v3.22.4
ACQUISITIONS AND OTHER ARRANGEMENTS (Tables)
12 Months Ended
Dec. 31, 2022
Business Combination and Asset Acquisition [Abstract]  
Schedule of Business Acquisitions, by Acquisition
The following table summarizes the fair value of the total consideration paid:
(in millions)
Cash consideration paid to Hillrom shareholders(a)
$10,474 
Fair value of equity awards issued to Hillrom equity award holders(b)
Total Consideration$10,476 
(a) Represents cash consideration transferred of $156.00 per outstanding Hillrom common share to existing shareholders and holders of equity awards that vested at closing pursuant to their original terms.
(b) Represents the pre-acquisition service portion of the fair value of 668 thousand replacement restricted stock units issued to Hillrom equity award holders at closing.
Summary of Fair Value of Assets Acquired and Liabilities Assumed The following table summarizes the fair values of the assets acquired and liabilities assumed as of the acquisition date:
(in millions)
Assets acquired and liabilities assumed
Cash and cash equivalents$399 
Accounts receivable561 
Inventories559 
Prepaid expenses and other current assets49 
Property, plant and equipment506 
Goodwill6,834 
Other intangible assets6,029 
Operating lease right-of-use assets74 
Other non-current assets133 
Short-term debt(250)
Accounts payable(140)
Accrued expenses and other current liabilities(578)
Long-term debt and finance lease obligations(2,118)
Operating lease liabilities (57)
Other non-current liabilities(1,525)
Total assets acquired and liabilities assumed$10,476 
Business Acquisition, Pro Forma Information
The following table presents the unaudited pro forma combined results of Baxter and Hillrom for the years ended December 31, 2021 and 2020 as if the acquisition of Hillrom had occurred on January 1, 2020:
years ended December 31 (in millions)20212020
Net sales$15,574 $14,610 
Net income attributable to Baxter stockholders962 635 
Asset Acquisition
The following table summarizes the fair value of the consideration transferred:
(in millions)
Cash$25 
Contingent Consideration28 
Total Consideration$53 
The following table summarizes the fair value of the assets acquired as of the acquisition date:
(in millions)
Assets acquired
Goodwill$
Other intangible assets49 
Total assets acquired$53 
The following table summarizes the fair value of the consideration transferred:
(in millions)
Cash$60 
Contingent Consideration24 
Total Consideration$84 
The following table summarizes the fair value of the assets acquired as of the acquisition date:
(in millions)
Assets acquired
Inventory$16 
Goodwill
Other intangible assets67 
Total assets acquired$84 
The following table summarizes the fair values of the assets acquired as of the acquisition date:
(in millions)
Assets acquired
Inventories$18 
Goodwill 28 
Other intangible assets296 
Total assets acquired$342