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ACQUISITIONS AND DIVESTITURES (Tables)
 12 Months Ended
Dec. 30, 2023
Business Combination and Asset Acquisition [Abstract]  
Schedule of Purchase Price Allocation
The purchase price allocation for acquisitions during fiscal years 2023 and 2022 was as follows:
Noveprim Group(1)
SAMDI Tech, Inc.Explora BioLabs
November 30, 2023January 27, 2023April 5, 2022
(in thousands)
Trade receivables$1,308 $513 $7,679 
Inventories66,500 — — 
Other current assets (excluding cash)3,965 75 1,067 
Property, plant and equipment35,831 593 37,369 
Operating lease right-of-use asset, net104 — 48,613 
Goodwill (2)
172,349 37,129 215,752 
Definite-lived intangible assets9,500 33,070 70,100 
Other long-term assets (3)
167,907 6 556 
Deferred revenue— (43)(3,507)
Other current liabilities (16,378)(351)(15,507)
Operating lease right-of-use liabilities (Long-term)(97)— (57,193)
Deferred tax liabilities(12,984)(8,191)(18,601)
Other long-term liabilities(7,797)— (1,807)
Redeemable noncontrolling interest (4)
(45,374)— — 
Total purchase price allocation$374,834 $62,801 $284,521 
(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, obligations, and finalization of any working capital adjustments. 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 or synergies to be realized from acquiring an internal supplier servicing the DSA business 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 deductible for tax purposes.
(3) Other long-term assets acquired from the Noveprim acquisition include $167.8 million of biological assets, which will be amortized over an estimated eight year useful life.
(4) Refer to Note 12. Equity and Noncontrolling Interests for further a description of the 10% noncontrolling interest fair value.
The purchase price allocation for acquisitions during fiscal years 2021 was as follows:
VigeneRetrogenixCognateDistributed Bio
June 28, 2021March 30, 2021March 29, 2021December 31, 2020
(in thousands)
Trade receivables$3,548 $2,266 $18,566 $2,722 
Other current assets (excluding cash)1,657 209 14,128 221 
Property, plant and equipment7,649 400 52,082 2,382 
Operating lease right-of-use asset, net22,507 1,385 34,349 1,586 
Goodwill (1)
239,681 34,489 611,555 71,585 
Definite-lived intangible assets93,900 22,126 270,900 24,540 
Other long-term assets694 — 6,098 469 
Deferred revenue(4,260)(434)(20,539)(1,319)
Other current liabilities (2)
(6,319)(1,141)(45,388)(1,504)
Operating lease right-of-use liabilities (Long-term)(21,220)(1,205)(31,383)(1,123)
Deferred tax liabilities(13,958)(4,174)(32,503)(2,529)
Total purchase price allocation$323,879 $53,921 $877,865 $97,030 
(1) 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.
(2) 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 $17 million pertaining to indirect state sales taxes. During fiscal year 2022, the Company received a favorable ruling from the applicable state in which the indirect state sales tax liability arose and, accordingly, this liability was reduced in full, resulting in a gain recorded through selling, general and administrative expenses in the period.
Schedule of Finite-Lived Intangible Assets Acquired
The definite-lived intangible assets acquired during fiscal years 2023 and 2022 were as follows:
Noveprim GroupSAMDI Tech, Inc.Explore BioLabs
Definite-Lived Intangible Assets(in thousands)
Client relationships$— $23,400 $64,000 
Other intangible assets9,500 9,670 6,100 
Total definite-lived intangible assets$9,500 $33,070 $70,100 
Weighted Average Amortization Life(in years)
Client relationships— 1513
Other intangible assets774
Total definite-lived intangible assets71212
The definite-lived intangible assets acquired during fiscal years 2021 were as follows:
VigeneRetrogenixCognateDistributed Bio
Definite-Lived Intangible Assets(in thousands)
Client relationships$87,500 $17,340 $257,200 $16,080 
Other intangible assets6,400 4,786 13,700 8,460 
Total definite-lived intangible assets$93,900 $22,126 $270,900 $24,540 
Weighted Average Amortization Life(in years)
Client relationships1213139
Other intangible assets2324
Total definite-lived intangible assets1111137
The transaction and integration costs incurred for fiscal years 2023, 2022 and 2021 were as follows:
202320222021
(in thousands)
Transaction and Integration Costs
Selling, general and administrative expenses$12,379 $8,470 $39,099 
Schedule of Major Classes of Assets and Liabilities Associated with Divestitures
The carrying amounts of the major classes of assets and liabilities associated with these divestitures 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