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Acquisitions
12 Months Ended
Dec. 31, 2015
Business Combinations [Abstract]  
Acquisitions
Acquisitions

Operating results of acquisitions are included in the Company’s financial statements from the date of acquisition.

Fiscal Year 2015 acquisitions

On November 2, 2015, the Company completed the acquisition of the remaining 50 percent interest in Eaststarch C.V. The acquisition includes corn wet mills in Bulgaria and Turkey and a 50 percent stake in a wet mill in Hungary enhancing the Company’s capabilities to serve customers around the world. The 2015 post acquisition financial results of Eaststarch C.V. are reported in the Corn Processing segment.

During the year ended December 31, 2015, the Company acquired four businesses, including the remaining interest in Eaststarch C.V. described above, for a total cost of $508 million. The purchase price, net of cash acquired of $29 million, plus the acquisition-date fair values of the Company’s previously held equity interests of $385 million in Eaststarch C.V. and $64 million in North Star Shipping and Minmetal included in Others below, were preliminarily allocated as follows:
(In millions)
Eaststarch C.V.
Others
Total
Trade receivables
$
27

$
25

$
52

Inventories
47

15

62

Other current assets
24

6

30

Investments in and advances to affiliates
193


193

Goodwill
132

119

251

Other intangible assets
166

161

327

Property, plant, and equipment
126

73

199

Other assets

15

15

Trade payables
(16
)
(13
)
(29
)
Accrued expense and other payables
(24
)
(13
)
(37
)
Long-term debt

(43
)
(43
)
Deferred income taxes
(32
)
(38
)
(70
)
Other liabilities
(22
)

(22
)
Total purchase price, net of cash acquired, plus acquisition date fair values of previously held equity interests
$
621

$
307

$
928



In the year ended December 31, 2015, the Company recognized pre-tax gains of $185 million on the Eaststarch C.V. transaction and $27 million on the North Star Shipping and Minmetal transaction included in Others above, representing the difference between the carrying values and acquisition-date fair values of the Company’s previously held equity interests. The acquisition date fair value was determined based on a discounted cash flow analysis using market participant assumptions (a Level 3 measurement under applicable accounting standards).

Goodwill recorded in connection with the acquisitions is primarily attributable to the synergies expected to arise after the Company’s acquisition of the businesses.

The following table sets forth the preliminary fair values and weighted average useful lives of the other intangible assets acquired.

 
Weighted Average
 
 
 
 
Useful Life
Eaststarch C.V.
Others
Total
 
(In years)
(In millions)
Intangible assets with indefinite lives:
 
 
 
 
Trademarks/brands
 
$

$
5

$
5

Intangible assets with finite lives:
 
 
 
 
Land rights
33

122

122

Customer lists
15
166

31

197

Recipes and other
5

3

3

Total other intangible assets acquired
 
$
166

$
161

$
327



The Company’s consolidated statement of earnings for the year ended December 31, 2015 includes the post acquisition results of the acquired businesses which were immaterial.





Fiscal Year 2014 acquisitions

On October 1, 2014 and November 18, 2014, the Company completed the acquisitions of the WILD Flavors businesses (Wild Flavors) and Specialty Commodities Inc. (SCI), respectively. Both acquisitions are in line with the Company’s strategy to increase returns and reduce earnings volatility through the growth of its specialty ingredient offerings. The 2014 post acquisition financial results of Wild Flavors and SCI are reported in the Wild Flavors and Specialty Ingredients segment.

During the year ended December 31, 2014, the Company acquired six businesses, including Wild Flavors and SCI, for a total cost of $3.0 billion. The purchase price net of cash acquired of $280 million was preliminarily allocated as follows:

(In millions)
Wild Flavors
SCI
Others
Total
Trade receivables
$
176

$
48

$
8

$
232

Inventories
286

72

25

383

Other current assets
64

2


66

Goodwill
1,698

59

15

1,772

Other intangible assets
1,103

46

35

1,184

Property, plant, and equipment
423

10

30

463

Other assets
68

6


74

Short-term debt
(215
)

(1
)
(216
)
Trade payables
(128
)
(25
)
(1
)
(154
)
Accrued expenses and other payables
(214
)
(14
)
(10
)
(238
)
Long-term debt
(238
)

(3
)
(241
)
Deferred income taxes
(378
)
(16
)

(394
)
Other liabilities
(173
)


(173
)
Total purchase price, net of cash acquired
$
2,472

$
188

$
98

$
2,758



Goodwill recorded in connection with the acquisitions is primarily attributable to the synergies expected to arise after the Company’s acquisition of the businesses. Of the $1.8 billion preliminarily allocated to goodwill, $15 million is expected to be deductible for tax purposes.

The following table sets forth the preliminary fair values and weighted average useful lives of the other intangible assets acquired.

 
Weighted Average
 
 
 
 
 
Useful Life
Wild Flavors
SCI
Others
Total
 
(In years)
(In millions)
Intangible assets with indefinite lives:
 
 
 
 
 
Trademarks/brands
 
$
238

$

$
12

$
250

Intangible assets with finite lives:
 
 
 
 
 
Patents
15

3


3

Customer lists
15
552

36

21

609

Recipes and other
15
313

7

2

322

Total other intangible assets acquired
 
$
1,103

$
46

$
35

$
1,184



The Company’s consolidated statement of earnings for the year ended December 31, 2014 includes the post acquisition results of Wild Flavors which were immaterial.
The 2015 finalization of the purchase price allocation related to the acquisition of Wild Flavors resulted in an increase in goodwill of $123 million with corresponding decreases in other intangibles and other long-term liabilities. The finalization of the purchase price allocations related to the other acquisitions did not result in material adjustments in 2015.

Fiscal Year 2013 acquisitions

During the year ended December 31, 2013, the Company acquired four businesses for a total cost of $44 million and recorded a preliminary allocation of the purchase price related to these acquisitions. The net cash purchase price for the acquisitions of $44 million was preliminarily allocated to working capital, property, plant, and equipment, goodwill, and other long-term assets for $6 million, $29 million, $2 million, and $7 million, respectively. The finalization of the purchase price allocations related to these acquisitions did not result in material adjustments.