XML 56 R41.htm IDEA: XBRL DOCUMENT v3.21.2
Business Acquisitions and Divestitures Fiscal 2018 Acquisitions (Details) - USD ($)
$ / shares in Units, $ in Thousands
3 Months Ended 6 Months Ended
Sep. 30, 2021
Sep. 30, 2020
Sep. 30, 2021
Sep. 30, 2020
Jun. 02, 2021
Mar. 31, 2021
Business Acquisition [Line Items]            
Contingent consideration $ 19,969   $ 19,969     $ 19,642
Gain (Loss) on Disposition of Business 15 $ 5 (404) $ (5) [1]    
Net sales attributable to Cantel 312,903   414,661      
Operating (loss) income attributable to Cantel (57,946)   (191,136)      
Business Combination, Acquisition Related Costs [2] $ 17,404 1,135 $ 158,400 2,421    
Common Stock, Shares, Outstanding 99,911,000   99,911,000     85,353,000
Contingent Consideration Liability Assumed in Cantel Combination $ 25,000   $ 25,000   $ 25,000  
Business Acquisition, Pro Forma Revenue 1,196,985 1,035,265 2,370,504 1,905,139    
Business Acquisition, Pro Forma Net Income (Loss) 137,375 $ 58,593 231,017 $ (62,106)    
Operating Lease, Right-of-Use Asset 199,332   199,332     $ 150,142
Goodwill 5,132,697   $ 5,132,697     3,026,049
Consideration Paid [Table]    
The total consideration for Cantel Common Stock and stock equivalents was $3,599,471. The consideration was comprised of the following:
(shares in thousands)
Cash consideration $16.93 per Cantel share (42,816 shares)
$716,412 
Cash consideration for fractional shares 14 
 STERIS plc ordinary shares (14,297 shares at 188.07 per share)
2,689,317 
Consideration related to Cantel equity compensation programs18,173 
Consideration related to equity component of Cantel convertible debt175,555 
Total purchase consideration$3,599,471 
     
Cantel Medical Corp.            
Business Acquisition [Line Items]            
Business Combination, Acquisition Related Costs $ 17,404   $ 158,400      
Business Acquisition, Share Price         $ 16.93  
Common Stock, Shares, Outstanding         42,816,000  
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares 188.07   14,297,000      
Cash $ 169,073   $ 169,073      
Accounts receivable 172,226   172,226      
Inventory 271,132   271,132      
Property, plant, and equipment 227,783   227,783      
Operating Lease, Right-of-Use Asset 48,504   48,504      
Other assets 65,837   65,837      
Intangible assets 2,190,000   2,190,000      
Goodwill 2,149,827   2,149,827     $ 0
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets 5,294,382   5,294,382      
Business combination, Convertible Debt, Par Value Assumed 168,000   168,000      
Current liabilities 243,331   243,331      
Business Combination, Recognized Identifiable Asset Acquired and Liability Assumed, Lease Obligation 40,768   40,768      
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Deferred Tax Liabilities 521,528   521,528      
Business Combination, Long-term Obligations Assumed 721,284   721,284      
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Liabilities 1,694,911   1,694,911      
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Net $ 3,599,471   $ 3,599,471      
[1] Certain amounts have been adjusted to reflect the change in inventory accounting method, as described in our Annual Report on Form 10-K filed with the SEC on May 28, 2021.
[2] COVID-19 PandemicThe COVID-19 pandemic began to impact our business late in fiscal 2020. The pandemic and related public health recommendations and mandated precautions to mitigate the spread of COVID-19, including deferral of surgical procedures and treatments and shelter-in-place orders or similar measures, negatively affected some of our operations, which impacted our operating results, financial position and cash flows. We have experienced and expect to continue to experience unpredictable fluctuations in demand for certain of our products and services. Also, the COVID-19 pandemic has caused and continues to cause disruptions in our supply chain and labor scarcity resulting in material and labor cost inflation. External factors such as policymaker decisions to remove certain restrictions, as they evaluate the continued infection rate and COVID-19 related deaths, the emergence of new variants of the virus, and the distribution of available vaccines create uncertainty regarding future demand from our Customers and the ability of our suppliers to meet our demands. However, order momentum has continued to improve and increased demand for certain capital equipment products strengthened from the fourth quarter of fiscal 2021.