The Company has not presented pro forma financial information reflecting all acquisitions because the impact, individually and collectively, on revenues and net income is not material. The Company does not expect the amounts allocated to goodwill that are attributable to expected synergies to be deductible for tax purposes.

On January 18, 2022, the Company acquired a 74.15% interest in PreOmics GmbH, (“PreOmics”), a privately held company, for a purchase price of EUR 46.1 million (approximately $52.1 million). PreOmics is a leading provider of sample preparation and automation solutions for proteomic analysis by mass spectrometry systems. PreOmics is located in Munich, Germany and was integrated into Bruker CALID Group within the BSI Life Science Segment.

Concurrent with the acquisition, the Company entered into an agreement with the noncontrolling interest holders that provides the Company with the right to purchase, and the noncontrolling interest holders with the right to sell, the remaining 25.85% of PreOmics for cash at a contractually defined redemption value for both the original founders and other shareholders of PreOmics, exercisable beginning in 2026. The fair value of these rights has been bifurcated into two financial instruments to separately account for the amounts attributable to the founders and the amount attributable to other shareholders.

The rights (embedded derivative) associated with the founders can be accelerated, at a discounted redemption value, upon certain events related to post combination employment services. As the options are tied to continued employment, the Company classified the hybrid instrument (noncontrolling interest with an embedded derivative) as a long-term liability on the condensed consolidated balance sheet. The hybrid instrument associated with the founders was initially measured at fair value on the acquisition date. Subsequent to the acquisition, the carrying value of the hybrid instrument is remeasured to fair value with changes recorded to stock-based compensation expense in proportion to the requisite service period vested.

The rights associated with the other noncontrolling interest shareholders are contingently redeemable at their option. As redemption of the rights is contingently redeemable at the option of the noncontrolling interest shareholders, the Company classifies the carrying amount of the redeemable noncontrolling interest in the mezzanine section on the consolidated balance sheet, which is presented above the equity section and below liabilities. The redeemable noncontrolling interest is initially measured at fair value and subsequently at the greater of the amount that would be paid if settlement occurred as of the balance sheet date based on the contractually defined redemption value and its carrying amount adjusted for net income (loss) attributable to the noncontrolling interest. Adjustments to the carrying value of the redeemable noncontrolling interest are recorded through retained earnings.

The Company expects to complete the fair value allocation during the measurement period. The amortization period for the intangible assets acquired is nine years for technology, and twelve years for the trade name and customer relationships.

The components and fair value allocation of the consideration transferred in connection with the acquisition are as follows (in millions):


Consideration Transferred:
Cash paid	$	52.1
Cash acquired		(16.0	)
Fair value of hybrid financial instrument - founders		20.9
Fair value of redeemable noncontrolling interest - other shareholders		6.8
Total consideration transferred	$	63.8
Allocation of Consideration Transferred:
Accounts receivable	$	0.4
Inventories		0.6
Other current assets		0.7
Property, plant and equipment		1.3
Other assets		0.4
Intangible assets:
Technology		12.5
Customer relationships		6.9
Trade name		1.9
Goodwill		47.0
Liabilities assumed		(7.9	)
Total consideration allocated	$	63.8

On April 1, 2022, the Company completed a share purchase agreement to acquire 100% of the outstanding stock of Optimal Industrial Technologies Limited ("OIT") and Optimal Industrial Automation Limited ("OIA"), collectively, "Optimal". The purchase price for the outstanding shares of Optimal was approximately GBP 30.7 million (approximately $40.3 million) with the potential for additional contingent consideration of up to GBP 3.4 million (approximately $4.5 million). Optimal is located in Bristol, England, and will be integrated into the Bruker BioSpin Group within the BSI Life Science Segment. The Company accounted for the purchase of Optimal under the acquisition method.

The preliminary fair value allocation for Optimal included contingent consideration in the amount of GBP 0.3 million (approximately $0.4 million), which represented the estimated fair value of future payments to the former shareholders of Optimal based on achieving revenue targets in 2022. The Company expects to complete the fair value allocation during the measurement period. The amortization period for the intangible assets acquired is ten years for the technology, between twelve years and fourteen years for the customer relationships, and thirteen years for the trade names. The Company expects to amortize backlog through the second quarter of 2023.

The components and fair value allocation of the consideration transferred in connection with the acquisition are as follows (in millions):



Consideration Transferred:
Cash paid	$	40.3
Cash acquired		(6.2	)
Fair value of contingent consideration		0.4
Total consideration transferred	$	34.5
Allocation of Consideration Transferred:
Accounts receivable	$	1.9
Other current assets		0.8
Property, plant and equipment		0.1
Other assets		0.8
Intangible assets:
Technology		5.9
Customer relationships		12.9
Backlog		1.1
Trade name		1.2
Goodwill		18.6
Liabilities assumed		(8.8	)
Total consideration allocated	$	34.5

In the nine months ended September 30, 2022, the Company completed various other acquisitions accounted for under the acquisition method that complemented the Company’s existing product offerings. The following table reflects the consideration transferred and the respective reporting segment for the acquisitions (in millions):


Name of Acquisition	Date Acquired	Segment	Total Consideration		Cash Consideration
Prolab Instruments GmbH	January 17, 2022	BSI Life Science	$	5.7	$	5.5
PepSep Holding ApS	February 1, 2022	BSI Life Science		4.1		2.8
IonSense, Inc	April 5, 2022	BSI Life Science		9.5		8.1
			$	19.3	$	16.4

In the nine months ended September 30, 2022, the Company completed minority strategic investments that complemented the Company's existing product offerings. The following table reflects the consideration transferred and the respective reporting segment for the investments (in millions):


Name	Acquisition / Investment	Date Acquired	Segment	Total Consideration		Cash Consideration
PrognomiQ, Inc	Investment	February 16, 2022	BSI Life Science	$	12.0	$	12.0
Tofwerk, AG	Investment	April 28, 2022	BSI Life Science		18.6		18.6
Other Investments	Investment	Various	BSI Life Science		9.3		9.3
				$	39.9	$	39.9

The Company's investment in Tofwerk, AG is accounted for using the equity-method of accounting. The Company accounts for the investments under the equity method if the Company has the ability to exercise significant influence, but not control, over an investee. Investments in equity-method investees are included within "Other long-term assets" in the consolidated balance sheets. The Company's proportional share of the earnings or losses as reported by equity-method investees are classified as “Equity in income of unconsolidated investee, net of tax” in the consolidated statements of income and comprehensive income. The Company regularly evaluates these investments, which are not carried at fair value, for other-than-temporary impairment. The Company records investments, including incremental investments, of shares in equity-method investees at cost. In the event the Company no longer has the ability to exercise significant influence over an equity-method investee, the Company would discontinue accounting for the investment under the equity method.