Subsequent events
 12 Months Ended
Dec. 31, 2013
Subsequent events [Abstract]  
Subsequent events
23. Subsequent events

 On December 11, 2013, the Company entered into an arrangement agreement with Cangene Corporation ("Cangene") pursuant to which one of Emergent's wholly-owned subsidiaries will acquire all of the outstanding common shares of Cangene (the "Arrangement"), for $3.24 per share in cash (on a fully diluted basis), which represents a total purchase price of $222 million. This transaction will be accounted for by the Company under the acquisition method of accounting, with the Company as the acquiror. Under the acquisition method of accounting, the assets and liabilities of Cangene will be recorded as of the acquisition date, at their respective fair values, and combined with those of the Company. The Arrangement closed on February 21, 2014.


The table below summarizes the preliminary allocation of the purchase price based upon estimated fair values of assets acquired and liabilities assumed at February 21, 2014.  As of the date of this filing, the valuation of acquired intangible assets, inventory, deferred taxes, property plant and equipment, contingent purchase consideration and other fair value adjustments are not complete, and as such the purchase price allocation is subject to change.

(in thousands)
 
February 21, 2014
 
 
 
 
 
 
 
Estimated fair value of tangible assets acquired and liabilities assumed:
 
 
Acquired tangible assets (i)
 
$
202,500
 
Assumed tangible liabilities
  
(38,300
)
Total estimated fair value of tangible assets acquired and liabilities assumed
  
164,200
 
 
    
Identified intangible assets
  
52,500
 
Deferred tax liability associated with identified intangible assets
  
(3,000
)
 
  
49,500
 
 
    
Goodwill
  
8,300
 
 
    
Total preliminary estimated purchase price
 
$
222,000
 

(i)
Acquired tangible assets reflect a $12.3 million adjustment to record inventory at fair value, referred to as a step-up adjustment. The $12.3 million step-up was estimated to be amortized through cost of product sales and contract manufacturing over the next five years based on estimated inventory turnover which, will increase costs of product sales during such period.

The table below summarizes the preliminary estimated fair value of intangible assets acquired and the estimated amortization periods:

 
 
  
Amortization
 
 
 
  
Period
 
($ in thousands)
 
Amount
  
in years
 
 
 
  
 
 
 
  
 
Corporate trade name
 
$
2,600
   
5.0
 
Marketed products
  
5,100
   
15.0
 
Licensed products
  
1,900
   
3.0
 
Biodefense
  
34,400
   
15.0
 
Contract manufacturing
  
8,500
   
15.0
 
 
        
Total identified intangible assets
 
$
52,500
     


The Company determined the estimated fair value of the intangibles assets using the income approach, which is based on the present value of future cash flows. The fair value measurements are based on significant unobservable inputs, that are developed by the Company using estimates and assumptions of the respective market and market penetration of the Company's products.

The Company will record approximately $8.3 million in goodwill related to the Cangene acquisition representing the purchase price paid in the acquisition that was in excess of the fair value of the tangible and intangible assets acquired. None of the goodwill generated from the Cangene acquisition is expected to be deductible for tax purposes.

The Company has incurred transaction costs related to the Cangene acquisition of approximately $3.3 million for the year ended December 31, 2013, which have been recorded in selling, general and administrative expenses within the Company's Biosciences segment.

The following pro forma information is presented as if the acqusition had occurred on January 1, 2012, and combines the historical results of operations of the Company and Cangene for the years ended December 31, 2013 and 2012.

 
 
December 31,
 
(in thousands, except per share data)
 
2013
  
2012
 
Pro forma revenue
 
$
440,320
  
$
400,269
 
Pro forma net income
 
$
13,914
  
$
2,171