ÀÖÌìÌÃfun88(ÖйúÇø)¹Ù·½ÍøÕ¾

Quarterly report pursuant to Section 13 or 15(d)

BUSINESS COMBINATIONS

v2.4.0.8
BUSINESS COMBINATIONS
3 Months Ended
Mar. 31, 2014
BUSINESS COMBINATIONS Ìý
BUSINESS COMBINATIONS

3. BUSINESS COMBINATIONS

OXID ACQUISITION

ÌýÌýÌýÌýÌýÌýÌýÌýOn AugustÌý29, 2013, we completed the acquisition of the chemical business of OxidÌýL.P. (the "Oxid Acquisition"), a privately-held manufacturer and marketer of specialty urethane polyols based in Houston, Texas. The acquisition cost of approximately $76Ìýmillion consists of cash payments of approximately $66Ìýmillion and contingent consideration of $10Ìýmillion. The contingent consideration relates to an earn-out agreement which will be paid over two years if certain conditions are met. Related to this earn-out agreement, $6Ìýmillion was paid during the three months ended MarchÌý31, 2014. The acquired business has been integrated into our Polyurethanes segment. Transaction costs charged to expense related to this acquisition were not significant.

ÌýÌýÌýÌýÌýÌýÌýÌýWe have accounted for the Oxid Acquisition using the acquisition method. As such, we analyzed the fair value of tangible and intangible assets acquired and liabilities assumed. The allocation of acquisition cost to the assets acquired and liabilities assumed is summarized as follows (dollars in millions):

Cash paid for acquisition

Ìý $ 66 Ìý

Contingent consideration

Ìý Ìý 10 Ìý
Ìý Ìý Ìý Ìý
� � � � �

Acquisition cost

Ìý $ 76 Ìý
Ìý Ìý Ìý Ìý
� � � � �
� � � � �
Ìý Ìý Ìý Ìý

Fair value of assets acquired and liabilities assumed:

Ìý Ìý Ìý Ìý

Accounts receivable

Ìý $ 9 Ìý

Inventories

Ìý Ìý 14 Ìý

Property, plant and equipment

Ìý Ìý 22 Ìý

Intangible assets

Ìý Ìý 36 Ìý

Accounts payable

Ìý Ìý (4 )

Accrued liabilities

Ìý Ìý (1 )
Ìý Ìý Ìý Ìý
� � � � �

Total fair value of net assets acquired

Ìý $ 76 Ìý
Ìý Ìý Ìý Ìý
� � � � �
� � � � �
Ìý Ìý Ìý Ìý

ÌýÌýÌýÌýÌýÌýÌýÌýIntangible assets acquired consist primarily of developed technology and customer relationships, both of which will be amortized over 15Ìýyears. If this acquisition were to have occurred on JanuaryÌý1, 2013, the following estimated pro forma revenues and net loss attributable to ÀÖÌìÌÃfun88(ÖйúÇø)¹Ù·½ÍøÕ¾ Corporation and ÀÖÌìÌÃfun88(ÖйúÇø)¹Ù·½ÍøÕ¾ International would have been reported (dollars in millions):

ÀÖÌìÌÃfun88(ÖйúÇø)¹Ù·½ÍøÕ¾ Corporation

Ìý
Ìý Pro Forma Ìý
Ìý
Ìý Three months
ended
MarchÌý31, 2013
(Unaudited)
Ìý

Revenues

Ìý $ 2,722 Ìý

Net loss attributable to ÀÖÌìÌÃfun88(ÖйúÇø)¹Ù·½ÍøÕ¾ Corporation

Ìý Ìý 23 Ìý

ÀÖÌìÌÃfun88(ÖйúÇø)¹Ù·½ÍøÕ¾ International

Ìý
Ìý Pro Forma Ìý
Ìý
Ìý Three months
ended
MarchÌý31, 2013
(Unaudited)
Ìý

Revenues

Ìý $ 2,722 Ìý

Net loss attributable to ÀÖÌìÌÃfun88(ÖйúÇø)¹Ù·½ÍøÕ¾ International

Ìý Ìý 22 Ìý