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Acquisitions

12 Months Ended

Dec. 31, 2024

Business Combinations [Abstract]

Acquisitions

ACQUISITIONS

We acquire stock in companies and various assets that continue to support our capital deployment and product development strategies. Cash paid for acquisitions, net of cash acquired was $1,628 and $390 in 2024 and 2023.

In 2024 we completed various acquisitions for total consideration that includes $1,628 in upfront payments, net of cash acquired, and $400 contingent upon the achievement of certain commercial or clinical milestones. The combined acquisition-date fair values of the contingent milestone payments totaled $208. The acquired companies expand the product portfolios of our Instruments, Endoscopy, Medical and Neuro Cranial businesses within MedSurg and Neurotechnology and our Trauma and Extremities and Joint Replacement businesses within Orthopaedics. The purchase price allocation for our acquisitions are based on preliminary valuations, primarily related to developed technology

and customer relationships. Goodwill attributable to the acquisitions reflects the strategic benefits of expanding our market presence, diversifying our product portfolio and advancing innovations. This goodwill is not deductible for tax purposes.

On May 2, 2023 we acquired Cerus for net cash consideration of $289 and up to $225 in future milestone payments that had a fair value of $192 at the acquisition date. Cerus designs, develops and manufactures neurovascular products used for the treatment of hemorrhagic stroke. Cerus is part of our Neurovascular business within MedSurg and Neurotechnology. Goodwill attributable to the acquisition is not deductible for tax purposes.

The purchase price allocations for the acquisitions completed in 2024 and Cerus are:

Purchase Price Allocation of Acquired Net Assets
						2024						2023
						Total						Cerus
Tangible assets acquired:
Accounts receivable						$	46					$	1
Inventory						112						2
Deferred income tax assets						28						4
Other assets						27						1
Debt						(42)						—
Deferred income tax liabilities						(205)						(60)
Other liabilities						(102)						(22)
Intangible assets:
Developed technologies						596						240
Customer relationships						214						—
Patents						6						—
Trademarks						2						—
Goodwill						1,154						315
Purchase price, net of cash acquired of $57 and $7						$	1,836					$	481
Weighted-average amortization period at acquisition (years):
Developed technologies						12						13
Customer relationships						14						—
Patents						12						—
Trademarks						5						—

The purchase price allocation for Cerus was finalized in the second quarter 2024 with no material adjustments.

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- Definition

The entire disclosure for a business combination (or series of individually immaterial business combinations) completed during the period, including background, timing, and recognized assets and liabilities. The disclosure may include leverage buyout transactions (as applicable).

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 805
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 5
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479907/805-20-50-5

Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 805
-Name Accounting Standards Codification
-Publisher FASB
-URI https://asc.fasb.org/805/tableOfContent

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- References

No definition available.

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