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Newell Rubbermaid Inc. 2010 Annual Report
>
52 NEWELL RUBBERMAID 2010 Annual Report
Noncontrolling Interests
In 2009, in conjunction with its adoption of the Financial Accounting Standards Board’s (“FASB”) accounting and disclosure
guidance for noncontrolling interests, the Company also adopted certain authoritative guidance applicable for all noncontrolling
interests where the Company is required to purchase noncontrolling interests in a consolidated subsidiary from the noncontrolling
interest holder at a specified future date, and the purchase is outside the Company’s control. The Company was required to
purchase the noncontrolling interest in an international subsidiary at fair value, $28.2 million, in 2009. In connection with the
adoption of this guidance, the stockholders’ equity as of December 31, 2008 and 2007 has been adjusted to reflect the estimated
fair value of the noncontrolling interest the Company was required to purchase, $28.2 million, as a decrease in retained earnings.
The following table summarizes the impact of the retrospective adoption of the accounting guidance on the Company’s retained
earnings as of December 31, (in millions):
2008 2007
Stockholders’ Stockholders’
Equity Equity
Attributable to Attributable to
Retained Noncontrolling Retained Noncontrolling
Earnings Interests Earnings Interests
As previously reported $1,634.8 $ — $1,922.7 $ —
Minority interest (noncontrolling interests) in
consolidated subsidiaries — 2.6 — 3.0
Fair value of noncontrolling interest the Company
is required to purchase (28.2) — (28.2) —
As adjusted $1,606.6 $2.6 $1,894.5 $3.0
Subsequent Events
No significant events occurred subsequent to the balance sheet date but prior to the issuance of the financial statements that
would have a material impact on the Consolidated Financial Statements.
Recent Accounting Pronouncements
In January 2010, the FASB issued new accounting guidance related to the disclosure requirements for fair value measurements and
clarified existing disclosure requirements. More specifically, this update requires (a) an entity to disclose separately the amounts
of significant transfers in and out of Level 1 and Level 2 fair value measurements and to describe the reasons for the transfers, and
(b) information about purchases, sales, issuances and settlements to be presented separately, on a gross basis rather than net, in
the reconciliation for fair value measurements using significant unobservable inputs (Level 3 inputs). This guidance clarifies
existing disclosure requirements for the level of disaggregation used for classes of assets and liabilities measured at fair value and
requires disclosures about the valuation techniques and inputs used to measure fair value for both recurring and nonrecurring fair
value measurements using Level 2 and Level 3 inputs. The new disclosures and clarifications of existing disclosure were effective
beginning January 1, 2010, except for the disclosure requirements related to the purchases, sales, issuances and settlements in
the rollforward activity of Level 3 fair value measurements, which are effective for the Company on January 1, 2011. The adoption
of this guidance is not expected to have a material impact on the Company’s financial statements.
FOOTNOTE 2
ACQUISITIONS
Technical Concepts
On April 1, 2008, the Company acquired 100% of the outstanding limited liability company interests of Technical Concepts Holdings,
LLC (“Technical Concepts”) for $452.7 million, which includes transaction costs and the repayment of Technical Concepts’
outstanding debt obligations at closing. Technical Concepts provides touch-free and automated restroom hygiene systems in the
away-from-home washroom category. The Technical Concepts acquisition gives the Company’s Rubbermaid Commercial Products
business an entry into the away-from-home washroom market and fits within the Company’s strategy of leveraging its existing
sales and marketing capabilities across additional product categories. In addition, with approximately 40% of its sales outside
the U.S., Technical Concepts increased the global footprint of the Company’s Rubbermaid Commercial Products business.
This acquisition was accounted for using the purchase method of accounting and accordingly, the Company allocated the total
purchase price to the identifiable tangible and intangible assets acquired and liabilities assumed based on their estimated fair
values on the date of acquisition. Based on the purchase price allocation, the Company allocated $48.1 million of the purchase
price to identified tangible net assets and $93.5 million of the purchase price to identified intangible assets. The Company
recorded the excess of the purchase price over the aggregate fair values of $311.1 million as goodwill. Technical Concepts’ results
of operations are included in the Company’s Consolidated Financial Statements since the acquisition date. Pro forma results of
operations for historical periods would not be materially different and therefore are not presented.