Acquisitions

Fiscal 2019

Omnia: On February 1, 2019, we purchased all of the issued and outstanding stock of Omnia S.p.A. (“Omnia”), an Italian-based market leader in dental surgical consumables solutions, for total consideration (net of cash acquired), excluding acquisition-related costs, of $19,808, consisting of $16,597 of cash and $3,211 of stock consideration, plus additional earn-outs ranging from zero to a maximum of $5,800, which is payable upon the achievement of certain performance-based financial targets. Omnia’s business consists of a wide-ranging portfolio of sutures, irrigation tubing and customized dental surgical procedure kits, with a focus on procedure room set-up and cross-contamination prevention, and is included in our Dental segment.

CES business: On August 1, 2018, we acquired certain net assets of Stericycle Inc. related to its controlled environmental solutions business (“CES business”) for total cash consideration, excluding acquisition-related costs, of $17,047. The CES business is a leading provider of testing and certification, environmental monitoring and decontamination services for clean rooms and other controlled environments to ensure safety, regulatory compliance and quality control, and is included in our Life Sciences segment.

Fiscal 2018

Aexis: On March 21, 2018, we purchased all of the issued and outstanding stock of Aexis Medical BVBA (“Aexis”) for total consideration, excluding acquisition-related costs, of $21,600, consisting of $20,308 of cash consideration (net of cash acquired), plus contingent consideration ranging from zero to a maximum of $1,850, which is payable upon the achievement of certain purchase order targets through March 21, 2020. Aexis specializes in advanced software solutions focused on the tracking and monitoring of instrument reprocessing for hospitals and healthcare professionals, and is included in our Medical segment.

BHT Group: On August 23, 2017, we purchased all of the issued and outstanding stock of BHT Hygienetechnik Holding GmbH (“BHT Group”), a leader in the German market in automated endoscope reprocessing and related equipment and services for total consideration (net of cash acquired), excluding acquisition related costs, of $60,216. BHT Group consists of a portfolio of high-quality automatic endoscope reprocessors, advanced endoscope storage and drying cabinets (products globally distributed by our Company prior to the acquisition under an agreement with BHT Group), washer-disinfectors for central sterile applications, associated technical service and parts as well as flexible endoscope repair services. BHT Group is included in our Medical segment.

The following table presents our purchase price allocations of our material acquisitions:



	2019					2018
Purchase Price Allocation	Omnia			CES Business⁽¹⁾		Aexis			BHT Group
	(Preliminary)			(Preliminary)		(Final)			(Final)
Purchase Price:
Cash paid	$	16,597		$	17,047	$	20,308		$	60,216
Fair value of contingent consideration	—			—		1,292			—
Common stock issued	3,211			—		—			—
Total	$	19,808		$	17,047	$	21,600		$	60,216

Allocation:
Property and equipment	1,285			539		130			835
Amortizable intangible assets:
Customer relationships	9,259			8,100		1,800			12,500
Technology	1,600			—		4,600			6,200
Brand names	1,600			—		—			—
Goodwill	9,101			6,137		17,092			40,934
Deferred income taxes	—			—		(1,639		)	(5,881		)
Other working capital	2,170			2,271		909			5,628
Contingent consideration	—			—		(1,292		)	—
Long-term debt	(5,207		)	—		—			—
Total	$	19,808		$	17,047	$	21,600		$	60,216

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(1)	The excess purchase price over net assets acquired was assigned to goodwill, all of which is deductible for income tax purposes.

Unaudited Pro Forma Summary of Operations

The acquisitions above, both individually and in the aggregate, were not material to our consolidated results of operations or financial position and, therefore, pro forma financial information is not presented.