ACQUISITIONS (Tables)

3 Months Ended

Dec. 28, 2024

Schedule of Business Acquisitions, by Acquisition

The allocation of the estimated fair value of assets acquired and liabilities assumed in the acquisition of Raptor Scientific as of the July 31, 2024 acquisition date, as well as measurement period adjustments recorded within the permissible one year measurement period, is summarized in the table below (in millions):


	Preliminary		Measurement Period		Adjusted Preliminary
	Allocation		Adjustments (2)		Allocation
Assets acquired (excluding cash):
Trade accounts receivable	$	9	$	—	$	9
Inventories	22		—		22
Prepaid expenses and other	4		—		4
Property, plant and equipment	2		—		2
Goodwill	426		(5)		421		(1)
Other intangible assets	197		4		201		(1)
Other non-current assets	5		—		5
Total assets acquired (excluding cash)	665		(1)		664
Liabilities assumed:
Accounts payable	1		—		1
Accrued and other current liabilities	13		—		13
Other non-current liabilities	4		—		4
Total liabilities assumed	18		—		18
Net assets acquired	$	647	$	(1)	$	646

(1)Of the approximately $421 million of goodwill recognized for the acquisition, the Company expects that approximately $406 million of goodwill will be deductible for tax purposes. Of the approximately $201 million of other intangible assets recognized for the acquisition, the Company expects that approximately $191 million will be deductible for tax purposes. The goodwill and intangible assets are expected to be deductible over 15 years.

(2)Measurement period adjustments primarily related to the adjustments in the fair values of the acquired other intangible assets from the third-party valuation. The offset to the measurement period adjustments was to goodwill.

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, as well as measurement period adjustments recorded within the permissible one year measurement period, is summarized in the table below (in millions):


	Preliminary		Measurement Period		Adjusted Preliminary
	Allocation		Adjustments (2)		Allocation
Assets acquired (excluding cash):
Trade accounts receivable	$	40	$	—	$	40
Inventories	81		(1)		80
Prepaid expenses and other	64		—		64
Property, plant and equipment	137		32		169
Goodwill	844		(96)		748		(1)
Other intangible assets	368		141		509		(1)
Other non-current assets	15		(14)		1
Total assets acquired (excluding cash)	1,549		62		1,611
Liabilities assumed:
Accounts payable	18		(1)		17
Accrued and other current liabilities	45		17		62
Deferred income taxes	89		55		144
Other non-current liabilities	12		(10)		2
Total liabilities assumed	164		61		225
Net assets acquired	$	1,385	$	1	$	1,386

(1)None of the approximately $748 million of goodwill and $509 million of other intangible assets recognized for the acquisition is expected to be deductible for tax purposes.

(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 and related impact on deferred income taxes. The offset to the measurement period adjustments was to goodwill.

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, as well as measurement period adjustments recorded within the permissible one year measurement period, is summarized in the table below (in millions):


	Preliminary		Measurement Period		Adjusted Preliminary
	Allocation		Adjustments (2)		Allocation
Assets acquired (excluding cash):
Trade accounts receivable	$	2	$	2	$	4
Inventories	11		—		11
Prepaid expenses and other	—		1		1
Property, plant and equipment	1		—		1
Goodwill	109		(6)		103		(1)
Other intangible assets	68		7		75		(1)

Total assets acquired (excluding cash)	191		4		195
Liabilities assumed:
Accounts payable	1		1		2
Accrued and other current liabilities	1		—		1
Deferred income taxes	19		2		21

Total liabilities assumed	21		3		24
Net assets acquired	$	170	$	1	$	171

(1)None of the approximately $103 million of goodwill and $75 million of other intangible assets recognized for the acquisition is expected to be deductible for tax purposes.