Acquisitions (Tables)

9 Months Ended

Sep. 30, 2015

Business Acquisition Summary Of Acquired Properties

The table below reflects the activity related to the acquisitions and dispositions of our animal hospitals and laboratories during the nine months ended September 30, 2015 and 2014, respectively:



	Nine Months Ended September 30,
	2015		2014
Animal Hospitals:
Acquisitions	42		23
Acquisitions, merged	(4	)	(4	)
Sold, closed or merged	(7	)	(6	)
Net increase	31		13

Laboratories:
Acquisitions	1		—
Acquisitions, merged	(1	)	—
New facilities	—		3
Net increase	—		3

Animal Hospitals And Laboratory Acquisitions [Member]

Business Acquisition [Line Items]

Schedule of Recognized Identified Assets Acquired and Liabilities Assumed

The following table summarizes the aggregate consideration for our independent animal hospitals and the Abaxis Veterinary Reference Laboratory ("AVRL") acquired during the nine months ended September 30, 2015 and 2014, respectively, (in thousands):



	Nine Months Ended September 30,
	2015			2014
Consideration:
Cash, net of cash acquired	$	119,036		$	46,948
Assumed debt	12,402			4,160
Holdbacks	4,497			1,400
Earn-outs	476			721
Fair value of total consideration transferred	$	136,411		$	53,229

Allocation of the Purchase Price:
Tangible assets	$	10,060		$	2,317
Identifiable intangible assets ⁽¹⁾	34,130			8,176
Goodwill ⁽²⁾	93,645			46,502
Other liabilities assumed	(1,424		)	(47		)
Fair value of assets acquired and liabilities assumed	$	136,411		$	56,948
Noncontrolling interest	—			(1,705		)
Fair value of pre-existing investment	—			(2,014		)
Total	$	136,411		$	53,229

____________________________


⁽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 twelve years. The weighted-average amortization period for customer relationships, trademarks and covenants is approximately thirteen years, nine years and five years, respectively.


⁽²⁾	We expect that $73.8 million and $36.6 million of the goodwill recorded for these acquisitions, as of September 30, 2015 and 2014, respectively, will be fully deductible for income tax purposes.

D.O.G. Enterprises, LLC [Member]

Business Acquisition [Line Items]

Schedule of Recognized Identified Assets Acquired and Liabilities Assumed

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



Consideration:
Cash, net of cash acquired	$	15,174
Assumed debt	323
Holdbacks	1,500
Earn-outs	760
Fair value of total consideration transferred	$	17,757

Allocation of the Purchase Price:
Tangible assets	$	637
Identifiable intangible assets ⁽¹⁾	13,420
Goodwill ⁽²⁾	4,219
Other liabilities assumed	(519		)
Total	$	17,757

____________________________

⁽¹⁾

Identifiable intangible assets primarily include franchise rights, trademarks, covenants-not-to-compete and existing technology. The weighted-average amortization period for the total identifiable intangible assets is approximately ten years. The weighted-average amortization periods for the franchise rights, covenants and existing technology is approximately ten years, three years and four years, respectively. The trademarks have an indefinite life and will be assessed annually for impairment.


⁽²⁾	As of September 30, 2015, we expect that the full amount of goodwill recorded for this acquisition will be deductible for income tax purposes.