Acquisitions

3 Months Ended

Mar. 31, 2019

The Company acquired Neovia SAS (Neovia) and Florida Chemical Company (FCC) in January 2019 and March 2019, respectively. Both acquisitions are in line with the Company’s strategy to become one of the world’s leading nutrition companies. The post-acquisition financial results of Neovia and FCC, which were not material, are reported in the Nutrition segment.

During the three months ended March 31, 2019, the Company acquired Neovia, FCC, and the remaining 50% interest in Gleadell Agriculture Ltd (Gleadell), for an aggregate consideration of $1,953 million in cash. The aggregate consideration of these acquisitions, net of $91 million in cash acquired, plus the acquisition-date value of the Company’s previously held equity interest in Gleadell of $14 million, were preliminarily allocated as follows:



In millions	Neovia			FCC		Gleadell			Total
Working capital	$	102		$	40	$	(6	)	$	136
Property, plant, and equipment	409			17		13			439
Goodwill	784			90		10			884
Other intangible assets	583			23		—			606
Other long-term assets	87			—		—			87
Long-term liabilities	(274		)	—		(2		)	(276		)
Aggregate cash consideration, net of cash acquired, plus acquisition-date fair value of previously held equity interest	$	1,691		$	170	$	15		$	1,876

Goodwill allocated in connection with the acquisitions is primarily attributable to synergies expected to arise after the Company’s acquisition of the businesses. Of the $884 million preliminarily allocated to goodwill, $90 million is expected to be deductible for tax purposes.

The Company recognized pre-tax gains of $3 million on the Gleadell transaction, representing the difference between the carrying value and acquisition-date fair value of the Company’s previously held equity interest. 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).

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



	Useful Life	Neovia		FCC		Total
	(In years)	(In millions)
Trademarks/brands	5 to 13	$	166	$	7	$	173
Customer lists	10 to 20	289		12		301
Developed technology	6 to 11	128		4		132
Total other intangible assets acquired		$	583	$	23	$	606