Goodwill and Intangible Assets

9 Months Ended

Mar. 31, 2017

Note 11. Goodwill and Intangible Assets

The changes in the carrying amount of goodwill for the nine months ended March 31, 2017 are as follows:

(In thousands)	Generic Pharmaceuticals
Balance at June 30, 2016	$	333,611
Measurement-period adjustments	5,955

Balance at March 31, 2017	$	339,566

In the first quarter of Fiscal 2017, the Company recorded a $6.0 million measurement-period adjustment to the Returns reserve.

Intangible assets, net as of March 31, 2017 and June 30, 2016, consisted of the following:

	Weighted	Gross Carrying Amount				Accumulated Amortization						Intangible Assets, Net
(In thousands)	Avg. Life (Yrs.)	March 31, 2017		June 30, 2016		March 31, 2017			June 30, 2016			March 31, 2017		June 30, 2016

Definite-lived:
Cody Labs import license	15	$	582	$	582	$	(337	)	$	(309	)	$	245	$	273
KUPI product rights	15	434,000		427,000		(36,053		)	(17,119		)	397,947		409,881
KUPI trade name	2	2,920		2,920		(1,973		)	(878		)	947		2,042
KUPI other intangible assets	15	19,000		19,000		(1,712		)	(762		)	17,288		18,238
Silarx product rights	15	10,000		10,000		(1,222		)	(722		)	8,778		9,278
Other product rights	14	653		653		(344		)	(311		)	309		342

Total definite-lived		$	467,155	$	460,155	$	(41,641	)	$	(20,101	)	$	425,514	$	440,054


Indefinite-lived:
KUPI in-process research and development	—	$	18,000	$	117,000	$	—		$	—		$	18,000	$	117,000
Silarx in-process research and development	—	18,000		18,000		—			—			18,000		18,000
Other product rights	—	449		449		—			—			449		449

Total indefinite-lived		36,449		135,449		—			—			36,449		135,449

Total intangible assets, net		$	503,604	$	595,604	$	(41,641	)	$	(20,101	)	$	461,963	$	575,503

For the three months ended March 31, 2017 and 2016, the Company recorded amortization expense of $8.1 million and $7.6 million, respectively. For the nine months ended March 31, 2017 and 2016, the Company recorded amortization expense of $25.5 million and $11.6 million, respectively.

On October 18, 2016, the Company received a notice from the FDA indicating that the FDA will seek to withdraw approval of the Company’s Methylphenidate ER ANDA. As a result of the notice, the Company performed an impairment analysis including a review of revised net sales projections for Methylphenidate ER. This analysis resulted in the Company recording a $65.1 million impairment charge in the first quarter of Fiscal 2017.

In the second quarter of Fiscal 2017, the Company abandoned a project within KUPI’s in-process research and development portfolio. The value assigned to the project was $23.0 million. Accordingly, the Company recorded a $23.0 million impairment charge in the second quarter.

Future annual amortization expense consisted of the following as of March 31, 2017:

(In thousands) Fiscal Year Ending June 30,	Annual Amortization Expense
2017	$	8,102
2018	31,530
2019	30,946
2020	30,938
2021	30,938
Thereafter	293,060

	$	425,514

- Definition

The entire disclosure for the aggregate amount of goodwill and a description of intangible assets, which may include (a) for amortizable intangible assets (also referred to as finite-lived intangible assets), the carrying amount, the amount of any significant residual value, and the weighted-average amortization period, (b) for intangible assets not subject to amortization (also referred to as indefinite-lived intangible assets), the carrying amount, and (c) the amount of research and development assets acquired and written off in the period, including the line item in the income statement in which the amounts written off are aggregated, if not readily apparent from the income statement. Also discloses (a) for amortizable intangibles assets in total and by major class, the gross carrying amount and accumulated amortization, the total amortization expense for the period, and the estimated aggregate amortization expense for each of the five succeeding fiscal years, (b) for intangible assets not subject to amortization the carrying amount in total and by major class, and (c) for goodwill, in total and for each reportable segment, the changes in the carrying amount of goodwill during the period (including the aggregate amount of goodwill acquired, the aggregate amount of impairment losses recognized, and the amount of goodwill included in the gain (loss) on disposal of a reporting unit). If any part of goodwill has not been allocated to a reportable segment, discloses the unallocated amount and the reasons for not allocating. For each impairment loss recognized related to an intangible asset (excluding goodwill), discloses: (a) a description of the impaired intangible asset and the facts and circumstances leading to the impairment, (b) the amount of the impairment loss and the method for determining fair value, (c) the caption in the income statement or the statement of activities in which the impairment loss is aggregated, and (d) the segment in which the impaired intangible asset is reported. For each goodwill impairment loss recognized, discloses: (a) a description of the facts and circumstances leading to the impairment, (b) the amount of the impairment loss and the method of determining the fair value of the associated reporting unit, and (c) if a recognized impairment loss is an estimate not finalized and the reasons why the estimate is not final. May also disclose the nature and amount of any significant adjustments made to a previous estimate of an impairment loss.

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