XML 18 R10.htm IDEA: XBRL DOCUMENT v2.4.0.8
Business Combinations (Notes)
6 Months Ended
Jun. 30, 2013
Business Combinations [Abstract]  
Business Combination Disclosure
Business Combinations

On April 30, 2013, we completed the acquisition of ICA Holdings Pty Limited ("ICA") upon the expiration of the distribution agreement between certain subsidiaries of ICA and Align Technology B.V., for a total cash consideration of approximately $8.6 million, of which $7.4 million was attributed to assets acquired, $2.3 million in liabilities assumed and $3.5 million to goodwill. Goodwill as a result of this acquisition represents the excess of the purchase price over the fair value of the underlying net assets acquired and represents the knowledge and experience of the workforce in place.  None of this goodwill will be deductible for tax purposes. Under the applicable accounting guidance, goodwill will not be amortized but will be tested for impairment on an annual basis or more frequently if certain indicators are present.  

We believe that the transition from our distributor arrangement to a direct sales model as a result of the acquisition of ICA will increase our net revenues in the region as we will experience higher average sales prices (“ASP”) as compared to our discounted ASP under the prior distribution agreement. 

Pro forma results of operations for this acquisition have not been presented as it is not material to our results of operations, either individually or in aggregate, for the three and six months ended June 30, 2013 and 2012.