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Business Combinations (Tables)
6 Months Ended
Jun. 30, 2016
Business Acquisition [Line Items]  
Summary of assets and liabilities included in the accompanying consolidated balance sheets

Total assets and liabilities of Progentix included in the accompanying Consolidated Balance Sheets are as follows:

 

(in thousands)

 

June 30, 2016

 

 

December 31, 2015

 

Total current assets

 

$

510

 

 

$

353

 

Identifiable intangible assets, net

 

 

11,974

 

 

 

13,048

 

Goodwill

 

 

12,654

 

 

 

12,654

 

Accounts payable and accrued expenses

 

 

830

 

 

 

574

 

Deferred tax liabilities, net

 

 

1,160

 

 

 

1,496

 

Non-controlling interests

 

 

6,429

 

 

 

7,309

 

 

Reconciliation of equity (net assets) attributable to the non-controlling interests

The following is a reconciliation of equity (net assets) attributable to the non-controlling interests:

 

 

 

Six Months Ended June 30,

 

(in thousands)

 

2016

 

 

2015

 

Non-controlling interests at beginning of period

 

$

7,309

 

 

$

8,310

 

Less: Net loss attributable to the non-controlling interests

 

 

880

 

 

 

391

 

Non-controlling interests at end of period

 

$

6,429

 

 

$

7,919

 

 

Ellipse Technologies Inc [Member]  
Business Acquisition [Line Items]  
Schedule of allocation for purchase price to the assets acquired and liabilities assumed based on fair values

The Company applied certain assumptions and findings in the valuation outcome for the assets acquired and liabilities assumed, for which the allocation of the purchase price is based on their fair values, as follows:

(in thousands)

 

 

 

 

Cash paid for purchase

 

$

381,579

 

 

 

 

 

 

Accounts receivable

 

 

7,148

 

Inventory

 

 

22,451

 

Other current assets

 

 

1,855

 

Property, plant and equipment, net

 

 

6,725

 

Definite-lived intangible assets:

 

 

 

 

Developed technology

 

 

133,900

 

Customer relationships

 

 

33,200

 

Trade names

 

 

16,200

 

Goodwill

 

 

242,432

 

Deferred tax assets

 

 

17,694

 

Other assets

 

 

1,868

 

Contingent consideration liability

 

 

18,800

 

Deferred tax liabilities

 

 

75,999

 

Other liabilities assumed

 

 

7,095

 

 

 

 

 

 

 

 

$

381,579

 

 

Schedule of unaudited pro forma financial information

The following table presents the unaudited pro forma results for the three and six months ended June 30, 2016 and June 30, 2015. The unaudited pro forma financial information combines the results of operations of NuVasive and Ellipse Technologies as though the companies had been combined as of January 1, 2015, and the pro forma information is presented for informational purposes only and is not indicative of the results of operations that would have been achieved if the acquisition had taken place at such times. The unaudited pro forma results presented include non-recurring adjustments directly attributable to the business combination, some of which are presented in the comparable period results instead of the current period by nature of such adjustments. The adjustments for amortization charges for acquired intangible assets were $6.5 million and $13.0 million for the three and six months ended June 30, 2015, respectively. The adjustments for increased fair value of acquired inventory were $(7.4) million and $(12.3) million for the three and six months ended June 30, 2016, respectively, and $7.4 million and $14.7 million for the three and six months ended June 30, 2015, respectively. The six month period 2015 also includes an adjustment of $4.0 million for acquisition related expenses. All periods presented include immaterial adjustments to revenue for deferred revenue adjustments, and related tax effects to the pre-tax income. The pre-acquisition accounting policies of Ellipse Technologies were materially similar to the Company, with the differences adjusted to reflect the accounting policies of the Company in the unaudited pro forma results presented.

 

 

 

Three Months Ended June 30,

 

 

Six Months Ended June 30,

 

(in thousands, except per share amounts)

 

2016

 

 

2015

 

 

2016

 

 

2015

 

Revenues

 

$

236,270

 

 

$

214,784

 

 

$

457,282

 

 

$

415,420

 

Net income attributable to NuVasive, Inc.

 

 

35,966

 

 

 

2,585

 

 

 

22,920

 

 

 

20,724

 

Net income per share attributable to NuVasive, Inc.:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

$

0.72

 

 

$

0.05

 

 

$

0.46

 

 

$

0.43

 

Diluted

 

$

0.68

 

 

$

0.05

 

 

$

0.44

 

 

$

0.40