Western Digital 2013 Annual Report Download - page 95

WESTERN DIGITAL CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
acquired and liabilities assumed. Based on a final post-closing adjustment, the cash portion of the purchase price
decreased by a net $27 million as a result of $37 million received by the Company during 2013 for a post-closing
adjustment related to changes in the working capital of HGST, partially offset by $10 million paid by the Company
during 2013 for a post-closing assumed pension adjustment. The aggregate purchase price for HGST was comprised
of (in millions):
Mar. 8,
2012
Acquisition of all issued and outstanding paid-up share capital of HGST .................... $4,585
Fair value of stock options, restricted stock-based awards and SARs assumed ................. 102
Total ..................................................................... $4,687
The Company identified and recorded the assets acquired and liabilities assumed at their estimated fair values at the
Closing Date, and allocated the remaining value of approximately $1.8 billion to goodwill. The values assigned to the
acquired assets and liabilities were finalized prior to March 8, 2013, which was the final date of the 12 month measure-
ment period following the date of the Acquisition. The final purchase price allocation was as follows (in millions):
Mar. 8,
2012
Tangible assets acquired and liabilities assumed:
Cash and cash equivalents ..................................................... $ 194
Accounts receivable .......................................................... 1,290
Inventories ................................................................. 721
Other current assets .......................................................... 219
Property, plant and equipment ................................................. 1,813
Other non-current assets ...................................................... 66
Accounts payable ............................................................ (841)
Accrued liabilities ........................................................... (594)
Debt assumed .............................................................. (585)
Pension and other post-retirement benefit liabilities ................................. (130)
Other liabilities ............................................................. (102)
Intangible assets .............................................................. 833
Goodwill .................................................................... 1,803
Total ....................................................................... $4,687
In 2013, the Company recorded a net $21 million decrease in the purchase price allocation to goodwill as a result
of a $37 million decrease in goodwill related to the completion of the post-closing adjustment for changes in working
capital, partially offset by increases to goodwill of $10 million for the post-closing assumed pension adjustment, $5
million in deferred income taxes and $1 million in intangible assets.
Toshiba Transactions
In connection with the regulatory approval process, the Company announced on May 15, 2012 that it had closed
a transaction with Toshiba to divest certain 3.5-inch hard drive assets and to purchase Toshiba Storage Device
(Thailand) Company Limited (“TSDT”), a wholly-owned subsidiary of Toshiba which manufactured hard drives prior
to the Thailand flooding. The net impact of these two transactions was immaterial to the Company’s consolidated
financial statements. In August 2013, the Company received a $45 million insurance recovery related to facilities
acquired in connection with the acquisition of TSDT.
89