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Business Acquisitions, Goodwill and Acquired Intangible Assets (Tables)

12 Months Ended

Dec. 29, 2019

The following table presents proforma net sales, net income and earnings per share data assuming e2v was acquired at the beginning of the 2017 fiscal year:


	Fiscal Year (a)
(Unaudited - in millions, except per share amounts)	2017
Net sales	$	2,696.8
Net income	$	209.8
Basic earnings per common share	$	5.96
Diluted earnings per common share	$	5.78
(a) The above unaudited proforma information is presented for the e2v acquisition as it is considered a material acquisition.

Purchase Price Goodwill Acquired, and Intangible Assets Acquired for the Acquisitions

The following tables show the purchase price (net of cash acquired), provisional goodwill acquired and provisional intangible assets acquired for the acquisitions made in 2019 (in millions):


	2019
Acquisitions	Acquisition Date	Cash Paid (a)		Goodwill Acquired		Acquired Intangible Assets
Scientific imaging businesses	February 5, 2019	$	224.8	$	149.9	$	52.4
Gas and flame detection businesses	August 1, 2019	233.5		147.7		69.0
Micralyne Inc.	August 30, 2019	25.7		7.3		0.9
Total		$	484.0	$	304.9	$	122.3
(a) Net of cash acquired and any purchase price adjustments.

The majority of the goodwill resulting from the acquisition of the scientific imaging businesses will be deductible for tax purposes. Goodwill resulting from the acquisition of the gas and flame detection businesses and Micralyne will not be deductible for tax purposes.

Estimated Fair Values of the Assets Acquired and Liabilities Assumed


Provisional fair values allocated to the assets acquired and liabilities assumed (in millions):	2019
Current assets, excluding cash acquired	$	83.0
Property, plant and equipment	30.7
Goodwill	304.9
Acquired intangible assets	122.3
Other long-term assets	7.1
Total assets acquired	548.0
Current liabilities	(33.4)
Long-term liabilities	(30.6)
Total liabilities assumed	(64.0)

Cash paid, net of cash acquired	$	484.0

Acquired Intangible Assets

The following table is a summary at the acquisition date of the acquired intangible assets and weighted average useful life in years for the acquisitions made in 2019 (dollars in millions; amounts considered provisional as discussed above):


	2019
Intangibles subject to amortization:	Intangible Assets		Weighted average useful life in years
Proprietary technology	$	81.8	9.8
Customer list/relationships	27.9		11.9
Backlog	0.7		1.5

Total intangibles subject to amortization	110.4		10.3

Intangibles not subject to amortization:
Trademarks	11.9		n/a


Total acquired intangible assets	$	122.3	n/a

Goodwill	$	304.9	n/a

Summary of Changes in the Carrying Value of Goodwill


Goodwill (in millions):	Instrumentation		Digital Imaging		Aerospace and Defense Electronics		Engineered Systems		Total












Balance at December 31, 2017	$	756.4	$	815.6	$	182.0	$	22.7	$	1,776.7
Current year acquisitions	1.8		—		—		—		1.8
Foreign currency changes and other (a)	(3.5)		(5.9)		(33.5)		(0.4)		(43.3)
Balance at December 30, 2018	754.7		809.7		148.5		22.3		1,735.2
Current year acquisitions	147.7		157.2		—		—		304.9
Foreign currency changes and other (a)	3.5		(4.2)		15.8		(4.7)		10.4
Balance at December 29, 2019	$	905.9	$	962.7	$	164.3	$	17.6	$	2,050.5

(a) Certain prior period balances have been recast due to a business realignment affecting the Aerospace and Defense Electronics segment the Digital Imaging segment and the Engineered Systems segment in 2019 and the Aerospace and Defense Electronics segment and the Digital Imaging segment Systems segment in 2018. Please refer to Note 12 Business Segments of the Notes to Consolidated Financial Statements included in this Form 10-K for further information.

Summary of Carrying Value of Other Acquired Intangible Assets


	2019										2018
	Gross carrying amount		Accumulated amortization		Net carrying amount		Gross carrying amount		Accumulated amortization		Net carrying amount
Acquired intangible assets (in millions):
Proprietary technology	$	397.5	$	207.6	$	189.9	$	313.7	$	179.8	$	133.9
Customer list/relationships	177.6		101.4		76.2		148.8		90.9		57.9
Patents	0.7		0.6		0.1		0.7		0.6		0.1
Non-compete agreements	0.9		0.9		—		0.9		0.9		—
Trademarks	4.1		3.3		0.8		3.9		3.0		0.9
Backlog	16.4		16.1		0.3		15.6		15.6		—
Acquired intangible assets subject to amortization	597.2		329.9		267.3		483.6		290.8		192.8
Acquired intangible assets not subject to amortization:
Trademarks	163.5		—		163.5		151.5		—		151.5
Total acquired intangible assets	$	760.7	$	329.9	$	430.8	$	635.1	$	290.8	$	344.3

Estimated Remaining Useful Lives by Asset Category

The estimated remaining useful lives by asset category as of December 29, 2019, are as follows:


Acquired intangibles subject to amortization						Weighted average remaining useful life in years
Proprietary technology						6.7
Customer list/relationships						7.0
Patents						2.9
Backlog						1.0
Trademarks						3.3
Total acquired intangibles subject to amortization						6.7