Acquisitions (Tables)

3 Months Ended

Sep. 30, 2016

Acquisitions

Summary of fair value of total consideration transferred

(In thousands)
Cash purchase price paid to KUPI shareholders	$	1,030,000
Working capital adjustment	(41,605		)
Certain amounts reimbursed by UCB	(37,340		)
Total cash consideration transferred to KUPI shareholders	951,055
12.0% Senior Notes issued to UCB	200,000
Acquisition-related contingent consideration	35,000
Warrant issued to UCB	29,920
Total consideration to KUPI shareholders	$	1,215,975

Schedule of purchase price allocated to assets acquired and liabilities assumed

(In thousands)	Preliminary Purchase Price Allocation as of November 25, 2015 (a)			Measurement Period Adjustments (b)			Purchase Price Allocation as of September 30, 2016
Cash and cash equivalents	$	16,877		$	—		$	16,877
Accounts receivable, net of revenue-related reserves	149,209			(19,801		)	129,408
Inventories	83,815			194			84,009
Other current assets	12,873			(1,635		)	11,238
Property, plant and equipment	97,418			14,431			111,849
Product rights	409,000			18,000			427,000
Trade name	2,920			—			2,920
Other intangible assets	20,000			(1,000		)	19,000
In-process research and development	232,000			(107,000		)	125,000
Goodwill	240,575			98,850			339,425
Deferred tax assets	4,956			(770		)	4,186
Other assets	4,859			5,359			10,218
Total assets acquired	1,274,502			6,628			1,281,130
Accounts payable	(19,249		)	—			(19,249		)
Accrued expenses	(4,161		)	(1,918		)	(6,079		)
Accrued payroll and payroll-related expenses	(20,731		)	(309		)	(21,040		)
Rebates payable	(9,816		)	—			(9,816		)
Royalties payable	(3,798		)	196			(3,602		)
Other liabilities	(5,369		)	—			(5,369		)
Total net assets acquired	$	1,211,378		$	4,597		$	1,215,975

(a) As originally reported in the Company’s Quarterly Report on Form 10-Q for the period ended December 31, 2015.

(b) The measurement period adjustments relate to 1) finalizing working capital adjustments totaling $4.6 million 2) finalized valuations for inventories and property, plant and equipment, 3) receipt of additional information related to product development timelines and 4) revenue-related reserve estimates, all of which reflect facts and circumstances that existed as of the acquisition date.  These adjustments did not have a significant impact on the Company’s previously reported consolidated financial statements.  In the first quarter of Fiscal 2017, the Company recorded a $6.0 million adjustment to the Returns reserve.

Schedule of unaudited pro forma information

	For the three months ended September 30,
(In thousands, except per share data)	2015
Net sales	$	183,966
Net income attributable to Lannett Company, Inc.	26,136
Earnings per common share attributable to Lannett Company, Inc.:
Basic	$	0.72
Diluted	$	0.70