Acquisitions

On August 8, 2013, the company completed the acquisition of Kelsen Group A/S (Kelsen). The final all-cash purchase price was $331. Kelsen is a producer of quality baked snacks that are sold in 85 countries around the world. Its primary brands include Kjeldsens and Royal Dansk.

The excess of the purchase price over the estimated fair values of identifiable net assets was recorded as $140 of goodwill. The goodwill is not expected to be deductible for tax purposes. The goodwill was primarily attributable to future growth opportunities and any intangible assets that did not qualify for separate recognition. The goodwill is included in the Global Baking and Snacking segment.

The acquisition of Kelsen contributed $193 to Net sales and $8 to Net Earnings from August 8, 2013 through August 3, 2014.

On June 13, 2013, the company completed the acquisition of Plum, PBC (Plum). The final all-cash purchase price was $249. Plum is a leading provider of premium, organic foods and snacks that serve the nutritional needs of babies, toddlers and children.

The acquisition of Plum contributed $88 to Net sales and resulted in a decrease of $19 to Net earnings for 2014. The 2014 results included $11 of after-tax costs incurred from a voluntary product recall (see Note 20 for additional details). The acquisition also contributed $14 to Net sales and resulted in a decrease of $2 to Net earnings from June 13, 2013 through July 28, 2013.

The excess of the purchase price over the estimated fair values of identifiable net assets was recorded as $128 of goodwill. The goodwill is not expected to be deductible for tax purposes. The goodwill was primarily attributable to future growth opportunities and any intangible assets that did not qualify for separate recognition. The goodwill is included in the U.S. Simple Meals segment.

On August 6, 2012, the company completed the acquisition of BF Bolthouse Holdco LLC (Bolthouse Farms) from a fund managed by Madison Dearborn Partners, LLC, a private equity firm, for $1,550 in cash, subject to customary purchase price adjustments. On August 6, 2012, the preliminary purchase price adjustments resulted in an increase in the purchase price of $20. In the third quarter of 2013, the purchase price adjustments were finalized and reduced to $11. Bolthouse Farms is a vertically integrated food and beverage company focused on developing, manufacturing and marketing fresh carrots and proprietary, high value-added products.

The acquisition of Bolthouse Farms contributed $756 to Net sales and $18 to Net earnings from August 6, 2012 through July 28, 2013. The company incurred transaction costs of $10 ($7 after tax) in the first quarter of 2013 and $5 ($3 after tax) in the fourth quarter of 2012 related to this acquisition. The costs were recorded in Other expenses/(income).

The excess of the purchase price over the estimated fair values of identifiable net assets was recorded as $692 of goodwill. Of this amount, $284 is expected to be deductible for tax purposes. The goodwill was primarily attributable to future growth opportunities and any intangible assets that did not qualify for separate recognition. The goodwill is included in the Bolthouse and Foodservice segment.

The acquired assets and assumed liabilities include the following:



	Kelsen			Plum			Bolthouse
Cash	$	2		$	1		$	3
Accounts receivable	20			15			74
Inventories	50			20			122
Other current assets	2			1			8
Plant assets	47			2			335
Goodwill	140			128			692
Other intangible assets	173			133			580
Other assets	—			—			8
Short-term debt	(32		)	—			(1		)
Accounts payable	(13		)	(12		)	(59		)
Accrued liabilities	(10		)	(5		)	(29		)
Long-term debt	(4		)	—			(1		)
Deferred income taxes	(44		)	(34		)	(156		)
Other liabilities	—			—			(15		)
Total assets acquired and liabilities assumed	$	331		$	249		$	1,561

The identifiable intangible assets of Kelsen consist of $147 in non-amortizable trademarks, $4 in amortizable trademarks to be amortized over 10 years and $22 in customer relationships to be amortized over 10 to 15 years. The identifiable intangible assets of Plum consist of $115 in non-amortizable trademarks and $18 in customer relationships to be amortized over 15 years.

The identifiable intangible assets of Bolthouse consist of:



	Type	Life in Years			Value
Trademarks	Non-amortizable	Indefinite			$	383
Customer relationships	Amortizable	20			132
Distributor relationship	Amortizable	7			2
Technology and patents	Amortizable	9	to	17	43
Formula and recipes	Amortizable	5			20
Total identifiable intangible assets					$	580

The following unaudited summary information is presented on a consolidated pro forma basis as if the Kelsen acquisition had occurred on July 30, 2012 and the Plum and Bolthouse acquisitions had occurred on August 1, 2011:



	2014		2013		2012
Net sales	$	8,272	$	8,327	$	7,941
Earnings from continuing operations attributable to Campbell Soup Company	$	738	$	684	$	711
Earnings per share from continuing operations attributable to Campbell Soup Company	$	2.34	$	2.16	$	2.22

The pro forma amounts include transaction costs, additional interest expense on the debt issued to finance the purchases, amortization and depreciation expense based on the estimated fair value and useful lives of intangible assets and plant assets, and related tax effects. The pro forma results are not necessarily indicative of the combined results had the Kelsen acquisition been completed on July 30, 2012 and the Plum and Bolthouse acquisitions been completed on August 1, 2011, nor are they indicative of future combined results.