Acquisitions

12 Months Ended

Dec. 31, 2019

Acquisition of Laboratoires Filorga Cosmétiques ("Filorga")

On September 19, 2019 (the "Acquisition Date"), the Company acquired the Filorga skin health business for cash consideration of €1,516 (approximately $1,674), which included interest on the equity purchase price plus additional consideration of €32 (approximately $38), the majority of which related to repayment of loans from former shareholders of Filorga. Filorga is a premium anti-aging skin health brand focused primarily on facial care. This acquisition is part of the Company's strategy to focus on high growth segments within its Oral Care, Personal Care and Pet Nutrition businesses, including by expanding its portfolio in premium skin health.

The total purchase price consideration of $1,712 million has been allocated to the net assets acquired based on their respective estimated fair values as follows:



Cash	$	30
Receivables	53
Inventories	70
Other current assets	18
Other intangible assets	1,051
Goodwill	923
Other current liabilities	(67		)
Deferred income taxes	(276		)
Noncontrolling interests	(90		)
Fair value of net assets acquired	$	1,712

Other intangible assets acquired include trademarks of $774, which are considered to have an indefinite useful life, and customer relationships of $277, which have an estimated life of 14 years. Goodwill of $923 was allocated to the Europe segment. The Company expects that goodwill will not be deductible for tax purposes.

The preliminary estimates of the fair value of identifiable assets acquired and liabilities assumed are subject to revisions, which may result in adjustments to the preliminary values discussed above. The Company continues to evaluate potential contingencies that may have existed as of the acquisition date and expects to finalize the purchase price allocation no later than the third quarter of 2020.

In the fourth quarter of 2019, the Company revised its estimates of the fair value of intangible assets acquired and increased other intangible assets by $105 with a corresponding reduction to goodwill.

The results of operations of Filorga are reported on a lag basis. As such, Filorga’s results of operations from the Acquisition Date through November 30, 2019 are included in the Company’s Consolidated Results of Operations for the period ended December 31, 2019.

Pro forma results of operations have not been presented as the impact on the Company’s Consolidated Financial Statements is not material.

Nigeria Joint Venture

On August 15, 2019, the Company acquired a 51% controlling interest in Colgate Tolaram Pte. Ltd., a joint venture which owns the Nigeria-based Hypo Homecare Products Limited, for $31.

Pro forma results of operations have not been presented as the impact on the Company’s Consolidated Financial Statements is not material.

Physicians Care Alliance, LLC and Elta MD Holdings, Inc.

In January 2018, the Company acquired all of the outstanding equity interests of Physicians Care Alliance, LLC (“PCA Skin”) and Elta MD Holdings, Inc. (“Elta MD”), professional skin health businesses, for aggregate cash consideration of approximately $730. With these acquisitions, the Company entered the professional skin health category, which complements its existing global personal care businesses and resulted in the recognition of additional goodwill.

Total purchase price consideration of $730 has been allocated to the net assets acquired based on their respective estimated fair values as follows:



Recognized amounts of assets acquired and liabilities assumed:
Inventories	$	8
Other current assets	8
Other intangible assets	369
Goodwill	397
Other current liabilities	(6		)
Deferred income taxes	(46		)
Fair value of net assets acquired	$	730

Other intangible assets acquired primarily include trademarks of $231 with useful lives of 25 years and customer relationships of $133 with useful lives ranging from 12 to 13 years.

Goodwill of $397 was allocated to the North America segment. The Company expects that approximately 45% of the goodwill will be deductible for tax purposes.

Pro forma results of operations have not been presented as the impact on the Company's Consolidated Financial Statements is not material.

Hello Products LLC

On January 31, 2020, the Company acquired Hello Products LLC, an oral care business, for cash consideration of $351. The acquisition was financed with a combination of debt and cash. This acquisition is part of the Company's strategy to focus on high growth segments within its Oral Care, Personal Care and Pet Nutrition businesses.