Amgen 2011 Annual Report Download - page 136

AMGEN INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
human therapeutic without obtaining regulatory approvals, and such approvals require completing clinical trials
that demonstrate a product candidate is safe and effective. Consequently, the eventual realized value of the
acquired IPR&D may vary from its estimated fair value at the date of acquisition.
The excess of the acquisition date consideration over the fair values assigned to the assets acquired and the
liabilities assumed of $170 million was recorded as goodwill, which is not deductible for tax purposes. Goodwill
is attributable primarily to the deferred tax consequences of acquired IPR&D recorded for financial statement
purposes.
Other acquisitions
During the year ended December 31, 2011, we also acquired the businesses described below, which were
accounted for as business combinations, and accordingly, their operations have been included in our consolidated
financial statements commencing on their respective acquisition dates.
On April 7, 2011, we acquired all of the outstanding stock of Laboratório Químico Farmacêutico Bérgamo
Ltda (Bergamo), a privately held Brazilian pharmaceutical company. Upon its acquisition, Bergamo became a
wholly owned subsidiary of Amgen.
On May 16, 2011, we acquired a manufacturing facility in Dun Laoghaire, Ireland, from Pfizer Inc. (Pfizer)
(Dun Laoghaire). Under the terms of the agreement, most staff at the facility became Amgen employees, and we
agreed to manufacture certain products for Pfizer at the facility for an interim period.
On June 15, 2011, we reacquired rights to distribute certain of our products in the Brazilian pharmaceutical
market from our local distributor in Brazil and its parent company, Hypermarcas, and in connection therewith
acquired all business operations relating to these products in Brazil.
The aggregate acquisition date consideration for these businesses was approximately $453 million,
composed primarily of cash paid to the former owners of the businesses. The aggregate acquisition date
consideration was allocated to (i) goodwill of $265 million, of which $130 million related to Bergamo was tax
deductible: (ii) property, plant and equipment of $99 million; (iii) amortizable intangible assets composed
primarily of licenses to distribute products and customer contracts of $58 million; and (iv) other assets, net of
$31 million. The purchase price allocation for the Bergamo transaction is preliminary and will be finalized upon
collection of information regarding certain tax-related items. Goodwill resulting from these acquisitions is
attributable primarily to the benefits of immediate, direct access to the Brazilian market for expediting our
international expansion efforts and geographic diversification to assist in risk mitigation efforts related to our
manufacturing operations.
Pro forma supplemental consolidated results of operations for the years ended December 31, 2011 and 2010,
that assumes the acquisitions of BioVex, Bergamo, Dun Laoghaire and Hypermarcas all occurred on January 1,
2010, are not provided because the impact would not be material to our consolidated results of operations either
individually or in the aggregate.
In addition to the increase in goodwill for the acquisitions of the businesses discussed above, goodwill
decreased by $19 million for the year ended December 31, 2011, due to changes in foreign currency exchange
rates.
F-12