Acquisitions (Tables)

12 Months Ended

Dec. 31, 2023

2023 Acquisitions

Acquisitions

Schedule of Components and Fair Value Allocation of the Consideration Transferred in Connection with Acquisitions

The following table reflects the consideration transferred and the respective reportable segment for certain of the 2023 acquisitions (in millions):

	Biognosys, AG			Zontal Inc.			Miro Analytical AG
Segment	BSI CALID			BSI BioSpin			BSI CALID
Consideration Transferred:
Cash paid	$	73.6		$	14.8		$	8.6
Cash acquired		(9.5	)		(0.3	)		(0.5	)
Holdback		0.2			—			1.0
Fair value of hybrid financial instruments - founders		—			18.5			9.3
Fair value of redeemable noncontrolling interest - other shareholders		2.5			—			0.5
Fair value of contingent consideration		—			0.5			—
Total consideration transferred	$	66.8		$	33.5		$	18.9
Allocation of Consideration Transferred:
Accounts receivable	$	3.6		$	0.7		$	—
Inventories		0.4			—			0.8
Other current assets		0.9			0.3			—
Property, plant and equipment		8.0			—			0.1
Other assets		4.3			2.5			—
Intangible assets:
Technology		10.2			5.8			8.9
Customer relationships		13.8			4.0			0.3
Backlog		0.8			0.2			—
Trade name		2.7			1.1			0.2
Goodwill		47.5			25.9			11.1
Liabilities assumed (a)		(25.4	)		(7.0	)		(2.5	)
Total consideration allocated	$	66.8		$	33.5		$	18.9

(a) This amount includes an assumed liability for vested employee awards of $6.3 million on the acquisition date which was settled in the post-closing period ended March 31, 2023, for Biognosys, AG.

PhenomeX, Inc.

Acquisitions

Schedule of Components and Fair Value Allocation of the Consideration Transferred in Connection with Acquisitions

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

	PhenomeX Inc.
Segment	BSI NANO
Consideration Transferred:
Cash paid	$	121.2
Cash acquired		(11.8	)
Total consideration transferred	$	109.4
Allocation of Consideration Transferred:
Accounts receivable	$	5.6
Inventories		42.1
Other current assets		7.6
Property, plant and equipment		33.5
Deferred tax assets		182.7
Other assets		24.3
Intangible assets:
Technology		24.0
Customer relationships		8.0
Liabilities assumed		(74.3	)
Total consideration allocated	$	253.5
Bargain purchase gain	$	144.1

Schedule of Historical Financial Statements

On March 21, 2023, pursuant to a merger agreement (“IsoPlexis Merger”), Berkeley Lights, Inc. (“BLI”) acquired and merged with IsoPlexis Corporation (“IsoPlexis”) with IsoPlexis surviving the merger as a wholly owned subsidiary of BLI. The newly merged company was renamed PhenomeX Inc. Historical financial statements of PhenomeX for periods prior to the IsoPlexis Merger are the historical financial statements of BLI. As a result, it would not be meaningful and would be impracticable to present comparative pro forma financial information as though the acquisition of PhenomeX had occurred as of the beginning of the comparable prior annual reporting period as if the business combination with PhenomeX had been completed on January 1, 2022.

	Year Ended December 31, 2023
	Before Adjustments		Pro forma Adjustments			After Adjustments
Revenue	$	3,005.9	$	—		$	3,005.9
Net income (loss)	$	285.0	$	(2.9	)	$	282.1

Schedule of Consideration Transferred and the Respective Reporting Segment for Each Acquisition

In the year ended December 31, 2023, the Company completed various other acquisitions that complemented the Company's existing product offerings and are accounted for under the acquisition method. The following table reflects the consideration transferred and the respective reportable segment for these acquisitions (in millions):

Name of Acquisition	Date Acquired	Segment	Total Consideration		Cash Consideration
Acquifer Imaging GmbH and Deltabyte GmbH	January 4, 2023	BSI NANO	$	7.6	$	7.6
Pinpoint Testing LLC	March 28, 2023	BSI CALID		8.6		3.6
Fasmatech Science SA	March 3, 2023	BSI CALID		10.3		8.4
Interherence GmbH	July 3, 2023	BSI CALID		17.3		3.9
Other majority owned acquisitions	Various	Various		0.9		0.9
			$	44.7	$	24.4

Minority and Equity-method investments

In the year ended December 31, 2023, the Company also made several minority investments. For these investments accounted for under the alternative measurement, these values also represent the carrying value at December 31, 2023. No impairments have been recognized on these investments. The following table reflects the consideration transferred and the respective reporting segment for the investments (in millions):

Name	Acquisition / Investment	Financial Statement Classification	Date Acquired	Segment	Total Consideration		Cash Consideration
Tome Biosciences	Investment	Other long-term assets	July 26, 2023	Corporate	$	10.0	$	10.0
Other Investments	Investment	Other long-term assets	Various	Various		14.8		14.8
					$	24.8	$	24.8

2022 Acquisitions

Acquisitions

Schedule of Components and Fair Value Allocation of the Consideration Transferred in Connection with Acquisitions

The following table reflects the consideration transferred and the respective reportable segment for each of the 2022 acquisitions (in millions):

	PreOmics GmbH			Optimal Industrial Automation and Technologies			Inscopix, Inc.
Segment	BSI CALID			BSI BioSpin			BSI Nano
Consideration Transferred:
Cash paid	$	52.1		$	40.3		$	101.5
Cash acquired		(16.0	)		(6.2	)		(12.1	)
Fair value of hybrid financial instruments - founders		20.9			—			—
Fair value of redeemable noncontrolling interest - other shareholders		6.8			—			—
Fair value of contingent consideration		—			0.4			—
Working capital adjustment		—			—			0.6
Total consideration transferred	$	63.8		$	34.5		$	90.0
Allocation of Consideration Transferred:
Accounts receivable	$	0.4		$	1.9		$	3.2
Inventories		0.6			—			2.5
Other current assets		0.7			0.8			0.9
Property, plant and equipment		1.3			0.1			0.5
Other assets		0.4			0.8			4.7
Intangible assets:
Technology		12.5			5.9			26.6
Customer relationships		6.9			12.9			20.8
Backlog		—			1.1			—
Trade name		1.9			1.2			3.2
Goodwill		47.0			18.6			52.2
Liabilities assumed		(7.9	)		(8.8	)		(24.6	)
Total consideration allocated	$	63.8		$	34.5		$	90.0

Schedule of Consideration Transferred and the Respective Reporting Segment for Each Acquisition

The following table reflects the consideration transferred and the respective reportable segment for these acquisitions (in millions):

Name of Acquisition	Date Acquired	Segment	Total Consideration		Cash Consideration
Prolab Instruments GmbH	January 17, 2022	BSI CALID	$	5.7	$	5.5
PepSep Holding ApS	February 1, 2022	BSI CALID		4.1		2.8
IonSense, Inc	April 5, 2022	BSI CALID		9.5		8.1
Neurescence, Inc.	November 30, 2022	BSI Nano		7.5		7.1
			$	26.8	$	23.5

In addition to the acquisitions noted above, in 2022 the Company also made several minority investments. The following table reflects the consideration transferred and the respective reportable segment for the acquisitions (in millions):

Name	Acquisition / Investment	Financial Statement Classification	Date Acquired	Segment	Total Consideration		Cash Consideration
PrognomiQ, Inc	Investment	Other long-term assets	February 16, 2022	BSI CALID	$	12.0	$	12.0
Tofwerk, AG	Investment	Other long-term assets	April 28, 2022	BSI CALID		18.6		18.6
Kiyatec, Inc	Investment	Other long-term assets	November 23, 2022	BSI CALID		9.3		9.3
Other Investments	Investment	Other long-term assets	Various	BSI CALID		20.3		20.3
					$	60.2	$	60.2