Acquisitions, Divestitures and Strategic Investments (Tables)

9 Months Ended

Sep. 30, 2025

Business Combination [Abstract]

Business Combination

The preliminary purchase prices were comprised of the amounts presented below:

(in millions)	Bolt Medical		SoniVie		Other
Payment for acquisition, net of cash acquired	$	475	$	362	$	593
Fair value of contingent consideration	100		98		38
Fair value of prior interest	207		55		—
	$	782	$	516	$	631

The final purchase price was comprised of the amount presented below:

(in millions)	Silk Road Medical
Payment for acquisition, net of cash acquired	$	1,126
	$	1,126

Business Combination, Recognized Asset Acquired and Liability Assumed

The final determination of the fair value of certain assets and liabilities will be completed within the measurement period in accordance with FASB ASC Topic 805.

(in millions)	Bolt Medical		SoniVie		Other
Goodwill	$	304	$	248	$	408
Amortizable intangible assets	142		—		216
Indefinite-lived intangible assets	376		344		—
Other assets acquired	28		12		91
Net deferred tax assets	—		—		11
Liabilities assumed	(22)		(23)		(55)
Net deferred tax liabilities	(46)		(65)		(41)
	$	782	$	516	$	631

The final purchase price allocation was comprised of the components presented below, with the excess of the purchase price over the fair value of net assets acquired recorded to goodwill:

(in millions)	Silk Road Medical
Goodwill	$	569
Amortizable intangible assets	507
Other assets acquired	117
Liabilities assumed	(45)
Net deferred tax liabilities	(23)
	$	1,126

Business Combination, Intangible Asset, Acquired, Finite-Lived and Indefinite-Lived

We allocated a portion of the purchase price to the specific intangible asset categories as follows:

	Amount Assigned (in millions)		Weighted Average Amortization Period (in years)	Risk-Adjusted Discount Rates used in Purchase Price Allocation
Bolt Medical:
Amortizable intangible assets:
Technology-related	$	142	12	15%
Indefinite-lived intangible assets:
In-process research and development (IPR&D)	$	376	N/A	15%
	$	518
SoniVie:
Indefinite-lived intangible assets:
IPR&D	$	344	N/A	20%
	$	344
Other:
Amortizable intangible assets:
Technology-related	$	202	12	18%
Customer relationships and other intangibles	15		12	18%
	$	216

We allocated a portion of the purchase price to the specific intangible asset categories as follows:

	Amount Assigned (in millions)		Weighted Average Amortization Period (in years)	Risk-Adjusted Discount Rates used in Purchase Price Allocation
Amortizable intangible assets:
Technology-related	$	447	12	13%
Customer relationships	61		12	13%
	$	507

Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation

Changes in the fair value of our contingent consideration liability during the first nine months of 2025 associated with current and prior period acquisitions were as follows:

(in millions)
Balance as of December 31, 2024	$	171
Amount recorded related to current year acquisitions	258
Contingent consideration net expense (benefit)	11
Contingent consideration payments	(62)
Balance as of September 30, 2025	$	378

Fair Value Measurement Inputs and Valuation Techniques

The recurring Level 3 fair value measurements of our contingent consideration liability that we expect to be required to settle include the following significant unobservable inputs:

Contingent Consideration Liability	Fair Value as of September 30, 2025	Valuation Technique	Unobservable Input	Range			Weighted Average(1)
Revenue-based Payments and Commercialization Milestones	$136 million	Discounted Cash Flow	Discount Rate	6%	-	15%	8%
			Probability of Payment	15%	-	100%	97%
			Projected Year of Payment	2026	-	2032	2028
Clinical-based, Regulatory and Other Milestones	$241 million	Discounted Cash Flow	Discount Rate	4%	-	5%	5%
			Probability of Payment	74%	-	86%	80%
			Projected Year of Payment	2026	-	2029	2028

(1) Unobservable inputs were weighted by the relative fair value of the contingent consideration liability. For projected year of payment, the amount represents the median of the inputs and is not a weighted average.

Investment

The aggregate carrying amount of our strategic investments was comprised of the following:

	As of
(in millions)	September 30, 2025		December 31, 2024
Equity method investments	$	334	$	278
Measurement alternative investments(1, 2)	310		277
	$	643	$	555

(1) Measurement alternative investments are privately-held equity securities without readily determinable fair values that are measured at cost less impairment, if any, adjusted to fair value for any observable price changes in orderly transactions for the identical or a similar investment of the same issuer, recognized in Other, net within our accompanying unaudited consolidated statements of operations.

(2) Includes publicly-held equity securities measured at fair value with changes in fair value recognized in Other, net within our accompanying unaudited consolidated statements of operations.