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Express Scripts 2013 Annual Report 74
4. Dispositions
During 2012 and 2013, we determined various businesses were no longer core to our future operations and
committed to a plan to dispose of these businesses. As a result, during 2013 we sold our acute infusion therapies line of
business and various portions of our UBC line of business and during 2012 we sold EAV, Liberty and CYC. In accordance with
applicable accounting guidance, we have also determined our European operations to be classified as held for sale. Prior to the
sales of our acute infusion therapies line of business, EAV and Liberty, goodwill and intangible impairment charges were
recorded. Below is a summary of 2013 and 2012 charges associated with these businesses and the impact to our consolidated
statement of operations:
December 31, 2013 December 31, 2012
(in millions)
Gain
recorded
upon sale
Goodwill &
Intangible
Impairments
Gain
recorded
upon sale
Goodwill &
Intangible
Impairments
EAV $ — $ — $ 3.7 $ (11.5)
Disposed UBC operations
Technology solutions and publications for biopharmaceutical
companies 18.3———
Health economics, outcomes research, data analytics and market
access services 11.4———
Specialty services for pre-market trials 22.1———
Acute infusion therapies line of business 0.5 (32.9)— —
Recorded in net loss from discontinued operations, net of tax $ 52.3 $ (32.9) $ 3.7 $ (11.5)
Liberty $ — $ — $ 0.5 $ (23.0)
CYC(1) 3.5 — 14.3 —
Recorded in selling, general and administrative $ 3.5 $ — $ 14.8 $ (23.0)
Total disposition charges $ 55.8 $ (32.9) $ 18.5 $ (34.5)
(1) Reflects the settlement of certain working capital balances in 2013.
Sale of our acute infusion therapies line of business. On November 1, 2013, we completed the sale of our acute
infusion therapies line of business, which was included within our PBM segment before being classified as a discontinued
operation as of September 30, 2013. During the fourth quarter of 2013, we recognized a gain on the sale of this business, net of
the sale of its assets, which totaled $0.5 million. The gain is included in the “Net loss from discontinued operations, net of tax”
line item in the accompanying consolidated statement of operations for the year ended December 31, 2013.
In 2013, in connection with entering into an agreement for the sale of the business, an impairment in the value of
the related goodwill was identified. The impairment charge, which totaled $32.9 million, was recorded and reflects goodwill
impairment and the subsequent write-down to fair market value. The fair value was determined utilizing the contracted sales
price of the business (Level 2). The impairment charge is included in the “Net loss from discontinued operations, net of tax”
line item in the accompanying consolidated statement of operations for the year ended December 31, 2013.
Sale of portions of UBC. On August 15, 2013, we completed the sale of the portion of our UBC business related to
specialty services for pre-market trials located in Wayne, Pennsylvania. During the third quarter of 2013, we recognized a gain
on the sale of this business which totaled $22.1 million. On July 1, 2013, we completed the sale of the portion of our UBC
business related to providing health economics, outcomes research, data analytics and market access services located in
Bethesda, Maryland. During the third quarter of 2013, we recognized a gain on the sale of this business which totaled $11.4
million. On June 7, 2013, we completed the sale of the portion of our UBC business which primarily provided technology
solutions and publications for biopharmaceutical companies located in Horsham, United Kingdom. During the second quarter
of 2013, we recognized a gain on the sale of this business which totaled $18.3 million. The gains on these businesses are
included in the “Net loss from discontinued operations, net of tax” line item in the accompanying consolidated statement of
operations for the year ended December 31, 2013. Our disposed UBC operations were included within our Other Business
Operations segment before being classified as discontinued operations as of December 31, 2012.