ACQUISITIONS AND DISPOSITIONS

3 Months Ended

Mar. 31, 2020

ACQUISITIONS AND DISPOSITIONS

ACQUISITIONS AND DISPOSITIONS

3. ACQUISITIONS AND DISPOSITIONS

Acquisitions

The Company makes business acquisitions that align with its strategic business objectives. The assets and liabilities of the acquired businesses are recorded as of the acquisition date, at their respective fair values, and are included in the Consolidated Balance Sheet. The purchase price allocation is based on estimates of the fair value of assets acquired and liabilities assumed. The aggregate purchase price of acquisitions are reduced for any cash or cash equivalents acquired.

During the first quarter of 2020, the Company reached an agreement to purchase CID Lines, a leading global provider of livestock biosecurity and hygiene solutions. The acquisition is expected to close in the second quarter of 2020 and is subject to various regulatory clearances. The Company did not close on any other business acquisitions during the first quarter of 2020.

During the first quarter of 2019, the Company acquired Bioquell, a life sciences business which sells bio-decontamination products and services to the Life Sciences and Healthcare industries. During the first quarter of 2020, Bioquell was moved into the Global Healthcare and Life Sciences reportable segment as a result of changes to the Company’s reporting structure. During 2018, the Company deposited $179.3 million (£140.5 million) in an escrow account that was released to the Company upon closing of the transaction in February 2019.

Also, during the first quarter of 2019, the Company acquired Lobster Ink, a leading provider of end-to-end online customer training solutions. This acquired business became part of the Global Institutional reportable segment. The purchase price included an earn-out based on the achievement of certain revenue thresholds in any of the three years following the acquisition. The acquisition date fair value of the earn-out was reflected in the overall purchase consideration exchanged for Lobster Ink and recorded as contingent consideration liability as part of the Company’s purchase accounting. The earn-out has not yet been paid or settled and the contingent consideration liability is recorded within other liabilities as of March 31, 2020 at its current fair value.

Acquisitions during the first quarter of 2019 were not significant to the Company’s consolidated financial statements; therefore, pro forma financial information is not presented.

These acquisitions have been accounted for using the acquisition method of accounting. The purchase accounting for both Bioquell and Lobster Ink were finalized in the first quarter of 2020 with insignificant purchase price adjustments recognized in the first quarter of 2020.

The components of the cash paid for acquisitions for transactions during the first quarter of 2020 and 2019 are shown in the following table.

	First Quarter Ended
	March 31
(millions)	2020		2019
Net tangible assets (liabilities) acquired and equity method investments		$-		$(14.6)
Identifiable intangible assets
Customer relationships		-		70.4
Trademarks		-		20.4
Other technology		-		45.8
Total intangible assets		-		136.6
Goodwill		-		180.3
Total aggregate purchase price		-		302.3
Acquisition-related liabilities and contingent considerations		-		(20.5)
Net cash paid for acquisitions, including acquisition-related
liabilities and contingent considerations		$-		$281.8

During the first quarter of 2020, the Company made $2.5 million of acquisition-related payments associated with prior transactions that primarily consist of the payment of holdback liabilities and contingent consideration.

The weighted average useful life of identifiable intangible assets acquired in the first quarter of 2019 was 12 years.

Dispositions

There were no significant business dispositions during the first quarter of 2020 or 2019.