XML 37 R12.htm IDEA: XBRL DOCUMENT
v3.25.0.1

BUSINESS ACQUISITIONS AND DISPOSITIONS | 12 Months Ended
--- | ---
Dec. 31, 2024
Business Combinations [Abstract] |
BUSINESS ACQUISITIONS AND DISPOSITIONS | BUSINESS ACQUISITIONS AND DISPOSITIONS 2024 During the year ended December 31, 2024, the Company acquired several businesses and related assets for cash of approximately $839.0. These acquisitions consisted of the clinical and outreach businesses of Baystate Medical Center ($120.5), Providence Medical Foundation ($55.1), Westpac Labs, Inc. ($97.7), Invitae Corporation ($240.8), BioReference Health ($237.6), and other business acquisitions ($87.9). The preliminary purchase considerations for these acquisitions were allocated under the acquisition method of accounting to the estimated fair market value of the net assets acquired, including approximately $440.3 in identifiable intangible assets. A residual amount of tax deductible goodwill of approximately $299.9 was recorded as of December 31, 2024. The weighted-average amortization period for non-compete agreements, customer relationships, trade names, and technology assets acquired from these businesses are 5.0, 14.4, 2.0, and 11.0 years, respectively. The purchase price allocations for these acquisitions were preliminary at December 31, 2024. The valuation of acquired assets and assumed liabilities include the following:
| Baystate Medical Center | Providence Medical Foundation | Westpac Labs, Inc. | Invitae Corp. | BioReference Health | Other Business Acquisitions | Measurement Period Adjustments | Amounts Acquired During the Year Ended December 31, 2024
Inventories | $ | — |  | $ | — |  | $ | 1.8 |  | $ | 12.1 |  | $ | — |  | $ | — |  | $ | 2.0 |  | $ | 15.9 |
Prepaid expenses and other | — |  | — |  | — |  | — |  | — |  | — |  | 8.4 |  | 8.4 |
Property, plant and equipment | 7.2 |  | 0.9 |  | — |  | 76.7 |  | 9.1 |  | 1.3 |  | 28.1 |  | 123.3 |
Goodwill | 70.7 |  | 25.9 |  | 45.1 |  | 100.4 |  | 107.4 |  | 41.0 |  | (90.6) |  | 299.9 |
Intangible assets | 79.8 |  | 29.2 |  | 50.8 |  | 113.2 |  | 121.1 |  | 46.2 |  | 44.3 |  | 484.6 |
Total assets acquired | 157.7 |  | 56.0 |  | 97.7 |  | 302.4 |  | 237.6 |  | 88.5 |  | (7.8) |  | 932.1 |
Accrued expenses and other | — |  | — |  | — |  | — |  | — |  | — |  | (3.9) |  | (3.9) |
Unearned revenue | — |  | — |  | — |  | 3.3 |  | — |  | — |  | (3.3) |  | — |
Lease liabilities | 7.2 |  | 0.9 |  | — |  | 58.3 |  | — |  | 0.6 |  | — |  | 67.0 |
Total liabilities acquired | 7.2 |  | 0.9 |  | — |  | 61.6 |  | — |  | 0.6 |  | (7.2) |  | 63.1 |
Net assets acquired | 150.5 |  | 55.1 |  | 97.7 |  | 240.8 |  | 237.6 |  | 87.9 |  | (0.6) |  | 869.0 |
Less 2023 escrow payment | 30.0 |  | — |  | — |  | — |  | — |  | — |  | — |  | 30.0 |
Cash paid for acquisitions | $ | 120.5 |  | $ | 55.1 |  | $ | 97.7 |  | $ | 240.8 |  | $ | 237.6 |  | $ | 87.9 |  | $ | (0.6) |  | $ | 839.0 |
On September 17, 2024, the Company announced that it entered into an agreement with Cinven, Inc. to acquire a 15% minority interest in SYNLAB, a leader in medical diagnostic services and specialty testing in Europe, for approximately $155.9 (€140.0). The transaction is anticipated to close in early 2025, subject to customary closing conditions for a transaction of this type, including applicable regulatory approvals. The Company will acquire the minority interest through an intermediate holding company that will be established to hold the investment with SYNLAB and will be represented on the holding company board with Cinven, Inc. and other investors. Unaudited Pro Forma Information for 2024 Acquisitions Had the aggregate of the Company’s 2024 acquisitions been completed at January 1, 2023, the Company’s pro forma results would have been as follows:
| Year Ended December 31,
| 2024 |  | 2023 |
Revenues | $ | 13,353.6 |  |  | $ | 12,716.4 |  |
Net earnings attributable to LHI | $ | 761.8 |  |  | $ | 423.3 |  |
Dispositions During the year ended December 31, 2024, the Company sold the assets of its Beacon Laboratory Benefit Solutions, Inc. for $13.5 and recorded a gain of $6.4. 2023 During the year ended December 31, 2023, the Company acquired several businesses and related assets for cash of approximately $671.5. The preliminary purchase considerations for these acquisitions were allocated under the acquisition method of accounting to the estimated fair market value of the net assets acquired, including approximately $340.8 in identifiable intangible assets and a residual amount of tax-deductible goodwill of approximately $296.9. The goodwill reflects the Company’s expectations to utilize the acquired businesses’ workforce and established relationships and the benefits of being able to leverage operational efficiencies with favorable growth opportunities in these markets. The amortization period for non-compete agreements and customer list assets acquired from these businesses are 5 and 15 years, respectively. These acquisitions were made primarily to extend the Company’s geographic reach in important market areas and to partner with hospitals and health systems. The purchase price allocations for these acquisitions were preliminary at December 31, 2023. The preliminary valuation of acquired assets and assumed liabilities, include the following:
| Jefferson Health | Enzo BioChem | Providence Health and Services - Oregon | Tufts Medicine | Legacy | Other Business Acquisitions | Measurement Period Adjustments | Amounts Acquired During the Year Ended December 31, 2023
Accounts receivable | $ | — |  | $ | (2.8) |  | $ | — |  | $ | — |  | $ | — |  | $ | 2.0 |  | $ | 0.2 |  | $ | (0.6) |
Inventories | — |  | — |  | 1.3 |  | — |  | — |  | — |  | — |  | 1.3 |
Prepaid expenses and other | — |  | 0.4 |  | — |  | — |  | 0.2 |  | 0.3 |  | 0.6 |  | 1.5 |
Property, plant and equipment | — |  | — |  | 4.7 |  | — |  | 3.3 |  | 6.5 |  | (1.5) |  | 13.0 |
Goodwill | 50.8 |  | 54.1 |  | 50.7 |  | 73.8 |  | 49.0 |  | 18.5 |  | (29.4) |  | 267.5 |
Intangible assets | 57.2 |  | 61.1 |  | 57.2 |  | 83.2 |  | 55.2 |  | 26.9 |  | 19.5 |  | 360.3 |
Other assets | 2.2 |  | — |  | — |  | — |  | — |  | 17.9 |  | — |  | 20.1 |
Total assets acquired | 110.2 |  | 112.8 |  | 113.9 |  | 157.0 |  | 107.7 |  | 72.1 |  | (10.6) |  | 663.1 |
Accounts payable | — |  | — |  | — |  | — |  | — |  | 1.2 |  | — |  | 1.2 |
Accrued expenses and other | — |  | — |  | 3.9 |  | — |  | — |  | 1.2 |  | (8.3) |  | (3.2) |
Deferred income taxes | — |  | — |  | — |  | — |  | — |  | — |  | (2.3) |  | (2.3) |
Other liabilities | — |  | — |  | — |  | — |  | — |  | (4.1) |  | — |  | (4.1) |
Total liabilities acquired | — |  | — |  | 3.9 |  | — |  | — |  | (1.7) |  | (10.6) |  | (8.4) |
Net assets acquired | $ | 110.2 |  | $ | 112.8 |  | $ | 110.0 |  | $ | 157.0 |  | $ | 107.7 |  | $ | 73.8 |  | $ | — |  | $ | 671.5 |
Unaudited Pro Forma Information for 2023 Acquisitions Had the aggregate of the Company’s 2023 acquisitions been completed at January 1, 2022, the Company’s pro forma results would have been as follows:
| Year Ended December 31,
| 2023 |  | 2022 |
Revenues | $ | 12,350.1 |  |  | $ | 12,126.3 |  |
Earnings from continuing operations | $ | 397.2 |  |  | $ | 1,030.3 |  |
2022 During the year ended December 31, 2022, the Company acquired various businesses and related assets for approximately $1,164.0 in cash (net of cash acquired). The purchase consideration for all acquisitions year to date has been allocated to the estimated fair market value of the net assets acquired, including approximately $542.3 in identifiable intangible assets and a residual amount of non-tax-deductible goodwill of approximately $598.5. The amortization periods for intangible assets acquired from these transactions range from 15 to 19 years for customer relationships, 15 years for patents and technology, 5 years for non-compete agreements, and 5 to 10 years for trade names. These acquisitions were made primarily to extend the Company’s geographic reach in important market areas and enhance the Company’s scientific differentiation. The excess of the fair value of the consideration conveyed over the fair value of the net assets acquired was recorded as goodwill. The goodwill reflects the Company’s expectations to utilize the acquired businesses’ workforce and established relationships and the benefits of being able to leverage operational efficiencies with favorable growth opportunities in these markets. The purchase price allocation for several of these transactions were preliminary at December 31, 2022. The areas of the purchase price allocation that were not yet finalized related primarily to Property, plant and equipment, Intangible assets, Goodwill and Deferred income taxes. A summary of the net assets acquired in 2022 for these businesses is included below:
| Preliminary Personal Genome Diagnostics Inc. | Preliminary Ascension Healthcare | Other Acquisitions | Measurement Period Adjustments | Amounts Acquired During Year Ended December 31, 2022
Accounts receivable | $ | 4.1 |  | $ | — |  | $ | (1.3) |  | $ | (2.3) |  | $ | 0.5 |
Unbilled services | 2.9 |  | — |  | — |  | (3.2) |  | (0.3) |
Inventories | 2.5 |  | 24.6 |  | — |  | — |  | 27.1 |
Prepaid expenses and other | 1.2 |  | 0.4 |  | 0.3 |  | — |  | 1.9 |
Property, plant and equipment | 9.9 |  | 43.5 |  | 0.1 |  | — |  | 53.5 |
Deferred income taxes | 17.5 |  | — |  | — |  | 15.2 |  | 32.7 |
Goodwill | 346.8 |  | 125.0 |  | 126.7 |  | (40.4) |  | 558.1 |
Intangible assets | 136.6 |  | 233.2 |  | 172.5 |  | 30.4 |  | 572.7 |
Other assets | 12.5 |  | — |  | 2.3 |  | (2.3) |  | 12.5 |
Total assets acquired | 534.0 |  | 426.7 |  | 300.6 |  | (2.6) |  | 1,258.7 |
Accounts payable | 3.8 |  | — |  | — |  | (0.1) |  | 3.7 |
Accrued expenses and other | 57.3 |  | — |  | 15.4 |  | 0.1 |  | 72.8 |
Unearned revenue | 3.3 |  | — |  | — |  | (2.6) |  | 0.7 |
Lease liabilities | — |  | 2.9 |  | — |  | — |  | 2.9 |
Other liabilities | 14.6 |  | — |  | — |  | — |  | 14.6 |
Total liabilities acquired | 79.0 |  | 2.9 |  | 15.4 |  | (2.6) |  | 94.7 |
Net assets acquired | $ | 455.0 |  | $ | 423.8 |  | $ | 285.2 |  | $ | — |  | $ | 1,164.0 |
Unaudited Pro Forma Information for 2022 Acquisitions Had the aggregate of the Company’s 2022 acquisitions been completed at January 1, 2021, the Company’s pro forma results would have been as follows:
| Year Ended December 31,
| 2022 |  | 2021 |
Revenues | $ | 11,984.7 |  |  | $ | 13,325.7 |  |
Earnings from continuing operations | $ | 1,006.8 |  |  | $ | 2,182.4 |  |

X
- 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 + Details
Name: | us-gaap_BusinessCombinationDisclosureTextBlock
Namespace Prefix: | us-gaap_
Data Type: | dtr-types:textBlockItemType
Balance Type: | na
Period Type: | duration

X
- References No definition available. + Details
Name: | us-gaap_BusinessCombinationsAbstract
Namespace Prefix: | us-gaap_
Data Type: | xbrli:stringItemType
Balance Type: | na
Period Type: | duration