Lexmark 2013 Annual Report Download - page 91

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Long-lived assets held for sale
Related to the 2007 restructuring plan, the Company’s Boigny, France site with carrying value of $3 million was written down in 2012
to fair value less cost to sell of approximately $1 million, based on a non-binding indication of value from a potential buyer. This
action resulted in a loss of $1.5 million recorded in Selling, general and administrative on the Company’s Consolidated Statements of
Earnings. The site is included in Property, plant and equipment, net on the Consolidated Statements of Financial Position. The
Company is actively marketing the site for sale. The site has been vacated by the Company and, due to the restructuring action noted
above, is not being employed by the Company in its highest and best use. The site was also subject to a nonrecurring fair value
measurement in 2011.
Related to the August 2012 restructuring plan, certain of the Company’s machinery and equipment assets with carrying value of $0.9
million were written down in 2012 to fair value less cost to sell of $0.3 million due to the company’s receipt of an offer to purchase
the assets at a price that was below the carrying values of the assets. The resulting loss of $0.6 million was recorded in Restructuring-
related costs on the Company’s Consolidated Statements of Earnings. The assets qualified as held for sale in 2012 and were included
in Property, plant and equipment, net on the Company’s Consolidated Statements of Financial Position. The assets were sold in 2013.
4. BUSINESS COMBINATIONS AND DIVESTITURES
2013
On September 16, 2013 the Company acquired Saperion AG (“Saperion”). Saperion is a European-based leader in ECM solutions,
focused on providing document archive and workflow solutions. The acquisition expands Perceptive Software's European-based
footprint in the ECM market, and will further strengthen the Company’s strategy of providing the platform, products and solutions that
help companies manage their unstructured information challenges. The purchase accounting for the acquisition of Saperion has not
been finalized as certain income tax matters are still being evaluated.
Of the total cash payment of $72.3 million to acquire Saperion, $72.2 million was paid to acquire all of the issued and outstanding
shares of Saperion, while $0.1 million relates to assets acquired by the Company that were recognized separately from the acquisition.
On October 3, 2013 the Company acquired PACSGEAR, Inc. (“PACSGEAR”). PACSGEAR is a leading provider of connectivity
solutions for healthcare providers to capture, manage and share medical images and related documents and integrate them with
existing picture archiving and communication systems and electronic medical records (“EMR”) systems. With this acquisition,
Perceptive Software will be uniquely positioned to offer a vendor-neutral, standards-based clinical content platform for capturing,
managing, accessing and sharing patient imaging information and related documents within healthcare facilities through an EMR and
between facilities via PACSGEAR technology.
Of the total cash payment of $54.1 million, $53.9 million was paid to acquire all of the issued and outstanding shares of PACSGEAR.
Additionally, $0.2 million of the total cash payment was used to pay certain transaction costs and other obligations of the sellers.
On March 1, 2013 the Company acquired AccessVia, Inc. (“AccessVia”) and Twistage, Inc. (“Twistage”). AccessVia provides
industry-leading signage solutions to create and produce retail shelf-edge materials, all from a single platform, which can be directed
to a variety of output devices and published to digital signs or electronic shelf tags. AccessVia, when combined with Lexmark’s MPS
and expertise in delivering print and document process solutions to the retail market, will enable customers to quickly design and
produce in-store signage for better and more timely merchandising in a highly distributed store environment. Twistage offers an
industry-leading, pure cloud software platform for managing video, audio and image content. When combined with Lexmark,
Twistage will enable customers to capture, manage and access all of their content, including rich media content assets, within the
context of their business processes and enterprise applications.
Of the total cash payment of $31.5 million, $29.0 million was paid to acquire all of the issued and outstanding shares of AccessVia
and Twistage. Additionally, $2.3 million of the total cash payment was used to pay certain transaction costs and other obligations of
the sellers and $0.2 million relates to assets acquired by the Company that were recognized separately from the acquisitions.
The following table summarizes the assets acquired and liabilities assumed as of the acquisition date for Saperion, PACSGEAR,
AccessVia and Twistage. The intangible assets subject to amortization are being amortized on a straight-line basis over their estimated
useful lives as of the acquisition date:
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