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ACQUISITIONS AND DIVESTITURES (Tables)
 12 Months Ended
Dec. 31, 2022
Business Combination and Asset Acquisition [Abstract]  
Schedule of Purchase Price Allocation The purchase price allocation for acquisitions during fiscal years 2022 and 2021 was as follows:
Explora BioLabs(1)
VigeneRetrogenixCognateDistributed Bio
April 5, 2022June 28, 2021March 30, 2021March 29, 2021December 31, 2020
(in thousands)
Trade receivables$7,679 $3,548 $2,266 $18,566 $2,722 
Other current assets (excluding cash)1,067 1,657 209 14,128 221 
Property, plant and equipment37,369 7,649 400 52,082 2,382 
Operating lease right-of-use asset, net48,613 22,507 1,385 34,349 1,586 
Goodwill (2)
215,752 239,681 34,489 611,555 71,585 
Definite-lived intangible assets70,100 93,900 22,126 270,900 24,540 
Other long-term assets556 694 — 6,098 469 
Deferred revenue(3,507)(4,260)(434)(20,539)(1,319)
Other current liabilities (3)
(15,507)(6,319)(1,141)(45,388)(1,504)
Operating lease right-of-use liabilities (Long-term)(57,193)(21,220)(1,205)(31,383)(1,123)
Deferred tax liabilities(18,601)(13,958)(4,174)(32,503)(2,529)
Other long-term liabilities(1,807)— — — — 
Total purchase price allocation$284,521 $323,879 $53,921 $877,865 $97,030 
(1) Purchase price allocation is preliminary and subject to change as additional information becomes available concerning the fair value and tax basis of the assets acquired and liabilities assumed, including certain contracts and obligations. Any additional adjustments to the purchase price allocation will be made as soon as practicable but no later than one year from the date of acquisition.
(2) The goodwill resulting from these transactions is primarily attributable to the potential growth of the Company’s segments from new customers introduced to the acquired businesses and the assembled workforce of the acquirees, thus is not deductible for tax purposes. Explora BioLabs had $5.0 million of goodwill due to a prior asset acquisition that is not deductible for tax purposes.
(3) In connection with its acquisitions of businesses, the Company routinely records liabilities related to indirect state and local taxes for preacquisition periods when such liabilities are estimable and deemed probable. The Company may or may not be indemnified for such indirect tax liabilities under terms of the acquisitions. As these indirect tax contingencies are resolved, actual obligations, and any indemnifications, may differ from the recorded amounts and any differences are reflected in reported results in the period in which these are resolved. Specifically for Cognate, as of March 29, 2021, the Company recorded an estimated liability of $17 million pertaining to indirect state sales taxes. During fiscal year 2022, the Company received a favorable ruling from the applicable state in which the indirect state sales tax liability arose and, accordingly, this liability was reduced in full, resulting in a gain recorded through selling, general and administrative expenses in the period.
The purchase price allocation for acquisitions during fiscal year 2020 was as follows:
Cellero, LLCHemaCare Corporation
August 6, 2020January 3, 2020
(in thousands)
Trade receivables$1,500 $6,451 
Inventories551 8,468 
Other current assets (excluding cash)182 3,494 
Property, plant and equipment1,648 10,033 
Goodwill (1)
19,457 210,196 
Definite-lived intangible assets16,230 183,540 
Other long-term assets849 5,920 
Other current liabilities (1,360)(5,188)
Deferred tax liabilities(1,467)(38,529)
Other long-term liabilities(740)(7,664)
Total purchase price allocation$36,850 $376,721 
(1) The goodwill resulting from the Cellero transaction, $10.8 million of which is deductible for tax purposes due to a prior asset acquisition, is primarily attributable to the potential growth of the Company’s RMS business from new customers introduced to Cellero and the assembled workforce of the acquired business. The goodwill resulting from the HemaCare transaction is primarily attributable to the potential growth of the Company’s segments from new customers introduced to the acquired business and the assembled workforce of the acquired business, thus is not deductible for tax purposes.
Schedule of Finite-Lived Intangible Assets Acquired The definite-lived intangible assets acquired during fiscal years 2022 and 2021 were as follows:
Explora BioLabsVigeneRetrogenixCognateDistributed Bio
Definite-Lived Intangible Assets(in thousands)
Client relationships$64,000 $87,500 $17,340 $257,200 $16,080 
Other intangible assets6,100 6,400 4,786 13,700 8,460 
Total definite-lived intangible assets$70,100 $93,900 $22,126 $270,900 $24,540 
Weighted Average Amortization Life(in years)
Client relationships131213139
Other intangible assets42324
Total definite-lived intangible assets121111137
The definite-lived intangible assets acquired during fiscal year 2020 were as follows:
Cellero, LLCHemaCare Corporation
Definite-Lived Intangible Assets(in thousands)
Client relationships$14,740 $170,390 
Trade name— 7,330 
Other intangible assets1,490 5,820 
Total definite-lived intangible assets$16,230 $183,540 
Weighted Average Amortization Life(in years)
Client relationships1319
Trade name— 10
Other intangible assets33
Total definite-lived intangible assets1218
Schedule of Transaction and Integration Costs
The transaction and integration costs incurred for fiscal years 2022, 2021 and 2020 were as follows:
202220212020
(in thousands)
Transaction and Integration Costs
Selling, general and administrative expenses$8,740 $39,099 $10,014 
Schedule of Pro Forma Information All other acquisitions have not been included because that information is not material to the consolidated financial statements.
Fiscal Year
20212020
(in thousands)
(unaudited)
Revenue$3,583,646 $3,068,161 
Net income attributable to common shareholders376,152 347,873 
Schedule of Major Classes of Assets and Liabilities Associated with Divestitures
The carrying amounts of the major classes of assets and liabilities associated with the divestitures of the businesses were as follows:
December 19, 2022October 12, 2021
AvianRMS JapanCDMO Sweden
(in thousands)
Assets
Current assets
$30,545 $26,524 $8,187 
Property, plant, and equipment, net24,602 17,379 14,339 
Operating lease right-of-use assets, net611 — 19,733 
Goodwill3,168 4,129 27,764 
Client relationships, net1,629 — 14,089 
Other assets10 3,695 — 
Total assets$60,565 $51,727 $84,112 
Liabilities
Current liabilities$8,139 $8,705 $6,386 
Operating lease right-of-use liabilities331 — 18,221 
Long-term liabilities— 94 — 
Total liabilities$8,470 $8,799 $24,607