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HENRY SCHEIN, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)
(In thousands, except share and per share data)
76
Note 7 – Business Acquisitions, Discontinued Operations, Divestitures and Other Transactions –
(Continued)
On December 23, 2008, we acquired DNA Anthos Impianti (DNA), Medka and Noviko. DNA is a
distributor of the Anthos brand of dental equipment in Italy. DNA also sells dental consumable
merchandise and provides technical services. Medka, headquartered in Berlin, is a full-service provider of
medical consumables, equipment and technical services primarily to physicians. Noviko, headquartered in
Brno, is a distributor of veterinary supplies in the Czech Republic.
The aggregate initial purchase price for the acquisitions of DNA, Medka and Noviko was
approximately $52.9 million. The aggregate 2008 sales for these three companies were approximately
$165.0 million. As of December 27, 2008, we recorded initial goodwill of approximately $34.8 million
related to these acquisitions.
In addition to these acquisitions, we completed other acquisitions during the year ended December 27,
2008 which resulted in the recording of approximately $28.9 million of initial goodwill through
preliminary purchase price allocations. These other acquisitions were immaterial to our financial
statements individually and in the aggregate.
Effective September 29, 2007, we acquired Software of Excellence International Ltd., (NZX: SOE), a
provider of clinical and practice management solutions for dental professionals, for NZ$2.90 per share.
The total purchase price, including fees, was approximately $62.2 million. We recorded approximately
$56.5 million of goodwill related to this acquisition.
On August 29, 2007, we acquired W&J Dunlop, Ltd., a leading supplier of animal health products and
services to veterinary clinics in the United Kingdom, with annual revenues of approximately $297.0
million, for a purchase price, including fees, of approximately $68.4 million. We recorded approximately
$33.1 million of goodwill related to this acquisition.
On July 2, 2007, we completed the acquisition of the 50% of Becker-Parkin Dental Supply Co.
(“Becker-Parkin”), with annual revenues of approximately $69.5 million, which we did not own for a
purchase price of approximately $22 million, less Becker-Parkin debt and subject to an earnout and certain
other adjustments. We then integrated the full service and special markets portions of this business into
our existing dental operations. We recorded a pretax gain of approximately $2.4 million relating to the
dispositions of certain non-core businesses of Becker-Parkin. These dispositions included the contribution
of certain non-core businesses of Becker-Parkin into an unconsolidated entity.
In addition to the foregoing acquisitions, we completed other acquisitions during the year ended
December 29, 2007. These other acquisitions were immaterial to our financial statements individually and
in the aggregate.
See Note 18 – Subsequent Event for a discussion regarding Butler Animal Health Supply, LLC.
Discontinued Operations and Divestitures
On August 5, 2009, we completed the sale of a wholesaler of dental consumables for aggregate
consideration of $14.2 million. Prior results for this business have been presented as discontinued
operations in the accompanying consolidated statements of income. The total pretax income from
discontinued operations for the year ended December 26, 2009 is $6.5 million ($2.6 million after taxes)
consisting of a $6.0 million ($2.4 million after taxes) gain on the sale and $0.5 million ($0.2 million after
taxes) income from operations. The total pretax income (loss) from discontinued operations for this
business for the years ended December 27, 2008 and December 29, 2007 was $(0.1) million (nil after
taxes) and $0.5 million ($0.3 million after taxes), respectively.