Discontinued Operations (Notes)

12 Months Ended

Dec. 31, 2012

Discontinued Operations and Disposal Groups [Abstract]

Discontinued Operations

Non-Core Disposal Group

In 2009, the Company commenced activities to divest certain home healthcare and related ancillary businesses (“the Disposal Group”) that were non-strategic in nature. In 2010, Omnicare divested the home infusion business portion of the Disposal Group. Also, in 2010, the Company entered into a letter of intent (“LOI”) regarding its disposition of the remaining durable medical equipment (“DME”) portion of the Disposal Group. In the third quarter of 2011, the prior LOI was terminated, and a new LOI was entered into with a separate party. The Company closed the DME transaction in the fourth quarter of 2011. In connection with these activities, Omnicare recorded an impairment loss in discontinued operations for the DME portion of the Disposal Group totaling $18.0 million in the year ended December 31, 2011. Additionally, in the second quarter of 2011, the Company divested of its Tidewater Group Purchasing Organization (“Tidewater”) as the Company determined it was no longer a good strategic fit within the Company’s portfolio of assets. The Company does not consider the operations of the Disposal Group and Tidewater (collectively, the “Non-Core Disposal Group”) as significant, individually or in the aggregate, to the operations of Omnicare.

In the year ended December 31, 2011, the Non-Core Disposal Group recorded an impairment loss of $23 million to reduce the carrying value of DME and Tidewater to fair value based on the final terms of the divestitures. In the year ended December 31, 2010, the Non-Core Disposal Group recorded an impairment loss of approximately $10.3 million to reduce the carrying value of the Disposal Group to fair value as of December 31, 2010. The net assets held for sale of the Non-Core Disposal Group were required to be measured at the lower of cost or fair value less costs to sell. Prior to divestiture, the fair values were based on a market approach utilizing both selected guideline public companies and comparable industry transactions, which were considered “Level 3” inputs within the fair value hierarchy. The fair value amount was estimated, reviewed quarterly and finalized upon disposition of the individual components of the Non-Core Disposal Group.

CRO Services

As previously disclosed by the Company, the Contract Research Services (“CRO Services”) industry had been facing unfavorable market conditions. The Company determined that its CRO Services business was no longer a good strategic fit within the Company’s portfolio of assets. In light of these factors, and in connection with the reallocation of resources started in the second half of 2010, the Company committed to a plan to divest of its CRO Services business in the first quarter of 2011 and completed the divestiture in April 2011. For the year ended December 31, 2011, CRO Services recorded an impairment loss of $50 million to reduce the carrying value of the CRO Services operations to fair value based on the final terms of the divestiture. During 2010, the Company performed an interim impairment test with respect to goodwill and certain other intangible assets related to its CRO Services reporting unit outside of its normal fourth quarter test period. Based on the results of the tests performed, the Company recorded a goodwill impairment loss of approximately $91 million in the third quarter of 2010.

The results from operations for all periods presented have been revised to reflect the results of the Non-Core Disposal Group and CRO Services as discontinued operations, including the impairment losses, as well as certain expenses of the Company related to the divestitures.

Selected financial information related to the discontinued operations of the Non-Core Disposal Group and CRO Services follows (in thousands):

	For the years ended December 31,
	2011			2010
Net sales - Non-Core Disposal Group ("NCDG")	$	24,858		$	59,656
Net sales - CRO Services	32,146			109,176
Net sales - total discontinued	57,004			168,832
(Loss) from operations of NCDG, pretax	(4,298		)	(14,025		)
(Loss) from operations of CRO Services, pretax	(4,921		)	(19,269		)
(Loss) from operations - total discontinued, pretax	(9,219		)	(33,294		)
Income tax benefit - NCDG	1,450			3,614
Income tax benefit - CRO Services	1,923			8,116
Income tax benefit - total discontinued	3,373			11,730
(Loss) from operations of NCDG, aftertax	(2,848		)	(10,411		)
(Loss) from operations of CRO Services, aftertax	(2,998		)	(11,153		)
(Loss) from operations - total discontinued, aftertax	(5,846		)	(21,564		)
Impairment loss on NCDG, pretax	(23,105		)	(10,343		)
Impairment loss on CRO Services, pretax	(49,978		)	(90,628		)
Income tax (expense) benefit of impairment loss on NCDG	(2,996		)	1,859
Income tax benefit of impairment loss on CRO Services	7,317			103
Impairment loss on discontinued, aftertax	(68,762		)	(99,009		)
Loss from discontinued operations of NCDG	(28,949		)	(18,895		)
Loss from discontinued operations of CRO Services	(45,659		)	(101,678		)
Loss from discontinued operations - total	$	(74,608	)	$	(120,573	)