Goodwill and Other Intangible Assets

3 Months Ended

Mar. 31, 2012

Goodwill and Intangible Assets Disclosure [Abstract]

Goodwill

The following table presents the changes in the carrying amount of our goodwill for the three months ended March 31, 2012 (in thousands):


3.	Goodwill and Other Intangible Assets, continued



	Animal Hospital			Laboratory		All Other		Total
Balance as of December 31, 2011	$	1,035,401		$	96,810	$	105,396	$	1,237,607
Goodwill acquired	92,264			8		10,075		102,347
Other ⁽¹⁾	(1,565		)	13		167		(1,385		)
Balance as of March 31, 2012⁽²⁾	$	1,126,100		$	96,831	$	115,638	$	1,338,569

____________________________


⁽¹⁾	Other includes acquisition-price adjustments, which consist primarily of an adjustment related to capital leases, buy- outs and foreign currency translation adjustments.


⁽²⁾	Net of accumulated impairment losses of $21.3 million, all related to our medical technology business included in "All Other" in the above table.

We had no impairment losses during the three months ended March 31, 2012.

Other Intangible Assets

Our amortizable intangible assets at March 31, 2012 and December 31, 2011 are as follows (in thousands):



	As of March 31, 2012							As of December 31, 2011
	Gross Carrying Amount		Accumulated Amortization			Net Carrying Amount		Gross Carrying Amount		Accumulated Amortization			Net Carrying Amount
Noncontractual customer relationships	$	100,723	$	(24,444	)	$	76,279	$	82,891	$	(21,147	)	$	61,744
Covenants not-to-compete	13,350		(7,191		)	6,159		13,035		(8,067		)	4,968
Favorable lease asset	5,571		(1,823		)	3,748		5,571		(3,210		)	2,361
Trademarks	8,162		(1,954		)	6,208		7,405		(1,686		)	5,719
Contracts	4,061		(296		)	3,765		3,500		(185		)	3,315
Technology	18,957		(2,872		)	16,085		16,589		(2,342		)	14,247
Client lists	84		(43		)	41		84		(35		)	49
Total	$	150,908	$	(38,623	)	$	112,285	$	129,075	$	(36,672	)	$	92,403

The following table summarizes our aggregate amortization expense related to other intangible assets (in thousands):



	Three Months Ended March 31,
	2012		2011
Aggregate amortization expense	$	4,876	$	2,655

The estimated amortization expense related to intangible assets for the remainder of 2012 and each of the succeeding years thereafter as of March 31, 2012 is as follows (in thousands):


3.	Goodwill and Other Intangible Assets, continued



Remainder of 2012	$	16,198
2013	19,348
2014	17,022
2015	15,157
2016	11,933
Thereafter	32,627
Total	$	112,285

- Definition

The entire disclosure for the aggregate amount of goodwill and a description of intangible assets, which may include (a) for amortizable intangible assets (also referred to as finite-lived intangible assets), the carrying amount, the amount of any significant residual value, and the weighted-average amortization period, (b) for intangible assets not subject to amortization (also referred to as indefinite-lived intangible assets), the carrying amount, and (c) the amount of research and development assets acquired and written off in the period, including the line item in the income statement in which the amounts written off are aggregated, if not readily apparent from the income statement. Also discloses (a) for amortizable intangibles assets in total and by major class, the gross carrying amount and accumulated amortization, the total amortization expense for the period, and the estimated aggregate amortization expense for each of the five succeeding fiscal years, (b) for intangible assets not subject to amortization the carrying amount in total and by major class, and (c) for goodwill, in total and for each reportable segment, the changes in the carrying amount of goodwill during the period (including the aggregate amount of goodwill acquired, the aggregate amount of impairment losses recognized, and the amount of goodwill included in the gain (loss) on disposal of a reporting unit). If any part of goodwill has not been allocated to a reportable segment, discloses the unallocated amount and the reasons for not allocating. For each impairment loss recognized related to an intangible asset (excluding goodwill), discloses: (a) a description of the impaired intangible asset and the facts and circumstances leading to the impairment, (b) the amount of the impairment loss and the method for determining fair value, (c) the caption in the income statement or the statement of activities in which the impairment loss is aggregated, and (d) the segment in which the impaired intangible asset is reported. For each goodwill impairment loss recognized, discloses: (a) a description of the facts and circumstances leading to the impairment, (b) the amount of the impairment loss and the method of determining the fair value of the associated reporting unit, and (c) if a recognized impairment loss is an estimate not finalized and the reasons why the estimate is not final. May also disclose the nature and amount of any significant adjustments made to a previous estimate of an impairment loss.

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