Omnicare (OCR) 10-Q 24 Jul 15 2015 Q2 Quarterly report Financial data

Document and Entity Information

Document and Entity Information Document - Jun. 30, 2015 - shares	Total
Document Information [Line Items]
Entity Registrant Name	OMNICARE INC
Entity Central Index Key	353,230
Current Fiscal Year End Date	--12-31
Entity Filer Category	Large Accelerated Filer
Document Type	10-Q
Document Period End Date	Jun. 30, 2015
Document Fiscal Year Focus	2,015
Document Fiscal Period Focus	Q2
Amendment Flag	false
Entity Common Stock, Shares Outstanding	96,888,606

CONSOLIDATED STATEMENTS OF INCO

CONSOLIDATED STATEMENTS OF INCOME UNAUDITED - USD ($) shares in Thousands, $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014
Revenue, Net	$ 1,733,317	$ 1,610,584	$ 3,393,159	$ 3,181,622
Cost of sales	1,379,386	1,256,354	2,689,765	2,468,938
Gross profit	353,931	354,230	703,394	712,684
Selling, general and administrative expenses	168,710	184,063	336,133	370,876
Provision for doubtful accounts	19,184	21,090	38,375	42,651
Settlement, litigation and other related charges	57,702	7,547	67,522	14,599
Other charges	11,405	11,284	12,454	21,560
Operating income	96,930	130,246	248,910	262,998
Interest expense, net of investment income	(27,378)	(29,980)	(55,027)	(59,421)
Income before income taxes	69,552	100,266	193,883	203,577
Income tax (benefit) expense	35,582	39,020	82,524	78,693
Income from continuing operations	33,970	61,246	111,359	124,884
Income (Loss) from Discontinued Operations, Net of Tax, Including Portion Attributable to Noncontrolling Interest	0	(39,275)	0	(39,139)
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest	$ 33,970	$ 21,971	$ 111,359	$ 85,745
Earnings (loss) per common share - Basic:
Income (Loss) from Continuing Operations, Per Basic Share	$ 0.35	$ 0.63	$ 1.15	$ 1.28
Income (Loss) from Discontinued Operations and Disposal of Discontinued Operations, Net of Tax, Per Basic Share	0	(0.40)	0	(0.40)
Net income	0.35	0.23	1.15	0.88
Earnings (loss) per common share - Diluted:
Income (Loss) from Continuing Operations, Per Diluted Share	0.32	0.58	1.07	1.17
Income (Loss) from Discontinued Operations and Disposal of Discontinued Operations, Net of Tax, Per Diluted Share	0	(0.37)	0	(0.37)
Diluted earnings per share	0.32	0.21	1.07	0.80
Dividends per common share	$ 0.22	$ 0.20	$ 0.44	$ 0.40
Weighted average number of common shares outstanding:
Weighted Average Number of Shares Outstanding, Basic	96,255	96,999	96,487	97,777
Diluted shares	105,212	106,054	104,203	106,906
Comprehensive income (loss)	$ 35,012	$ 22,015	$ 112,551	$ 86,012

CONSOLIDATED BALANCE SHEETS UNA

CONSOLIDATED BALANCE SHEETS UNAUDITED - USD ($) $ in Thousands	Jun. 30, 2015	Dec. 31, 2014
Current assets:
Cash and cash equivalents	$ 314,708	$ 153,799
Accounts receivable, less allowances of $221,736 (2014 - 201,875)	616,862	578,761
Inventories	477,510	519,584
Deferred income tax benefits	77,400	59,200
Other current assets	187,683	287,560
Total current assets	1,674,163	1,598,904
Properties and equipment, at cost less accumulated depreciation of $361,246 (2014-$332,684)	269,161	267,753
Goodwill	4,094,247	4,061,806
Identifiable intangible assets, less accumulated amortization of $270,446 (2014-$257,283)	112,412	98,942
Other noncurrent assets	70,626	80,385
Total noncurrent assets	4,546,446	4,508,886
Total assets	6,220,609	6,107,790
Current liabilities:
Accounts payable	295,953	219,358
Accrued employee compensation	56,007	46,830
Debt, Current	451,184	446,717
Other current liabilities	213,638	154,726
Total current liabilities	1,016,782	867,631
Long-term debt, net	1,507,422	1,517,559
Deferred income tax liabilities	952,282	936,247
Other noncurrent liabilities	48,457	45,926
Total noncurrent liabilities	2,508,161	2,499,732
Total liabilities	3,524,943	3,367,363
Convertible Debt (Note 5)	145,034	151,706
Stockholders' equity:
Preferred stock, no par value, 1,000,000 shares authorized, none issued and outstanding	0	0
Common stock, $1 par value, 200,000,000 shares authorized, 138,864,312 shares issued (2014,138,425,862 shares issued)	138,864	138,426
Paid in capital	2,254,692	2,210,526
Retained earnings	1,825,686	1,757,386
Treasury stock, at cost- 41,975,706 shares (2014-39,997,930 shares )	(1,666,977)	(1,514,792)
Accumulated Other Comprehensive Income (Loss), Net of Tax	(1,633)	(2,825)
Total stockholders' equity	2,550,632	2,588,721
Total liabilities and stockholders' equity	$ 6,220,609	$ 6,107,790

CONSOLIDATED STATEMENTS OF CASH

CONSOLIDATED STATEMENTS OF CASH FLOWS UNAUDITED - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014
Loss from disposition	$ 0	$ (520)
Gains (Losses) on Extinguishment of Debt	0	(8,414)
Cash flows from operating activities:
Net income (loss)	111,359	85,745
Income (Loss) from Discontinued Operations, Net of Tax, Including Portion Attributable to Noncontrolling Interest	0	39,139
Adjustments to reconcile net income to net cash flows from operating activities:
Depreciation expense	29,616	28,277
Amortization expense	36,119	38,820
Changes in assets and liabilities, net of effects from acquisition and divestiture of businesses:
Accounts receivable, net of provision for doubtful accounts	(48,613)	(14,436)
Inventories	42,669	104,580
Other current and noncurrent assets	121,376	(10,418)
Accounts payable	74,092	71,429
Accrued employee compensation	9,433	12,851
Current and noncurrent liabilities	54,294	25,299
Net cash flows from operating activities of continuing operations	430,345	390,220
Net cash flows from operating activities of discontinued operations	0	6,160
Net cash flows from operating activities	430,345	396,380
Cash flows from investing activities:
Acquisition of businesses, net of cash received	(54,802)	0
Proceeds from Divestiture of Businesses	0	7,114
Capital expenditures	(27,664)	(48,023)
Payments for (Proceeds from) Other Investing Activities	0	40
Net cash flows used in investing activities of continuing operations	(82,466)	(40,869)
Net cash flows used in investing activities of discontinued operations	0	(730)
Net cash flows used in investing activities	(82,466)	(41,599)
Cash flows from financing activities:
Payments on Term Loans	(10,000)	(10,625)
Payments on long-term borrowings and obligations	(5,999)	(175,115)
Payments of Debt Issuance Costs	(2,239)	0
Increase (decrease) in cash overdraft balance	1,292	(6,870)
Payments for Omnicare common stock repurchases	(125,000)	(160,438)
Proceeds for stock awards and exercise of stock options, net of stock tendered in payment	(8,224)	(2,720)
Dividends paid	(42,362)	(38,979)
Other	5,562	4,121
Net Cash Provided by (Used in) Financing Activities	(186,970)	(390,626)
Net increase (decrease) in cash and cash equivalents	160,909	(35,845)
Increase (decrease) in cash and cash equivalents of discontinued operations	0	5,430
Increase (decrease) in cash and cash equivalents of continuing operations	160,909	(41,275)
Cash and cash equivalents at beginning of period	153,799	356,001
Cash and cash equivalents at end of period	$ 314,708	$ 314,726

CONSOLIDATED BALANCE SHEET (PAR

CONSOLIDATED BALANCE SHEET (PARENTHETICAL) UNAUDITED (Parentheticals) - USD ($) $ in Thousands	Jun. 30, 2015	Dec. 31, 2014
Parenthetical Balance Sheet [Abstract]
Allowance for Doubtful Accounts Receivable, Current	$ 221,736	$ 201,875
Accumulated Depreciation, Depletion and Amortization, Property, Plant, and Equipment	361,246	332,684
Finite-Lived Intangible Assets, Accumulated Amortization	$ 270,446	$ 257,283
Preferred Stock, No Par Value	$ 0	$ 0
Preferred Stock, Shares Authorized	1,000,000	1,000,000
Preferred Stock, Shares Issued	0	0
Preferred Stock, Shares Outstanding	0	0
Common Stock, Par or Stated Value Per Share	$ 1	$ 1
Common Stock, Shares Authorized	200,000,000	200,000,000
Common Stock, Shares, Issued	138,864,312	138,425,862
Treasury Stock, Shares	41,975,706	39,997,930

Basis of Presentation

Basis of Presentation	6 Months Ended
	Jun. 30, 2015
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Basis of Presentation	Omnicare, Inc. and its consolidated subsidiaries (“Omnicare” or the “Company”) have prepared the accompanying unaudited Consolidated Financial Statements in accordance with the accounting policies described in its consolidated financial statements and the notes thereto included in the Company’s 2014 Annual Report on Form 10-K (“ 2014 Annual Report”), and the interim reporting requirements of Form 10-Q. Accordingly, certain information and disclosures normally included in the Company’s annual financial statements have been condensed or omitted. The Consolidated Financial Statements should be read in conjunction with the Company’s consolidated financial statements and related notes included in the 2014 Annual Report, together with any related updates included in the Company’s subsequent periodic Securities and Exchange Commission (“SEC”) filings. Certain prior year amounts have been reclassified to conform to the current year presentation. On May 20, 2015, the Company, CVS Pharmacy, Inc., a Rhode Island corporation and subsidiary of CVS Health Corporation (“CVS Health” and, such subsidiary, “CVS Pharmacy”), and Tree Merger Sub, Inc., a Delaware corporation and wholly owned subsidiary of CVS Pharmacy (“Merger Sub”), entered into an Agreement and Plan of Merger (the “Merger Agreement”) providing for the merger of Merger Sub with and into the Company (the “Merger”), with the Company surviving the Merger as a wholly owned subsidiary of CVS Pharmacy. The Merger Agreement provides, among other things, that, on the terms and subject to the conditions set forth in the Merger Agreement, at the effective time of the Merger, each share of the Company’s common stock issued and outstanding immediately prior to the Merger will be automatically canceled and converted into the right to receive $98.00 in cash, without interest and less any applicable withholding taxes. The completion of the Merger is subject to adoption of the Merger Agreement by the Company's stockholders and certain regulatory approvals and other customary closing conditions. The completion of the Merger is expected prior to the end of 2015.

Significant Accounting Policies

Significant Accounting Policies Fair value (Notes)	6 Months Ended
	Jun. 30, 2015
Fair Value Disclosures [Abstract]
Fair Value Disclosures [Text Block]	Fair Value Embedded in certain series of the Company’s convertible debt securities are derivative instruments - contingent interest provisions, interest reset provisions and contingent conversion parity provisions. The embedded derivatives are valued quarterly using Level 3 inputs, and at June 30, 2015 and December 31, 2014 , the values of the derivatives embedded in the convertible debt securities were not material. See “ Note 5 - Debt ”.

Significant Accounting Policie8

Significant Accounting Policies Recently Issued Accounting Standards (Notes)	6 Months Ended
	Jun. 30, 2015
Recently Issued Accounting Standards [Abstract]
Description of New Accounting Pronouncements Not yet Adopted [Text Block]	In April 2015, the FASB issued Accounting Standards Update (“ASU”) 2015-03 “Simplifying the Presentation of Debt Issuance Costs”. The update requires debt issuance costs related to a recognized debt liability to be presented in the balance sheet as a direct deduction from the carrying amount of the related debt liability instead of being presented as an asset. Debt disclosures will include the face amount of the debt liability and the effective interest rate. The update is effective for fiscal years beginning after December 15, 2015. Early adoption is permitted for financial statements that have not been previously issued. The Company is currently in the process of evaluating the impact of adoption of this ASU on its Consolidated Financial Statements. In February 2015, the FASB issued ASU 2015-02 “Amendments to the Consolidation Analysis” . The amendments in this update change the analysis that a reporting entity must conduct to determine whether limited partnerships and similar legal entities should be consolidated. The guidance responds to public concerns that current accounting for certain legal entities might require a reporting entity to consolidate another legal entity in situations in which the reporting entity’s contractual rights do not give it the ability to act primarily on its own behalf, the reporting entity does not hold a majority of the legal entity’s voting rights, or the reporting entity is not exposed to a majority of the legal entity’s economic benefits or obligations. The update is effective for fiscal years, and for interim periods within those fiscal years, beginning after December 15, 2015. Early adoption is permitted, including adoption in an interim period. The Company does not anticipate that the adoption of this standard will have a material impact on its Consolidated Financial Statements. In May 2014, the FASB issued ASU 2014-09, “Revenue from Contracts with Customers”, which provides guidance for revenue recognition. The standard’s core principle is that a company should recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. This ASU also requires additional disclosures. In July 2015, the FASB approved a one-year delay in the effective date of ASU 2014-09 to annual reporting periods beginning after December 15, 2017, although early adoption would be permitted for annual reporting periods beginning after December 15, 2016. The Company is currently in the process of evaluating the impact of adoption of this ASU on its Consolidated Financial Statements.

Discontinued operations (Notes)

Discontinued operations (Notes)	6 Months Ended
	Jun. 30, 2015
Discontinued operations [Abstract]
Disposal Groups, Including Discontinued Operations, Disclosure [Text Block]	In the fourth quarter of 2013, the Company’s end-of-life hospice pharmacy business (“Hospice”) as well as certain retail operations (“Retail”) qualified for discontinued operations treatment. In the second quarter of 2014, the Company finalized the sale of Retail for net proceeds of approximately $6 million . In July 2014, the Company entered into a definitive agreement for the sale of the Hospice business, and recorded an impairment loss of $40 million to reduce the carrying value of Hospice to fair value. In the third quarter of 2014, the Company finalized the sale of Hospice for net proceeds of approximately $65 million . Selected financial information related to the discontinued operations follows (in thousands): Three Months Ended Six Months Ended 2014 2014 Net Sales Hospice $ 49,551 $ 97,908 Retail 528 10,698 Net sales - total discontinued 50,079 108,606 Income (loss) from operations, pretax Hospice 1,900 3,114 Retail (1,176 ) (1,650 ) Income from operations - total discontinued, pretax 724 1,464 Income tax (benefit) expense Hospice 904 1,680 Retail (709 ) (881 ) Income tax expense - total discontinued 195 799 Income (loss) from operations of discontinued operations Hospice 996 1,434 Retail (467 ) (769 ) Income (loss) from operations - total discontinued, after tax 529 665 Impairment loss Hospice 39,804 39,804 Retail — — Impairment loss on discontinued operations - total 39,804 $ 39,804 Income (loss) from discontinued operations Hospice (38,808 ) (38,370 ) Retail (467 ) (769 ) Loss from discontinued operations - total $ (39,275 ) $ (39,139 )

Goodwill and Other Intangible A

Goodwill and Other Intangible Assets	6 Months Ended
	Jun. 30, 2015
Goodwill and Intangible Assets Disclosure [Abstract]
Goodwill and Other Intangible Assets [Text Block]	Changes in the carrying amount of goodwill for the six months ended June 30, 2015 are as follows (in thousands): Long-Term Care Group Specialty Care Group Total Goodwill balance as of December 31, 2014 $ 3,571,369 $ 490,437 $ 4,061,806 Goodwill from acquisitions 32,441 — 32,441 Goodwill balance as of June 30, 2015 $ 3,603,810 $ 490,437 $ 4,094,247 The Company completed three acquisitions, which were not material to the operations of the Company, individually or in the aggregate, in the six months ended June 30, 2015 . The cash outlay related to these acquisitions was approximately $55 million in the six months ended June 30, 2015 . The Company’s intangible amortization expense was approximately $8 million and $16 million for the three and six months ended June 30, 2015 and 2014 , respectively.

Debt

Debt	6 Months Ended
	Jun. 30, 2015
Debt Disclosure [Abstract]
Debt Disclosure [Text Block]	The following table summarizes the Company’s debt (in thousands): June 30, December 31, Revolving loans $ — $ — Senior term loan, due 2019 385,000 395,000 4.75% senior notes, due 2022 400,000 400,000 5.00% senior notes, due 2024 300,000 300,000 3.75% convertible senior subordinated notes, due 2025 79,966 79,972 3.50% convertible senior subordinated notes, due 2044 424,250 424,250 4.00% junior subordinated convertible debentures, due 2033 304,898 306,683 3.25% convertible senior debentures, due 2035 186,033 186,033 3.25% convertible senior exchange debentures, due 2035 241,467 241,467 Capitalized lease and other debt obligations 9,796 13,083 Subtotal 2,331,410 2,346,488 (Subtract) unamortized debt discount (372,804 ) (382,212 ) (Subtract) current portion of debt (451,184 ) (446,717 ) Total long-term debt, net $ 1,507,422 $ 1,517,559 3.75% Convertible Senior Subordinated Notes, due 2025 As of June 30, 2015 , approximately $80 million aggregate principal amount of the Company’s 3.75% Convertible Senior Subordinated Notes, due 2025 (the “2025 Notes”) remained outstanding. Holders may convert their 2025 Notes, prior to December 15, 2023, on any date during any calendar quarter (and only during such calendar quarter) if the closing sale price of the Company’s common stock was more than 130% of the then current conversion price for at least 20 trading days in the 30 consecutive trading day period ending on, and including, the last trading day of the previous quarter, or at any time on or after December 15, 2023 or under certain other specified circumstances. Upon conversion, the Company will pay cash and shares of its common stock, if any, on a net share settlement basis, based on a daily conversion value calculated on a proportionate basis for each day of the applicable 25 trading-day cash settlement averaging period. As of June 30, 2015 , the adjusted conversion rate is approximately 37.64 shares of common stock per $1,000 principal amount of 2025 Notes (equivalent to an adjusted conversion price of approximately $26.56 per share), subject to adjustment in certain circumstances. As of June 30, 2015 and December 31, 2014 , the 2025 Notes were convertible based on the price of the Company’s common stock over the applicable measuring period and, accordingly, the 2025 Notes have been classified as current debt, net of unamortized discount, on the Consolidated Balance Sheets. Because the terms of the 2025 Notes require the principal to be settled in cash, the Company reclassified from equity the portion of the 2025 Notes attributable to the conversion feature that had not yet been accreted to its face value. Through July 23, 2015, holders of the 2025 Notes have presented for conversion approximately $64 million principal amount of 2025 Notes that are expected to settle in August 2015. During the three months ended June 30, 2014, through privately negotiated transactions, Omnicare repurchased approximately $52 million in aggregate principal amount of its outstanding 2025 Notes for approximately $134 million in cash. The Company recognized an aggregate loss on the repurchases of approximately $8 million in the three and six months ended June 30, 2014, which is reflected in "Other charges" on the Consolidated Statements of Comprehensive Income. 4.00% Junior Subordinated Convertible Debentures, due 2033 As of June 30, 2015 , approximately $305 million aggregate principal amount of the Company’s 4.00% Junior Subordinated Convertible Debentures, due 2033 (the “2033 Debentures”) was outstanding. The 2033 Debentures underlie the 4.00% Trust Preferred Income Equity Redeemable Securities (“Trust PIERS”) of Omnicare Capital Trust I and Omnicare Capital Trust II (the “Series A Trust PIERS” and “Series B Trust PIERS”, respectively). Each Trust PIERS represents an undivided beneficial interest in the assets of the applicable trust, which assets consist solely of a corresponding amount of 2033 Debentures. The Series A Trust PIERS and the Series B Trust PIERS have substantially similar terms, except that the Series B Trust PIERS have a net share settlement feature. Holders may convert their Trust PIERS on any date during any calendar quarter (and only during such calendar quarter) if the closing sale price of the Company’s common stock was more than 130% of the then current conversion price for at least 20 trading days in the 30 consecutive trading day period ending on, and including, the last trading day of the previous quarter or during the five business day period following any ten trading day period in which the average closing sale price for the applicable series of Trust PIERS was less than 105% (prior to June 15, 2028) of the average of the conversion values for such series of Trust PIERS (or less than 98% on or after June 15, 2028), or under certain other specified circumstances. As of June 30, 2015 , the conversion rate is approximately 1.22 shares of common stock per $50 stated liquidation amount of Trust PIERS (equivalent to a conversion price of approximately $40.82 per share), subject to adjustment in certain circumstances. As of June 30, 2015 and December 31, 2014 , the Trust PIERS (and the underlying 2033 Debentures) were convertible based on the price of the Company’s common stock over the applicable measuring period and, accordingly, the underlying 2033 Debentures have been classified as current debt, net of unamortized discount, on the Consolidated Balance Sheet. Because the terms of the majority of the 2033 Debentures require the principal to be settled in cash, the Company reclassified from equity the portion attributable to the conversion feature that had not yet been accreted to its face value. The Trust PIERS (and underlying 2033 Debentures) have attained the threshold requiring payment of contingent interest in addition to regular cash interest. The Trust PIERS have accrued and paid contingent interest (ranging from $0.07 to $0.15 per $50 stated liquidation amount of Trust PIERS) for each quarterly interest period since June 2013. 3.25% Convertible Senior Debentures due 2035 As of June 30, 2015 , approximately $186 million aggregate principal amount of the Company’s 3.25% Convertible Senior Debentures due 2035 (the “Initial 2035 Debentures”) remained outstanding. Holders of the Initial 2035 Debentures have the right, on December 15, 2015 (the “Put Date”), to require the Company to repurchase all or a portion of their Initial 2035 Debentures at a cash repurchase price equal to 100% of the principal amount thereof, plus accrued and unpaid interest (including contingent interest, if any). Because the Put Date occurs in 2015, the Initial 2035 Debentures have been classified as current debt, net of unamortized discount, on the Consolidated Balance Sheets as of June 30, 2015 and December 31, 2014 . The approximately $241 million aggregate principal amount outstanding of the Company’s 3.25% Convertible Senior Exchange Debentures due 2035 (the “Exchange 2035 Debentures”) has not been classified as current debt because the put date for this series is January 15, 2021. 3.50% Convertible Senior Subordinated Notes, due 2044 Subsequent to June 30, 2015 , the Company’s 3.50% Convertible Senior Subordinated Notes, due 2044 (the “2044 Notes”) became convertible based on the price of the Company’s common stock over the applicable measuring period. The Company expects to classify the 2044 Notes as current debt on the Company’s Consolidated Balance Sheet as of September 30, 2015. Holders may convert their 2044 Notes prior to February 15, 2042, on any date during any calendar quarter (and only during such calendar quarter) if the closing sale price of the Company’s common stock was more than 130% of the then current conversion price for at least 20 trading days in the period of the 30 consecutive trading days ending on, and including, the last trading day of the previous quarter, or at any time on or after February 15, 2042 or under certain other specified circumstances. Upon conversion, the Company will pay cash and shares of Omnicare common stock, if any, on a net share settlement basis, based on a daily conversion value calculated on a proportionate basis for each day of the applicable 25 trading-day cash settlement averaging period. As of June 30, 2015 , the adjusted conversion rate is approximately 14.29 shares of common stock per $1,000 principal amount of 2044 Notes (equivalent to an initial conversion price of approximately $70 per share). As outlined above and in the 2014 Annual Report, several series of the Company’s outstanding notes and debentures (collectively, the “Convertible Notes”) are convertible into cash and/or shares of Omnicare common stock under specified circumstances, including if the closing price of the Company’s common stock is more than 130% of the conversion price for such Convertible Notes during the applicable measurement period. In general, upon conversion, the Company will pay cash for the principal amount of the Convertible Notes and shares of common stock for the remainder, if any, based on a daily conversion value during the applicable cash settlement averaging period; provided that the Company will pay cash in lieu of any fractional shares. Payment occurs at the end of the applicable settlement period, which is generally 30 business days after the Company receives a holder’s notice of conversion. As of June 30, 2015 , approximately $385 million in aggregate principal amount of Convertible Notes were convertible, including the 2025 Notes and the 2033 Debentures. This amount includes approximately $64 million principal amount of 2025 Notes presented for conversion through July 23, 2015 that are expected to settle in August 2015. Additionally, holders of approximately $186 million aggregate principal amount of the Initial 2035 Debentures have the right to require us to repurchase their Initial 2035 Debentures on December 15, 2015. The aggregate principal amount of Convertible Notes convertible at any given time is subject to change depending on factors such as the trading price of the Company’s common stock during the applicable measurement period. The Company cannot predict the aggregate principal amount of Convertible Notes that will be convertible at any given time or how many, if any, holders of such Convertible Notes will present their Convertible Notes for conversion or how many, if any, holders of the Initial 2035 Debentures will require us to repurchase their Initial 2035 Debentures or the impact of any such conversions or repurchases on the Company’s results of operations, financial condition, liquidity or cash flows. Revolving Credit Facility and Term Loan As of June 30, 2015 , there was $385 million outstanding under the Company’s term loan. The interest rate on the term loan was 1.69% at June 30, 2015 . As of June 30, 2015 , the Company had no outstanding borrowings under its revolving credit facility, except for approximately $13 million of standby letters of credit, substantially all of which are subject to automatic annual renewals. Deferred Debt Issuance Costs The Company amortized to expense approximately $1 million of deferred debt issuance costs during the three month periods ended June 30, 2015 and 2014 , respectively, and $1 million and $2 million during the six month periods ended June 30, 2015 and 2014 , respectively. Interest expense for the three and six months ended June 30, 2014 includes the write-off of approximately $1 million in deferred debt issuance costs related to the Company’s repurchase of a portion of the outstanding 2025 Notes during the second quarter of 2014. Information relating to the Company’s convertible securities at June 30, 2015 is in the following table: Convertible Debt Carrying Value of Equity Component (in thousands) Remaining Amortization Period Effective Interest Rate 3.75% convertible senior subordinated notes, due 2025 $ 6,913 10.50 8.25 % 4.00% junior subordinated convertible debentures, due 2033 $ 117,659 18.00 8.01 % 3.25% convertible senior debentures, due 2035 $ 233,901 0.50 7.63 % 3.25% convertible senior exchange debentures, due 2035 $ 25,259 5.75 5.24 % 3.50% convertible senior subordinated notes, due 2044 $ 208,200 28.65 7.70 % The fair value of the Company’s fixed rate debt instruments is based on quoted market prices (Level II) and is summarized as follows (in thousands): Fair Value of Financial Instruments June 30, 2015 December 31, 2014 Financial Instrument Book Value Market Value Book Value Market Value 4.75% senior notes, due 2022 $ 400,000 $ 426,000 $ 400,000 $ 408,000 5.00% senior notes, due 2024 300,000 324,000 300,000 316,700 3.75% convertible senior subordinated notes, due 2025 Carrying value 54,886 54,148 — Unamortized debt discount 25,080 25,824 — Principal amount 79,966 282,900 79,972 211,900 4.00% junior subordinated convertible debentures, due 2033 Carrying value 188,883 188,550 — Unamortized debt discount 116,015 118,133 — Principal amount 304,898 704,300 306,683 550,200 3.25% convertible senior debentures, due 2035 Carrying value 182,094 178,284 — Unamortized debt discount 3,939 7,749 — Principal amount 186,033 228,900 186,033 197,000 3.25% convertible senior exchange debentures, due 2035 Carrying value 218,504 — 216,738 — Unamortized debt discount 22,963 — 24,729 — Principal amount 241,467 300,500 241,467 279,500 3.50% convertible senior subordinated notes, due 2044 Carrying value 219,443 218,474 — Unamortized debt discount 204,807 205,776 — Principal amount 424,250 599,500 424,250 507,000

Earnings (Loss) Per Share Data

Earnings (Loss) Per Share Data	6 Months Ended
	Jun. 30, 2015
Earnings Per Share [Abstract]
Earnings (Loss) Per Share Data	The following is a reconciliation of the basic and diluted earnings per share (“EPS”) computations for both the numerator and denominator (in thousands, except per share data): Three months ended June 30, Six months ended June 30, 2015: Income (Numerator) Common Shares(Denominator) Per Common Income (Numerator) Common Shares(Denominator) Per Common Basic EPS Income from continuing operations $ 33,970 $ 0.35 $ 111,359 $ 1.15 Loss from discontinued operations — — — — Net income $ 33,970 96,255 $ 0.35 $ 111,359 96,487 $ 1.15 Effect of Dilutive Securities Convertible securities 66 8,356 132 7,192 Stock options, units and awards — 601 — 524 Diluted EPS Income from continuing operations plus assumed conversions $ 34,036 $ 0.32 $ 111,491 $ 1.07 Loss from discontinued operations — — — — Net income plus assumed conversions $ 34,036 105,212 $ 0.32 $ 111,491 104,203 $ 1.07 Three months ended June 30, Six months ended June 30, 2014: Income (Numerator) Common Shares(Denominator) Per Common Income (Numerator) Common Shares(Denominator) Per Common Basic EPS Income from continuing operations $ 61,246 $ 0.63 $ 124,884 $ 1.28 Loss from discontinued operations (39,275 ) (0.40 ) (39,139 ) (0.40 ) Net income $ 21,971 96,999 $ 0.23 $ 85,745 97,777 $ 0.88 Effect of Dilutive Securities Convertible securities 66 8,440 132 8,452 Stock options, warrants, units and awards — 615 — 677 Diluted EPS Income from continuing operations plus assumed conversions $ 61,312 $ 0.58 $ 125,016 $ 1.17 Loss from discontinued operations (39,275 ) (0.37 ) (39,139 ) (0.37 ) Net income plus assumed conversions $ 22,037 106,054 $ 0.21 $ 85,877 106,906 $ 0.80 EPS is reported independently for each amount presented. Accordingly, the sum of the individual amounts may not necessarily equal the separately calculated amounts for the corresponding period. The Company is required to include additional shares in its diluted shares outstanding calculation based on the treasury stock method when the average market price of a share of Omnicare common stock on the New York Stock Exchange for the applicable period exceeds the following amounts: Convertible Debt Price 3.75% convertible senior subordinated notes, due 2025 $26.56 4.00% junior subordinated convertible debentures, due 2033 $40.82 3.25% convertible senior debentures, due 2035 $77.00 3.25% convertible senior exchange debentures, due 2035 $77.00 3.50% convertible senior subordinated notes, due 2044 $70.00 Diluted weighted average shares outstanding for the three and six months ended June 30, 2015 and 2014 excludes the impact of an immaterial number of stock options and stock awards with exercise prices that are greater than the average fair market value of the Company’s common stock during the applicable period.

Commitments and Contingencies

Commitments and Contingencies	6 Months Ended
	Jun. 30, 2015
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Omnicare evaluates contingencies on an ongoing basis in light of the best available information. The Company believes that it has recorded liabilities to the extent necessary if a material loss is considered probable and reasonably estimable. To the extent that the resolution of contingencies results in actual losses that differ from the Company’s recorded liabilities, future earnings will be charged or credited accordingly. Following announcement of the Merger, two putative class action complaints styled Elow v. Omnicare, Inc., et al., Civil Action No. 11093-VCG (the “Elow Action”) and Electrical Workers Pension Trust Fund of IBEW Local Union No. 58 v. CVS Health Corp., et al., Civil Action No. 11131-VCG (the “IBEW Action”) were filed in the Court of Chancery of the State of Delaware on behalf of purported stockholders of Omnicare. The complaints name as defendants various combinations of Omnicare, the members of the Omnicare Board of Directors, CVS Health, CVS Pharmacy and Merger Sub. The complaints generally allege that the members of the Omnicare Board of Directors breached their fiduciary duties to Omnicare’s stockholders during Merger negotiations by entering into the Merger Agreement and approving the Merger, and that CVS Health, CVS Pharmacy and Merger Sub aided and abetted such breaches of fiduciary duties. The complaints further allege that, among other things, (i) the Merger consideration undervalues Omnicare, (ii) the sales process leading up to the Merger was flawed due to the conflicts of interest of members of the Omnicare Board of Directors, members of Omnicare management, and Omnicare’s financial advisors, (iii) certain provisions of the Merger Agreement inappropriately favor CVS Pharmacy and inhibit competing bids and (iv) Omnicare’s preliminary proxy statement filed with the SEC on June 26, 2015 omitted material facts, including material information regarding the process leading up to the Merger, the financial analyses of Omnicare’s financial advisors and certain prospective financial information described in the proxy statement. The complaints seek, among other things, (i) a declaration that the Merger was entered into in breach of the defendants’ fiduciary duties and is therefore unenforceable, (ii) injunctive relief enjoining the Merger unless and until Omnicare implements a process that will yield a Merger Agreement providing fair terms to Omnicare’s stockholders, (iii) rescission of the Merger Agreement to the extent already implemented and granting rescissory damages, (iv) an accounting of all damages suffered as a result of the alleged wrongdoing and (v) reimbursement of costs. On July 20, 2015, the Elow Action and the IBEW Action were consolidated for all purposes under the caption In re Omnicare, Inc. Shareholder Litigation, Consolidated Civil Action No. 11093-VCG. The defendants believe that the claims asserted against them in the complaints are without merit and intend to defend the litigation vigorously. On November 26, 2013, a complaint entitled United States, et al., ex rel. Frank Kurnik v. Amgen, Inc., Omnicare, Inc., PharMerica Corp., and Kindred Healthcare, Inc., No. 3:11-cv-01464-JFA, was unsealed by the U.S. District Court for the District of South Carolina. The U.S. Department of Justice notified the court that it intervened against Omnicare for the purposes of settlement. The complaint alleged violations of the False Claims Act stemming from activities in connection with agreements it had with the manufacturer of the pharmaceutical Aranesp that allegedly violated the Anti-Kickback Statute. On February 27, 2014, the Company agreed to a settlement of this matter in exchange for a payment of $4.2 million, which was accrued as of December 31, 2013 and paid in the first half of 2014. On February 28, 2014, the Court dismissed this case with prejudice. On March 22, 2013, a qui tam complaint entitled United States et al. ex rel. Susan Ruscher v. Omnicare, Inc. et al ., Civil No. 08-cv-3396, which had been filed under seal in the U.S. District Court for the Southern District of Texas, was unsealed by the court. The complaint was brought by Susan Ruscher as a private party qui tam relator on behalf of the federal government and several state governments. The action alleges civil violations of the federal False Claims Act and analogous state laws based upon allegations that the Company’s practices relating to customer collections violated the Anti-Kickback Statute. The U.S. Department of Justice has notified the court that it declined to intervene in this action at this time. On June 12, 2014, the court granted in part and denied in part the Company’s motion to dismiss. On April 1, 2015, the Company moved to disqualify and dismiss the case with prejudice as to the relator. On June 12, 2015, the Company and relator filed motions for summary judgment. On July 15, 2015, the court denied the motion to disqualify the relator.The trial is scheduled for October 2015. The Company believes that the allegations are without merit and intends to vigorously defend itself in this action. On March 11, 2013, a qui tam complaint entitled United States et al. ex rel. Marc Silver v. Omnicare, Inc. et al. Civil No. 1:11-cv-01326, which had been filed under seal in the U.S. District Court for the District of New Jersey, was unsealed by the court. The complaint was brought by Marc Silver as a private party qui tam relator on behalf of the federal government and several state governments. The action alleged civil violations of the federal False Claims Act and analogous state laws based upon allegations that the Company provided certain customer facilities with discounts and other forms of remuneration in return for referrals of business in violation of the Anti-Kickback Statute. The U.S. Department of Justice notified the court that it declined to intervene in this action. On January 24, 2014, as part of a revised agreement in principle to settle the claims alleged in the Gale complaint (as described below), the Company agreed to pay $8.24 million and no attorneys’ fees to settle all state claims in the Silver complaint and the U.S. Department of Justice agreed to have all federal claims in the Silver complaint dismissed with prejudice. The agreement in principle relating to the claims in the Gale complaint and the federal claims in the Silver complaint was executed by the federal government, the Company, relators and relators’ counsel on June 24, 2014. The agreements in principle relating to the state claims were executed by each state named in the Silver complaint except for the State of Hawaii. On September 16, 2014, the court entered an order dismissing the Company from the case with prejudice. On October 5, 2011, a qui tam complaint, entitled United States ex rel. Donald Gale v. Omnicare, Inc., No. 1:10-cv-0127, was served on the Company. The case had been filed on January 19, 2010 under seal with the U.S. District Court for the Northern District of Ohio, Eastern Division. The complaint was unsealed by the court on June 9, 2011 after the U.S. Department of Justice notified the court that it declined to intervene in this action. The complaint was brought by Donald Gale as a private party qui tam relator on behalf of the federal government. The action alleged civil violations of the False Claims Act based on allegations that the Company provided certain customer facilities with discounts and other forms of remuneration in return for referrals of business in violation of the Anti-Kickback Statute, and offered pricing terms in violation of the “most favored customer” pricing laws of various state Medicaid plans. On January 24, 2014, the Company reached an agreement in principle, without admitting liability, with the U.S. Department of Justice (which was granted leave to intervene on February 20, 2014), in which the Company agreed to pay $116 million and no attorneys’ fees to settle the claims alleged in the Gale complaint and to pay $8.24 million and no attorneys’ fees to settle all federal and state claims alleged in the Silver complaint. In addition, the Company and the relator reached an agreement in principle pursuant to which the relator paid the Company $4.24 million to settle the Company’s motion for sanctions. These agreements in principle relating to the claims in the Gale complaint and the federal claims in the Silver complaint were executed by the federal government, the Company, the relators and relators’ counsel on June 24, 2014. The agreements in principle relating to the state claims in Silver were executed by each state named in the Silver complaint except for the State of Hawaii. The Company recorded a provision equal to the net settlement amount and an estimate of legal fees in its financial results for the year ended December 31, 2013. During the third quarter of 2014, settlement payments of $116 million and $8.24 million were made related to the Gale and Silver complaints, respectively, and $4.24 million was received related to the motion for sanctions filed by the Company against relator Gale and his attorneys. On August 11, 2014, the court entered an order dismissing with prejudice all claims against the Company. On October 29, 2010, a qui tam complaint entitled United States et al., ex rel. Banigan and Templin v. Organon USA, Inc., Omnicare, Inc. and PharMerica Corporation, Civil No. 07-12153-RWZ, that had been filed under seal with the U.S. District Court in Boston, Massachusetts, was ordered unsealed by the court. The complaint was brought by James Banigan and Richard Templin, former employees of Organon, as private party qui tam relators on behalf of the federal government and several state and local governments. The action alleges civil violations of the False Claims Act based on allegations that Organon USA, Inc. and its affiliates paid the Company and several other long-term care pharmacies rebates, post-purchase discounts and other forms of remuneration in return for purchasing pharmaceuticals from Organon and taking steps to increase the purchase of Organon’s drugs in violation of the Anti-Kickback Statute. The U.S. Department of Justice declined to intervene in this action. The court denied the Company’s motion to dismiss on June 1, 2012. Discovery is ongoing in this matter. The Company believes that the allegations are without merit and intends to vigorously defend itself in this action. The U.S. Department of Justice, through the U.S. Attorney’s Office for the Western District of Virginia, investigated whether the Company’s activities in connection with the agreements it had with the manufacturer of the pharmaceutical Depakote violated the False Claims Act or the Anti-Kickback Statute. The Company cooperated with this investigation and believes that it has complied with applicable laws and regulations with respect to this matter. In connection with this matter, on December 22, 2014, the U.S. Department of Justice filed a civil complaint-in-intervention in two qui tam complaints, entitled United States, et al., ex rel. Spetter v. Abbott Laboratories, Inc., Omnicare, Inc., and PharMerica Corp., No. 1:07-cv-00006 and United States, et al., ex rel. McCoyd v. Abbott Laboratories, Omnicare, Inc., PharMerica Corp., and Miles White, No. 1:07-cv-00081, alleging civil violations of the False Claims Act in connection with the manufacturer agreements described above. On July 7, 2015, the parties filed a Joint Motion to Stay the Litigation stating that the parties have reached a proposed resolution of the monetary terms of a potential settlement agreement. Resolution of the matter is subject to various contingencies, including approval by authorized officials at the Department of Justice, negotiation of the terms of a settlement agreement, approval and releases from the National Association of Medicaid Fraud Control Units, and coordination with discussions with the United States regarding other ongoing matters. The Company has recorded a provision equal to the proposed settlement amount. While the Company believes that a final settlement will be reached, there can be no assurance that any final settlement agreement will be reached or as to the final terms of such settlement. As part of the previously disclosed civil settlement agreement entered into by the Company with the U.S. Attorney’s Office, District of Massachusetts in November 2009, the Company also entered into an amended and restated corporate integrity agreement (“CIA”) with the Department of Health and Human Services Office of the Inspector General (“OIG”) with a term of five years from November 2, 2009 with certain provisions continuing for a period after the term. Pursuant to the CIA, the Company was required, among other things, to (i) create procedures designed to ensure that each existing, new or renewed arrangement with any actual or potential source of health care business or referrals to Omnicare or any actual or potential recipient of health care business or referrals from Omnicare does not violate the Anti-Kickback Statute, 42 U.S.C. (§) 1320a-7b(b) or related regulations, directives and guidance, including creating and maintaining a database of such arrangements; (ii) retain an independent review organization to review the Company’s compliance with the terms of the CIA and report to OIG regarding that compliance; and (iii) provide training for certain Company employees as to the Company’s requirements under the CIA. The requirements of the Company’s prior corporate integrity agreement obligating the Company to create and maintain procedures designed to ensure that all therapeutic interchange programs are developed and implemented by Omnicare consistent with the CIA and federal and state laws for obtaining prior authorization from the prescriber before making a therapeutic interchange of a drug and to maintain procedures for the accurate preparation and submission of claims for federal health care program beneficiaries in hospice programs, were incorporated into the amended and restated CIA without modification. The requirements of the CIA have resulted in increased costs to maintain the Company’s compliance program and greater scrutiny by federal regulatory authorities. Violations of the CIA could subject the Company to significant monetary penalties. The OIG is currently seeking information concerning the Company’s compliance programs and policies and its arrangements. The Company continues to review its contracts to ensure compliance with applicable laws and regulations. As a result of this review, pricing under certain of its consultant pharmacist services contracts has increased and may continue to increase. In February 2006, two substantially similar putative class action lawsuits were filed in the U.S. District Court for the Eastern District of Kentucky, and were consolidated and entitled Indiana State Dist. Council of Laborers & HOD Carriers Pension & Welfare Fund v. Omnicare, Inc., et al. , No. 2:06cv26. The amended consolidated complaint was filed against Omnicare, three of its officers and two of its directors and purported to be brought on behalf of all open-market purchasers of Omnicare common stock from August 3, 2005 through July 27, 2006, as well as all purchasers who bought shares of Omnicare common stock in the Company’s public offering in December 2005. The complaint contained claims under Sections 10(b) and 20(a) of the Securities Exchange Act of 1934 (and Rule 10b-5 thereunder) and Section 11 of the Securities Act of 1933 and sought, among other things, compensatory damages and injunctive relief. Plaintiffs alleged that Omnicare (i) artificially inflated its earnings (and failed to file GAAP-compliant financial statements) by engaging in improper generic drug substitution, improper revenue recognition and overvaluation of receivables and inventories; (ii) failed to timely disclose its contractual dispute with UnitedHealth Group Inc.; (iii) failed to timely record certain special litigation reserves; and (iv) made other allegedly false and misleading statements about the Company’s business, prospects and compliance with applicable laws and regulations. The defendants filed a motion to dismiss the amended complaint on March 12, 2007, and on October 12, 2007, the district court dismissed the case. On November 9, 2007, plaintiffs appealed the dismissal to the U.S. Court of Appeals for the Sixth Circuit. On October 21, 2009, the Sixth Circuit Court of Appeals generally affirmed the district court’s dismissal, dismissing plaintiff’s claims for violation of Sections 10(b) and 20(a) of the Securities Exchange Act of 1934 and Rule 10b-5 thereunder. However, the appellate court reversed the dismissal for the claim brought for violation of Section 11 of the Securities Act of 1933, and returned the case to the district court for further proceedings. On July 14, 2011, the district court granted plaintiffs’ motion to file a third amended complaint. This complaint asserts a claim under Section 11 of the Securities Act of 1933 on behalf of all purchasers of Omnicare common stock in the December 2005 public offering. The new complaint alleges that the 2005 registration statement contained false and misleading statements regarding Omnicare’s policy of compliance with all applicable laws and regulations with particular emphasis on allegations of violation of the federal Anti-Kickback Statute in connection with three of Omnicare’s acquisitions, Omnicare’s contracts with two of its suppliers and its provision of pharmacist consultant services. On August 19, 2011, the defendants filed a motion to dismiss the plaintiffs’ most recent complaint and on February 13, 2012 the district court dismissed the case and struck the case from the docket. On March 12, 2012, the plaintiffs filed a notice of appeal in the U.S. Court of Appeals for the Sixth Circuit. On May 23, 2013, the U.S. Court of Appeals affirmed in part and reversed and remanded in part the dismissal of the plaintiffs’ complaint. On October 4, 2013, the Company filed a petition for writ of certiorari in the United States Supreme Court. On March 3, 2014, the United States Supreme Court granted the Company’s petition for writ of certiorari. Oral argument at the United States Supreme Court was held on November 3, 2014. On March 24, 2015, the United States Supreme Court vacated the decision by the U.S. Court of Appeals for the Sixth Circuit and remanded the case to the District Court for the Eastern District of Kentucky. On May 29, 2015, the plaintiffs filed a motion to amend the third amended complaint. For the three and six months ended June 30, 2015 , charges of approximately $58 million and $68 million , respectively, and for the three and six months ended June 30, 2014 , charges of approximately $8 million and $15 million , respectively, were included in “Settlement, litigation and other related charges” on the Consolidated Statement of Comprehensive Income , primarily for estimated litigation and other related settlements and associated professional expenses for resolution of certain large customer disputes, certain regulatory matters with and subpoenas issued by the federal government and various states, qui tam lawsuits (including the Depakote matter discussed above and other pending qui tam matters), and costs associated with the purported class and derivative actions against the Company. In connection with Omnicare’s participation in Medicare, Medicaid and other healthcare programs, the Company is subject to various inspections, audits, inquiries and investigations by governmental/regulatory authorities responsible for enforcing the laws and regulations to which the Company is subject. Further, the Company maintains a compliance program that establishes certain routine periodic monitoring of the accuracy of the Company’s billing systems and other regulatory compliance matters and encourages the reporting of errors and inaccuracies. In connection with its compliance program, Omnicare has made, and will continue to make, disclosures to the applicable governmental agencies of amounts, if any, determined to represent overpayments from the respective programs and, where applicable, those amounts, as well as any amounts relating to certain inspections, audits, inquiries and investigations activity are included in “Settlement, litigation and other related charges” on the Consolidated Statement of Comprehensive Income . The Company cannot know the ultimate outcome of the pending matters described in the preceding paragraphs, and there can be no assurance that the resolution of these matters will not have a material adverse impact on the Company’s consolidated results of operations, financial position or cash flows or, in the case of other billing matters, that these matters will be resolved in an amount that will not exceed the amount of the pretax charges previously recorded by the Company. As part of its ongoing operations, the Company is subject to various inspections, audits, inquiries, investigations and similar actions by third parties, as well as by governmental/regulatory authorities responsible for enforcing the laws and regulations to which the Company is subject. Further, under the federal False Claims Act, private parties have the right to bring qui tam, or “whistleblower,” suits against companies that submit false claims for payments to, or improperly retain overpayments from, the government. Some states have adopted similar state whistleblower and false claims provisions. In addition to the inquiries discussed above, the Company from time to time receives inquiries from federal and state agencies regarding compliance with various healthcare laws. The Company is also involved in various legal actions arising in the normal course of business. At any point in time, the Company is in varying stages of discussions on these matters. The Company evaluates these matters on an ongoing basis and records accruals for such contingencies if the Company concludes that it is probable that a material loss will be incurred and the amount of the loss can be reasonably estimated. In many situations, these matters are being contested by the Company, the outcome is not predictable and any potential loss is not estimable. The inherently unpredictable nature of legal proceedings may be exacerbated by various factors from time to time, including: (i) the damages sought in the proceedings are unsubstantiated or indeterminate; (ii) discovery is not complete; (iii) the proceeding is in its early stages; (iv) the matters present legal uncertainties; (v) significant facts are in dispute; (vi) a large number of parties are participating in the proceedings (including where it is uncertain how liability, if any, will be shared among multiple defendants); or (vii) the proceedings present a wide range of potential outcomes. With respect to violations of the False Claims Act, treble damages and/or additional penalties per claim may apply. Consequently, unless otherwise stated, no estimate of the possible loss or range of loss in excess of the amounts accrued, if any, can be made at this time regarding the pending matters described above. Further, there can be no assurance that the ultimate resolution of these matters, individually or in the aggregate, will not have a material adverse effect on the Company’s consolidated results of operations, financial position or cash flows. The Company indemnifies its directors and officers for certain liabilities that might arise from the performance of their responsibilities for the Company. Additionally, in the normal course of its business, the Company enters into contracts pursuant to which the Company may make a variety of representations and warranties and indemnify the counterparty for certain losses. The Company’s possible exposure under these arrangements cannot be reasonably estimated, as this involves the resolution of claims made, or future claims that may be made, against the Company or its directors or officers, the outcomes of which are unknown and not currently predictable. Accordingly, the Company has not recorded any accrual related to its indemnification obligations.

Segment Information

Segment Information	6 Months Ended
	Jun. 30, 2015
Segment Reporting [Abstract]
Segment Information	The Company is organized in two operating segments, Long-Term Care Group (“LTC”) and Specialty Care Group (“SCG”). These segments are based on the operations of the underlying businesses and the customers they serve. The Company’s larger reportable segment is LTC, which primarily provides distribution of pharmaceuticals, related pharmacy consulting and other ancillary services. LTC’s customers are primarily skilled nursing, assisted living and other providers of healthcare services. The Company’s other reportable segment is SCG, which provides specialty pharmacy and key commercialization services for the biopharmaceutical industry. The primary components of the “Corporate/Other” segment are the Company’s corporate management oversight and administration, including its information technology and data management services, as well as other consolidating and eliminating entries, which have not been charged to reportable segments. The Company evaluates the performance of its segments based on revenue and operating income, and does not include segment assets or nonoperating income/expense items for management reporting purposes. (In thousands) Three months ended June 30, 2015: LTC SCG Corporate/Other Consolidated Net sales $ 1,159,099 $ 574,140 $ 78 $ 1,733,317 Depreciation and amortization expense (17,588 ) (1,238 ) (15,546 ) (34,372 ) Settlement, litigation and other related charges (57,702 ) — — (57,702 ) Other charges (3,632 ) — (7,773 ) (11,405 ) Operating income (loss) 104,025 40,461 (47,556 ) 96,930 2014: Net sales $ 1,190,441 $ 420,067 $ 76 $ 1,610,584 Depreciation and amortization expense (17,382 ) (1,168 ) (14,811 ) (33,361 ) Settlement, litigation and other related charges (7,547 ) — — (7,547 ) Other charges (2,920 ) — (8,364 ) (11,284 ) Operating income (loss) 149,533 31,125 (50,412 ) 130,246 Six months ended June 30, 2015: LTC SCG Corporate/Other Consolidated Net sales $ 2,353,619 $ 1,039,411 $ 129 $ 3,393,159 Depreciation and amortization expense (34,403 ) (2,414 ) (28,918 ) (65,735 ) Settlement, litigation and other related charges (67,522 ) — — (67,522 ) Other charges (5,023 ) — (7,431 ) (12,454 ) Operating income (loss) 255,728 79,464 (86,282 ) 248,910 2014: Net sales $ 2,381,694 $ 799,739 $ 189 $ 3,181,622 Depreciation and amortization expense (34,853 ) (2,295 ) (29,949 ) (67,097 ) Settlement, litigation and other related charges (14,599 ) — — (14,599 ) Other charges (5,431 ) — (16,129 ) (21,560 ) Operating income (loss) 302,117 62,854 (101,973 ) 262,998

Guarantor Subsidiaries

Guarantor Subsidiaries	6 Months Ended
	Jun. 30, 2015
Guarantor Subsidiaries [Abstract]
Schedules Of Condensed Financial Statements [Text Block]	The Company’s 4.75% Senior Notes due 2022, 5.00% Senior Notes due 2024, 2025 Notes and 2044 Notes are fully and unconditionally guaranteed, subject to certain customary release provisions, on an unsecured, joint and several basis by substantially all of the Company’s 100% owned subsidiaries (the “Guarantor Subsidiaries”). The following condensed consolidating unaudited financial data illustrates the composition of Omnicare, Inc. (“Parent”), the Guarantor Subsidiaries and the non-guarantor subsidiaries as of June 30, 2015 and December 31, 2014 for the balance sheets, as well as the three and six months ended June 30, 2015 and 2014 for the statements of comprehensive income (loss) and the statements of cash flows. Separate complete financial statements of the Guarantor Subsidiaries are not presented as management believes they would not provide information that is necessary for evaluating the sufficiency of the Guarantor Subsidiaries. No consolidating/eliminating adjustments column is presented for the condensed consolidating statements of cash flows since there were no significant consolidating/eliminating adjustment amounts during the periods presented. Summary Consolidating Statements of Comprehensive Income (Loss) (in thousands) Three months ended June 30, 2015: Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating / Eliminating Adjustments Omnicare, Inc. and Subsidiaries Net sales $ — $ 1,701,457 $ 31,860 $ — $ 1,733,317 Cost of sales — 1,360,522 18,864 — 1,379,386 Gross profit — 340,935 12,996 — 353,931 Selling, general and administrative expenses 585 164,294 3,831 — 168,710 Provision for doubtful accounts — 18,896 288 — 19,184 Settlement, litigation and other related charges — 57,702 — — 57,702 Other charges 7,431 3,974 — — 11,405 Operating (loss) income (8,016 ) 96,069 8,877 — 96,930 Interest expense, net of investment income (27,179 ) (199 ) — — (27,378 ) (Loss) income before income taxes (35,195 ) 95,870 8,877 — 69,552 Income tax (benefit) expense (13,631 ) 45,777 3,436 — 35,582 (Loss) income from continuing operations (21,564 ) 50,093 5,441 — 33,970 Loss from discontinued operations — — — — — Equity of net income of subsidiaries 55,534 — — (55,534 ) — Net income (loss) $ 33,970 $ 50,093 $ 5,441 $ (55,534 ) $ 33,970 Comprehensive income (loss) $ 35,012 $ 50,093 $ 5,441 $ (55,534 ) $ 35,012 2014: Net sales $ — $ 1,580,208 $ 30,376 $ — $ 1,610,584 Cost of sales — 1,238,120 18,234 — 1,256,354 Gross profit — 342,088 12,142 — 354,230 Selling, general and administrative expenses 1,441 176,922 5,700 — 184,063 Provision for doubtful accounts — 20,585 505 — 21,090 Settlement, litigation and other related charges — 7,547 — — 7,547 Other charges — 11,284 — — 11,284 Operating (loss) income (1,441 ) 125,750 5,937 — 130,246 Interest expense, net of investment income (29,064 ) (916 ) — — (29,980 ) (Loss) income before income taxes (30,505 ) 124,834 5,937 — 100,266 Income tax (benefit) expense (11,672 ) 48,427 2,265 — 39,020 (Loss) income from continuing operations (18,833 ) 76,407 3,672 — 61,246 Loss from discontinued operations — (453 ) (38,822 ) — (39,275 ) Equity of net income (loss) of subsidiaries 40,804 — — (40,804 ) — Net income (loss) $ 21,971 $ 75,954 $ (35,150 ) $ (40,804 ) $ 21,971 Comprehensive income (loss) $ 22,015 $ 75,954 $ (35,150 ) $ (40,804 ) $ 22,015 Note 9 - Guarantor Subsidiaries (Continued) Summary Consolidating Statements of Comprehensive Income (Loss) (in thousands) Six months ended June 30, 2015: Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating / Omnicare, Inc. and Subsidiaries Net sales $ — $ 3,329,276 $ 63,883 $ — $ 3,393,159 Cost of sales — 2,649,872 39,893 — 2,689,765 Gross profit — 679,404 23,990 — 703,394 Selling, general and administrative expenses 1,413 326,871 7,849 — 336,133 Provision for doubtful accounts — 37,788 587 — 38,375 Settlement, litigation and other related charges — 67,522 — — 67,522 Other charges 7,431 5,023 — — 12,454 Operating income (loss) (8,844 ) 242,200 15,554 — 248,910 Interest expense, net of investment income (54,601 ) (426 ) — — (55,027 ) Income (loss) before income taxes (63,445 ) 241,774 15,554 — 193,883 Income tax (benefit) expense (24,490 ) 101,011 6,003 — 82,524 (Loss) income from continuing operations (38,955 ) 140,763 9,551 — 111,359 Income from discontinued operations — — — — — Equity of net income of subsidiaries 150,314 — — (150,314 ) — Net income $ 111,359 $ 140,763 $ 9,551 $ (150,314 ) $ 111,359 Comprehensive income $ 112,551 $ 140,763 $ 9,551 $ (150,314 ) $ 112,551 2014: Net sales $ — $ 3,120,214 $ 61,408 $ — $ 3,181,622 Cost of sales — 2,432,519 36,419 — 2,468,938 Gross profit — 687,695 24,989 — 712,684 Selling, general and administrative expenses 2,428 359,042 9,406 — 370,876 Provision for doubtful accounts — 41,632 1,019 — 42,651 Settlement, litigation and other related charges — 14,599 — — 14,599 Other charges — 21,560 — — 21,560 Operating (loss) income (2,428 ) 250,862 14,564 — 262,998 Interest expense, net of investment income (58,220 ) (1,201 ) — — (59,421 ) (Loss) income from continuing operations before income taxes (60,648 ) 249,661 14,564 — 203,577 Income tax (benefit) expense (23,343 ) 96,430 5,606 — 78,693 (Loss) income from continuing operations (37,305 ) 153,231 8,958 — 124,884 Loss from discontinued operations — (720 ) (38,419 ) — (39,139 ) Equity of net income (loss) of subsidiaries 123,050 — — (123,050 ) — Net income (loss) $ 85,745 $ 152,511 $ (29,461 ) $ (123,050 ) $ 85,745 Comprehensive income (loss) $ 86,012 $ 152,511 $ (29,461 ) $ (123,050 ) $ 86,012 Condensed Consolidating Balance Sheets (in thousands) As of June 30, 2015 Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating/Eliminating Adjustments Omnicare, Inc. and Subsidiaries ASSETS Cash and cash equivalents $ 267,328 $ 26,981 $ 20,399 $ — $ 314,708 Accounts receivable, net (including intercompany) — 614,679 168,566 (166,383 ) 616,862 Inventories — 471,026 6,484 — 477,510 Deferred income tax benefits, net-current — 77,115 697 (412 ) 77,400 Other current assets 551 159,930 27,202 — 187,683 Total current assets 267,879 1,349,731 223,348 (166,795 ) 1,674,163 Properties and equipment, net — 264,328 4,833 — 269,161 Goodwill — 4,065,442 28,805 — 4,094,247 Identifiable intangible assets, net — 111,504 908 — 112,412 Other noncurrent assets 21,101 49,452 73 — 70,626 Investment in subsidiaries 4,754,789 — — (4,754,789 ) — Total assets $ 5,043,769 $ 5,840,457 $ 257,967 $ (4,921,584 ) $ 6,220,609 LIABILITIES AND STOCKHOLDERS’ EQUITY Current liabilities (including intercompany) $ 44,747 $ 649,068 $ 38,166 $ (166,383 ) $ 565,598 Current portion of long-term debt 445,863 5,321 — — 451,184 Long-term debt, notes and convertible debentures 1,502,946 4,476 — — 1,507,422 Deferred income tax liabilities 354,547 598,147 — (412 ) 952,282 Other noncurrent liabilities — 47,041 1,416 — 48,457 Convertible debt 145,034 — — — 145,034 Stockholders’ equity 2,550,632 4,536,404 218,385 (4,754,789 ) 2,550,632 Total liabilities and stockholders’ equity $ 5,043,769 $ 5,840,457 $ 257,967 $ (4,921,584 ) $ 6,220,609 As of December 31, 2014 ASSETS Cash and cash equivalents $ 113,072 $ 26,865 $ 13,862 $ — $ 153,799 Accounts receivable, net (including intercompany) — 576,151 100,046 (97,436 ) 578,761 Inventories — 511,840 7,744 — 519,584 Deferred income tax benefits, net-current — 58,988 432 (220 ) 59,200 Other current assets 2,287 256,106 29,167 — 287,560 Total current assets 115,359 1,429,950 151,251 (97,656 ) 1,598,904 Properties and equipment, net — 262,689 5,064 — 267,753 Goodwill — 4,033,001 28,805 — 4,061,806 Identifiable intangible assets, net — 97,613 1,329 — 98,942 Other noncurrent assets 21,717 58,629 39 — 80,385 Investment in subsidiaries 4,931,821 — — (4,931,821 ) — Total assets $ 5,068,897 $ 5,881,882 $ 186,488 $ (5,029,477 ) $ 6,107,790 LIABILITIES AND STOCKHOLDERS’ EQUITY Current liabilities (including intercompany) $ 27,725 $ 459,808 $ 30,817 $ (97,436 ) $ 420,914 Current portion of long-term debt 446,717 — — — 446,717 Long-term debt, notes and convertible debentures 1,510,212 7,347 — — 1,517,559 Deferred income tax liabilities 343,816 592,651 — (220 ) 936,247 Other noncurrent liabilities — 44,228 1,698 — 45,926 Convertible debt 151,706 — — — 151,706 Stockholders’ equity 2,588,721 4,777,848 153,973 (4,931,821 ) 2,588,721 Total liabilities and stockholders’ equity $ 5,068,897 $ 5,881,882 $ 186,488 $ (5,029,477 ) $ 6,107,790 Note 9 - Guarantor Subsidiaries (Continued) Condensed Consolidating Statements of Cash Flows (in thousands) Six months ended June 30, 2015: Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Omnicare, Inc. and Subsidiaries Cash flows from operating activities: Net cash flows from (used in) operating activities $ (14,494 ) $ 438,028 $ 6,811 $ 430,345 Cash flows from investing activities: Acquisition of businesses, net of cash received — (54,802 ) — (54,802 ) Capital expenditures — (27,390 ) (274 ) (27,664 ) Net cash flows used in investing activities — (82,192 ) (274 ) (82,466 ) Cash flows from financing activities: Payments on terms loans (10,000 ) — — (10,000 ) Payments on long-term borrowings and obligations (5,999 ) — — (5,999 ) Fees paid for financing activities (2,239 ) — — (2,239 ) Decrease in cash overdraft balance 4,790 (3,498 ) — 1,292 Payments for Omnicare common stock repurchase (125,000 ) — — (125,000 ) Dividends paid (42,362 ) — — (42,362 ) Other 349,560 (352,222 ) — (2,662 ) Net cash flows from (used in) financing activities 168,750 (355,720 ) — (186,970 ) Net increase in cash and cash equivalents 154,256 116 6,537 160,909 Increase (decrease) from discontinued operations — — — — Net increase in cash and cash equivalents of continuing operations 154,256 116 6,537 160,909 Cash and cash equivalents at beginning of period 113,072 26,865 13,862 153,799 Cash and cash equivalents at end of period $ 267,328 $ 26,981 $ 20,399 $ 314,708 2014: Cash flows from operating activities: Net cash flows (used in) from operating activities $ (57,203 ) $ 453,196 $ 387 $ 396,380 Cash flows from investing activities: Divestiture of business, net — 7,114 — 7,114 Capital expenditures — (47,473 ) (550 ) (48,023 ) Other — (32 ) (658 ) (690 ) Net cash flows used in investing activities — (40,391 ) (1,208 ) (41,599 ) Cash flows from financing activities: Payments on term loans (10,625 ) — — (10,625 ) Payments on long-term borrowings and obligations (175,115 ) — — (175,115 ) Increase (decrease) in cash overdraft balance 314 (7,184 ) — (6,870 ) Payments for Omnicare common stock repurchases (160,438 ) — — (160,438 ) Dividends paid (38,979 ) — — (38,979 ) Other 454,061 (452,660 ) — 1,401 Net cash flows from (used in) financing activities 69,218 (459,844 ) — (390,626 ) Net increase (decrease) in cash and cash equivalents 12,015 (47,039 ) (821 ) (35,845 ) Increase (decrease) in cash and cash equivalents of discontinued operations — 6,478 (1,048 ) 5,430 Net increase (decrease) from continuing operations 12,015 (53,517 ) 227 (41,275 ) Cash and cash equivalents at beginning of period 275,910 68,050 12,041 356,001 Cash and cash equivalents at end of period $ 287,925 $ 14,533 $ 12,268 $ 314,726 Note 9 - Guarantor Subsidiaries (Continued) The Company’s Initial 2035 Debentures and Exchange 2035 Debentures are fully and unconditionally guaranteed, subject to certain customary release provisions, on an unsecured basis by Omnicare Purchasing Company, LP, a 100% owned subsidiary of the Company (the “Guarantor Subsidiary”). The following condensed consolidating unaudited financial data illustrates the composition of Omnicare, Inc. (“Parent”), the Guarantor Subsidiary and the non-guarantor subsidiaries as of June 30, 2015 and December 31, 2014 for the balance sheets, as well as the three and six months ended June 30, 2015 and 2014 for the statements of comprehensive income (loss) and the statements of cash flows. Separate complete financial statements of the Guarantor Subsidiary are not presented as management believes they would not provide information that is necessary for evaluating the sufficiency of the Guarantor Subsidiary. The Guarantor Subsidiary does not have any material net cash flows in the condensed consolidating statements of cash flows. No consolidating/eliminating adjustments column is presented for the condensed consolidating statements of cash flows since there were no significant consolidating/eliminating adjustment amounts during the periods presented. Summary Consolidating Statements of Comprehensive Income (Loss) (in thousands) Three months ended June 30, 2015: Parent Guarantor Subsidiary Non-Guarantor Subsidiaries Consolidating / Eliminating Adjustments Omnicare, Inc. and Subsidiaries Net sales $ — $ — $ 1,733,317 $ — $ 1,733,317 Cost of sales — — 1,379,386 — 1,379,386 Gross profit — — 353,931 — 353,931 Selling, general and administrative expenses 585 1,539 166,586 — 168,710 Provision for doubtful accounts — — 19,184 — 19,184 Settlement, litigation and other related charges — — 57,702 — 57,702 Other charges 7,431 — 3,974 — 11,405 Operating (loss) income (8,016 ) (1,539 ) 106,485 — 96,930 Interest expense, net of investment income (27,179 ) — (199 ) — (27,378 ) (Loss) income before income taxes (35,195 ) (1,539 ) 106,286 — 69,552 Income tax (benefit) expense (13,631 ) (597 ) 49,810 — 35,582 (Loss) income from continuing operations (21,564 ) (942 ) 56,476 — 33,970 Loss from discontinued operations — — — — — Equity of net income of subsidiaries 55,534 — — (55,534 ) — Net income (loss) $ 33,970 $ (942 ) $ 56,476 $ (55,534 ) $ 33,970 Comprehensive income (loss) $ 35,012 $ (942 ) $ 56,476 $ (55,534 ) $ 35,012 2014: Net sales $ — $ — $ 1,610,584 $ — $ 1,610,584 Cost of sales — — 1,256,354 — 1,256,354 Gross profit — — 354,230 — 354,230 Selling, general and administrative expenses 1,441 443 182,179 — 184,063 Provision for doubtful accounts — — 21,090 — 21,090 Settlement, litigation and other related charges — — 7,547 — 7,547 Other charges — — 11,284 — 11,284 Operating (loss) income (1,441 ) (443 ) 132,130 — 130,246 Interest expense, net of investment income (29,064 ) — (916 ) — (29,980 ) (Loss) income before income taxes (30,505 ) (443 ) 131,214 — 100,266 Income tax (benefit) expense (11,672 ) (170 ) 50,862 — 39,020 (Loss) income from continuing operations (18,833 ) (273 ) 80,352 — 61,246 Loss from discontinued operations — — (39,275 ) — (39,275 ) Equity of net income of subsidiaries 40,804 — — (40,804 ) — Net income (loss) $ 21,971 $ (273 ) $ 41,077 $ (40,804 ) $ 21,971 Comprehensive income (loss) $ 22,015 $ (273 ) $ 41,077 $ (40,804 ) $ 22,015 Note 9 - Guarantor Subsidiaries (Continued) Summary Consolidating Statements of Comprehensive Income (Loss) (in thousands) Six months ended June 30, 2015 Parent Guarantor Subsidiary Non-Guarantor Subsidiaries Consolidating / Omnicare, Inc. and Subsidiaries Net sales $ — $ — $ 3,393,159 $ — $ 3,393,159 Cost of sales — — 2,689,765 — 2,689,765 Gross profit — — 703,394 — 703,394 Selling, general and administrative expenses 1,413 3,075 331,645 — 336,133 Provision for doubtful accounts — — 38,375 — 38,375 Settlement, litigation and other related charges — — 67,522 — 67,522 Other charges 7,431 — 5,023 — 12,454 Operating income (loss) (8,844 ) (3,075 ) 260,829 — 248,910 Interest expense, net of investment income (54,601 ) — (426 ) — (55,027 ) Income (loss) before income taxes (63,445 ) (3,075 ) 260,403 — 193,883 Income tax (benefit) expense (24,490 ) (1,187 ) 108,201 — 82,524 (Loss) income from continuing operations (38,955 ) (1,888 ) 152,202 — 111,359 Income from discontinued operations — — — — — Equity of net income of subsidiaries 150,314 — — (150,314 ) — Net income (loss) $ 111,359 $ (1,888 ) $ 152,202 $ (150,314 ) $ 111,359 Comprehensive income (loss) $ 112,551 $ (1,888 ) $ 152,202 $ (150,314 ) $ 112,551 2014 Net sales $ — $ — $ 3,181,622 $ — $ 3,181,622 Cost of sales — — 2,468,938 — 2,468,938 Gross profit — — 712,684 — 712,684 Selling, general and administrative expenses 2,428 879 367,569 — 370,876 Provision for doubtful accounts — — 42,651 — 42,651 Settlement, litigation and other related charges — — 14,599 — 14,599 Other charges — — 21,560 — 21,560 Operating (loss) income (2,428 ) (879 ) 266,305 — 262,998 Interest expense, net of investment income (58,220 ) — (1,201 ) — (59,421 ) (Loss) income before income taxes (60,648 ) (879 ) 265,104 — 203,577 Income tax (benefit) expense (23,343 ) (338 ) 102,374 — 78,693 (Loss) income from continuing operations (37,305 ) (541 ) 162,730 — 124,884 Loss from discontinued operations — — (39,139 ) — (39,139 ) Equity of net income of subsidiaries 123,050 — — (123,050 ) — Net income (loss) $ 85,745 $ (541 ) $ 123,591 $ (123,050 ) $ 85,745 Comprehensive income (loss) $ 86,012 $ (541 ) $ 123,591 $ (123,050 ) $ 86,012 Note 9 - Guarantor Subsidiaries (Continued) Condensed Consolidating Balance Sheets (in thousands) As of June 30, 2015 Parent Guarantor Subsidiary Non-Guarantor Subsidiaries Consolidating/Eliminating Adjustments Omnicare, Inc. and Subsidiaries ASSETS Cash and cash equivalents $ 267,328 $ — $ 47,380 $ — $ 314,708 Accounts receivable, net (including intercompany) — 175 616,862 (175 ) 616,862 Inventories — — 477,510 — 477,510 Deferred income tax benefits, net-current — — 77,400 — 77,400 Other current assets 551 26 187,106 — 187,683 Total current assets 267,879 201 1,406,258 (175 ) 1,674,163 Properties and equipment, net — 8 269,153 — 269,161 Goodwill — — 4,094,247 — 4,094,247 Identifiable intangible assets, net — — 112,412 — 112,412 Other noncurrent assets 21,101 19 49,506 — 70,626 Investment in subsidiaries 4,754,789 — — (4,754,789 ) — Total assets $ 5,043,769 $ 228 $ 5,931,576 $ (4,754,964 ) $ 6,220,609 LIABILITIES AND STOCKHOLDERS’ EQUITY Current liabilities (including intercompany) $ 44,747 $ 2 $ 521,024 $ (175 ) $ 565,598 Current portion of long-term debt 445,863 — 5,321 — 451,184 Long-term debt, notes and convertible debentures 1,502,946 — 4,476 — 1,507,422 Deferred income tax liabilities 354,547 — 597,735 — 952,282 Other noncurrent liabilities — — 48,457 — 48,457 Convertible debt 145,034 — — — 145,034 Stockholders’ equity 2,550,632 226 4,754,563 (4,754,789 ) 2,550,632 Total liabilities and stockholders’ equity $ 5,043,769 $ 228 $ 5,931,576 $ (4,754,964 ) $ 6,220,609 As of December 31, 2014 ASSETS Cash and cash equivalents $ 113,072 $ — $ 40,727 $ — $ 153,799 Accounts receivable, net (including intercompany) — 203 578,761 (203 ) 578,761 Inventories — — 519,584 — 519,584 Deferred income tax benefits, net-current — — 59,200 — 59,200 Other current assets 2,287 — 285,273 — 287,560 Total current assets 115,359 203 1,483,545 (203 ) 1,598,904 Properties and equipment, net — 12 267,741 — 267,753 Goodwill — — 4,061,806 — 4,061,806 Identifiable intangible assets, net — — 98,942 — 98,942 Other noncurrent assets 21,717 19 58,649 — 80,385 Investment in subsidiaries 4,931,821 — — (4,931,821 ) — Total assets $ 5,068,897 $ 234 $ 5,970,683 $ (4,932,024 ) $ 6,107,790 LIABILITIES AND STOCKHOLDERS’ EQUITY Current liabilities (including intercompany) $ 27,725 $ — $ 393,392 $ (203 ) $ 420,914 Current portion of long-term debt 446,717 — — — 446,717 Long-term debt, notes and convertible debentures 1,510,212 — 7,347 — 1,517,559 Deferred income tax liabilities 343,816 — 592,431 — 936,247 Other noncurrent liabilities — — 45,926 — 45,926 Convertible debt 151,706 — — — 151,706 Stockholders’ equity 2,588,721 234 4,931,587 (4,931,821 ) 2,588,721 Total liabilities and stockholders’ equity $ 5,068,897 $ 234 $ 5,970,683 $ (4,932,024 ) $ 6,107,790 Note 9 - Guarantor Subsidiaries (Continued) Condensed Consolidating Statements of Cash Flows (in thousands) Six months ended June 30, 2015: Parent Guarantor Subsidiary Non-Guarantor Subsidiaries Omnicare, Inc. and Subsidiaries Cash flows from operating activities: Net cash flows (used in) from operating activities $ (14,494 ) $ — $ 444,839 $ 430,345 Cash flows from investing activities: Acquisition of businesses, net of cash received — — (54,802 ) (54,802 ) Capital expenditures — — (27,664 ) (27,664 ) Net cash flows used in investing activities — — (82,466 ) (82,466 ) Cash flows from financing activities: Payments on terms loans (10,000 ) — — (10,000 ) Payments on long-term borrowings and obligations (5,999 ) — — (5,999 ) Fees paid for financing activities (2,239 ) — — (2,239 ) Decrease in cash overdraft balance 4,790 — (3,498 ) 1,292 Payments for Omnicare common stock repurchase (125,000 ) — — (125,000 ) Dividends paid (42,362 ) — — (42,362 ) Other 349,560 — (352,222 ) (2,662 ) Net cash flows from (used in) financing activities 168,750 — (355,720 ) (186,970 ) Net increase in cash and cash equivalents 154,256 — 6,653 160,909 Less increase in cash and cash equivalents of discontinued operations — — — — Increase in cash and cash equivalents of continuing operations 154,256 — 6,653 160,909 Cash and cash equivalents at beginning of period 113,072 — 40,727 153,799 Cash and cash equivalents at end of period $ 267,328 $ — $ 47,380 $ 314,708 2014: Cash flows from operating activities: Net cash flows (used in) from operating activities $ (57,203 ) $ — $ 453,583 $ 396,380 Cash flows from investing activities: Divestiture of business, net — — 7,114 7,114 Capital expenditures — — (48,023 ) (48,023 ) Other — — (690 ) (690 ) Net cash flows used in investing activities — — (41,599 ) (41,599 ) Cash flows from financing activities: Payments on term loans (10,625 ) — — (10,625 ) Payments on long-term borrowings and obligations (175,115 ) — — (175,115 ) Increase (decrease) in cash overdraft balance 314 — (7,184 ) (6,870 ) Payments for Omnicare common stock repurchases (160,438 ) — — (160,438 ) Dividends paid (38,979 ) — — (38,979 ) Other 454,061 — (452,660 ) 1,401 Net cash flows from (used in) financing activities 69,218 — (459,844 ) (390,626 ) Net increase (decrease) in cash and cash equivalents 12,015 — (47,860 ) (35,845 ) Less increase in cash and cash equivalents of discontinued operations — — 5,430 5,430 Increase (decrease) in cash and cash equivalents of continuing operations 12,015 — (53,290 ) (41,275 ) Cash and cash equivalents at beginning of period 275,910 — 80,091 356,001 Cash and cash equivalents at end of period $ 287,925 $ — $ 26,801 $ 314,726

Significant Accounting Polici16

Significant Accounting Policies Significant Accounting Policies (Policies)	6 Months Ended
	Jun. 30, 2015
Significant Accounting Policies [Abstract]
Fair Value Measurement, Policy [Policy Text Block]	Embedded in certain series of the Company’s convertible debt securities are derivative instruments - contingent interest provisions, interest reset provisions and contingent conversion parity provisions. The embedded derivatives are valued quarterly using Level 3 inputs, and at June 30, 2015 and December 31, 2014 , the values of the derivatives embedded in the convertible debt securities were not material. See “ Note 5 - Debt ”.
Share-based Compensation, Option and Incentive Plans Policy [Policy Text Block]	Stock-based compensation expense recognized in the Consolidated Statement of Comprehensive Income for stock options, restricted stock units, performance share units and stock awards totaled approximately $7 million and $11 million for the three and six months ended June 30, 2015 and $5 million and $11 million for the three and six months ended June 30, 2014
Income Tax, Policy [Policy Text Block]	Income Taxes
Finance, Loans and Leases Receivable, Policy [Policy Text Block]	As of June 30, 2015 and December 31, 2014 , gross notes receivable were approximately $68 million and $81 million , respectively, of which approximately $45 million and $52 million , respectively, were included in “Other current assets” on the Consolidated Balance Sheets. As of June 30, 2015 and December 31, 2014 , the allowance for credit losses on the notes receivable was approximately $14 million and $13 million , respectively, which was included in “Other current assets” on the Consolidated Balance Sheets. Interest income on the notes receivable is recognized on an accrual basis when earned. Interest income was $1 million for the three and six months ended June 30, 2015 , and $1 million and $2 million for the three and six months ended June 30, 2014 , respectively.
Significant Accounting Policies [Text Block]	Interim Financial Data The interim financial data is unaudited; however, in the opinion of Omnicare management, all adjustments, consisting only of normal recurring adjustments, necessary for a fair statement of the Omnicare consolidated results of operations, financial position and cash flows for the interim periods presented have been made. All significant intercompany accounts and transactions have been eliminated. Accounts Receivable The following table is an aging of the Company’s gross accounts receivable (net of allowances for contractual adjustments), aged based on payment terms and categorized based on the three primary types of payors (in thousands): June 30, 2015 Current and 0-180 Days Past Due 181 Days and Over Past Due Total Medicare (Part D and Part B), Medicaid and third-party payors $ 213,162 $ 33,567 $ 246,729 Facility payors 321,660 92,811 414,471 Private pay payors 74,083 103,315 177,398 Total gross accounts receivable $ 608,905 $ 229,693 $ 838,598 December 31, 2014 Medicare (Part D and Part B), Medicaid and third-party payors $ 184,492 $ 28,818 $ 213,310 Facility payors 297,308 99,036 396,344 Private pay payors 69,693 101,289 170,982 Total gross accounts receivable $ 551,493 $ 229,143 $ 780,636 Sourcing Agreement Effective January 1, 2015, the Company entered into a pharmaceutical sourcing agreement with McKesson Corporation (“McKesson”). The agreement has an initial term ending December 31, 2017 with two successive automatic one-year renewal terms unless either party provides notice of non-renewal. Under the agreement, with limited exceptions, the Company will purchase its branded and generic pharmaceutical products from McKesson. Notes Receivable As of June 30, 2015 and December 31, 2014 , gross notes receivable were approximately $68 million and $81 million , respectively, of which approximately $45 million and $52 million , respectively, were included in “Other current assets” on the Consolidated Balance Sheets. As of June 30, 2015 and December 31, 2014 , the allowance for credit losses on the notes receivable was approximately $14 million and $13 million , respectively, which was included in “Other current assets” on the Consolidated Balance Sheets. Interest income on the notes receivable is recognized on an accrual basis when earned. Interest income was $1 million for the three and six months ended June 30, 2015 , and $1 million and $2 million for the three and six months ended June 30, 2014 , respectively. Fair Value Embedded in certain series of the Company’s convertible debt securities are derivative instruments - contingent interest provisions, interest reset provisions and contingent conversion parity provisions. The embedded derivatives are valued quarterly using Level 3 inputs, and at June 30, 2015 and December 31, 2014 , the values of the derivatives embedded in the convertible debt securities were not material. See “ Note 5 - Debt ”. Stock-based Compensation Stock-based compensation expense recognized in the Consolidated Statement of Comprehensive Income for stock options, restricted stock units, performance share units and stock awards totaled approximately $7 million and $11 million for the three and six months ended June 30, 2015 and $5 million and $11 million for the three and six months ended June 30, 2014 , respectively. Other Charges Other charges (on a pre-tax basis) consist of the following (in thousands): Three Months Ended Six Months Ended 2015 2014 2015 2014 Separation and other employee related costs $ 2,597 $ 3,004 $ 3,168 $ 13,280 Acquisition and other costs 3,522 — 4,000 — Merger related costs 5,286 — $ 5,286 $ — Debt-related costs — 7,760 — 7,760 Disposition of businesses — 520 $ — $ 520 Total - other charges $ 11,405 $ 11,284 $ 12,454 $ 21,560 See " Note 5 - Debt " for additional details on the debt-related costs. Separation and Other Costs In the three and six months ended June 30, 2015 , the Company incurred separation-related costs and accelerated stock based compensation expense for certain employees of approximately $2.6 million and $3.2 million , respectively. In the three and six months ended June 30, 2014 , the Company recorded separation related costs for certain employees of approximately $3 million and $13 million , respectively. These charges are reflected in “Other charges” on the Consolidated Statement of Comprehensive Income . Acquisition and Other Costs The Company completed three acquisitions, which were not significant to the operations of the Company, in the six months ended June 30, 2015 . The Company incurred professional fees and acquisition related costs, which are included in “Other charges” on the Consolidated Statement of Comprehensive Income . Additionally, the Company incurred professional fees and other costs related to outsourcing activities which are included in “Other charges” on the Consolidated Statement of Comprehensive Income . Merger Related Costs As previously disclosed, on May 20, 2015, the Company entered into a Merger Agreement with CVS Pharmacy and Merger Sub. In connection with the Merger Agreement and the proposed Merger, the Company incurred professional fees and other related costs in the three and six months ended June 30, 2015 of approximately $5 million , which are included in “Other charges” on the Consolidated Statement of Comprehensive Income . Income Taxes The Company’s effective tax rates for the three and six months ended June 30, 2015 differed from the expected federal statutory rate primarily due to transaction costs incurred in connection with the proposed Merger, and the impact of the non-deductible portion of accrued amounts related to the possible settlement of certain litigation. The effective tax rate for the six months ended June 30, 2015 was favorably impacted by the resolution of the Internal Revenue Service examination of the Company’s tax returns for the 2011 and 2012 tax years. The remainder of the differences from the expected federal statutory rate for the three and six months ended June 30, 2015 and 2014 are a result of state and local income taxes. Accumulated Other Comprehensive Loss Accumulated other comprehensive loss (“AOCI”) consists of the following (in thousands): June 30, December 31, 2014 Unrealized loss on fair value of investments $ — $ (300 ) Pension and post-employment benefits (1,633 ) (2,525 ) Total accumulated other comprehensive loss, net $ (1,633 ) $ (2,825 ) The amounts are net of applicable tax benefits, which were not material at June 30, 2015 and December 31, 2014 . The reclassifications out of AOCI did not materially affect any individual line item on the Consolidated Statement of Comprehensive Income . Common Stock Repurchase Program In the six months ended June 30, 2015 and 2014 , the Company repurchased approximately 1.8 million shares of its common stock for $125 million , and approximately 2.7 million shares of its common stock for $160 million , respectively. Through June 30, 2015 , the Company has repurchased approximately 29.3 million shares under its share repurchase programs at an aggregate cost of approximately $1 billion and had authority to repurchase approximately $140 million of additional shares of common stock. As part of its share repurchase programs, in December 2014, the Company entered into two accelerated share repurchase agreements (“ASRs”) with third-party financial institutions. Under the first ASR, the Company paid $75 million and received approximately 0.8 million shares of its common stock valued at $60 million in December 2014. The $15 million balance was recorded as an equity forward contract, included in paid-in capital at December 31, 2014, and settled in January 2015 with approximately 0.2 million additional shares of common stock. Under the second ASR, the Company paid $100 million and received approximately 1.1 million shares valued at $80 million in January 2015. The $20 million equity forward contract settled in February 2015 with approximately 0.2 million additional shares of common stock. Recently Issued Accounting Standards In April 2015, the FASB issued Accounting Standards Update (“ASU”) 2015-03 “Simplifying the Presentation of Debt Issuance Costs”. The update requires debt issuance costs related to a recognized debt liability to be presented in the balance sheet as a direct deduction from the carrying amount of the related debt liability instead of being presented as an asset. Debt disclosures will include the face amount of the debt liability and the effective interest rate. The update is effective for fiscal years beginning after December 15, 2015. Early adoption is permitted for financial statements that have not been previously issued. The Company is currently in the process of evaluating the impact of adoption of this ASU on its Consolidated Financial Statements. In February 2015, the FASB issued ASU 2015-02 “Amendments to the Consolidation Analysis” . The amendments in this update change the analysis that a reporting entity must conduct to determine whether limited partnerships and similar legal entities should be consolidated. The guidance responds to public concerns that current accounting for certain legal entities might require a reporting entity to consolidate another legal entity in situations in which the reporting entity’s contractual rights do not give it the ability to act primarily on its own behalf, the reporting entity does not hold a majority of the legal entity’s voting rights, or the reporting entity is not exposed to a majority of the legal entity’s economic benefits or obligations. The update is effective for fiscal years, and for interim periods within those fiscal years, beginning after December 15, 2015. Early adoption is permitted, including adoption in an interim period. The Company does not anticipate that the adoption of this standard will have a material impact on its Consolidated Financial Statements. In May 2014, the FASB issued ASU 2014-09, “Revenue from Contracts with Customers”, which provides guidance for revenue recognition. The standard’s core principle is that a company should recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. This ASU also requires additional disclosures. In July 2015, the FASB approved a one-year delay in the effective date of ASU 2014-09 to annual reporting periods beginning after December 15, 2017, although early adoption would be permitted for annual reporting periods beginning after December 15, 2016. The Company is currently in the process of evaluating the impact of adoption of this ASU on its Consolidated Financial Statements.
Trade and Other Accounts Receivable, Policy [Policy Text Block]	Accounts Receivable The following table is an aging of the Company’s gross accounts receivable (net of allowances for contractual adjustments), aged based on payment terms and categorized based on the three primary types of payors (in thousands): June 30, 2015 Current and 0-180 Days Past Due 181 Days and Over Past Due Total Medicare (Part D and Part B), Medicaid and third-party payors $ 213,162 $ 33,567 $ 246,729 Facility payors 321,660 92,811 414,471 Private pay payors 74,083 103,315 177,398 Total gross accounts receivable $ 608,905 $ 229,693 $ 838,598 December 31, 2014 Medicare (Part D and Part B), Medicaid and third-party payors $ 184,492 $ 28,818 $ 213,310 Facility payors 297,308 99,036 396,344 Private pay payors 69,693 101,289 170,982 Total gross accounts receivable $ 551,493 $ 229,143 $ 780,636
Common Stock Repurchase Agreement [Policy Text Block]	Common Stock Repurchase Program In the six months ended June 30, 2015 and 2014 , the Company repurchased approximately 1.8 million shares of its common stock for $125 million , and approximately 2.7 million shares of its common stock for $160 million , respectively. Through June 30, 2015 , the Company has repurchased approximately 29.3 million shares under its share repurchase programs at an aggregate cost of approximately $1 billion and had authority to repurchase approximately $140 million of additional shares of common stock. As part of its share repurchase programs, in December 2014, the Company entered into two accelerated share repurchase agreements (“ASRs”) with third-party financial institutions. Under the first ASR, the Company paid $75 million and received approximately 0.8 million shares of its common stock valued at $60 million in December 2014. The $15 million balance was recorded as an equity forward contract, included in paid-in capital at December 31, 2014, and settled in January 2015 with approximately 0.2 million additional shares of common stock. Under the second ASR, the Company paid $100 million and received approximately 1.1 million shares valued at $80 million in January 2015. The $20 million equity forward contract settled in February 2015 with approximately 0.2 million additional shares of common stock.

Significant Accounting Polici17

Significant Accounting Policies (Tables)	6 Months Ended
	Jun. 30, 2015
Accounting Policies [Abstract]
Accounts Receivable [Table Text Block]	The following table is an aging of the Company’s gross accounts receivable (net of allowances for contractual adjustments), aged based on payment terms and categorized based on the three primary types of payors (in thousands): June 30, 2015 Current and 0-180 Days Past Due 181 Days and Over Past Due Total Medicare (Part D and Part B), Medicaid and third-party payors $ 213,162 $ 33,567 $ 246,729 Facility payors 321,660 92,811 414,471 Private pay payors 74,083 103,315 177,398 Total gross accounts receivable $ 608,905 $ 229,693 $ 838,598 December 31, 2014 Medicare (Part D and Part B), Medicaid and third-party payors $ 184,492 $ 28,818 $ 213,310 Facility payors 297,308 99,036 396,344 Private pay payors 69,693 101,289 170,982 Total gross accounts receivable $ 551,493 $ 229,143 $ 780,636
Accumulated other comprehensive income(loss) [Table Text Block]	Accumulated other comprehensive loss (“AOCI”) consists of the following (in thousands): June 30, December 31, 2014 Unrealized loss on fair value of investments $ — $ (300 ) Pension and post-employment benefits (1,633 ) (2,525 ) Total accumulated other comprehensive loss, net $ (1,633 ) $ (2,825 ) The amounts are net of applicable tax benefits, which were not material at June 30, 2015 and December 31, 2014 . The reclassifications out of AOCI did not materially affect any individual line item on the Consolidated Statement of Comprehensive Income .
Schedule of Other Nonoperating Expense, by Component [Table Text Block]	Other Charges Other charges (on a pre-tax basis) consist of the following (in thousands): Three Months Ended Six Months Ended 2015 2014 2015 2014 Separation and other employee related costs $ 2,597 $ 3,004 $ 3,168 $ 13,280 Acquisition and other costs 3,522 — 4,000 — Merger related costs 5,286 — $ 5,286 $ — Debt-related costs — 7,760 — 7,760 Disposition of businesses — 520 $ — $ 520 Total - other charges $ 11,405 $ 11,284 $ 12,454 $ 21,560

Discontinued operations (Tables

Discontinued operations (Tables)	6 Months Ended
	Jun. 30, 2015
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Schedule of Disposal Groups, Including Discontinued Operations, Income Statement, Balance Sheet and Additional Disclosures [Table Text Block]	Selected financial information related to the discontinued operations follows (in thousands): Three Months Ended Six Months Ended 2014 2014 Net Sales Hospice $ 49,551 $ 97,908 Retail 528 10,698 Net sales - total discontinued 50,079 108,606 Income (loss) from operations, pretax Hospice 1,900 3,114 Retail (1,176 ) (1,650 ) Income from operations - total discontinued, pretax 724 1,464 Income tax (benefit) expense Hospice 904 1,680 Retail (709 ) (881 ) Income tax expense - total discontinued 195 799 Income (loss) from operations of discontinued operations Hospice 996 1,434 Retail (467 ) (769 ) Income (loss) from operations - total discontinued, after tax 529 665 Impairment loss Hospice 39,804 39,804 Retail — — Impairment loss on discontinued operations - total 39,804 $ 39,804 Income (loss) from discontinued operations Hospice (38,808 ) (38,370 ) Retail (467 ) (769 ) Loss from discontinued operations - total $ (39,275 ) $ (39,139 )

Goodwill and Other Intangible19

Goodwill and Other Intangible Assets Goodwill changes (Tables)	6 Months Ended
	Jun. 30, 2015
Goodwill and Intangible Assets Disclosure [Abstract]
Schedule of Goodwill [Table Text Block]	Long-Term Care Group Specialty Care Group Total Goodwill balance as of December 31, 2014 $ 3,571,369 $ 490,437 $ 4,061,806 Goodwill from acquisitions 32,441 — 32,441 Goodwill balance as of June 30, 2015 $ 3,603,810 $ 490,437 $ 4,094,247

Debt (Tables)

Debt (Tables)	6 Months Ended
	Jun. 30, 2015
Debt Disclosure [Abstract]
Contingent Interest on Debt [Table Text Block]	The Trust PIERS have accrued and paid contingent interest (ranging from $0.07 to $0.15 per $50 stated liquidation amount of Trust PIERS) for each quarterly interest period since June 2013.
Fair Value, by Balance Sheet Grouping [Table Text Block]	The fair value of the Company’s fixed rate debt instruments is based on quoted market prices (Level II) and is summarized as follows (in thousands): Fair Value of Financial Instruments June 30, 2015 December 31, 2014 Financial Instrument Book Value Market Value Book Value Market Value 4.75% senior notes, due 2022 $ 400,000 $ 426,000 $ 400,000 $ 408,000 5.00% senior notes, due 2024 300,000 324,000 300,000 316,700 3.75% convertible senior subordinated notes, due 2025 Carrying value 54,886 54,148 — Unamortized debt discount 25,080 25,824 — Principal amount 79,966 282,900 79,972 211,900 4.00% junior subordinated convertible debentures, due 2033 Carrying value 188,883 188,550 — Unamortized debt discount 116,015 118,133 — Principal amount 304,898 704,300 306,683 550,200 3.25% convertible senior debentures, due 2035 Carrying value 182,094 178,284 — Unamortized debt discount 3,939 7,749 — Principal amount 186,033 228,900 186,033 197,000 3.25% convertible senior exchange debentures, due 2035 Carrying value 218,504 — 216,738 — Unamortized debt discount 22,963 — 24,729 — Principal amount 241,467 300,500 241,467 279,500 3.50% convertible senior subordinated notes, due 2044 Carrying value 219,443 218,474 — Unamortized debt discount 204,807 205,776 — Principal amount 424,250 599,500 424,250 507,000
Summary of Debt	(in thousands): June 30, December 31, Revolving loans $ — $ — Senior term loan, due 2019 385,000 395,000 4.75% senior notes, due 2022 400,000 400,000 5.00% senior notes, due 2024 300,000 300,000 3.75% convertible senior subordinated notes, due 2025 79,966 79,972 3.50% convertible senior subordinated notes, due 2044 424,250 424,250 4.00% junior subordinated convertible debentures, due 2033 304,898 306,683 3.25% convertible senior debentures, due 2035 186,033 186,033 3.25% convertible senior exchange debentures, due 2035 241,467 241,467 Capitalized lease and other debt obligations 9,796 13,083 Subtotal 2,331,410 2,346,488 (Subtract) unamortized debt discount (372,804 ) (382,212 ) (Subtract) current portion of debt (451,184 ) (446,717 ) Total long-term debt, net $ 1,507,422 $ 1,517,559
Convertible debt and related equity	Information relating to the Company’s convertible securities at June 30, 2015 is in the following table: Convertible Debt Carrying Value of Equity Component (in thousands) Remaining Amortization Period Effective Interest Rate 3.75% convertible senior subordinated notes, due 2025 $ 6,913 10.50 8.25 % 4.00% junior subordinated convertible debentures, due 2033 $ 117,659 18.00 8.01 % 3.25% convertible senior debentures, due 2035 $ 233,901 0.50 7.63 % 3.25% convertible senior exchange debentures, due 2035 $ 25,259 5.75 5.24 % 3.50% convertible senior subordinated notes, due 2044 $ 208,200 28.65 7.70 %

Earnings (Loss) Per Share Data

Earnings (Loss) Per Share Data (Tables)	6 Months Ended
	Jun. 30, 2015
Earnings Per Share [Abstract]
Weighted Average Stock Price to include additional shares in diluted share calculation [Table Text Block]	The Company is required to include additional shares in its diluted shares outstanding calculation based on the treasury stock method when the average market price of a share of Omnicare common stock on the New York Stock Exchange for the applicable period exceeds the following amounts: Convertible Debt Price 3.75% convertible senior subordinated notes, due 2025 $26.56 4.00% junior subordinated convertible debentures, due 2033 $40.82 3.25% convertible senior debentures, due 2035 $77.00 3.25% convertible senior exchange debentures, due 2035 $77.00 3.50% convertible senior subordinated notes, due 2044 $70.00
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block]	The following is a reconciliation of the basic and diluted earnings per share (“EPS”) computations for both the numerator and denominator (in thousands, except per share data): Three months ended June 30, Six months ended June 30, 2015: Income (Numerator) Common Shares(Denominator) Per Common Income (Numerator) Common Shares(Denominator) Per Common Basic EPS Income from continuing operations $ 33,970 $ 0.35 $ 111,359 $ 1.15 Loss from discontinued operations — — — — Net income $ 33,970 96,255 $ 0.35 $ 111,359 96,487 $ 1.15 Effect of Dilutive Securities Convertible securities 66 8,356 132 7,192 Stock options, units and awards — 601 — 524 Diluted EPS Income from continuing operations plus assumed conversions $ 34,036 $ 0.32 $ 111,491 $ 1.07 Loss from discontinued operations — — — — Net income plus assumed conversions $ 34,036 105,212 $ 0.32 $ 111,491 104,203 $ 1.07 Three months ended June 30, Six months ended June 30, 2014: Income (Numerator) Common Shares(Denominator) Per Common Income (Numerator) Common Shares(Denominator) Per Common Basic EPS Income from continuing operations $ 61,246 $ 0.63 $ 124,884 $ 1.28 Loss from discontinued operations (39,275 ) (0.40 ) (39,139 ) (0.40 ) Net income $ 21,971 96,999 $ 0.23 $ 85,745 97,777 $ 0.88 Effect of Dilutive Securities Convertible securities 66 8,440 132 8,452 Stock options, warrants, units and awards — 615 — 677 Diluted EPS Income from continuing operations plus assumed conversions $ 61,312 $ 0.58 $ 125,016 $ 1.17 Loss from discontinued operations (39,275 ) (0.37 ) (39,139 ) (0.37 ) Net income plus assumed conversions $ 22,037 106,054 $ 0.21 $ 85,877 106,906 $ 0.80

Segment Information Segment Det

Segment Information Segment Detail (Tables)	6 Months Ended
	Jun. 30, 2015
Segment Information [Abstract]
Schedule of Segment Reporting Information, by Segment [Table Text Block]	(In thousands) Three months ended June 30, 2015: LTC SCG Corporate/Other Consolidated Net sales $ 1,159,099 $ 574,140 $ 78 $ 1,733,317 Depreciation and amortization expense (17,588 ) (1,238 ) (15,546 ) (34,372 ) Settlement, litigation and other related charges (57,702 ) — — (57,702 ) Other charges (3,632 ) — (7,773 ) (11,405 ) Operating income (loss) 104,025 40,461 (47,556 ) 96,930 2014: Net sales $ 1,190,441 $ 420,067 $ 76 $ 1,610,584 Depreciation and amortization expense (17,382 ) (1,168 ) (14,811 ) (33,361 ) Settlement, litigation and other related charges (7,547 ) — — (7,547 ) Other charges (2,920 ) — (8,364 ) (11,284 ) Operating income (loss) 149,533 31,125 (50,412 ) 130,246 Six months ended June 30, 2015: LTC SCG Corporate/Other Consolidated Net sales $ 2,353,619 $ 1,039,411 $ 129 $ 3,393,159 Depreciation and amortization expense (34,403 ) (2,414 ) (28,918 ) (65,735 ) Settlement, litigation and other related charges (67,522 ) — — (67,522 ) Other charges (5,023 ) — (7,431 ) (12,454 ) Operating income (loss) 255,728 79,464 (86,282 ) 248,910 2014: Net sales $ 2,381,694 $ 799,739 $ 189 $ 3,181,622 Depreciation and amortization expense (34,853 ) (2,295 ) (29,949 ) (67,097 ) Settlement, litigation and other related charges (14,599 ) — — (14,599 ) Other charges (5,431 ) — (16,129 ) (21,560 ) Operating income (loss) 302,117 62,854 (101,973 ) 262,998

Guarantor Subsidiaries (Tables)

Guarantor Subsidiaries (Tables)	6 Months Ended
	Jun. 30, 2015
Guarantor Subsidiaries [Abstract]
Summary Consolidating Statements of Income (Guaranteed Senior Notes Payable)	Summary Consolidating Statements of Comprehensive Income (Loss) (in thousands) Three months ended June 30, 2015: Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating / Eliminating Adjustments Omnicare, Inc. and Subsidiaries Net sales $ — $ 1,701,457 $ 31,860 $ — $ 1,733,317 Cost of sales — 1,360,522 18,864 — 1,379,386 Gross profit — 340,935 12,996 — 353,931 Selling, general and administrative expenses 585 164,294 3,831 — 168,710 Provision for doubtful accounts — 18,896 288 — 19,184 Settlement, litigation and other related charges — 57,702 — — 57,702 Other charges 7,431 3,974 — — 11,405 Operating (loss) income (8,016 ) 96,069 8,877 — 96,930 Interest expense, net of investment income (27,179 ) (199 ) — — (27,378 ) (Loss) income before income taxes (35,195 ) 95,870 8,877 — 69,552 Income tax (benefit) expense (13,631 ) 45,777 3,436 — 35,582 (Loss) income from continuing operations (21,564 ) 50,093 5,441 — 33,970 Loss from discontinued operations — — — — — Equity of net income of subsidiaries 55,534 — — (55,534 ) — Net income (loss) $ 33,970 $ 50,093 $ 5,441 $ (55,534 ) $ 33,970 Comprehensive income (loss) $ 35,012 $ 50,093 $ 5,441 $ (55,534 ) $ 35,012 2014: Net sales $ — $ 1,580,208 $ 30,376 $ — $ 1,610,584 Cost of sales — 1,238,120 18,234 — 1,256,354 Gross profit — 342,088 12,142 — 354,230 Selling, general and administrative expenses 1,441 176,922 5,700 — 184,063 Provision for doubtful accounts — 20,585 505 — 21,090 Settlement, litigation and other related charges — 7,547 — — 7,547 Other charges — 11,284 — — 11,284 Operating (loss) income (1,441 ) 125,750 5,937 — 130,246 Interest expense, net of investment income (29,064 ) (916 ) — — (29,980 ) (Loss) income before income taxes (30,505 ) 124,834 5,937 — 100,266 Income tax (benefit) expense (11,672 ) 48,427 2,265 — 39,020 (Loss) income from continuing operations (18,833 ) 76,407 3,672 — 61,246 Loss from discontinued operations — (453 ) (38,822 ) — (39,275 ) Equity of net income (loss) of subsidiaries 40,804 — — (40,804 ) — Net income (loss) $ 21,971 $ 75,954 $ (35,150 ) $ (40,804 ) $ 21,971 Comprehensive income (loss) $ 22,015 $ 75,954 $ (35,150 ) $ (40,804 ) $ 22,015
Condensed Consolidating Balance Sheets (Guaranteed Senior Notes Payable)	Condensed Consolidating Balance Sheets (in thousands) As of June 30, 2015 Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating/Eliminating Adjustments Omnicare, Inc. and Subsidiaries ASSETS Cash and cash equivalents $ 267,328 $ 26,981 $ 20,399 $ — $ 314,708 Accounts receivable, net (including intercompany) — 614,679 168,566 (166,383 ) 616,862 Inventories — 471,026 6,484 — 477,510 Deferred income tax benefits, net-current — 77,115 697 (412 ) 77,400 Other current assets 551 159,930 27,202 — 187,683 Total current assets 267,879 1,349,731 223,348 (166,795 ) 1,674,163 Properties and equipment, net — 264,328 4,833 — 269,161 Goodwill — 4,065,442 28,805 — 4,094,247 Identifiable intangible assets, net — 111,504 908 — 112,412 Other noncurrent assets 21,101 49,452 73 — 70,626 Investment in subsidiaries 4,754,789 — — (4,754,789 ) — Total assets $ 5,043,769 $ 5,840,457 $ 257,967 $ (4,921,584 ) $ 6,220,609 LIABILITIES AND STOCKHOLDERS’ EQUITY Current liabilities (including intercompany) $ 44,747 $ 649,068 $ 38,166 $ (166,383 ) $ 565,598 Current portion of long-term debt 445,863 5,321 — — 451,184 Long-term debt, notes and convertible debentures 1,502,946 4,476 — — 1,507,422 Deferred income tax liabilities 354,547 598,147 — (412 ) 952,282 Other noncurrent liabilities — 47,041 1,416 — 48,457 Convertible debt 145,034 — — — 145,034 Stockholders’ equity 2,550,632 4,536,404 218,385 (4,754,789 ) 2,550,632 Total liabilities and stockholders’ equity $ 5,043,769 $ 5,840,457 $ 257,967 $ (4,921,584 ) $ 6,220,609 As of December 31, 2014 ASSETS Cash and cash equivalents $ 113,072 $ 26,865 $ 13,862 $ — $ 153,799 Accounts receivable, net (including intercompany) — 576,151 100,046 (97,436 ) 578,761 Inventories — 511,840 7,744 — 519,584 Deferred income tax benefits, net-current — 58,988 432 (220 ) 59,200 Other current assets 2,287 256,106 29,167 — 287,560 Total current assets 115,359 1,429,950 151,251 (97,656 ) 1,598,904 Properties and equipment, net — 262,689 5,064 — 267,753 Goodwill — 4,033,001 28,805 — 4,061,806 Identifiable intangible assets, net — 97,613 1,329 — 98,942 Other noncurrent assets 21,717 58,629 39 — 80,385 Investment in subsidiaries 4,931,821 — — (4,931,821 ) — Total assets $ 5,068,897 $ 5,881,882 $ 186,488 $ (5,029,477 ) $ 6,107,790 LIABILITIES AND STOCKHOLDERS’ EQUITY Current liabilities (including intercompany) $ 27,725 $ 459,808 $ 30,817 $ (97,436 ) $ 420,914 Current portion of long-term debt 446,717 — — — 446,717 Long-term debt, notes and convertible debentures 1,510,212 7,347 — — 1,517,559 Deferred income tax liabilities 343,816 592,651 — (220 ) 936,247 Other noncurrent liabilities — 44,228 1,698 — 45,926 Convertible debt 151,706 — — — 151,706 Stockholders’ equity 2,588,721 4,777,848 153,973 (4,931,821 ) 2,588,721 Total liabilities and stockholders’ equity $ 5,068,897 $ 5,881,882 $ 186,488 $ (5,029,477 ) $ 6,107,790
Condensed Consolidating Statements of Cash Flows (Guaranteed Senior Notes Payable)	Condensed Consolidating Statements of Cash Flows (in thousands) Six months ended June 30, 2015: Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Omnicare, Inc. and Subsidiaries Cash flows from operating activities: Net cash flows from (used in) operating activities $ (14,494 ) $ 438,028 $ 6,811 $ 430,345 Cash flows from investing activities: Acquisition of businesses, net of cash received — (54,802 ) — (54,802 ) Capital expenditures — (27,390 ) (274 ) (27,664 ) Net cash flows used in investing activities — (82,192 ) (274 ) (82,466 ) Cash flows from financing activities: Payments on terms loans (10,000 ) — — (10,000 ) Payments on long-term borrowings and obligations (5,999 ) — — (5,999 ) Fees paid for financing activities (2,239 ) — — (2,239 ) Decrease in cash overdraft balance 4,790 (3,498 ) — 1,292 Payments for Omnicare common stock repurchase (125,000 ) — — (125,000 ) Dividends paid (42,362 ) — — (42,362 ) Other 349,560 (352,222 ) — (2,662 ) Net cash flows from (used in) financing activities 168,750 (355,720 ) — (186,970 ) Net increase in cash and cash equivalents 154,256 116 6,537 160,909 Increase (decrease) from discontinued operations — — — — Net increase in cash and cash equivalents of continuing operations 154,256 116 6,537 160,909 Cash and cash equivalents at beginning of period 113,072 26,865 13,862 153,799 Cash and cash equivalents at end of period $ 267,328 $ 26,981 $ 20,399 $ 314,708 2014: Cash flows from operating activities: Net cash flows (used in) from operating activities $ (57,203 ) $ 453,196 $ 387 $ 396,380 Cash flows from investing activities: Divestiture of business, net — 7,114 — 7,114 Capital expenditures — (47,473 ) (550 ) (48,023 ) Other — (32 ) (658 ) (690 ) Net cash flows used in investing activities — (40,391 ) (1,208 ) (41,599 ) Cash flows from financing activities: Payments on term loans (10,625 ) — — (10,625 ) Payments on long-term borrowings and obligations (175,115 ) — — (175,115 ) Increase (decrease) in cash overdraft balance 314 (7,184 ) — (6,870 ) Payments for Omnicare common stock repurchases (160,438 ) — — (160,438 ) Dividends paid (38,979 ) — — (38,979 ) Other 454,061 (452,660 ) — 1,401 Net cash flows from (used in) financing activities 69,218 (459,844 ) — (390,626 ) Net increase (decrease) in cash and cash equivalents 12,015 (47,039 ) (821 ) (35,845 ) Increase (decrease) in cash and cash equivalents of discontinued operations — 6,478 (1,048 ) 5,430 Net increase (decrease) from continuing operations 12,015 (53,517 ) 227 (41,275 ) Cash and cash equivalents at beginning of period 275,910 68,050 12,041 356,001 Cash and cash equivalents at end of period $ 287,925 $ 14,533 $ 12,268 $ 314,726
Summary Consolidating Statements of Income (Guaranteed Convertible Senior Debentures)	Summary Consolidating Statements of Comprehensive Income (Loss) (in thousands) Three months ended June 30, 2015: Parent Guarantor Subsidiary Non-Guarantor Subsidiaries Consolidating / Eliminating Adjustments Omnicare, Inc. and Subsidiaries Net sales $ — $ — $ 1,733,317 $ — $ 1,733,317 Cost of sales — — 1,379,386 — 1,379,386 Gross profit — — 353,931 — 353,931 Selling, general and administrative expenses 585 1,539 166,586 — 168,710 Provision for doubtful accounts — — 19,184 — 19,184 Settlement, litigation and other related charges — — 57,702 — 57,702 Other charges 7,431 — 3,974 — 11,405 Operating (loss) income (8,016 ) (1,539 ) 106,485 — 96,930 Interest expense, net of investment income (27,179 ) — (199 ) — (27,378 ) (Loss) income before income taxes (35,195 ) (1,539 ) 106,286 — 69,552 Income tax (benefit) expense (13,631 ) (597 ) 49,810 — 35,582 (Loss) income from continuing operations (21,564 ) (942 ) 56,476 — 33,970 Loss from discontinued operations — — — — — Equity of net income of subsidiaries 55,534 — — (55,534 ) — Net income (loss) $ 33,970 $ (942 ) $ 56,476 $ (55,534 ) $ 33,970 Comprehensive income (loss) $ 35,012 $ (942 ) $ 56,476 $ (55,534 ) $ 35,012 2014: Net sales $ — $ — $ 1,610,584 $ — $ 1,610,584 Cost of sales — — 1,256,354 — 1,256,354 Gross profit — — 354,230 — 354,230 Selling, general and administrative expenses 1,441 443 182,179 — 184,063 Provision for doubtful accounts — — 21,090 — 21,090 Settlement, litigation and other related charges — — 7,547 — 7,547 Other charges — — 11,284 — 11,284 Operating (loss) income (1,441 ) (443 ) 132,130 — 130,246 Interest expense, net of investment income (29,064 ) — (916 ) — (29,980 ) (Loss) income before income taxes (30,505 ) (443 ) 131,214 — 100,266 Income tax (benefit) expense (11,672 ) (170 ) 50,862 — 39,020 (Loss) income from continuing operations (18,833 ) (273 ) 80,352 — 61,246 Loss from discontinued operations — — (39,275 ) — (39,275 ) Equity of net income of subsidiaries 40,804 — — (40,804 ) — Net income (loss) $ 21,971 $ (273 ) $ 41,077 $ (40,804 ) $ 21,971 Comprehensive income (loss) $ 22,015 $ (273 ) $ 41,077 $ (40,804 ) $ 22,015
Condensed Consolidating Balance Sheets (Guaranteed Convertible Senior Debentures)	Condensed Consolidating Balance Sheets (in thousands) As of June 30, 2015 Parent Guarantor Subsidiary Non-Guarantor Subsidiaries Consolidating/Eliminating Adjustments Omnicare, Inc. and Subsidiaries ASSETS Cash and cash equivalents $ 267,328 $ — $ 47,380 $ — $ 314,708 Accounts receivable, net (including intercompany) — 175 616,862 (175 ) 616,862 Inventories — — 477,510 — 477,510 Deferred income tax benefits, net-current — — 77,400 — 77,400 Other current assets 551 26 187,106 — 187,683 Total current assets 267,879 201 1,406,258 (175 ) 1,674,163 Properties and equipment, net — 8 269,153 — 269,161 Goodwill — — 4,094,247 — 4,094,247 Identifiable intangible assets, net — — 112,412 — 112,412 Other noncurrent assets 21,101 19 49,506 — 70,626 Investment in subsidiaries 4,754,789 — — (4,754,789 ) — Total assets $ 5,043,769 $ 228 $ 5,931,576 $ (4,754,964 ) $ 6,220,609 LIABILITIES AND STOCKHOLDERS’ EQUITY Current liabilities (including intercompany) $ 44,747 $ 2 $ 521,024 $ (175 ) $ 565,598 Current portion of long-term debt 445,863 — 5,321 — 451,184 Long-term debt, notes and convertible debentures 1,502,946 — 4,476 — 1,507,422 Deferred income tax liabilities 354,547 — 597,735 — 952,282 Other noncurrent liabilities — — 48,457 — 48,457 Convertible debt 145,034 — — — 145,034 Stockholders’ equity 2,550,632 226 4,754,563 (4,754,789 ) 2,550,632 Total liabilities and stockholders’ equity $ 5,043,769 $ 228 $ 5,931,576 $ (4,754,964 ) $ 6,220,609 As of December 31, 2014 ASSETS Cash and cash equivalents $ 113,072 $ — $ 40,727 $ — $ 153,799 Accounts receivable, net (including intercompany) — 203 578,761 (203 ) 578,761 Inventories — — 519,584 — 519,584 Deferred income tax benefits, net-current — — 59,200 — 59,200 Other current assets 2,287 — 285,273 — 287,560 Total current assets 115,359 203 1,483,545 (203 ) 1,598,904 Properties and equipment, net — 12 267,741 — 267,753 Goodwill — — 4,061,806 — 4,061,806 Identifiable intangible assets, net — — 98,942 — 98,942 Other noncurrent assets 21,717 19 58,649 — 80,385 Investment in subsidiaries 4,931,821 — — (4,931,821 ) — Total assets $ 5,068,897 $ 234 $ 5,970,683 $ (4,932,024 ) $ 6,107,790 LIABILITIES AND STOCKHOLDERS’ EQUITY Current liabilities (including intercompany) $ 27,725 $ — $ 393,392 $ (203 ) $ 420,914 Current portion of long-term debt 446,717 — — — 446,717 Long-term debt, notes and convertible debentures 1,510,212 — 7,347 — 1,517,559 Deferred income tax liabilities 343,816 — 592,431 — 936,247 Other noncurrent liabilities — — 45,926 — 45,926 Convertible debt 151,706 — — — 151,706 Stockholders’ equity 2,588,721 234 4,931,587 (4,931,821 ) 2,588,721 Total liabilities and stockholders’ equity $ 5,068,897 $ 234 $ 5,970,683 $ (4,932,024 ) $ 6,107,790
Condensed Consolidating Statements of Cash Flows (Guaranteed Convertible Senior Debentures)	Condensed Consolidating Statements of Cash Flows (in thousands) Six months ended June 30, 2015: Parent Guarantor Subsidiary Non-Guarantor Subsidiaries Omnicare, Inc. and Subsidiaries Cash flows from operating activities: Net cash flows (used in) from operating activities $ (14,494 ) $ — $ 444,839 $ 430,345 Cash flows from investing activities: Acquisition of businesses, net of cash received — — (54,802 ) (54,802 ) Capital expenditures — — (27,664 ) (27,664 ) Net cash flows used in investing activities — — (82,466 ) (82,466 ) Cash flows from financing activities: Payments on terms loans (10,000 ) — — (10,000 ) Payments on long-term borrowings and obligations (5,999 ) — — (5,999 ) Fees paid for financing activities (2,239 ) — — (2,239 ) Decrease in cash overdraft balance 4,790 — (3,498 ) 1,292 Payments for Omnicare common stock repurchase (125,000 ) — — (125,000 ) Dividends paid (42,362 ) — — (42,362 ) Other 349,560 — (352,222 ) (2,662 ) Net cash flows from (used in) financing activities 168,750 — (355,720 ) (186,970 ) Net increase in cash and cash equivalents 154,256 — 6,653 160,909 Less increase in cash and cash equivalents of discontinued operations — — — — Increase in cash and cash equivalents of continuing operations 154,256 — 6,653 160,909 Cash and cash equivalents at beginning of period 113,072 — 40,727 153,799 Cash and cash equivalents at end of period $ 267,328 $ — $ 47,380 $ 314,708 2014: Cash flows from operating activities: Net cash flows (used in) from operating activities $ (57,203 ) $ — $ 453,583 $ 396,380 Cash flows from investing activities: Divestiture of business, net — — 7,114 7,114 Capital expenditures — — (48,023 ) (48,023 ) Other — — (690 ) (690 ) Net cash flows used in investing activities — — (41,599 ) (41,599 ) Cash flows from financing activities: Payments on term loans (10,625 ) — — (10,625 ) Payments on long-term borrowings and obligations (175,115 ) — — (175,115 ) Increase (decrease) in cash overdraft balance 314 — (7,184 ) (6,870 ) Payments for Omnicare common stock repurchases (160,438 ) — — (160,438 ) Dividends paid (38,979 ) — — (38,979 ) Other 454,061 — (452,660 ) 1,401 Net cash flows from (used in) financing activities 69,218 — (459,844 ) (390,626 ) Net increase (decrease) in cash and cash equivalents 12,015 — (47,860 ) (35,845 ) Less increase in cash and cash equivalents of discontinued operations — — 5,430 5,430 Increase (decrease) in cash and cash equivalents of continuing operations 12,015 — (53,290 ) (41,275 ) Cash and cash equivalents at beginning of period 275,910 — 80,091 356,001 Cash and cash equivalents at end of period $ 287,925 $ — $ 26,801 $ 314,726

Significant Accounting Polici24

Significant Accounting Policies Accounts Receivable (Details) - USD ($) $ in Thousands	Jun. 30, 2015	Dec. 31, 2014
Accounts Receivable, Gross, Current	$ 838,598	$ 780,636
Medicare Medicaid and Third Party Payors [Member]
Accounts Receivable, Gross, Current	246,729	213,310
Facility Payors [Member]
Accounts Receivable, Gross, Current	414,471	396,344
Private Payors [Member]
Accounts Receivable, Gross, Current	177,398	170,982
0 - 180 Days Past Due [Member]
Accounts Receivable, Gross, Current	608,905	551,493
0 - 180 Days Past Due [Member] | Medicare Medicaid and Third Party Payors [Member]
Accounts Receivable, Gross, Current	213,162	184,492
0 - 180 Days Past Due [Member] | Facility Payors [Member]
Accounts Receivable, Gross, Current	321,660	297,308
0 - 180 Days Past Due [Member] | Private Payors [Member]
Accounts Receivable, Gross, Current	74,083	69,693
181 Days and Greater Past Due [Member]
Accounts Receivable, Gross, Current	229,693	229,143
181 Days and Greater Past Due [Member] | Medicare Medicaid and Third Party Payors [Member]
Accounts Receivable, Gross, Current	33,567	28,818
181 Days and Greater Past Due [Member] | Facility Payors [Member]
Accounts Receivable, Gross, Current	92,811	99,036
181 Days and Greater Past Due [Member] | Private Payors [Member]
Accounts Receivable, Gross, Current	$ 103,315	$ 101,289

Significant Accounting Polici25

Significant Accounting Policies Notes Receivable (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014	Dec. 31, 2014
Notes Receivable [Abstract]
Notes, loans and financing receivables, gross, Total	$ 68		$ 68		$ 81
Allowance for Notes, Loans and Financing Receivable, Current	14		14		13
Notes, Loans and Financing Receivable, Gross, Current	45		45		$ 52
Interest Income, Notes Receivable	$ 1	$ 1	$ 1	$ 2

Significant Accounting Polici26

Significant Accounting Policies Stock Based Compensation expense (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014
Significant Accounting Policies [Abstract]
Allocated Share-based Compensation Expense	$ 7	$ 5	$ 11	$ 11

Significant Accounting Polici27

Significant Accounting Policies Other Charges (Credits) (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014	Dec. 31, 2014
Long-term Debt, Gross	$ 2,331,410		$ 2,331,410		$ 2,346,488
Separation, Benefit Plan Termination and Related Costs	2,597	$ 3,004	3,168	$ 13,280
Acquisition Costs, Period Cost	3,522	0	4,000	0
Merger related costs	5,286	0	5,286	0
Debt Related Costs	0	7,760	0	7,760
charges relating to business disposition	0	520	0	520
Other charges	$ 11,405	$ 11,284	$ 12,454	$ 21,560

Significant Accounting Polici28

Significant Accounting Policies Accumulated Other Comprehensive Income (Loss) (Details) - USD ($) $ in Thousands	Jun. 30, 2015	Dec. 31, 2014
Unrealized (loss) gain on fair value of investments	$ 0	$ (300)
Pension and postemployment benefits	(1,633)	(2,525)
Accumulated Other Comprehensive Income (Loss), Net of Tax	$ (1,633)	$ (2,825)

Significant Accounting Polici29

Significant Accounting Policies Common Stock Repurchase Program (Details) - USD ($) shares in Millions, $ in Millions	6 Months Ended		12 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Dec. 31, 2014
Stock Repurchase Program, Remaining Authorized Repurchase Amount	$ 140
cumulative value of shares repurchased through stock repurchase program	$ 1,000
cumulative common stock repurchased through repurchase program	29.3
Stock Repurchased During Period, Value	$ 125	$ 160
Stock Repurchased During Period, Shares	1.8	2.7
January 2015 Accelerated Share Repurchase [Member]
Accelerated Share Repurchase - Cash Paid	$ 100
January 2015 Accelerated Share Repurchase [Member] | Shares received at settlement [Member]
Accelerated Share Repurchase - shares received at settlement	0.2
January 2015 Accelerated Share Repurchase [Member] | Initial share value [Member]
Accelerated share repurchase - initial share value	$ 80
January 2015 Accelerated Share Repurchase [Member] | Initial shares received [Member]
Accelerated share repurchase - initial shares received	1.1
January 2015 Accelerated Share Repurchase [Member] | Additional Paid-in Capital [Member]
Option Indexed to Issuer's Equity, Redeemable Stock, Redemption Requirements, Amount	$ 20
December 2014 Accelerated Share Repurchase [Member]
Accelerated Share Repurchase - Cash Paid			$ 75
December 2014 Accelerated Share Repurchase [Member] | Shares received at settlement [Member]
Accelerated Share Repurchase - shares received at settlement	0.2
December 2014 Accelerated Share Repurchase [Member] | Initial share value [Member]
Accelerated share repurchase - initial share value			$ 60
December 2014 Accelerated Share Repurchase [Member] | Initial shares received [Member]
Accelerated share repurchase - initial shares received			0.8
December 2014 Accelerated Share Repurchase [Member] | Additional Paid-in Capital [Member]
Option Indexed to Issuer's Equity, Redeemable Stock, Redemption Requirements, Amount			$ 15

Discontinued operations (Detail

Discontinued operations (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended		12 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014	Dec. 31, 2014
Proceeds from Divestiture of Businesses			$ 0	$ 7,114
Document Fiscal Year Focus			2,015
Discontinued Operations Revenue, Net		$ 50,079		108,606
Discontinued Operation, Income (Loss) from Discontinued Operation, before Income Tax		724		1,464
Discontinued Operations Income Tax Expense (Benefit)		195		799
Discontinued Operations Income (loss) from operations, after tax, before impairment		529		665
Discontinued Operations Impairment		39,804		39,804
Income (Loss) from Discontinued Operations, Net of Tax, Including Portion Attributable to Noncontrolling Interest	$ 0	(39,275)	$ 0	(39,139)
Hospice Disposal Group [Member]
Proceeds from Divestiture of Businesses					$ 65,000
Discontinued Operations Revenue, Net		49,551		97,908
Discontinued Operation, Income (Loss) from Discontinued Operation, before Income Tax		1,900		3,114
Discontinued Operations Income Tax Expense (Benefit)		904		1,680
Discontinued Operations Income (loss) from operations, after tax, before impairment		996		1,434
Discontinued Operations Impairment		39,804		39,804
Income (Loss) from Discontinued Operations, Net of Tax, Including Portion Attributable to Noncontrolling Interest		(38,808)		(38,370)
Retail Disposal Group [Member]
Proceeds from Divestiture of Businesses				6,000
Discontinued Operations Revenue, Net		528		10,698
Discontinued Operation, Income (Loss) from Discontinued Operation, before Income Tax		(1,176)		(1,650)
Discontinued Operations Income Tax Expense (Benefit)		(709)		(881)
Discontinued Operations Income (loss) from operations, after tax, before impairment		(467)		(769)
Discontinued Operations Impairment		0		0
Income (Loss) from Discontinued Operations, Net of Tax, Including Portion Attributable to Noncontrolling Interest		$ (467)		$ (769)

Goodwill and Other Intangible31

Goodwill and Other Intangible Assets Goodwill Changes (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014	Dec. 31, 2014
Goodwill [Line Items]
Acquisition of businesses, net of cash received			$ (54,802)	$ 0
Goodwill, Acquired During Period			32,441
Goodwill	$ 4,094,247		4,094,247		$ 4,061,806
Amortization of Intangible Assets	8,000	$ 8,000	16,000	$ 16,000
Long Term Care Group [Member]
Goodwill [Line Items]
Goodwill, Acquired During Period			32,441
Goodwill	3,603,810		3,603,810		3,571,369
specialty care group [Member]
Goodwill [Line Items]
Goodwill, Acquired During Period			0
Goodwill	$ 490,437		$ 490,437		$ 490,437

Debt (Details)

Debt (Details) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014	Dec. 31, 2014
Debt Instrument [Line Items]
Long-term Debt, Excluding Current Maturities	$ 1,507,422,000		$ 1,507,422,000		$ 1,517,559,000
Debt Instrument, Repurchased Face Amount		$ 52,000,000		$ 52,000,000
Long-term Debt, Gross	2,331,410,000		2,331,410,000		2,346,488,000
Debt Instrument, Unamortized Discount	(372,804,000)		(372,804,000)		(382,212,000)
Debt, Current	(451,184,000)		(451,184,000)		(446,717,000)
Amortization of Financing Costs	1,000,000	1,000,000	1,000,000	2,000,000
Letters of Credit Outstanding, Amount	13,000,000		13,000,000
Debt Related Costs	0	$ 7,760,000	0	7,760,000
Cash Paid for Debt Repurchased				134,000,000
Aggregate Principal of Convertible Debt, if Converted	385,000,000		385,000,000
Write off of Deferred Debt Issuance Cost				$ 1,000,000
Current Revolving Credit Facility [Member]
Debt Instrument [Line Items]
Long-term Debt, Gross	0		0		0
Senior Term Loan, due 2019 [Domain]
Debt Instrument [Line Items]
Long-term Debt, Gross	385,000,000		385,000,000		395,000,000
4.75% Senior Notes, due 2022 [Member]
Debt Instrument [Line Items]
Long-term Debt, Gross	400,000,000		400,000,000		400,000,000
5.00% Senior Notes, due 2024 [Member]
Debt Instrument [Line Items]
Long-term Debt, Gross	$ 300,000,000		$ 300,000,000		300,000,000
Senior Term Loan [Member]
Debt Instrument [Line Items]
Debt Instrument, Interest Rate, Stated Percentage	1.69%		1.69%
3.75% Convertible Senior Subordinated Notes, due 2025 [Member]
Debt Instrument [Line Items]
Long-term Debt	$ 54,886,000		$ 54,886,000		54,148,000
Long-term Debt, Gross	$ 79,966,000		$ 79,966,000		79,972,000
Convertible Debt - Conversion Rate	37.64		37.64
Debt Instrument, Unamortized Discount	$ (25,080,000)		$ (25,080,000)		(25,824,000)
treasury stock method average share price to include dilutive securities			$ 26.56
Subsequent Event - Debt Presented for Conversion			$ 64,000,000
4.00% Junior Subordinated Convertible Debentures, due 2033 [Member]
Debt Instrument [Line Items]
Long-term Debt	188,883,000		188,883,000		188,550,000
Long-term Debt, Gross	$ 304,898,000		$ 304,898,000		306,683,000
Convertible Debt - Conversion Rate	1.22		1.22
Debt Instrument, Unamortized Discount	$ (116,015,000)		$ (116,015,000)		(118,133,000)
treasury stock method average share price to include dilutive securities			$ 40.82
3.25% Convertible Senior Debentures, Due 2035 [Member]
Debt Instrument [Line Items]
Long-term Debt	182,094,000		$ 182,094,000		178,284,000
Long-term Debt, Gross	186,033,000		186,033,000		186,033,000
Debt Instrument, Unamortized Discount	(3,939,000)		$ (3,939,000)		(7,749,000)
treasury stock method average share price to include dilutive securities			$ 77
3.25% Convertible Senior Subordinated Exchange Debentures, due 2035 [Member]
Debt Instrument [Line Items]
Long-term Debt	218,504,000		$ 218,504,000		216,738,000
Long-term Debt, Gross	241,467,000		241,467,000		241,467,000
Debt Instrument, Unamortized Discount	(22,963,000)		(22,963,000)		(24,729,000)
3.50% Convertible Senior Subordianted Notes, Due 2044 [Member]
Debt Instrument [Line Items]
Long-term Debt	219,443,000		219,443,000		218,474,000
Long-term Debt, Gross	$ 424,250,000		$ 424,250,000		424,250,000
Convertible Debt - Conversion Rate	14.29		14.29
Debt Instrument, Unamortized Discount	$ (204,807,000)		$ (204,807,000)		(205,776,000)
3.5% Convertible senior subordinated debt [Domain]
Debt Instrument [Line Items]
Long-term Debt, Gross	424,250,000		$ 424,250,000		424,250,000
treasury stock method average share price to include dilutive securities			$ 70
Capitalized Lease and Other Debt Obligations [Member]
Debt Instrument [Line Items]
Long-term Debt, Gross	$ 9,796,000		$ 9,796,000		$ 13,083,000
Minimum [Member]
Debt Instrument [Line Items]
contingent cash interest paid per stated liquidation amount			0.07
Maximum [Member]
Debt Instrument [Line Items]
contingent cash interest paid per stated liquidation amount			$ 0.15

Debt Schedule of Convertible De

Debt Schedule of Convertible Debt (Details) - Jun. 30, 2015 - USD ($) $ in Thousands	Total
3.75% Convertible Senior Subordinated Notes, due 2025 [Member]
Debt Instrument [Line Items]
Debt Instrument, Convertible, Carrying Amount of Equity Component	$ 6,913
Remaining amortization period for the debt discount (in years)	10 years 183 days
Debt Instrument, Interest Rate, Effective Percentage	8.25%
4.00% Junior Subordinated Convertible Debentures, due 2033 [Member]
Debt Instrument [Line Items]
Debt Instrument, Convertible, Carrying Amount of Equity Component	$ 117,659
Remaining amortization period for the debt discount (in years)	18 years
Debt Instrument, Interest Rate, Effective Percentage	8.01%
3.25% Convertible Senior Debentures, Due 2035 [Member]
Debt Instrument [Line Items]
Debt Instrument, Convertible, Carrying Amount of Equity Component	$ 233,901
Remaining amortization period for the debt discount (in years)	183 days
Debt Instrument, Interest Rate, Effective Percentage	7.63%
3.25% Convertible Senior Subordinated Exchange Debentures, due 2035 [Member]
Debt Instrument [Line Items]
Debt Instrument, Convertible, Carrying Amount of Equity Component	$ 25,259
Remaining amortization period for the debt discount (in years)	5 years 274 days
Debt Instrument, Interest Rate, Effective Percentage	5.24%
3.5% Convertible senior subordinated debt [Domain]
Debt Instrument [Line Items]
Debt Instrument, Convertible, Carrying Amount of Equity Component	$ 208,200
Remaining amortization period for the debt discount (in years)	28 years 237 days
Debt Instrument, Interest Rate, Effective Percentage	7.70%

Debt Fair Value of Financial In

Debt Fair Value of Financial Instruments (Details) - USD ($) $ in Thousands	Jun. 30, 2015	Dec. 31, 2014
Long-term Debt, Gross	$ 2,331,410	$ 2,346,488
Debt Instrument, Unamortized Discount	372,804	382,212
4.75% Senior Notes, due 2022 [Member]
Long-term Debt, Gross	400,000	400,000
Long-term Debt, Fair Value	426,000	408,000
5.00% Senior Notes, due 2024 [Member]
Long-term Debt, Gross	300,000	300,000
Long-term Debt, Fair Value	324,000	316,700
3.75% Convertible Senior Subordinated Notes, due 2025 [Member]
Long-term Debt, Gross	79,966	79,972
Long-term Debt, Fair Value	282,900	211,900
Long-term Debt	54,886	54,148
Debt Instrument, Unamortized Discount	25,080	25,824
4.00% Junior Subordinated Convertible Debentures, due 2033 [Member]
Long-term Debt, Gross	304,898	306,683
Long-term Debt, Fair Value	704,300	550,200
Long-term Debt	188,883	188,550
Debt Instrument, Unamortized Discount	116,015	118,133
3.25% Convertible Senior Debentures, Due 2035 [Member]
Long-term Debt, Gross	186,033	186,033
Long-term Debt, Fair Value	228,900	197,000
Long-term Debt	182,094	178,284
Debt Instrument, Unamortized Discount	3,939	7,749
3.25% Convertible Senior Subordinated Exchange Debentures, due 2035 [Member]
Long-term Debt, Gross	241,467	241,467
Long-term Debt	218,504	216,738
Debt Instrument, Unamortized Discount	22,963	24,729
3.50% Convertible Senior Subordianted Notes, Due 2044 [Member]
Long-term Debt, Gross	424,250	424,250
Long-term Debt, Fair Value	599,500	507,000
Long-term Debt	219,443	218,474
Debt Instrument, Unamortized Discount	$ 204,807	$ 205,776

Earnings (Loss) Per Share Dat35

Earnings (Loss) Per Share Data (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014
Earnings Per Share [Abstract]
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest	$ 33,970	$ 21,971	$ 111,359	$ 85,745
Earnings (loss) per common share - Basic:
Net income	$ 0.35	$ 0.23	$ 1.15	$ 0.88
Effect of Dilutive Securities [Abstract]
Convertible Securities	$ 66	$ 66	$ 132	$ 132
Stock options, warrants and awards	$ 0	$ 0	$ 0	$ 0
Convertible Securities (in shares)	8,356	8,440	7,192	8,452
Stock options, warrants and awards, common shares (in shares)	601	615	524	677
Income from continuing operations plus assumed conversions	$ 34,036	$ 61,312	$ 111,491	$ 125,016
Earnings (loss) per common share - Diluted:
Net income plus assumed conversions	$ 34,036	$ 22,037	$ 111,491	$ 85,877
Diluted shares	105,212	106,054	104,203	106,906
Diluted earnings per share	$ 0.32	$ 0.21	$ 1.07	$ 0.80
Income (Loss) from Continuing Operations, Including Portion Attributable to Noncontrolling Interest	$ 33,970	$ 61,246	$ 111,359	$ 124,884
Income (Loss) from Continuing Operations, Per Basic Share	$ 0.35	$ 0.63	$ 1.15	$ 1.28
Income (Loss) from Discontinued Operations, Net of Tax, Including Portion Attributable to Noncontrolling Interest	$ 0	$ (39,275)	$ 0	$ (39,139)
Income (Loss) from Discontinued Operations and Disposal of Discontinued Operations, Net of Tax, Per Diluted Share	$ 0	$ (0.37)	$ 0	$ (0.37)
Income (Loss) from Discontinued Operations and Disposal of Discontinued Operations, Net of Tax, Per Basic Share	0	(0.40)	0	(0.40)
Income (Loss) from Continuing Operations, Per Diluted Share	$ 0.32	$ 0.58	$ 1.07	$ 1.17
Weighted Average Number of Shares Outstanding, Basic	96,255	96,999	96,487	97,777

EarningsPer Share Data Converti

EarningsPer Share Data Convertible Debt (Details)	6 Months Ended
	Jun. 30, 2015$ / shares
3.75% Convertible Senior Subordinated Notes, due 2025 [Member]
treasury stock method average share price to include dilutive securities	$ 26.56
4.00% Junior Subordinated Convertible Debentures, due 2033 [Member]
treasury stock method average share price to include dilutive securities	40.82
3.25% Convertible Senior Debentures, Due 2035 [Member]
treasury stock method average share price to include dilutive securities	77
3.75% Convertible Senior Subordinated Notes Due 2042 [Member]
treasury stock method average share price to include dilutive securities	77
3.5% Convertible senior subordinated debt [Domain]
treasury stock method average share price to include dilutive securities	$ 70

Commitments and Contingencies (

Commitments and Contingencies (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014
Commitments and Contingencies Disclosure [Abstract]
Settlement, litigation and other related charges	$ 57,702	$ 7,547	$ 67,522	$ 14,599

Segment Information Segment D38

Segment Information Segment Details (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014
Revenue, Net	$ 1,733,317	$ 1,610,584	$ 3,393,159	$ 3,181,622
Depreciation and amortization expense	(34,372)	(33,361)	(65,735)	(67,097)
Settlement, litigation and other related charges	(57,702)	(7,547)	(67,522)	(14,599)
Other charges	(11,405)	(11,284)	(12,454)	(21,560)
Operating Income (Loss)	96,930	130,246	248,910	262,998
Corporate/Other [Member]
Revenue, Net	78	76	129	189
Depreciation and amortization expense	(15,546)	(14,811)	(28,918)	(29,949)
Settlement, litigation and other related charges	0	0	0	0
Other charges	(7,773)	(8,364)	(7,431)	(16,129)
Operating Income (Loss)	(47,556)	(50,412)	(86,282)	(101,973)
Long Term Care Group [Member]
Revenue, Net	1,159,099	1,190,441	2,353,619	2,381,694
Depreciation and amortization expense	(17,588)	(17,382)	(34,403)	(34,853)
Settlement, litigation and other related charges	(57,702)	(7,547)	(67,522)	(14,599)
Other charges	(3,632)	(2,920)	(5,023)	(5,431)
Operating Income (Loss)	104,025	149,533	255,728	302,117
specialty care group [Member]
Revenue, Net	574,140	420,067	1,039,411	799,739
Depreciation and amortization expense	(1,238)	(1,168)	(2,414)	(2,295)
Settlement, litigation and other related charges	0	0	0	0
Other charges	0	0	0	0
Operating Income (Loss)	$ 40,461	$ 31,125	$ 79,464	$ 62,854

Guarantor Subsidiaries (Details

Guarantor Subsidiaries (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended		12 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014	Dec. 31, 2014	Dec. 31, 2014
Summary Consolidating Statements of Income [Abstract]
Net sales	$ 1,733,317	$ 1,610,584	$ 3,393,159	$ 3,181,622
Cost of sales	1,379,386	1,256,354	2,689,765	2,468,938
Gross profit	353,931	354,230	703,394	712,684
Selling, general and administrative expenses	168,710	184,063	336,133	370,876
Provision for doubtful accounts	19,184	21,090	38,375	42,651
Settlement, litigation and other related charges	57,702	7,547	67,522	14,599
Settlements, litigations and other related charges	57,702	7,547	67,522	14,599
Other miscellaneous charges	11,405	11,284	12,454	21,560
Operating income	96,930	130,246	248,910	262,998
Interest expense, net of investment income	(27,378)	(29,980)	(55,027)	(59,421)
Income before income taxes	69,552	100,266	193,883	203,577
Income tax (benefit) expense	35,582	39,020	82,524	78,693
Income (Loss) from Discontinued Operations, Net of Tax, Including Portion Attributable to Noncontrolling Interest	0	(39,275)	0	(39,139)
Equity of net income (loss) of subsidiaries	0	0	0	0
Income (Loss) from Continuing Operations, Including Portion Attributable to Noncontrolling Interest	33,970	61,246	111,359	124,884
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest	33,970	21,971	111,359	85,745
Comprehensive income (loss)	35,012	22,015	112,551	86,012
ASSETS
Cash and Cash Equivalents, at Carrying Value	314,708	314,726	153,799	356,001	$ 356,001	$ 153,799
Accounts Receivable, Net, Current	616,862					578,761
Inventory, Net	477,510					519,584
Deferred Tax Assets, Net of Valuation Allowance, Current	77,400					59,200
Other Assets, Current	187,683					287,560
Total current assets	1,674,163					1,598,904
Property, Plant and Equipment, Net	269,161					267,753
Goodwill	4,094,247					4,061,806
Intangible Assets, Net (Excluding Goodwill)	112,412					98,942
Other Assets, Noncurrent	70,626					80,385
Investments in and Advance to Affiliates, Subsidiaries, Associates, and Joint Ventures	0					0
Total assets	6,220,609					6,107,790
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities of continuing operations, excluding current portion of long-term debt	565,598					420,914
Debt, Current	451,184					446,717
Long-term Debt, Excluding Current Maturities	1,507,422					1,517,559
Deferred income tax liabilities	952,282					936,247
Other noncurrent liabilities	48,457					45,926
Temporary Equity, Liquidation Preference	145,034					151,706
Stockholders' equity	2,550,632					2,588,721
Total liabilities and stockholders' equity	6,220,609					6,107,790
Cash flows from operating activities:
Net cash flows (used in) from operating activities			430,345	396,380
Cash flows from investing activities:
Acquisition of businesses, net of cash received			54,802	0
Proceeds from Divestiture of Businesses			0	7,114
Capital expenditures			(27,664)	(48,023)
Other Investing Activities				690
Net cash flows used in investing activities			(82,466)	(41,599)
Cash flows from financing activities:
Payments on Term Loans			(10,000)	(10,625)
Payments on long-term borrowings and obligations			(5,999)	(175,115)
Payments of Debt Issuance Costs			(2,239)	0
Proceeds from (Repayments of) Bank Overdrafts			1,292	(6,870)
Payments for Omnicare common stock repurchase			(125,000)	(160,438)
Dividends paid			(42,362)	(38,979)
Proceeds from (payments for) Other Financing Activities including disc Ops			(2,662)	1,401
Net Cash Provided by (Used in) Financing Activities			(186,970)	(390,626)
Net increase (decrease) in cash and cash equivalents			160,909	(35,845)
Cash and cash equivalents at beginning of period			153,799	356,001	356,001
Cash and cash equivalents at end of period	314,708	314,726	314,708	314,726	153,799
Net Cash Provided by (Used in) Discontinued Operations			0	5,430
Net Cash Provided by (Used in) Continuing Operations			160,909	(41,275)
Parent Company [Member]
Summary Consolidating Statements of Income [Abstract]
Net sales	0	0	0	0
Cost of sales	0	0	0	0
Gross profit	0	0	0	0
Selling, general and administrative expenses	585	1,441	1,413	2,428
Provision for doubtful accounts	0	0	0	0
Settlement, litigation and other related charges	0	0	0	0
Other miscellaneous charges	7,431	0	7,431	0
Operating income	(8,016)	(1,441)	(8,844)	(2,428)
Interest expense, net of investment income	(27,179)	(29,064)	(54,601)	(58,220)
Income before income taxes	(35,195)	(30,505)	(63,445)	(60,648)
Income tax (benefit) expense	(13,631)	(11,672)	(24,490)	(23,343)
Income (Loss) from Continuing Operations Attributable to Parent	(21,564)	(18,833)	(38,955)	(37,305)
Income (Loss) from Discontinued Operations, Net of Tax, Including Portion Attributable to Noncontrolling Interest	0	0	0	0
Equity of net income (loss) of subsidiaries	55,534	40,804	150,314	123,050
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest	33,970	21,971	111,359	85,745
Comprehensive income (loss)	35,012	22,015	112,551	86,012
ASSETS
Cash and Cash Equivalents, at Carrying Value	267,328	287,925	113,072	275,910	275,910	113,072
Accounts Receivable, Net, Current	0					0
Inventory, Net	0					0
Deferred Tax Assets, Net of Valuation Allowance, Current	0					0
Other Assets, Current	551					2,287
Total current assets	267,879					115,359
Property, Plant and Equipment, Net	0					0
Goodwill	0					0
Intangible Assets, Net (Excluding Goodwill)	0					0
Other Assets, Noncurrent	21,101					21,717
Investments in and Advance to Affiliates, Subsidiaries, Associates, and Joint Ventures	4,754,789					4,931,821
Total assets	5,043,769					5,068,897
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities of continuing operations, excluding current portion of long-term debt	44,747					27,725
Debt, Current	445,863					446,717
Long-term Debt, Excluding Current Maturities	1,502,946					1,510,212
Deferred income tax liabilities	354,547					343,816
Other noncurrent liabilities	0					0
Temporary Equity, Liquidation Preference	145,034					151,706
Stockholders' equity	2,550,632					2,588,721
Total liabilities and stockholders' equity	5,043,769					5,068,897
Cash flows from operating activities:
Net cash flows (used in) from operating activities			(14,494)	(57,203)
Cash flows from investing activities:
Acquisition of businesses, net of cash received			0
Proceeds from Divestiture of Businesses				0
Capital expenditures			0	0
Other Investing Activities				0
Net cash flows used in investing activities			0	0
Cash flows from financing activities:
Payments on Term Loans			(10,000)	(10,625)
Payments on long-term borrowings and obligations			(5,999)	(175,115)
Payments of Debt Issuance Costs			(2,239)
Proceeds from (Repayments of) Bank Overdrafts			4,790	314
Payments for Omnicare common stock repurchase			(125,000)	(160,438)
Dividends paid			(42,362)	(38,979)
Proceeds from (payments for) Other Financing Activities including disc Ops			349,560	454,061
Net Cash Provided by (Used in) Financing Activities			168,750	69,218
Net increase (decrease) in cash and cash equivalents			154,256	12,015
Cash and cash equivalents at beginning of period			113,072	275,910	275,910
Cash and cash equivalents at end of period	267,328	287,925	267,328	287,925	113,072
Net Cash Provided by (Used in) Discontinued Operations			0	0
Cash and Cash Equivalents Period Increase (Decrease) from Continuing Operations			154,256	12,015
Guarantor Subsidiaries [Member] | Convertible Senior Debentures [Member]
Summary Consolidating Statements of Income [Abstract]
Net sales	0	0	0	0
Cost of sales	0	0	0	0
Gross profit	0	0	0	0
Selling, general and administrative expenses	1,539	443	3,075	879
Provision for doubtful accounts	0	0	0	0
Settlement, litigation and other related charges	0	0	0	0
Other miscellaneous charges	0	0	0	0
Operating income	(1,539)	(443)	(3,075)	(879)
Interest expense, net of investment income	0	0	0	0
Income before income taxes	(1,539)	(443)	(3,075)	(879)
Income tax (benefit) expense	(597)	(170)	(1,187)	(338)
Income (Loss) from Continuing Operations Attributable to Parent	(942)	(273)	(1,888)	(541)
Income (Loss) from Discontinued Operations, Net of Tax, Including Portion Attributable to Noncontrolling Interest	0	0	0	0
Equity of net income (loss) of subsidiaries	0	0	0	0
Income (Loss) from Continuing Operations, Including Portion Attributable to Noncontrolling Interest	(942)	(273)	(1,888)	(541)
Comprehensive income (loss)	(942)	(273)	(1,888)	(541)
ASSETS
Cash and Cash Equivalents, at Carrying Value	0	0	0	0	0	0
Accounts Receivable, Net, Current	175					203
Inventory, Net	0					0
Deferred Tax Assets, Net of Valuation Allowance, Current	0					0
Other Assets, Current	26					0
Total current assets	201					203
Property, Plant and Equipment, Net	8					12
Goodwill	0					0
Intangible Assets, Net (Excluding Goodwill)	0					0
Other Assets, Noncurrent	19					19
Investments in and Advance to Affiliates, Subsidiaries, Associates, and Joint Ventures	0					0
Total assets	228					234
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities of continuing operations, excluding current portion of long-term debt	2					0
Debt, Current	0					0
Long-term Debt, Excluding Current Maturities	0					0
Deferred income tax liabilities	0					0
Other noncurrent liabilities	0					0
Temporary Equity, Liquidation Preference	0					0
Stockholders' equity	226					234
Total liabilities and stockholders' equity	228					234
Cash flows from operating activities:
Net cash flows (used in) from operating activities			0	0
Cash flows from investing activities:
Acquisition of businesses, net of cash received			0
Proceeds from Divestiture of Businesses				0
Capital expenditures			0	0
Other Investing Activities				0
Net cash flows used in investing activities			0	0
Cash flows from financing activities:
Payments on Term Loans			0	0
Payments on long-term borrowings and obligations			0	0
Payments of Debt Issuance Costs			0
Proceeds from (Repayments of) Bank Overdrafts			0	0
Payments for Omnicare common stock repurchase			0	0
Dividends paid			0	0
Proceeds from (payments for) Other Financing Activities including disc Ops			0	0
Net Cash Provided by (Used in) Financing Activities			0	0
Net increase (decrease) in cash and cash equivalents			0	0
Cash and cash equivalents at beginning of period			0	0	0
Cash and cash equivalents at end of period	0	0	0	0	0
Net Cash Provided by (Used in) Discontinued Operations			0	0
Cash and Cash Equivalents Period Increase (Decrease) from Continuing Operations			0	0
Guarantor Subsidiaries [Member] | Guaranteed Senior Notes Payable [Member]
Summary Consolidating Statements of Income [Abstract]
Net sales	1,701,457	1,580,208	3,329,276	3,120,214
Cost of sales	1,360,522	1,238,120	2,649,872	2,432,519
Gross profit	340,935	342,088	679,404	687,695
Selling, general and administrative expenses	164,294	176,922	326,871	359,042
Provision for doubtful accounts	18,896	20,585	37,788	41,632
Settlement, litigation and other related charges	57,702	7,547	67,522	14,599
Other miscellaneous charges	3,974	11,284	5,023	21,560
Operating income	96,069	125,750	242,200	250,862
Interest expense, net of investment income	(199)	(916)	(426)	(1,201)
Income before income taxes	95,870	124,834	241,774	249,661
Income tax (benefit) expense	45,777	48,427	101,011	96,430
Income (Loss) from Continuing Operations Attributable to Parent	50,093	76,407	140,763	153,231
Income (Loss) from Discontinued Operations, Net of Tax, Including Portion Attributable to Noncontrolling Interest	0	(453)	0	(720)
Equity of net income (loss) of subsidiaries	0	0	0	0
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest	50,093	75,954	140,763	152,511
Comprehensive income (loss)	50,093	75,954	140,763	152,511
ASSETS
Cash and Cash Equivalents, at Carrying Value	26,981	14,533	26,865	68,050	68,050	26,865
Accounts Receivable, Net, Current	614,679					576,151
Inventory, Net	471,026					511,840
Deferred Tax Assets, Net of Valuation Allowance, Current	77,115					58,988
Other Assets, Current	159,930					256,106
Total current assets	1,349,731					1,429,950
Property, Plant and Equipment, Net	264,328					262,689
Goodwill	4,065,442					4,033,001
Intangible Assets, Net (Excluding Goodwill)	111,504					97,613
Other Assets, Noncurrent	49,452					58,629
Investments in and Advance to Affiliates, Subsidiaries, Associates, and Joint Ventures	0					0
Total assets	5,840,457					5,881,882
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities of continuing operations, excluding current portion of long-term debt	649,068					459,808
Debt, Current	5,321					0
Long-term Debt, Excluding Current Maturities	4,476					7,347
Deferred income tax liabilities	598,147					592,651
Other noncurrent liabilities	47,041					44,228
Temporary Equity, Liquidation Preference	0					0
Stockholders' equity	4,536,404					4,777,848
Total liabilities and stockholders' equity	5,840,457					5,881,882
Cash flows from operating activities:
Net cash flows (used in) from operating activities			438,028	453,196
Cash flows from investing activities:
Acquisition of businesses, net of cash received			54,802
Proceeds from Divestiture of Businesses				7,114
Capital expenditures			(27,390)	(47,473)
Other Investing Activities				32
Net cash flows used in investing activities			(82,192)	(40,391)
Cash flows from financing activities:
Payments on Term Loans			0	0
Payments on long-term borrowings and obligations			0
Payments of Debt Issuance Costs			0
Proceeds from (Repayments of) Bank Overdrafts			(3,498)	(7,184)
Payments for Omnicare common stock repurchase			0	0
Dividends paid			0	0
Proceeds from (payments for) Other Financing Activities including disc Ops			(352,222)	(452,660)
Net Cash Provided by (Used in) Financing Activities			(355,720)	(459,844)
Net increase (decrease) in cash and cash equivalents			116	(47,039)
Cash and cash equivalents at beginning of period			26,865	68,050	68,050
Cash and cash equivalents at end of period	26,981	14,533	26,981	14,533	26,865
Net Cash Provided by (Used in) Discontinued Operations			0	6,478
Cash and Cash Equivalents Period Increase (Decrease) from Continuing Operations			116	(53,517)
Non-Guarantor Subsidiaries [Member] | Convertible Senior Debentures [Member]
Summary Consolidating Statements of Income [Abstract]
Net sales	1,733,317	1,610,584	3,393,159	3,181,622
Cost of sales	1,379,386	1,256,354	2,689,765	2,468,938
Gross profit	353,931	354,230	703,394	712,684
Selling, general and administrative expenses	166,586	182,179	331,645	367,569
Provision for doubtful accounts	19,184	21,090	38,375	42,651
Settlement, litigation and other related charges	57,702	7,547	67,522	14,599
Other miscellaneous charges	3,974	11,284	5,023	21,560
Operating income	106,485	132,130	260,829	266,305
Interest expense, net of investment income	(199)	(916)	(426)	(1,201)
Income before income taxes	106,286	131,214	260,403	265,104
Income tax (benefit) expense	49,810	50,862	108,201	102,374
Income (Loss) from Continuing Operations Attributable to Parent	56,476	80,352	152,202	162,730
Income (Loss) from Discontinued Operations, Net of Tax, Including Portion Attributable to Noncontrolling Interest	0	(39,275)	0	(39,139)
Equity of net income (loss) of subsidiaries	0	0	0	0
Income (Loss) from Continuing Operations, Including Portion Attributable to Noncontrolling Interest	56,476	41,077	152,202	123,591
Comprehensive income (loss)	56,476	41,077	152,202	123,591
ASSETS
Cash and Cash Equivalents, at Carrying Value	47,380	26,801	40,727	80,091	80,091	40,727
Accounts Receivable, Net, Current	616,862					578,761
Inventory, Net	477,510					519,584
Deferred Tax Assets, Net of Valuation Allowance, Current	77,400					59,200
Other Assets, Current	187,106					285,273
Total current assets	1,406,258					1,483,545
Property, Plant and Equipment, Net	269,153					267,741
Goodwill	4,094,247					4,061,806
Intangible Assets, Net (Excluding Goodwill)	112,412					98,942
Other Assets, Noncurrent	49,506					58,649
Investments in and Advance to Affiliates, Subsidiaries, Associates, and Joint Ventures	0					0
Total assets	5,931,576					5,970,683
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities of continuing operations, excluding current portion of long-term debt	521,024					393,392
Debt, Current	5,321					0
Long-term Debt, Excluding Current Maturities	4,476					7,347
Deferred income tax liabilities	597,735					592,431
Other noncurrent liabilities	48,457					45,926
Temporary Equity, Liquidation Preference	0					0
Stockholders' equity	4,754,563					4,931,587
Total liabilities and stockholders' equity	5,931,576					5,970,683
Cash flows from operating activities:
Net cash flows (used in) from operating activities			444,839	453,583
Cash flows from investing activities:
Acquisition of businesses, net of cash received			54,802
Proceeds from Divestiture of Businesses				7,114
Capital expenditures			(27,664)	(48,023)
Other Investing Activities				690
Net cash flows used in investing activities			(82,466)	(41,599)
Cash flows from financing activities:
Payments on Term Loans			0	0
Payments on long-term borrowings and obligations			0	0
Payments of Debt Issuance Costs			0
Proceeds from (Repayments of) Bank Overdrafts			(3,498)	(7,184)
Payments for Omnicare common stock repurchase			0	0
Dividends paid			0	0
Proceeds from (payments for) Other Financing Activities including disc Ops			(352,222)	(452,660)
Net Cash Provided by (Used in) Financing Activities			(355,720)	(459,844)
Net increase (decrease) in cash and cash equivalents			6,653	(47,860)
Cash and cash equivalents at beginning of period			40,727	80,091	80,091
Cash and cash equivalents at end of period	47,380	26,801	47,380	26,801	40,727
Net Cash Provided by (Used in) Discontinued Operations			0	5,430
Cash and Cash Equivalents Period Increase (Decrease) from Continuing Operations			6,653	(53,290)
Non-Guarantor Subsidiaries [Member] | Guaranteed Senior Notes Payable [Member]
Summary Consolidating Statements of Income [Abstract]
Net sales	31,860	30,376	63,883	61,408
Cost of sales	18,864	18,234	39,893	36,419
Gross profit	12,996	12,142	23,990	24,989
Selling, general and administrative expenses	3,831	5,700	7,849	9,406
Provision for doubtful accounts	288	505	587	1,019
Settlement, litigation and other related charges	0	0	0	0
Other miscellaneous charges	0	0	0	0
Operating income	8,877	5,937	15,554	14,564
Interest expense, net of investment income	0	0	0	0
Income before income taxes	8,877	5,937	15,554	14,564
Income tax (benefit) expense	3,436	2,265	6,003	5,606
Income (Loss) from Continuing Operations Attributable to Parent	5,441	3,672	9,551	8,958
Income (Loss) from Discontinued Operations, Net of Tax, Including Portion Attributable to Noncontrolling Interest	0	(38,822)	0	(38,419)
Equity of net income (loss) of subsidiaries	0	0	0	0
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest	5,441	(35,150)	9,551	(29,461)
Comprehensive income (loss)	5,441	(35,150)	9,551	(29,461)
ASSETS
Cash and Cash Equivalents, at Carrying Value	20,399	12,268	13,862	12,041	12,041	13,862
Accounts Receivable, Net, Current	168,566					100,046
Inventory, Net	6,484					7,744
Deferred Tax Assets, Net of Valuation Allowance, Current	697					432
Other Assets, Current	27,202					29,167
Total current assets	223,348					151,251
Property, Plant and Equipment, Net	4,833					5,064
Goodwill	28,805					28,805
Intangible Assets, Net (Excluding Goodwill)	908					1,329
Other Assets, Noncurrent	73					39
Investments in and Advance to Affiliates, Subsidiaries, Associates, and Joint Ventures	0					0
Total assets	257,967					186,488
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities of continuing operations, excluding current portion of long-term debt	38,166					30,817
Debt, Current	0					0
Long-term Debt, Excluding Current Maturities	0					0
Deferred income tax liabilities	0					0
Other noncurrent liabilities	1,416					1,698
Temporary Equity, Liquidation Preference	0					0
Stockholders' equity	218,385					153,973
Total liabilities and stockholders' equity	257,967					186,488
Cash flows from operating activities:
Net cash flows (used in) from operating activities			6,811	387
Cash flows from investing activities:
Acquisition of businesses, net of cash received			0
Proceeds from Divestiture of Businesses				0
Capital expenditures			(274)	(550)
Other Investing Activities				658
Net cash flows used in investing activities			(274)	(1,208)
Cash flows from financing activities:
Payments on Term Loans			0	0
Payments on long-term borrowings and obligations			0
Payments of Debt Issuance Costs			0
Proceeds from (Repayments of) Bank Overdrafts			0	0
Payments for Omnicare common stock repurchase			0	0
Dividends paid			0	0
Proceeds from (payments for) Other Financing Activities including disc Ops			0	0
Net Cash Provided by (Used in) Financing Activities			0	0
Net increase (decrease) in cash and cash equivalents			6,537	(821)
Cash and cash equivalents at beginning of period			13,862	12,041	12,041
Cash and cash equivalents at end of period	20,399	12,268	20,399	12,268	13,862
Net Cash Provided by (Used in) Discontinued Operations			0	(1,048)
Cash and Cash Equivalents Period Increase (Decrease) from Continuing Operations			6,537	227
Consolidating, Eliminating Adjustments [Member]
Summary Consolidating Statements of Income [Abstract]
Comprehensive income (loss)	(55,534)	(40,804)	(150,314)	(123,050)
Consolidating, Eliminating Adjustments [Member] | Convertible Senior Debentures [Member]
Summary Consolidating Statements of Income [Abstract]
Net sales	0	0	0	0
Cost of sales	0	0	0	0
Gross profit	0	0	0	0
Selling, general and administrative expenses	0	0	0	0
Provision for doubtful accounts	0	0	0	0
Settlement, litigation and other related charges	0	0	0	0
Other miscellaneous charges	0	0	0	0
Operating income	0	0	0	0
Interest expense, net of investment income	0	0	0	0
Income before income taxes	0	0	0	0
Income tax (benefit) expense	0	0	0	0
Income (Loss) from Continuing Operations Attributable to Parent	0	0	0	0
Income (Loss) from Discontinued Operations, Net of Tax, Including Portion Attributable to Noncontrolling Interest	0	0	0	0
Equity of net income (loss) of subsidiaries	(55,534)	(40,804)	(150,314)	(123,050)
Income (Loss) from Continuing Operations, Including Portion Attributable to Noncontrolling Interest	(55,534)	(40,804)	(150,314)	(123,050)
ASSETS
Cash and Cash Equivalents, at Carrying Value	0		0		0	0
Accounts Receivable, Net, Current	(175)					(203)
Inventory, Net	0					0
Deferred Tax Assets, Net of Valuation Allowance, Current	0					0
Other Assets, Current	0					0
Total current assets	(175)					(203)
Property, Plant and Equipment, Net	0					0
Goodwill	0					0
Intangible Assets, Net (Excluding Goodwill)	0					0
Other Assets, Noncurrent	0					0
Investments in and Advance to Affiliates, Subsidiaries, Associates, and Joint Ventures	(4,754,789)					(4,931,821)
Total assets	(4,754,964)					(4,932,024)
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities of continuing operations, excluding current portion of long-term debt	(175)					(203)
Debt, Current	0					0
Long-term Debt, Excluding Current Maturities	0					0
Deferred income tax liabilities	0					0
Other noncurrent liabilities	0					0
Temporary Equity, Liquidation Preference	0					0
Stockholders' equity	(4,754,789)					(4,931,821)
Total liabilities and stockholders' equity	(4,754,964)					(4,932,024)
Cash flows from financing activities:
Cash and cash equivalents at beginning of period			0
Cash and cash equivalents at end of period	0		0		0
Consolidating, Eliminating Adjustments [Member] | Guaranteed Senior Notes Payable [Member]
Summary Consolidating Statements of Income [Abstract]
Net sales	0	0	0	0
Cost of sales	0	0	0	0
Gross profit	0	0	0	0
Selling, general and administrative expenses	0	0	0	0
Provision for doubtful accounts	0	0	0	0
Settlement, litigation and other related charges	0	0	0	0
Other miscellaneous charges	0	0	0	0
Operating income	0	0	0	0
Interest expense, net of investment income	0	0	0	0
Income before income taxes	0	0	0	0
Income tax (benefit) expense	0	0	0	0
Income (Loss) from Continuing Operations Attributable to Parent	0	0	0	0
Income (Loss) from Discontinued Operations, Net of Tax, Including Portion Attributable to Noncontrolling Interest	0	0	0	0
Equity of net income (loss) of subsidiaries	(55,534)	(40,804)	(150,314)	(123,050)
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest	(55,534)	$ (40,804)	(150,314)	$ (123,050)
ASSETS
Cash and Cash Equivalents, at Carrying Value	0		0		0	0
Accounts Receivable, Net, Current	(166,383)					(97,436)
Inventory, Net	0					0
Deferred Tax Assets, Net of Valuation Allowance, Current	(412)					(220)
Other Assets, Current	0					0
Total current assets	(166,795)					(97,656)
Property, Plant and Equipment, Net	0					0
Goodwill	0					0
Intangible Assets, Net (Excluding Goodwill)	0					0
Other Assets, Noncurrent	0					0
Investments in and Advance to Affiliates, Subsidiaries, Associates, and Joint Ventures	(4,754,789)					(4,931,821)
Total assets	(4,921,584)					(5,029,477)
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities of continuing operations, excluding current portion of long-term debt	(166,383)					(97,436)
Debt, Current	0					0
Long-term Debt, Excluding Current Maturities	0					0
Deferred income tax liabilities	(412)					(220)
Other noncurrent liabilities	0					0
Temporary Equity, Liquidation Preference	0					0
Stockholders' equity	(4,754,789)					(4,931,821)
Total liabilities and stockholders' equity	(4,921,584)					$ (5,029,477)
Cash flows from financing activities:
Cash and cash equivalents at beginning of period			0
Cash and cash equivalents at end of period	$ 0		$ 0		$ 0