PERRIGO Co plc
For the period ended Sep 28, 2024. Filed Nov 6, 2024.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Sep 28, 2024 · Filed Nov 6, 2024
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Goodwill and Intangible Assets
NOTE 9 -GOODWILL AND INTANGIBLE ASSETS
Goodwill
Changes in the carrying amount of goodwill, by reportable segment, were as follows (in millions):
| December 31, 2023 | Business divestitures | Impairments | Currency translation adjustments | September 28, 2024 | |
|---|---|---|---|---|---|
| CSCA(1) | $2,080.9 | $— | $— | $1.0 | $2,081.9 |
| CSCI(2) | 1,448.2 | (93.1) | (27.5) | 11.9 | 1,339.5 |
| Total goodwill | $3,529.1 | $(93.1) | $(27.5) | $12.9 | $3,421.4 |
(1) We had accumulated goodwill impairments of $6.1 million as of September 28, 2024 and December 31, 2023.
(2) We had accumulated goodwill impairments of $995.9 million and $968.4 million as of September 28, 2024 and December 31, 2023, respectively.
Note 9
Orion Laboratories Hospital & Specialty Business Goodwill
On September 14, 2024, we signed a definitive agreement to sell the Hospital & Specialty Business within our CSCI segment to Genesis Capital. As a result, we determined an impairment indicator existed and prepared a quantitative goodwill impairment test. We determined the carrying value of this business exceeded the fair value and recorded an impairment of $5.4 million within our CSCI segment during the three months ended September 28, 2024 (refer to Note 4 and Note 10).
Rare Diseases Business Goodwill
On April 25, 2024, we announced the receipt of a binding offer from ESTEVE to acquire the Rare Diseases Business within our CSCI segment. As a result, we determined an impairment indicator existed and prepared a quantitative goodwill impairment test. We determined the carrying value of this business exceeded the fair value and recorded an impairment of $22.1 million within our CSCI segment during the nine months ended September 28, 2024. On July 10, 2024, we completed the sale of the Rare Diseases Business to ESTEVE (refer to Note 3 and Note 10).
Intangible Assets
Intangible assets and related accumulated amortization consisted of the following (in millions):
| September 28, 2024 | December 31, 2023 | |||
|---|---|---|---|---|
| Gross | AccumulatedAmortization | Gross | AccumulatedAmortization | |
| Indefinite-lived intangibles:(1) | ||||
| Trademarks, trade names, and brands | $3.5 | $— | $3.4 | $— |
| In-process research and development | 1.9 | — | 1.9 | — |
| Total indefinite-lived intangibles | $5.4 | $— | $5.3 | $— |
| Definite-lived intangibles: | ||||
| Distribution and license agreements and supply agreements | $90.9 | $60.5 | $90.8 | $57.5 |
| Developed product technology, formulations, and product rights | 347.6 | 224.5 | 534.0 | 238.4 |
| Customer relationships and distribution networks | 1,850.8 | 1,161.2 | 1,868.1 | 1,108.9 |
| Trademarks, trade names, and brands | 2,516.5 | 704.2 | 2,502.0 | 609.3 |
| Non-compete agreements | 2.1 | 2.1 | 2.1 | 2.1 |
| Total definite-lived intangibles | $4,807.9 | $2,152.5 | $4,997.0 | $2,016.2 |
| Total intangible assets | $4,813.3 | $2,152.5 | $5,002.3 | $2,016.2 |
(1) Certain intangible assets are denominated in currencies other than U.S. dollar; therefore, their gross and net carrying values are subject to foreign currency movements.
As a result of the Company signing a definitive agreement to sell the Hospital & Specialty Business, during the three months ended September 28, 2024, we reclassified $0.2 million net book value of associated intangible assets to Current assets held for sale (refer to Note 4).
As a result of the Company completing the sale of the Rare Diseases Business during the nine months ended September 28, 2024, $162.0 million net book value of associated intangible assets were divested (refer to Note 3).
We recorded amortization expense of $57.5 million and $173.4 million for the three and nine months ended September 28, 2024, respectively, and $68.0 million and $202.7 million for the three and nine months ended September 30, 2023, respectively.
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