ACQUISITIONS

In 2017 and 2016 total cash paid for acquisitions was $831 and $4,332. We acquired stock in companies and various assets that continue to support our capital deployment and product development strategies.

In December 2017 we announced a definitive merger agreement to acquire Entellus Medical, Inc. (Entellus), a high-growth global medical technology company focused on delivering superior patient and physician experiences through products designed for the minimally invasive treatment of various ear, nose and throat (ENT) disease states, for $24.00 per share, or total consideration of approximately $662. Entellus, which had net sales of approximately $75 in 2016, will be integrated into the Instruments business within MedSurg. We expect the acquisition to close in February 2018.

In September 2017 we completed the acquisition of NOVADAQ Technologies Inc. (NOVADAQ) for total consideration of approximately $716. NOVADAQ is a leading developer of fluorescence imaging technology that provides surgeons with visualization of blood flow in vessels and related tissue perfusion in cardiac, cardiovascular, gastrointestinal, plastic, microsurgical, and reconstructive procedures. This acquisition enhances product offerings within our MedSurg segment. Goodwill related to the NOVADAQ acquisition is not deductible for tax purposes.



Purchase Price Allocation of Acquired Net Assets
	2017			2016
	NOVADAQ			Sage			Physio
Purchase price paid	$	716		$	2,870		$	1,299
Contingent consideration	—			5			—
Total consideration	$	716		$	2,875		$	1,299
Tangible assets acquired:
Cash	42			91			32
Accounts receivable	11			29			107
Inventory	39			63			61
Other assets	9			80			103
Liabilities	(58		)	(83		)	(364		)
Intangible assets:
Customer relationship	18			930			344
Trade name	1			70			160
Developed technology and patents	133			173			226
IPRD	—			—			7
Goodwill	521			1,522			623
	$	716		$	2,875		$	1,299
Weighted average life of intangible assets	14			15			14

Purchase price allocations for NOVADAQ and other acquisitions in 2017 and 2016 were based on preliminary valuations. Our estimates and assumptions are subject to change within the measurement period. The purchase price allocation for the acquisitions of Sage Products, LLC (Sage) and Physio-Control International, Inc. (Physio) was finalized in 2017. Goodwill related to the Sage acquisition is deductible for tax purposes.