3.	Acquisition

On August 31, 2012, we acquired from Celesio AG (Celesio) all of the voting interests of certain subsidiaries comprising the majority of Celesio’s healthcare third-party logistics business known as the Movianto Group (the acquired portion is referred to herein as Movianto) for consideration of approximately $157 million (€125 million), net of cash acquired and including debt assumed of $2.1 million (primarily capitalized lease obligations). As a result of the acquisition of Movianto, we have entered into third-party logistics for the pharmaceutical and medical device industries in the European market with an existing platform that also expands our ability to serve our U.S.-based manufacturer customers globally.

The purchase price was allocated to the underlying assets acquired and liabilities assumed based upon our preliminary estimate of their fair values at the date of acquisition, with certain exceptions permitted under GAAP. The purchase price exceeded the preliminary estimated fair value of the net tangible and identifiable intangible assets by $25 million, which was allocated to goodwill. The following table presents the preliminary estimated fair value of the assets acquired and liabilities assumed recognized as of the acquisition date, pending completion of our valuation. There were no adjustments to our preliminary fair value estimates in the first three months of 2013.


	Preliminary Fair Value Originally Estimated as of Acquisition Date⁽¹⁾		Measurement Period Adjustments Recorded During the Period		Preliminary Fair Value Currently Estimated as of Acquisition Date
Assets acquired:
Current assets	$	211,052	$	—	$	211,052
Property and equipment		90,729		—		90,729
Goodwill		25,042		—		25,042
Intangible assets		21,543		—		21,543
Other noncurrent assets		11,664		—		11,664

Total assets		360,030		—		360,030
Liabilities assumed:
Current liabilities		190,485		—		190,485
Noncurrent liabilities		12,237		—		12,237

Total liabilities		202,722		—		202,722

Fair value of net assets acquired, net of cash	$	157,308	$	—	$	157,308

⁽¹⁾

As previously reported in our 2012 Form 10-K.

We are amortizing the fair value of acquired intangible assets, primarily customer relationships, over their remaining weighted average useful lives of 9 years.

Goodwill of $25,042 thousand arising from the acquisition consists largely of expected opportunities to provide additional services to existing manufacturer customers and to expand our third-party logistics services globally. All of the goodwill was assigned to our International segment. None of the goodwill recognized is expected to be deductible for income tax purposes.

The fair value of financial assets and financial liabilities acquired includes financing receivables with a fair value of $106.8 million and financing payables with a fair value of $130.4 million.

Acquisition-related costs consist primarily of transaction costs incurred to perform due diligence and to analyze, negotiate and consummate an acquisition, costs to perform post-closing activities to establish a tax-efficient organizational structure, and costs to transition the acquired company’s information technology and other operations and administrative functions from the former owner. We incurred $0.6 million in pre-tax acquisition-related costs in the first three months of 2013.