XML 42 R28.htm IDEA: XBRL DOCUMENT v3.22.0.1
Related party transactions
12 Months Ended
Jan. 02, 2022
Related Party Transactions [Abstract]  
Related Party Transactions

(20) Related party transactions

The Company has consulting services agreements with Carlyle Investment Management, L.L.C. (“CIM”), pursuant to which the Company pays CIM an annual management fee of $3.0 million (the “Management Fee”) for advisory, consulting and other services to be provided to the Company for an initial term of ten years. The Management Fee is payable on a quarterly basis. The Company will also reimburse CIM’s reasonable out-of-pocket expenses incurred in connection with services provided pursuant to the consulting services agreement, and the Company may pay CIM additional fees associated with other future transactions or in consideration of any additional services provided to the Company under the consulting services agreement. During the fiscal years ended January 2, 2022, January 3, 2021 and December 29, 2019, the Company recorded $3.0 million, $3.0 million and $3.1 million of Management Fee expense and other out-of-pocket expenses, respectively.

The Company, as part of the normal course of business, entered into agreements to sell products and provide services to health care diagnostic companies that are portfolio companies of funds affiliated with Carlyle. During the fiscal years ended January 2, 2022, January 3, 2021 and December 29, 2019, the Company recognized revenues of $6.3 million, $3.8 million, and $3.5 million from these affiliates, respectively. As of both January 2, 2022 and January 3, 2021, Accounts receivable included amounts related to these healthcare diagnostics companies of $1.2 million.

The Company, as part of normal course of business, purchased inventories from a health care equipment company that is a portfolio company of a fund affiliated with Carlyle. During the fiscal years ended January 2, 2022 and January 3, 2021, the Company purchased inventories of $2.3 million and $2.4 million. As of January 2, 2022, Accounts payable included immaterial amounts related to this healthcare equipment company. As of January 3, 2021, there were no amounts due to this healthcare equipment company.

Portfolio companies of funds affiliated with Carlyle provide Information Technology (“IT”) services to the Company. During the fiscal years ended January 2, 2022, January 3, 2021 and December 29, 2019, the Company incurred IT service fees of $1.3 million, $1.1 million and $0.6 million respectively. As of January 2, 2022, Accounts payable included immaterial amounts related to these companies. As of January 3, 2021, Accounts payable included amounts related to these companies of $0.1 million.

Portfolio companies of funds affiliated with Carlyle provide consulting services to the Company. During the fiscal years ended January 2, 2022, January 3, 2021 and December 29, 2019, the Company incurred consulting fees of $1.4 million, $1.1 million and $0.8 million, respectively. As of January 2, 2022, Accounts payable included immaterial amounts related to these companies. As of January 3, 2021, Accounts payable included amounts related to these companies of $0.3 million.

A security services company associated with Carlyle provides services to the Company at one of its facilities. This was a new Carlyle investment in 2021. During the fiscal year ended January 2, 2022, the Company recorded expenses for these services of $1.1 million. As of January 2, 2022, Accounts payable included $0.2 million due to this company.

A pharmacy benefit management organization that is a portfolio company of a fund affiliated with Carlyle started to provide pharmacy services to the Company beginning in fiscal year 2020. During the fiscal years ended January 2, 2022 and January 3, 2021, the Company incurred fees related to pharmacy services of $6.1 million and $5.7 million, respectively. As of January 2, 2022, Accounts payable included amounts related to this pharmacy benefit management organization of $0.3 million. As of January 3, 2021, Accrued liabilities included amounts related to this pharmacy benefit organization of $0.6 million.