On May 18, 2020, we acquired the multiplatform medical device integration and connectivity software programs, products, and solutions of Connecta Soft, S.A. de C.V. (“Connecta”), a clinical communications software company based in Mexico, for total aggregate consideration of $7.7 million, comprised of $7.5 million cash and $0.2 million of contingent consideration measured at fair value as of the acquisition date. Contingent consideration is payable up to $4.0 million based upon the achievement of certain commercial milestones over the next 3.5 years. The purchase price is subject to certain post-closing adjustments.

The results of Connecta are included in the Front Line Care segment since the date of acquisition. The impact to reported revenue and net income for the three and nine months ended June 30, 2020 was not significant.

The following table summarizes the preliminary estimate of the fair value of assets acquired at the date of the Connecta acquisition. The fair value of assets acquired is still considered to be preliminary, however we do not expect further adjustments to be significant.

Goodwill in connection with the Connecta acquisition of $4.8 million was recognized at the acquisition date related to the excess of the purchase price over the estimated fair value of the assets acquired, reflecting the value associated with advancing connected care in Mexico as well as creating lower cost opportunities to expand to other emerging markets. The goodwill was allocated entirely to our Front Line Care segment and is deductible for tax purposes in the United States.

For the three and nine months ended June 30, 2020, we recognized $0.3 million of acquisition and integration costs associated with this transaction in Selling and administrative expenses.

On January 10, 2020, we acquired all of the outstanding equity interest of Excel Medical Electronics (“Excel Medical”), a clinical communications software company located in the United States, for total aggregate consideration of $19.2 million, comprised of $13.1 million cash and $6.1 million of contingent consideration measured at fair value as of the acquisition date. The purchase price is subject to certain post-closing adjustments. Contingent consideration is comprised of $1.6 million, which was withheld at the close of the transaction and is payable upon completion of a supply contract modification, and estimated consideration measured at a fair value of $4.5 million, which is payable of up to $15.0 million based upon the achievement of certain commercial milestones over the next two years.

The results of Excel Medical are included in the Patient Support Systems segment since the date of acquisition. The impact to reported revenue and net income for the three and nine months ended June 30, 2020 was not significant.

The following table summarizes the preliminary estimate of the fair value of assets acquired and liabilities assumed at the date of the Excel Medical acquisition. The fair values of assets acquired and liabilities assumed are still considered to be preliminary, however we do not expect further adjustments to be significant.


	Amount
Trade accounts receivable	$	0.6
Inventories	0.9
Other current assets	0.1
Property, plant and equipment	0.1
Goodwill	9.8
Developed technology	10.9

Deferred revenue	(2.7)
Other current liabilities	(0.5)
Total purchase price, net of cash acquired	$	19.2

Goodwill in connection with the Excel Medical acquisition of $9.8 million was recognized at the acquisition date related to the excess of the purchase price over the estimated fair value of the assets acquired and the liabilities assumed, reflecting the value associated with enhancing synergies, accelerating our leadership in care communications platform, and advancing our digital and mobile communications platform and capabilities. The goodwill was allocated entirely to our Patient Support Systems segment and is deductible for tax purposes in the United States.

For the three and nine months ended June 30, 2020, we recognized $0.6 million and $1.4 million of acquisition and integration costs, including $0.5 million and $0.7 million related to contingent consideration, associated with this transaction in Selling and administrative expenses.

On September 3, 2019, we acquired all of the outstanding equity interests of Breathe Technologies, Inc. (“Breathe”), a developer and manufacturer of a patented wearable, non-invasive ventilation technology that supports improved patient mobility, for total aggregate cash consideration of $127.6 million.

The following table summarizes the preliminary estimate of the fair value of assets acquired and liabilities assumed at the date of the Breathe acquisition. The fair value of assets acquired and liabilities assumed are still considered to be preliminary, however we do not expect further adjustments to be significant.


	Amount
Trade accounts receivable	$	0.3
Inventories	6.3
Other current assets	0.1
Property, plant and equipment	2.1
Goodwill	60.2
Trade name	4.0
Customer relationships	0.4
Developed technology	56.0
Other assets	0.2
Trade accounts payable	(0.5)
Other current liabilities	(1.6)
Deferred income taxes	0.9
Other long-term liabilities	(0.8)
Total purchase price, net of cash acquired	$	127.6

Goodwill in connection with the Breathe acquisition of $60.2 million was recognized at the acquisition date related to the excess of the purchase price over the estimated fair value of the assets acquired and the liabilities assumed, reflecting the value associated with enhancing synergies and accelerating our leadership in respiratory health products. The goodwill was allocated entirely to our Front Line Care segment and is not deductible for tax purposes in the United States.

The estimated useful lives of the acquired intangible assets are 2 years for trade name, 8 years for customer relationships and 11 years for developed technology.

For the three and nine months ended June 30, 2020, we recognized $0.5 million and $2.0 million of acquisition and integration costs in Selling and administrative expenses and $0.4 million and $2.7 million in Special charges related to this acquisition.

On April 1, 2019, we acquired all of the outstanding equity interests of Voalte, Inc. (“Voalte”), a clinical communications software company located in the United States, for total aggregate consideration of $181.0 million, comprised of $175.8 million cash and $5.2 million of contingent consideration measured at fair value as of the acquisition date. Contingent consideration was payable up to $15.0 million based upon achievement of certain commercial milestones by March 31, 2020. In the first quarter of fiscal 2020, we reduced the contingent consideration accrual by $8.4 million as the commercial milestones were not expected to be achieved, which was recorded as a component of Selling and administrative expenses. No contingent consideration was paid as the milestones were not achieved.


	Amount
Trade accounts receivable	$	5.8
Inventories	0.1
Other current assets	2.7
Property, plant and equipment	0.2
Goodwill	98.5
Non-competition agreements	2.7
Trade name	13.5
Customer relationships	29.0
Developed technology	55.0
Trade accounts payable	(1.7)
Deferred revenue	(10.7)
Other current liabilities	(4.3)
Deferred income taxes	(9.8)
Total purchase price, net of cash acquired	$	181.0

Goodwill in connection with the Voalte acquisition of $98.5 million was recognized at the acquisition date related to the excess of the purchase price over the estimated fair value of the assets acquired and the liabilities assumed, reflecting the value associated with enhancing synergies, accelerating our leadership in care communications platform and advancing our digital and mobile communications platform and capabilities. The goodwill was allocated entirely to our Patient Support Systems segment and is not deductible for tax purposes in the United States.

The estimated useful lives of the acquired intangible assets are 5 years for non-competition agreements and between 8 and 10 years for trade name, customer relationships and developed technology.

On July 21, 2020, we closed on the acquisition of Videomed S.r.l. (“Videomed”), a developer of integrated video solutions in operating rooms, for cash consideration of $9.4 million, subject to certain post-closing adjustments. Additionally, contingent consideration is payable up to $3.7 million based upon the achievement of certain commercial milestones. The results of Videomed will be included in the Surgical Solutions segment from the date of acquisition. It is not practical to disclose the preliminary purchase price allocation for this transaction given the short period of time between the acquisition date and the filing of this report.

On October 1, 2018, we acquired the right to use patented technology and certain related assets from a supplier to our Front Line Care segment. We paid $17.1 million of cash and committed to guaranteed minimum future royalty payments of $22.0 million, which are presented in Other intangible assets and software, net and are being amortized over the 7-year term of the agreement.

On August 2, 2019, we completed a disposition to sell certain of our surgical consumable products and related assets for a purchase price of $166.6 million, which is net of cash and working capital adjustments. In fiscal 2019, we recorded pre-tax loss on this disposition of $15.9 million, including transaction costs of $4.0 million, in Investment income (expense) and other, net. During the three and nine months ended June 30, 2020, we recorded additional losses of $3.9 million and $4.2 million related to this transaction primarily due to income taxes. See Note 11. Income Taxes for further information. This disposition did not have a significant effect on our operations or financial results, and, therefore, has not been reported as a discontinued operation.