended September 30, 2014 is as follows, in thousands: | |||||||||||||||||||||||||||||||||||||
As Reported | Adjustments | As Restated | |||||||||||||||||||||||||||||||||||
Consolidated net income | $ | 6,684 | $ | (5,571 | ) | $ | 1,113 | ||||||||||||||||||||||||||||||
Changes in operating assets and liabilities: | |||||||||||||||||||||||||||||||||||||
Trade accounts receivable | (24,193 | ) | 8,853 | (15,340 | ) | ||||||||||||||||||||||||||||||||
Prepaid expenses and other current assets | (11,209 | ) | (3,282 | ) | (14,491 | ) | |||||||||||||||||||||||||||||||
Taken together, these adjustments result in no impact on the Company’s net cash provided by operating activities for the nine months ended September 30, 2014 or the Company’s cash and cash equivalents balance as of September 30, 2014. | |||||||||||||||||||||||||||||||||||||
Note_22_Legal_Proceedings
Note 22 - Legal Proceedings | 12 Months Ended |
Dec. 31, 2014 | |
Disclosure Text Block Supplement [Abstract] | |
Legal Matters and Contingencies [Text Block] | Note 22 – Legal Proceedings. |
We are party to legal proceedings and potential claims arising in the ordinary course of our business. Such legal proceedings include Akorn’s Paragraph IV challenges to other drug manufacturers’ proprietary rights, and the counter-suits filed by those drug manufacturers in response. The amount, if any, of ultimate liability with respect to legal proceedings involving the Company cannot be determined. Despite the inherent uncertainties of litigation, at this time the Company does not believe that such proceedings will have a material adverse impact on our financial condition, results of operations, or cash flows. Set forth below is a listing of potentially material legal proceedings of the Company, including Akorn, Hi-Tech, and VersaPharm in existence as of the date of filing this Form 10-K. | |
On September 11, 2013, the Attorney General of the State of Louisiana filed a lawsuit in Louisiana state court against Hi-Tech, and numerous other pharmaceutical companies, under various state laws, alleging that each defendant caused the state’s Medicaid agency to provide reimbursement for drug products that allegedly were not approved by FDA and therefore allegedly not reimbursable under the federal Medicaid program. The state seeks unspecified damages, statutory fines, penalties, attorney’s fees and costs. On October 15, 2013, the defendants removed the lawsuit to the U.S. District Court for the Middle District of Louisiana. Subsequently, the case was remanded to state court, where the case is in the initial discovery stage. The Company intends to vigorously defend against all claims in the lawsuit. | |
In May 2013, Inspire, a wholly owned subsidiary, received a Notice Letter that Mylan Pharmaceuticals, Inc. (“Mylan”) filed an ANDA with the FDA seeking marketing approval for a 1% azithromycin ophthalmic solution prior to the expiration of the five U.S. patents licensed to us and listed in the Orange Book for Azasite®. On June 14, 2013, Insite, Merck, Inspire and Pfizer filed a complaint against Mylan and a related entity alleging that their proposed product infringes the listed patents. The parties agreed to settle the matter and the case was dismissed by court order on March 4, 2015. | |
On September 12, 2012, Fera Pharmaceuticals, LLC (“Fera”) filed a civil complaint against the Company and certain individual defendants in the Supreme Court of New York. On October 15, 2012, the case was removed to the Federal District Court for the Southern District of New York, and subsequently, Fera filed an amended complaint. The complaint alleges, among other things, breach of manufacturing and confidentiality agreements, fraud in the inducement and misappropriation of the plaintiff’s trade secrets. The Company intends to vigorously defend these allegations. On January 13, 2015, the Company filed a counterclaim against Fera and certain affiliates (Alfera Pharmaceuticals, LLC; Feranda, LLC; Baci 007, LLC; and Fera Holdings, LLC), as well as Perrigo Company of Tennessee and Perrigo Company plc, asserting violations of Sections 1 and 2 of the Sherman Act and tortious interference with business relations. The case is in the discovery phase, and no trial date has been scheduled. | |
On June 8, 2012, plaintiff Mathew Harrison filed a class action lawsuit, Civil Action No. 12-2897, in the U.S. District Court for the Eastern District of New York, against Wayne Perry, Dynova Laboratories, Inc., Sicap Industries, LLC, Walgreens Co. and Hi-Tech. On May 16, 2012, plaintiff David Delre filed a class action lawsuit, Civil Action No. 12-2429, in the U.S. District Court for the Eastern District of New York, against Wayne Perry, Dynova Laboratories, Inc., Sicap Industries, LLC, and Hi-Tech. Each complaint alleges, among other things, that their Sinus Buster® products are improperly marketed, labeled and sold as homeopathic products, and that these allegations support claims of fraud, unjust enrichment, breach of express and implied warranties and alleged violations of various state and federal statutes. Hi-Tech answered the complaints and asserted cross-claims against the other defendants. The Court consolidated these two cases into one action entitled Sinus Buster Products Consumer Litigation. Dynova has filed for bankruptcy. The case has now been settled by Hi-Tech with plaintiffs by Agreement dated December 16, 2013 and the Court approved the settlement by an Order dated November 10, 2014. | |
In April 2011, Inspire Pharmaceuticals, Inc., a wholly owned subsidiary of the Company, acquired through a business combination on November 15, 2013, received a Notice letter from Sandoz, Inc. (“Sandoz”) providing notice that Sandoz filed an ANDA with the FDA seeking marketing approval for a 1% azithromycin ophthalmic solution prior to the expiration of the five U.S. patents licensed to us and listed in the Orange Book for Azasite®. On May 26, 2011, Merck, Insite Vision Incorporated and Pfizer filed a complaint against Sandoz and related entities in the district court of New Jersey alleging that their proposed product infringes the listed patents. On October 4, 2013, the court issued judgment in favor of Inspire and the other plaintiffs finding all the asserted claims of the patents in the litigation valid and infringed by Sandoz and related entities. Sandoz has appealed this decision. The Company intends to vigorously contest any Sandoz assertions that these patents should have been found not infringed, invalid or unenforceable. | |
Former Hi-Tech director and employee Reuben Seltzer delivered to the Company a demand letter in August 2014 alleging that the Company breached his employment agreement and improperly terminated Mr. Seltzer’s employment. Mr. Seltzer further alleges that he is entitled to compensation in the approximate amount of $5.2 million. The Company disputes these claims and intends to vigorously defend these allegations. | |
On March 4, 2015, putative class action plaintiff Solomon Yeung filed suit in the Federal District Court Northern District Illinois against Akorn, Inc., Rajat Rai, Timothy Dick and Bruce Kutinsky, alleging defendants violated Rules 10b-5 and 20(a) of the 1934 Exchange Act. According to the complaint, certain financial and other related data related to certain Akorn subsidiaries could not be timely collected and compiled and Akorn would be unable to timely complete its assessment of the effectiveness of its internal control over financial reporting as of December 31, 2014. The complaint also alleges that Akorn’s internal control over financial reporting was ineffective and material weaknesses existed relating to the completeness and accuracy of underlying data used in the determination of significant estimates and accounting transactions and accurate and timely reporting of its financial results and disclosures in its Form 10-K. Plaintiff alleges that as a consequence, when Akorn announced on March 2, 2015 that it would need an extension to file an annual report for the year ending December 31, 2014, its stock dropped. The Company and individual defendants dispute these claims and intend to vigorously defend these allegations. | |
Accounting_Policies_by_Policy_
Accounting Policies, by Policy (Policies) | 12 Months Ended | ||||||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||||||
Accounting Policies [Abstract] | |||||||||||||||||||||||||
Consolidation, Policy [Policy Text Block] | Consolidation: The accompanying consolidated financial statements include the accounts of Akorn, Inc. and its wholly owned domestic and foreign subsidiaries. All inter-company transactions and balances have been eliminated in consolidation, and the financial statements of Akorn India Private Limited (“AIPL”) have been translated from Indian rupees to U.S. dollars based on the currency translation rates in effect during the period or as of the date of consolidation, as applicable. The Company has no involvement with variable interest entities. | ||||||||||||||||||||||||
As of the year ended December 31, 2014 the Company was a 50% owner of a dormant joint venture, Akorn-Strides, LLC (the “Joint Venture Company”) (See Note 17 – Unconsolidated Joint Venture.). The Company and its strategic partner each had equal voting rights and shared operational control. Accordingly, the Company accounted for its investment in the Joint Venture Company using the equity method of accounting. The Company’s proportionate share of the Joint Venture Company’s income had been recorded under the caption “Equity in earnings of unconsolidated joint venture” in the Company’s consolidated statements of operations. The Joint Venture Company sold all of its abbreviated new drug application (“ANDA”) rights to Pfizer, Inc. in December 2010 and ceased operations during 2011. | |||||||||||||||||||||||||
Use of Estimates, Policy [Policy Text Block] | Use of Estimates: The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Actual results could differ materially from those estimates. | ||||||||||||||||||||||||
Significant estimates and assumptions for the Company relate to the allowances for chargebacks, rebates, product returns, coupons, promotions and doubtful accounts, as well as the reserve for slow-moving and obsolete inventories, the carrying value and lives of intangible assets, the useful lives of fixed assets, the carrying value of deferred income tax assets and liabilities, the assumptions underlying share-based compensation, accrued but unreported employee benefit costs and assumptions underlying the accounting for business combinations. | |||||||||||||||||||||||||
Revenue Recognition, Policy [Policy Text Block] | Revenue Recognition: Revenue is recognized when persuasive evidence of an arrangement exists, delivery has occurred or services have been rendered, the sales price is fixed or determinable, and collectability is reasonably assured. Revenues from product sales are recognized when title and risk of loss have passed to the customer. | ||||||||||||||||||||||||
Provision for estimated chargebacks, rebates, discounts, managed care rebates, product returns and doubtful accounts is made at the time of sale and is analyzed and adjusted, if necessary, at each balance sheet date. | |||||||||||||||||||||||||
Revenue Recognition, Cargo and Freight, Policy [Policy Text Block] | Freight: The Company records amounts billed to customers for shipping and handling as revenue, and records shipping and handling expense related to product sales as cost of sales. | ||||||||||||||||||||||||
Cash and Cash Equivalents, Policy [Policy Text Block] | Cash and Cash Equivalents: The Company considers all unrestricted, highly liquid investments with maturity of three months or less when purchased to be cash and cash equivalents. At December 31, 2014 and 2013, approximately $2.9 million and $2.7 million of cash held by our India operations as of those dates was restricted, and was reported within prepaid expenses and other current assets and other non-current assets, respectively. | ||||||||||||||||||||||||
Trade and Other Accounts Receivable, Policy [Policy Text Block] | Accounts Receivable: Trade accounts receivables are stated at their net realizable value. The nature of the Company’s business involves, in the ordinary course, significant judgments and estimates relating to chargebacks, coupon redemption, product returns, rebates, discounts given to customers and allowances for doubtful accounts. Depending on the products, the end-user customers, the specific terms of national supply contracts and the particular arrangements with the Company’s wholesaler customers, certain rebates, chargebacks and other credits are recorded as deductions to the Company’s trade accounts receivable. | ||||||||||||||||||||||||
Unless otherwise noted, the provisions and allowances for the following customer deductions are reflected in the accompanying consolidated financial statements as reductions of revenues and trade accounts receivable, respectively. | |||||||||||||||||||||||||
Discontinued Operations, Policy [Policy Text Block] | Unless otherwise noted, the provisions and allowances for the following customer deductions are reflected in the accompanying consolidated financial statements as reductions of revenues and trade accounts receivable, respectively. | ||||||||||||||||||||||||
Chargebacks and Rebates [Policy Text Block] | Chargebacks and Rebates: The Company enters into contractual agreements with certain third parties such as hospitals, group-purchasing and managed care organizations to sell certain products at predetermined prices. The parties have elected to have these contracts administered through wholesalers that buy the product from the Company and subsequently sell it to these third parties. When a wholesaler sells products to one of these third parties that are subject to a contractual price agreement, the difference between the price paid to the Company by the wholesaler and the price under the specific contract is charged back to the Company by the wholesaler. The Company tracks sales and submitted chargebacks by product number and contract for each wholesaler. Utilizing this information, the Company estimates a chargeback percentage for each product and records an allowance as a reduction to gross sales when the Company records its sale of the products. The Company reduces the chargeback allowance when a chargeback request from a wholesaler is processed. Actual chargebacks processed by the Company can vary materially from period to period based upon actual sales volume through the wholesalers. However, the Company’s provision for chargebacks is fully reserved for at the time when sales revenues are recognized. | ||||||||||||||||||||||||
Management obtains certain wholesaler inventory reports to aid in analyzing the reasonableness of the chargeback allowance. The Company assesses the reasonableness of its chargeback allowance by applying the product chargeback percentage based on historical activity to the quantities of inventory on hand at the wholesaler per the wholesaler inventory reports. In accordance with its accounting policy, the Company estimates the percentage amount of wholesaler inventory that will ultimately be sold to third parties that are subject to contractual price agreements based on a trend of such sales through wholesalers. The Company uses this percentage estimate until historical trends indicate that a revision should be made. On an ongoing basis, the Company evaluates its actual chargeback rate experience, and new trends are factored into its estimates each quarter as market conditions change. | |||||||||||||||||||||||||
Similarly, the Company maintains an allowance for rebates related to contract and other programs with certain customers. Rebate percentages vary by product and by volume purchased by each eligible customer. The Company tracks sales by product number for each eligible customer and then applies the applicable rebate percentage, using both historical trends and actual experience to estimate its rebate allowance. The Company reduces gross sales and increases the rebate allowance by the estimated rebate amount when the Company sells its products to its rebate-eligible customers. The Company reduces the rebate allowance when it processes a customer request for a rebate. At each balance sheet date, the Company analyzes the allowance for rebates against actual rebates processed and makes necessary adjustments as appropriate. Actual rebates processed can vary materially from period to period. | |||||||||||||||||||||||||
Revenue Recognition, Sales Returns [Policy Text Block] | Sales Returns: Certain of the Company’s products are sold with the customer having the right to return the product within specified periods and guidelines for a variety of reasons, including but not limited to, pending expiration dates. Provisions are made at the time of sale based upon tracked historical experience. Historical factors such as one-time events as well as pending new developments that would impact the expected level of returns are taken into account to determine the appropriate reserve estimate at each balance sheet date. As part of the evaluation of the balance required, the Company considers actual returns to date that are in process, the expected impact of any product recalls and the wholesaler’s inventory information to assess the magnitude of unconsumed product that may result in sales returns to the Company in the future. The sales returns level can be impacted by factors such as overall market demand and market competition and availability for substitute products which can increase or decrease the end-user pull through for sales of the Company’s products and ultimately impact the level of sales returns. Actual returns experience and trends are factored into the Company’s estimates each quarter as market conditions change. Actual returns processed can vary materially from period to period. | ||||||||||||||||||||||||
Revenue Recognition Coupons [Policy Text Block] | Allowance for Coupons, Promotions and Co-Pay discount cards: The Company issues coupons from time to time that are redeemable against certain of our Consumer Health products. Upon release of coupons into the market, the Company records an estimate of the dollar value of coupons expected to be redeemed. This estimate is based on historical experience and is adjusted as needed based on actual redemptions. In addition to couponing, from time to time the Company authorizes various retailers to run in-store promotional sales of its products. Upon receiving confirmation that a promotion was run, the Company accrues an estimate of the dollar amount expected to be owed back to the retailer. This estimate is trued up to actual upon receipt of the invoice from the retailer. Additionally, the Company provides consumer co-pay discount cards, administered through outside agents to provide discounted products when redeemed. Upon release of the cards into the market, the Company records an estimate of the dollar value of co-pay discounts expected to be utilized. This estimate is based on historical experience and is adjusted as needed based on actual usage. | ||||||||||||||||||||||||
Doubtful Accounts [Policy Text Block] | Doubtful Accounts: Provisions for doubtful accounts, which reflect trade receivable balances owed to the Company that are believed to be uncollectible, are recorded as a component of SG&A expenses. In estimating the allowance for doubtful accounts, the Company considers its historical experience with collections and write-offs, the credit quality of its customers and any recent or anticipated changes thereto, and the outstanding balances and past due amounts from its customers. Accounts are considered past due when they remain uncollected beyond the due date specified in the applicable contract or on the applicable invoice, whichever is deemed to take precedence. | ||||||||||||||||||||||||
As of December 31, 2014, the Company had a total of $62.4 million of past due gross accounts receivable, of which $3.7 million was more than 60 days past due. The Company performs monthly a detailed analysis of the receivables due from its wholesaler customers and provides a specific reserve against known uncollectible items. The Company also includes in the allowance for doubtful accounts an amount that it estimates to be uncollectible for all other customers, based on a percentage of the past due receivables. The percentage reserved increases as the age of the receivables increases. Accounts are written off once all reasonable collections efforts have been exhausted and/or when facts or circumstances regarding the customer (i.e. bankruptcy filing) indicate that the chance of collection is remote. | |||||||||||||||||||||||||
Advertising Costs, Policy [Policy Text Block] | Advertising and Promotional Allowances to Customers: The Company routinely sells its consumer health products to major retail drug chains. From time to time, the Company may arrange for these retailers to run in-store promotional sales of the Company’s products. The Company reserves an estimate of the dollar amount owed back to the retailer, recording this amount as a reduction to revenue at the later of the date on which the revenue is recognized or the date the sales incentive is offered. When the actual invoice for the sales promotion is received from the retailer, the Company adjusts its estimate accordingly. Advertising and promotional expenses paid to customers are expensed as incurred in accordance with Accounting Standards Codification (“ASC”) 605-50, Customer Payments and Incentives. | ||||||||||||||||||||||||
Inventory, Policy [Policy Text Block] | Inventories: Inventories are stated at the lower of cost (average cost method) or market (see Note 4 — “Inventories”). The Company maintains an allowance for slow-moving and obsolete inventory as well as inventory where the cost is in excess of its net realizable value (“NRV”). For finished goods inventory, the Company estimates the amount of inventory that may not be sold prior to its expiration or is slow moving based upon recent sales activity by unit and wholesaler inventory information. The Company also analyzes its raw material and component inventory for slow moving items/NRV. For the years ended December 31, 2014, 2013 and 2012, the Company recorded a provision for inventory obsolescence/NRV of $12.3 million, $2.1 million, and $2.4 million, respectively. The allowances for inventory obsolescence were $21.2 million and $5.7 million as of December 31, 2014 and 2013, respectively. | ||||||||||||||||||||||||
The Company capitalizes inventory costs associated with its products prior to regulatory approval when, based on management judgment, future commercialization is considered probable and future economic benefit is expected to be realized. The Company assesses the regulatory approval process and where the product stands in relation to that approval process including any known constraints or impediments to approval. The Company also considers the shelf life of the product in relation to the product timeline for approval. | |||||||||||||||||||||||||
At December 31, 2014, the Company established a reserve of $1.9 million related to R&D raw materials that are not expected to be utilized prior to expiration while at December 31, 2013, the Company had approximately $1.0 million in reserves for R&D raw materials. The entire balance of the R&D raw materials has been reserved, as the Company deemed it unlikely that the products would receive U.S. Food and Drug Administration (the “FDA”) approval far enough in advance of expiration to be sellable. | |||||||||||||||||||||||||
Intangible Assets, Finite-Lived, Policy [Policy Text Block] | Intangible Assets: Intangible assets consist primarily of goodwill, which is carried at its initial value, subject to evaluation for impairment, in-process research and development, which is accounted for as an indefinite-lived intangible asset, subject to impairment testing until completion or abandonment of the project, and product licensing costs, trademarks and other such costs, which are capitalized and amortized on a straight-line basis over their useful lives, ranging from one (1) year to thirty (30) years. Accumulated amortization was $82.2 million and $39.1 million at December 31, 2014 and 2013, respectively. Amortization expense was $44.1 million, $7.4 million and $6.9 million for the years ended December 31, 2014, 2013 and 2012, respectively. The Company regularly assesses its intangible assets for impairment based on several factors, including estimated fair value and anticipated cash flows. If the Company incurs additional costs to renew or extend the life of an intangible asset, such costs are added to the remaining unamortized cost of the asset, if any, and the sum is amortized over the extended remaining life of the asset. | ||||||||||||||||||||||||
Goodwill is tested for impairment annually or more frequently if changes in circumstances or the occurrence of events suggest that impairment may exist. The Company uses widely accepted valuation techniques to determine the fair value of its reporting units used in its annual goodwill impairment analysis. The Company’s valuation is primarily based on qualitative and quantitative assessments regarding the fair value of the reporting unit relative to its carrying value. The Company modeled the fair value of the reporting unit based on projected earnings and cash flows of the reporting unit. The Company performed its annual impairment test on October 1, 2014 and determined that the fair value of its reporting units are substantially in excess of its carrying value and, therefore, no impairment charge was necessary. | |||||||||||||||||||||||||
Changes in goodwill during the two years ended December 31, 2014 were as follows (in thousands): | |||||||||||||||||||||||||
Goodwill | |||||||||||||||||||||||||
31-Dec-12 | $ | 32,159 | |||||||||||||||||||||||
Acquisitions | ─ | ||||||||||||||||||||||||
Impairments | ─ | ||||||||||||||||||||||||
Foreign currency translation | (2,328 | ) | |||||||||||||||||||||||
31-Dec-13 | $ | 29,831 | |||||||||||||||||||||||
Acquisitions | 260,911 | ||||||||||||||||||||||||
Impairments | ─ | ||||||||||||||||||||||||
Dispositions | (11,454 | ) | |||||||||||||||||||||||
Foreign currency translation | (514 | ) | |||||||||||||||||||||||
31-Dec-14 | $ | 278,774 | |||||||||||||||||||||||
The following table sets forth the major categories of the Company’s intangible assets and the weighted-average remaining amortization period as of December 31, 2014 for those assets that are not already fully amortized (dollar amounts in thousands): | |||||||||||||||||||||||||
Gross | Accumulated | Net | Weighted Average | ||||||||||||||||||||||
Carrying | Amortization | Carrying | Remaining Amortization Period (years) | ||||||||||||||||||||||
Amount | Amount | ||||||||||||||||||||||||
Product licensing rights | $ | 778,734 | $ | (74,516 | ) | $ | 704,218 | 12.4 | |||||||||||||||||
In-process research and development (“IPR&D”) | 230,788 | — | 230,788 | N/A – Indefinite lived | |||||||||||||||||||||
Trademarks | 16,000 | (1,721 | ) | 14,279 | 18.6 | ||||||||||||||||||||
Customer relationships | 6,427 | (3,392 | ) | 3,035 | 11 | ||||||||||||||||||||
Other intangibles | 11,234 | (879 | ) | 10,355 | 7.5 | ||||||||||||||||||||
Non-compete agreements | 2,409 | (1,725 | ) | 684 | 1.4 | ||||||||||||||||||||
$ | 1,045,592 | $ | (82,233 | ) | $ | 963,359 | |||||||||||||||||||
Changes in intangible assets during the two years ended December 31, 2014 were as follows (in thousands): | |||||||||||||||||||||||||
Product licensing rights | IPR&D | Trademarks | Customer relationships | Other intangibles | Non-compete agreements | ||||||||||||||||||||
31-Dec-12 | $ | 63,654 | $ | — | $ | 8,972 | $ | 5,588 | $ | — | $ | 2,171 | |||||||||||||
Acquisitions | 57,969 | — | — | — | — | — | |||||||||||||||||||
Amortization | (5,723 | ) | — | (316 | ) | (740 | ) | — | (643 | ) | |||||||||||||||
Foreign currency translation | — | — | — | (210 | ) | — | (217 | ) | |||||||||||||||||
31-Dec-13 | $ | 115,900 | $ | — | $ | 8,656 | $ | 4,638 | $ | — | $ | 1,311 | |||||||||||||
Acquisitions | 668,457 | 230,788 | 6,500 | 300 | 11,234 | — | |||||||||||||||||||
Amortization | (39,761 | ) | — | (877 | ) | (1,934 | ) | (879 | ) | (615 | ) | ||||||||||||||
Dispositions | (40,378 | ) | — | — | — | — | — | ||||||||||||||||||
Foreign currency translation | — | — | — | 31 | — | (12 | ) | ||||||||||||||||||
31-Dec-14 | $ | 704,218 | $ | 230,788 | $ | 14,279 | $ | 3,035 | $ | 10,355 | $ | 684 | |||||||||||||
The amortization expense of acquired intangible assets for each of the following five years will be as follows (in thousands): | |||||||||||||||||||||||||
Year ending December 31, | Amortization Expense | ||||||||||||||||||||||||
2015 | $ | 65,966 | |||||||||||||||||||||||
2016 | 65,739 | ||||||||||||||||||||||||
2017 | 65,312 | ||||||||||||||||||||||||
2018 | 65,108 | ||||||||||||||||||||||||
2019 | 62,244 | ||||||||||||||||||||||||
Property, Plant and Equipment, Policy [Policy Text Block] | Property, Plant and Equipment: Property, plant and equipment is stated at cost, less accumulated depreciation. Depreciation is provided using the straight-line method in amounts considered sufficient to amortize the cost of the assets to operations over their estimated useful lives or lease terms. Depreciation expense was $14.5 million, $7.1 million and $4.6 million for the years ended December 31, 2014, 2013 and 2012, respectively. The amortization of assets under capital leases is included within depreciation expense. The following table sets forth the average estimated useful lives of the Company’s property, plant and equipment, by asset category: | ||||||||||||||||||||||||
Asset category | Depreciable Life (years) | ||||||||||||||||||||||||
Buildings | 30 | ||||||||||||||||||||||||
Leasehold improvements | 20 | ||||||||||||||||||||||||
Furniture and equipment | 7 | ||||||||||||||||||||||||
Automobiles | 5 | ||||||||||||||||||||||||
Computer hardware and software | 5 | ||||||||||||||||||||||||
Earnings Per Share, Policy [Policy Text Block] | Net Income Per Common Share: Basic net income per common share is based upon weighted average common shares outstanding. Diluted net income per common share is based upon the weighted average number of common shares outstanding, including the dilutive effect, if any, of stock options and convertible securities using the treasury stock and if converted methods. Anti-dilutive shares excluded from the computation of diluted net income per share for 2014, 2013 and 2012 include 735,000, 975,000 and 581,000 shares, respectively, related to options, warrants, and convertible securities. | ||||||||||||||||||||||||
Income Tax, Policy [Policy Text Block] | Income Taxes: Income taxes are accounted for under the asset and liability method. Deferred income tax assets and liabilities are determined based on differences between financial reporting and tax bases of assets and liabilities, and net operating loss and other tax credit carry-forwards. These items are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. The Company records a valuation allowance to reduce the deferred income tax assets to the amount that is more likely than not to be realized. | ||||||||||||||||||||||||
Fair Value of Financial Instruments, Policy [Policy Text Block] | Fair Value of Financial Instruments: The Company applies ASC Topic 820, which establishes a framework for measuring fair value and clarifies the definition of fair value within that framework. ASC Topic 820 defines fair value as an exit price, which is the price that would be received for an asset or paid to transfer a liability in the Company’s principal or most advantageous market in an orderly transaction between market participants on the measurement date. The fair value hierarchy established in ASC Topic 820 generally requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. Observable inputs reflect the assumptions that market participants would use in pricing the asset or liability and are developed based on market data obtained from sources independent of the reporting entity. Unobservable inputs reflect the entity’s own assumptions based on market data and the entity’s judgments about the assumptions that market participants would use in pricing the asset or liability, and are to be developed based on the best information available in the circumstances. | ||||||||||||||||||||||||
The valuation hierarchy is composed of three levels. The classification within the valuation hierarchy is based on the lowest level of input that is significant to the fair value measurement. The levels within the valuation hierarchy are described below: | |||||||||||||||||||||||||
- | Level 1—Assets and liabilities with unadjusted, quoted prices listed on active market exchanges. Inputs to the fair value measurement are observable inputs, such as quoted prices in active markets for identical assets or liabilities. The carrying value of the Company‘s cash and cash equivalents are considered Level 1 assets. | ||||||||||||||||||||||||
- | Level 2—Inputs to the fair value measurement are determined using prices for recently traded assets and liabilities with similar underlying terms, as well as directly or indirectly observable inputs, such as interest rates and yield curves that are observable at commonly quoted intervals. The market value of the Company’s forward contracts to hedge against changes in currency translation rates between U.S. dollars and Indian rupees was a Level 2 asset. | ||||||||||||||||||||||||
- | Level 3—Inputs to the fair value measurement are unobservable inputs, such as estimates, assumptions, and valuation techniques when little or no market data exists for the assets or liabilities. The additional consideration payable related to the Company’s acquisition of three branded, injectable drug products from the U.S. subsidiary of H. Lundbeck A/S (the “Lundbeck Acquisition”), a Denmark Corporation, on December 22, 2011 was a Level 3 liability, as are the additional consideration payable to Santen Pharmaceutical Co. Ltd. (“Santen”) in relation to the Company’s acquisition of the U.S. New Drug Application (“NDA”) rights to Betimol® on January 2, 2014, and the fair valuation of the available for sale investment held in shares of Nicox S.A. | ||||||||||||||||||||||||
The following table summarizes the basis used to measure the fair values of the Company’s financial instruments (amounts in thousands): | |||||||||||||||||||||||||
Fair Value Measurements at Reporting Date, Using: | |||||||||||||||||||||||||
Description | December 31, | Quoted Prices | Significant | Significant | |||||||||||||||||||||
2014 | in Active | Other | Unobservable | ||||||||||||||||||||||
Markets for | Observable | Inputs | |||||||||||||||||||||||
Identical Items | Inputs | (Level 3) | |||||||||||||||||||||||
(Level 1) | (Level 2) | ||||||||||||||||||||||||
Cash and cash equivalents | $ | 70,680 | $ | 70,680 | $ | — | $ | — | |||||||||||||||||
Available-for-sale securities | 8,391 | — | — | 8,391 | |||||||||||||||||||||
Total assets | $ | 79,071 | $ | 70,680 | $ | — | $ | 8,391 | |||||||||||||||||
Purchase consideration payable | $ | 7,613 | $ | — | $ | — | $ | 7,613 | |||||||||||||||||
Total liabilities | $ | 7,613 | $ | — | $ | — | $ | 7,613 | |||||||||||||||||
Description | December 31, | Quoted Prices | Significant | Significant | |||||||||||||||||||||
2013 | in Active | Other | Unobservable | ||||||||||||||||||||||
Markets for | Observable | Inputs | |||||||||||||||||||||||
Identical Items | Inputs | (Level 3) | |||||||||||||||||||||||
(Level 1) | (Level 2) | ||||||||||||||||||||||||
Cash and cash equivalents | $ | 34,178 | $ | 34,178 | $ | — | $ | — | |||||||||||||||||
Foreign currency forward contracts | 208 | — | 208 | — | |||||||||||||||||||||
Total assets | $ | 34,386 | $ | 34,178 | $ | 208 | $ | — | |||||||||||||||||
Purchase consideration payable | $ | 14,728 | $ | — | $ | — | $ | 14,728 | |||||||||||||||||
Total liabilities | $ | 14,728 | $ | — | $ | — | $ | 14,728 | |||||||||||||||||
The carrying amount at December 31, 2014 of purchase consideration payable includes estimated consideration due to Santen related to the Company’s acquisition of U.S. NDA rights to Betimol® on January 2, 2014. The liability was initially discounted based on the Company’s assumed discount rate and revalued at December 31, 2014 using this same discount rate. The Company identified no events that would cause its calculated assumed discount rate to change between the acquisition date and December 31, 2014. The additional consideration contingently payable to Santen was initially estimated at $4.5 million discounted to $4.0 million based on a discount rate of 12.6%. The Company performed evaluations of the fair value of this liability at December 31, 2014 based on utilizing significant unobservable inputs and determined the fair value of this liability to be $4.3 million. The increase in fair value during the year ended December 31, 2014 of approximately $0.3 million has been recorded as non-cash interest expense within the Company’s consolidated statement of comprehensive income for the year ended December 31, 2014. | |||||||||||||||||||||||||
The remaining purchase consideration payable is principally comprised of net working capital amounts owed relating to the ECR and Watson Laboratories, Inc. (“Watson”) divestitures, at fair value as determined based on the underlying contracts and the Company’s subjective evaluation of the additional consideration. | |||||||||||||||||||||||||
As of December 31, 2014, the Company was carrying available for sale investments in shares of Nicox S.A. initially valued at $12.5 million discounted to reflect certain lockup provisions preventing immediate sale of underlying shares received for the Company’s investment in an available for sale security or an approximately $1.7 million unrealized gain. During the year the Company sold $0.6 million of the available-for-sale security, realizing an immaterial gain, and due to declines in the share price of Nicox S.A. stock from the initial valuation, the Company recognized a $1.8 million unrealized loss as of the year ended December 31, 2014. The remaining $8.4 million of securities are still subject to certain lockup provisions and as such, the fair value of the investments is estimated using observable and unobservable inputs to discount for lack of marketability. (See Note 16 – Business Combinations, Dispositions and Other Strategic Investments) | |||||||||||||||||||||||||
The carrying amount at December 31, 2013 of the purchase consideration payable for the Lundbeck acquisition was initially determined based on the terms of the underlying contracts and the Company’s subjective evaluation of the likelihood of the additional purchase consideration becoming payable related to the Company’s obligation to pay additional consideration for the acquisition of selected assets from H. Lundbeck A/S (“Lundbeck”) on December 22, 2011. The underlying obligation was long-term in nature, and therefore was discounted to present value based on an assumed discount rate. The additional consideration of $15.0 million, contingently payable to Lundbeck on December 22, 2014, was initially discounted to $11.3 million based on a discount rate of 10.0%, and subsequently adjusted in final acquisition accounting to $11.6 million based on applying a 9.0% discount rate. At December 31, 2013, the Company again evaluated the fair value based on utilizing significant unobservable inputs and derived a discount rate of 1.85%, determining that the appropriate discounted value was $14.7 million based upon the likelihood of achieving the underlying revenue targets and a derived cost of debt based on the remaining term. On December 22, 2014 the Company remitted final payment for the contingent purchase consideration due to Lundbeck of $15.0 million. | |||||||||||||||||||||||||
The Company entered into three non-deliverable forward contracts in October 2013 to protect against unfavorable trends with regard to currency translation rates between U.S. dollars (“USD”) and Indian rupees (“INR”) for planned capital expenditures at AIPL, which all three matured and were redeemed during the year ended December 31, 2014. The forward contracts were based on current and future anticipated investment in AIPL, the Company’s subsidiary in India. These forward contracts include projected currency translation rates between INR and USD. Any difference between the actual and projected foreign currency translations rates on the respective settlement dates would result in payment from the counterparty to the Company, or vice versa, as the case may be. As all of the contracts matured during the year ended December 31, 2014, the Company realized a $0.7 million gain in fair value during the year ended December 31, 2014 as Other non-operating income in its consolidated statements of comprehensive income. | |||||||||||||||||||||||||
Warrants [Policy Text Block] | Warrants: The Company issued various warrants during 2009 to entities controlled by John N. Kapoor, Ph.D., the Chairman of the Company’s Board of Directors (the “Kapoor Warrants”). The Company had classified the fair value of these warrants as a current liability in accordance with ASC 815-40-15-3, Derivatives and Hedging, (formerly EITF 00-19, Accounting for Derivative Financial Instruments Indexed to, and Potentially Settled in, a Company’s Own Stock). This classification was made as a result of the requirement that the shares to be issued upon exercise of the Kapoor Warrants be registered shares, which could not be absolutely assured. The Kapoor Warrants were adjusted to fair value at the end of each quarter through Black-Scholes calculations which considered changes in the market price of the Company’s common stock, the remaining contractual life of the Kapoor Warrants, and other factors. Any change in the fair value of the Kapoor Warrants was recorded as income or expense on the Company’s consolidated statements of operations for the applicable period. | ||||||||||||||||||||||||
On June 28, 2010, the Company and Dr. Kapoor entered into an Amended and Restated Registration Rights Agreement (the “Amended Agreement”) which modified certain terms related to the Company’s obligation to obtain and maintain registration of any shares issued pursuant to exercise of the Kapoor Warrants. The Amended Agreement still requires the Company to use “commercially reasonable efforts” to file a registration statement pursuant to Rule 415 of the Securities Act of 1933 (“Registration Statement”) for any shares of common stock that may be issued under the applicable warrant agreements, and to maintain the continuous effectiveness of such Registration Statement until the earliest of: (i) the date no shares of the Company’s common stock qualify as registrable securities, (ii) the date on which all of the registrable securities may be sold in a single transaction by the holder to the public pursuant to Rule 144 or a similar rule, or (iii) the date upon which the John N. Kapoor Trust Dated September 20, 1989 (the “Kapoor Trust”) and EJ Funds, LP (“EJ Funds”) have transferred all of the registrable securities. However, the Registration Rights Agreement was amended to provide that in the event the Company, after using its good faith commercially reasonable efforts, is not able to obtain or maintain registration of the common stock, delivery of unregistered shares upon exercise of the Kapoor Warrants will be deemed acceptable and a net cash settlement will not be required. The Amended Agreement further provides that the term “commercially reasonable efforts” in such instance shall not mean an absolute obligation of the Company to obtain and maintain registration. | |||||||||||||||||||||||||
As a result of the changes effected through the Amended Agreement, on June 28, 2010 the Company changed its accounting treatment of the Kapoor Warrants, no longer classifying them as a current liability with periodic adjustments to fair value but instead classifying them as a component of shareholders’ equity in accordance with ASC 815-40. Accordingly, the fair value of the Kapoor Warrants, which was $17.9 million on June 28, 2010, was reclassified from a current liability to a component of shareholders’ equity on that date. Following this change in classification, no future fair value adjustments are required. | |||||||||||||||||||||||||
The liability at June 28, 2010 for the Kapoor Warrants was estimated using a Black-Scholes valuation model with the fair value per warrant ranging from $2.49 to $2.50. The expected volatility of the Kapoor Warrants was based on the historical volatility of the Company’s common stock. The expected life assumption was based on the remaining life of the Kapoor Warrants. The risk-free interest rate for the expected term of the Kapoor Warrants was based on the average market rate on U.S. treasury securities in effect during the applicable quarter. The dividend yield reflected historical experience as well as future expectations over the expected term of the Kapoor Warrants. | |||||||||||||||||||||||||
The assumptions used in estimating the fair value of the warrants at June 28, 2010 were as follows: | |||||||||||||||||||||||||
Expected volatility | 79.70% | ||||||||||||||||||||||||
Expected life (in years) | 3.8 | – | 4.1 | ||||||||||||||||||||||
Risk-free interest rate | 1.80% | ||||||||||||||||||||||||
Dividend yield | — | ||||||||||||||||||||||||
The following table provides summarized information about the Kapoor Warrants as of December 31, 2013: | |||||||||||||||||||||||||
Granted To: | Grant Date | Warrants Granted | Exercise Price | Book Value ($000s) | |||||||||||||||||||||
EJ Funds | Apr.13, 2009 | 1,939,639 | $ | 1.11 | $ | 4,829 | |||||||||||||||||||
Kapoor Trust | Apr.13, 2009 | 1,501,933 | $ | 1.11 | 3,740 | ||||||||||||||||||||
EJ Funds | Aug.17, 2009 | 1,650,806 | $ | 1.16 | 4,127 | ||||||||||||||||||||
Kapoor Trust | Aug.17, 2009 | 2,099,935 | $ | 1.16 | 5,250 | ||||||||||||||||||||
7,192,313 | $ | 17,946 | |||||||||||||||||||||||
On April 10, 2014, the holder exercised all of the approximately 7.2 million outstanding stock warrants. The Company received cash proceeds of approximately $8.2 million from the warrant exercise during the year ended December 31, 2014. | |||||||||||||||||||||||||
Share-based Compensation, Option and Incentive Plans Policy [Policy Text Block] | Stock-Based Compensation: Stock-based compensation cost is estimated at grant date based on the fair value of the award, and the cost is recognized as expense ratably over the vesting period. The Company uses the Black-Scholes model for estimating the grant date fair value of stock options. Determining the assumptions to be used in the model is highly subjective and requires judgment. The Company uses an expected volatility that is based on the historical volatility of its common stock. The expected life assumption is based on historical employee exercise patterns and employee post-vesting termination behavior. The risk-free interest rate for the expected term of the option is based on the average market rate on U.S. Treasury securities of similar term in effect during the quarter in which the options were granted. The dividend yield reflects the Company’s historical experience as well as future expectations over the expected term of the option. The Company estimates forfeitures at the time of grant and revises the estimate in subsequent periods, if necessary, if actual forfeitures differ from initial estimates. |
Note_2_Summary_of_Significant_1
Note 2 - Summary of Significant Accounting Policies (Tables) | 12 Months Ended | ||||||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||||||
Accounting Policies [Abstract] | |||||||||||||||||||||||||
Schedule of Goodwill [Table Text Block] | Goodwill | ||||||||||||||||||||||||
31-Dec-12 | $ | 32,159 | |||||||||||||||||||||||
Acquisitions | ─ | ||||||||||||||||||||||||
Impairments | ─ | ||||||||||||||||||||||||
Foreign currency translation | (2,328 | ) | |||||||||||||||||||||||
31-Dec-13 | $ | 29,831 | |||||||||||||||||||||||
Acquisitions | 260,911 | ||||||||||||||||||||||||
Impairments | ─ | ||||||||||||||||||||||||
Dispositions | (11,454 | ) | |||||||||||||||||||||||
Foreign currency translation | (514 | ) | |||||||||||||||||||||||
31-Dec-14 | $ | 278,774 | |||||||||||||||||||||||
Schedule of Finite-Lived Intangible Assets [Table Text Block] | Gross | Accumulated | Net | Weighted Average | |||||||||||||||||||||
Carrying | Amortization | Carrying | Remaining Amortization Period (years) | ||||||||||||||||||||||
Amount | Amount | ||||||||||||||||||||||||
Product licensing rights | $ | 778,734 | $ | (74,516 | ) | $ | 704,218 | 12.4 | |||||||||||||||||
In-process research and development (“IPR&D”) | 230,788 | — | 230,788 | N/A – Indefinite lived | |||||||||||||||||||||
Trademarks | 16,000 | (1,721 | ) | 14,279 | 18.6 | ||||||||||||||||||||
Customer relationships | 6,427 | (3,392 | ) | 3,035 | 11 | ||||||||||||||||||||
Other intangibles | 11,234 | (879 | ) | 10,355 | 7.5 | ||||||||||||||||||||
Non-compete agreements | 2,409 | (1,725 | ) | 684 | 1.4 | ||||||||||||||||||||
$ | 1,045,592 | $ | (82,233 | ) | $ | 963,359 | |||||||||||||||||||
Movement InIntangible Assets Excluding Goodwill [Table Text Block] | Product licensing rights | IPR&D | Trademarks | Customer relationships | Other intangibles | Non-compete agreements | |||||||||||||||||||
31-Dec-12 | $ | 63,654 | $ | — | $ | 8,972 | $ | 5,588 | $ | — | $ | 2,171 | |||||||||||||
Acquisitions | 57,969 | — | — | — | — | — | |||||||||||||||||||
Amortization | (5,723 | ) | — | (316 | ) | (740 | ) | — | (643 | ) | |||||||||||||||
Foreign currency translation | — | — | — | (210 | ) | — | (217 | ) | |||||||||||||||||
31-Dec-13 | $ | 115,900 | $ | — | $ | 8,656 | $ | 4,638 | $ | — | $ | 1,311 | |||||||||||||
Acquisitions | 668,457 | 230,788 | 6,500 | 300 | 11,234 | — | |||||||||||||||||||
Amortization | (39,761 | ) | — | (877 | ) | (1,934 | ) | (879 | ) | (615 | ) | ||||||||||||||
Dispositions | (40,378 | ) | — | — | — | — | — | ||||||||||||||||||
Foreign currency translation | — | — | — | 31 | — | (12 | ) | ||||||||||||||||||
31-Dec-14 | $ | 704,218 | $ | 230,788 | $ | 14,279 | $ | 3,035 | $ | 10,355 | $ | 684 | |||||||||||||
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense [Table Text Block] | Year ending December 31, | Amortization Expense | |||||||||||||||||||||||
2015 | $ | 65,966 | |||||||||||||||||||||||
2016 | 65,739 | ||||||||||||||||||||||||
2017 | 65,312 | ||||||||||||||||||||||||
2018 | 65,108 | ||||||||||||||||||||||||
2019 | 62,244 | ||||||||||||||||||||||||
Average Estimated Useful Lives of Property Plant and Equipment [Table Text Block] | Asset category | Depreciable Life (years) | |||||||||||||||||||||||
Buildings | 30 | ||||||||||||||||||||||||
Leasehold improvements | 20 | ||||||||||||||||||||||||
Furniture and equipment | 7 | ||||||||||||||||||||||||
Automobiles | 5 | ||||||||||||||||||||||||
Computer hardware and software | 5 | ||||||||||||||||||||||||
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis [Table Text Block] | Fair Value Measurements at Reporting Date, Using: | ||||||||||||||||||||||||
Description | December 31, | Quoted Prices | Significant | Significant | |||||||||||||||||||||
2014 | in Active | Other | Unobservable | ||||||||||||||||||||||
Markets for | Observable | Inputs | |||||||||||||||||||||||
Identical Items | Inputs | (Level 3) | |||||||||||||||||||||||
(Level 1) | (Level 2) | ||||||||||||||||||||||||
Cash and cash equivalents | $ | 70,680 | $ | 70,680 | $ | — | $ | — | |||||||||||||||||
Available-for-sale securities | 8,391 | — | — | 8,391 | |||||||||||||||||||||
Total assets | $ | 79,071 | $ | 70,680 | $ | — | $ | 8,391 | |||||||||||||||||
Purchase consideration payable | $ | 7,613 | $ | — | $ | — | $ | 7,613 | |||||||||||||||||
Total liabilities | $ | 7,613 | $ | — | $ | — | $ | 7,613 | |||||||||||||||||
Description | December 31, | Quoted Prices | Significant | Significant | |||||||||||||||||||||
2013 | in Active | Other | Unobservable | ||||||||||||||||||||||
Markets for | Observable | Inputs | |||||||||||||||||||||||
Identical Items | Inputs | (Level 3) | |||||||||||||||||||||||
(Level 1) | (Level 2) | ||||||||||||||||||||||||
Cash and cash equivalents | $ | 34,178 | $ | 34,178 | $ | — | $ | — | |||||||||||||||||
Foreign currency forward contracts | 208 | — | 208 | — | |||||||||||||||||||||
Total assets | $ | 34,386 | $ | 34,178 | $ | 208 | $ | — | |||||||||||||||||
Purchase consideration payable | $ | 14,728 | $ | — | $ | — | $ | 14,728 | |||||||||||||||||
Total liabilities | $ | 14,728 | $ | — | $ | — | $ | 14,728 | |||||||||||||||||
Assumptions Used in Estimating Fair Value of Warrants [Table Text Block] | Expected volatility | 79.70% | |||||||||||||||||||||||
Expected life (in years) | 3.8 | – | 4.1 | ||||||||||||||||||||||
Risk-free interest rate | 1.80% | ||||||||||||||||||||||||
Dividend yield | — | ||||||||||||||||||||||||
Schedule of Stockholders' Equity Note, Warrants or Rights [Table Text Block] | Granted To: | Grant Date | Warrants Granted | Exercise Price | Book Value ($000s) | ||||||||||||||||||||
EJ Funds | Apr.13, 2009 | 1,939,639 | $ | 1.11 | $ | 4,829 | |||||||||||||||||||
Kapoor Trust | Apr.13, 2009 | 1,501,933 | $ | 1.11 | 3,740 | ||||||||||||||||||||
EJ Funds | Aug.17, 2009 | 1,650,806 | $ | 1.16 | 4,127 | ||||||||||||||||||||
Kapoor Trust | Aug.17, 2009 | 2,099,935 | $ | 1.16 | 5,250 | ||||||||||||||||||||
7,192,313 | $ | 17,946 |
Note_3_Accounts_Receivable_Sal1
Note 3 - Accounts Receivable, Sales and Allowances (Tables) | 12 Months Ended | ||||||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||||||
Receivables [Abstract] | |||||||||||||||||||||||||
Schedule of Accounts, Notes, Loans and Financing Receivable [Table Text Block] | December 31, | ||||||||||||||||||||||||
2014 | 2013 | ||||||||||||||||||||||||
Gross accounts receivable | $ | 445,027 | $ | 88,165 | |||||||||||||||||||||
Less reserves for: | |||||||||||||||||||||||||
Chargebacks and rebates | (155,297 | ) | (12,882 | ) | |||||||||||||||||||||
Product returns | (44,644 | ) | (8,164 | ) | |||||||||||||||||||||
Discounts and allowances | (22,691 | ) | (1,644 | ) | |||||||||||||||||||||
Advertising and promotions | (1,217 | ) | (452 | ) | |||||||||||||||||||||
Doubtful accounts | (462 | ) | (25 | ) | |||||||||||||||||||||
Trade accounts receivable, net | $ | 220,716 | $ | 64,998 | |||||||||||||||||||||
Schedule of Principal Transactions Revenue [Table Text Block] | Year ended December 31, | ||||||||||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||||||||||
Gross sales | $ | 1,442,537 | $ | 528,574 | $ | 386,582 | |||||||||||||||||||
Less adjustments for: | |||||||||||||||||||||||||
Chargebacks and rebates | (739,760 | ) | (183,403 | ) | (112,244 | ) | |||||||||||||||||||
Product returns | (20,006 | ) | (5,001 | ) | (3,783 | ) | |||||||||||||||||||
Discounts and allowances | (31,178 | ) | (8,464 | ) | (6,074 | ) | |||||||||||||||||||
Administrative fees | (50,786 | ) | (9,471 | ) | (5,293 | ) | |||||||||||||||||||
Advertising, promotions, and other | (7,729 | ) | (4,524 | ) | (3,030 | ) | |||||||||||||||||||
Revenues, net | $ | 593,078 | $ | 317,711 | $ | 256,158 | |||||||||||||||||||
Activity in Allowance for Customer Deductions Accounts [Table Text Block] | Returns | Chargebacks & Rebates | Discounts | Doubtful Accounts | Advert. & Promotions | TOTAL | |||||||||||||||||||
Balance at December 31, 2011 | 6,846 | 5,949 | 743 | 99 | 386 | 14,023 | |||||||||||||||||||
Provision | 3,783 | 112,243 | 6,074 | (82 | ) | 2,063 | 124,081 | ||||||||||||||||||
Charges processed | (2,220 | ) | (104,740 | ) | (5,455 | ) | 13 | (1,864 | ) | (114,266 | ) | ||||||||||||||
Balance at December 31, 2012 | $ | 8,409 | $ | 13,452 | $ | 1,362 | $ | 30 | $ | 585 | $ | 23,838 | |||||||||||||
Provision | 5,001 | 183,403 | 8,464 | (5 | ) | 4,524 | 201,387 | ||||||||||||||||||
Charges processed | (5,246 | ) | (183,973 | ) | (8,182 | ) | — | (4,657 | ) | (202,058 | ) | ||||||||||||||
Balance at December 31, 2013 | $ | 8,164 | $ | 12,882 | $ | 1,644 | $ | 25 | $ | 452 | $ | 23,167 | |||||||||||||
Provision | 20,006 | 739,760 | 31,178 | 346 | 7,729 | 799,019 | |||||||||||||||||||
Additions from acquisitions | 29,172 | 29,593 | 5,161 | 88 | 311 | 64,325 | |||||||||||||||||||
Charges processed | (12,698 | ) | (626,938 | ) | (15,292 | ) | 3 | (7,275 | ) | (662,200 | ) | ||||||||||||||
Balance at December 31, 2014 | $ | 44,644 | $ | 155,297 | $ | 22,691 | $ | 462 | $ | 1,217 | $ | 224,311 |
Note_4_Inventories_Tables
Note 4 - Inventories (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Inventory Disclosure [Abstract] | |||||||||
Schedule of Inventory, Current [Table Text Block] | December 31, | ||||||||
2014 | 2013 | ||||||||
Finished goods | $ | 64,442 | $ | 22,886 | |||||
Work in process | 4,335 | 3,883 | |||||||
Raw materials and supplies | 62,533 | 29,213 | |||||||
$ | 131,310 | $ | 55,982 | ||||||
Summary Of Allowance For Excess And Obsolete Inventory [Table Text Block] | Years Ended December 31, | ||||||||
2014 | 2013 | ||||||||
Balance at beginning of year | $ | 5,700 | $ | 6,819 | |||||
Provision | 12,275 | 2,089 | |||||||
Additions from acquisitions | 8,220 | — | |||||||
Charges | (5,016 | ) | (3,208 | ) | |||||
Balance at end of year | $ | 21,179 | $ | 5,700 |
Note_5_Property_Plant_and_Equi1
Note 5 - Property, Plant and Equipment (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Property, Plant and Equipment [Abstract] | |||||||||
Property, Plant and Equipment [Table Text Block] | December 31, | ||||||||
2014 | 2013 | ||||||||
Land | $ | 9,323 | $ | 2,606 | |||||
Buildings and leasehold improvements | 63,846 | 46,281 | |||||||
Furniture and equipment | 112,708 | 76,536 | |||||||
185,877 | 125,423 | ||||||||
Accumulated depreciation | (68,093 | ) | (54,470 | ) | |||||
117,784 | 70,953 | ||||||||
Construction in progress | 26,004 | 11,155 | |||||||
$ | 143,788 | $ | 82,108 |
Note_6_Financing_Arrangements_
Note 6 - Financing Arrangements (Tables) | 12 Months Ended | ||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||
Debt Disclosure [Abstract] | |||||||||||||||||||||
Schedule of Guarantor Obligations [Table Text Block] | Fixed Charge | Revolver ABR | Revolver | ||||||||||||||||||
Coverage Ratio | Spread | Eurodollar | |||||||||||||||||||
Spread | |||||||||||||||||||||
Category 1 | 0.50% | 1.50% | |||||||||||||||||||
> 1.50 to 1.0 | |||||||||||||||||||||
Category 2 | 0.75% | 1.75% | |||||||||||||||||||
> 1.25 to 1.00 but | |||||||||||||||||||||
< 1.50 to 1.00 | |||||||||||||||||||||
Category 3 | 1.00% | 2.00% | |||||||||||||||||||
< 1.25 to 1.00 | |||||||||||||||||||||
Carrying Amount of Liability Component and Remaining Unamortized Debt Discount [Table Text Block] | December 31, | ||||||||||||||||||||
2014 | 2013 | ||||||||||||||||||||
Carrying amount of equity component | $ | 14,930 | $ | 20,470 | |||||||||||||||||
Carrying amount of the liability component | 82,543 | 108,750 | |||||||||||||||||||
Unamortized discount of the liability component | 4,982 | 11,250 | |||||||||||||||||||
Unamortized debt financing costs | 901 | 2,034 | |||||||||||||||||||
Expenses in Relation to Convertible Notes [Table Text Block] | 2014 | 2013 | 2012 | ||||||||||||||||||
Interest expense at 3.50% coupon rate | $ | 4,105 | $ | 4,200 | $ | 4,200 | |||||||||||||||
Debt discount amortization | 4,317 | 4,113 | 3,828 | ||||||||||||||||||
Deferred financing cost amortization | 780 | 744 | 692 | ||||||||||||||||||
Loss on conversion | 990 | — | — | ||||||||||||||||||
$ | 10,192 | $ | 9,057 | $ | 8,720 | ||||||||||||||||
Schedule of Maturities of Long-term Debt [Table Text Block] | (In thousands) | 2015 | 2016 | 2017 | 2018 | Thereafter | |||||||||||||||
Maturities | $ | 10,450 | $ | 97,975 | $ | 10,450 | $ | 10,450 | $ | 1,000,588 |
Note_7_Earnings_Per_Common_Sha1
Note 7 - Earnings Per Common Share (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Earnings Per Share [Abstract] | |||||||||||||
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block] | 2014 | 2013 | 2012 | ||||||||||
Income from continuing operations used for basic earnings per share | $ | 35,848 | $ | 52,362 | $ | 35,378 | |||||||
Convertible debt income adjustments, net of tax | 5,825 | — | — | ||||||||||
Income from continuing operations adjusted for convertible debt as used for diluted earnings per share | $ | 41,673 | $ | 52,362 | $ | 35,378 | |||||||
Income from continuing operations per share: | |||||||||||||
Basic | $ | 0.35 | $ | 0.54 | $ | 0.37 | |||||||
Diluted (1) | $ | 0.34 | $ | 0.46 | $ | 0.32 | |||||||
Loss from discontinued operations, net of tax | $ | (503 | ) | $ | — | $ | — | ||||||
Loss from discontinued operations, net of tax per share: | |||||||||||||
Basic | $ | (0.01 | ) | $ | — | $ | — | ||||||
Diluted | $ | (0.01 | ) | $ | — | $ | — | ||||||
Shares used in computing income (loss) per share: | |||||||||||||
Weighted average basic shares outstanding | 103,480 | 96,181 | 95,189 | ||||||||||
Dilutive securities: | |||||||||||||
Stock options and unvested RSAs | 4,234 | 4,516 | 4,289 | ||||||||||
Stock warrants | 1,874 | 6,702 | 6,564 | ||||||||||
Shares issuable on conversion of the Notes (2) | 13,522 | 6,499 | 4,468 | ||||||||||
Total dilutive securities | 19,630 | 17,717 | 15,321 | ||||||||||
Weighted average diluted shares outstanding | 123,110 | 113,898 | 110,510 |
Note_8_Leasing_Arrangements_Ta
Note 8 - Leasing Arrangements (Tables) | 12 Months Ended | ||||
Dec. 31, 2014 | |||||
Leases [Abstract] | |||||
Schedule of Future Minimum Rental Payments for Operating Leases [Table Text Block] | Year ending December 31, | ||||
2015 | $ | 2,569 | |||
2016 | 2,532 | ||||
2017 | 2,230 | ||||
2018 | 769 | ||||
2019 | 466 | ||||
2020 and thereafter | 3,182 | ||||
Total | $ | 11,748 |
Note_9_Stock_Options_Employee_1
Note 9 - Stock Options, Employee Stock Purchase Plan and Restricted Stock (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||||||||||||||||
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions [Table Text Block] | 2014 | 2013 | 2012 | ||||||||||||||
Expected volatility | 46% | - | 71% | 49% | - | 68% | 77% | - | 85% | ||||||||
Expected life (in years) | 5.4 | 4.0 | 4 | ||||||||||||||
Risk-free interest rate | 0.90% | - | 2.20% | 0.70% | - | 1.40% | 0.70% | - | 0.80% | ||||||||
Dividend yield | — | — | — | ||||||||||||||
Fair value per stock option | $16.08 | $6.95 | $7.76 | ||||||||||||||
Schedule of Share-based Compensation, Activity [Table Text Block] | Weighted Average | Aggregate | |||||||||||||||
Number of | Weighted | Remaining | Intrinsic Value | ||||||||||||||
Shares | Average | Contractual Term | (in thousands) | ||||||||||||||
(in thousands) | Exercise Price | (Years) | |||||||||||||||
Outstanding at December 31, 2011 | 9,399 | $ | 2.89 | ||||||||||||||
Granted | 1,221 | 12.96 | |||||||||||||||
Exercised | (806 | ) | 1.87 | ||||||||||||||
Forfeited or expired | (87 | ) | 4.42 | ||||||||||||||
Outstanding at December 31, 2012 | 9,727 | $ | 4.22 | ||||||||||||||
Granted | 321 | 15.76 | |||||||||||||||
Exercised | (630 | ) | 4.18 | ||||||||||||||
Forfeited or expired | (190 | ) | 13.1 | ||||||||||||||
Outstanding at December 31, 2013 | 9,228 | $ | 4.45 | ||||||||||||||
Granted | 1,475 | 28.59 | |||||||||||||||
Exercised | (4,226 | ) | 1.91 | ||||||||||||||
Forfeited or expired | (91 | ) | 22.56 | ||||||||||||||
Outstanding at December 31, 2014 | 6,386 | $ | 11.44 | 2.48 | $ | 158,097 | |||||||||||
Exercisable at December 31, 2014 | 4,316 | $ | 5.43 | 1.01 | $ | 132,813 | |||||||||||
Schedule of Nonvested Restricted Stock Units Activity [Table Text Block] | Number of Shares | Weighted Average | |||||||||||||||
(in thousands) | Grant Date Fair Value | ||||||||||||||||
Nonvested at December 31, 2011 | 13 | $ | 1.34 | ||||||||||||||
Granted | 35 | 14.63 | |||||||||||||||
Vested | (30 | ) | 9.09 | ||||||||||||||
Canceled | — | — | |||||||||||||||
Nonvested at December 31, 2012 | 18 | $ | 14.63 | ||||||||||||||
Granted | 32 | 15.36 | |||||||||||||||
Vested | (34 | ) | 14.98 | ||||||||||||||
Canceled | — | — | |||||||||||||||
Nonvested at December 31, 2013 | 16 | $ | 15.36 | ||||||||||||||
Granted | 337 | 35.31 | |||||||||||||||
Vested | (16 | ) | 15.36 | ||||||||||||||
Canceled | — | — | |||||||||||||||
Nonvested at December 31, 2014 | 337 | $ | 35.31 |
Note_10_Income_Taxes_Tables
Note 10 - Income Taxes (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Income Tax Disclosure [Abstract] | |||||||||||||||||
Schedule of Components of Income Tax Expense (Benefit) [Table Text Block] | Current | Deferred | Total | ||||||||||||||
Year ended December 31, 2014 | |||||||||||||||||
Federal | $ | 34,799 | $ | (11,674 | ) | $ | 23,125 | ||||||||||
State | 4,991 | (2,698 | ) | 2,293 | |||||||||||||
Foreign | 4 | (2,134 | ) | (2,130 | ) | ||||||||||||
$ | 39,794 | $ | (16,506 | ) | $ | 23,288 | |||||||||||
Year ended December 31, 2013 | |||||||||||||||||
Federal | $ | 27,985 | $ | (3,050 | ) | $ | 24,935 | ||||||||||
State | 4,145 | 2,051 | 6,196 | ||||||||||||||
Foreign | — | (598 | ) | (598 | ) | ||||||||||||
$ | 32,130 | $ | (1,597 | ) | $ | 30,533 | |||||||||||
Year ended December 31, 2012 | |||||||||||||||||
Federal | $ | 20,843 | $ | (504 | ) | $ | 20,339 | ||||||||||
State | 4,232 | (911 | ) | 3,321 | |||||||||||||
Foreign | — | (1,538 | ) | (1,538 | ) | ||||||||||||
$ | 25,075 | $ | (2,953 | ) | $ | 22,122 | |||||||||||
Schedule of Effective Income Tax Rate Reconciliation [Table Text Block] | Years Ended December 31, | ||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||
Computed “expected” tax expense | $ | 20,698 | $ | 29,013 | $ | 20,125 | |||||||||||
Change in income taxes resulting from: | |||||||||||||||||
State income taxes, net of Federal income tax | 1,490 | 4,027 | 2,159 | ||||||||||||||
Foreign income tax expense (benefit) | (454 | ) | 622 | 1,468 | |||||||||||||
Deduction for domestic production activities | (1,444 | ) | (1,361 | ) | (1,277 | ) | |||||||||||
R&D tax credits | (447 | ) | (1,652 | ) | (508 | ) | |||||||||||
Other expense (benefit), net | 2,329 | (116 | ) | 155 | |||||||||||||
Valuation allowance change | 1,116 | — | — | ||||||||||||||
Income tax expense | $ | 23,288 | $ | 30,533 | $ | 22,122 | |||||||||||
Schedule of Income before Income Tax, Domestic and Foreign [Table Text Block] | 2014 | 2013 | 2012 | ||||||||||||||
Pre-tax income from continuing U.S. operations | $ | 67,114 | $ | 86,382 | $ | 66,087 | |||||||||||
Pre-tax loss from continuing foreign operations | (7,978 | ) | (3,487 | ) | (8,587 | ) | |||||||||||
Total pre-tax income from continuing operations | $ | 59,136 | $ | 82,895 | $ | 57,500 | |||||||||||
Schedule of Deferred Tax Assets and Liabilities [Table Text Block] | 31-Dec-14 | 31-Dec-13 | |||||||||||||||
Current | Noncurrent | Current | Noncurrent | ||||||||||||||
Deferred tax assets: | |||||||||||||||||
Net operating loss carry-forward | $ | 4,277 | $ | 16,190 | $ | 439 | $ | 14,061 | |||||||||
Stock-based compensation | — | 6,408 | — | 6,630 | |||||||||||||
Chargeback reserves | 5,391 | — | — | — | |||||||||||||
Reserve for product returns | 12,255 | — | 3,189 | — | |||||||||||||
Inventory valuation reserve | 5,764 | — | 2,193 | — | |||||||||||||
Other | 8,570 | 192 | 3,325 | 1,751 | |||||||||||||
Total deferred tax assets | $ | 36,257 | $ | 22,790 | $ | 9,146 | $ | 22,442 | |||||||||
Valuation allowance | — | (1,116 | ) | — | — | ||||||||||||
Net deferred tax assets | $ | 36,257 | $ | 21,674 | $ | — | $ | — | |||||||||
Deferred tax liabilities: | |||||||||||||||||
Prepaid expenses | $ | (1,982 | ) | $ | — | $ | (1,120 | ) | $ | — | |||||||
Inventory step-up | (1,619 | ) | — | ||||||||||||||
Unamortized discount – convertible notes | — | (1,776 | ) | — | (4,223 | ) | |||||||||||
Depreciation & amortization – tax over book | — | (285,022 | ) | — | (16,576 | ) | |||||||||||
Other | — | — | (81 | ) | — | ||||||||||||
Total deferred tax liabilities | $ | (3,601 | ) | $ | (286,798 | ) | $ | (1,201 | ) | $ | (20,799 | ) | |||||
Net deferred income tax asset (liability) | $ | 32,656 | $ | (265,124 | ) | $ | 7,945 | $ | 1,643 | ||||||||
Schedule of Unrecognized Tax Benefits Roll Forward [Table Text Block] | Balance at December 31, 2011 | $ | — | ||||||||||||||
Additions relating to current year | 1,265 | ||||||||||||||||
Additions relating to prior years | 220 | ||||||||||||||||
Balance at December 31, 2012 | $ | 1,485 | |||||||||||||||
Additions relating to current year | 589 | ||||||||||||||||
Terminations of exposures relating to prior years | (1,229 | ) | |||||||||||||||
Balance at December 31, 2013 | $ | 845 | |||||||||||||||
Additions relating to current year | 408 | ||||||||||||||||
Additions relating to acquired entities | 456 | ||||||||||||||||
Terminations of exposures relating to prior years | — | ||||||||||||||||
Balance at December 31, 2014 | $ | 1,709 |
Note_12_Segment_Information_Ta
Note 12 - Segment Information (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Segment Reporting [Abstract] | |||||||||||||
Schedule of Segment Reporting Information, by Segment [Table Text Block] | Years ended December 31, | ||||||||||||
2014 | 2013 | 2012 | |||||||||||
REVENUES | |||||||||||||
Prescription Pharmaceuticals | $ | 542,846 | $ | 279,911 | $ | 223,881 | |||||||
Consumer Health | 50,232 | 37,800 | 32,277 | ||||||||||
Total revenues | $ | 593,078 | $ | 317,711 | $ | 256,158 | |||||||
GROSS PROFIT | |||||||||||||
Prescription Pharmaceuticals | $ | 270,197 | $ | 151,182 | $ | 129,884 | |||||||
Consumer Health | 27,393 | 20,722 | 18,808 | ||||||||||
Total gross profit | $ | 297,590 | $ | 171,904 | $ | 148,692 | |||||||
Schedule of Intangible Assets and Goodwill [Table Text Block] | Prescription Pharmaceuticals | Consumer Health | Total | ||||||||||
31-Dec-12 | $ | 20,296 | $ | 11,863 | $ | 32,159 | |||||||
Acquisitions | ─ | ─ | ─ | ||||||||||
Impairments | ─ | ─ | ─ | ||||||||||
Foreign currency Translation | (2,328 | ) | ─ | (2,328 | ) | ||||||||
31-Dec-13 | $ | 17,968 | $ | 11,863 | $ | 29,831 | |||||||
Acquisitions | 256,057 | 4,854 | 260,911 | ||||||||||
Impairments | ─ | ─ | ─ | ||||||||||
Dispositions | (11,454 | ) | ─ | (11,454 | ) | ||||||||
Foreign currency translations | (514 | ) | ─ | (514 | ) | ||||||||
31-Dec-14 | $ | 262,057 | $ | 16,717 | $ | 278,774 |
Note_13_Commitments_and_Contin1
Note 13 - Commitments and Contingencies (Tables) | 12 Months Ended | ||||
Dec. 31, 2014 | |||||
Commitments and Contingencies Disclosure [Abstract] | |||||
Commitment Payment to Strategic Business Partners [Table Text Block] | Year ending December 31, | Milestone Payments | |||
2015 | $ | 12,916 | |||
2016 | 3,250 | ||||
2017 | 3,202 | ||||
2018 | 21 | ||||
Total | $ | 19,389 |
Note_14_Supplemental_Cash_Flow1
Note 14 - Supplemental Cash Flow Information (in thousands) (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Supplemental Cash Flow Elements [Abstract] | |||||||||||||
Schedule of Cash Flow, Supplemental Disclosures [Table Text Block] | Year ended December 31, | ||||||||||||
2014 | 2013 | 2012 | |||||||||||
Interest and taxes paid: | |||||||||||||
Interest paid | 31,413 | 4,320 | 4,200 | ||||||||||
Income taxes paid | 6,294 | 27,450 | 21,455 |
Note_16_Business_Combinations_1
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Tables) [Line Items] | |||||||||||||
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed [Table Text Block] | Consideration: | Initial Fair | Measurement | Adjusted | |||||||||
Valuation | Period | Fair | |||||||||||
Adjustments | Valuation | ||||||||||||
Amount of cash paid to VersaPharm stockholders | $ | 322.7 | $ | — | $ | 322.7 | |||||||
Amount of cash paid to vested VersaPharm option holders | 14.2 | — | 14.2 | ||||||||||
Amounts paid to escrow accounts | 10.3 | — | 10.3 | ||||||||||
Transaction expenses paid for previous owners of VersaPharm | 3.4 | — | 3.4 | ||||||||||
Total consideration paid at closing | 350.6 | — | 350.6 | ||||||||||
VersaPharm debt paid off through closing cash | 82.4 | — | 82.4 | ||||||||||
Total cash paid at closing | $ | 433 | $ | — | $ | 433 | |||||||
Recognized amounts of identifiable assets acquired and liabilities assumed: | |||||||||||||
Cash and cash equivalents | $ | 0.1 | $ | — | $ | 0.1 | |||||||
Accounts receivable | 10 | 1 | 11 | ||||||||||
Inventory | 20.9 | (0.2 | ) | 20.7 | |||||||||
Other current assets | 2.8 | 4.8 | 7.6 | ||||||||||
Property and equipment | 1.5 | — | 1.5 | ||||||||||
Trademarks | 1 | — | 1 | ||||||||||
Product licensing rights | 250.8 | — | 250.8 | ||||||||||
Intangibles, other | 5.2 | — | 5.2 | ||||||||||
IPR&D | 215.9 | — | 215.9 | ||||||||||
Goodwill | 90.6 | 0.8 | 91.4 | ||||||||||
Total assets acquired | $ | 598.8 | $ | 6.4 | $ | 605.2 | |||||||
Assumed current liabilities | (18.3 | ) | (0.6 | ) | (18.9 | ) | |||||||
Assumed non-current liabilities | (76.0 | ) | (76.0 | ) | |||||||||
Deferred tax liabilities | (153.9 | ) | (5.8 | ) | (159.7 | ) | |||||||
Total liabilities assumed | $ | (248.2 | ) | $ | (6.4 | ) | $ | (254.6 | ) | ||||
$ | 350.6 | $ | — | $ | 350.6 | ||||||||
Consideration: | Initial Fair | Measurement | Adjusted Fair | ||||||||||
Valuation | Period | Valuation | |||||||||||
Adjustments | |||||||||||||
Amount of cash paid to Hi-Tech shareholders | $ | 605 | $ | — | $ | 605 | |||||||
Amount of cash paid to vested Hi-Tech option holders | 40.5 | — | 40.5 | ||||||||||
Amount of cash paid to key executives under single-trigger separation payments upon change-in-control | 4.1 | — | 4.1 | ||||||||||
$ | 649.6 | $ | — | $ | 649.6 | ||||||||
Recognized amounts of identifiable assets acquired and liabilities assumed: | Initial Fair Valuation | Measurement Period Adjustments | Adjusted Fair Valuation | ||||||||||
Cash and cash equivalents | $ | 89.7 | $ | — | $ | 89.7 | |||||||
Accounts receivable | 57.3 | (5.7 | ) | 51.6 | |||||||||
Inventory | 53.7 | (0.7 | ) | 53 | |||||||||
Other current assets | 20.6 | 13.1 | 33.7 | ||||||||||
Property and equipment | 45.5 | (2.0 | ) | 43.5 | |||||||||
Product licensing rights | 343.5 | — | 343.5 | ||||||||||
IPR&D | 9.4 | — | 9.4 | ||||||||||
Customer Relationships | 0.3 | — | 0.3 | ||||||||||
Trademarks | 5.5 | — | 5.5 | ||||||||||
Goodwill | 171.5 | (2.0 | ) | 169.5 | |||||||||
Other non-current assets | 0.6 | — | 0.6 | ||||||||||
Total assets acquired | $ | 797.8 | $ | 2.7 | $ | 800.5 | |||||||
Assumed current liabilities | (23.5 | ) | 1.7 | (21.8 | ) | ||||||||
Assumed non-current liabilities | (2.8 | ) | (0.2 | ) | (3.0 | ) | |||||||
Deferred tax liabilities | (121.9 | ) | (4.2 | ) | (126.1 | ) | |||||||
Total liabilities assumed | $ | (148.2 | ) | $ | (2.7 | ) | $ | (150.9 | ) | ||||
$ | 649.6 | $ | — | $ | 649.6 | ||||||||
Consideration: | Initial Fair | Measurement Period Adjustments | Adjusted Fair | ||||||||||
Valuation | Valuation | ||||||||||||
Cash paid | $ | 55.2 | $ | — | $ | 55.2 | |||||||
Less working capital shortfall refunded by sellers | (0.9 | ) | (0.1 | ) | (1.0 | ) | |||||||
$ | 54.3 | $ | (0.1 | ) | $ | 54.2 | |||||||
Acquisition-related costs: | |||||||||||||
Stamp duties paid for transfer of land and buildings | $ | 1.6 | $ | — | $ | 1.6 | |||||||
Acquisition-related compensation expense | 6.7 | 0.5 | 7.2 | ||||||||||
Due diligence, legal, travel and other acquisition-related costs | 0.6 | 0.1 | 0.7 | ||||||||||
$ | 8.9 | $ | 0.6 | $ | 9.5 | ||||||||
Recognized amounts of identifiable assets acquired and liabilities assumed: | |||||||||||||
Accounts receivable | $ | 2.1 | $ | — | $ | 2.1 | |||||||
Inventory | 1.8 | — | 1.8 | ||||||||||
Land | 3.7 | (1.1 | ) | 2.6 | |||||||||
Buildings, plant and equipment | 8.5 | — | 8.5 | ||||||||||
Construction in progress | 14.2 | — | 14.2 | ||||||||||
Goodwill, deductible | 21.6 | 1 | 22.6 | ||||||||||
Other intangible assets, deductible | 5.8 | 0.1 | 5.9 | ||||||||||
Other assets | 0.1 | — | 0.1 | ||||||||||
Assumed liabilities | (2.1 | ) | (0.8 | ) | (2.9 | ) | |||||||
Deferred tax liabilities | (1.4 | ) | 0.7 | (0.7 | ) | ||||||||
$ | 54.3 | $ | (0.1 | ) | $ | 54.2 | |||||||
Schedule of Disposal Groups, Including Discontinued Operations, Income Statement, Balance Sheet and Additional Disclosures [Table Text Block] | Calculation of gain from Watson product disposition (in millions) | ||||||||||||
Consideration received | $ | 16.8 | |||||||||||
Intangible assets disposed | (5.9 | ) | |||||||||||
Goodwill disposed | (1.1 | ) | |||||||||||
Other assets disposed | (0.8 | ) | |||||||||||
Pre-Tax gain recognized | $ | 9 | |||||||||||
Calculation of gain/from ECR Divestiture (in millions) | |||||||||||||
Consideration received | $ | 41 | |||||||||||
Intangible assets divested | (33.6 | ) | |||||||||||
Goodwill divested | (10.4 | ) | |||||||||||
Other assets divested | (1.2 | ) | |||||||||||
Assumed liabilities divested | 5.1 | ||||||||||||
Pre-Tax Gain recognized | $ | 0.9 | |||||||||||
Business Acquisition, Pro Forma Information [Table Text Block] | For the Year Ended | ||||||||||||
December 31, | |||||||||||||
2014 | 2013 | ||||||||||||
Revenue | $ | 733,012 | $ | 623,922 | |||||||||
Net income from continuing operations | 71,722 | 4,891 | |||||||||||
Net income from continuing operations per share | $ | 0.58 | $ | 0.04 | |||||||||
VersaPharm [Member] | |||||||||||||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Tables) [Line Items] | |||||||||||||
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed [Table Text Block] | Consideration: | ||||||||||||
Amount of cash paid | $ | 16.1 | |||||||||||
Fair value of contingent payment | 1.9 | ||||||||||||
Total consideration at closing | $ | 18 | |||||||||||
Recognized amounts of identifiable assets acquired: | |||||||||||||
Accounts receivable | 0.1 | ||||||||||||
Inventory | 2.5 | ||||||||||||
Product licensing rights | 10 | ||||||||||||
IPR&D | 5.5 | ||||||||||||
Accounts payable assumed | -0.1 | ||||||||||||
Fair value of assets acquired | $ | 18 | |||||||||||
Xopenex Acquisition [Member] | |||||||||||||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Tables) [Line Items] | |||||||||||||
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed [Table Text Block] | Consideration: | ||||||||||||
Amount of cash paid | $ | 41.5 | |||||||||||
Product returns and reserves assumed | 3.5 | ||||||||||||
Total consideration at closing | $ | 45 | |||||||||||
Recognized amounts of identifiable assets acquired: | |||||||||||||
Accounts Receivable, net (product returns and reserves assumed) | -3.5 | ||||||||||||
Inventory | 6.3 | ||||||||||||
Product licensing rights | 38.7 | ||||||||||||
Fair value of net assets acquired | $ | 41.5 | |||||||||||
Betimol Acquisition [Member] | |||||||||||||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Tables) [Line Items] | |||||||||||||
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed [Table Text Block] | Betimol Acquisition: | ||||||||||||
Consideration paid in cash at closing | $ | 7.5 | |||||||||||
Purchase consideration payable | 4 | ||||||||||||
$ | 11.5 | ||||||||||||
Fair value of acquired assets: | |||||||||||||
U.S. NDA rights to Betimol® | $ | 11.4 | |||||||||||
Favorable supply agreement | 0.1 | ||||||||||||
$ | 11.5 | ||||||||||||
Merck Acquisition [Member] | |||||||||||||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Tables) [Line Items] | |||||||||||||
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed [Table Text Block] | Product rights: | ||||||||||||
AzaSite® | $ | 13.8 | |||||||||||
Cosopt® | 21.6 | ||||||||||||
Cosopt® PF | 20.3 | ||||||||||||
Product rights total | $ | 55.7 | |||||||||||
Prepaid expenses | 0.1 | ||||||||||||
Deferred tax assets, net | 0.7 | ||||||||||||
Total fair value of acquired assets | $ | 56.5 | |||||||||||
Consideration paid | $ | 52.8 | |||||||||||
Gain from bargain purchase | $ | 3.7 |
Note_17_Unconsolidated_Joint_V1
Note 17 - Unconsolidated Joint Venture (Tables) (Corporate Joint Venture [Member]) | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Corporate Joint Venture [Member] | |||||||||||||
Note 17 - Unconsolidated Joint Venture (Tables) [Line Items] | |||||||||||||
Condensed Income Statement [Table Text Block] | CONDENSED STATEMENTS OF INCOME (Unaudited) | ||||||||||||
Year ended December 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
REVENUES | $ | — | $ | 163 | $ | — | |||||||
Cost of sales | — | (1 | ) | — | |||||||||
GROSS PROFIT | — | 164 | — | ||||||||||
Operating expenses | — | 3 | — | ||||||||||
OPERATING INCOME | — | 161 | — | ||||||||||
Gain from Pfizer ANDA Sale | — | — | — | ||||||||||
INCOME BEFORE INCOME TAXES | — | 161 | — | ||||||||||
Income tax (benefit) / provision | — | — | — | ||||||||||
NET INCOME | $ | — | $ | 161 | $ | — | |||||||
Condensed Balance Sheet [Table Text Block] | CONDENSED BALANCE SHEETS (Unaudited) | ||||||||||||
December 31, | |||||||||||||
2014 | 2013 | ||||||||||||
ASSETS | |||||||||||||
Cash | $ | 25 | $ | 25 | |||||||||
Other current assets | 1 | 1 | |||||||||||
TOTAL ASSETS | $ | 26 | $ | 26 | |||||||||
LIABILITIES & MEMBERS’ EQUITY | |||||||||||||
Trade accounts payable & other accrued liabilities | $ | — | $ | — | |||||||||
TOTAL LIABILITIES | — | — | |||||||||||
Members’ equity | 26 | 26 | |||||||||||
TOTAL LIABILITIES & MEMBERS’ EQUITY | $ | 26 | $ | 26 |
Note_18_Customer_Supplier_and_1
Note 18 - Customer, Supplier and Product Concentration (Tables) | 12 Months Ended | ||||||||||||||||||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||||||||||||||||||
Risks and Uncertainties [Abstract] | |||||||||||||||||||||||||||||||||||||
Schedules of Concentration of Risk, by Risk Factor [Table Text Block] | 2014 | 2013 | 2012 | ||||||||||||||||||||||||||||||||||
Gross | Gross | Gross | |||||||||||||||||||||||||||||||||||
Gross | Net | Accounts | Gross | Net | Accounts | Gross | Net | Accounts | |||||||||||||||||||||||||||||
Sales | Revenue | Receivable | Sales | Revenue | Receivable | Sales | Revenue | Receivable | |||||||||||||||||||||||||||||
Amerisource | 38 | % | 28 | % | 46 | % | 19 | % | 14 | % | 25 | % | 19 | % | 14 | % | 29 | % | |||||||||||||||||||
Cardinal | 16 | % | 14 | % | 17 | % | 23 | % | 16 | % | 26 | % | 23 | % | 17 | % | 30 | % | |||||||||||||||||||
McKesson | 23 | % | 19 | % | 23 | % | 16 | % | 11 | % | 12 | % | 16 | % | 11 | % | 14 | % | |||||||||||||||||||
Total | 77 | % | 61 | % | 86 | % | 58 | % | 41 | % | 63 | % | 58 | % | 42 | % | 73 | % |
Note_21_Selected_Quarterly_Fin1
Note 21 - Selected Quarterly Financial Data (Unaudited) (Tables) | 12 Months Ended | ||||||||||||||||||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||||||||||||||||||
Quarterly Financial Information Disclosure [Abstract] | |||||||||||||||||||||||||||||||||||||
Schedule of Quarterly Financial Information [Table Text Block] | Net Income (Loss) | ||||||||||||||||||||||||||||||||||||
Income (Loss) From Continuing Operations | |||||||||||||||||||||||||||||||||||||
Revenues | Gross | Operating | Amount | Per Basic | Per Diluted | Amount | Per Basic | Per Diluted | |||||||||||||||||||||||||||||
(In thousands, except per share amounts) | Profit | Income (Loss) | Share | Share | Share | Share | |||||||||||||||||||||||||||||||
Year Ended December 31, 2014: | |||||||||||||||||||||||||||||||||||||
4th Quarter | $ | 227,828 | $ | 128,382 | $ | 71,907 | $ | 34,232 | $ | 0.32 | $ | 0.29 | $ | 34,232 | $ | 0.32 | $ | 0.29 | |||||||||||||||||||
3rd Quarter | 132,732 | 51,734 | (6,042 | ) | (11,650 | ) | (0.11 | ) | (0.11 | ) | (11,650 | ) | (0.11 | ) | (0.11 | ) | |||||||||||||||||||||
2nd Quarter (as restated) | 141,896 | 67,818 | 7,410 | 3,438 | 0.03 | 0.03 | 2,935 | 0.03 | 0.02 | ||||||||||||||||||||||||||||
1st Quarter | 90,622 | 49,656 | 23,440 | 9,828 | 0.1 | 0.08 | 9,828 | 0.1 | 0.08 | ||||||||||||||||||||||||||||
Year Ended December 31, 2013: | |||||||||||||||||||||||||||||||||||||
4th Quarter | $ | 84,953 | $ | 46,970 | $ | 25,176 | $ | 16,678 | $ | 0.17 | $ | 0.14 | $ | 16,678 | $ | 0.17 | $ | 0.14 | |||||||||||||||||||
3rd Quarter | 81,892 | 43,697 | 22,188 | 12,205 | 0.13 | 0.11 | 12,205 | 0.13 | 0.11 | ||||||||||||||||||||||||||||
2nd Quarter | 77,012 | 42,092 | 22,251 | 12,637 | 0.13 | 0.11 | 12,637 | 0.13 | 0.11 | ||||||||||||||||||||||||||||
1st Quarter | 73,854 | 39,145 | 18,589 | 10,842 | 0.11 | 0.1 | 10,842 | 0.11 | 0.1 | ||||||||||||||||||||||||||||
Schedule of Error Corrections and Prior Period Adjustments [Table Text Block] | As Reported | Adjustments | As Restated | ||||||||||||||||||||||||||||||||||
Prepaid expenses and other current assets | $ | 17,120 | $ | (107 | ) | $ | 17,013 | ||||||||||||||||||||||||||||||
TOTAL CURRENT ASSETS | 397,180 | (107 | ) | 397,073 | |||||||||||||||||||||||||||||||||
Goodwill | 196,016 | (5,568 | ) | 190,448 | |||||||||||||||||||||||||||||||||
TOTAL OTHER LONG-TERM ASSETS | 690,898 | (5,568 | ) | 685,330 | |||||||||||||||||||||||||||||||||
TOTAL ASSETS | $ | 1,223,773 | $ | (5,675 | ) | $ | 1,218,098 | ||||||||||||||||||||||||||||||
Income taxes payable | 675 | (104 | ) | 571 | |||||||||||||||||||||||||||||||||
TOTAL CURRENT LIABILITIES | 103,777 | (104 | ) | 103,673 | |||||||||||||||||||||||||||||||||
TOTAL LIABILITIES | 929,304 | (104 | ) | 929,200 | |||||||||||||||||||||||||||||||||
Retained earnings | 33,700 | (5,571 | ) | 28,129 | |||||||||||||||||||||||||||||||||
TOTAL SHAREHOLDERS’ EQUITY | 294,469 | (5,571 | ) | 288,898 | |||||||||||||||||||||||||||||||||
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY | $ | 1,223,773 | $ | (5,675 | ) | $ | 1,218,098 | ||||||||||||||||||||||||||||||
As Reported | Adjustments | As Restated | |||||||||||||||||||||||||||||||||||
Revenues | $ | 150,749 | $ | (8,853 | ) | $ | 141,896 | ||||||||||||||||||||||||||||||
GROSS PROFIT | 76,671 | (8,853 | ) | 67,818 | |||||||||||||||||||||||||||||||||
OPERATING INCOME | 16,263 | (8,853 | ) | 7,410 | |||||||||||||||||||||||||||||||||
INCOME FROM CONTINUING OPERATIONS BEFORE INCOME TAXES | 14,312 | (8,853 | ) | 5,459 | |||||||||||||||||||||||||||||||||
Income tax provision | 5,303 | (3,282 | ) | 2,021 | |||||||||||||||||||||||||||||||||
INCOME FROM CONTINUING OPERATIONS | $ | 9,009 | $ | (5,571 | ) | $ | 3,438 | ||||||||||||||||||||||||||||||
NET INCOME | $ | 8,506 | $ | (5,571 | ) | $ | 2,935 | ||||||||||||||||||||||||||||||
NET INCOME PER SHARE: | |||||||||||||||||||||||||||||||||||||
Income from continuing operations, basic | $ | 0.09 | $ | (0.06 | ) | $ | 0.03 | ||||||||||||||||||||||||||||||
NET INCOME, BASIC | $ | 0.08 | $ | (0.05 | ) | $ | 0.03 | ||||||||||||||||||||||||||||||
Income from continuing operations, diluted | $ | 0.08 | $ | (0.05 | ) | $ | 0.03 | ||||||||||||||||||||||||||||||
NET INCOME, DILUTED | $ | 0.07 | $ | (0.05 | ) | $ | 0.02 | ||||||||||||||||||||||||||||||
COMPREHENSIVE INCOME: | |||||||||||||||||||||||||||||||||||||
Consolidated net income | $ | 8,506 | $ | (5,571 | ) | $ | 2,935 | ||||||||||||||||||||||||||||||
COMPREHENSIVE INCOME | $ | 8,353 | $ | (5,571 | ) | $ | 2,782 | ||||||||||||||||||||||||||||||
As Reported | Adjustments | As Restated | |||||||||||||||||||||||||||||||||||
Revenues | $ | 241,371 | $ | (8,853 | ) | $ | 232,518 | ||||||||||||||||||||||||||||||
GROSS PROFIT | 126,327 | (8,853 | ) | 117,474 | |||||||||||||||||||||||||||||||||
OPERATING INCOME | 39,703 | (8,853 | ) | 30,850 | |||||||||||||||||||||||||||||||||
INCOME FROM CONTINUING OPERATIONS BEFORE INCOME TAXES | 30,004 | (8,853 | ) | 21,151 | |||||||||||||||||||||||||||||||||
Income tax provision | 11,167 | (3,282 | ) | 7,885 | |||||||||||||||||||||||||||||||||
INCOME FROM CONTINUING OPERATIONS | $ | 18,837 | $ | (5,571 | ) | $ | 13,266 | ||||||||||||||||||||||||||||||
NET INCOME | $ | 18,334 | $ | (5,571 | ) | $ | 12,763 | ||||||||||||||||||||||||||||||
NET INCOME PER SHARE: | |||||||||||||||||||||||||||||||||||||
Income from continuing operations, basic | $ | 0.19 | $ | (0.06 | ) | $ | 0.13 | ||||||||||||||||||||||||||||||
NET INCOME, BASIC | $ | 0.18 | $ | (0.05 | ) | $ | 0.13 | ||||||||||||||||||||||||||||||
Income from continuing operations, diluted | $ | 0.16 | $ | (0.05 | ) | $ | 0.11 | ||||||||||||||||||||||||||||||
NET INCOME, DILUTED | $ | 0.16 | $ | (0.05 | ) | $ | 0.11 | ||||||||||||||||||||||||||||||
COMPREHENSIVE INCOME: | |||||||||||||||||||||||||||||||||||||
Consolidated net income | $ | 18,334 | $ | (5,571 | ) | $ | 12,763 | ||||||||||||||||||||||||||||||
COMPREHENSIVE INCOME | $ | 19,886 | $ | (5,571 | ) | $ | 14,315 | ||||||||||||||||||||||||||||||
As Reported | Adjustments | As Restated | |||||||||||||||||||||||||||||||||||
Consolidated net income | $ | 18,334 | $ | (5,571 | ) | $ | 12,763 | ||||||||||||||||||||||||||||||
Changes in operating assets and liabilities: | |||||||||||||||||||||||||||||||||||||
Trade accounts receivable | (27,991 | ) | 8,853 | (19,138 | ) | ||||||||||||||||||||||||||||||||
Prepaid expenses and other current assets | 4,329 | (3,178 | ) | 1,151 | |||||||||||||||||||||||||||||||||
Accrued expenses and other liabilities | 8,799 | (104 | ) | 8,695 | |||||||||||||||||||||||||||||||||
As Reported | Adjustments | As Restated | |||||||||||||||||||||||||||||||||||
Prepaid expenses and other current assets | $ | 33,078 | $ | (3 | ) | $ | 33,075 | ||||||||||||||||||||||||||||||
TOTAL CURRENT ASSETS | 494,098 | (3 | ) | 494,095 | |||||||||||||||||||||||||||||||||
Goodwill | 290,648 | (5,568 | ) | 285,080 | |||||||||||||||||||||||||||||||||
TOTAL OTHER LONG-TERM ASSETS | 1,243,363 | (5,568 | ) | 1,237,795 | |||||||||||||||||||||||||||||||||
TOTAL ASSETS | $ | 1,876,833 | $ | (5,571 | ) | $ | 1,871,262 | ||||||||||||||||||||||||||||||
Retained earnings | 22,051 | (5,571 | ) | 16,480 | |||||||||||||||||||||||||||||||||
TOTAL SHAREHOLDERS’ EQUITY | 320,322 | (5,571 | ) | 314,751 | |||||||||||||||||||||||||||||||||
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY | $ | 1,876,833 | $ | (5,571 | ) | $ | 1,871,262 | ||||||||||||||||||||||||||||||
As Reported | Adjustments | As Restated | |||||||||||||||||||||||||||||||||||
Revenues | $ | 374,103 | $ | (8,853 | ) | $ | 365,250 | ||||||||||||||||||||||||||||||
GROSS PROFIT | 178,061 | (8,853 | ) | 169,208 | |||||||||||||||||||||||||||||||||
OPERATING INCOME | 33,661 | (8,853 | ) | 24,808 | |||||||||||||||||||||||||||||||||
INCOME FROM CONTINUING OPERATIONS BEFORE INCOME TAXES | 11,465 | (8,853 | ) | 2,612 | |||||||||||||||||||||||||||||||||
Income tax provision | 4,278 | (3,282 | ) | 996 | |||||||||||||||||||||||||||||||||
INCOME FROM CONTINUING OPERATIONS | $ | 7,187 | $ | (5,571 | ) | $ | 1,616 | ||||||||||||||||||||||||||||||
NET INCOME | $ | 6,684 | $ | (5,571 | ) | $ | 1,113 | ||||||||||||||||||||||||||||||
NET INCOME PER SHARE: | |||||||||||||||||||||||||||||||||||||
Income from continuing operations, basic | $ | 0.07 | $ | (0.05 | ) | $ | 0.02 | ||||||||||||||||||||||||||||||
NET INCOME, BASIC | $ | 0.07 | $ | (0.06 | ) | $ | 0.01 | ||||||||||||||||||||||||||||||
Income from continuing operations, diluted | $ | 0.06 | $ | (0.05 | ) | $ | 0.01 | ||||||||||||||||||||||||||||||
NET INCOME, DILUTED | $ | 0.06 | $ | (0.05 | ) | $ | 0.01 | ||||||||||||||||||||||||||||||
COMPREHENSIVE INCOME: | |||||||||||||||||||||||||||||||||||||
Consolidated net income | $ | 6,684 | $ | (5,571 | ) | $ | 1,113 | ||||||||||||||||||||||||||||||
COMPREHENSIVE INCOME | $ | 7,840 | $ | (5,571 | ) | $ | 2,269 | ||||||||||||||||||||||||||||||
As Reported | Adjustments | As Restated | |||||||||||||||||||||||||||||||||||
Consolidated net income | $ | 6,684 | $ | (5,571 | ) | $ | 1,113 | ||||||||||||||||||||||||||||||
Changes in operating assets and liabilities: | |||||||||||||||||||||||||||||||||||||
Trade accounts receivable | (24,193 | ) | 8,853 | (15,340 | ) | ||||||||||||||||||||||||||||||||
Prepaid expenses and other current assets | (11,209 | ) | (3,282 | ) | (14,491 | ) |
Note_2_Summary_of_Significant_2
Note 2 - Summary of Significant Accounting Policies (Details) (USD $) | 12 Months Ended | 0 Months Ended | ||||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Apr. 10, 2014 | Dec. 22, 2011 | Jun. 28, 2010 | |
Note 2 - Summary of Significant Accounting Policies (Details) [Line Items] | ||||||
Noncontrolling Interest, Ownership Percentage by Noncontrolling Owners | 50.00% | |||||
Restricted Cash and Investments, Noncurrent | $2,900,000 | $2,700,000 | ||||
Past Due Gross Accounts Receivable | 62,400,000 | |||||
Sixty Days Past Due Gross Accounts Receivable | 3,700,000 | |||||
Inventory Write-down | 12,300,000 | 2,100,000 | 2,400,000 | |||
Inventory Valuation Reserves | 21,179,000 | 5,700,000 | 6,819,000 | |||
Research and Development Reserve | 1,900,000 | 1,000,000 | ||||
Finite-Lived Intangible Assets, Accumulated Amortization | 82,233,000 | 39,100,000 | ||||
Amortization of Intangible Assets | 44,066,000 | 7,422,000 | 6,870,000 | |||
Depreciation | 14,500,000 | 7,100,000 | 4,600,000 | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount (in Shares) | 735,000 | 975,000 | 581,000 | |||
Available-for-sale Securities | 8,391,000 | |||||
Unrealized Gain (Loss) on Securities | 1,700,000 | |||||
Available for Sale Securities Sold | 600,000 | |||||
Unrealized Loss on Securities | 1,800,000 | |||||
Number of Non Deliverable Forward Contracts | 3 | |||||
Gain (Loss) on Foreign Currency Fair Value Hedge Derivatives | 700,000 | |||||
Fair Value of Warrants Original Value | 17,900,000 | |||||
Fair Value of Warrants Using Black-Scholes Valuation Model Minimum (in Shares) | 2.49 | |||||
Fair Value of Warrants Using Black-Scholes Valuation Model Maximum (in Dollars per share) | $2.50 | |||||
Interest Expense [Member] | Fair Value, Inputs, Level 3 [Member] | Santen [Member] | ||||||
Note 2 - Summary of Significant Accounting Policies (Details) [Line Items] | ||||||
Interest Expense | 300,000 | |||||
Kapoor Warrants [Member] | ||||||
Note 2 - Summary of Significant Accounting Policies (Details) [Line Items] | ||||||
Warrants Excercised for Cash | 7,200,000 | |||||
Proceeds from Warrant Exercises | 8,200,000 | |||||
Initial Value [Member] | ||||||
Note 2 - Summary of Significant Accounting Policies (Details) [Line Items] | ||||||
Available-for-sale Securities | 12,500,000 | |||||
Fair Value, Inputs, Level 3 [Member] | Santen [Member] | ||||||
Note 2 - Summary of Significant Accounting Policies (Details) [Line Items] | ||||||
Business Combination, Original Additional Consideration Owed | 4,300,000 | |||||
Santen [Member] | ||||||
Note 2 - Summary of Significant Accounting Policies (Details) [Line Items] | ||||||
Business Combination, Original Additional Consideration Owed | 4,500,000 | |||||
Contingent Consideration Original Obligation of Purchase Consideration | 4,000,000 | |||||
Fair Value Inputs, Discount Rate | 12.60% | |||||
H Lundbeck AS [Member] | ||||||
Note 2 - Summary of Significant Accounting Policies (Details) [Line Items] | ||||||
Business Combination, Original Additional Consideration Owed | 15,000,000 | |||||
Fair Value Inputs, Discount Rate | 9.00% | |||||
Original Recorded Value of Purchase Consideration | 11,300,000 | |||||
Original Discount Rate Used | 10.00% | |||||
Correction of Opening Balance Related to Long Term Obligation | 14,700,000 | 11,600,000 | ||||
Business Acquistion Revised Discount Rate | 1.85% | |||||
Business Combination, Consideration Transferred | $15,000,000 | |||||
Minimum [Member] | ||||||
Note 2 - Summary of Significant Accounting Policies (Details) [Line Items] | ||||||
Finite-Lived Intangible Asset, Useful Life | 1 year | |||||
Maximum [Member] | ||||||
Note 2 - Summary of Significant Accounting Policies (Details) [Line Items] | ||||||
Finite-Lived Intangible Asset, Useful Life | 30 years |
Note_2_Summary_of_Significant_3
Note 2 - Summary of Significant Accounting Policies (Details) - Changes in Goodwill (USD $) | 12 Months Ended | |||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2014 | Jun. 30, 2014 |
Changes in Goodwill [Abstract] | ||||
Balance | $29,831 | $32,159 | $285,080 | $190,448 |
Acquisitions | 260,911 | |||
Dispositions | -11,454 | |||
Foreign currency translation | -514 | -2,328 | ||
Balance | $278,774 | $29,831 | $285,080 | $190,448 |
Note_2_Summary_of_Significant_4
Note 2 - Summary of Significant Accounting Policies (Details) - Major Categories of Intangible Assets (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Finite-Lived Intangible Assets [Line Items] | |||
Gross Carrying Amount | $1,045,592 | ||
Accumulated Amortization | -82,233 | -39,100 | |
Net Carrying amount | 963,359 | ||
Intellectual Property and Research and Development [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Weighted Average Remaining Amortization Period | |||
In-process research and development (“IPR&Dâ€) | 230,788 | ||
In-process research and development (“IPR&Dâ€) | |||
Product Licensing Rights [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Gross Carrying Amount | 778,734 | ||
Accumulated Amortization | -74,516 | ||
Net Carrying amount | 704,218 | 115,900 | 63,654 |
Weighted Average Remaining Amortization Period | 12 years 146 days | ||
In-process research and development (“IPR&Dâ€) | 12 years 146 days | ||
Trademarks [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Gross Carrying Amount | 16,000 | ||
Accumulated Amortization | -1,721 | ||
Net Carrying amount | 14,279 | 8,656 | 8,972 |
Weighted Average Remaining Amortization Period | 18 years 219 days | ||
In-process research and development (“IPR&Dâ€) | 18 years 219 days | ||
Customer Relationships [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Gross Carrying Amount | 6,427 | ||
Accumulated Amortization | -3,392 | ||
Net Carrying amount | 3,035 | 4,638 | 5,588 |
Weighted Average Remaining Amortization Period | 11 years | ||
In-process research and development (“IPR&Dâ€) | 11 years | ||
Other Intangible Assets [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Gross Carrying Amount | 11,234 | ||
Accumulated Amortization | -879 | ||
Net Carrying amount | 10,355 | ||
Weighted Average Remaining Amortization Period | 7 years 6 months | ||
In-process research and development (“IPR&Dâ€) | 7 years 6 months | ||
Noncompete Agreements [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Gross Carrying Amount | 2,409 | ||
Accumulated Amortization | -1,725 | ||
Net Carrying amount | $684 | $1,311 | $2,171 |
Weighted Average Remaining Amortization Period | 1 year 146 days | ||
In-process research and development (“IPR&Dâ€) | 1 year 146 days |
Note_2_Summary_of_Significant_5
Note 2 - Summary of Significant Accounting Policies (Details) - Changes in Intangible Assets (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Note 2 - Summary of Significant Accounting Policies (Details) - Changes in Intangible Assets [Line Items] | |||
Amortization | $44,066 | $7,422 | $6,870 |
Dispositions | -11,454 | ||
Finite Lived | 963,359 | ||
Intellectual Property and Research and Development [Member] | |||
Note 2 - Summary of Significant Accounting Policies (Details) - Changes in Intangible Assets [Line Items] | |||
Indefinite Lived | 230,788 | ||
Indefinite Lived | 230,788 | ||
Product Licensing Rights [Member] | |||
Note 2 - Summary of Significant Accounting Policies (Details) - Changes in Intangible Assets [Line Items] | |||
Finite Lived | 115,900 | 63,654 | |
Finite Lived | 668,457 | 57,969 | |
Amortization | -39,761 | -5,723 | |
Dispositions | -40,378 | ||
Finite Lived | 704,218 | 115,900 | |
Trademarks [Member] | |||
Note 2 - Summary of Significant Accounting Policies (Details) - Changes in Intangible Assets [Line Items] | |||
Finite Lived | 8,656 | 8,972 | |
Finite Lived | 6,500 | ||
Amortization | -877 | -316 | |
Finite Lived | 14,279 | 8,656 | |
Customer Relationships [Member] | |||
Note 2 - Summary of Significant Accounting Policies (Details) - Changes in Intangible Assets [Line Items] | |||
Finite Lived | 4,638 | 5,588 | |
Finite Lived | 300 | ||
Amortization | -1,934 | -740 | |
Foreign Currency Translation | 31 | -210 | |
Finite Lived | 3,035 | 4,638 | |
Other Intangible Assets [Member] | |||
Note 2 - Summary of Significant Accounting Policies (Details) - Changes in Intangible Assets [Line Items] | |||
Finite Lived | 11,234 | ||
Amortization | -879 | ||
Finite Lived | 10,355 | ||
Noncompete Agreements [Member] | |||
Note 2 - Summary of Significant Accounting Policies (Details) - Changes in Intangible Assets [Line Items] | |||
Finite Lived | 1,311 | 2,171 | |
Amortization | -615 | -643 | |
Foreign Currency Translation | -12 | -217 | |
Finite Lived | $684 | $1,311 |
Note_2_Summary_of_Significant_6
Note 2 - Summary of Significant Accounting Policies (Details) - Amortization Expense of Acquired Intangible Assets (USD $) | Dec. 31, 2014 |
In Thousands, unless otherwise specified | |
Amortization Expense of Acquired Intangible Assets [Abstract] | |
2015 | $65,966 |
2016 | 65,739 |
2017 | 65,312 |
2018 | 65,108 |
2019 | $62,244 |
Note_2_Summary_of_Significant_7
Note 2 - Summary of Significant Accounting Policies (Details) - Average Estimated Useful Lives of Property, Plant and Equipment | 12 Months Ended |
Dec. 31, 2014 | |
Building [Member] | |
Note 2 - Summary of Significant Accounting Policies (Details) - Average Estimated Useful Lives of Property, Plant and Equipment [Line Items] | |
Depreciable life | 30 years |
Leasehold Improvements [Member] | |
Note 2 - Summary of Significant Accounting Policies (Details) - Average Estimated Useful Lives of Property, Plant and Equipment [Line Items] | |
Depreciable life | 20 years |
Furniture and Fixtures [Member] | |
Note 2 - Summary of Significant Accounting Policies (Details) - Average Estimated Useful Lives of Property, Plant and Equipment [Line Items] | |
Depreciable life | 7 years |
Automobiles [Member] | |
Note 2 - Summary of Significant Accounting Policies (Details) - Average Estimated Useful Lives of Property, Plant and Equipment [Line Items] | |
Depreciable life | 5 years |
Computer Equipment [Member] | |
Note 2 - Summary of Significant Accounting Policies (Details) - Average Estimated Useful Lives of Property, Plant and Equipment [Line Items] | |
Depreciable life | 5 years |
Note_2_Summary_of_Significant_8
Note 2 - Summary of Significant Accounting Policies (Details) - Fair Values of the Company’s Financial Instruments (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Note 2 - Summary of Significant Accounting Policies (Details) - Fair Values of the Company’s Financial Instruments [Line Items] | ||
Cash and cash equivalents | $70,680 | $34,178 |
Foreign currency forward contracts | 208 | |
Available-for-sale securities | 8,391 | |
Total assets | 79,071 | 34,386 |
Purchase consideration payable | 7,613 | 14,728 |
Total liabilities | 7,613 | 14,728 |
Fair Value, Inputs, Level 1 [Member] | Fair Value, Measurements, Recurring [Member] | ||
Note 2 - Summary of Significant Accounting Policies (Details) - Fair Values of the Company’s Financial Instruments [Line Items] | ||
Cash and cash equivalents | 70,680 | 34,178 |
Total assets | 70,680 | 34,178 |
Fair Value, Inputs, Level 2 [Member] | Fair Value, Measurements, Recurring [Member] | ||
Note 2 - Summary of Significant Accounting Policies (Details) - Fair Values of the Company’s Financial Instruments [Line Items] | ||
Foreign currency forward contracts | 208 | |
Total assets | 208 | |
Fair Value, Inputs, Level 3 [Member] | Fair Value, Measurements, Recurring [Member] | ||
Note 2 - Summary of Significant Accounting Policies (Details) - Fair Values of the Company’s Financial Instruments [Line Items] | ||
Available-for-sale securities | 8,391 | |
Total assets | 8,391 | |
Purchase consideration payable | 7,613 | 14,728 |
Total liabilities | $7,613 | $14,728 |
Note_2_Summary_of_Significant_9
Note 2 - Summary of Significant Accounting Policies (Details) - Assumptions Used in Estimating the Fair Value of the Warrants | 12 Months Ended |
Dec. 31, 2014 | |
Note 2 - Summary of Significant Accounting Policies (Details) - Assumptions Used in Estimating the Fair Value of the Warrants [Line Items] | |
Expected volatility | 79.70% |
Risk-free interest rate | 1.80% |
Minimum [Member] | |
Note 2 - Summary of Significant Accounting Policies (Details) - Assumptions Used in Estimating the Fair Value of the Warrants [Line Items] | |
Expected life (in years) | 3 years 292 days |
Maximum [Member] | |
Note 2 - Summary of Significant Accounting Policies (Details) - Assumptions Used in Estimating the Fair Value of the Warrants [Line Items] | |
Expected life (in years) | 4 years 36 days |
Recovered_Sheet1
Note 2 - Summary of Significant Accounting Policies (Details) - Warrants (USD $) | 12 Months Ended |
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2013 |
Class of Warrant or Right [Line Items] | |
EJ Funds | 7,192,313 |
EJ Funds | $17,946 |
Modification Warrants [Member] | |
Class of Warrant or Right [Line Items] | |
EJ Funds | 13-Apr-09 |
EJ Funds | 1,939,639 |
EJ Funds | $1.11 |
EJ Funds | 4,829 |
Reimbursements Warrants [Member] | |
Class of Warrant or Right [Line Items] | |
EJ Funds | 13-Apr-09 |
EJ Funds | 1,501,933 |
EJ Funds | $1.11 |
EJ Funds | 3,740 |
Credit Facility Warrants [Member] | |
Class of Warrant or Right [Line Items] | |
EJ Funds | 17-Aug-09 |
EJ Funds | 1,650,806 |
EJ Funds | $1.16 |
EJ Funds | 4,127 |
Subordinated Note Warrants [Member] | |
Class of Warrant or Right [Line Items] | |
EJ Funds | 17-Aug-09 |
EJ Funds | 2,099,935 |
EJ Funds | $1.16 |
EJ Funds | $5,250 |
Note_3_Accounts_Receivable_Sal2
Note 3 - Accounts Receivable, Sales and Allowances (Details) - Net Trade Accounts Receivable (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Net Trade Accounts Receivable [Abstract] | ||
Gross accounts receivable | $445,027 | $88,165 |
Less reserves for: | ||
Chargebacks and rebates | -155,297 | -12,882 |
Product returns | -44,644 | -8,164 |
Discounts and allowances | -22,691 | -1,644 |
Advertising and promotions | -1,217 | -452 |
Doubtful accounts | -462 | -25 |
Trade accounts receivable, net | $220,716 | $64,998 |
Note_3_Accounts_Receivable_Sal3
Note 3 - Accounts Receivable, Sales and Allowances (Details) - Summary of Adjustments to Gross Sales (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Summary of Adjustments to Gross Sales [Abstract] | |||
Gross sales | $1,442,537 | $528,574 | $386,582 |
Less adjustments for: | |||
Chargebacks and rebates | -739,760 | -183,403 | -112,244 |
Product returns | -20,006 | -5,001 | -3,783 |
Discounts and allowances | -31,178 | -8,464 | -6,074 |
Administrative fees | -50,786 | -9,471 | -5,293 |
Advertising, promotions, and other | -7,729 | -4,524 | -3,030 |
Revenues, net | $593,078 | $317,711 | $256,158 |
Note_3_Accounts_Receivable_Sal4
Note 3 - Accounts Receivable, Sales and Allowances (Details) - Allowance for Customer Deductions (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Note 3 - Accounts Receivable, Sales and Allowances (Details) - Allowance for Customer Deductions [Line Items] | |||
Balance | $23,167 | $23,838 | $14,023 |
Provision | 799,019 | 201,387 | 124,081 |
Additions from acquisitions | 64,325 | ||
Charges Processed | -662,200 | -202,058 | -114,266 |
Balance | 224,311 | 23,167 | 23,838 |
Allowance for Sales Returns [Member] | |||
Note 3 - Accounts Receivable, Sales and Allowances (Details) - Allowance for Customer Deductions [Line Items] | |||
Balance | 8,164 | 8,409 | 6,846 |
Provision | 20,006 | 5,001 | 3,783 |
Additions from acquisitions | 29,172 | ||
Charges Processed | -12,698 | -5,246 | -2,220 |
Balance | 44,644 | 8,164 | 8,409 |
Charegebacks and Rebates [Member] | |||
Note 3 - Accounts Receivable, Sales and Allowances (Details) - Allowance for Customer Deductions [Line Items] | |||
Balance | 12,882 | 13,452 | 5,949 |
Provision | 739,760 | 183,403 | 112,243 |
Additions from acquisitions | 29,593 | ||
Charges Processed | -626,938 | -183,973 | -104,740 |
Balance | 155,297 | 12,882 | 13,452 |
Reserve for Cash Discount [Member] | |||
Note 3 - Accounts Receivable, Sales and Allowances (Details) - Allowance for Customer Deductions [Line Items] | |||
Balance | 1,644 | 1,362 | 743 |
Provision | 31,178 | 8,464 | 6,074 |
Additions from acquisitions | 5,161 | ||
Charges Processed | -15,292 | -8,182 | -5,455 |
Balance | 22,691 | 1,644 | 1,362 |
Allowance for Doubtful Accounts [Member] | |||
Note 3 - Accounts Receivable, Sales and Allowances (Details) - Allowance for Customer Deductions [Line Items] | |||
Balance | 25 | 30 | 99 |
Provision | 346 | -5 | -82 |
Additions from acquisitions | 88 | ||
Charges Processed | 3 | 13 | |
Balance | 462 | 25 | 30 |
Allowance for Promotions [Member] | |||
Note 3 - Accounts Receivable, Sales and Allowances (Details) - Allowance for Customer Deductions [Line Items] | |||
Balance | 452 | 585 | 386 |
Provision | 7,729 | 4,524 | 2,063 |
Additions from acquisitions | 311 | ||
Charges Processed | -7,275 | -4,657 | -1,864 |
Balance | $1,217 | $452 | $585 |
Note_4_Inventories_Details_Inv
Note 4 - Inventories (Details) - Inventories (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Inventories [Abstract] | ||
Finished goods | $64,442 | $22,886 |
Work in process | 4,335 | 3,883 |
Raw materials and supplies | 62,533 | 29,213 |
$131,310 | $55,982 |
Note_4_Inventories_Details_All
Note 4 - Inventories (Details) - Allowance for Excess and Obsolete Inventory (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Allowance for Excess and Obsolete Inventory [Abstract] | ||
Balance at beginning of year | $5,700 | $6,819 |
Provision | 12,275 | 2,089 |
Additions from acquisitions | 8,220 | |
Charges | -5,016 | -3,208 |
Balance at end of year | $21,179 | $5,700 |
Note_5_Property_Plant_and_Equi2
Note 5 - Property, Plant and Equipment (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Note 5 - Property, Plant and Equipment (Details) [Line Items] | ||
Property, Plant and Equipment, Net | $143,788 | $82,108 |
Outside the United States [Member] | ||
Note 5 - Property, Plant and Equipment (Details) [Line Items] | ||
Property, Plant and Equipment, Net | $25,600 | $21,100 |
Note_5_Property_Plant_and_Equi3
Note 5 - Property, Plant and Equipment (Details) - Property, Plant, and Equipment (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant, and equipment, gross | $185,877 | $125,423 |
185,877 | 125,423 | |
Accumulated depreciation | -68,093 | -54,470 |
117,784 | 70,953 | |
Construction in progress | 26,004 | 11,155 |
143,788 | 82,108 | |
Land [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant, and equipment, gross | 9,323 | 2,606 |
9,323 | 2,606 | |
Building and Building Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant, and equipment, gross | 63,846 | 46,281 |
63,846 | 46,281 | |
Furniture and Fixtures [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant, and equipment, gross | 112,708 | 76,536 |
$112,708 | $76,536 |
Note_6_Financing_Arrangements_1
Note 6 - Financing Arrangements (Details) (USD $) | 0 Months Ended | 12 Months Ended | 1 Months Ended | 3 Months Ended | 0 Months Ended | 1 Months Ended | 9 Months Ended | ||||
Jun. 01, 2011 | Jun. 02, 2011 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Jun. 30, 2011 | Mar. 31, 2012 | Aug. 12, 2014 | Apr. 17, 2014 | Sep. 30, 2014 | Oct. 07, 2011 | |
Note 6 - Financing Arrangements (Details) [Line Items] | |||||||||||
Amortization of Financing Costs | $12,129,000 | $842,000 | $782,000 | ||||||||
Deferred Tax Liabilities, Financing Arrangements | 8,600,000 | ||||||||||
Debt Instrument, Unamortized Discount | 21,300,000 | ||||||||||
Debt Issued Reduction in Common Stock | 8,600,000 | ||||||||||
Deferred Tax Assets, Valuation Allowance | 8,600,000 | ||||||||||
Debt Issued Increase in Common Stock | 8,600,000 | ||||||||||
Over-Allotment Option [Member] | Senior Notes [Member] | Notes [Member] | |||||||||||
Note 6 - Financing Arrangements (Details) [Line Items] | |||||||||||
Convertible Notes Payable | 20,000,000 | ||||||||||
Prepayment Term Six Months [Member] | Incremental Term Loan Agreement [Member] | JPMorgan [Member] | |||||||||||
Note 6 - Financing Arrangements (Details) [Line Items] | |||||||||||
Debt Instrument, Prepayment Fee Percentage | 1.00% | ||||||||||
Terminated [Member] | B of A Revolving Facility [Member] | Revolving Credit Facility [Member] | B of A [Member] | |||||||||||
Note 6 - Financing Arrangements (Details) [Line Items] | |||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | 60,000,000 | ||||||||||
The Lesser Of For Scenario Two Consideration A [Member] | JPM Revolving Facility [Member] | Revolving Credit Facility [Member] | JPMorgan [Member] | |||||||||||
Note 6 - Financing Arrangements (Details) [Line Items] | |||||||||||
Debt Instrument Borrowing Base Percent Of Materials And WIP On FIFO | 65.00% | ||||||||||
The Lesser Of For Scenario Two Consideration B [Member] | JPM Revolving Facility [Member] | Revolving Credit Facility [Member] | JPMorgan [Member] | |||||||||||
Note 6 - Financing Arrangements (Details) [Line Items] | |||||||||||
Debt Instrument Borrowing Base Percent Of Liquidation Value | 85.00% | ||||||||||
The Lesser Of For Scenario Three Consideration A [Member] | JPM Revolving Facility [Member] | Revolving Credit Facility [Member] | JPMorgan [Member] | |||||||||||
Note 6 - Financing Arrangements (Details) [Line Items] | |||||||||||
Debt Instrument Borrowing Base Percent Finished Goods | 75.00% | ||||||||||
The Lesser Of For Scenario Three Consideration B [Member] | JPM Revolving Facility [Member] | Revolving Credit Facility [Member] | JPMorgan [Member] | |||||||||||
Note 6 - Financing Arrangements (Details) [Line Items] | |||||||||||
Debt Instrument Borrowing Base Percent Of Liquidation Of Finsihed Goods | 85.00% | ||||||||||
Debt Instrument Borrowing Base Percent Of Elgible Inventory Liquidation Value | 85.00% | ||||||||||
Debt Instrument Borrowing Base Percent Of Market Value Finished Goods | 75.00% | ||||||||||
Potential [Member] | JPM Revolving Facility [Member] | Revolving Credit Facility [Member] | JPMorgan [Member] | |||||||||||
Note 6 - Financing Arrangements (Details) [Line Items] | |||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | 200,000,000 | ||||||||||
Per $1,000 Principal Amount of Notes [Member] | Senior Notes [Member] | Notes [Member] | |||||||||||
Note 6 - Financing Arrangements (Details) [Line Items] | |||||||||||
Debt Instrument, Convertible, Conversion Rate | 114.1553 | ||||||||||
Scenario #1 [Member] | Senior Notes [Member] | Notes [Member] | |||||||||||
Note 6 - Financing Arrangements (Details) [Line Items] | |||||||||||
Debt Instrument, Convertible, Threshold Non-Consecutive Trading Days | 20 days | ||||||||||
Debt Instrument, Convertible, Threshold Percentage of Stock Price Trigger | 130.00% | ||||||||||
Scenario #2 [Member] | Senior Notes [Member] | Notes [Member] | Minimum [Member] | |||||||||||
Note 6 - Financing Arrangements (Details) [Line Items] | |||||||||||
Debt Instrument, Convertible, Threshold Consecutive Trading Days | 5 days | ||||||||||
Scenario #2 [Member] | Senior Notes [Member] | Notes [Member] | |||||||||||
Note 6 - Financing Arrangements (Details) [Line Items] | |||||||||||
Debt Instrument, Convertible, If-converted Amount of Principal | 1,000 | ||||||||||
Debt Instrument, Convertible, Threshold Consecutive Trading Days | 5 days | ||||||||||
Debt Instrument, Convertible, Threshold Percentage of Stock Price Trigger | 98.00% | ||||||||||
Senior Notes [Member] | Notes [Member] | |||||||||||
Note 6 - Financing Arrangements (Details) [Line Items] | |||||||||||
Debt Instrument, Face Amount | 87,500,000 | ||||||||||
Convertible Notes Payable | 120,000,000 | ||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 3.50% | ||||||||||
Proceeds from Convertible Debt | 115,300,000 | ||||||||||
Debt Instrument, Convertible, Conversion Price (in Dollars per share) | $8.76 | ||||||||||
Debt Instrument, Convertible, If-converted Amount of Principal | 1,000 | ||||||||||
Debt Instrument, Convertible, Threshold Non-Consecutive Trading Days | 20 days | ||||||||||
Debt Instrument, Convertible, Threshold Consecutive Trading Days | 30 days | 30 days | |||||||||
Debt Instrument, Convertible, Stock Price Trigger (in Dollars per share) | $11.39 | ||||||||||
Debt Conversion, Converted Instrument, Amount | 32,500,000 | ||||||||||
Debt Conversion, Converted Instrument, Additional Amount | 1,000,000 | ||||||||||
Debt Instrument, Trading Amount, Percent of Face Value | 412.40% | ||||||||||
Debt Instrument, Convertible, Total Market Value | 360,900,000 | ||||||||||
Share Price (in Dollars per share) | $36.20 | ||||||||||
Debt Instrument, Convertible, Pro Forma Conversion Value | 361,700,000 | ||||||||||
Debt Instrument, Convertible, If-converted Value in Excess of Principal | 21,300,000 | ||||||||||
Payments of Stock Issuance Costs | 800,000 | ||||||||||
Debt Issuance Cost | 4,700,000 | ||||||||||
Debt Issuance Cost Allocated to Liability Component of Debt | 3,900,000 | ||||||||||
Incremental Term Loan Facility [Member] | JPMorgan [Member] | |||||||||||
Note 6 - Financing Arrangements (Details) [Line Items] | |||||||||||
Debt Instrument, Face Amount | 445,000,000 | ||||||||||
Incremental Term Loan Agreement [Member] | London Interbank Offered Rate (LIBOR) [Member] | JPMorgan [Member] | |||||||||||
Note 6 - Financing Arrangements (Details) [Line Items] | |||||||||||
Debt Instrument, Basis Spread on Variable Rate | 3.50% | ||||||||||
Debt Instrument, Interest Rate, Effective Percentage Rate Range, Minimum | 4.50% | ||||||||||
Incremental Term Loan Agreement [Member] | Commitment Fees [Member] | JPMorgan [Member] | |||||||||||
Note 6 - Financing Arrangements (Details) [Line Items] | |||||||||||
Amortization of Financing Costs | 1,700,000 | ||||||||||
Incremental Term Loan Agreement [Member] | Ticketing Fees [Member] | JPMorgan [Member] | |||||||||||
Note 6 - Financing Arrangements (Details) [Line Items] | |||||||||||
Amortization of Financing Costs | 100,000 | ||||||||||
Incremental Term Loan Agreement [Member] | JPMorgan [Member] | |||||||||||
Note 6 - Financing Arrangements (Details) [Line Items] | |||||||||||
Debt Instrument, Periodic Payment, Percent of Initial Loan Amount | 0.25% | ||||||||||
Debt Instrument, Term | 7 years | ||||||||||
Long-term Debt | 443,900,000 | ||||||||||
Debt Instrument, Potential Reduction in Basis Spread on Variable Rate | 0.25% | ||||||||||
Debt Instrument, Potential Reduction in Basis Spread on Variable Rate, EBITDA Ratio Threshold | 2.25 | ||||||||||
Debt Instrument, Debt Default, Rate Increase | 2.00% | ||||||||||
Interest Expense, Debt | 7,800,000 | ||||||||||
Deferred Finance Costs, Gross | 10,900,000 | ||||||||||
Amortization of Financing Costs | 1,800,000 | ||||||||||
Term Loan Facility [Member] | Base Rate [Member] | JPMorgan [Member] | |||||||||||
Note 6 - Financing Arrangements (Details) [Line Items] | |||||||||||
Debt Instrument, Basis Spread on Variable Rate | 2.50% | 2.50% | |||||||||
Term Loan Facility [Member] | Eurodollar [Member] | JPMorgan [Member] | |||||||||||
Note 6 - Financing Arrangements (Details) [Line Items] | |||||||||||
Debt Instrument, Basis Spread on Variable Rate | 3.50% | ||||||||||
Debt Instrument, Interest Rate, Effective Percentage Rate Range, Minimum | 4.50% | ||||||||||
Term Loan Facility [Member] | Maximum [Member] | JPMorgan [Member] | |||||||||||
Note 6 - Financing Arrangements (Details) [Line Items] | |||||||||||
Debt Instrument, Potential Reduction in Basis Spread on Variable Rate, EBITDA Ratio Threshold | 2.25 | ||||||||||
Term Loan Facility [Member] | Commitment Fees [Member] | JPMorgan [Member] | |||||||||||
Note 6 - Financing Arrangements (Details) [Line Items] | |||||||||||
Amortization of Financing Costs | 2,400,000 | ||||||||||
Term Loan Facility [Member] | Ticketing Fees [Member] | JPMorgan [Member] | |||||||||||
Note 6 - Financing Arrangements (Details) [Line Items] | |||||||||||
Amortization of Financing Costs | 5,000,000 | ||||||||||
Term Loan Facility [Member] | JPMorgan [Member] | |||||||||||
Note 6 - Financing Arrangements (Details) [Line Items] | |||||||||||
Debt Instrument, Face Amount | 600,000,000 | ||||||||||
Debt Instrument, Periodic Payment, Percent of Initial Loan Amount | 0.25% | ||||||||||
Debt Instrument, Term | 7 years | ||||||||||
Long-term Debt | 598,500,000 | ||||||||||
Debt Instrument, Potential Reduction in Basis Spread on Variable Rate | 0.25% | ||||||||||
Debt Instrument, Debt Default, Rate Increase | 2.00% | ||||||||||
Interest Expense, Debt | 19,400,000 | ||||||||||
Deferred Finance Costs, Gross | 20,300,000 | ||||||||||
Amortization of Financing Costs | 7,400,000 | ||||||||||
Debt Instrument, Potential Increase to Maximum Borrowing Capacity | 150,000,000 | ||||||||||
Debt Instrument, Fee Amount | 7,400,000 | ||||||||||
JPM Revolving Facility [Member] | Revolving Credit Facility [Member] | JPMorgan [Member] | |||||||||||
Note 6 - Financing Arrangements (Details) [Line Items] | |||||||||||
Debt Instrument, Term | 5 years | ||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | 150,000,000 | ||||||||||
Debt Instrument, Borrowing Base, Percent of Eligible Accounts Receivable | 85.00% | ||||||||||
Line of Credit Facility, Commitment Fee, Threshold, Percent of Commitments | 12.50% | ||||||||||
Line of Credit Facility, Commitment Fee, Threshold, Amount of Commitments | 15,000,000 | ||||||||||
Line of Credit Facility, Commitment Fee, Threshold, Number of Consecutive Days | 30 days | ||||||||||
Line of Credit Facility, Unused Capacity, Commitment Fee Percentage | 0.25% | ||||||||||
Long-term Line of Credit | 0 | ||||||||||
Line of Credit Facility, Remaining Borrowing Capacity | 148,800,000 | ||||||||||
JPM Revolving Facility [Member] | Letter of Credit [Member] | JPMorgan [Member] | |||||||||||
Note 6 - Financing Arrangements (Details) [Line Items] | |||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | 10,000,000 | ||||||||||
JPM Revolving Facility [Member] | JPMorgan [Member] | |||||||||||
Note 6 - Financing Arrangements (Details) [Line Items] | |||||||||||
Debt Instrument, Debt Default, Rate Increase | 2.00% | ||||||||||
Line of Credit Facility, Covenant, Minimum Liquidity | 120,000,000 | ||||||||||
Line of Credit Facility, Covenant, Minimum Liquidity, Additional Percentage of Commitments | 25.00% | ||||||||||
Line of Credit Facility, Covenant, Minimum EBITDA to Fixed Charges Ratio | 1 | ||||||||||
Line of Credit Facility, Covenant, Minimum EBITDA to Fixed Charges Ratio, Measurment Duration | 12 months | ||||||||||
Letters of Credit Outstanding, Number | 1 | ||||||||||
Letters of Credit Outstanding, Amount | 1,200,000 | ||||||||||
Letter of Credit [Member] | B of A [Member] | |||||||||||
Note 6 - Financing Arrangements (Details) [Line Items] | |||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | 2,000,000 | ||||||||||
B of A Revolving Facility [Member] | B of A [Member] | |||||||||||
Note 6 - Financing Arrangements (Details) [Line Items] | |||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $20,000,000 |
Note_6_Financing_Arrangements_2
Note 6 - Financing Arrangements (Details) - JPM Revolving Facility, Interest Terms (JPM Revolving Facility [Member], Revolving Credit Facility [Member]) | 0 Months Ended |
Apr. 17, 2014 | |
Category 1 [Member] | Base Rate [Member] | |
Guarantor Obligations [Line Items] | |
Basis spread on variable rate | 0.50% |
Category 1 [Member] | Eurodollar [Member] | |
Guarantor Obligations [Line Items] | |
Basis spread on variable rate | 1.50% |
Category 2 [Member] | Base Rate [Member] | |
Guarantor Obligations [Line Items] | |
Basis spread on variable rate | 0.75% |
Category 2 [Member] | Eurodollar [Member] | |
Guarantor Obligations [Line Items] | |
Basis spread on variable rate | 1.75% |
Category 3 [Member] | Base Rate [Member] | |
Guarantor Obligations [Line Items] | |
Basis spread on variable rate | 1.00% |
Category 3 [Member] | Eurodollar [Member] | |
Guarantor Obligations [Line Items] | |
Basis spread on variable rate | 2.00% |
Note_6_Financing_Arrangements_3
Note 6 - Financing Arrangements (Details) - JPM Revolving Facility, Interest Terms (Parentheticals) (JPM Revolving Facility [Member], Revolving Credit Facility [Member]) | Apr. 17, 2014 |
Category 1 [Member] | Base Rate [Member] | Minimum [Member] | |
Guarantor Obligations [Line Items] | |
Fixed charge coverage ratio | 1.5 |
Category 1 [Member] | Eurodollar [Member] | Minimum [Member] | |
Guarantor Obligations [Line Items] | |
Fixed charge coverage ratio | 1.5 |
Category 2 [Member] | Base Rate [Member] | Minimum [Member] | |
Guarantor Obligations [Line Items] | |
Fixed charge coverage ratio | 1.25 |
Category 2 [Member] | Base Rate [Member] | Maximum [Member] | |
Guarantor Obligations [Line Items] | |
Fixed charge coverage ratio | 1.5 |
Category 2 [Member] | Eurodollar [Member] | Minimum [Member] | |
Guarantor Obligations [Line Items] | |
Fixed charge coverage ratio | 1.25 |
Category 2 [Member] | Eurodollar [Member] | Maximum [Member] | |
Guarantor Obligations [Line Items] | |
Fixed charge coverage ratio | 1.5 |
Category 3 [Member] | Base Rate [Member] | Maximum [Member] | |
Guarantor Obligations [Line Items] | |
Fixed charge coverage ratio | 1.25 |
Category 3 [Member] | Eurodollar [Member] | Maximum [Member] | |
Guarantor Obligations [Line Items] | |
Fixed charge coverage ratio | 1.25 |
Note_6_Financing_Arrangements_4
Note 6 - Financing Arrangements (Details) - Net Carrying Amount of the Liability Component and the Remaining Unamortized Debt Discount (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Note 6 - Financing Arrangements (Details) - Net Carrying Amount of the Liability Component and the Remaining Unamortized Debt Discount [Line Items] | ||
Carrying amount of the liability component | $1,114,481 | $108,750 |
Convertible Debt [Member] | ||
Note 6 - Financing Arrangements (Details) - Net Carrying Amount of the Liability Component and the Remaining Unamortized Debt Discount [Line Items] | ||
Carrying amount of equity component | 14,930 | 20,470 |
Carrying amount of the liability component | 82,543 | 108,750 |
Unamortized discount of the liability component | 4,982 | 11,250 |
Unamortized debt financing costs | $901 | $2,034 |
Note_6_Financing_Arrangements_5
Note 6 - Financing Arrangements (Details) - Expenses in Relation to Convertible Notes (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Note 6 - Financing Arrangements (Details) - Expenses in Relation to Convertible Notes [Line Items] | |||
Deferred financing cost amortization | $12,129 | $842 | $782 |
Convertible Debt [Member] | |||
Note 6 - Financing Arrangements (Details) - Expenses in Relation to Convertible Notes [Line Items] | |||
Interest expense at 3.50% coupon rate | 4,105 | 4,200 | 4,200 |
Debt discount amortization | 4,317 | 4,113 | 3,828 |
Deferred financing cost amortization | 780 | 744 | 692 |
Loss on conversion | 990 | ||
$10,192 | $9,057 | $8,720 |
Note_6_Financing_Arrangements_6
Note 6 - Financing Arrangements (Details) - Expenses in Relation to Convertible Notes (Parentheticals) (Convertible Debt [Member]) | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Convertible Debt [Member] | |||
Note 6 - Financing Arrangements (Details) - Expenses in Relation to Convertible Notes (Parentheticals) [Line Items] | |||
Coupon Rate | 3.50% | 3.50% | 3.50% |
Note_6_Financing_Arrangements_7
Note 6 - Financing Arrangements (Details) - Maturities of Long-term Obligations (USD $) | Dec. 31, 2014 |
In Thousands, unless otherwise specified | |
Maturities of Long-term Obligations [Abstract] | |
Maturities | $10,450 |
Maturities | 97,975 |
Maturities | 10,450 |
Maturities | 10,450 |
Maturities | $1,000,588 |
Note_7_Earnings_Per_Common_Sha2
Note 7 - Earnings Per Common Share (Details) (USD $) | 12 Months Ended |
In Millions, unless otherwise specified | Dec. 31, 2014 |
Earnings Per Share [Abstract] | |
Exclusion of Interest and Deferred Financing Fees from Diluted Income | $5.80 |
Note_7_Earnings_Per_Common_Sha3
Note 7 - Earnings Per Common Share (Details) - Reconciliation of Earnings Per Share Data (USD $) | 3 Months Ended | 6 Months Ended | 9 Months Ended | 12 Months Ended | ||||||||||||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Jun. 30, 2014 | Sep. 30, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |||
Reconciliation of Earnings Per Share Data [Abstract] | ||||||||||||||||
Income from continuing operations used for basic earnings per share (in Dollars) | $34,232 | ($11,650) | $3,438 | $9,828 | $16,678 | $12,205 | $12,637 | $10,842 | $13,266 | $1,616 | $35,848 | $52,362 | $35,378 | |||
Convertible debt income adjustments, net of tax (in Dollars) | 5,825 | |||||||||||||||
Income from continuing operations adjusted for convertible debt as used for diluted earnings per share (in Dollars) | 41,673 | 52,362 | 35,378 | |||||||||||||
Income from continuing operations per share: | ||||||||||||||||
Basic (in Dollars per share) | $0.32 | ($0.11) | $0.03 | $0.10 | $0.17 | $0.13 | $0.13 | $0.11 | $0.13 | $0.02 | $0.35 | $0.54 | $0.37 | |||
Diluted (1) (in Dollars per share) | $0.29 | ($0.11) | $0.03 | $0.08 | $0.14 | $0.11 | $0.11 | $0.10 | $0.11 | $0.01 | $0.34 | [1] | $0.46 | [1] | $0.32 | [1] |
Loss from discontinued operations, net of tax (in Dollars) | ($503) | |||||||||||||||
Loss from discontinued operations, net of tax per share: | ||||||||||||||||
Basic (in Dollars per share) | ($0.01) | |||||||||||||||
Diluted (in Dollars per share) | ($0.01) | |||||||||||||||
Weighted average basic shares outstanding | 103,480 | 96,181 | 95,189 | |||||||||||||
Dilutive securities: | ||||||||||||||||
Stock options and unvested RSAs | 4,234 | 4,516 | 4,289 | |||||||||||||
Stock warrants | 1,874 | 6,702 | 6,564 | |||||||||||||
Shares issuable on conversion of the Notes (2) | 13,522 | [2] | 6,499 | [2] | 4,468 | [2] | ||||||||||
Total dilutive securities | 19,630 | 17,717 | 15,321 | |||||||||||||
Weighted average diluted shares outstanding | 123,110 | 113,898 | 110,510 | |||||||||||||
[1] | Due to a change in the expectation that management may settle all future note conversions solely through shares in the year and quarter ended December 31, 2014, the diluted income from continuing operations per share calculation includes the dilutive effect of convertible debt and is offset by the exclusion of interest expense and deferred financing fees related to the convertible debt of $5.8 million, after-taxfor the year ended December 31, 2014. | |||||||||||||||
[2] | Shares issuable on conversion of the Notes for the year ended December 31, 2014 have increased in comparison to the fiscal years ended December 31, 2013 and 2012 due to stock appreciation which underlies the shares issuable on conversion of the notes and the Company's change in practice on October 1, 2014 to more likely than not settle future note conversions solely through shares as we are now utilizing the if-converted method for convertible debt conversion obligations. |
Note_8_Leasing_Arrangements_De
Note 8 - Leasing Arrangements (Details) (USD $) | 12 Months Ended | 0 Months Ended | 1 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Mar. 03, 2010 | Jul. 31, 2012 | |
Note 8 - Leasing Arrangements (Details) [Line Items] | |||||
Operating Leases, Rent Expense | $3,300,000 | $2,900,000 | $2,300,000 | ||
Lake Forest and Gurnee Facilities [Member] | |||||
Note 8 - Leasing Arrangements (Details) [Line Items] | |||||
Lessee Leasing Arrangements, Operating Leases, Term of Contract | 10 years | ||||
Lessee Leasing Arrangements, Operating Leases, Renewal Term | 5 years | ||||
Warminster, Pennsylvania Facility [Member] | |||||
Note 8 - Leasing Arrangements (Details) [Line Items] | |||||
Lessee Leasing Arrangements, Operating Leases, Renewal Term | 3 years | ||||
Operating Lease, Rent Expense, Monthly | 11,000 | ||||
Area of Real Estate Property (in Square Feet) | 12,000 | ||||
Marrietta, Georgia Facility [Member] | |||||
Note 8 - Leasing Arrangements (Details) [Line Items] | |||||
Operating Lease, Rent Expense, Monthly | 10,000 | ||||
Area of Real Estate Property (in Square Feet) | 20,000 | ||||
Vernon Hills, Illinois Facility [Member] | |||||
Note 8 - Leasing Arrangements (Details) [Line Items] | |||||
Operating Lease, Rent Expense, Monthly | 15,000 | ||||
Somerset, New Jersey Facility [Member] | |||||
Note 8 - Leasing Arrangements (Details) [Line Items] | |||||
Lessee Leasing Arrangements, Operating Leases, Renewal Term | 5 years | ||||
Operating Lease, Rent Expense, Monthly | 38,801 | ||||
Area of Real Estate Property (in Square Feet) | 50,000 | ||||
Somerset Warehouse Lease [Member] | |||||
Note 8 - Leasing Arrangements (Details) [Line Items] | |||||
Operating Lease, Rent Expense, Monthly | 3,300 | ||||
Area of Real Estate Property (in Square Feet) | 6,600 | ||||
EJ Financial Enterprises Inc. [Member] | |||||
Note 8 - Leasing Arrangements (Details) [Line Items] | |||||
Lessee Leasing Arrangements, Operating Leases, Term of Contract | 8 years | ||||
Operating Leases, Rent Expense, Sublease Rentals | $240,000 |
Note_8_Leasing_Arrangements_De1
Note 8 - Leasing Arrangements (Details) - Future Minimum Lease Payments (USD $) | Dec. 31, 2014 |
In Thousands, unless otherwise specified | |
Future Minimum Lease Payments [Abstract] | |
2015 | $2,569 |
2016 | 2,532 |
2017 | 2,230 |
2018 | 769 |
2019 | 466 |
2020 and thereafter | 3,182 |
Total | $11,748 |
Note_9_Stock_Options_Employee_2
Note 9 - Stock Options, Employee Stock Purchase Plan and Restricted Stock (Details) (USD $) | 12 Months Ended | 0 Months Ended | 12 Months Ended | ||||||||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Sep. 05, 2014 | 2-May-14 | 3-May-13 | Jul. 08, 2004 | Dec. 31, 2011 | 3-May-14 | Aug. 07, 2009 | 27-May-05 | |
Note 9 - Stock Options, Employee Stock Purchase Plan and Restricted Stock (Details) [Line Items] | |||||||||||
Allocated Share-based Compensation Expense (in Dollars) | $6,000,000 | $6,200,000 | $6,400,000 | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period, Intrinsic Value (in Dollars) | 141,700,000 | 8,900,000 | 9,100,000 | ||||||||
Adjustments to Additional Paid in Capital, Share-based Compensation and Exercise of Stock Options (in Dollars) | 8,000,000 | 2,600,000 | 1,500,000 | ||||||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized (in Dollars) | 20,700,000 | ||||||||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition | 3 years 36 days | ||||||||||
Stock Issued During Period, Value, Restricted Stock Award, Gross (in Dollars) | 1,188,000 | 579,000 | 351,000 | ||||||||
Share-based Compensation (in Dollars) | 7,542,000 | 7,050,000 | 7,032,000 | ||||||||
Restricted Stock [Member] | Director [Member] | |||||||||||
Note 9 - Stock Options, Employee Stock Purchase Plan and Restricted Stock (Details) [Line Items] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 35,000 | 8,034 | 71,582 | 31,899 | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights, Percentage | 25.00% | ||||||||||
Deferred Compensation Arrangement With Individual Common Stock Vested Immediately Upon Issuance | 15,946 | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant | 15,953 | ||||||||||
Stock Issued During Period, Value, Restricted Stock Award, Gross (in Dollars) | 500,000 | ||||||||||
Restricted Stock [Member] | Management [Member] | |||||||||||
Note 9 - Stock Options, Employee Stock Purchase Plan and Restricted Stock (Details) [Line Items] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights, Percentage | 25.00% | ||||||||||
Restricted Stock [Member] | Senior Management [Member] | |||||||||||
Note 9 - Stock Options, Employee Stock Purchase Plan and Restricted Stock (Details) [Line Items] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 257,416 | ||||||||||
Restricted Stock [Member] | |||||||||||
Note 9 - Stock Options, Employee Stock Purchase Plan and Restricted Stock (Details) [Line Items] | |||||||||||
Allocated Share-based Compensation Expense (in Dollars) | 1,200,000 | 600,000 | 400,000 | ||||||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized (in Dollars) | 10,800,000 | ||||||||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition | 3 years 219 days | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 337,000 | 32,000 | 35,000 | ||||||||
Options Granted in 2014 [Member] | |||||||||||
Note 9 - Stock Options, Employee Stock Purchase Plan and Restricted Stock (Details) [Line Items] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 4 years | ||||||||||
Options Granted in Earlier Years [Member] | |||||||||||
Note 9 - Stock Options, Employee Stock Purchase Plan and Restricted Stock (Details) [Line Items] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 3 years | ||||||||||
Minimum [Member] | 2014 Plan [Member] | |||||||||||
Note 9 - Stock Options, Employee Stock Purchase Plan and Restricted Stock (Details) [Line Items] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Period | 5 years | ||||||||||
Minimum [Member] | Employee Stock Purchase Plan (ESPP) [Member] | |||||||||||
Note 9 - Stock Options, Employee Stock Purchase Plan and Restricted Stock (Details) [Line Items] | |||||||||||
Percentage of Base Wages Withheld for Purchase of Stock | 1.00% | ||||||||||
Maximum [Member] | 2014 Plan [Member] | |||||||||||
Note 9 - Stock Options, Employee Stock Purchase Plan and Restricted Stock (Details) [Line Items] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Period | 10 years | ||||||||||
Maximum [Member] | Employee Stock Purchase Plan (ESPP) [Member] | |||||||||||
Note 9 - Stock Options, Employee Stock Purchase Plan and Restricted Stock (Details) [Line Items] | |||||||||||
Percentage of Base Wages Withheld for Purchase of Stock | 15.00% | ||||||||||
Annual Purchase of Stock Per Employee (in Dollars) | 25,000 | ||||||||||
Base Wages Subject To Withholding Towards Stock Purchase (in Dollars) | 21,250 | ||||||||||
Senior Management [Member] | |||||||||||
Note 9 - Stock Options, Employee Stock Purchase Plan and Restricted Stock (Details) [Line Items] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Modified in Period (in Dollars) | 2,300,000 | ||||||||||
2003 Stock Option Plan [Member] | |||||||||||
Note 9 - Stock Options, Employee Stock Purchase Plan and Restricted Stock (Details) [Line Items] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number | 0 | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 2,519,000 | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized | 11,000,000 | ||||||||||
Amended 2003 Plan [Member] | |||||||||||
Note 9 - Stock Options, Employee Stock Purchase Plan and Restricted Stock (Details) [Line Items] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number | 4,968,000 | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 15,828,000 | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized | 19,000,000 | 5,000,000 | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Additional Shares Authorized | 8,000,000 | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period | 6,529,000 | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Forfeitures and Expirations in Period | 4,331,000 | ||||||||||
The 2003 Plan and Amended 2003 Plan [Member] | |||||||||||
Note 9 - Stock Options, Employee Stock Purchase Plan and Restricted Stock (Details) [Line Items] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Period | 5 years | ||||||||||
2014 Plan [Member] | |||||||||||
Note 9 - Stock Options, Employee Stock Purchase Plan and Restricted Stock (Details) [Line Items] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number | 1,419,000 | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 1,475,000 | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized | 7,500,000 | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period | 0 | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Forfeitures and Expirations in Period | 57,000 | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 4 years | ||||||||||
Employee Stock Purchase Plan (ESPP) [Member] | |||||||||||
Note 9 - Stock Options, Employee Stock Purchase Plan and Restricted Stock (Details) [Line Items] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized | 2,000,000 | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Discount from Market Price, Offering Date | 15.00% | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Shares Issued in Period | 1,420,438 | ||||||||||
Share Based Compensation Arrangement By Share Based Payment Award Number of Shares Authorized Remaining | 579,562 | ||||||||||
Stock Issued During Period, Shares, Employee Stock Purchase Plans | 67,000 | 73,000 | 61,000 | ||||||||
Share-based Compensation (in Dollars) | $400,000 | $200,000 | 200,000 |
Note_9_Stock_Options_Employee_3
Note 9 - Stock Options, Employee Stock Purchase Plan and Restricted Stock (Details) - Weighted-average Assumptions for Stock Options (2003 Stock Option Plan [Member], USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Note 9 - Stock Options, Employee Stock Purchase Plan and Restricted Stock (Details) - Weighted-average Assumptions for Stock Options [Line Items] | |||
Expected volatility | |||
Expected life (in years) | 5 years 146 days | 4 years | 4 years |
Risk-free interest rate | |||
Dividend yield | 0.00% | 0.00% | 0.00% |
Fair value per stock option (in Dollars per share) | 16.08 | 6.95 | 7.76 |
Minimum [Member] | |||
Note 9 - Stock Options, Employee Stock Purchase Plan and Restricted Stock (Details) - Weighted-average Assumptions for Stock Options [Line Items] | |||
Expected volatility | 46.00% | 49.00% | 77.00% |
Risk-free interest rate | 0.90% | 0.70% | 0.70% |
Maximum [Member] | |||
Note 9 - Stock Options, Employee Stock Purchase Plan and Restricted Stock (Details) - Weighted-average Assumptions for Stock Options [Line Items] | |||
Expected volatility | 71.00% | 68.00% | 85.00% |
Risk-free interest rate | 2.20% | 1.40% | 0.80% |
Note_9_Stock_Options_Employee_4
Note 9 - Stock Options, Employee Stock Purchase Plan and Restricted Stock (Details) - Stock Option Activity (2014 and 2003 Stock Option Plan [Member], USD $) | 12 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
2014 and 2003 Stock Option Plan [Member] | |||
Note 9 - Stock Options, Employee Stock Purchase Plan and Restricted Stock (Details) - Stock Option Activity [Line Items] | |||
Number of Options | 9,228,000 | 9,727,000 | 9,399,000 |
Weighted Average Exercise Price | $4.45 | $4.22 | $2.89 |
Weighted Average Remaining Contractual Term (Years) | 2 years 175 days | ||
Aggregate Intrinsic Value (in thousands) | $158,097 | ||
Exercisable at December 31, 2014 | 4,316,000 | ||
Exercisable at December 31, 2014 | $5.43 | ||
Exercisable at December 31, 2014 | 1 year 3 days | ||
Exercisable at December 31, 2014 | $132,813 | ||
Number of Options | 1,475,000 | 321,000 | 1,221,000 |
Weighted Average Exercise Price | $28.59 | $15.76 | $12.96 |
Number of Options | -4,226,000 | -630,000 | -806,000 |
Weighted Average Exercise Price | $1.91 | $4.18 | $1.87 |
Number of Options | -91,000 | -190,000 | -87,000 |
Weighted Average Exercise Price | $22.56 | $13.10 | $4.42 |
Number of Options | 6,386,000 | 9,228,000 | 9,727,000 |
Weighted Average Exercise Price | $11.44 | $4.45 | $4.22 |
Note_9_Stock_Options_Employee_5
Note 9 - Stock Options, Employee Stock Purchase Plan and Restricted Stock (Details) - Non-vested Restricted Stock Activity (Restricted Stock [Member], USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Restricted Stock [Member] | |||
Note 9 - Stock Options, Employee Stock Purchase Plan and Restricted Stock (Details) - Non-vested Restricted Stock Activity [Line Items] | |||
Nonvested at December 31, 2011 | 16,000 | 18,000 | 13,000 |
Nonvested at December 31, 2011 | $15.36 | $14.63 | $1.34 |
Non-vested, Number of Shares | 337,000 | 32,000 | 35,000 |
Non-vested, Weighted Average Grant Date Fair Value | $35.31 | $15.36 | $14.63 |
Non-vested, Number of Shares | -16,000 | -34,000 | -30,000 |
Non-vested, Weighted Average Grant Date Fair Value | $15.36 | $14.98 | $9.09 |
Non-vested, Number of Shares | 337,000 | 16,000 | 18,000 |
Non-vested, Weighted Average Grant Date Fair Value | $35.31 | $15.36 | $14.63 |
Note_10_Income_Taxes_Details
Note 10 - Income Taxes (Details) (USD $) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Note 10 - Income Taxes (Details) [Line Items] | ||
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 35.00% | |
Effective Income Tax Rate Reconciliation, Change in Deferred Tax Assets Valuation Allowance, Amount | $1,116,000 | $0 |
Unrecognized Tax Benefits that Would Impact Effective Tax Rate | 1,200,000 | |
Unrealized Reduction in Goodwill if Realized | 500,000 | |
Domestic Tax Authority [Member] | Merck Acquisition [Member] | ||
Note 10 - Income Taxes (Details) [Line Items] | ||
Operating Loss Carryforwards | 7,500,000 | |
Domestic Tax Authority [Member] | VersaPharm [Member] | ||
Note 10 - Income Taxes (Details) [Line Items] | ||
Operating Loss Carryforwards | 3,800,000 | |
Domestic Tax Authority [Member] | ||
Note 10 - Income Taxes (Details) [Line Items] | ||
Operating Loss Carryforwards | 11,300,000 | |
State and Local Jurisdiction [Member] | ||
Note 10 - Income Taxes (Details) [Line Items] | ||
Operating Loss Carryforwards | 2,200,000 | |
Foreign Tax Authority [Member] | NOL Expiring Beginning in 2022 [Member] | ||
Note 10 - Income Taxes (Details) [Line Items] | ||
Operating Loss Carryforwards | 1,100,000 | |
Foreign Tax Authority [Member] | Indefinite Lived NOL [Member] | ||
Note 10 - Income Taxes (Details) [Line Items] | ||
Operating Loss Carryforwards | 6,000,000 | |
Foreign Tax Authority [Member] | ||
Note 10 - Income Taxes (Details) [Line Items] | ||
Operating Loss Carryforwards | 7,100,000 | |
Prior to 2012 [Member] | ||
Note 10 - Income Taxes (Details) [Line Items] | ||
Liability for Uncertain Tax Positions, Noncurrent | $0 |
Note_10_Income_Taxes_Details_I
Note 10 - Income Taxes (Details) - Income Tax Provision (USD $) | 3 Months Ended | 6 Months Ended | 9 Months Ended | 12 Months Ended | ||
In Thousands, unless otherwise specified | Jun. 30, 2014 | Jun. 30, 2014 | Sep. 30, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Income Tax Provision [Abstract] | ||||||
Federal | $34,799 | $27,985 | $20,843 | |||
Federal | -11,674 | -3,050 | -504 | |||
Federal | 23,125 | 24,935 | 20,339 | |||
State | 4,991 | 4,145 | 4,232 | |||
State | -2,698 | 2,051 | -911 | |||
State | 2,293 | 6,196 | 3,321 | |||
Foreign | 4 | |||||
Foreign | -2,134 | -598 | -1,538 | |||
Foreign | -2,130 | -598 | -1,538 | |||
Total | 39,794 | 32,130 | 25,075 | |||
Total | -16,506 | -1,597 | -2,953 | |||
Total | $2,021 | $7,885 | $996 | $23,288 | $30,533 | $22,122 |
Note_10_Income_Taxes_Details_I1
Note 10 - Income Taxes (Details) - Income Tax Rate Reconciliation (USD $) | 3 Months Ended | 6 Months Ended | 9 Months Ended | 12 Months Ended | ||
Jun. 30, 2014 | Jun. 30, 2014 | Sep. 30, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Income Tax Rate Reconciliation [Abstract] | ||||||
Computed “expected†tax expense | $20,698,000 | $29,013,000 | $20,125,000 | |||
Change in income taxes resulting from: | ||||||
State income taxes, net of Federal income tax | 1,490,000 | 4,027,000 | 2,159,000 | |||
Foreign income tax expense (benefit) | -454,000 | 622,000 | 1,468,000 | |||
Deduction for domestic production activities | -1,444,000 | -1,361,000 | -1,277,000 | |||
R&D tax credits | -447,000 | -1,652,000 | -508,000 | |||
Other expense (benefit), net | 2,329,000 | -116,000 | 155,000 | |||
Valuation allowance change | 1,116,000 | 0 | ||||
Income tax expense | $2,021,000 | $7,885,000 | $996,000 | $23,288,000 | $30,533,000 | $22,122,000 |
Note_10_Income_Taxes_Details_T
Note 10 - Income Taxes (Details) - The Geographical Allocation of the Company’s Income (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2012 | Dec. 31, 2011 |
The Geographical Allocation of the Company’s Income [Abstract] | |||
Pre-tax income from continuing U.S. operations | $67,114 | $86,382 | $66,087 |
Pre-tax loss from continuing foreign operations | -7,978 | -3,487 | -8,587 |
Total pre-tax income from continuing operations | $59,136 | $82,895 | $57,500 |
Note_10_Income_Taxes_Details_N
Note 10 - Income Taxes (Details) - Net Deferred Income Taxes (USD $) | Jun. 02, 2011 | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | |||
Deferred tax assets: | |||
Valuation allowance | ($8,600) | ||
Deferred Taxes Current [Member] | |||
Deferred tax assets: | |||
Net operating loss carry-forward | 4,277 | 439 | |
Chargeback reserves | 5,391 | ||
Reserve for product returns | 12,255 | 3,189 | |
Inventory valuation reserve | 5,764 | 2,193 | |
Other | 8,570 | 3,325 | |
Total deferred tax assets | 36,257 | 9,146 | |
Net deferred tax assets | 36,257 | ||
Deferred tax liabilities: | |||
Prepaid expenses | -1,982 | -1,120 | |
Inventory step-up | -1,619 | ||
Other | -81 | ||
Total deferred tax liabilities | -3,601 | -1,201 | |
Net deferred income tax asset (liability) | 32,656 | 7,945 | |
Deferred Taxes Noncurrent [Member] | |||
Deferred tax assets: | |||
Net operating loss carry-forward | 16,190 | 14,061 | |
Stock-based compensation | 6,408 | 6,630 | |
Other | 192 | 1,751 | |
Total deferred tax assets | 22,790 | 22,442 | |
Valuation allowance | -1,116 | ||
Net deferred tax assets | 21,674 | ||
Deferred tax liabilities: | |||
Unamortized discount – convertible notes | -1,776 | -4,223 | |
Depreciation & amortization – tax over book | -285,022 | -16,576 | |
Total deferred tax liabilities | -286,798 | -20,799 | |
Net deferred income tax asset (liability) | ($265,124) | $1,643 |
Note_10_Income_Taxes_Details_S
Note 10 - Income Taxes (Details) - Summary of Unrecognized Tax Benefits (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Summary of Unrecognized Tax Benefits [Abstract] | |||
Balance at December 31, 2011 | $845 | $1,485 | $0 |
Additions relating to current year | 408 | 589 | 1,265 |
Additions relating to acquired entities | 456 | ||
Terminations of exposures relating to prior years | -1,229 | ||
Additions relating to prior years | 220 | ||
Balance | $1,709 | $845 | $1,485 |
Note_11_Retirement_Plan_Detail
Note 11 - Retirement Plan (Details) (USD $) | 9 Months Ended | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2010 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Compensation and Retirement Disclosure [Abstract] | ||||
Defined Contribution Plan, Cost Recognized (in Dollars) | $1.30 | $0.80 | $0.80 | |
Defined Contribution Plan, Employer Matching Contribution, Percent of Employees' Gross Pay | 25.00% | 50.00% | ||
Defined Contribution Plan, Employer Matching Contribution, Percent of Match | 6.00% | 6.00% | ||
Defined Contribution Plan Employers Matching Contribution Vesting Percentage After Two Years of Credited Service | 50.00% | |||
Defined Contribution Plan Employers Matching Contribution Vesting Percentage After Three Years of Credited Service | 100.00% |
Note_12_Segment_Information_De
Note 12 - Segment Information (Details) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Note 12 - Segment Information (Details) [Line Items] | |||
Number of Reportable Segments | 2 | ||
Outside the United States [Member] | |||
Note 12 - Segment Information (Details) [Line Items] | |||
Revenues | $16.60 | $27.30 | $29.40 |
INDIA | |||
Note 12 - Segment Information (Details) [Line Items] | |||
Revenues | $7.20 | $15.80 | $16.70 |
Note_12_Segment_Information_De1
Note 12 - Segment Information (Details) - Financial Information by Segment (USD $) | 3 Months Ended | 6 Months Ended | 9 Months Ended | 12 Months Ended | |||||||||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Jun. 30, 2014 | Sep. 30, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
REVENUES | |||||||||||||
Revenues | $227,828 | $132,732 | $141,896 | $90,622 | $84,953 | $81,892 | $77,012 | $73,854 | $232,518 | $365,250 | $593,078 | $317,711 | $256,158 |
GROSS PROFIT | |||||||||||||
Gross Profit | 128,382 | 51,734 | 67,818 | 49,656 | 46,970 | 43,697 | 42,092 | 39,145 | 117,474 | 169,208 | 297,590 | 171,904 | 148,692 |
Prescription Pharmaceuticals [Member] | |||||||||||||
REVENUES | |||||||||||||
Revenues | 542,846 | 279,911 | 223,881 | ||||||||||
GROSS PROFIT | |||||||||||||
Gross Profit | 270,197 | 151,182 | 129,884 | ||||||||||
Consumer Health [Member] | |||||||||||||
REVENUES | |||||||||||||
Revenues | 50,232 | 37,800 | 32,277 | ||||||||||
GROSS PROFIT | |||||||||||||
Gross Profit | $27,393 | $20,722 | $18,808 |
Note_12_Segment_Information_De2
Note 12 - Segment Information (Details) - Carrying Amount of Goodwill by Segment (USD $) | 12 Months Ended | ||||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2014 | Jun. 30, 2014 | Dec. 31, 2012 |
Note 12 - Segment Information (Details) - Carrying Amount of Goodwill by Segment [Line Items] | |||||
Balance | $29,831 | $32,159 | $285,080 | $190,448 | |
Acquisitions | 260,911 | ||||
Dispositions | -11,454 | ||||
Foreign currency | -514 | -2,328 | |||
Balance | 278,774 | 29,831 | 285,080 | 190,448 | |
Prescription Pharmaceuticals [Member] | |||||
Note 12 - Segment Information (Details) - Carrying Amount of Goodwill by Segment [Line Items] | |||||
Balance | 17,968 | 20,296 | |||
Acquisitions | 256,057 | ||||
Dispositions | -11,454 | ||||
Foreign currency | -514 | -2,328 | |||
Balance | 262,057 | 17,968 | |||
Consumer Health [Member] | |||||
Note 12 - Segment Information (Details) - Carrying Amount of Goodwill by Segment [Line Items] | |||||
Balance | 11,863 | 11,863 | |||
Acquisitions | 4,854 | ||||
Balance | $16,717 | $11,863 |
Note_13_Commitments_and_Contin2
Note 13 - Commitments and Contingencies (Details) (USD $) | 1 Months Ended | 0 Months Ended | 12 Months Ended | |||||
In Millions, unless otherwise specified | Jul. 31, 2014 | Oct. 17, 2012 | Jan. 02, 2014 | Jan. 02, 2014 | Dec. 31, 2014 | Dec. 31, 2015 | Mar. 31, 2015 | Dec. 31, 2011 |
Scenario, Forecast [Member] | Supply Agreement with Hospira [Member] | ||||||||
Note 13 - Commitments and Contingencies (Details) [Line Items] | ||||||||
Purchase Obligation, Future Minimum Payments, Remainder of Fiscal Year | $1.90 | |||||||
Scenario, Forecast [Member] | ||||||||
Note 13 - Commitments and Contingencies (Details) [Line Items] | ||||||||
Business Combination, Revised Additional Consideration Owed | 4 | |||||||
Business Combination Discount Rate of Additional Consideration Owed | 12.60% | |||||||
Td Vaccine [Member] | ||||||||
Note 13 - Commitments and Contingencies (Details) [Line Items] | ||||||||
Long-term Purchase Commitment, Period | 2 years | |||||||
Distribution Agreement Contract Term | 1 year | |||||||
Purchase Obligation, Due in Second Year | 4.8 | |||||||
Supply Agreement with Hospira [Member] | ||||||||
Note 13 - Commitments and Contingencies (Details) [Line Items] | ||||||||
Number of Products Related to Minimum Annual Purchase Obligations | 2 | |||||||
Betimol Acquisition [Member] | ||||||||
Note 13 - Commitments and Contingencies (Details) [Line Items] | ||||||||
Business Acquisition, Consideration, Sales Multiplier | 1.5 | 1.5 | ||||||
Payments to Acquire Businesses, Gross | 7.5 | 7.5 | 7.5 | |||||
Business Combination, Original Additional Consideration Owed | 4.5 | |||||||
Business Combination, Contingent Consideration, Liability | $4.30 |
Note_13_Commitments_and_Contin3
Note 13 - Commitments and Contingencies (Details) - Commitment Payment to Strategic Business Partners (USD $) | Dec. 31, 2014 |
In Thousands, unless otherwise specified | |
Commitment Payment to Strategic Business Partners [Abstract] | |
2015 | $12,916 |
2016 | 3,250 |
2017 | 3,202 |
2018 | 21 |
Total | $19,389 |
Note_14_Supplemental_Cash_Flow2
Note 14 - Supplemental Cash Flow Information (in thousands) (Details) - Supplemental Cash Flow Information (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Interest and taxes paid: | |||
Interest paid | $31,413 | $4,320 | $4,200 |
Income taxes paid | $6,294 | $27,450 | $21,455 |
Note_16_Business_Combinations_2
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) (USD $) | 0 Months Ended | 3 Months Ended | 6 Months Ended | 9 Months Ended | 12 Months Ended | 0 Months Ended | 1 Months Ended | ||||||||||||||||||||||
Share data in Millions, except Per Share data, unless otherwise specified | Jun. 27, 2014 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Jun. 30, 2014 | Dec. 31, 2014 | Sep. 30, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Apr. 17, 2014 | Jan. 02, 2015 | Jul. 22, 2014 | Oct. 02, 2014 | Oct. 01, 2014 | Aug. 12, 2014 | Jan. 02, 2014 | Jan. 02, 2014 | Nov. 15, 2013 | Feb. 28, 2012 | Sep. 30, 2011 | Aug. 31, 2011 | Oct. 22, 2014 | Jun. 20, 2014 |
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) [Line Items] | |||||||||||||||||||||||||||||
Business Combination, Acquisition Related Costs | $32,147,000 | $2,912,000 | $9,155,000 | ||||||||||||||||||||||||||
Revenue, Net | 227,828,000 | 132,732,000 | 141,896,000 | 90,622,000 | 84,953,000 | 81,892,000 | 77,012,000 | 73,854,000 | 232,518,000 | 365,250,000 | 593,078,000 | 317,711,000 | 256,158,000 | ||||||||||||||||
Number of Products Divested | 1 | ||||||||||||||||||||||||||||
Gain (Loss) on Disposition of Business | 9,000,000 | ||||||||||||||||||||||||||||
Business Combination Amount of Deferred Tax Liability Reversed Against Goodwill | 700,000 | ||||||||||||||||||||||||||||
Business Acquisition Percentage Not Exceeded Of Voting Interests Acquired | 20.00% | ||||||||||||||||||||||||||||
Available-for-sale Securities | 8,391,000 | 8,391,000 | 8,391,000 | ||||||||||||||||||||||||||
Available-for-sale Securities, Current | 7,268,000 | 7,268,000 | 7,268,000 | ||||||||||||||||||||||||||
Other Nonoperating Income (Expense) [Member] | Watson Product Disposition [Member] | |||||||||||||||||||||||||||||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) [Line Items] | |||||||||||||||||||||||||||||
Gain (Loss) on Disposition of Business | 16,800,000 | ||||||||||||||||||||||||||||
Subsequent Event [Member] | Excelvision [Member] | |||||||||||||||||||||||||||||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) [Line Items] | |||||||||||||||||||||||||||||
Payments to Acquire Businesses, Gross | 25,900,000 | ||||||||||||||||||||||||||||
Rifampin [Member] | VersaPharm [Member] | |||||||||||||||||||||||||||||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) [Line Items] | |||||||||||||||||||||||||||||
Gain (Loss) on Disposition of Other Assets | 1,000,000 | ||||||||||||||||||||||||||||
Other Nonoperating Income | 800,000 | ||||||||||||||||||||||||||||
VersaPharm Products [Member] | VersaPharm [Member] | |||||||||||||||||||||||||||||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) [Line Items] | |||||||||||||||||||||||||||||
Revenue, Net | 21,700,000 | ||||||||||||||||||||||||||||
Hi-Tech Products [Member] | Hi-Tech Pharmacal Co., Inc [Member] | |||||||||||||||||||||||||||||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) [Line Items] | |||||||||||||||||||||||||||||
Revenue, Net | 176,900,000 | ||||||||||||||||||||||||||||
Lidocaine/Prilocaine Topical Cream [Member] | Watson Laboratories, Inc. [Member] | |||||||||||||||||||||||||||||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) [Line Items] | |||||||||||||||||||||||||||||
Disposal Group, Including Discontinued Operation, Revenue | 1,500,000 | 6,800,000 | |||||||||||||||||||||||||||
Zioptan [Member] | Licensing Agreements [Member] | |||||||||||||||||||||||||||||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) [Line Items] | |||||||||||||||||||||||||||||
Business Combination, Consideration Transferred | 11,200,000 | ||||||||||||||||||||||||||||
Zioptan [Member] | |||||||||||||||||||||||||||||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) [Line Items] | |||||||||||||||||||||||||||||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 10 years | ||||||||||||||||||||||||||||
Product Acquisition Transitional Period | 2 years | ||||||||||||||||||||||||||||
Before Discount [Member] | Lloyd Animal Health Products [Member] | |||||||||||||||||||||||||||||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) [Line Items] | |||||||||||||||||||||||||||||
Business Combination, Contingent Consideration, Liability | 2,000,000 | ||||||||||||||||||||||||||||
Before Discount [Member] | Betimol Acquisition [Member] | |||||||||||||||||||||||||||||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) [Line Items] | |||||||||||||||||||||||||||||
Business Combination, Contingent Consideration, Liability | 4,500,000 | 4,500,000 | 4,500,000 | ||||||||||||||||||||||||||
After Discount [Member] | Lloyd Animal Health Products [Member] | |||||||||||||||||||||||||||||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) [Line Items] | |||||||||||||||||||||||||||||
Business Combination, Contingent Consideration, Liability | 1,900,000 | ||||||||||||||||||||||||||||
After Discount [Member] | Betimol Acquisition [Member] | |||||||||||||||||||||||||||||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) [Line Items] | |||||||||||||||||||||||||||||
Business Combination, Contingent Consideration, Liability | 4,000,000 | 4,000,000 | 4,000,000 | ||||||||||||||||||||||||||
Marketed Under Abbreviated New Drug Applications [Member] | Watson Laboratories, Inc. [Member] | |||||||||||||||||||||||||||||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) [Line Items] | |||||||||||||||||||||||||||||
Number of Products Divested | 3 | ||||||||||||||||||||||||||||
Marketed Under a New Drug Application [Member] | Watson Laboratories, Inc. [Member] | |||||||||||||||||||||||||||||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) [Line Items] | |||||||||||||||||||||||||||||
Number of Products Divested | 1 | ||||||||||||||||||||||||||||
Before Adjustment [Member] | Kilitch Drugs Limited [Member] | |||||||||||||||||||||||||||||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) [Line Items] | |||||||||||||||||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Deferred Tax Liabilities Noncurrent | 1,400,000 | ||||||||||||||||||||||||||||
After Adjustment [Member] | Kilitch Drugs Limited [Member] | |||||||||||||||||||||||||||||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) [Line Items] | |||||||||||||||||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Deferred Tax Liabilities Noncurrent | 700,000 | ||||||||||||||||||||||||||||
Term Loan [Member] | Hi-Tech Pharmacal Co., Inc [Member] | JPMorgan [Member] | |||||||||||||||||||||||||||||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) [Line Items] | |||||||||||||||||||||||||||||
Debt Instrument, Face Amount | 600,000,000 | ||||||||||||||||||||||||||||
Licensing Agreements [Member] | VersaPharm [Member] | |||||||||||||||||||||||||||||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) [Line Items] | |||||||||||||||||||||||||||||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 11 years 146 days | ||||||||||||||||||||||||||||
Licensing Agreements [Member] | Hi-Tech Pharmacal Co., Inc [Member] | |||||||||||||||||||||||||||||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) [Line Items] | |||||||||||||||||||||||||||||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 15 years 255 days | ||||||||||||||||||||||||||||
Other Intangible Assets [Member] | VersaPharm [Member] | |||||||||||||||||||||||||||||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) [Line Items] | |||||||||||||||||||||||||||||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 11 years | ||||||||||||||||||||||||||||
Trademarks [Member] | VersaPharm [Member] | |||||||||||||||||||||||||||||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) [Line Items] | |||||||||||||||||||||||||||||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 3 years | ||||||||||||||||||||||||||||
Trademarks [Member] | Hi-Tech Pharmacal Co., Inc [Member] | |||||||||||||||||||||||||||||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) [Line Items] | |||||||||||||||||||||||||||||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 9 years | ||||||||||||||||||||||||||||
Customer Relationships [Member] | Hi-Tech Pharmacal Co., Inc [Member] | |||||||||||||||||||||||||||||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) [Line Items] | |||||||||||||||||||||||||||||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 1 year | ||||||||||||||||||||||||||||
Convertible Debt [Member] | Aciex Agreement [Member] | |||||||||||||||||||||||||||||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) [Line Items] | |||||||||||||||||||||||||||||
Payments for (Proceeds from) Other Investing Activities | 400,000 | 400,000 | |||||||||||||||||||||||||||
Minimum [Member] | Kilitch Drugs Limited [Member] | |||||||||||||||||||||||||||||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) [Line Items] | |||||||||||||||||||||||||||||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 4 years | ||||||||||||||||||||||||||||
Maximum [Member] | Kilitch Drugs Limited [Member] | |||||||||||||||||||||||||||||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) [Line Items] | |||||||||||||||||||||||||||||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 5 years | ||||||||||||||||||||||||||||
Watson Product Disposition [Member] | Hi-Tech Pharmacal Co., Inc [Member] | |||||||||||||||||||||||||||||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) [Line Items] | |||||||||||||||||||||||||||||
Duration of Production | 2 years | ||||||||||||||||||||||||||||
Incremental Term Loan Agreement [Member] | VersaPharm [Member] | JPMorgan [Member] | |||||||||||||||||||||||||||||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) [Line Items] | |||||||||||||||||||||||||||||
Debt Instrument, Face Amount | 445,000,000 | ||||||||||||||||||||||||||||
Excelvision [Member] | |||||||||||||||||||||||||||||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) [Line Items] | |||||||||||||||||||||||||||||
Business Combination, Consideration Transferred | 21,700,000 | ||||||||||||||||||||||||||||
Business Combination, Acquisition Related Costs | 300,000 | ||||||||||||||||||||||||||||
Lloyd Animal Health Products [Member] | |||||||||||||||||||||||||||||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) [Line Items] | |||||||||||||||||||||||||||||
Business Combination, Consideration Transferred | 18,000,000 | ||||||||||||||||||||||||||||
Payments to Acquire Businesses, Gross | 16,100,000 | ||||||||||||||||||||||||||||
Business Combination, Contingent Consideration, Liability | 1,900,000 | ||||||||||||||||||||||||||||
Business Combination Discount Rate of Additional Consideration Owed | 4.50% | ||||||||||||||||||||||||||||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 10 years 255 days | ||||||||||||||||||||||||||||
Xopenex Inhalation Solutions [Member] | |||||||||||||||||||||||||||||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) [Line Items] | |||||||||||||||||||||||||||||
Business Combination, Consideration Transferred | 45,000,000 | ||||||||||||||||||||||||||||
Payments to Acquire Businesses, Gross | 41,500,000 | ||||||||||||||||||||||||||||
Business Combination, Acquisition Related Costs | 700,000 | ||||||||||||||||||||||||||||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 10 years | ||||||||||||||||||||||||||||
VersaPharm [Member] | |||||||||||||||||||||||||||||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) [Line Items] | |||||||||||||||||||||||||||||
Business Combination, Consideration Transferred | 433,000,000 | ||||||||||||||||||||||||||||
Payments to Acquire Businesses, Gross | 440,000,000 | ||||||||||||||||||||||||||||
Business Combination, Acquisition Related Costs | 8,100,000 | ||||||||||||||||||||||||||||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 11 years 146 days | ||||||||||||||||||||||||||||
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustment, Consideration Transferred | 7,000,000 | ||||||||||||||||||||||||||||
Pre Existing Goodwill Asset | 43,200,000 | 43,200,000 | 43,200,000 | ||||||||||||||||||||||||||
Hi-Tech Pharmacal Co., Inc [Member] | |||||||||||||||||||||||||||||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) [Line Items] | |||||||||||||||||||||||||||||
Business Combination, Consideration Transferred | 650,000,000 | ||||||||||||||||||||||||||||
Business Combination, Acquisition Related Costs | 21,300,000 | 1,600,000 | |||||||||||||||||||||||||||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 15 years 219 days | ||||||||||||||||||||||||||||
Business Acquisition, Share Price (in Dollars per share) | $43.50 | ||||||||||||||||||||||||||||
Payments to Acquire Businesses, Net of Cash Acquired | 44,600,000 | ||||||||||||||||||||||||||||
Business Acquisition, Goodwill, Expected Tax Deductible Amount | 18,900,000 | 18,900,000 | 18,900,000 | ||||||||||||||||||||||||||
Business Acquisition, Percentage of Voting Interests Acquired | 50.00% | ||||||||||||||||||||||||||||
Betimol Acquisition [Member] | |||||||||||||||||||||||||||||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) [Line Items] | |||||||||||||||||||||||||||||
Business Combination, Consideration Transferred | 11,500,000 | ||||||||||||||||||||||||||||
Payments to Acquire Businesses, Gross | 7,500,000 | 7,500,000 | 7,500,000 | ||||||||||||||||||||||||||
Business Combination, Contingent Consideration, Liability | 4,300,000 | 4,300,000 | 4,300,000 | ||||||||||||||||||||||||||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 15 years | ||||||||||||||||||||||||||||
Duration of Production | 2 years | ||||||||||||||||||||||||||||
Business Acquisition, Consideration, Sales Multiplier | 1.5 | 1.5 | |||||||||||||||||||||||||||
Business Acquisition, Duration Following the First Year Post-Acquisition | 60 days | ||||||||||||||||||||||||||||
Business Combination, Contingent Consideration Arrangements, Range of Outcomes, Value, High | 2,000,000 | 2,000,000 | |||||||||||||||||||||||||||
Business Combination, Contingent Consideration Arrangements, Triggering Sales Amount | 14,000,000 | 14,000,000 | |||||||||||||||||||||||||||
Business Combination, Contingent Consideration Arrangements, Triggering Duration | 1 year | ||||||||||||||||||||||||||||
Business Combination, Contingent Consideration Arrangements, Triggering Duration Span | 5 years | ||||||||||||||||||||||||||||
Business Combination, Contingent Consideration Arrangements, Range of Outcomes, Value, Low | 0 | 0 | |||||||||||||||||||||||||||
Business Combination, Contingent Consideration Arrangements, Change in Amount of Contingent Consideration, Liability | 300,000 | ||||||||||||||||||||||||||||
Merck Acquisition [Member] | Inspire Pharmaceuticals [Member] | |||||||||||||||||||||||||||||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) [Line Items] | |||||||||||||||||||||||||||||
Business Combination, Number of Products | 3 | ||||||||||||||||||||||||||||
Merck Acquisition [Member] | |||||||||||||||||||||||||||||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) [Line Items] | |||||||||||||||||||||||||||||
Business Combination, Consideration Transferred | 52,800,000 | 52,800,000 | |||||||||||||||||||||||||||
Business Combination, Number of Products | 2 | ||||||||||||||||||||||||||||
Finite-lived Intangible Assets, Amortization Period for Tax Purposes | 15 years | ||||||||||||||||||||||||||||
Kilitch Drugs Limited [Member] | |||||||||||||||||||||||||||||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) [Line Items] | |||||||||||||||||||||||||||||
Business Combination, Consideration Transferred | 55,200,000 | ||||||||||||||||||||||||||||
Payments to Acquire Businesses, Gross | 60,100,000 | ||||||||||||||||||||||||||||
Business Combination, Contingent Consideration, Liability | 500,000 | ||||||||||||||||||||||||||||
Business Combination, Base Consideration | 51,200,000 | ||||||||||||||||||||||||||||
Business Combination, Reimbursements for Capital Expenditures | 4,000,000 | ||||||||||||||||||||||||||||
Business Combination, Compensation for Milestones Achieved | 7,300,000 | ||||||||||||||||||||||||||||
Business Combination, Stamp Duties Paid for Land and Buildings | 1,600,000 | ||||||||||||||||||||||||||||
Business Combination, Assets Acquired Construction in Progress | 14,200,000 | ||||||||||||||||||||||||||||
Business Combination Assets Acquired Plant and Equipment | 8,500,000 | ||||||||||||||||||||||||||||
Business Combination, Assets Acquired Property | 2,600,000 | ||||||||||||||||||||||||||||
Business Combination, Assets Acquired, Accounts Receivable | 2,100,000 | ||||||||||||||||||||||||||||
Business Combination, Assets Acquired, Inventory | 1,800,000 | ||||||||||||||||||||||||||||
Product Licensing Rights | 2,800,000 | 2,700,000 | 800,000 | ||||||||||||||||||||||||||
Aciex Agreement [Member] | |||||||||||||||||||||||||||||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) [Line Items] | |||||||||||||||||||||||||||||
Business Combination, Consideration Transferred | 10,800,000 | ||||||||||||||||||||||||||||
Payments to Acquire Additional Interest in Subsidiaries | 2,000,000 | 8,000,000 | |||||||||||||||||||||||||||
Shares Received on Disposition of Assets (in Shares) | 4.3 | ||||||||||||||||||||||||||||
Shares Sold (in Shares) | 0.2 | ||||||||||||||||||||||||||||
Shares Sold Value | 600,000 | ||||||||||||||||||||||||||||
Available-for-sale Securities, Gross Unrealized Gain (Loss) | 1,100,000 | ||||||||||||||||||||||||||||
Available-for-sale Securities | 8,400,000 | 8,400,000 | 8,400,000 | ||||||||||||||||||||||||||
Available-for-sale Securities, Current | 7,200,000 | 7,200,000 | 7,200,000 | ||||||||||||||||||||||||||
Current Asset Period | 1 year | ||||||||||||||||||||||||||||
Available-for-sale Securities, Noncurrent | 1,200,000 | 1,200,000 | 1,200,000 | ||||||||||||||||||||||||||
ECR Pharmaceuticals Divestiture [Member] | |||||||||||||||||||||||||||||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) [Line Items] | |||||||||||||||||||||||||||||
Number of Products Divested | 3 | ||||||||||||||||||||||||||||
Disposal Group, Including Discontinued Operation, Revenue | 3,400,000 | ||||||||||||||||||||||||||||
Gain (Loss) on Disposition of Business | 900,000 | ||||||||||||||||||||||||||||
Disposal Group, Including Discontinued Operation, Consideration | 41,000,000 | 41,000,000 | 41,000,000 | 41,000,000 | |||||||||||||||||||||||||
Income (Loss) from Discontinued Operations, Net of Tax, Including Portion Attributable to Noncontrolling Interest | ($500,000) | ||||||||||||||||||||||||||||
Hi-Tech Pharmacal Co., Inc [Member] | |||||||||||||||||||||||||||||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) [Line Items] | |||||||||||||||||||||||||||||
Common Stock, Par or Stated Value Per Share (in Dollars per share) | $0.01 | ||||||||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in Dollars per share) | $43.50 |
Note_16_Business_Combinations_3
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) - Consideration Paid for the Lloyd Animal Health Products Acquisition and the Fair Value of the Acquired Assets and Assumed Liabilities (Lloyd Animal Health Products [Member], USD $) | 0 Months Ended | |
In Millions, unless otherwise specified | Oct. 02, 2014 | Oct. 02, 2014 |
Lloyd Animal Health Products [Member] | ||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) - Consideration Paid for the Lloyd Animal Health Products Acquisition and the Fair Value of the Acquired Assets and Assumed Liabilities [Line Items] | ||
Amount of cash paid | $16.10 | |
Fair value of contingent payment | 1.9 | 1.9 |
Total consideration at closing | 18 | |
Accounts receivable | 0.1 | 0.1 |
Inventory | 2.5 | 2.5 |
Product licensing rights | 10 | 10 |
IPR&D | 5.5 | 5.5 |
Accounts payable assumed | -0.1 | -0.1 |
Fair value of assets acquired | $18 |
Note_16_Business_Combinations_4
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) - Consideration Paid for Xopenex adn the Fair Value of the Acquired Assets and Assumed Liabilities (Xopenex Acquisition [Member], USD $) | 0 Months Ended |
In Millions, unless otherwise specified | Oct. 02, 2014 |
Xopenex Acquisition [Member] | |
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) - Consideration Paid for Xopenex adn the Fair Value of the Acquired Assets and Assumed Liabilities [Line Items] | |
Amount of cash paid | $41.50 |
Product returns and reserves assumed | 3.5 |
Total consideration at closing | 45 |
Accounts Receivable, net (product returns and reserves assumed) | -3.5 |
Inventory | 6.3 |
Product licensing rights | 38.7 |
Fair value of net assets acquired | $41.50 |
Note_16_Business_Combinations_5
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) - Consideration for Acquired Business (USD $) | 12 Months Ended | 0 Months Ended | 1 Months Ended | 0 Months Ended | |||||||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Aug. 12, 2014 | Apr. 17, 2014 | Feb. 28, 2012 | Aug. 12, 2014 | Apr. 17, 2014 | Feb. 28, 2012 | Sep. 30, 2014 | Jun. 30, 2014 | |
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) - Consideration for Acquired Business [Line Items] | |||||||||||
Acquisition related expense | $32,147,000 | $2,912,000 | $9,155,000 | ||||||||
Goodwill | 278,774,000 | 29,831,000 | 32,159,000 | 285,080,000 | 190,448,000 | ||||||
Cash Paid To VersaPharm Stockholder [Member] | Initial Fair Valuation [Member] | VersaPharm [Member] | |||||||||||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) - Consideration for Acquired Business [Line Items] | |||||||||||
Amount of cash paid | 322,700,000 | ||||||||||
Cash Paid To VersaPharm Stockholder [Member] | Adjusted Fair Valuation [Member] | VersaPharm [Member] | |||||||||||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) - Consideration for Acquired Business [Line Items] | |||||||||||
Amount of cash paid | 322,700,000 | ||||||||||
Cash Paid To VersaPharm Option Holders [Member] | Initial Fair Valuation [Member] | VersaPharm [Member] | |||||||||||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) - Consideration for Acquired Business [Line Items] | |||||||||||
Amount of cash paid | 14,200,000 | ||||||||||
Cash Paid To VersaPharm Option Holders [Member] | Adjusted Fair Valuation [Member] | VersaPharm [Member] | |||||||||||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) - Consideration for Acquired Business [Line Items] | |||||||||||
Amount of cash paid | 14,200,000 | ||||||||||
Cash Paid To Escrow [Member] | Initial Fair Valuation [Member] | VersaPharm [Member] | |||||||||||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) - Consideration for Acquired Business [Line Items] | |||||||||||
Amount of cash paid | 10,300,000 | ||||||||||
Cash Paid To Escrow [Member] | Adjusted Fair Valuation [Member] | VersaPharm [Member] | |||||||||||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) - Consideration for Acquired Business [Line Items] | |||||||||||
Amount of cash paid | 10,300,000 | ||||||||||
Cash Paid To Paid To Previous Owners Of VersaPharm [Member] | Initial Fair Valuation [Member] | VersaPharm [Member] | |||||||||||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) - Consideration for Acquired Business [Line Items] | |||||||||||
Amount of cash paid | 3,400,000 | ||||||||||
Cash Paid To Paid To Previous Owners Of VersaPharm [Member] | Adjusted Fair Valuation [Member] | VersaPharm [Member] | |||||||||||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) - Consideration for Acquired Business [Line Items] | |||||||||||
Amount of cash paid | 3,400,000 | ||||||||||
Equity Consideration Paid At Closing [Member] | Initial Fair Valuation [Member] | VersaPharm [Member] | |||||||||||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) - Consideration for Acquired Business [Line Items] | |||||||||||
Amount of cash paid | 350,600,000 | ||||||||||
Equity Consideration Paid At Closing [Member] | Adjusted Fair Valuation [Member] | VersaPharm [Member] | |||||||||||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) - Consideration for Acquired Business [Line Items] | |||||||||||
Amount of cash paid | 350,600,000 | ||||||||||
Debt Payoff [Member] | Initial Fair Valuation [Member] | VersaPharm [Member] | |||||||||||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) - Consideration for Acquired Business [Line Items] | |||||||||||
Amount of cash paid | 82,400,000 | ||||||||||
Debt Payoff [Member] | Adjusted Fair Valuation [Member] | VersaPharm [Member] | |||||||||||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) - Consideration for Acquired Business [Line Items] | |||||||||||
Amount of cash paid | 82,400,000 | ||||||||||
Cash Paid to Hi-Tech Stockholders [Member] | Initial Fair Valuation [Member] | Hi-Tech Pharmacal Co., Inc [Member] | |||||||||||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) - Consideration for Acquired Business [Line Items] | |||||||||||
Amount of cash paid | 605,000,000 | ||||||||||
Cash Paid to Hi-Tech Stockholders [Member] | Adjusted Fair Valuation [Member] | Hi-Tech Pharmacal Co., Inc [Member] | |||||||||||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) - Consideration for Acquired Business [Line Items] | |||||||||||
Amount of cash paid | 605,000,000 | ||||||||||
Cash Paid to Vested Hi-Tech Option Holders [Member] | Initial Fair Valuation [Member] | Hi-Tech Pharmacal Co., Inc [Member] | |||||||||||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) - Consideration for Acquired Business [Line Items] | |||||||||||
Amount of cash paid | 40,500,000 | ||||||||||
Cash Paid to Vested Hi-Tech Option Holders [Member] | Adjusted Fair Valuation [Member] | Hi-Tech Pharmacal Co., Inc [Member] | |||||||||||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) - Consideration for Acquired Business [Line Items] | |||||||||||
Amount of cash paid | 40,500,000 | ||||||||||
Cash Paid to Key Executives [Member] | Initial Fair Valuation [Member] | Hi-Tech Pharmacal Co., Inc [Member] | |||||||||||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) - Consideration for Acquired Business [Line Items] | |||||||||||
Amount of cash paid | 4,100,000 | ||||||||||
Cash Paid to Key Executives [Member] | Adjusted Fair Valuation [Member] | Hi-Tech Pharmacal Co., Inc [Member] | |||||||||||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) - Consideration for Acquired Business [Line Items] | |||||||||||
Amount of cash paid | 4,100,000 | ||||||||||
Stamp Duties Paid for Transfer of Land and Buildings [Member] | Initial Fair Valuation [Member] | Kilitch Drugs Limited [Member] | |||||||||||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) - Consideration for Acquired Business [Line Items] | |||||||||||
Acquisition related expense | 1,600,000 | ||||||||||
Stamp Duties Paid for Transfer of Land and Buildings [Member] | Adjusted Fair Valuation [Member] | Kilitch Drugs Limited [Member] | |||||||||||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) - Consideration for Acquired Business [Line Items] | |||||||||||
Acquisition related expense | 1,600,000 | ||||||||||
Acquisition Related Compensation Expense [Member] | Initial Fair Valuation [Member] | Kilitch Drugs Limited [Member] | |||||||||||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) - Consideration for Acquired Business [Line Items] | |||||||||||
Acquisition related expense | 6,700,000 | ||||||||||
Acquisition Related Compensation Expense [Member] | Change In Estimate [Member] | Kilitch Drugs Limited [Member] | |||||||||||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) - Consideration for Acquired Business [Line Items] | |||||||||||
Acquisition related expense | 500,000 | ||||||||||
Acquisition Related Compensation Expense [Member] | Adjusted Fair Valuation [Member] | Kilitch Drugs Limited [Member] | |||||||||||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) - Consideration for Acquired Business [Line Items] | |||||||||||
Acquisition related expense | 7,200,000 | ||||||||||
Due Diligence, Legal, Travel, and Other Acquistion Related Costs [Member] | Initial Fair Valuation [Member] | Kilitch Drugs Limited [Member] | |||||||||||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) - Consideration for Acquired Business [Line Items] | |||||||||||
Acquisition related expense | 600,000 | ||||||||||
Due Diligence, Legal, Travel, and Other Acquistion Related Costs [Member] | Change In Estimate [Member] | Kilitch Drugs Limited [Member] | |||||||||||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) - Consideration for Acquired Business [Line Items] | |||||||||||
Acquisition related expense | 100,000 | ||||||||||
Due Diligence, Legal, Travel, and Other Acquistion Related Costs [Member] | Adjusted Fair Valuation [Member] | Kilitch Drugs Limited [Member] | |||||||||||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) - Consideration for Acquired Business [Line Items] | |||||||||||
Acquisition related expense | 700,000 | ||||||||||
Trademarks [Member] | Initial Fair Valuation [Member] | VersaPharm [Member] | |||||||||||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) - Consideration for Acquired Business [Line Items] | |||||||||||
Intangible assets | 1,000,000 | 1,000,000 | |||||||||
Trademarks [Member] | Initial Fair Valuation [Member] | Hi-Tech Pharmacal Co., Inc [Member] | |||||||||||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) - Consideration for Acquired Business [Line Items] | |||||||||||
Intangible assets | 5,500,000 | 5,500,000 | |||||||||
Trademarks [Member] | Adjusted Fair Valuation [Member] | VersaPharm [Member] | |||||||||||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) - Consideration for Acquired Business [Line Items] | |||||||||||
Intangible assets | 1,000,000 | 1,000,000 | |||||||||
Trademarks [Member] | Adjusted Fair Valuation [Member] | Hi-Tech Pharmacal Co., Inc [Member] | |||||||||||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) - Consideration for Acquired Business [Line Items] | |||||||||||
Intangible assets | 5,500,000 | 5,500,000 | |||||||||
Product Licensing Rights [Member] | Initial Fair Valuation [Member] | VersaPharm [Member] | |||||||||||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) - Consideration for Acquired Business [Line Items] | |||||||||||
Intangible assets | 250,800,000 | 250,800,000 | |||||||||
Product Licensing Rights [Member] | Initial Fair Valuation [Member] | Hi-Tech Pharmacal Co., Inc [Member] | |||||||||||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) - Consideration for Acquired Business [Line Items] | |||||||||||
Intangible assets | 343,500,000 | 343,500,000 | |||||||||
Product Licensing Rights [Member] | Adjusted Fair Valuation [Member] | VersaPharm [Member] | |||||||||||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) - Consideration for Acquired Business [Line Items] | |||||||||||
Intangible assets | 250,800,000 | 250,800,000 | |||||||||
Product Licensing Rights [Member] | Adjusted Fair Valuation [Member] | Hi-Tech Pharmacal Co., Inc [Member] | |||||||||||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) - Consideration for Acquired Business [Line Items] | |||||||||||
Intangible assets | 343,500,000 | 343,500,000 | |||||||||
Intangibles Other [Member] | Initial Fair Valuation [Member] | VersaPharm [Member] | |||||||||||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) - Consideration for Acquired Business [Line Items] | |||||||||||
Intangible assets | 5,200,000 | 5,200,000 | |||||||||
Intangibles Other [Member] | Adjusted Fair Valuation [Member] | VersaPharm [Member] | |||||||||||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) - Consideration for Acquired Business [Line Items] | |||||||||||
Intangible assets | 5,200,000 | 5,200,000 | |||||||||
IPR&D [Member] | Initial Fair Valuation [Member] | VersaPharm [Member] | |||||||||||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) - Consideration for Acquired Business [Line Items] | |||||||||||
Intangible assets | 215,900,000 | 215,900,000 | |||||||||
IPR&D [Member] | Initial Fair Valuation [Member] | Hi-Tech Pharmacal Co., Inc [Member] | |||||||||||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) - Consideration for Acquired Business [Line Items] | |||||||||||
Intangible assets | 9,400,000 | 9,400,000 | |||||||||
IPR&D [Member] | Adjusted Fair Valuation [Member] | VersaPharm [Member] | |||||||||||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) - Consideration for Acquired Business [Line Items] | |||||||||||
Intangible assets | 215,900,000 | 215,900,000 | |||||||||
IPR&D [Member] | Adjusted Fair Valuation [Member] | Hi-Tech Pharmacal Co., Inc [Member] | |||||||||||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) - Consideration for Acquired Business [Line Items] | |||||||||||
Intangible assets | 9,400,000 | 9,400,000 | |||||||||
Customer Relationships [Member] | Initial Fair Valuation [Member] | Hi-Tech Pharmacal Co., Inc [Member] | |||||||||||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) - Consideration for Acquired Business [Line Items] | |||||||||||
Intangible assets | 300,000 | 300,000 | |||||||||
Customer Relationships [Member] | Adjusted Fair Valuation [Member] | Hi-Tech Pharmacal Co., Inc [Member] | |||||||||||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) - Consideration for Acquired Business [Line Items] | |||||||||||
Intangible assets | 300,000 | 300,000 | |||||||||
Other Intangible Assets [Member] | Initial Fair Valuation [Member] | Kilitch Drugs Limited [Member] | |||||||||||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) - Consideration for Acquired Business [Line Items] | |||||||||||
Intangible assets | 5,800,000 | 5,800,000 | |||||||||
Other Intangible Assets [Member] | Change In Estimate [Member] | Kilitch Drugs Limited [Member] | |||||||||||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) - Consideration for Acquired Business [Line Items] | |||||||||||
Intangible assets | 100,000 | 100,000 | |||||||||
Other Intangible Assets [Member] | Adjusted Fair Valuation [Member] | Kilitch Drugs Limited [Member] | |||||||||||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) - Consideration for Acquired Business [Line Items] | |||||||||||
Intangible assets | 5,900,000 | 5,900,000 | |||||||||
Initial Fair Valuation [Member] | VersaPharm [Member] | |||||||||||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) - Consideration for Acquired Business [Line Items] | |||||||||||
Amount of cash paid | 433,000,000 | ||||||||||
Cash and cash equivalents | 100,000 | 100,000 | |||||||||
Accounts receivable | 10,000,000 | 10,000,000 | |||||||||
Inventory | 20,900,000 | 20,900,000 | |||||||||
Other current assets | 2,800,000 | 2,800,000 | |||||||||
Property and equipment | 1,500,000 | 1,500,000 | |||||||||
Goodwill | 90,600,000 | 90,600,000 | |||||||||
Total assets acquired | 598,800,000 | 598,800,000 | |||||||||
Assumed current liabilities | -18,300,000 | -18,300,000 | |||||||||
Assumed non-current liabilities | -76,000,000 | -76,000,000 | |||||||||
Deferred tax liabilities | -153,900,000 | -153,900,000 | |||||||||
Total liabilities assumed | -248,200,000 | -248,200,000 | |||||||||
Total | 350,600,000 | 350,600,000 | |||||||||
Initial Fair Valuation [Member] | Hi-Tech Pharmacal Co., Inc [Member] | |||||||||||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) - Consideration for Acquired Business [Line Items] | |||||||||||
Amount of cash paid | 649,600,000 | ||||||||||
Cash and cash equivalents | 89,700,000 | 89,700,000 | |||||||||
Accounts receivable | 57,300,000 | 57,300,000 | |||||||||
Inventory | 53,700,000 | 53,700,000 | |||||||||
Other current assets | 20,600,000 | 20,600,000 | |||||||||
Property and equipment | 45,500,000 | 45,500,000 | |||||||||
Goodwill | 171,500,000 | 171,500,000 | |||||||||
Other non-current assets | 600,000 | 600,000 | |||||||||
Total assets acquired | 797,800,000 | 797,800,000 | |||||||||
Assumed current liabilities | -23,500,000 | -23,500,000 | |||||||||
Assumed non-current liabilities | -2,800,000 | -2,800,000 | |||||||||
Deferred tax liabilities | -121,900,000 | -121,900,000 | |||||||||
Total liabilities assumed | -148,200,000 | -148,200,000 | |||||||||
Total | 649,600,000 | 649,600,000 | |||||||||
Initial Fair Valuation [Member] | Kilitch Drugs Limited [Member] | |||||||||||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) - Consideration for Acquired Business [Line Items] | |||||||||||
Amount of cash paid | 55,200,000 | ||||||||||
Less working capital shortfall refunded by sellers | -900,000 | -900,000 | |||||||||
54,300,000 | |||||||||||
Acquisition related expense | 8,900,000 | ||||||||||
Accounts receivable | 2,100,000 | 2,100,000 | |||||||||
Inventory | 1,800,000 | 1,800,000 | |||||||||
Land | 3,700,000 | 3,700,000 | |||||||||
Other current assets | 100,000 | 100,000 | |||||||||
Property and equipment | 8,500,000 | 8,500,000 | |||||||||
Construction in progress | 14,200,000 | ||||||||||
Goodwill | 21,600,000 | 21,600,000 | |||||||||
Deferred tax liabilities | -1,400,000 | -1,400,000 | |||||||||
Total liabilities assumed | -2,100,000 | -2,100,000 | |||||||||
Total | 54,300,000 | 54,300,000 | |||||||||
Change In Estimate [Member] | VersaPharm [Member] | |||||||||||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) - Consideration for Acquired Business [Line Items] | |||||||||||
Accounts receivable | 1,000,000 | 1,000,000 | |||||||||
Inventory | -200,000 | -200,000 | |||||||||
Other current assets | 4,800,000 | 4,800,000 | |||||||||
Goodwill | 800,000 | 800,000 | |||||||||
Total assets acquired | 6,400,000 | 6,400,000 | |||||||||
Assumed current liabilities | -600,000 | -600,000 | |||||||||
Deferred tax liabilities | -5,800,000 | -5,800,000 | |||||||||
Total liabilities assumed | -6,400,000 | -6,400,000 | |||||||||
Change In Estimate [Member] | Hi-Tech Pharmacal Co., Inc [Member] | |||||||||||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) - Consideration for Acquired Business [Line Items] | |||||||||||
Accounts receivable | -5,700,000 | -5,700,000 | |||||||||
Inventory | -700,000 | -700,000 | |||||||||
Other current assets | 13,100,000 | 13,100,000 | |||||||||
Property and equipment | -2,000,000 | -2,000,000 | |||||||||
Goodwill | -2,000,000 | -2,000,000 | |||||||||
Total assets acquired | 2,700,000 | 2,700,000 | |||||||||
Assumed current liabilities | 1,700,000 | 1,700,000 | |||||||||
Assumed non-current liabilities | -200,000 | -200,000 | |||||||||
Deferred tax liabilities | -4,200,000 | -4,200,000 | |||||||||
Total liabilities assumed | -2,700,000 | -2,700,000 | |||||||||
Change In Estimate [Member] | Kilitch Drugs Limited [Member] | |||||||||||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) - Consideration for Acquired Business [Line Items] | |||||||||||
Less working capital shortfall refunded by sellers | -100,000 | -100,000 | |||||||||
-100,000 | |||||||||||
Acquisition related expense | 600,000 | ||||||||||
Land | -1,100,000 | -1,100,000 | |||||||||
Goodwill | 1,000,000 | 1,000,000 | |||||||||
Deferred tax liabilities | 700,000 | 700,000 | |||||||||
Total liabilities assumed | -800,000 | -800,000 | |||||||||
Total | -100,000 | -100,000 | |||||||||
Adjusted Fair Valuation [Member] | VersaPharm [Member] | |||||||||||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) - Consideration for Acquired Business [Line Items] | |||||||||||
Amount of cash paid | 433,000,000 | ||||||||||
Cash and cash equivalents | 100,000 | 100,000 | |||||||||
Accounts receivable | 11,000,000 | 11,000,000 | |||||||||
Inventory | 20,700,000 | 20,700,000 | |||||||||
Other current assets | 7,600,000 | 7,600,000 | |||||||||
Property and equipment | 1,500,000 | 1,500,000 | |||||||||
Goodwill | 91,400,000 | 91,400,000 | |||||||||
Total assets acquired | 605,200,000 | 605,200,000 | |||||||||
Assumed current liabilities | -18,900,000 | -18,900,000 | |||||||||
Assumed non-current liabilities | -76,000,000 | -76,000,000 | |||||||||
Deferred tax liabilities | -159,700,000 | -159,700,000 | |||||||||
Total liabilities assumed | -254,600,000 | -254,600,000 | |||||||||
Total | 350,600,000 | 350,600,000 | |||||||||
Adjusted Fair Valuation [Member] | Hi-Tech Pharmacal Co., Inc [Member] | |||||||||||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) - Consideration for Acquired Business [Line Items] | |||||||||||
Amount of cash paid | 649,600,000 | ||||||||||
Cash and cash equivalents | 89,700,000 | 89,700,000 | |||||||||
Accounts receivable | 51,600,000 | 51,600,000 | |||||||||
Inventory | 53,000,000 | 53,000,000 | |||||||||
Other current assets | 33,700,000 | 33,700,000 | |||||||||
Property and equipment | 43,500,000 | 43,500,000 | |||||||||
Goodwill | 169,500,000 | 169,500,000 | |||||||||
Other non-current assets | 600,000 | 600,000 | |||||||||
Total assets acquired | 800,500,000 | 800,500,000 | |||||||||
Assumed current liabilities | -21,800,000 | -21,800,000 | |||||||||
Assumed non-current liabilities | -3,000,000 | -3,000,000 | |||||||||
Deferred tax liabilities | -126,100,000 | -126,100,000 | |||||||||
Total liabilities assumed | -150,900,000 | -150,900,000 | |||||||||
Total | 649,600,000 | 649,600,000 | |||||||||
Adjusted Fair Valuation [Member] | Kilitch Drugs Limited [Member] | |||||||||||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) - Consideration for Acquired Business [Line Items] | |||||||||||
Amount of cash paid | 55,200,000 | ||||||||||
Less working capital shortfall refunded by sellers | -1,000,000 | -1,000,000 | |||||||||
54,200,000 | |||||||||||
Acquisition related expense | 9,500,000 | ||||||||||
Accounts receivable | 2,100,000 | 2,100,000 | |||||||||
Inventory | 1,800,000 | 1,800,000 | |||||||||
Land | 2,600,000 | 2,600,000 | |||||||||
Other current assets | 100,000 | 100,000 | |||||||||
Property and equipment | 8,500,000 | 8,500,000 | |||||||||
Construction in progress | 14,200,000 | ||||||||||
Goodwill | 22,600,000 | 22,600,000 | |||||||||
Deferred tax liabilities | -700,000 | -700,000 | |||||||||
Total liabilities assumed | -2,900,000 | -2,900,000 | |||||||||
Total | 54,200,000 | 54,200,000 | |||||||||
VersaPharm [Member] | |||||||||||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) - Consideration for Acquired Business [Line Items] | |||||||||||
Amount of cash paid | 440,000,000 | ||||||||||
Acquisition related expense | 8,100,000 | ||||||||||
Hi-Tech Pharmacal Co., Inc [Member] | |||||||||||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) - Consideration for Acquired Business [Line Items] | |||||||||||
44,600,000 | |||||||||||
Acquisition related expense | 21,300,000 | 1,600,000 | |||||||||
Kilitch Drugs Limited [Member] | |||||||||||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) - Consideration for Acquired Business [Line Items] | |||||||||||
Amount of cash paid | 60,100,000 | ||||||||||
Construction in progress | $14,200,000 |
Note_16_Business_Combinations_6
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) - Disposal Groups, Including Discontinued Operations (USD $) | 9 Months Ended | 12 Months Ended | |
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2014 | Jun. 20, 2014 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Pre-Tax gain recognized | $9 | ||
Watson Product [Member] | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Consideration received | 16.8 | 16.8 | |
Intangible assets divested | -5.9 | -5.9 | |
Goodwill divested | -1.1 | -1.1 | |
Other assets divested | -0.8 | -0.8 | |
Pre-Tax gain recognized | 9 | ||
ECR Pharmaceuticals Divestiture [Member] | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Consideration received | 41 | 41 | 41 |
Intangible assets divested | -33.6 | -33.6 | |
Goodwill divested | -10.4 | -10.4 | |
Other assets divested | -1.2 | -1.2 | |
Assumed liabilities divested | 5.1 | 5.1 | |
Pre-Tax gain recognized | $0.90 |
Note_16_Business_Combinations_7
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) - Consideration Paid for the Betimol Acquisition and the Fair Value of the Acquired Assets and Assume Liabilities (Betimol Acquisition [Member], USD $) | 0 Months Ended | 12 Months Ended | |
In Millions, unless otherwise specified | Jan. 02, 2014 | Jan. 02, 2014 | Dec. 31, 2014 |
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) - Consideration Paid for the Betimol Acquisition and the Fair Value of the Acquired Assets and Assume Liabilities [Line Items] | |||
Consideration paid in cash at closing | $7.50 | $7.50 | $7.50 |
Purchase consideration payable | 4 | ||
11.5 | |||
Intangible assets | 11.5 | ||
Licensing Agreements [Member] | |||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) - Consideration Paid for the Betimol Acquisition and the Fair Value of the Acquired Assets and Assume Liabilities [Line Items] | |||
Intangible assets | 11.4 | ||
Other Intangible Assets [Member] | |||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) - Consideration Paid for the Betimol Acquisition and the Fair Value of the Acquired Assets and Assume Liabilities [Line Items] | |||
Intangible assets | $0.10 |
Note_16_Business_Combinations_8
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) - Consideration Paid for the Merck Acquisition and the Fair Value of the Acquired Assets and Assume Liabilities (USD $) | 12 Months Ended | 0 Months Ended | 3 Months Ended |
Dec. 31, 2013 | Nov. 15, 2013 | Dec. 31, 2013 | |
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) - Consideration Paid for the Merck Acquisition and the Fair Value of the Acquired Assets and Assume Liabilities [Line Items] | |||
Gain from bargain purchase | $3,707,000 | ||
AzaSite [Member] | Merck Acquisition [Member] | |||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) - Consideration Paid for the Merck Acquisition and the Fair Value of the Acquired Assets and Assume Liabilities [Line Items] | |||
Product rights | 13,800,000 | 13,800,000 | |
Cosopt [Member] | Merck Acquisition [Member] | |||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) - Consideration Paid for the Merck Acquisition and the Fair Value of the Acquired Assets and Assume Liabilities [Line Items] | |||
Product rights | 21,600,000 | 21,600,000 | |
Cosopt PF [Member] | Merck Acquisition [Member] | |||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) - Consideration Paid for the Merck Acquisition and the Fair Value of the Acquired Assets and Assume Liabilities [Line Items] | |||
Product rights | 20,300,000 | 20,300,000 | |
Merck Acquisition [Member] | |||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) - Consideration Paid for the Merck Acquisition and the Fair Value of the Acquired Assets and Assume Liabilities [Line Items] | |||
Product rights | 55,700,000 | 55,700,000 | |
Prepaid expenses | 100,000 | 100,000 | |
Deferred tax assets, net | 700,000 | 700,000 | |
Total fair value of acquired assets | 56,500,000 | 56,500,000 | |
Consideration paid | 52,800,000 | 52,800,000 | |
Gain from bargain purchase | $3,700,000 |
Note_16_Business_Combinations_9
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) - Unaudited Pro Forma Financial Information (Hi-Tech Acquisition, Watson Product Disposition and ECR Divestiture [Member], USD $) | 12 Months Ended | |
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Hi-Tech Acquisition, Watson Product Disposition and ECR Divestiture [Member] | ||
Note 16 - Business Combinations, Dispositions and Other Strategic Investments (Details) - Unaudited Pro Forma Financial Information [Line Items] | ||
Revenue | $733,012 | $623,922 |
Net income from continuing operations | $71,722 | $4,891 |
Net income from continuing operations per share (in Dollars per share) | $0.58 | $0.04 |
Note_17_Unconsolidated_Joint_V2
Note 17 - Unconsolidated Joint Venture (Details) | Dec. 31, 2014 |
Equity Method Investments and Joint Ventures [Abstract] | |
Equity Method Investment, Ownership Percentage | 50.00% |
Note_17_Unconsolidated_Joint_V3
Note 17 - Unconsolidated Joint Venture (Details) - Unconsolidated Joint Venture Condensed Statement of Income (USD $) | 3 Months Ended | 6 Months Ended | 9 Months Ended | 12 Months Ended | ||
In Thousands, unless otherwise specified | Jun. 30, 2014 | Jun. 30, 2014 | Sep. 30, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Condensed Income Statements, Captions [Line Items] | ||||||
INCOME BEFORE INCOME TAXES | $5,459 | $21,151 | $2,612 | $59,136 | $82,895 | $57,500 |
Akorn-Strides [Member] | ||||||
Condensed Income Statements, Captions [Line Items] | ||||||
REVENUES | 163 | |||||
Cost of sales | -1 | |||||
GROSS PROFIT | 164 | |||||
Operating expenses | 3 | |||||
OPERATING INCOME | 161 | |||||
INCOME BEFORE INCOME TAXES | 161 | |||||
NET INCOME | $161 |
Note_17_Unconsolidated_Joint_V4
Note 17 - Unconsolidated Joint Venture (Details) - Unconsolidated Joint Venture Condensed Balance Sheet (Akorn-Strides [Member], USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Akorn-Strides [Member] | ||
Condensed Balance Sheet Statements, Captions [Line Items] | ||
Cash | $25 | $25 |
Other current assets | 1 | 1 |
TOTAL ASSETS | 26 | 26 |
Members’ equity | 26 | 26 |
TOTAL LIABILITIES & MEMBERS’ EQUITY | $26 | $26 |
Note_18_Customer_Supplier_and_2
Note 18 - Customer, Supplier and Product Concentration (Details) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Note 18 - Customer, Supplier and Product Concentration (Details) [Line Items] | |||
Number of Customers Considered as Concentration Risks | 3 | 3 | 3 |
Sales Revenue, Net [Member] | Product Concentration Risk [Member] | |||
Note 18 - Customer, Supplier and Product Concentration (Details) [Line Items] | |||
Concentration Risk, Percentage | 12.50% | 11.80% |
Note_18_Customer_Supplier_and_3
Note 18 - Customer, Supplier and Product Concentration (Details) - Percentage of the Company’s Gross and Net Sales and Accounts Receivable (Customer Concentration Risk [Member]) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Amerisource [Member] | Gross Sales [Member] | |||
Concentration Risk [Line Items] | |||
Customer concentration | 38.00% | 19.00% | 19.00% |
Amerisource [Member] | Sales Revenue, Net [Member] | |||
Concentration Risk [Line Items] | |||
Customer concentration | 28.00% | 14.00% | 14.00% |
Amerisource [Member] | Accounts Receivable [Member] | |||
Concentration Risk [Line Items] | |||
Customer concentration | 46.00% | 25.00% | 29.00% |
Cardinal [Member] | Gross Sales [Member] | |||
Concentration Risk [Line Items] | |||
Customer concentration | 16.00% | 23.00% | 23.00% |
Cardinal [Member] | Sales Revenue, Net [Member] | |||
Concentration Risk [Line Items] | |||
Customer concentration | 14.00% | 16.00% | 17.00% |
Cardinal [Member] | Accounts Receivable [Member] | |||
Concentration Risk [Line Items] | |||
Customer concentration | 17.00% | 26.00% | 30.00% |
McKesson [Member] | Gross Sales [Member] | |||
Concentration Risk [Line Items] | |||
Customer concentration | 23.00% | 16.00% | 16.00% |
McKesson [Member] | Sales Revenue, Net [Member] | |||
Concentration Risk [Line Items] | |||
Customer concentration | 19.00% | 11.00% | 11.00% |
McKesson [Member] | Accounts Receivable [Member] | |||
Concentration Risk [Line Items] | |||
Customer concentration | 23.00% | 12.00% | 14.00% |
Gross Sales [Member] | |||
Concentration Risk [Line Items] | |||
Customer concentration | 77.00% | 58.00% | 58.00% |
Sales Revenue, Net [Member] | |||
Concentration Risk [Line Items] | |||
Customer concentration | 61.00% | 41.00% | 42.00% |
Accounts Receivable [Member] | |||
Concentration Risk [Line Items] | |||
Customer concentration | 86.00% | 63.00% | 73.00% |
Note_19_Related_Party_Transact1
Note 19 - Related Party Transactions (Details) (USD $) | 0 Months Ended | 12 Months Ended | ||
Mar. 03, 2010 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
EJ Financial Enterprises Inc. [Member] | ||||
Note 19 - Related Party Transactions (Details) [Line Items] | ||||
Period Term of Sub Lease Agreement | 8 years | |||
Operating Leases, Rent Expense, Sublease Rentals | $240,000 | |||
Polsinelli [Member] | ||||
Note 19 - Related Party Transactions (Details) [Line Items] | ||||
Related Party Transaction, Amounts of Transaction | 1,900,000 | 700,000 | 500,000 | |
Accounts Payable, Related Parties | $200,000 | $200,000 |
Note_20_Severance_Charges_Deta
Note 20 - Severance Charges (Details) (USD $) | Dec. 31, 2014 |
In Millions, unless otherwise specified | |
Restructuring and Related Activities [Abstract] | |
Accrued Severance Benefits Threshold | $0.10 |
Note_21_Selected_Quarterly_Fin2
Note 21 - Selected Quarterly Financial Data (Unaudited) (Details) (USD $) | 3 Months Ended | 6 Months Ended | 9 Months Ended | 12 Months Ended | 0 Months Ended | |||||||||
Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Jun. 30, 2014 | Sep. 30, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Apr. 17, 2014 | |
Note 21 - Selected Quarterly Financial Data (Unaudited) (Details) [Line Items] | ||||||||||||||
Chargeback and Rebate Reserve | $155,297,000 | $12,882,000 | $155,297,000 | $12,882,000 | ||||||||||
Revenue, Net | 227,828,000 | 132,732,000 | 141,896,000 | 90,622,000 | 84,953,000 | 81,892,000 | 77,012,000 | 73,854,000 | 232,518,000 | 365,250,000 | 593,078,000 | 317,711,000 | 256,158,000 | |
Income (Loss) from Continuing Operations before Income Taxes, Extraordinary Items, Noncontrolling Interest | 5,459,000 | 21,151,000 | 2,612,000 | 59,136,000 | 82,895,000 | 57,500,000 | ||||||||
Goodwill | 278,774,000 | 285,080,000 | 190,448,000 | 29,831,000 | 190,448,000 | 285,080,000 | 278,774,000 | 29,831,000 | 32,159,000 | |||||
Retained Earnings (Accumulated Deficit) | 50,711,000 | 16,480,000 | 28,129,000 | 15,366,000 | 28,129,000 | 16,480,000 | 50,711,000 | 15,366,000 | ||||||
CONSOLIDATED NET INCOME | 34,232,000 | -11,650,000 | 2,935,000 | 9,828,000 | 16,678,000 | 12,205,000 | 12,637,000 | 10,842,000 | 12,763,000 | 1,113,000 | 35,345,000 | 52,362,000 | 35,378,000 | |
Earnings Per Share, Basic (in Dollars per share) | $0.32 | ($0.11) | $0.03 | $0.10 | $0.17 | $0.13 | $0.13 | $0.11 | $0.13 | $0.01 | $0.34 | $0.54 | $0.37 | |
Earnings Per Share, Diluted (in Dollars per share) | $0.29 | ($0.11) | $0.02 | $0.08 | $0.14 | $0.11 | $0.11 | $0.10 | $0.11 | $0.01 | $0.33 | $0.46 | $0.32 | |
Scenario, Adjustment [Member] | ||||||||||||||
Note 21 - Selected Quarterly Financial Data (Unaudited) (Details) [Line Items] | ||||||||||||||
Chargeback and Rebate Reserve | -8,900,000 | -8,900,000 | ||||||||||||
Revenue, Net | -8,853,000 | -8,853,000 | -8,853,000 | |||||||||||
Income (Loss) from Continuing Operations before Income Taxes, Extraordinary Items, Noncontrolling Interest | -8,853,000 | -8,853,000 | -8,853,000 | |||||||||||
Goodwill | -5,568,000 | -5,568,000 | -5,568,000 | -5,568,000 | ||||||||||
Retained Earnings (Accumulated Deficit) | -5,571,000 | -5,571,000 | -5,571,000 | -5,571,000 | ||||||||||
CONSOLIDATED NET INCOME | -5,571,000 | -5,571,000 | -5,571,000 | |||||||||||
Earnings Per Share, Basic (in Dollars per share) | ($0.05) | ($0.05) | ($0.06) | |||||||||||
Earnings Per Share, Diluted (in Dollars per share) | ($0.05) | ($0.05) | ($0.05) | |||||||||||
Hi-Tech Pharmacal Co., Inc [Member] | ||||||||||||||
Note 21 - Selected Quarterly Financial Data (Unaudited) (Details) [Line Items] | ||||||||||||||
Business Combination, Consideration Transferred | $650,000,000 |
Note_21_Selected_Quarterly_Fin3
Note 21 - Selected Quarterly Financial Data (Unaudited) (Details) - Selected Quarterly Financial Data (Unaudited) (USD $) | 3 Months Ended | 6 Months Ended | 9 Months Ended | 12 Months Ended | ||||||||||||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Jun. 30, 2014 | Sep. 30, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |||
Selected Quarterly Financial Data (Unaudited) [Abstract] | ||||||||||||||||
Revenue | $227,828 | $132,732 | $141,896 | $90,622 | $84,953 | $81,892 | $77,012 | $73,854 | $232,518 | $365,250 | $593,078 | $317,711 | $256,158 | |||
Gross Profit | 128,382 | 51,734 | 67,818 | 49,656 | 46,970 | 43,697 | 42,092 | 39,145 | 117,474 | 169,208 | 297,590 | 171,904 | 148,692 | |||
Operating Income (Loss) | 71,907 | -6,042 | 7,410 | 23,440 | 25,176 | 22,188 | 22,251 | 18,589 | 30,850 | 24,808 | 96,715 | 88,204 | 68,756 | |||
Net Income (loss) From Continuing Operations, Amount | 34,232 | -11,650 | 3,438 | 9,828 | 16,678 | 12,205 | 12,637 | 10,842 | 13,266 | 1,616 | 35,848 | 52,362 | 35,378 | |||
Net Income (loss) From Continuing Operations, Per Basic Share (in Dollars per share) | $0.32 | ($0.11) | $0.03 | $0.10 | $0.17 | $0.13 | $0.13 | $0.11 | $0.13 | $0.02 | $0.35 | $0.54 | $0.37 | |||
Net Income (loss) From Continuing Operations, Per Diluted Share (in Dollars per share) | $0.29 | ($0.11) | $0.03 | $0.08 | $0.14 | $0.11 | $0.11 | $0.10 | $0.11 | $0.01 | $0.34 | [1] | $0.46 | [1] | $0.32 | [1] |
Net Income (Loss), Amount | $34,232 | ($11,650) | $2,935 | $9,828 | $16,678 | $12,205 | $12,637 | $10,842 | $12,763 | $1,113 | $35,345 | $52,362 | $35,378 | |||
Net Income (Loss), Per Basic Share (in Dollars per share) | $0.32 | ($0.11) | $0.03 | $0.10 | $0.17 | $0.13 | $0.13 | $0.11 | $0.13 | $0.01 | $0.34 | $0.54 | $0.37 | |||
Net Income (Loss), Per Diluted Share (in Dollars per share) | $0.29 | ($0.11) | $0.02 | $0.08 | $0.14 | $0.11 | $0.11 | $0.10 | $0.11 | $0.01 | $0.33 | $0.46 | $0.32 | |||
[1] | Due to a change in the expectation that management may settle all future note conversions solely through shares in the year and quarter ended December 31, 2014, the diluted income from continuing operations per share calculation includes the dilutive effect of convertible debt and is offset by the exclusion of interest expense and deferred financing fees related to the convertible debt of $5.8 million, after-taxfor the year ended December 31, 2014. |
Note_21_Selected_Quarterly_Fin4
Note 21 - Selected Quarterly Financial Data (Unaudited) (Details) - Restatement of Previously Filed Financial Statements (USD $) | 3 Months Ended | 6 Months Ended | 9 Months Ended | 12 Months Ended | |||||||||||||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Jun. 30, 2014 | Sep. 30, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |||
Prepaid expenses and other current assets | $30,875 | $33,075 | $17,013 | $5,753 | $17,013 | $33,075 | $30,875 | $5,753 | |||||||||
TOTAL CURRENT ASSETS | 494,329 | 494,095 | 397,073 | 168,856 | 397,073 | 494,095 | 494,329 | 168,856 | |||||||||
Goodwill | 278,774 | 285,080 | 190,448 | 29,831 | 190,448 | 285,080 | 278,774 | 29,831 | 32,159 | ||||||||
TOTAL OTHER LONG-TERM ASSETS | 1,268,784 | 1,237,795 | 685,330 | 180,841 | 685,330 | 1,237,795 | 1,268,784 | 180,841 | |||||||||
TOTAL ASSETS | 1,906,901 | 1,871,262 | 1,218,098 | 431,805 | 1,218,098 | 1,871,262 | 1,906,901 | 431,805 | |||||||||
Income taxes payable | 1 | 571 | 1,459 | 571 | 1 | 1,459 | |||||||||||
TOTAL CURRENT LIABILITIES | 134,165 | 103,673 | 61,245 | 103,673 | 134,165 | 61,245 | |||||||||||
TOTAL LIABILITIES | 1,520,150 | 929,200 | 171,625 | 929,200 | 1,520,150 | 171,625 | |||||||||||
Retained earnings | 50,711 | 16,480 | 28,129 | 15,366 | 28,129 | 16,480 | 50,711 | 15,366 | |||||||||
TOTAL SHAREHOLDERS’ EQUITY | 386,751 | 314,751 | 288,898 | 260,180 | 288,898 | 314,751 | 386,751 | 260,180 | 201,081 | 158,208 | |||||||
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY | 1,906,901 | 1,871,262 | 1,218,098 | 431,805 | 1,218,098 | 1,871,262 | 1,906,901 | 431,805 | |||||||||
Revenues | 227,828 | 132,732 | 141,896 | 90,622 | 84,953 | 81,892 | 77,012 | 73,854 | 232,518 | 365,250 | 593,078 | 317,711 | 256,158 | ||||
GROSS PROFIT | 128,382 | 51,734 | 67,818 | 49,656 | 46,970 | 43,697 | 42,092 | 39,145 | 117,474 | 169,208 | 297,590 | 171,904 | 148,692 | ||||
OPERATING INCOME | 71,907 | -6,042 | 7,410 | 23,440 | 25,176 | 22,188 | 22,251 | 18,589 | 30,850 | 24,808 | 96,715 | 88,204 | 68,756 | ||||
INCOME FROM CONTINUING OPERATIONS BEFORE INCOME TAXES | 5,459 | 21,151 | 2,612 | 59,136 | 82,895 | 57,500 | |||||||||||
Income tax provision | 2,021 | 7,885 | 996 | 23,288 | 30,533 | 22,122 | |||||||||||
INCOME FROM CONTINUING OPERATIONS | 34,232 | -11,650 | 3,438 | 9,828 | 16,678 | 12,205 | 12,637 | 10,842 | 13,266 | 1,616 | 35,848 | 52,362 | 35,378 | ||||
CONSOLIDATED NET INCOME | 34,232 | -11,650 | 2,935 | 9,828 | 16,678 | 12,205 | 12,637 | 10,842 | 12,763 | 1,113 | 35,345 | 52,362 | 35,378 | ||||
NET INCOME PER SHARE: | |||||||||||||||||
Income from continuing operations, basic (in Dollars per share) | $0.32 | ($0.11) | $0.03 | $0.10 | $0.17 | $0.13 | $0.13 | $0.11 | $0.13 | $0.02 | $0.35 | $0.54 | $0.37 | ||||
NET INCOME, BASIC (in Dollars per share) | $0.32 | ($0.11) | $0.03 | $0.10 | $0.17 | $0.13 | $0.13 | $0.11 | $0.13 | $0.01 | $0.34 | $0.54 | $0.37 | ||||
Income from continuing operations, diluted (in Dollars per share) | $0.29 | ($0.11) | $0.03 | $0.08 | $0.14 | $0.11 | $0.11 | $0.10 | $0.11 | $0.01 | $0.34 | [1] | $0.46 | [1] | $0.32 | [1] | |
NET INCOME, DILUTED (in Dollars per share) | $0.29 | ($0.11) | $0.02 | $0.08 | $0.14 | $0.11 | $0.11 | $0.10 | $0.11 | $0.01 | $0.33 | $0.46 | $0.32 | ||||
COMPREHENSIVE INCOME: | |||||||||||||||||
Consolidated net income | 34,232 | -11,650 | 2,935 | 9,828 | 16,678 | 12,205 | 12,637 | 10,842 | 12,763 | 1,113 | 35,345 | 52,362 | 35,378 | ||||
COMPREHENSIVE INCOME | 2,782 | 14,315 | 2,269 | 32,517 | 45,899 | 29,474 | |||||||||||
Changes in operating assets and liabilities: | |||||||||||||||||
Trade accounts receivable | -19,138 | -15,340 | -95,470 | -14,277 | -23,856 | ||||||||||||
Prepaid expenses and other current assets | 1,151 | -14,491 | -13,180 | -648 | -5,689 | ||||||||||||
Accrued expenses and other liabilities | 8,695 | 26,249 | 2,537 | 10,720 | |||||||||||||
Scenario, Previously Reported [Member] | |||||||||||||||||
Prepaid expenses and other current assets | 33,078 | 17,120 | 17,120 | 33,078 | |||||||||||||
TOTAL CURRENT ASSETS | 494,098 | 397,180 | 397,180 | 494,098 | |||||||||||||
Goodwill | 290,648 | 196,016 | 196,016 | 290,648 | |||||||||||||
TOTAL OTHER LONG-TERM ASSETS | 1,243,363 | 690,898 | 690,898 | 1,243,363 | |||||||||||||
TOTAL ASSETS | 1,876,833 | 1,223,773 | 1,223,773 | 1,876,833 | |||||||||||||
Income taxes payable | 675 | 675 | |||||||||||||||
TOTAL CURRENT LIABILITIES | 103,777 | 103,777 | |||||||||||||||
TOTAL LIABILITIES | 929,304 | 929,304 | |||||||||||||||
Retained earnings | 22,051 | 33,700 | 33,700 | 22,051 | |||||||||||||
TOTAL SHAREHOLDERS’ EQUITY | 320,322 | 294,469 | 294,469 | 320,322 | |||||||||||||
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY | 1,876,833 | 1,223,773 | 1,223,773 | 1,876,833 | |||||||||||||
Revenues | 150,749 | 241,371 | 374,103 | ||||||||||||||
GROSS PROFIT | 76,671 | 126,327 | 178,061 | ||||||||||||||
OPERATING INCOME | 16,263 | 39,703 | 33,661 | ||||||||||||||
INCOME FROM CONTINUING OPERATIONS BEFORE INCOME TAXES | 14,312 | 30,004 | 11,465 | ||||||||||||||
Income tax provision | 5,303 | 11,167 | 4,278 | ||||||||||||||
INCOME FROM CONTINUING OPERATIONS | 9,009 | 18,837 | 7,187 | ||||||||||||||
CONSOLIDATED NET INCOME | 8,506 | 18,334 | 6,684 | ||||||||||||||
NET INCOME PER SHARE: | |||||||||||||||||
Income from continuing operations, basic (in Dollars per share) | $0.09 | $0.19 | $0.07 | ||||||||||||||
NET INCOME, BASIC (in Dollars per share) | $0.08 | $0.18 | $0.07 | ||||||||||||||
Income from continuing operations, diluted (in Dollars per share) | $0.08 | $0.16 | $0.06 | ||||||||||||||
NET INCOME, DILUTED (in Dollars per share) | $0.07 | $0.16 | $0.06 | ||||||||||||||
COMPREHENSIVE INCOME: | |||||||||||||||||
Consolidated net income | 8,506 | 18,334 | 6,684 | ||||||||||||||
COMPREHENSIVE INCOME | 8,353 | 19,886 | 7,840 | ||||||||||||||
Changes in operating assets and liabilities: | |||||||||||||||||
Trade accounts receivable | -27,991 | -24,193 | |||||||||||||||
Prepaid expenses and other current assets | 4,329 | -11,209 | |||||||||||||||
Accrued expenses and other liabilities | 8,799 | ||||||||||||||||
Scenario, Adjustment [Member] | |||||||||||||||||
Prepaid expenses and other current assets | -3 | -107 | -107 | -3 | |||||||||||||
TOTAL CURRENT ASSETS | -3 | -107 | -107 | -3 | |||||||||||||
Goodwill | -5,568 | -5,568 | -5,568 | -5,568 | |||||||||||||
TOTAL OTHER LONG-TERM ASSETS | -5,568 | -5,568 | -5,568 | -5,568 | |||||||||||||
TOTAL ASSETS | -5,571 | -5,675 | -5,675 | -5,571 | |||||||||||||
Income taxes payable | -104 | -104 | |||||||||||||||
TOTAL CURRENT LIABILITIES | -104 | -104 | |||||||||||||||
TOTAL LIABILITIES | -104 | -104 | |||||||||||||||
Retained earnings | -5,571 | -5,571 | -5,571 | -5,571 | |||||||||||||
TOTAL SHAREHOLDERS’ EQUITY | -5,571 | -5,571 | -5,571 | -5,571 | |||||||||||||
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY | -5,571 | -5,675 | -5,675 | -5,571 | |||||||||||||
Revenues | -8,853 | -8,853 | -8,853 | ||||||||||||||
GROSS PROFIT | -8,853 | -8,853 | -8,853 | ||||||||||||||
OPERATING INCOME | -8,853 | -8,853 | -8,853 | ||||||||||||||
INCOME FROM CONTINUING OPERATIONS BEFORE INCOME TAXES | -8,853 | -8,853 | -8,853 | ||||||||||||||
Income tax provision | -3,282 | -3,282 | -3,282 | ||||||||||||||
INCOME FROM CONTINUING OPERATIONS | -5,571 | -5,571 | -5,571 | ||||||||||||||
CONSOLIDATED NET INCOME | -5,571 | -5,571 | -5,571 | ||||||||||||||
NET INCOME PER SHARE: | |||||||||||||||||
Income from continuing operations, basic (in Dollars per share) | ($0.06) | ($0.06) | ($0.05) | ||||||||||||||
NET INCOME, BASIC (in Dollars per share) | ($0.05) | ($0.05) | ($0.06) | ||||||||||||||
Income from continuing operations, diluted (in Dollars per share) | ($0.05) | ($0.05) | ($0.05) | ||||||||||||||
NET INCOME, DILUTED (in Dollars per share) | ($0.05) | ($0.05) | ($0.05) | ||||||||||||||
COMPREHENSIVE INCOME: | |||||||||||||||||
Consolidated net income | -5,571 | -5,571 | -5,571 | ||||||||||||||
COMPREHENSIVE INCOME | -5,571 | -5,571 | -5,571 | ||||||||||||||
Changes in operating assets and liabilities: | |||||||||||||||||
Trade accounts receivable | 8,853 | 8,853 | |||||||||||||||
Prepaid expenses and other current assets | -3,178 | -3,282 | |||||||||||||||
Accrued expenses and other liabilities | ($104) | ||||||||||||||||
[1] | Due to a change in the expectation that management may settle all future note conversions solely through shares in the year and quarter ended December 31, 2014, the diluted income from continuing operations per share calculation includes the dilutive effect of convertible debt and is offset by the exclusion of interest expense and deferred financing fees related to the convertible debt of $5.8 million, after-taxfor the year ended December 31, 2014. |
Note_22_Legal_Proceedings_Deta
Note 22 - Legal Proceedings (Details) (USD $) | 12 Months Ended |
In Millions, unless otherwise specified | Dec. 31, 2014 |
Disclosure Text Block Supplement [Abstract] | |
Number of US Patents Licensed | 5 |
Loss Contingency, Damages Sought, Value | $5.20 |