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The following table summarizes the consideration transferred to acquire Synthes, Inc. valued on the acquisition date of
June 14, 2012:
(Dollars in Millions)
Cash (multiply 55.65CHF by shares of Synthes common stock outstanding by the exchange rate)(A) $6,902
Common Stock (multiply 1.717 by shares of Synthes common stock outstanding by J&J stock price)(B) $13,335
Total fair value of consideration transferred $20,237
(A) Synthes common stock outstanding of 118.7 million shares as of the acquisition date and CHF/USD exchange rate of .95674.
(B) Johnson & Johnson closing stock price on the New York Stock Exchange as of acquisition date of $65.45 per share.
During the fiscal second quarter of 2013, the Company finalized the purchase price allocation to the individual assets
acquired and liabilities assumed using the acquisition method. The following table presents the amounts recognized for
assets acquired and liabilities assumed as of the acquisition date with adjustments made through June 30, 2013:
(Dollars in Millions)
Cash & Cash equivalents $2,749
Inventory 1,194
Accounts Receivable, net 738
Other current assets 238
Property, plant and equipment 1,253
Goodwill 6,074
Intangible assets 12,861
Other non-current assets 46
Total Assets Acquired 25,153
Current liabilities 1,081
Deferred Taxes 3,506
Other non-current liabilities 329
Total Liabilities Assumed 4,916
Net Assets Acquired $20,237
The adjustments made since the date of acquisition were to account for changes to inventory, based on the results of the
physical inventory counts and deferred taxes, to reflect the statutory tax rate that is being applied to the intangible assets.
The revisions to the purchase price allocation were not material to the Statements of Consolidated Earnings or the
Consolidated Balance Sheet for the fiscal second quarter of 2013 and prior fiscal quarters.
The assets acquired are recorded in the Medical Devices and Diagnostics segment. The acquisition of Synthes, Inc.
resulted in $6.1 billion of goodwill. The goodwill is primarily attributable to synergies expected to arise from the acquisition
of Synthes, Inc. The goodwill is not deductible for tax purposes.
The purchase price allocation to the identifiable intangible assets before the effect of any amortization included in the
current period balance sheet is as follows:
(Dollars in Millions)
Intangible assets with definite lives:
Customer relationships $9,870
Patents and technology 1,508
Total amortizable intangibles 11,378
Trademark and Trade name 1,420
In-process research and development 63
Total intangible assets $12,861
52 •Johnson & Johnson 2013 Annual Report