ACQUISITIONS (Tables)

9 Months Ended

Jun. 29, 2024

Schedule of Business Acquisitions, by Acquisition

The allocation of the estimated fair value of assets acquired and liabilities assumed in the acquisition of CPI's Electron Device Business as of the June 6, 2024 acquisition date is summarized in the table below (in millions):




Assets acquired (excluding cash):
Trade accounts receivable	$	40
Inventories	81
Prepaid expenses and other	64
Property, plant and equipment	137
Goodwill	844		(1)
Other intangible assets	368		(1)
Other non-current assets	15
Total assets acquired (excluding cash)	1,549
Liabilities assumed:
Accounts payable	18
Accrued and other current liabilities	45
Deferred income taxes	89
Other non-current liabilities	12
Total liabilities assumed	164
Net assets acquired	$	1,385

(1)Based on the preliminary allocation of the net assets acquired, the Company expects that the $844 million of goodwill and $368 million of other intangible assets recognized for the acquisition will not be deductible for tax purposes.

The allocation of the estimated fair value of assets acquired and liabilities assumed in the SEI acquisition as of the May 21, 2024 acquisition date is summarized in the table below (in millions):




Assets acquired (excluding cash):
Trade accounts receivable	$	2
Inventories	11
Prepaid expenses and other	—
Property, plant and equipment	1
Goodwill	109		(1)
Other intangible assets	68		(1)
Other non-current assets	—
Total assets acquired (excluding cash)	191
Liabilities assumed:
Accounts payable	1
Accrued and other current liabilities	1
Deferred income taxes	19
Other non-current liabilities	—
Total liabilities assumed	21
Net assets acquired	$	170

(1)Based on the preliminary allocation of the net assets acquired, the Company expects that the $109 million of goodwill and $68 million of other intangible assets recognized for the acquisition will not be deductible for tax purposes.

The final allocation of the fair value of assets acquired and liabilities assumed in the Calspan acquisition as of the May 8, 2023 acquisition date, as well as measurement period adjustments recorded within the permissible one year measurement period, are summarized in the table below (in millions):


	Preliminary		Measurement Period		Final
	Allocation		Adjustments (2)		Allocation
Assets acquired (excluding cash):
Trade accounts receivable	$	39	$	—	$	39
Inventories	2		—		2
Prepaid expenses and other	40		(3)		37
Property, plant and equipment	105		234		339
Goodwill	367		(87)		280		(1)
Other intangible assets	243		(142)		101		(1)
Other non-current assets	7		—		7
Total assets acquired (excluding cash)	803		2		805
Liabilities assumed:
Accounts payable	10		(1)		9
Accrued and other current liabilities	50		4		54
Deferred income taxes	8		(3)		5
Other non-current liabilities	6		1		7
Total liabilities assumed	74		1		75
Net assets acquired	$	729	$	1	$	730

(1)Of the approximately $280 million of goodwill recognized for the acquisition, approximately $222 million is deductible for tax purposes. Of the approximately $101 million of other intangible assets recognized for the acquisition, approximately $86 million is deductible for tax purposes. The goodwill and intangible assets are deductible over 15 years.

(2)Measurement period adjustments primarily related to the adjustments in the fair values of the acquired property, plant and equipment and other intangible assets from the third-party valuation. A substantial portion of the measurement period adjustments to property, plant and equipment relates to the fair value of the transonic wind tunnel. The offset to the measurement period adjustments was to goodwill.