Annual report pursuant to Section 13 and 15(d)

Business Combinations (Tables)

v3.8.0.1
Business Combinations (Tables)
12 Months Ended
Dec. 31, 2017
Business Combinations [Abstract]  
Schedule of Business Acquisitions
The aggregate acquisition consideration was determined to be $35.7 million, consisting of (in thousands):
Cash paid to Crystal shareholders
$
26,877

Cash payable to Crystal Shareholders
336

Assumed liabilities
129

Fair value of contingent consideration
8,401

Total consideration
$
35,743

The transaction was accounted for as a business combination and the aggregate acquisition consideration was $173.4 million, consisting of (in thousands, except per share amounts):

Cash consideration
$
96,006

Total share consideration:
 
  Actual number of shares issued
790

  Multiplied by: Ligand closing share price on January 8, 2016
98

Total share consideration
$
77,373

Total consideration
$
173,379

Schedule of Recognized Identified Assets Acquired and Liabilities Assumed
The acquisition consideration was allocated to the acquisition date fair values of acquired assets and assumed liabilities as follows (in thousands):

     Cash and cash equivalents
$
3,504

     Accounts receivable
5

     Income tax receivable
136

     Prepaid expenses and other current assets
1

     Deferred tax liabilities, net
(55,708
)
     Intangible asset with finite life - core technology
167,000

     Liabilities assumed
(1,528
)
     Goodwill
59,969

Total consideration
$
173,379

The acquisition consideration was allocated to the acquisition date fair values of acquired assets and assumed liabilities as follows (in thousands):

     Cash and cash equivalents
$
224

     Accounts receivable
2,513

     Prepaid expenses and other assets
201

     Property and equipment, net
589

     Current liabilities assumed
(354
)
     Deferred revenue
(4,624
)
     Deferred tax liabilities, net

(12,558
)
     Intangible asset with finite life - core technology

36,000

     Goodwill
13,752

Total consideration
$
35,743

Schedule of Pro Forma Information
The following table presents supplemental pro forma information for the three and twelve months ended December 31, 2016 and December 31, 2015, as if the acquisition of OMT had occurred on January 1, 2015 (in thousands except for income per share):
 
Three months ended
Twelve months ended
December 31,
December 31,
2016
 
2015
2016
 
2015
Revenue
$
38,185

 
$
24,571

$
111,449

 
$
80,365

Net (loss) income
$
(3,126
)
 
$
5,888

$
632

 
$
222,788

 
 
 
 
 
 
 
Basic (loss) income per share:
$
(0.15
)
 
$
0.30

$
0.03

 
$
11.26

Diluted (loss) income per share:
$
(0.15
)
 
$
0.27

$
0.03

 
$
10.50