3M 2012 Annual Report Download - page 67

61
2010 Acquisitions Activity
Attenti
(Millions)
Holdings
Cogent
Other
Asset (Liability)
Arizant Inc.
S.A.
Inc.
Acquisitions
Total
Accounts receivable
$
15
$
23
$
34
$
21
$
93
Inventory
36
5
17
19
77
Other current assets
3
7
31
2
43
Marketable securities
―
―
380
―
380
Property, plant, and equipment
38
9
30
29
106
Purchased finite-lived intangible assets
362
90
142
69
663
Purchased goodwill
512
122
295
51
980
Accounts payable and other liabilities, net
of other assets
(29)
(12)
(88)
(35)
(164)
Interest bearing debt
(31)
(21)
―
(53)
(105)
Deferred tax asset/(liability)
(141)
(16)
(47)
(21)
(225)
Net assets acquired
$
765
$
207
$
794
$
82
$
1,848
Supplemental information:
Cash paid
$
776
$
227
$
946
$
156
$
2,105
Less: Cash acquired
11
20
152
92
275
Cash paid, net of cash acquired
$
765
$
207
$
794
$
64
$
1,830
Non-cash (financed liability)
―
―
―
18
18
Net assets acquired
$
765
$
207
$
794
$
82
$
1,848
Goodwill resulting from business combinations is largely attributable to the existing workforce of the acquired businesses
and synergies expected to arise after 3M’s acquisition of these businesses. In-process research and development
associated with CodeRyte, Inc. is reflected in the preceding 2012 table as purchased indefinite-lived intangible assets. Pro
forma information related to acquisitions was not included because the impact on the Company’s consolidated results of
operations was not considered to be material.
In addition to business combinations, 3M periodically acquires certain tangible and/or intangible assets and purchases
interests in certain enterprises that do not otherwise qualify for accounting as business combinations. These transactions
are largely reflected as additional asset purchase and investment activity.
2012 acquisitions:
During 2012, 3M completed three business combinations. The purchase price paid for these business combinations (net
of cash acquired) and the impact of other matters (net) during 2012 aggregated to $1.046 billion.
(1) In April 2012, 3M (Health Care Business) purchased all of the outstanding shares of CodeRyte, Inc., an industry leader
in clinical natural processing technology and computer-assisted coding solutions for healthcare outpatient providers,
which is headquartered in Bethesda, Maryland.
(2) In September 2012, 3M (Display and Graphics Business) purchased the net assets of Federal Signal Technologies
Group from Federal Signal Corp., for a total purchase price of approximately $104 million. This business focuses on
electronic toll collection and parking management hardware and software services, with primary facilities spread
throughout the United States and in the U.K.
(3) In November 2012, 3M (Industrial and Transportation Business) purchased all of the outstanding shares of Ceradyne,
Inc. (Ceradyne) for $798 million, net of cash acquired. The net assets acquired in this transaction included $250 million of
marketable securities and $93 million of debt, as indicated in the preceding 2012 table. Ceradyne, headquartered in Costa
Mesa, California, is involved in the development and production of advanced technical ceramics for demanding
applications in the automotive, oil and gas, solar, industrial, electronics and defense industries.
In December 2011, 3M (Consumer and Office Business) entered into a definitive agreement to acquire the Office and
Consumer Products business of Avery Dennison Corp. (Avery). 3M and Avery withdrew from the regulatory approval
process for this acquisition in September 2012 and subsequently announced that they had terminated this agreement in
October 2012. 3M has no remaining obligations resulting from the termination of this agreement.