Quarterly report pursuant to Section 13 or 15(d)

Acquisitions, Investments and Licenses (Tables)

v3.4.0.3
Acquisitions, Investments and Licenses (Tables)
3 Months Ended
Mar. 31, 2016
Business Acquisition [Line Items]  
Accounting Method, Carrying Value and Underlying Equity in Net Assets of Unconsolidated Investments
The following table reflects the accounting method, carrying value and underlying equity in net assets of our unconsolidated investments as of March 31, 2016:
(in thousands)
 
 
 
 
Investment type
 
Investment Carrying Value
 
Underlying Equity in Net Assets
Equity method investments
 
$
22,725

 
$
22,106

Variable interest entity, equity method
 
667

 

Available for sale investments
 
7,205

 
 
Warrants and options
 
4,615

 
 
Total carrying value of investments
 
$
35,212

 
 
Bio Reference  
Business Acquisition [Line Items]  
Purchase Price Allocation
The purchase price allocation for Bio-Reference is preliminary pending completion of the fair value analysis of acquired assets and liabilities:
(In thousands)
 
Bio-Reference
Purchase price:
 
 
Value of OPKO Common Stock issued to Bio-Reference shareholders
 
$
947,889

Value of replacement stock options awards to holders of Bio-Reference stock options
 
2,259

Total purchase price
 
$
950,148

 
 
 
Preliminary value of assets acquired and liabilities assumed:
 
 
Current assets
 
 
Cash and cash equivalents
 
$
15,800

Accounts receivable
 
168,164

Inventory
 
19,674

Other current assets, principally deferred tax assets
 
61,135

Total current assets
 
264,773

Property, plant and equipment
 
112,457

Intangible assets:
 
 
Trade name
 
47,100

Customer relationships
 
395,200

Technology
 
100,600

Total intangible assets
 
542,900

Goodwill
 
440,837

Investments
 
5,326

Other assets
 
13,265

Total assets
 
1,379,558

Accounts payable and accrued expenses
 
(108,216
)
Income taxes payable
 
(437
)
Lines of credit and notes payable
 
(65,701
)
Capital lease obligations
 
(18,293
)
Deferred tax liability (non-current)
 
(236,763
)
Total purchase price
 
$
950,148

Pro Forma Results
The pro forma results for the three months ended March 31, 2015 combines the results of operations of OPKO and Bio-Reference, giving effect to the merger as if it occurred on January 1, 2014, and are based on the individual condensed consolidated statement of operations of OPKO as of March 31, 2015 and Bio-Reference as of January 31, 2015.
(In thousands)
Three months ended March 31, 2015
Revenues
$238,917
Net loss
(124,662)
Net loss attributable to common shareholders
(123,736)
EirGen  
Business Acquisition [Line Items]  
Purchase Price Allocation
The following table summarizes the preliminary purchase price allocation and the estimated fair value of the net assets acquired and liabilities assumed in the acquisition of EirGen at the date of acquisition. The purchase price allocation for EirGen is preliminary pending completion of the fair value analysis of acquired assets and liabilities:
(In thousands)
 
EirGen
Current assets (1)
 
$
11,795

Intangible assets:
 

IPR&D assets
 
560

Customer relationships
 
34,155

Currently marketed products
 
3,919

Total intangible assets
 
38,634

Goodwill
 
83,373

Property, plant and equipment
 
8,117

Other assets
 
1,232

Accounts payable and other liabilities
 
(6,254
)
Deferred tax liability
 
(3,131
)
Total purchase price
 
$
133,766

(1)Current assets include cash, accounts receivable, inventory and other assets of $5.5 million, $2.7 million, $2.2 million and $1.4 million, respectively, related to the EirGen acquisition. The fair value of the accounts receivable equals the gross contractual amount at the date of acquisition.
Pro Forma Results
The following table includes the pro forma results for the three months ended March 31, 2015 and combines the results of operations of OPKO and EirGen as though the acquisition of EirGen had occurred on January 1, 2014.
(In thousands)
Three months ended March 31, 2015
Revenues
$32,904
Net loss
(118,915)
Net loss attributable to common shareholders
(117,990)