Acquisitions

The table below reflects the activity related to the acquisitions and dispositions of our animal hospitals and laboratories during the six months ended June 30, 2017 and 2016, respectively.



	Six Months Ended June 30,
	2017		2016
Animal Hospitals:
Acquisitions, excluding CAPNA in 2016 ⁽¹⁾	24		37
CAPNA ⁽²⁾	—		56
Acquisitions, merged	(2	)	(3	)
Sold, closed or merged	(5	)	(5	)
Net increase	17		85

Laboratories:
New facilities	1		—
Net increase	1		—

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⁽¹⁾	Includes additional independent animal hospitals that were acquired by CAPNA subsequent to its May 2016 acquisition.


⁽²⁾	On May 1, 2016, we acquired an 80% ownership interest in CAPNA.


4.	Acquisitions, continued

Animal Hospital Acquisitions, excluding CAPNA

The purchase price allocations for some of the 2017 animal hospital acquisitions included in the table below are preliminary; however, adjustments, if any, are not expected to be material. The measurement periods for purchase price allocations do not exceed 12 months from the acquisition date. The following table summarizes the aggregate consideration and the allocation of the purchase price for our independent animal hospitals acquired during the six months ended June 30, 2017 and 2016, respectively (in thousands):



	Six Months Ended June 30,
	2017			2016
Consideration:
Cash	$	123,889		$	188,329
Cash acquired	(37		)	(970		)
Cash, net of cash acquired	$	123,852		$	187,359
Assumed debt	9,697			2,601
Holdbacks	2,255			4,148
Earn-outs	596			4,002
Fair value of total consideration transferred	$	136,400		$	198,110

Allocation of the Purchase Price:
Tangible assets	$	11,086		$	21,521
Identifiable intangible assets ⁽¹⁾	16,560			24,325
Goodwill ⁽²⁾	109,090			153,012
Other liabilities assumed	(336		)	(437		)
Fair value of assets acquired and liabilities assumed	$	136,400		$	198,421
Noncontrolling interest	—			(311		)
Total	$	136,400		$	198,110

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⁽¹⁾	Identifiable intangible assets include customer relationships, trademarks and covenants-not-to-compete. The weighted-average amortization period for the total identifiable intangible assets is approximately five years. The weighted-average amortization period for customer relationships, trademarks and covenants-not-to-compete is approximately five, seven and five years, respectively.


⁽²⁾	We expect that $99.8 million and $146.9 million of the goodwill recorded for these acquisitions, as of June 30, 2017 and 2016, respectively, will be fully deductible for income tax purposes.


4.	Acquisitions, continued

2016 CAPNA Acquisition

On May 1, 2016, we acquired an 80% ownership interest in CAPNA for a purchase price of $350.4 million. CAPNA, founded in 2010, is located in Las Vegas, Nevada, and at the time of its acquisition, operated a network of 56 free standing animal hospitals in 18 states.

The following table summarizes the purchase price and the final allocation of the purchase price (in thousands):



Consideration:
Cash	$	352,829
Cash acquired	(3,405		)
Cash, net of cash acquired	$	349,424
Holdbacks	1,000
Fair value of total consideration transferred	$	350,424

Allocation of the Purchase Price:
Tangible assets	$	36,381
Identifiable intangible assets ⁽¹⁾	102,300
Goodwill ⁽²⁾	325,517
Other liabilities assumed	(27,774		)
Fair value of assets acquired and liabilities assumed	$	436,424
Noncontrolling interest	(86,000		)
Total	$	350,424

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⁽¹⁾	Identifiable intangible assets primarily include customer relationships, trademarks and covenants-not-to-compete. The weighted-average amortization period for the total identifiable intangible assets is approximately seven years. The amortization periods for customer relationships, trademarks and covenants is seven years, five years and five years, respectively.


⁽²⁾	As of June 30, 2017, we expect that $262.2 million of goodwill recorded for this acquisition will be deductible for income tax purposes.