Item 8. Financial Statements and Supplementary Data

INDEX TO CONSOLIDATED FINANCIAL STATEMENTS

Report of Independent Registered Public Accounting Firm	50
Consolidated Statements of Income for fiscal years 2017, 2016 and 2015	52
Consolidated Statements of Comprehensive Income for fiscal years 2017, 2016 and 2015	53
Consolidated Balance Sheets as of December 30, 2017 and December 31, 2016	54
Consolidated Statements of Cash Flows for fiscal years 2017, 2016 and 2015	55
Consolidated Statements of Changes in Equity for fiscal years 2017, 2016 and 2015	57
Notes to Consolidated Financial Statements	58

Report of Independent Registered Public Accounting Firm

To the Board of Directors and Shareholders of Charles River Laboratories International, Inc.:

Opinions on the Financial Statements and Internal Control over Financial Reporting

We have audited the accompanying consolidated balance sheets of Charles River Laboratories International, Inc. and its subsidiaries as of December 30, 2017 and December 31, 2016, and the related consolidated statements of income, comprehensive income, changes in equity and cash flows for each of the three years in the period ended December 30, 2017, including the related notes (collectively referred to as the “consolidated financial statements”). We also have audited the Company's internal control over financial reporting as of December 30, 2017, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company as of December 30, 2017 and December 31, 2016, and the results of its operations and its cash flows for each of the three years in the period ended December 30, 2017 in conformity with accounting principles generally accepted in the United States of America. Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 30, 2017, based on criteria established in Internal Control - Integrated Framework (2013) issued by the COSO.

Basis for Opinions

The Company's management is responsible for these consolidated financial statements, for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting, included in Management’s Report on Internal Control over Financial Reporting appearing under Item 9A. Our responsibility is to express opinions on the Company’s consolidated financial statements and on the Company's internal control over financial reporting based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) ("PCAOB") and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud, and whether effective internal control over financial reporting was maintained in all material respects.

Our audits of the consolidated financial statements included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audits also included performing such other procedures as we considered necessary in the circumstances. We believe that our audits provide a reasonable basis for our opinions.

As described in Management’s Report on Internal Control over Financial Reporting, management has excluded Brains On-Line from its assessment of internal control over financial reporting as of December 30, 2017 because it was acquired by the Company in a purchase business combination during 2017. We have also excluded Brains On-Line from our audit of internal control over financial reporting. Brains On-Line is a wholly-owned subsidiary whose total assets and total revenues excluded from management’s assessment and our audit of internal control over financial reporting each represent less than 1% of the related consolidated financial statement amounts as of and for the year ended December 30, 2017.

Definition and Limitations of Internal Control over Financial Reporting

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit

preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

/s/ PricewaterhouseCoopers LLP

Boston, Massachusetts

February 13, 2018

We have served as the Company’s auditor since 1999.

CHARLES RIVER LABORATORIES INTERNATIONAL, INC.

CONSOLIDATED STATEMENTS OF INCOME

(in thousands, except per share amounts)

	Fiscal Year
	2017				2016				2015
Service revenue	$	1,298,298			$	1,130,733			$	858,244
Product revenue	559,303				550,699				505,058
Total revenue	1,857,601				1,681,432				1,363,302
Costs and expenses:
Cost of services provided (excluding amortization of intangible assets)	865,618				757,732				568,227
Cost of products sold (excluding amortization of intangible assets)	289,669				277,034				263,983
Selling, general and administrative	373,446				367,548				300,414
Amortization of intangible assets	41,370				41,699				24,229
Operating income	287,498				237,419				206,449
Other income (expense):
Interest income	690				1,314				1,043
Interest expense	(29,777		)		(27,709		)		(15,072		)
Other income, net	38,544				11,897				3,008
Income from continuing operations, before income taxes	296,955				222,921				195,428
Provision for income taxes	171,369				66,835				43,391
Income from continuing operations, net of income taxes	125,586				156,086				152,037
Income (loss) from discontinued operations, net of income taxes	(137		)		280				(950		)
Net income	125,449				156,366				151,087
Less: Net income attributable to noncontrolling interests	2,094				1,601				1,774
Net income attributable to common shareholders	$	123,355			$	154,765			$	149,313
Earnings (loss) per common share
Basic:
Continuing operations attributable to common shareholders	$	2.60			$	3.28			$	3.23
Discontinued operations	$	—			$	0.01			$	(0.02	)
Net income attributable to common shareholders	$	2.60			$	3.29			$	3.21
Diluted:
Continuing operations attributable to common shareholders	$	2.54			$	3.22			$	3.15
Discontinued operations	$	—			$	0.01			$	(0.02	)
Net income attributable to common shareholders	$	2.54			$	3.23			$	3.13
See Notes to Consolidated Financial Statements.

CHARLES RIVER LABORATORIES INTERNATIONAL, INC.

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(in thousands)

	Fiscal Year
	2017				2016				2015
Net income	$	125,449			$	156,366			$	151,087
Other comprehensive income (loss):
Foreign currency translation adjustment and other	78,084				(73,243		)		(61,982		)
Cumulative translation adjustment related to intercompany loan forgiveness	—				—				(2,341		)
Pension and other post-retirement benefit plans (Note 10):
Prior service cost and gains (losses) arising during the period	36,593				(60,678		)		(302		)
Amortization of net loss and prior service benefit included in net periodic pension cost	3,344				1,711				2,617
Comprehensive income, before income taxes	243,470				24,156				89,079
Income tax expense (benefit) related to items of other comprehensive income (Note 8)	7,954				(12,369		)		530
Comprehensive income, net of income taxes	235,516				36,525				88,549
Less: Comprehensive income (loss) related to noncontrolling interest, net of income taxes	3,128				(24		)		537
Comprehensive income attributable to common shareholders, net of income taxes	$	232,388			$	36,549			$	88,012
See Notes to Consolidated Financial Statements.

CHARLES RIVER LABORATORIES INTERNATIONAL, INC.

CONSOLIDATED BALANCE SHEETS

(in thousands, except per share amounts)

	December 30, 2017				December 31, 2016
Assets
Current assets:
Cash and cash equivalents	$	163,794			$	117,626
Trade receivables, net	430,016				364,050
Inventories	114,956				95,833
Prepaid assets	36,544				34,315
Other current assets	81,315				45,008
Total current assets	826,625				656,832
Property, plant and equipment, net	781,973				755,827
Goodwill	804,906				787,517
Client relationships, net	301,891				320,157
Other intangible assets, net	67,871				74,291
Deferred tax assets	22,654				28,746
Other assets	124,002				88,430
Total assets	$	2,929,922			$	2,711,800
Liabilities, Redeemable Noncontrolling Interest and Equity
Current liabilities:
Current portion of long-term debt and capital leases	$	30,998			$	27,313
Accounts payable	77,838				68,485
Accrued compensation	101,044				93,471
Deferred revenue	117,569				127,731
Accrued liabilities	89,780				84,470
Other current liabilities	44,460				26,500
Current liabilities of discontinued operations	1,815				1,623
Total current liabilities	463,504				429,593
Long-term debt, net and capital leases	1,114,105				1,207,696
Deferred tax liabilities	89,540				55,717
Other long-term liabilities	194,815				159,239
Long-term liabilities of discontinued operations	3,942				5,771
Total liabilities	1,865,906				1,858,016
Commitments and contingencies (Notes 2, 7, 9, 10, and 13)
Redeemable noncontrolling interest	16,609				14,659
Equity:
Preferred stock, $0.01 par value; 20,000 shares authorized; no shares issued and outstanding	—				—
Common stock, $0.01 par value; 120,000 shares authorized; 87,495 shares issued and 47,402 shares outstanding as of December 30, 2017 and 86,301 shares issued and 47,363 shares outstanding as of December 31, 2016	875				863
Additional paid-in capital	2,560,192				2,477,371
Retained earnings	288,658				165,303
Treasury stock, at cost, 40,093 shares and 38,938 shares as of December 30, 2017 and December 31, 2016, respectively	(1,659,914		)		(1,553,005		)
Accumulated other comprehensive loss	(144,731		)		(253,764		)
Total equity attributable to common shareholders	1,045,080				836,768
Noncontrolling interest	2,327				2,357
Total equity	1,047,407				839,125
Total liabilities, redeemable noncontrolling interest and equity	$	2,929,922			$	2,711,800
See Notes to Consolidated Financial Statements.

CHARLES RIVER LABORATORIES INTERNATIONAL, INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(in thousands)

	Fiscal Year
	2017				2016				2015
Cash flows relating to operating activities
Net income	$	125,449			$	156,366			$	151,087
Less: Income (loss) from discontinued operations, net of income taxes	(137		)		280				(950		)
Income from continuing operations, net of income taxes	125,586				156,086				152,037
Adjustments to reconcile net income from continuing operations to net cash provided by operating activities:
Depreciation and amortization	131,159				126,658				94,881
Stock-based compensation	44,003				43,642				40,122
Deferred income taxes	28,254				1,945				2,689
Gain on venture capital investments	(22,867		)		(10,284		)		(3,823		)
Gain on divestiture	(10,577		)		—				—
Impairment charges	17,239				6,717				196
(Gain) loss on bargain purchase	(277		)		16				(9,837		)
Other, net	(389		)		5,613				2,352
Changes in assets and liabilities:
Trade receivables, net	(48,279		)		(52,780		)		(16,963		)
Inventories	(17,838		)		(4,021		)		3,364
Accounts payable	34				22,076				1,174
Accrued compensation	3,666				9,298				8,414
Long-term payable on Transition Tax (Notes 3 and 9)	61,038				—				—
Other assets and liabilities, net	7,322				11,933				32,227
Net cash provided by operating activities	318,074				316,899				306,833
Cash flows relating to investing activities
Acquisition of businesses and assets, net of cash acquired	(25,012		)		(648,482		)		(247,651		)
Capital expenditures	(82,431		)		(55,288		)		(63,252		)
Purchases of investments and contributions to venture capital investments	(46,217		)		(40,248		)		(34,235		)
Proceeds from sale of investments	9,128				47,652				19,743
Proceeds from divestiture	72,462				—				—
Other, net	(516		)		3,694				(2,221		)
Net cash used in investing activities	(72,586		)		(692,672		)		(327,616		)
Cash flows relating to financing activities
Proceeds from long-term debt and revolving credit facility	236,856				1,044,666				492,514
Proceeds from exercises of stock options	38,870				23,197				39,367
Payments on long-term debt, revolving credit facility, and capital lease obligations	(372,435		)		(656,636		)		(417,331		)
Purchase of treasury stock	(106,909		)		(12,267		)		(117,478		)
Other, net	(4,858		)		(18,204		)		(4,330		)
Net cash (used in) provided by financing activities	(208,476		)		380,756				(7,258		)
Discontinued operations
Net cash used in operating activities from discontinued operations	(1,809		)		(2,056		)		(1,876		)
Effect of exchange rate changes on cash, cash equivalents, and restricted cash	11,234				(2,996		)		(12,695		)
Net change in cash, cash equivalents, and restricted cash	46,437				(69		)		(42,612		)
Cash, cash equivalents, and restricted cash, beginning of period	119,894				119,963				162,575
Cash, cash equivalents, and restricted cash, end of period	$	166,331			$	119,894			$	119,963
See Notes to Consolidated Financial Statements.

CHARLES RIVER LABORATORIES INTERNATIONAL, INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS (continued)

(in thousands)

	Fiscal Year
	2017				2016				2015
Supplemental cash flow information:
Cash and cash equivalents	$	163,794			$	117,626			$	117,947
Restricted cash included in Other current assets	592				532				271
Restricted cash included in Other assets	1,945				1,736				1,745
Cash, cash equivalents, and restricted cash, end of period	$	166,331			$	119,894			$	119,963
Cash paid for income taxes	$	60,377			$	42,868			$	24,436
Cash paid for interest	$	27,417			$	22,756			$	11,101
Non-cash investing and financing activities:
Capitalized interest	$	36			$	4			$	424
Additions to property, plant and equipment, net	$	38,199			$	5,333			$	6,720
Assets acquired under capital lease	$	722			$	1,335			$	10,281
See Notes to Consolidated Financial Statements.

CHARLES RIVER LABORATORIES INTERNATIONAL, INC.

CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

(in thousands)

	Common stock							Additional Paid-In Capital				Retained Earnings (Accumulated Deficit)				Accumulated Other Comprehensive Income (Loss)				Treasury Stock							Total Equity Attributable to Common Shareholders				Noncontrolling Interest				Total Equity
Shares			Amount							Shares			Amount
December 27, 2014	84,503			$	845			$	2,307,640			$	(138,775	)		$	(74,247	)		37,176			$	(1,423,260	)		$	672,203			$	3,724			$	675,927
Net income	—			—				—				149,313				—				—			—				149,313				936				150,249
Other comprehensive loss	—			—				—				—				(61,301		)		—			—				(61,301		)		(171		)		(61,472		)
Adjustment of redeemable noncontrolling interest to fair value	—			—				183				—				—				—			—				183				—				183
Tax benefit associated with stock issued under employee compensation plans	—			—				10,608				—				—				—			—				10,608				—				10,608
Issuance of stock under employee compensation plans	961			10				39,407				—				—				—			—				39,417				—				39,417
Acquisition of treasury shares	—			—				—				—				—				1,590			(117,478		)		(117,478		)		—				(117,478		)
Stock-based compensation	—			—				40,122				—				—				—			—				40,122				—				40,122
December 26, 2015	85,464			855				2,397,960				10,538				(135,548		)		38,766			(1,540,738		)		733,067				4,489				737,556
Net income	—			—				—				154,765				—				—			—				154,765				924				155,689
Other comprehensive loss	—			—				—				—				(118,216		)		—			—				(118,216		)		(154		)		(118,370		)
Dividends declared to noncontrolling interest	—			—				—				—				—				—			—				—				(2,902		)		(2,902		)
Adjustment of redeemable noncontrolling interest to fair value	—			—				1,690				—				—				—			—				1,690				—				1,690
Purchase of additional equity in redeemable noncontrolling interest	—			—				1,593				—				—				—			—				1,593				—				1,593
Tax benefit associated with stock issued under employee compensation plans	—			—				9,274				—				—				—			—				9,274				—				9,274
Issuance of stock under employee compensation plans	837			8				23,212				—				—				—			—				23,220				—				23,220
Acquisition of treasury shares	—			—				—				—				—				172			(12,267		)		(12,267		)		—				(12,267		)
Stock-based compensation	—			—				43,642				—				—				—			—				43,642				—				43,642
December 31, 2016	86,301			863				2,477,371				165,303				(253,764		)		38,938			(1,553,005		)		836,768				2,357				839,125
Net income	—			—				—				123,355				—				—			—				123,355				1,179				124,534
Other comprehensive income	—			—				—				—				109,033				—			—				109,033				—				109,033
Dividends declared to noncontrolling interest	—			—				—				—				—				—			—				—				(1,209		)		(1,209		)
Issuance of stock under employee compensation plans	1,194			12				38,818				—				—				—			—				38,830				—				38,830
Acquisition of treasury shares	—			—				—				—				—				1,155			(106,909		)		(106,909		)		—				(106,909		)
Stock-based compensation	—			—				44,003				—				—				—			—				44,003				—				44,003
December 30, 2017	87,495			$	875			$	2,560,192			$	288,658			$	(144,731	)		40,093			$	(1,659,914	)		$	1,045,080			$	2,327			$	1,047,407
See Notes to Consolidated Financial Statements.

CHARLES RIVER LABORATORIES INTERNATIONAL, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

1. DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Description of Business

Charles River Laboratories International, Inc. (the Company), together with its subsidiaries, is a full service, early-stage contract research organization (CRO). The Company has built upon its core competency of laboratory animal medicine and science (research model technologies) to develop a diverse portfolio of discovery and safety assessment services, both Good Laboratory Practice (GLP) and non-GLP, that enable the Company to support its clients from target identification through non-clinical development. The Company also provides a suite of products and services to support its clients’ manufacturing activities.

Principles of Consolidation

The Company’s consolidated financial statements reflect its financial statements and those of its subsidiaries in which the Company holds a controlling financial interest. For consolidated entities in which the Company owns or is exposed to less than 100% of the economics, the Company records net income (loss) attributable to noncontrolling interests in its consolidated statements of income equal to the percentage of the economic or ownership interest retained in such entities by the respective noncontrolling parties. Intercompany balances and transactions are eliminated in consolidation.

The Company’s fiscal year is typically based on 52-weeks, with each quarter composed of 13 weeks ending on the last Saturday on, or closest to, March 31, June 30, September 30, and December 31. A 53rd week was included in the fourth quarter of fiscal year 2016, which is occasionally necessary to align with a December 31 calendar year-end.

Reclassifications

Certain reclassifications have been made in the consolidated statements of cash flows for prior periods to conform to the current year presentation. See “Newly Adopted Accounting Pronouncements” below for further discussion.

Segment Reporting

The Company reports its results in three reportable segments: Research Models and Services (RMS), Discovery and Safety Assessment (DSA), and Manufacturing Support (Manufacturing). The Company’s RMS reportable segment includes the Research Models and Research Model Services businesses. Research Models includes the commercial production and sale of small research models, as well as the supply of large research models. Research Model Services includes: Genetically Engineered Models and Services (GEMS), which performs contract breeding and other services associated with genetically engineered research models; Research Animal Diagnostic Services (RADS), which provides health monitoring and diagnostics services related to research models; and Insourcing Solutions (IS), which provides colony management of its clients’ research operations (including recruitment, training, staffing, and management services). The Company’s DSA reportable segment includes services required to take a drug through the early development process including discovery services, which are non-regulated services to assist clients with the identification, screening, and selection of a lead compound for drug development, and regulated and non-regulated (GLP and non-GLP) safety assessment services. The Company’s Manufacturing reportable segment includes Microbial Solutions, which provides in vitro (non-animal) lot-release testing products, microbial detection products, and species identification services; Biologics Testing Services (Biologics), which performs specialized testing of biologics; Avian Vaccine Services (Avian), which supplies specific-pathogen-free chicken eggs and chickens; and contract development and manufacturing (CDMO) services, which, until the Company divested this business on February 10, 2017, allowed it to provide formulation design and development, manufacturing, and analytical and stability testing for small molecules.

Use of Estimates

The preparation of consolidated financial statements in accordance with generally accepted accounting principles in the United States (U.S. GAAP) requires that the Company make estimates and judgments that may affect the reported amounts of assets, liabilities, revenues, expenses, and related disclosure of contingent assets and liabilities. On an on-going basis, the Company evaluates its estimates, judgments and methodologies. The Company bases its estimates on historical experience and on various other assumptions that are believed to be reasonable, the results of which form the basis for making judgments about the carrying values of assets and liabilities. Actual results may differ from these estimates under different assumptions or conditions. Changes in estimates are reflected in reported results in the period in which they become known.

Cash and Cash Equivalents

CHARLES RIVER LABORATORIES INTERNATIONAL, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

Cash equivalents include money market funds, time deposits and other investments with remaining maturities at the purchase date of three months or less.

Investments

Marketable securities are reported at fair value. Realized gains and losses on marketable securities are included in other income, net and are determined using the specific identification method. Unrealized gains and losses on available-for-sale marketable securities are included in accumulated other comprehensive loss. Time deposits with original maturities of greater than three months are reported as investments.

Trade Receivables, Net

The Company records trade receivables net of an allowance for doubtful accounts. An allowance for doubtful accounts is established based on historical collection information, a review of major client accounts receivable balances and current economic conditions in the geographies in which it operates. Amounts determined to be uncollectible are charged or written off against the allowance.

Concentrations of Credit Risk

Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of cash and cash equivalents, investments and trade receivables. The Company places cash and cash equivalents and investments in various financial institutions with high credit rating and limits the amount of credit exposure to any one financial institution. Trade receivables are primarily from clients in the pharmaceutical and biotechnology industries, as well as academic and government institutions. Concentrations of credit risk with respect to trade receivables, which are typically unsecured, are limited due to the wide variety of customers using the Company’s products and services as well as their dispersion across many geographic areas. No single client accounted for more than 5% of revenue or trade receivables for the periods ended December 30, 2017 and December 31, 2016.

Fair Value Measurements

The accounting standard for fair value measurements defines fair value, establishes a framework for measuring fair value in accordance with U.S. GAAP, and requires certain disclosures about fair value measurements. Under this standard, fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The Company has certain financial assets and liabilities recorded at fair value, which have been classified as Level 1, 2 or 3 within the fair value hierarchy:

•	Level 1 - Fair values are determined utilizing prices (unadjusted) in active markets for identical assets or liabilities that the Company has the ability to access,

•	Level 2 - Fair values are determined by utilizing quoted prices for identical or similar assets and liabilities in active markets or other market observable inputs such as interest rates, yield curves, and foreign currency spot rates,

•	Level 3 - Prices or valuations that require inputs that are both significant to the fair value measurement and unobservable.

The fair value hierarchy level is determined by asset, liability and redeemable noncontrolling interest class based on the lowest level of significant input. The observability of inputs may change for certain assets or liabilities. This condition could cause an asset or liability to be reclassified between levels. The Company recognizes transfers between levels within the fair value hierarchy, if any, at the end of each quarter.

Valuation methodologies used for assets and liabilities measured or disclosed at fair value are as follows:

•	Cash equivalents - Valued at market prices determined through third-party pricing services;

•	Mutual funds - Valued at the unadjusted quoted net asset value of shares held by the Company;

•	Foreign currency forward contracts - Valued using market observable inputs, such as forward foreign exchange points and foreign exchanges rates;

•	Life insurance policies - Valued at cash surrender value based on the fair value of underlying investments;

•	Debt instruments - The book value of the Company’s term and revolving loans, which are variable rate loans carried at amortized cost, approximates the fair value based on current market pricing of similar debt;

CHARLES RIVER LABORATORIES INTERNATIONAL, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

•	Contingent consideration - Valued based on a probability weighting of the future cash flows associated with the potential outcomes; and

•	Redeemable noncontrolling interest - Valued using the income approach based on estimated future cash flows of the underlying business discounted by a weighted average cost of capital.

Inventories

Inventories are stated at the lower of cost or net realizable value. Cost is determined on the average cost method for the small model business and first-in-first-out for the Company’s large model and Microbial Solutions businesses. For the small model business, cost includes direct materials such as feed and bedding, costs of personnel directly involved in the care of the models, and an allocation of facility overhead. For the large model business, cost is primarily the external cost paid to acquire the model. Certain businesses value inventory based on standard costs, which are periodically compared to and adjusted to actual costs. Inventory costs are charged to cost of revenue in the period the products are sold to an external party. The Company analyzes its inventory levels on a quarterly basis and writes down inventory that is determined to be damaged, obsolete or otherwise unmarketable, with a corresponding charge to cost of products sold.

Property, Plant and Equipment, Net

Property, plant and equipment, net, including improvements that significantly add to productive capacity or extend useful life, are carried at cost and are subject to review for impairment whenever events or changes in circumstances indicate that the carrying amount of the asset may not be recoverable. The cost of normal, recurring, or periodic repairs and maintenance activities related to property, plant and equipment is expensed as incurred. In addition, the Company capitalizes certain internal use computer software development costs. Costs incurred during the preliminary project stage are expensed as incurred, while costs incurred during the application development stage are capitalized and amortized over the estimated useful life of the software. The Company also capitalizes costs related to specific upgrades and enhancements when it is probable the expenditures will result in additional functionality. Maintenance and training costs related to software obtained for internal use are expensed as incurred.

Interest costs incurred during the construction of major capital projects are capitalized until the underlying asset is ready for its intended use, at which point the interest costs are amortized as depreciation expense over the life of the underlying asset.

The Company generally depreciates the cost of its property, plant and equipment using the straight-line method over the estimated useful lives of the respective assets as follow:

	Estimated Useful Lives
	(in years)
Land	Indefinite
Buildings	20 - 40
Machinery and equipment	3 - 20
Furniture and fixtures	5 - 10
Computer hardware and software	3 - 8
Vehicles	3 - 5

Leasehold improvements are amortized over the shorter of the estimated useful life of the asset or the lease term. Capital lease assets are amortized over the lease term, however, if ownership is transferred by the end of the capital lease, or there is a bargain purchase option, such capital lease assets are amortized over the useful life that would be assigned if such assets were owned.

When the Company disposes of property, plant and equipment, it removes the associated cost and accumulated depreciation from the related accounts on its consolidated balance sheet and includes any resulting gain or loss in its consolidated statement of income.

Business Acquisitions

The Company accounts for business combinations under the acquisition method of accounting. The Company allocates the amounts that it pays for each acquisition to the assets it acquires and liabilities it assumes based on their fair values at the dates of acquisition, including identifiable intangible assets. The Company bases the fair value of identifiable intangible assets

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acquired in a business combination on valuations that use information and assumptions determined by management and which consider management’s best estimates of inputs and assumptions that a market participant would use.

Contingent Consideration

The consideration for the Company’s acquisitions often includes future payments that are contingent upon the occurrence of a particular event. The Company records an obligation for such contingent payments at fair value on the acquisition date. The Company estimates the fair value of contingent consideration obligations through valuation models that incorporate probability adjusted assumptions related to the achievement of the milestones and the likelihood of making related payments. The Company revalues these contingent consideration obligations each reporting period. Changes in the fair value of the contingent consideration obligations are recognized in the Company’s consolidated statements of income as a component of selling, general and administrative expenses. Changes in the fair value of the contingent consideration obligations can result from changes to one or multiple inputs, including adjustments to the discount rates and changes in the assumed probabilities of successful achievement of certain financial targets.

Discount rates in the Company’s valuation models represent a measure of the credit risk associated with settling the liability. The period over which the Company discounts its contingent obligations is typically based on when the contingent payments would be triggered. These fair value measurements are based on significant inputs not observable in the market. See Note 5, “Fair Value.”

Goodwill and Intangible Assets

Goodwill represents the difference between the purchase price and the fair value of the identifiable tangible and intangible net assets when accounted for using the acquisition method of accounting. Goodwill is not amortized, but reviewed for impairment on an annual basis, during the fourth quarter, or more frequently if an event occurs or circumstances change that would more-likely-than-not reduce the fair value of the Company's reporting units below their carrying amounts.

The Company has the option to first assess qualitative factors to determine whether it is necessary to perform the two-step impairment test. If the Company elects this option and believes, as a result of the qualitative assessment, that it is more-likely-than-not that the carrying value of goodwill is not recoverable, the quantitative two-step impairment test is required; otherwise, no further testing is required. Alternatively, the Company may elect to not first assess qualitative factors and immediately perform the quantitative two-step impairment test. In the first step, the Company compares the fair value of its reporting units to their carrying values. If the carrying values of the net assets assigned to the reporting units exceed the fair values of the reporting units, then the second step of the impairment test is performed in order to determine the implied fair value of the Company’s goodwill. If the carrying value of the reporting unit’s goodwill exceeds its implied fair value, then the Company would record an impairment loss equal to the difference.

Definite-lived intangible assets, including client relationships, are amortized over the pattern in which the economic benefits of the intangible assets are utilized and reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of the assets or asset group may not be recoverable. Determination of recoverability is based on an estimate of undiscounted future cash flows resulting from the use of the asset, which requires the use of customer attribution rates and other assumptions. In the event that such cash flows are not expected to be sufficient to recover the carrying amount of the definite-lived intangible assets, the definite-lived intangible assets are written-down to their fair values.

Valuation and Impairment of Long-Lived Assets

Long-lived assets to be held and used are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of the assets or asset group may not be recoverable.

Determination of recoverability is based on an estimate of undiscounted future cash flows resulting from the use of the asset and its eventual disposition. In the event that such cash flows are not expected to be sufficient to recover the carrying amount of the assets, the assets are written-down to their fair values.

Long-lived assets to be disposed of are carried at fair value less costs to sell.

Venture Capital Investments

The Company invests in several venture capital funds that invest in start-up companies, primarily in the life sciences industry. The Company’s ownership interest in these funds ranges from 0.6% to 12.0%. The Company accounts for the investments in limited partnerships (LPs), which are variable interest entities, under the equity or cost method of accounting. The Company is not the primary beneficiary because it has no power to direct the activities that most significantly affect the LPs’ economic

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performance. The Company accounts for the investments in limited liability companies, which are not variable interest entities, under the equity method of accounting.

Under the equity method of accounting, the Company’s portion of the investment gains and losses, as reported in the fund’s financial statements on a quarterly lag each reporting period, is recorded in other income, net. In addition, the Company adjusts the carrying value of these investments to reflect its estimate of changes to fair value since the fund’s financial statements are based on information from the fund’s management team, market prices of known public holdings of the fund and other information.

Under the cost method of accounting, the Company’s investment is initially measured at cost, with distributions recognized in other income, net. Distributions received in excess of earnings subsequent to the date of investment are considered a return of investment and are recorded as reductions of cost of the investment. The Company reviews its cost method investments to determine whether a decline in fair value below the cost basis is other-than-temporary. If the decline in fair value is determined to be other-than-temporary, the cost basis of the investment is written down to fair value.

Life Insurance Contracts

Investments in life insurance contracts are recorded at cash surrender value. The initial investment at the transaction price is recognized and remeasured based on fair value of underlying investments or contractual value each reporting period. Investments in and redemptions of these life insurance contracts are reported as cash flows from investing activities in the consolidated statement of cash flows. The Company held 43 contracts at both December 30, 2017 and December 31, 2016, with a face value of $66.4 million and $61.4 million, respectively.

Stock-Based Compensation

The Company grants stock options, restricted stock, restricted stock units (RSUs), and performance share units (PSUs) to employees and stock options, restricted stock, and RSUs to non-employee directors under stock-based compensation plans. Stock-based compensation is recognized as an expense in the consolidated statements of income based on the grant date fair value, adjusted for forfeitures, over the requisite service period. In connection with the adoption of Accounting Standard Update (ASU 2016-09), “Improvements to Employee Share-Based Payment Accounting” (see further discussion in Newly Adopted Accounting Pronouncements), beginning in fiscal 2017, the Company elected to change its accounting policy to account for forfeitures when they occur on a modified retrospective basis, which resulted in an immaterial impact to the Company’s consolidated financial statements and related disclosures.

For stock options, restricted stock and RSUs that vest based on service conditions, the Company uses the straight-line method to allocate compensation expense to reporting periods. Where awards are made with non-substantive vesting periods, where a portion of the award continues to vest after the employee’s retirement, the Company recognizes expense based on the period from the grant date to the date on which the employee is retirement eligible. The Company records the expense for PSU grants subject to performance and/or market conditions using the accelerated attribution method over the remaining service period when management determines that achievement of the performance-based milestone is probable.

The fair value of stock options granted is calculated using the Black-Scholes option-pricing model and the fair value of PSUs is estimated using a lattice model with a Monte Carlo simulation, both of which require the use of subjective assumptions including volatility and expected term, among others. The expected volatility assumption is typically determined using the historical volatility of the Company’s common stock over the expected life of the stock-based award. The expected term is determined using historical option exercise activity. The fair value of restricted stock and RSUs is based on the market value of the Company’s common stock on the date of grant.

Revenue Recognition

The Company recognizes revenue when all of the following conditions are satisfied: persuasive evidence of an arrangement exists, delivery has occurred or services have been provided, the price to the customer is fixed or determinable, and collectability is reasonably assured.

Service revenue is generally evidenced by client contracts, which range in duration from a few weeks to a few years and typically take the form of an agreed upon rate per unit or fixed fee arrangements. Such contracts typically do not contain acceptance provisions based upon the achievement of certain study or laboratory testing results. Revenue of agreed upon rate per unit contracts is recognized as services are performed, based upon rates specified in the contract. In cases where performance spans reporting periods, revenue of fixed fee contracts is recognized as services are performed, measured on the ratio of outputs or performance obligations completed to the total contractual outputs or performance obligations to be provided. Changes in estimated effort to complete the fixed fee contract are reflected in the period in which the change

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becomes known. Changes in scope of work are common, especially under long-term contracts, and generally result in a change in contract value. Once the client has agreed to the changes in scope and renegotiated pricing terms, the contract value is amended and revenue is typically recognized as described above.

Billing schedules and payment terms are generally negotiated on a contract-by-contract basis. Payments received in excess of revenue recognized are recorded as deferred revenue. As the contracted services are subsequently performed and the associated revenue is recognized, the deferred revenue balance is reduced by the amount of revenue recognized during the period. In other cases, services may be provided and revenue is recognized before the client is invoiced. In these cases, revenue recognized will exceed amounts billed and the difference, representing amounts which are currently unbillable to the customer pursuant to contractual terms, is recorded as an unbilled receivable. Once the client is invoiced, the unbilled receivable is reduced for the amount billed, and a corresponding trade receivable is recorded.

Most contracts are terminable by the client, either immediately or upon notice. These contracts often require payment to the Company of expenses to wind down the project, fees earned to date or, in some cases, a termination fee. Such payments are included in revenues when earned.

The Company recognizes product revenue net of allowances for estimated returns, rebates and discounts when title and risk of loss pass to customers. When the Company sells equipment with specified acceptance criteria, it assesses its ability to meet the acceptance criteria in order to determine the timing of revenue recognition. The Company would defer revenue until completion of customer acceptance testing if it is not able to demonstrate the ability to meet such acceptance criteria.

A portion of the Company’s revenue is from multiple-element arrangements that include multiple products and/or services as deliverables in a single arrangement with each deliverable, or a combination of the deliverables, representing a separate unit of accounting. The Company allocates revenue to each element in a multiple-element arrangement based upon the relative selling price of each deliverable. Revenue allocated to each deliverable is then recognized when all revenue recognition criteria are met. Judgments as to the identification of deliverables, units of accounting, the allocation of consideration to the deliverable, and the appropriate timing of revenue recognition are critical with respect to these arrangements.

At the inception of each arrangement that includes milestone payments, the Company evaluates whether each milestone is substantive. This evaluation includes an assessment of whether (a) the consideration is commensurate with either (1) the Company’s performance to achieve the milestone, or (2) the enhancement of the value of the delivered item(s) as a result of a specific outcome resulting from the Company’s performance to achieve the milestone; (b) the consideration relates solely to past performance; and (c) the consideration is reasonable relative to all of the deliverables and payment terms within the arrangement. If a substantive milestone is achieved and collection of the related receivable is reasonably assured, the Company recognizes revenue related to the milestone in its entirety in the period in which the milestone is achieved. In those circumstances where a milestone is not substantive, the Company recognizes as revenue, on the date the milestone is achieved, an amount equal to the applicable percentage of the performance period that had elapsed as of the date the milestone was achieved, with the balance being deferred and recognized over the remaining period of performance. As of December 30, 2017, the Company had no significant milestones that were deemed substantive.

The Company records shipping charges billed to customers in total revenue and records shipping costs in cost of revenue (excluding amortization of intangible assets) for all periods presented.

Advertising Costs

Advertising costs are expensed as incurred. For fiscal years 2017, 2016 and 2015, advertising costs totaled $1.6 million, $1.4 million and $1.2 million, respectively.

Income Taxes

The provision for income taxes includes federal, state, local and foreign taxes. Income taxes are accounted for under the liability method. Deferred tax assets and liabilities are recognized for the expected future tax consequences of temporary differences between the financial statements carrying amounts and their respective tax basis. The Company measures deferred tax assets and liabilities using the enacted tax rates in effect when the temporary differences are expected to be settled. The Company evaluates the realizability of its deferred tax assets and establishes a valuation allowance when it is more likely than not that all or a portion of deferred tax assets will not be realized.

The Company accounts for uncertain tax positions using a “more-likely-than-not” threshold for recognizing and resolving uncertain tax positions. The Company evaluates uncertain tax positions on a quarterly basis and considers various factors, including, but not limited to, changes in tax law, the measurement of tax positions taken or expected to be taken in tax returns, the effective settlement of matters subject to audit, information obtained during in-process audit activities and changes in facts

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or circumstances related to a tax position. The Company also accrues for potential interest and penalties related to unrecognized tax benefits in income tax expense.

Foreign Currency Contracts

Foreign currency contracts are recorded at fair value in the Company’s consolidated balance sheets and are not designated as hedging instruments. Any gains or losses on such contracts are immediately recognized in other income, net.

Translation of Foreign Currencies

For the Company’s subsidiaries that transact in a functional currency other than the U.S. dollar, assets and liabilities are translated at current rates of exchange as of the balance sheet date. Income and expense items are translated at the average foreign exchange rates for the period. Adjustments resulting from the translation of the financial statements of the Company’s foreign operations into U.S. dollars are excluded from the determination of net income and are recorded in accumulated other comprehensive loss, a separate component of equity.

Pension and Other Post-Retirement Benefit Plans

The Company recognizes the funded status of its defined benefit pension and other post-retirement benefit plans as an asset or liability. This amount is defined as the difference between the fair value of plan assets and the benefit obligation. The Company measures plan assets and benefit obligations as of its fiscal year end.

The key assumptions used to calculate benefit obligations and related pension costs include expected long-term rate of return on plan assets, withdrawal and mortality rates, expected rate of increase in employee compensation levels and a discount rate. Assumptions are determined based on the Company’s data and appropriate market indicators, and evaluated each year as of the plan’s measurement date.

The expected long-term rate of return on plan assets reflects the average rate of earnings expected on the funds invested, or to be invested, to provide for the benefits included in the projected benefit obligations. In determining the expected long-term rate of return on plan assets, the Company considers the relative weighting of plan assets, the historical performance of total plan assets and individual asset classes and economic and other indicators of future performance.

In fiscal year 2017, new mortality improvement scales were issued in the U.S. and the United Kingdom (U.K.) reflecting a decline in longevity projection from the 2016 releases that the Company adopted, which decreased the Company’s benefit obligations by $5.2 million as of December 30, 2017. In fiscal year 2016, new mortality improvement scales were issued in the U.S. reflecting a decline in longevity projection from the 2015 releases that the Company adopted, which decreased the Company’s benefit obligations by $1.3 million as of December 31, 2016.

The discount rate reflects the rate the Company would have to pay to purchase high-quality investments that would provide cash sufficient to settle its current pension obligations.

The rate of compensation increase reflects the expected annual salary increases for the plan participants based on historical experience and the current employee compensation strategy.

The Company is required to recognize as a component of other comprehensive income, net of tax, the actuarial gains or losses and prior service costs or credits that arise but were not previously required to be recognized as components of net periodic benefit cost. Other comprehensive income is adjusted as these amounts are later recognized in income as components of net periodic benefit cost.

Earnings Per Share

Basic earnings per share are calculated by dividing net income attributable to common shareholders by the weighted average number of common shares outstanding during the period. Except where the result would be anti-dilutive to income from continuing operations, diluted earnings per share is computed using the treasury stock method, assuming the exercise of stock options and the vesting of restricted stock awards, RSUs, or PSUs, as well as their related income tax effects.

Newly Adopted Accounting Pronouncements

In November 2016, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2016-18, “Restricted Cash.” The standard addresses the classification and presentation of restricted cash and restricted cash equivalents within the statement of cash flows. The Company elected to early adopt this standard in fiscal year 2017 and applied the changes retrospectively to all prior periods presented in its consolidated statements of cash flows.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

The Company historically excluded restricted cash balances, recorded in current and long-term other assets, from cash and cash equivalents within the consolidated statements of cash flows, reflecting transfers between cash, cash equivalents, and restricted cash as a cash flow classified within cash flows relating to operating activities. As a result of the adoption of this standard, the Company combined restricted cash balances of $2.3 million, $2.0 million, and $2.6 million as of December 31, 2016, December 26, 2015, and December 27, 2014, respectively, with cash and cash equivalents when reconciling the beginning and ending balances within the consolidated statements of cash flows for the fiscal years ended December 31, 2016 and December 26, 2015.

In August 2016, the FASB issued ASU 2016-15, “Classification of Certain Cash Receipts and Cash Payments.” The standard addresses the classification of certain transactions within the statement of cash flows, including cash payments for debt prepayment or debt extinguishment costs, contingent consideration payments made after a business combination, and distributions received from equity method investments. The Company elected to early adopt this standard in fiscal year 2017 and applied the changes retrospectively to all prior periods presented within its consolidated statements of cash flows. As a result of the adoption of this standard, the Company reclassified $6.3 million and $7.3 million, respectively, from investing activities to operating activities within the consolidated statements of cash flows that related to distributions received from equity method investments for the fiscal years ended December 31, 2016 and December 26, 2015.

In March 2016, the FASB issued ASU 2016-09, “Improvements to Employee Share-Based Payment Accounting.” The standard reduces complexity in several aspects of the accounting for employee share-based compensation, including the income tax consequences, classification of awards as either equity or liabilities, and classification within the statement of cash flows. The Company adopted this standard in fiscal year 2017, and applied the changes as required by each amendment to its consolidated financial statements and related disclosures.

Under ASU 2016-09, the Company adopted the amendment to recognize excess tax benefits and tax deficiencies in the consolidated statements of income on a prospective basis, to present excess tax benefits within operating activities within the consolidated statements of cash flows on a retrospective basis, and elected to change its accounting policy to account for forfeitures as they occur on a modified retrospective basis.

The adoption to recognize excess tax benefits and tax deficiencies within the consolidated statements of income on a prospective basis could result in fluctuations in the effective tax rate period-over-period, depending on how many awards vest and the volatility of the Company’s stock price. During fiscal year 2017, the impact to the provision for income taxes within the consolidated statements of income was an excess tax benefit of $11.0 million. Further, for fiscal year 2017, the Company excluded the effect of windfall tax benefits from the hypothetical proceeds used to calculate the repurchase of shares under the treasury stock method for the calculation of diluted earnings per share.

The adoption of the amendment to present excess tax benefits within operating activities within the consolidated statements of cash flows on a retrospective basis resulted in the reclassification of a cash inflow of $10.0 million and $11.8 million, respectively, from cash provided by financing activities to cash provided by operating activities for fiscal years 2016 and 2015. The Company had previously classified cash paid for tax withholding purposes as a financing activity within the consolidated statements of cash flows; therefore, there was no change related to this requirement under the amendment.

The Company’s election to change its accounting policy to account for forfeitures when they occur on a modified retrospective basis resulted in an immaterial impact on its consolidated financial statements and related disclosures.

Newly Issued Accounting Pronouncements

In August 2017, the FASB issued ASU 2017-12, “Derivatives and Hedging (Topic 815) Targeted Improvements to Accounting for Hedging Activities.” ASU 2017-12 refines and expands hedge accounting for both financial and commodity risks. It also creates more transparency around how economic results are presented, both on the face of the financial statements and in the disclosures. In addition, this ASU makes certain targeted improvements to simplify the application of hedge accounting guidance. This ASU is effective for fiscal years beginning after December 15, 2018, and interim periods within those fiscal years, and requires the modified retrospective approach. Early adoption is permitted. This ASU applies to all existing hedging relationships on the date of adoption with the cumulative effect of adoption being reflected as of the beginning of the fiscal year of adoption. The Company is still evaluating the impact this standard will have on its consolidated financial statements and related disclosures.

In March 2017, the FASB issued ASU 2017-07, “Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost.” The standard requires an employer to disaggregate the service cost component from the other components of net benefit cost and provides explicit guidance on the presentation of the service cost component and the other components of net benefit cost in the statements of income. The ASU is effective for annual periods beginning after December

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

15, 2017, including interim periods within those fiscal years, and should be applied retrospectively for the presentation of the service cost component and the other components of net periodic pension cost in the statements of income. Early adoption is permitted within the first interim period of the fiscal year. The adoption of this standard is not expected to have a material impact on the Company’s consolidated financial statements and related disclosures.

In January 2017, the FASB issued ASU 2017-04, “Simplifying the Test for Goodwill Impairment.” The standard simplifies the accounting for goodwill impairment by removing Step 2 of the goodwill impairment test, which requires a hypothetical purchase price allocation. The ASU is effective for annual or interim goodwill impairment tests in fiscal years beginning after December 15, 2019, and will be applied on a prospective basis. Early adoption is permitted for interim or annual goodwill impairment tests performed on testing dates after January 1, 2017. The adoption of this standard is not expected to have a material impact on the Company’s consolidated financial statements and related disclosures.

In January 2017, the FASB issued ASU 2017-01, “Clarifying the Definition of a Business.” The standard clarifies the definition of a business by adding guidance to assist entities in evaluating whether transactions should be accounted for as acquisitions of assets or businesses. The ASU is effective for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. Early adoption is permitted for certain transactions. The adoption of this standard is not expected to have a material impact on the Company’s consolidated financial statements and related disclosures.

In October 2016, the FASB issued ASU 2016-16, “Intra-Entity Transfers of Assets Other Than Inventory.” The standard requires the immediate recognition of tax effects for an intra-entity asset transfer other than inventory. The ASU is effective for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. Early adoption is permitted. The adoption of this standard is not expected to have a material impact on the Company’s consolidated financial statements and related disclosures.

In February 2016, the FASB issued ASU 2016-02, “Leases.” The standard established the principles that lessees and lessors will apply to report useful information to users of financial statements about the amount, timing and uncertainty of cash flows arising from a lease. This ASU is effective for fiscal years beginning after December 15, 2018, and interim periods within those fiscal years. Early adoption is permitted. The Company is still evaluating the full impact this standard will have on its consolidated financial statements and related disclosures, but expects to recognize substantially all of its leases on the balance sheet by recording a right-to-use asset and a corresponding lease liability.

In January 2016, the FASB issued ASU 2016-01, “Recognition and Measurement of Financial Assets and Liabilities.” This guidance requires equity investments that are not accounted for under the equity method of accounting to be measured at fair value with changes recognized in net income, simplifies the impairment assessment of certain equity investments, and updates certain presentation and disclosure requirements. This ASU is effective for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. Early adoption is permitted. The adoption of this standard is not expected to have a material impact on the Company’s consolidated financial statements and related disclosures.

In May 2014, the FASB issued ASU 2014-09, “Revenue from Contracts with Customers.” The standard, including subsequently issued amendments, will replace most existing revenue recognition guidance in U.S. GAAP when it becomes effective and permits the use of either a modified retrospective or cumulative effect transition method. The standard will require an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers. The standard will be effective for annual and interim periods beginning after December 15, 2017. The Company formed an implementation team during fiscal year 2016 to oversee adoption of the new standard. The implementation team has substantially completed its assessment of the new standard, including a detailed review of the Company’s contract portfolio, revenue streams to identify potential differences in accounting as a result of the new standard, and selected the modified retrospective transition method. The Company assessed the impact on the existing revenue accounting policies, newly required financial statement disclosures, and executed on the project plan. Currently, the Company finalized contract reviews, worked through anticipated changes to systems and business processes, and internal controls to support the adoption of the new standard. The Company expects the opening balance sheet adoption impact and prospective changes in the timing of revenue recognition across all reportable segments to be insignificant with the adoption of the new standard.

2. BUSINESS ACQUISITIONS AND DIVESTITURE

KWS BioTest Limited

On January 11, 2018, the Company acquired KWS BioTest Limited (KWS BioTest), a CRO specializing in in vitro and in vivo discovery testing services for immuno-oncology, inflammatory and infectious diseases. The acquisition enhances the Company’s discovery expertise, with complementary offerings that provide the Company’s customers with additional tools in the active therapeutic research areas of oncology and immunology. The purchase price for KWS BioTest was $20.3 million in

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cash, subject to certain post-closing adjustments that may change the purchase price, and was funded by the Company’s various borrowings. In addition to the initial purchase price, the transaction includes aggregate, undiscounted contingent payments of up to £3.0 million (approximately $4.1 million based on recent exchange rates), based on future performance. This business will be reported as part of the Company’s DSA reportable segment. Due to the limited time between the acquisition date and the filing of this Annual Report on Form 10-K, it is not practicable for the Company to disclose the preliminary allocation of purchase price to assets acquired and liabilities assumed. The Company incurred transaction and integration costs in connection with the acquisition of $0.5 million during fiscal year 2017, which were included in selling, general and administrative expenses.

Brains On-Line

On August 4, 2017, the Company acquired Brains On-Line, a CRO providing critical data that advances novel therapeutics for the treatment of central nervous system (CNS) diseases. Brains On-Line strategically expands the Company’s existing CNS capabilities and establishes the Company as a single-source provider for a broad portfolio of discovery CNS services. The purchase price for Brains On-Line was $21.3 million in cash, subject to certain post-closing adjustments that may change the purchase price, and was funded by the Company’s various borrowings. In addition to the initial purchase price, the transaction includes aggregate, undiscounted contingent payments of up to €6.7 million (approximately $7.9 million based on recent exchange rates), based on future performance. The Brains On-Line business is reported as part of the Company’s DSA reportable segment.

The contingent payments become payable based on the achievement of certain revenue and earnings targets. If achieved, the payments become due in the first quarter of fiscal year 2019. The Company estimated the fair value of this contingent consideration based on a probability-weighted set of outcomes.

The purchase price allocation of $20.1 million, net of $0.6 million of cash acquired, was as follows:

	August 4, 2017
	(in thousands)
Trade receivables (contractual amount of $1,146)	$	1,146
Other current assets (excluding cash)	640
Property, plant and equipment	664
Other long-term assets	29
Definite-lived intangible assets	9,300
Goodwill	11,762
Current liabilities	(863		)
Deferred revenue	(405		)
Long-term liabilities	(2,151		)
Total purchase price allocation	$	20,122

The purchase price allocation is subject to change as additional information becomes available concerning the fair value and tax basis of the assets acquired and liabilities assumed. Any additional adjustments to the purchase price allocation will be made as soon as practicable but no later than one year from the date of acquisition. From the date of the acquisition through December 30, 2017, the Company recorded measurement-period adjustments related to the acquisition that resulted in an immaterial change to the purchase price allocation on a consolidated basis.

The breakout of definite-lived intangible assets acquired was as follows:

	Definite-Lived Intangible Assets				Weighted Average Amortization Life
	(in thousands)				(in years)
Client relationships	$	7,000			13
Other intangible assets	2,300				10
Total definite-lived intangible assets	$	9,300			12

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The goodwill resulting from the transaction is primarily attributable to the potential growth of the Company’s DSA businesses from customers and technology introduced through Brains On-Line and the assembled workforce of the acquired business. The goodwill attributable to Brains On-Line is not deductible for tax purposes.

The Company incurred transaction and integration costs of $2.6 million in connection with the acquisition during fiscal year 2017, which were included in selling, general and administrative expenses, within the consolidated statements of income.

Pro forma financial information as well as actual revenue and operating income (loss) have not been included because Brains On-Line’s financial results are not significant when compared to the Company’s consolidated financial results.

Agilux

On September 28, 2016, the Company acquired Agilux Laboratories, Inc. (Agilux), a CRO that provides a suite of integrated discovery bioanalytical services for small and large molecules, drug metabolism and pharmacokinetic services, and pharmacology services. The acquisition supports the Company’s strategy to offer clients a broader, integrated portfolio that provides services continuously from the earliest stages of drug research through the non-clinical development process. The purchase price for Agilux was $64.9 million in cash and was funded by borrowings on the Company’s revolving credit facility. The business is reported as part of the Company’s DSA reportable segment.

The purchase price allocation of $62.0 million, net of $2.9 million of cash acquired, was as follows:

	September 28, 2016
	(in thousands)
Trade receivables (contractual amount of $4,799)	$	4,799
Other current assets (excluding cash)	794
Property, plant and equipment	3,907
Other long-term assets	11
Definite-lived intangible assets	21,900
Goodwill	44,517
Current liabilities	(3,812		)
Long-term liabilities	(10,091		)
Total purchase price allocation	$	62,025

From the date of the acquisition through September 30, 2017, the Company recorded measurement-period adjustments related to the acquisition that resulted in an immaterial change to the purchase price allocation on a consolidated basis. No further adjustments will be made to the purchase price allocation.

The breakout of definite-lived intangible assets acquired was as follows:

	Definite-Lived Intangible Assets				Weighted Average Amortization Life
	(in thousands)				(in years)
Client relationships	$	16,700			17
Other intangible assets	5,200				4
Total definite-lived intangible assets	$	21,900			14

The goodwill resulting from the transaction is primarily attributable to the potential growth of the Company’s DSA businesses from customers and technology introduced through Agilux and the assembled workforce of the acquired business. The goodwill attributable to Agilux is not deductible for tax purposes.

The Company incurred transaction and integration costs of $0.3 million and $1.7 million, respectively, in connection with the acquisition during fiscal years 2017 and 2016, which were included in selling, general and administrative expenses, within the consolidated statements of income.

Pro forma financial information as well as actual revenue and operating income (loss) have not been included because Agilux’s financial results are non-significant when compared with the Company’s consolidated financial results.

Blue Stream

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

On June 27, 2016, the Company acquired Blue Stream Laboratories, Inc. (Blue Stream), an analytical CRO supporting the development of complex biologics and biosimilars. Combining Blue Stream with the Company’s existing discovery, safety assessment, and biologics capabilities creates a leading CRO that has the ability to support biologic and biosimilar development from characterization through clinical testing and commercialization. The purchase price for Blue Stream was $11.7 million, including $3.0 million in contingent consideration, and was subject to certain customary adjustments. The acquisition was funded by borrowings on the Company’s revolving credit facility. The business is reported in the Company’s Manufacturing reportable segment.

The Company estimated the fair value of this contingent consideration based on a probability-weighted set of outcomes. The contingent consideration is a one-time payment payable based on the achievement of a revenue target. The target was achieved and the Company paid the $3.0 million in contingent consideration in the third quarter of fiscal year 2017.

The purchase price allocation of $11.7 million, net of a non-significant amount of cash acquired, was as follows:

	June 27, 2016
	(in thousands)
Trade receivables (contractual amount of $1,104)	$	1,104
Other current assets (excluding cash)	15
Property, plant and equipment	912
Other long-term assets	187
Definite-lived intangible assets	1,230
Goodwill	10,334
Current liabilities	(1,132		)
Long-term liabilities	(901		)
Total purchase price allocation	$	11,749

From the date of the acquisition through July 1, 2017, the Company recorded measurement-period adjustments related to the acquisition that resulted in an immaterial change to the purchase price allocation on a consolidated basis. No further adjustments will be made to the purchase price allocation.

The breakout of definite-lived intangible assets acquired was as follows:

	Definite-Lived Intangible Assets				Weighted Average Amortization Life
	(in thousands)				(in years)
Client relationships	$	650			10
Other intangible assets	580				5
Total definite-lived intangible assets	$	1,230			7

The goodwill resulting from the transaction is primarily attributable to the potential growth of the Company’s Manufacturing segment from customers and technology introduced through Blue Stream, the assembled workforce of the acquired business, expected synergies, and the development of future proprietary processes. The goodwill attributable to Blue Stream is not deductible for tax purposes.

The Company incurred non-significant transaction and integration costs in connection with the acquisition during fiscal year 2017, which were included in selling, general and administrative expenses, within the consolidated statements of income. The Company incurred $0.6 million of transaction and integration costs in connection with the acquisition during fiscal year 2016, which were included in selling, general and administrative expenses, within the consolidated statements of income.

Pro forma financial information as well as actual revenue and operating income (loss) have not been included because Blue Stream’s financial results are non-significant when compared with the Company’s consolidated financial results.

WIL Research

On April 4, 2016, the Company acquired WIL Research, a provider of safety assessment and CDMO services to biopharmaceutical and agricultural and industrial chemical companies worldwide. The acquisition enhanced the Company’s position as a leading, global, early-stage CRO by strengthening its ability to partner with clients across the drug discovery and

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

development continuum. The purchase price for WIL Research was $604.8 million, including assumed liabilities of $0.4 million. The purchase price included payment for actual working capital of the acquired business. The acquisition was funded by cash on hand and borrowings on the Company’s $1.65B Credit Facility. See Note 7, “Long-Term Debt and Capital Lease Obligations.” WIL Research’s safety assessment and CDMO businesses are reported in the Company’s DSA and Manufacturing reportable segments, respectively. On February 10, 2017, the Company divested the CDMO business.

The purchase price allocation of $577.4 million, net of $27.4 million of cash acquired, was as follows:

	April 4, 2016
	(in thousands)
Trade receivables (contractual amount of $48,625)	$	48,157
Inventories	2,296
Other current assets (excluding cash)	3,814
Property, plant and equipment	129,066
Other long-term assets	1,060
Definite-lived intangible assets	164,800
Goodwill	330,175
Deferred revenue	(39,103		)
Other current liabilities	(27,386		)
Long-term liabilities	(35,488		)
Total purchase price allocation	$	577,391

From the date of the acquisition through April 1, 2017, the Company recorded measurement-period adjustments related to the acquisition that resulted in an immaterial change to the purchase price allocation on a consolidated basis. No further adjustments will be made to the purchase price allocation.

The breakout of definite-lived intangible assets acquired was as follows:

	Definite-Lived Intangible Assets				Weighted Average Amortization Life
	(in thousands)				(in years)
Client relationships	$	137,500			15
Developed technology	20,700				3
Backlog	6,600				1
Total definite-lived intangible assets	$	164,800			13

The goodwill resulting from the transaction, $19.0 million of which was deductible for tax purposes due to a prior asset acquisition, was primarily attributed to the potential growth of the Company’s DSA and Manufacturing businesses from clients introduced through WIL Research, the assembled workforce of the acquired business, and expected cost synergies. Subsequent to the divestiture of the CDMO business on February 10, 2017, $14.8 million of the goodwill was deductible for tax purposes.

The Company incurred transaction and integration costs in connection with the acquisition of $1.7 million, $15.5 million and $3.2 million during fiscal years 2017, 2016 and 2015, respectively, which were included in selling, general and administrative expenses within the consolidated statements of income.

WIL Research revenue and operating income from April 4, 2016 through December 31, 2016 was $176.1 million and $12.5 million, respectively. Beginning on April 4, 2016, WIL Research has been included in the operating results of the Company.

The following selected unaudited pro forma consolidated results of operations are presented as if the WIL Research acquisition had occurred as of the beginning of the period immediately preceding the period of acquisition after giving effect to certain adjustments. For fiscal year 2016, these adjustments included additional amortization of intangible assets and depreciation of fixed assets of $0.4 million, reversal of interest expense on borrowings of $2.6 million, elimination of intercompany activity and other one-time costs, and the tax impacts of these adjustments. For fiscal year 2015, these adjustments included additional amortization of intangible assets and depreciation of fixed assets of $13.6 million, reversal of interest expense on borrowings of

CHARLES RIVER LABORATORIES INTERNATIONAL, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

$10.5 million, inclusion of acquisition-related transaction costs of $11.5 million, elimination of intercompany activity and other one-time costs, and the tax impacts of these adjustments.

	Fiscal Year
	2016				2015
	(in thousands, except per share amounts)
	(unaudited)
Revenue	$	1,741,964			$	1,578,133
Net income attributable to common shareholders	175,779				153,974
Earnings per common share:
Basic	$	3.74			$	3.31
Diluted	$	3.67			$	3.23

These unaudited pro forma results of operations have been prepared for comparative purposes only, and they do not purport to be indicative of the results of operations that actually would have resulted had the acquisition occurred on the date indicated or that may result in the future. No effect has been given for synergies, if any, that may have been realized through the acquisition.

Contract Manufacturing

On February 10, 2017, the Company completed the divestiture of its CDMO business to Quotient Clinical Ltd., based in London, England, for $75.0 million in proceeds, net of $0.6 million in cash and cash equivalents transferred in conjunction with the sale and $0.3 million of working capital adjustments.

The CDMO business was acquired in April 2016 as part of the acquisition of WIL Research and was reported in the Company’s Manufacturing reportable segment. Following a strategic review that was finalized subsequent to December 31, 2016, the Company determined that the CDMO business was not optimized within the Company’s portfolio at its current scale, and that the capital could be better deployed in other long-term growth opportunities.

During the three months ended April 1, 2017, the Company recorded a gain on the divestiture of the CDMO business of $10.6 million, which was included in other income, net within the Company’s consolidated statements of income. As of February 10, 2017, the carrying amounts of the major classes of assets and liabilities associated with the divestiture of the CDMO business were as follows (in thousands):

Assets
Current assets	$	5,505
Property, plant and equipment, net	11,174
Goodwill	35,857
Long-term assets	17,154
Total assets	$	69,690
Liabilities
Deferred revenue	$	4,878
Other current liabilities	1,158
Total liabilities	$	6,036

Oncotest

On November 18, 2015, the Company acquired Oncotest GmbH (Oncotest), a German CRO providing discovery services for oncology, one of the largest therapeutic areas for biopharmaceutical research and development spending. With this acquisition, the Company has expanded its oncology services capabilities, enabling it to provide clients with access to a more comprehensive portfolio of technologies, including patient-derived xenograft (PDX) and syngeneic models. The purchase price for Oncotest was $36.0 million, including $0.3 million in contingent consideration. The acquisition was funded by borrowings on the Company's revolving credit facility. The business is reported in the Company’s DSA reportable segment.

The contingent consideration earn-out period ended in the fourth quarter of 2016. As a result, the related contingent consideration liability was reversed and a gain of $0.3 million was recorded in selling, general and administrative expenses, as no payments were made. The contingent consideration was a one-time payment that could have become payable based on the

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

achievement of a revenue target for fiscal year 2016. If achieved, the payment would have become due in the first quarter of fiscal year 2017. The aggregate, undiscounted amount of contingent consideration that the Company could have paid was €2.0 million ($2.1 million as of December 31, 2016). The Company estimated the fair value of this contingent consideration based on a probability-weighted set of outcomes.

The purchase price allocation of $35.4 million, net of $0.6 million of cash acquired, was as follows:

	November 18, 2015
	(in thousands)
Trade receivables (contractual amount of $3,546)	$	3,520
Inventories	129
Other current assets (excluding cash)	706
Property, plant and equipment	2,528
Definite-lived intangible assets	13,330
Goodwill	22,894
Other long-term assets	250
Current liabilities	(3,456		)
Long-term liabilities	(4,470		)
Total purchase price allocation	$	35,431

The breakout of definite-lived intangible assets acquired was as follows:

	Definite-Lived Intangible Assets				Weighted Average Amortization Life
	(in thousands)				(in years)
Client relationships	$	7,146			19
Developed technology	5,960				19
Other intangible assets	224				3
Total definite-lived intangible assets	$	13,330			19

The goodwill resulting from the transaction is primarily attributed to the potential growth in the Company's DSA businesses from customers and technology introduced through Oncotest, the assembled workforce of the acquired business and expected cost synergies. The goodwill attributable to Oncotest is not deductible for tax purposes.

The Company incurred non-significant transaction and integration costs in connection with the acquisition during fiscal years 2017 and 2016 and costs of $2.1 million during fiscal year 2015, which were included in selling, general and administrative expenses, within the consolidated statements of income.

Pro forma financial information as well as actual revenue and operating income (loss) have not been included because Oncotest’s financial results are non-significant when compared with the Company’s consolidated financial results.

Celsis

On July 24, 2015, the Company acquired Celsis Group Limited (Celsis), a leading provider of rapid testing systems for non-sterile bacterial contamination for the biopharmaceutical and consumer products industries. The purpose of this acquisition was to enhance the Company’s portfolio of rapid microbial detection products and services with the addition of a rapid bioburden testing product. The purchase price for Celsis was $214.5 million, including assumed debt and certain liabilities of $10.3 million. The acquisition was funded by cash on hand and borrowings on the Company’s revolving credit facility. The business is reported in the Company’s Manufacturing reportable segment.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

The purchase price allocation of $212.2 million, net of $2.3 million of cash acquired, was as follows:

	July 24, 2015
	(in thousands)
Trade receivables (contractual amount of $5,410)	$	5,288
Inventories	10,103
Other current assets (excluding cash)	13,269
Property, plant and equipment	4,639
Definite-lived intangible assets	118,140
Goodwill	105,550
Other long-term assets	537
Current debt	(9,766		)
Other current liabilities	(7,136		)
Long-term liabilities	(28,388		)
Total purchase price allocation	$	212,236

The breakout of definite-lived intangible assets acquired was as follows:

	Definite-Lived Intangible Assets				Weighted Average Amortization Life
	(in thousands)				(in years)
Client relationships	$	71,000			16
Developed technology	39,140				14
Trademark and trade names	5,200				14
Non-compete	2,800				5
Total definite-lived intangible assets	$	118,140			15

The goodwill resulting from the transaction is primarily attributed to the potential growth of the Company’s Manufacturing business from clients introduced through Celsis, the assembled workforce of the acquired business and expected cost synergies. The goodwill attributable to Celsis is not deductible for tax purposes.

The Company incurred non-significant transaction and integration costs in connection with the acquisition during fiscal year 2017 and costs of $1.0 million and $8.8 million during fiscal years 2016 and 2015, which were included in selling, general and administrative expenses, within the consolidated statements of income.

Celsis revenue and operating loss from July 24, 2015 through December 26, 2015 was $11.1 million and $6.1 million, respectively. Beginning on July 24, 2015, Celsis has been included in the operating results of the Company.

The following selected unaudited pro forma consolidated results of operations are presented as if the Celsis acquisition had occurred as of the beginning of the period immediately preceding the period of acquisition after giving effect to certain nonrecurring costs and other adjustments, resulting in a reversal of $0.6 million for fiscal year 2015, related to depreciation and amortization of property, plant and equipment, inventory fair value adjustments and intangible assets.

	Fiscal Year 2015
	(in thousands, except per share amounts)
	(unaudited)
Revenue	$	1,380,493
Net income attributable to common shareholders	162,672
Earnings per common share:
Basic	$	3.50
Diluted	$	3.42

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

These unaudited pro forma results of operations have been prepared for comparative purposes only, and they do not purport to be indicative of the results of operations that actually would have resulted had the acquisition occurred on the date indicated or that may result in the future. No effect has been given for synergies, if any, that may have been realized through the acquisition.

Sunrise

On May 5, 2015, the Company acquired Sunrise Farms, Inc. (Sunrise), a producer of specific-pathogen-free fertile chicken eggs and chickens used in the manufacture of live viruses. The purpose of this business acquisition was to expand the capabilities of the Company’s existing Avian Vaccine Services business. The purchase price of the acquisition was $9.6 million and was funded by cash on hand and borrowings on the Company’s revolving credit facility. The business is reported in the Company’s Manufacturing reportable segment.

The Company recorded a bargain purchase gain of $9.8 million, which represents the excess of the estimated fair value of the net assets acquired over the purchase price. The bargain purchase gain was recorded in other income, net in the Company’s consolidated statement of income and was not recognized for tax purposes. The Company believes there were several factors that contributed to this transaction resulting in a bargain purchase gain, including the highly specialized nature of Sunrise’s business falling outside of the seller’s core activities and a limited pool of potential buyers.

Before recognizing the gain from the bargain purchase, the Company reassessed its initial identification and valuation of assets acquired and liabilities assumed to validate that all assets and liabilities that the Company was able to identify at the acquisition date were properly recognized.

The purchase price allocation of $9.6 million, net of less than $0.1 million of cash acquired, was as follows:

	May 5, 2015
	(in thousands)
Trade receivables (contractual amount of $995)	$	965
Inventories	1,518
Other current assets (excluding cash)	973
Property, plant and equipment	13,698
Definite-lived intangible assets	3,400
Current liabilities	(925		)
Long-term liabilities	(250		)
Fair value of net assets acquired	19,379
Bargain purchase gain	(9,821		)
Total purchase price allocation	$	9,558

The identifiable definite-lived intangible assets acquired represent the client relationships intangible, which is being amortized over the weighted average estimated useful life of approximately 15 years.

The Company incurred non-significant transaction and integration costs in connection with the acquisition during fiscal years 2017 and 2016 and costs of $1.5 million during fiscal year 2015, which were included in selling, general and administrative expenses, within the consolidated statements of income.

Pro forma financial information as well as actual revenue and operating income (loss) have not been included because Sunrise’s financial results are non-significant when compared with the Company’s consolidated financial results.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

3. SUPPLEMENTAL BALANCE SHEET INFORMATION

The composition of trade receivables, net is as follows:

	December 30, 2017				December 31, 2016
	(in thousands)
Client receivables	$	335,839			$	283,997
Unbilled revenue	96,297				82,203
Total	432,136				366,200
Less: Allowance for doubtful accounts	(2,120		)		(2,150		)
Trade receivables, net	$	430,016			$	364,050

The following amounts were recorded to the allowance for doubtful accounts in fiscal years 2017, 2016, and 2015; net provisions of $0.9 million; net recoveries of $0.5 million; and net provisions of $1.8 million, respectively.

The composition of inventories is as follows:

	December 30, 2017				December 31, 2016
	(in thousands)
Raw materials and supplies	$	19,858			$	18,893
Work in process	18,200				13,681
Finished products	76,898				63,259
Inventories	$	114,956			$	95,833

The composition of other current assets is as follows:

	December 30, 2017				December 31, 2016
	(in thousands)
Investments	$	28,489			$	3,771
Prepaid income tax	52,234				40,705
Restricted cash	592				532
Other current assets	$	81,315			$	45,008

The composition of property, plant and equipment, net is as follows:

	December 30, 2017				December 31, 2016
	(in thousands)
Land	$	48,989			$	47,392
Buildings (1)	812,230				784,129
Machinery and equipment (1)	450,992				403,123
Leasehold improvements	52,969				47,071
Furniture and fixtures	27,455				24,148
Computer hardware and software	140,216				127,283
Vehicles (1)	4,582				4,118
Construction in progress	45,518				24,703
Total	1,582,951				1,461,967
Less: Accumulated depreciation	(800,978		)		(706,140		)
Property, plant and equipment, net	$	781,973			$	755,827

(1) These balances include assets under capital lease. See Note 7, “Long-Term Debt and Capital Lease Obligations.”

CHARLES RIVER LABORATORIES INTERNATIONAL, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

Depreciation expense in fiscal years 2017, 2016 and 2015 was $89.8 million, $85.0 million and $70.7 million, respectively.

The composition of other assets is as follows:

	December 30, 2017				December 31, 2016
	(in thousands)
Life insurance policies	$	34,008			$	29,456
Venture capital investments	71,101				45,331
Restricted cash	1,945				1,736
Other	16,948				11,907
Other assets	$	124,002			$	88,430

The composition of other current liabilities is as follows:

	December 30, 2017				December 31, 2016
	(in thousands)
Accrued income taxes	$	43,250			$	25,621
Other	1,210				879
Other current liabilities	$	44,460			$	26,500

The composition of other long-term liabilities is as follows:

	December 30, 2017				December 31, 2016
	(in thousands)
Transition Tax (Note 9)	$	61,038			$	—
Long-term pension liability	52,364				89,984
Accrued executive supplemental life insurance retirement plan and deferred compensation plan	37,582				32,880
Other	43,831				36,375
Other long-term liabilities	$	194,815			$	159,239

4. VENTURE CAPITAL INVESTMENTS AND MARKETABLE SECURITIES

Venture Capital Investments

During fiscal years 2017, 2016, and 2015, the Company recognized gains related to the venture capital investments of $22.9 million, $10.3 million and $3.8 million, respectively. The Company’s total commitment to these venture capital funds as of December 30, 2017 was $88.2 million, of which the Company funded $51.2 million through that date. During fiscal years 2017, 2016, and 2015, the Company received dividends totaling $10.1 million, $7.1 million, and $7.3 million, respectively. As of December 30, 2017 and December 31, 2016, the Company’s consolidated retained earnings included $12.1 million and $4.4 million, respectively, of the undistributed earnings related to these entities.

Marketable Securities

The Company held no marketable securities as of December 30, 2017 and December 31, 2016.

During fiscal year 2016, the Company realized non-significant losses and received proceeds of $4.6 million from the sale of its available-for-sale securities.

CHARLES RIVER LABORATORIES INTERNATIONAL, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

5. FAIR VALUE

Assets and liabilities measured at fair value on a recurring basis are summarized below:

	December 30, 2017
	Level 1				Level 2				Level 3				Total
	(in thousands)
Cash equivalents	$	—			$	21			$	—			$	21
Other assets:
Life insurance policies	—				26,358				—				26,358
Total assets measured at fair value	$	—			$	26,379			$	—			$	26,379
Other current liabilities:
Contingent consideration	$	—			$	—			$	298			$	298
Total liabilities measured at fair value	$	—			$	—			$	298			$	298

	December 31, 2016
	Level 1				Level 2				Level 3				Total
	(in thousands)
Cash equivalents	$	—			$	21			$	—			$	21
Other assets:
Life insurance policies	—				22,121				—				22,121
Total assets measured at fair value	$	—			$	22,142			$	—			$	22,142
Other current liabilities:
Contingent consideration	$	—			$	—			$	3,621			$	3,621
Total liabilities measured at fair value	$	—			$	—			$	3,621			$	3,621

During fiscal years 2017 and 2016, there were no transfers between fair value levels.

Contingent Consideration

The following table provides a rollforward of the contingent consideration related to previous business acquisitions. See Note 2, “Business Acquisitions and Divestiture”.

	Fiscal Year
	2017				2016
	(in thousands)
Beginning balance	$	3,621			$	1,370
Additions	296				3,600
Payments	(3,606		)		(872		)
Total gains or losses (realized/unrealized):
Reversal of previously recorded contingent liability and change in fair value	(13		)		(477		)
Ending balance	$	298			$	3,621

The unobservable inputs used in the fair value measurement of the Company’s contingent consideration are the probabilities of successful achievement of certain financial targets and a discount rate. Increases or decreases in any of the probabilities of success would result in a higher or lower fair value measurement, respectively. Increases or decreases in the discount rate would result in a lower or higher fair value measurement, respectively.

Debt Instruments

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

The book value of the Company’s term and revolving loans, which are variable rate loans carried at amortized cost, approximates the fair value based on current market pricing of similar debt. As the fair value is based on significant other observable inputs, including current interest and foreign currency exchange rates, it is deemed to be Level 2 within the fair value hierarchy.

6. GOODWILL AND INTANGIBLE ASSETS

Goodwill

The following table provides a rollforward of the Company’s goodwill:

					Adjustments to Goodwill																Adjustments to Goodwill
	December 26, 2015				Acquisitions				Transfers				Foreign Exchange				December 31, 2016				Acquisitions / (Divestiture)				Foreign Exchange				December 30, 2017
	(in thousands)
RMS	$	58,167			$	—			$	(342	)		$	(1,428	)		$	56,397			$	—			$	1,725			$	58,122
DSA	1,252,050				337,872				—				(21,446		)		1,568,476				11,942				29,758				1,610,176
Manufacturing	133,612				46,859				342				(13,169		)		167,644				(36,000		)		9,964				141,608
Gross carrying amount	1,443,829																1,792,517												1,809,906
Accumulated impairment loss - DSA	(1,005,000		)		—				—				—				(1,005,000		)		—				—				(1,005,000		)
Goodwill	$	438,829															$	787,517											$	804,906

During the second quarter of 2016, the Company revised the composition of its reportable segments to align with the view of the business following its acquisition of WIL Research. As a result, goodwill was allocated from the Company's RMS reportable segment to its Manufacturing reportable segment, as shown in the preceding table within "transfers." The allocation was based on the fair value of each business group within its original reporting unit relative to the fair value of that reporting unit. In addition, the Company completed an assessment of any potential goodwill impairment for all reporting units immediately prior to the reallocation and determined that no impairment existed.

Based on the Company’s step one goodwill impairment test, which was performed in the fourth quarter for each of the fiscal years 2017, 2016 and 2015, the fair value of each reporting unit exceeded the reporting unit’s book value and, therefore, goodwill was not impaired.

Intangible Assets, Net

The following table displays intangible assets, net by major class:

	December 30, 2017												December 31, 2016
	Gross				Accumulated Amortization				Net				Gross				Accumulated Amortization				Net
	(in thousands)
Backlog	$	8,111			$	(8,111	)		$	—			$	8,370			$	(6,390	)		$	1,980
Technology	81,309				(27,157		)		54,152				71,425				(14,314		)		57,111
Trademarks and trade names	8,661				(4,562		)		4,099				8,177				(4,124		)		4,053
Other	17,465				(7,845		)		9,620				16,775				(5,628		)		11,147
Other intangible assets	115,546				(47,675		)		67,871				104,747				(30,456		)		74,291
Client relationships	540,425				(238,534		)		301,891				519,123				(198,966		)		320,157
Intangible assets	$	655,971			$	(286,209	)		$	369,762			$	623,870			$	(229,422	)		$	394,448

During fiscal year 2017, the Company divested the CDMO business, which resulted in a net decrease of $16.8 million and $0.3 million to client relationships and backlog, respectively. During fiscal year 2016, the Company determined that the carrying values of certain DSA intangible assets were not recoverable and recorded an impairment charge of $1.9 million, which was included in costs of services provided (excluding amortization of intangible assets), within the consolidated statements of income.

CHARLES RIVER LABORATORIES INTERNATIONAL, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

Amortization expense of definite-lived intangible assets, including client relationships, for fiscal years 2017, 2016 and 2015 was $41.4 million, $41.7 million and $24.2 million, respectively. As of December 30, 2017, estimated amortization expense for intangible assets for each of the next five fiscal years is expected to be as follows:

Fiscal Year		Amortization Expense
		(in thousands)
2018		$	38,262
2019		34,087
2020		33,036
2021		31,361
2022		30,801

7. LONG-TERM DEBT AND CAPITAL LEASE OBLIGATIONS

Long-Term Debt

Long-term debt, net consists of the following:

	December 30, 2017				December 31, 2016
	(in thousands)
Term loans	$	601,250			$	633,750
Revolving credit facility	500,997				578,759
Other long-term debt	18,292				185
Total debt	1,120,539				1,212,694
Less: Current portion of long-term debt	(28,546		)		(24,560		)
Long-term debt	1,091,993				1,188,134
Debt discount and debt issuance costs	(5,770		)		(7,633		)
Long-term debt, net	$	1,086,223			$	1,180,501

As of December 30, 2017 and December 31, 2016, the weighted average interest rate on the Company’s debt was 2.45% and 1.89%, respectively.

On March 30, 2016, the Company amended and restated its $1.3B credit facility creating a $1.65 billion credit facility ($1.65B Credit Facility) which (1) extends the maturity date for the credit facility and (2) makes certain other amendments in connection with the Company’s acquisition of WIL Research. The amendment was accounted for as a debt modification with a partial extinguishment of debt. In connection with the transaction, the Company capitalized approximately $3.3 million and expensed approximately $1.0 million of debt issuance costs.

The $1.65B Credit Facility provides for a $650.0 million term loan and a $1.0 billion multi-currency revolving facility. The term loan facility matures in 19 quarterly installments with the last installment due March 30, 2021. The revolving facility matures on March 30, 2021, and requires no scheduled payment before that date. Under specified circumstances, the Company has the ability to increase the term loan and/or revolving facility by up to $500.0 million in the aggregate.

The interest rates applicable to the term loan and revolving facility under the $1.65B Credit Facility are, at the Company’s option, equal to either the base rate (which is the higher of (1) the prime rate, (2) the federal funds rate plus 0.50%, or (3) the one-month adjusted LIBOR rate plus 1.0%) or the adjusted LIBOR rate, plus an interest rate margin based upon the Company’s leverage ratio.

The $1.65B Credit Facility includes certain customary representations and warranties, events of default, notices of material adverse changes to the Company’s business and negative and affirmative covenants. These covenants include (1) maintenance of a ratio of consolidated earnings before interest, taxes, depreciation and amortization (EBITDA) less capital expenditures to consolidated cash interest expense, for any period of four consecutive fiscal quarters, of no less than 3.50 to 1.0 as well as (2) maintenance of a ratio of consolidated indebtedness to consolidated EBITDA for any period of four consecutive fiscal quarters, of no more than 3.50 to 1.0. As of December 30, 2017, the Company was compliant with all covenants.

CHARLES RIVER LABORATORIES INTERNATIONAL, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

The obligations of the Company under the $1.65B Credit Facility are collateralized by substantially all of the assets of the Company.

Principal maturities of existing debt for the periods set forth in the table below, are as follows:

		Principal
		(in thousands)
2018		$	28,545
2019		52,813
2020		81,250
2021		939,747
Total		$	1,102,355

Excluded from the table above is $18.2 million of Other Debt associated with construction in progress related to build-to-suit operating leases. The minimum rental commitments under these non-cancellable leases are included in Note 13, “Commitments and Contingencies.”

Letters of Credit

As of both December 30, 2017 and December 31, 2016, the Company had $4.9 million in outstanding letters of credit.

Capital Lease Obligations

The Company’s capital lease obligations amounted to $30.3 million and $29.9 million as of December 30, 2017 and December 31, 2016, respectively.

As of December 30, 2017, the minimum lease payments under capital leases for each of the next five years and total thereafter were as follows:

		Minimum Lease Payments
		(in thousands)
2018		$	3,618
2019		3,229
2020		2,969
2021		2,757
2022		2,362
Thereafter		28,281
Total		$	43,216

CHARLES RIVER LABORATORIES INTERNATIONAL, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

8. EQUITY AND NONCONTROLLING INTERESTS

Earnings Per Share

The following table reconciles the numerator and denominator in the computations of basic and diluted earnings per share:

	Fiscal Year
	2017				2016				2015
	(in thousands)
Numerator:
Income from continuing operations, net of income taxes	$	125,586			$	156,086			$	152,037
Income (loss) from discontinued operations, net of income taxes	(137		)		280				(950		)
Less: Net income attributable to noncontrolling interests	2,094				1,601				1,774
Net income attributable to common shareholders	$	123,355			$	154,765			$	149,313
Denominator:
Weighted-average shares outstanding—Basic	47,481				47,014				46,496
Effect of dilutive securities:
Stock options, restricted stock units, performance share units and restricted stock	1,083				944				1,138
Weighted-average shares outstanding—Diluted	48,564				47,958				47,634

Options to purchase 0.6 million shares, 0.8 million shares, and 0.5 million shares for fiscal years 2017, 2016 and 2015, respectively, as well as a non-significant number of restricted shares, RSUs, and performance share units (PSUs), were not included in computing diluted earnings per share because their inclusion would have been anti-dilutive. Basic weighted-average shares outstanding for each of the fiscal years 2017, 2016 and 2015 excluded the impact of 1.1 million shares of non-vested restricted stock and RSUs.

Treasury Shares

In July 2010, the Company’s Board of Directors authorized a $500.0 million stock repurchase program, and subsequently approved increases to the stock repurchase program of $250.0 million in 2010, $250.0 million in 2013, $150.0 million in 2014, and $150.0 million in 2017, for an aggregate authorization of $1.3 billion. Under its authorized stock repurchase program, the Company repurchased 1.0 million shares totaling $90.6 million and 1.5 million shares totaling $108.8 million in fiscal years 2017 and 2015, respectively, and did not repurchase any shares in fiscal year 2016. As of December 30, 2017, the Company had $129.1 million remaining on the authorized stock repurchase program. In addition, the Company’s stock-based compensation plans permit the netting of common stock upon vesting of restricted stock, RSUs, and PSUs in order to satisfy individual statutory tax withholding requirements. The Company acquired 0.2 million shares for $16.3 million, 0.2 million shares for $12.3 million, and 0.1 million shares for $8.7 million in fiscal years 2017, 2016 and 2015, respectively, from such netting.

CHARLES RIVER LABORATORIES INTERNATIONAL, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

Accumulated Other Comprehensive Income (Loss)

Changes to each component of accumulated other comprehensive income (loss), net of income taxes, are as follows:

	Foreign Currency Translation Adjustment and Other(3)				Pension and Other Post-Retirement Benefit Plans				Total
	(in thousands)
December 26, 2015	$	(82,977	)		$	(52,571	)		$	(135,548	)
Other comprehensive loss before reclassifications (1)	(71,618		)		(60,678		)		(132,296		)
Amounts reclassified from accumulated other comprehensive income (loss)	—				1,711				1,711
Net current period other comprehensive income (loss)	(71,618		)		(58,967		)		(130,585		)
Income tax benefit	—				(12,369		)		(12,369		)
December 31, 2016	(154,595		)		(99,169		)		(253,764		)
Other comprehensive income before reclassifications (2)	77,050				36,593				113,643
Amounts reclassified from accumulated other comprehensive income (loss)	—				3,344				3,344
Net current period other comprehensive income (loss)	77,050				39,937				116,987
Income tax expense	—				7,954				7,954
December 30, 2017	$	(77,545	)		$	(67,186	)		$	(144,731	)
(1) The impact of the foreign currency translation adjustment to other comprehensive income (loss) before reclassifications for fiscal year 2016 was primarily due to the effect of changes in foreign currency exchange rates of the Euro, British Pound, and Canadian Dollar and to a lesser extent due to the impact of changes in the Chinese Yuan Renminbi and Japanese Yen.
(2) The impact of the foreign currency translation adjustment to other comprehensive income (loss) before reclassifications for fiscal year 2017 was primarily due to the effect of changes in foreign currency exchange rates of the Euro, British Pound, and Canadian Dollar and to a lesser extent due to the impact of changes in the Chinese Yuan Renminbi and Japanese Yen.
(3) Foreign currency translation adjustment and other includes a non-significant amount of unrealized gains (losses) on available-for-sale marketable securities.

Nonredeemable Noncontrolling Interest

The Company has an investment in an entity whose financial results are consolidated in the Company’s financial statements, as it has the ability to exercise control over this entity. The interest of the noncontrolling party in this entity has been recorded as noncontrolling interest. The activity within the nonredeemable noncontrolling interest during 2017 was immaterial. In 2016 and 2015, the activity within the nonredeemable noncontrolling interest was a decrease of $2.1 million and an increase of $0.8 million, respectively.

Redeemable Noncontrolling Interest

In January 2013, the Company acquired a 75% ownership interest in Vital River, a commercial provider of research models and related services in China, for $24.2 million, net of $2.7 million of cash acquired. Concurrent with the acquisition, the Company entered into an agreement with the noncontrolling interest holders that provided the Company with the right to purchase, and the noncontrolling interest holders with the right to sell, the remaining 25% of the entity for cash at its fair value beginning in January 2016.

The following table provides a rollforward of the fair value of the Company’s redeemable noncontrolling interest for fiscal year 2016:

CHARLES RIVER LABORATORIES INTERNATIONAL, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

	Redeemable Noncontrolling Interest
	(in thousands)
December 26, 2015	$	28,008
Total gains or losses (realized/unrealized):
Net income attributable to noncontrolling interest	320
Foreign currency translation	(653		)
Change in fair value, included in additional paid-in capital	(1,690		)
July 7, 2016	$	25,985

On July 7, 2016, the Company purchased an additional 12% equity interest in Vital River for $10.8 million, resulting in total ownership of 87%. The Company recorded a $1.6 million gain in equity equal to the excess fair value of the 12% equity interest over the purchase price. Concurrent with the transaction, the original agreement was amended providing the Company with the right to purchase, and the noncontrolling interest holders with the right to sell, the remaining 13% equity interest at a contractually defined redemption value, subject to a redemption floor (embedded derivative). These rights are exercisable beginning in 2019 and are accelerated in certain events. The Company recorded a charge of $1.5 million in other income, net, equal to the excess fair value of the hybrid instrument (equity interest with an embedded derivative) over the fair value of the 13% equity interest. The redeemable noncontrolling interest is measured at the greater of the amount that would be paid if settlement occurred as of the balance sheet date based on the contractually defined redemption value ($15.8 million as of December 30, 2017) and its carrying amount adjusted for net income (loss) attributable to the noncontrolling interest. As the noncontrolling interest holders have the ability to require the Company to purchase the remaining 13% interest, the noncontrolling interest is classified in the mezzanine section of the consolidated balance sheets, which is presented above the equity section and below liabilities. The agreement does not limit the amount that the Company could be required to pay to purchase the remaining 13% equity interest.

The following table provides a rollforward of the activity related to the Company’s redeemable noncontrolling interest subsequent to the acquisition of the additional 12% equity interest on July 7, 2016:

	Fiscal Year
	2017				2016
	(in thousands)
Beginning balance (1)	$	14,659			$	25,985
Purchase of 12% equity interest	—				(12,360		)
Total gains or losses (realized/unrealized):
Net income attributable to noncontrolling interest	916				357
Foreign currency translation	1,034				(818		)
Modification of 13% purchase option	—				1,495
Ending balance	$	16,609			$	14,659
(1) The beginning balance for fiscal year 2016 is comprised of the fair value amount of the redeemable noncontrolling interest at July 7, 2016.

9. INCOME TAXES

The components of income from continuing operations before income taxes and the related provision for income taxes are presented below:

CHARLES RIVER LABORATORIES INTERNATIONAL, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

	Fiscal Year
	2017				2016				2015
	(in thousands)
Income from continuing operations before income taxes:
U.S.	$	123,896			$	59,255			$	76,157
Non-U.S.	173,059				163,666				119,271
	$	296,955			$	222,921			$	195,428
Income tax provision:
Current:
Federal	$	93,871			$	18,592			$	23,687
Foreign	37,150				39,829				8,572
State	12,361				5,263				6,819
Total current	143,382				63,684				39,078
Deferred:
Federal	9,416				7,206				1,790
Foreign	14,953				(4,024		)		3,064
State	3,618				(31		)		(541		)
Total deferred	27,987				3,151				4,313
	$	171,369			$	66,835			$	43,391

U. S. Tax Reform

U.S. Tax Reform, which was signed into law on December 22, 2017, has resulted in significant changes including, but not limited to, (i) reducing the U.S. federal statutory tax rate from 35% to 21%; (ii) transitioning to a modified territorial system through a one-time transition tax on previously unrepatriated foreign earnings; (iii) subjecting certain foreign earnings to U.S. taxation through base erosion anti-abuse tax (BEAT) and global intangible low-taxed income (GILTI); (iv) creating a new limitation on deductible interest expense; and (v) modifying the officer’s compensation limitation.

The Company’s accounting for the elements of U.S. Tax Reform is incomplete. However, the Securities Exchange Commission has issued rules that allow for a measurement period of up to one year after the enactment date of U.S. Tax Reform to finalize the recording of the related tax impacts. The Company has made reasonable estimates of the effects to the consolidated statements of income and consolidated balance sheets and have, therefore, recorded provisional amounts. Provisional amounts recorded as of December 30, 2017 are subject to refinement due to various factors including, but not limited to changes in interpretations, analysis and assumptions made by the Company, additional guidance that may be issued by the U.S. Department of the Treasury and the Internal Revenue Service, and any updates or changes to estimates the Company has utilized to calculate the transition impact. The Company currently anticipates finalizing and recording any resulting adjustments by the end of its fiscal year ending December 29, 2018.

Transition Tax

The Transition Tax is imposed on previously untaxed accumulated and current earnings and profits of certain of the Company’s foreign subsidiaries. The Company has recorded a provisional Transition Tax obligation of $73.5 million. However, the Company is continuing to gather additional information to more precisely compute the amount of the Transition Tax.

Deferred Tax and Other Effects

U.S. Tax Reform reduces the U.S. federal statutory tax rate to 21%, effective December 31, 2017. The Company has recorded a provisional decrease to its net deferred tax liability in the U.S of $13.2 million, with a corresponding net adjustment to deferred income tax benefit for the year ended December 30, 2017. The Company is continuing to assess the impacts of GILTI and has not yet made an accounting policy election with regard to providing deferred taxes for future GILTI tax expense, or accounting for GILTI as a current period cost.

Prior to the fourth quarter of fiscal 2017, the Company asserted that the unremitted earnings of its foreign subsidiaries were deemed indefinitely reinvested as they were required to fund needs outside of the U.S. As a result of the Transition Tax and other effects of U.S. Tax Reform enacted during the fourth quarter of fiscal 2017, the Company has withdrawn its indefinite reinvestment assertion for all of its unremitted foreign earnings and has provisionally provided deferred taxes of $18.2 million

CHARLES RIVER LABORATORIES INTERNATIONAL, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

for future withholding and state income taxes which would be incurred upon the repatriation of the balance of unremitted foreign earnings as of December 30, 2017. In light of the reduced incremental tax cost of repatriating unremitted foreign earnings, as well as other effects of U.S. Tax Reform, the Company has determined it can no longer overcome the presumption that all undistributed foreign earnings will ultimately be transferred to the U.S. parent entity.

The components of deferred tax assets and liabilities are as follows:

	December 30, 2017				December 31, 2016
	(in thousands)
Deferred tax assets:
Compensation	$	40,788			$	70,863
Accruals and reserves	8,248				8,103
Inventory reserves and valuations	2,135				3,447
Net operating loss and credit carryforwards	33,160				58,081
Other	7,661				8,141
Valuation allowance	(10,591		)		(10,101		)
Total deferred tax assets	81,401				138,534
Deferred tax liabilities:
Goodwill and other intangibles	(89,636		)		(121,256		)
Financing related	(429		)		(854		)
Depreciation related	(23,763		)		(32,271		)
Venture capital investments	(7,796		)		(5,084		)
Tax on unremitted earnings	(19,204		)		(821		)
Other	(7,459		)		(5,220		)
Total deferred tax liabilities	(148,287		)		(165,506		)
Net deferred taxes	$	(66,886	)		$	(26,972	)

Reconciliations of the statutory U.S. federal income tax rate to effective tax rates are as follows:

	Fiscal Year
	2017			2016			2015
U.S. statutory income tax rate	35.0	%		35.0	%		35.0	%
Foreign tax rate differences	(6.8	)%		(10.3	)%		(8.6	)%
State income taxes, net of federal tax benefit	2.0	%		1.6	%		1.9	%
Research tax credits and enhanced deductions	(2.4	)%		(3.5	)%		(2.6	)%
Stock-based compensation	(3.2	)%		—	%		—	%
Enacted tax rate changes	(4.2	)%		(0.8	)%		(1.5	)%
Transition Tax	24.8	%		—	%		—	%
Impact of tax uncertainties	(0.4	)%		0.2	%		(5.2	)%
Tax on unremitted earnings	7.3	%		2.0	%		3.4	%
Impact of acquisitions and restructuring	3.8	%		1.8	%		(2.0	)%
Other	1.8	%		4.0	%		1.8	%
Effective income tax rate	57.7	%		30.0	%		22.2	%

In the above reconciliation, stock-based compensation reflects $11.0 million of excess tax benefits from current year tax deductions for stock-based compensation that has been recorded as a component of income tax expense pursuant to the adoption of ASU 2016-09. In prior years, these excess tax benefits were recorded to additional paid-in capital within the consolidated balance sheets. Enacted tax rate changes reflects a tax benefit of $12.7 million relating primarily to U.S. Tax Reform as well as statutory rate changes in France and the U.K. U.S. Transition Tax reflects an estimated $73.5 million of U.S. federal and state taxes as part of the deemed repatriation of unremitted earnings under U.S. Tax Reform. Tax on unremitted earnings reflects an estimated $21.6 million, which includes both the $18.2 million of withholding tax and state taxes accrued

CHARLES RIVER LABORATORIES INTERNATIONAL, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

as result of the change in the Company’s assertion regarding the indefinite reinvestment of unremitted foreign earnings; and $3.4 million of withholding taxes as a result of the Company’s previous change in assertion related to Canada and China. The Impact of acquisitions and restructuring reflects $11.4 million primarily related to the sale of the CDMO business.

As of December 30, 2017, the Company had foreign net operating loss and tax credit carryforwards of $33.2 million, as compared to $58.5 million as of December 31, 2016. Of this amount, $5.9 million will expire beginning after 2017, $16.4 million will begin to expire in 2029 and beyond, and the remainder of $10.9 million can be carried forward indefinitely. In accordance with Canadian federal tax law, the Company claims Scientific Research and Experimental Development (SR&ED) credits on qualified research and development costs incurred in its Safety Assessment facility in Montreal, and currently maintains $16.4 million in credit carryforwards, which will begin to expire in 2033. Additionally, the Company records a benefit to operating income for research and development credits in both Quebec and the U.K. related to its Safety Assessment and Early Discovery facilities.

The Company has fully recognized its deferred tax assets on the belief that it is more likely than not that they will be realized. The only exceptions relate to deferred tax assets primarily for net operating losses in France, Hong Kong, Luxembourg, the Netherlands and Germany, capital losses in the U.S., and fixed assets in the U.K. The valuation allowance increased by $0.5 million from $10.1 million as of December 31, 2016 to $10.6 million as of December 30, 2017.

A reconciliation of the Company’s beginning and ending unrecognized income tax benefits is as follows:

	Fiscal Year
	2017				2016				2015
	(in thousands)
Beginning balance	$	24,186			$	23,338			$	34,627
Additions to tax positions for current year	1,791				2,194				2,362
Additions to tax positions for prior years	1,428				2,035				3,028
Reductions to tax positions for prior years	—				(1,866		)		(3,991		)
Settlements	(1,754		)		(918		)		(1,946		)
Expiration of statute of limitations	(941		)		(597		)		(10,742		)
Ending balance	$	24,710			$	24,186			$	23,338

The $0.5 million increase in unrecognized income tax benefits during fiscal year 2017 is primarily attributable to an additional year of Canadian SR&ED credit, offset by the settlement of competent authority proceedings, and unfavorable foreign exchange movement.

The amount of unrecognized income tax benefits that, if recognized, would favorably impact the effective tax rate was $22.7 million as of December 30, 2017 and $21.4 million as of December 31, 2016. The $1.3 million increase is primarily attributable to an additional year of Canadian SR&ED credit and unfavorable foreign exchange movement. It is reasonably possible as of December 30, 2017 that the liability for unrecognized tax benefits for the uncertain tax position will decrease by $1.0 million over the next twelve month period, primarily as a result of the outcome of a pending tax ruling. The Company continues to recognize interest and penalties related to unrecognized income tax benefits in income tax expense. The total amount of accrued interest related to unrecognized income tax benefits as of December 30, 2017 and December 31, 2016 was $2.5 million and $1.7 million, respectively. The total amount of accrued penalties related to unrecognized income tax benefits as of December 30, 2017 and December 31, 2016 was $0.3 million and $0.2 million, respectively.

The Company conducts business in a number of tax jurisdictions. As a result, it is subject to tax audits on a regular basis including, but not limited to, such major jurisdictions as the U.S., the U.K., China, Japan, France, Germany, and Canada. With few exceptions, the Company is no longer subject to U.S. and international income tax examinations for years before 2014.

The Company and certain of its subsidiaries have ongoing tax controversies in the U.S., Canada, Germany, and France. The Company does not anticipate resolution of these audits will have a material impact on its financial statements.

10. EMPLOYEE BENEFIT PLANS

Pension Plans

CHARLES RIVER LABORATORIES INTERNATIONAL, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

The Charles River Laboratories, Inc. Pension Plan (CRL Pension Plan) is a qualified, non-contributory defined benefit plan covering certain U.S. employees. Effective 2002, the plan was amended to exclude new participants from joining and in 2008 the accrual of benefits was frozen.

The Charles River Pension Plan is a defined contribution and defined benefit pension plan covering certain U.K. employees. Benefits are based on participants’ final pensionable salary and years of service. Participants’ rights vest immediately. Effective December 31, 2002, the plan was amended to exclude new participants from joining the defined benefit section of the plan and a defined contribution section was established for new entrants. Contributions under the defined contribution plan are determined as a percentage of gross salary. In the fourth quarter of 2015, the Charles River Pension Plan was amended such that the members of the defined benefit section of the plan ceased to accrue additional benefits; however, their benefits continue to be adjusted for changes in their final pensionable salary or a specified inflation index, as applicable.

In addition, the Company has several defined benefit plans in certain other countries in which it maintains an operating presence, including Canada, France, Germany, Japan and the Netherlands.

Charles River Laboratories Deferred Compensation Plan and Executive Supplemental Life Insurance Retirement Plan

The Company maintains a non-qualified deferred compensation plan, known as the Charles River Laboratories Deferred Compensation Plan (DCP), which allows a select group of eligible employees to defer a portion of their compensation. At the present time, no contributions are credited to the DCP, except as set forth below. Participants must specify the distribution date for deferred amounts at the time of deferral, in accordance with applicable IRS regulations. Generally, amounts may be paid in lump sum or installments upon retirement or termination of employment, or later if the employee terminates employment after age 55 and before age 65. Amounts may also be distributed during employment, subject to a minimum deferral requirement of three years.

The Company provides certain active employees an annual contribution into their DCP account of 10% of the employee’s base salary plus the lesser of their target annual bonus or actual annual bonus.

In addition to the DCP, certain officers and key employees also participate, or in the past participated, in the Company’s Executive Supplemental Life Insurance Retirement Plan (ESLIRP), which is a non-funded, non-qualified arrangement. Annual benefits under this plan will equal a percentage of the highest five consecutive years of compensation, offset by amounts payable under the CRL Pension Plan and Social Security. In connection with the establishment of the DCP, certain active ESLIRP participants, who agreed to convert their accrued ESLIRP benefit to a comparable deferred compensation benefit, discontinued their direct participation in the ESLIRP. Instead, the present values of the accrued benefits of ESLIRP participants were credited to their DCP accounts, and future accruals are converted to present values and credited to their DCP accounts annually.

The costs associated with these plans, including the ESLIRP, for fiscal years 2017, 2016 and 2015 totaled $2.3 million, $2.2 million and $2.6 million, respectively.

The Company has invested in several corporate-owned key-person life insurance policies with the intention of using these investments to fund the ESLIRP and the DCP. Participants have no interest in any such investments. As of December 30, 2017 and December 31, 2016, the cash surrender value of these life insurance policies were $34.0 million and $29.5 million, respectively.

CHARLES RIVER LABORATORIES INTERNATIONAL, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

The following table provides a reconciliation of benefit obligations and plan assets of the Company’s pension, DCP and ESLIRP plans:

	December 30, 2017				December 31, 2016
	(in thousands)
Change in projected benefit obligations:
Benefit obligation at beginning of year	$	379,942			$	345,220
Service cost	3,110				2,453
Interest cost	11,642				12,046
Benefit payments	(9,665		)		(13,383		)
Curtailment	—				(279		)
Settlements	—				(5,499		)
Plan amendments	(1		)		188
Transfer in from acquisition	—				5,271
Actuarial loss (gain)	(15,724		)		71,006
Administrative expenses paid	(698		)		(605		)
Effect of foreign exchange	24,358				(36,476		)
Benefit obligation at end of year	$	392,964			$	379,942
Change in fair value of plan assets:
Fair value of plan assets at beginning of year	$	256,903			$	275,480
Actual return on plan assets	33,558				23,388
Employer contributions	5,165				10,551
Settlements	—				(5,499		)
Transfer in from acquisition	—				508
Benefit payments	(9,665		)		(13,383		)
Administrative expenses paid	(698		)		(605		)
Effect of foreign exchange	19,062				(33,537		)
Fair value of plan assets at end of year	$	304,325			$	256,903
Net balance sheet liability	$	88,639			$	123,039
Amounts recognized in balance sheet:
Noncurrent assets	$	1,169			$	—
Current liabilities	1,228				1,120
Noncurrent liabilities	88,580				121,919

Amounts recognized in accumulated other comprehensive loss related to the Company’s pension, DCP and ESLIRP plans are as follows:

	Fiscal Year
	2017				2016
	(in thousands)
Net actuarial loss	$	94,705			$	123,743
Net prior service cost (credit)	(3,203		)		(3,300		)
Net amount recognized	$	91,502			$	120,443

CHARLES RIVER LABORATORIES INTERNATIONAL, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

The accumulated benefit obligation and fair value of plan assets for the Company’s pension, DCP and ESLIRP plans with accumulated benefit obligations in excess of plan assets are as follows:

	December 30, 2017				December 31, 2016
	(in thousands)
Accumulated benefit obligation	$	359,965			$	346,122
Fair value of plan assets	285,609				242,172

The projected benefit obligation and fair value of plan assets for the Company’s pension, DCP and ESLIRP plans with projected benefit obligations in excess of plan assets are as follows:

	December 30, 2017				December 31, 2016
	(in thousands)
Projected benefit obligation	$	381,960			$	379,942
Fair value of plan assets	292,152				256,903

The amounts in accumulated other comprehensive income expected to be recognized as components of net periodic benefit cost over the next fiscal year are as follows:

	December 30, 2017
	(in thousands)
Amortization of net actuarial loss	$	3,007
Amortization of net prior service credit	(521		)

Components of net periodic benefit cost for the Company’s pension, DCP and ESLIRP plans are as follows:

	Fiscal Year
	2017				2016				2015
	(in thousands)
Service cost	$	3,110			$	2,453			$	4,293
Interest cost	11,642				12,046				12,974
Expected return on plan assets	(14,249		)		(14,164		)		(16,987		)
Amortization of prior service cost (credit)	(496		)		(292		)		(581		)
Amortization of net loss (gain)	3,845				2,003				3,198
Curtailment	—				(279		)		—
Settlements	—				788				—
Net periodic cost (benefit)	$	3,852			$	2,555			$	2,897

Assumptions

Weighted-average assumptions used to determine projected benefit obligations are as follows:

	December 30, 2017			December 31, 2016
Discount rate	2.82	%		3.01	%
Rate of compensation increase	3.16	%		3.25	%

CHARLES RIVER LABORATORIES INTERNATIONAL, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

Weighted-average assumptions used to determine net periodic benefit cost are as follows:

	December 30, 2017			December 31, 2016			December 26, 2015
Discount rate	3.01	%		3.89	%		3.75	%
Expected long-term return on plan assets	5.41	%		5.83	%		6.24	%
Rate of compensation increase	3.25	%		3.17	%		3.18	%

A 0.5% decrease in the expected rate of return would increase annual pension expense by $1.5 million.

Plan Assets

The Company invests its pension assets with the objective of achieving a total long-term rate of return sufficient to fund future pension obligations and to minimize future pension contributions. The Company is willing to tolerate a commensurate level of risk to achieve this objective. The Company controls its risk by maintaining a diversified portfolio of asset classes. Plan assets did not include any of the Company’s common stock as of December 30, 2017 or December 31, 2016. The weighted-average target asset allocations are approximately 45.0% to equity securities, approximately 17.9% to fixed income securities and approximately 37.1% to other securities.

The fair value of the Company’s pension plan assets by asset category are as follows:

	December 30, 2017																December 31, 2016
	Level 1				Level 2				Level 3				Total				Level 1				Level 2				Level 3				Total
	(in thousands)
Cash	$	564			$	—			$	—			$	564			$	108			$	—			$	—			$	108
Equity securities(1)	88,854				—				—				88,854				63,348				6,252				—				69,600
Debt securities(2)	18,485				4,117				—				22,602				59,294				3,269				—				62,563
Mutual funds(3)	74,708				66,656				—				141,364				64,698				56,596				—				121,294
Other (4)	472				48,713				1,756				50,941				1,318				586				1,434				3,338
Total	$	183,083			$	119,486			$	1,756			$	304,325			$	188,766			$	66,703			$	1,434			$	256,903
(1) This category comprises equity securities held by non-U.S. pension plans valued at the quoted closing price, and translated into U.S. dollars using a foreign currency exchange rate at year end.
(2) This category comprises debt securities held by non-U.S. pension plans valued at the quoted closing price, and translated into U.S. dollars using a foreign currency exchange rate at year end.
(3) This category comprises mutual funds valued at the net asset value of shares held at year end.
(4) This category mainly comprises fixed income securities tied to various UK government bond yields held by non-US pension plans valued at the net asset value of shares held at year-end, and translated into U.S. dollars using a foreign currency exchange rate at year end.

The activity within the Level 3 pension plan assets was non-significant during the periods presented.

During fiscal year 2017, the Company contributed $4.1 million to the pension plans and expects to contribute approximately $7.6 million to its pension plans in fiscal year 2018.

CHARLES RIVER LABORATORIES INTERNATIONAL, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

Expected benefit payments are estimated using the same assumptions used in determining the Company’s benefit obligation as of December 30, 2017. Benefit payments will depend on future employment and compensation levels, among other factors, and changes in any of these factors could significantly affect these estimated future benefit payments. Estimated future benefit payments during the next five years and in the aggregate for fiscal years thereafter, are as follows:

Fiscal Year		Pension Plans
		(in thousands)
2018		$	8,905
2019		9,181
2020		9,623
2021		33,623
2022		10,243
Thereafter		68,838

Post-Retirement Health and Life Insurance Plans

The Company’s Canadian location offers post-retirement life insurance benefits to its employees and post-retirement medical and dental insurance coverage to certain executives. The plan is non-contributory and unfunded. As of December 30, 2017 and December 31, 2016, the accumulated benefit obligation related to the plan was $1.4 million and $1.2 million, respectively. The amounts included in other accumulated comprehensive income as well as expenses related to the plan were non-significant for fiscal years 2017, 2016 and 2015.

Charles River Laboratories Employee Savings Plan

The Charles River Laboratories Employee Savings Plan is a defined contribution plan in the form of a qualified 401(k) plan in which substantially all U.S. employees are eligible to participate upon employment. The plan contains a provision whereby the Company matches a percentage of employee contributions. During fiscal years 2017, 2016 and 2015, the costs associated with this defined contribution plan totaled $11.6 million, $6.2 million and $5.3 million, respectively.

11. STOCK-BASED COMPENSATION

The Company has stock-based compensation plans under which employees and non-employee directors may be granted stock-based awards such as stock options, restricted stock, RSUs, and PSUs.

During fiscal years 2017, 2016 and 2015, the primary share-based awards and their general terms and conditions are as follows:

•	Stock options, which entitle the holder to purchase a specified number of shares of common stock at an exercise price equal to the closing market price of common stock on the date of grant; typically vest over 4 years; and typically expire 5 to 7 years from date of grant.

•	Restricted stock, which is an award of common stock issued on the grant date and subject to vesting, typically over 2 to 4 years. Recipients cannot sell or transfer the shares until the restriction period has lapsed, but are entitled to forfeitable cash dividends and to vote their respective shares upon grant.

•	RSUs, which represent an unsecured promise to grant at no cost a set number of shares of common stock upon the completion of the vesting schedule, and typically vest over 2 to 4 years. With respect to RSUs, recipients are not entitled to cash dividends and have no voting rights on the stock during the vesting period.

•	PSUs, which entitle the holder to receive at no cost, a specified number of shares of common stock within a range of shares from zero to a specified maximum and typically vest over 3 years. Payout of this award is contingent upon achievement of certain performance and market conditions.

In May 2007, the Company’s shareholders approved the 2007 Incentive Plan, which was amended in 2009, 2011, 2013 and 2015 (2007 Plan). The 2007 Plan provided no further awards to be granted under preexisting stock option and incentive plans; provided, however, that any shares that have been forfeited or canceled in accordance with the terms of the applicable award under a preexisting plan may be subsequently awarded in accordance with the terms of the preexisting plan. The 2007 Plan allows a maximum of 18.7 million shares to be awarded, of which restricted stock grants, RSUs, and performance based stock awards count as 2.3 shares and stock options count as 1.0 share. Any stock options and other share-based awards that were granted under prior plans and were outstanding in May 2007 continue in accordance with the terms of the respective plans.

CHARLES RIVER LABORATORIES INTERNATIONAL, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

In May 2016, the Company’s shareholders approved the 2016 Incentive Plan (2016 Plan). The 2016 Plan provided no further awards to be granted under preexisting stock option and incentive plans; provided, however, that any shares that have been forfeited or canceled in accordance with the terms of the applicable award under a preexisting plan may be subsequently awarded in accordance with the terms of the preexisting plan. The 2016 Plan allows a maximum of 6.1 million shares to be awarded, of which restricted stock grants, RSUs, and performance based stock awards count as 2.3 shares and stock options count as 1.0 share. Any stock options and other share-based awards that were granted under prior plans and were outstanding in May 2016 continue in accordance with the terms of the respective plans.

As of December 30, 2017, approximately 4.4 million shares were authorized for future grants under the Company’s share-based compensation plans. The Company settles employee share-based compensation awards with newly issued shares. The following table provides the financial statement line items in which stock-based compensation is reflected:

	Fiscal Year
	2017				2016				2015
	(in thousands)
Cost of revenue (excluding amortization of intangible assets)	$	6,509			$	6,508			$	6,511
Selling, general and administrative	37,494				37,134				33,611
Stock-based compensation, before income taxes	44,003				43,642				40,122
Provision for income taxes	(13,428		)		(15,548		)		(14,225		)
Stock-based compensation, net of income taxes	$	30,575			$	28,094			$	25,897

During fiscal year 2015, the Company modified certain stock-based awards granted in previous years as part of executive retirement transitions. For the stock-based awards granted to employees during and subsequent to fiscal year 2015, the Company introduced a new retirement provision, which allows for continued vesting of such awards after the employee’s retirement if certain eligibility conditions are met. The introduction of the new retirement provision and stock-based award modifications increased the Company’s stock-based compensation expense for 2015 by $4.5 million.

The Company capitalized no stock-based compensation related costs for fiscal years 2017, 2016 and 2015.

Stock Options

The following table summarizes stock option activity under the Company’s stock-based compensation plans:

	Number of shares			Weighted Average Exercise Price				Weighted Average Remaining Contractual Life		Aggregate Intrinsic Value
	(in thousands)							(in years)		(in thousands)
Options outstanding as of December 31, 2016	1,970			$	60.82
Options granted	603			$	88.35
Options exercised	(742	)		$	52.41
Options canceled	(57	)		$	76.78
Options outstanding as of December 30, 2017	1,774			$	73.19			3.2		$	64,274
Options exercisable as of December 30, 2017	469			$	56.19			2.3		$	24,958
Options expected to vest as of December 30, 2017	1,304			$	79.30			3.5		$	39,315

CHARLES RIVER LABORATORIES INTERNATIONAL, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

The fair value of stock options granted was estimated using the Black-Scholes option-pricing model with the following weighted-average assumptions:

	Fiscal Year
	2017			2016			2015
Expected life (in years)	3.6			3.6			3.6
Expected volatility	24	%		25	%		28	%
Risk-free interest rate	1.6	%		1.2	%		1.1	%
Expected dividend yield	0	%		0	%		0	%

The weighted-average grant date fair value of stock options granted was $18.33, $15.12 and $17.24 for fiscal years 2017, 2016 and 2015, respectively.

As of December 30, 2017, the unrecognized compensation cost related to unvested stock options expected to vest was $12.7 million. This unrecognized compensation will be recognized over an estimated weighted-average amortization period of 2.3 years.

The total intrinsic value of options exercised during fiscal years 2017, 2016 and 2015 was $30.0 million, $23.0 million and $28.3 million, respectively, with intrinsic value defined as the difference between the market price on the date of exercise and the exercise price.

Restricted Stock and Restricted Stock Units

The following table summarizes the restricted stock and restricted stock units activity for fiscal year 2017:

	Restricted Stock and Restricted Stock Units			Weighted Average Grant Date Fair Value
	(in thousands)
December 31, 2016	515			$	67.62
Granted	253			$	88.86
Vested	(223	)		$	60.82
Canceled	(31	)		$	77.43
December 30, 2017	514			$	80.45

As of December 30, 2017, the unrecognized compensation cost related to shares of unvested restricted stock and RSUs expected to vest was $24.2 million, which is expected to be recognized over an estimated weighted-average amortization period of 2.3 years. The total fair value of restricted stock and RSU grants that vested during fiscal years 2017, 2016 and 2015 was $13.6 million, $14.6 million and $15.7 million, respectively.

Performance Based Stock Award Program

The Company issues PSUs to certain corporate officers. The number of shares of common stock issued for each PSU is adjusted based on a performance condition linked to the Company’s financial performance. Certain awards are further adjusted based on a market condition, which is calculated based on the Company’s stock performance relative to a peer group over the three-year vesting period. The fair value of the market condition is reflected in the fair value of the award at grant date.

The Company utilizes a Monte Carlo simulation valuation model to value these awards. Information pertaining to the Company’s PSUs and the related estimated weighted-average assumptions used to calculate their fair value were as follows:

CHARLES RIVER LABORATORIES INTERNATIONAL, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

	Fiscal Year
	2017				2016				2015
PSUs granted	197,645				190,628				148,900
Weighted average per share grant date fair value	$	99.96			$	80.38			$	88.62
Key Assumptions:
Expected volatility	26		%		24		%		23		%
Risk-free interest rate	1.34		%		0.91		%		0.96		%
Expected dividend yield	0		%		0		%		0		%
20 trading day average stock price on grant date	17.7		%		(4.8		)%		20.6		%

The maximum amount of common shares to be issued upon vesting of PSUs is approximately 0.3 million. For fiscal years 2017, 2016 and 2015, the Company recognized stock-based compensation related to PSUs of $18.9 million, $19.7 million and $14.7 million, respectively. The total fair value of PSUs that vested during fiscal years 2017, 2016 and 2015 was $14.4 million, $18.0 million and $6.6 million, respectively.

In fiscal year 2017 and 2016, the Company also issued approximately 15,000 and 18,000 PSUs using a weighted-average grant date fair value per share of $88.05 and $73.70, respectively. These PSUs vest upon the achievement of financial targets and other performance measures.

12. FOREIGN CURRENCY CONTRACTS

The Company enters into foreign exchange forward contracts to limit its foreign currency exposure related to intercompany loans that are not of a long-term investment nature. These contracts are recorded at fair value in the Company’s consolidated balance sheets and are not designated as hedging instruments. Any gains or losses on such contracts are immediately recognized in other income, net, and are largely offset by the remeasurement of the underlying intercompany loan balances.

The Company did not have any foreign currency contracts open as of December 30, 2017 and December 31, 2016.

The following table summarizes gains recognized on foreign exchange forward contracts related to intercompany loans denominated in Euros on the Company’s consolidated statements of income:

		Fiscal Year
Location of Gain		2017			2016			2015
		(in thousands)
Other income, net		$	—		$	3,373		$	(4,917	)

13. COMMITMENTS AND CONTINGENCIES

Operating Leases

The Company rents laboratory and office space, land, vehicles and certain equipment under non-cancellable operating leases. These lease agreements contain various clauses for renewal at the Company’s option and, in certain cases, rent escalation clauses. Rental expense under these leases amounted to $26.3 million, $21.8 million and $23.4 million in fiscal years 2017, 2016 and 2015, respectively. In addition to rent, the leases may require the Company to pay additional amounts for taxes, insurance, maintenance and other operating expenses.

CHARLES RIVER LABORATORIES INTERNATIONAL, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

As of December 30, 2017, minimum rental commitments under non-cancellable leases, net of income from subleases, for each of the next five years and total thereafter were as follows:

		Minimum Lease Payments
		(in thousands)
2018		$	25,361
2019		23,177
2020		20,725
2021		16,480
2022		13,203
Thereafter		45,159
Total		$	144,105

Insurance

The Company maintains certain insurance policies that maintain large deductibles up to approximately $5.0 million, some with or without stop-loss limits, depending on market availability. Insurance policies at certain locations are based on a percentage of the insured assets, for which deductibles for certain property may exceed $5.0 million in the event of a catastrophic event.

Litigation

Various lawsuits, claims and proceedings of a nature considered normal to its business are pending against the Company. While the outcome of any of these proceedings cannot be accurately predicted, the Company does not believe the ultimate resolution of any of these existing matters would have a material adverse effect on the Company’s business or financial condition.

Guarantees

The Company enters into certain agreements with other parties in the ordinary course of business that contain indemnification provisions. These typically include agreements with directors and officers, business partners, contractors, landlords, and customers. Under these provisions, the Company generally indemnifies and holds harmless the indemnified party for losses suffered or incurred by the indemnified party as a result of the Company’s activities. These indemnification provisions generally survive termination of the underlying agreement. The maximum potential amount of future payments the Company could be required to make under these indemnification provisions is unlimited. However, to date the Company has not incurred material costs to defend lawsuits or settle claims related to these indemnification provisions. As a result, the estimated fair value of these obligations is minimal.

Purchase Obligations

The Company enters into unconditional purchase obligations, in the ordinary course of business, that include agreements to purchase goods or services that are enforceable and legally binding and that specify all significant terms including: fixed or minimum quantities to be purchased; fixed, minimum or variable price provisions; and the approximate timing of the transaction. Purchase obligations exclude agreements that are cancellable at any time without penalty. The aggregate amount of the Company’s unconditional purchase obligations totaled $90.3 million as of December 30, 2017.

14. RESTRUCTURING AND ASSET IMPAIRMENTS

Global RMS Restructuring Initiatives

In the fourth quarter of fiscal year 2017, the Company committed to a plan to further reduce costs and improve operating efficiencies in its RMS reportable segment. The Company plans to close its RMS production facility in Maryland before the end of 2018 and consolidate production in other facilities. Additionally, the Company will reduce its workforce at various other global RMS facilities during 2018.

The following table presents a summary of severance and transition costs, and asset impairments and accelerated depreciation (referred to as restructuring costs) related to this initiative by classification within the consolidated statements of income for the year ended December 30, 2017.

CHARLES RIVER LABORATORIES INTERNATIONAL, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

	Severance and Transition Costs				Asset Impairments and Accelerated Depreciation				Total
	(in thousands)
Cost of services provided and products sold (excluding amortization of intangible assets)	$	362			$	17,716			$	18,078
Selling, general and administrative	67				—				67
Total	$	429			$	17,716			$	18,145

Total restructuring costs related to this initiative in 2017 and 2018 are expected to be between $24.5 million and $26.0 million, of which $18.0 million to $18.5 million relate to estimated asset impairments and accelerated depreciation, and $6.5 million to $7.5 million relate to employee separation and facility exit costs, including accelerated lease obligations. All of the costs are recorded in the RMS reportable segment. The majority of the costs are non-cash and were incurred in the fourth quarter of 2017. The cash portion of the costs are not expected to exceed $8 million. The Company’s existing lease obligation continues through 2028.

Other Restructuring Initiatives

In recent fiscal years, the Company has undertaken productivity improvement initiatives at various locations across all reportable segments across the U.S., Europe, and Japan. This includes workforce reductions, resulting in severance and transition costs; and cost related to the consolidation of facilities, resulting in asset impairment and accelerated depreciation charges. The Company’s existing lease obligations for certain facilities continue through various dates, the latest being March 2028.

The following table presents a summary of restructuring costs related to these initiatives by classification within the consolidated statements of income for the years ended 2017, 2016, and 2015.

	2017
	Severance and Transition Costs				Asset Impairments and Accelerated Depreciation				Total
	(in thousands)
Cost of services provided and products sold (excluding amortization of intangible assets)	$	1,944			$	929			$	2,873
Selling, general and administrative	1,905				—				1,905
Total	$	3,849			$	929			$	4,778

	2016
	Severance and Transition Costs				Lease Obligations				Asset Impairments and Accelerated Depreciation				Total
	(in thousands)
Cost of services provided and products sold (excluding amortization of intangible assets)	$	4,717			$	4,616			$	4,809			$	14,142
Selling, general and administrative	3,737				—				—				3,737
Total	$	8,454			$	4,616			$	4,809			$	17,879

	2015
	Severance and Transition Costs				Asset Impairments and Accelerated Depreciation				Total
	(in thousands)
Cost of services provided and products sold (excluding amortization of intangible assets)	$	735			$	1,833			$	2,568
Selling, general and administrative	5,438				—				5,438
Total	$	6,173			$	1,833			$	8,006

CHARLES RIVER LABORATORIES INTERNATIONAL, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

The following table presents restructuring costs by reportable segment for these productivity improvement initiatives:

	Fiscal Year
	2017				2016				2015
	(in thousands)
RMS	$	291			$	759			$	3,171
DSA	1,604				17,114				1,068
Manufacturing	2,883				6				1,639
Unallocated corporate	—				—				2,128
Total	$	4,778			$	17,879			$	8,006

The following table provides a rollforward for all of the Company’s severance and transition costs, and lease obligation liabilities related to restructuring activities:

	December 30, 2017				December 31, 2016				December 26, 2015
	(in thousands)
Beginning balance	$	8,102			$	2,969			$	2,666
Expense	4,278				13,070				6,173
Payments / utilization	(6,103		)		(7,667		)		(5,820		)
Foreign currency adjustments	579				(270		)		(50		)
Ending balance	$	6,856			$	8,102			$	2,969

As of December 30, 2017 and December 31, 2016, $3.0 million and $4.1 million of severance and other personnel related costs liabilities and lease obligation liabilities, respectively, were included in accrued compensation and accrued liabilities within the Company’s consolidated balance sheets and $3.9 million and $4.0 million, respectively, were included in other long-term liabilities within the Company's consolidated balance sheets.

15. SEGMENT AND GEOGRAPHIC INFORMATION

The Company revised its reportable segments during fiscal year 2016 to align with its view of the business following its acquisition of WIL Research. For a description of the Company’s three reportable segments, see Note 1, “Description of Business and Summary of Significant Accounting Policies.” Asset information on a reportable segment basis is not disclosed as this information is not separately identified and internally reported to the Company’s Chief Operating Decision Maker.

The following table presents revenue and other financial information by reportable segment:

	2017				2016				2015
	(in thousands)
RMS
Revenue	$	493,615			$	494,037			$	470,411
Operating income	114,712				136,365				120,973
Depreciation and amortization	19,627				20,853				22,526
Capital expenditures	20,879				11,642				17,398
DSA
Revenue	$	980,022			$	836,593			$	612,173
Operating income	184,063				138,157				121,981
Depreciation and amortization	79,355				71,816				46,812
Capital expenditures	36,616				27,493				30,333
Manufacturing
Revenue	$	383,964			$	350,802			$	280,718
Operating income	123,903				104,543				74,675
Depreciation and amortization	22,893				25,566				18,129
Capital expenditures	15,188				12,247				9,814

CHARLES RIVER LABORATORIES INTERNATIONAL, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

For fiscal years ended 2017, 2016 and 2015, reconciliations of segment operating income and capital expenditures to the respective consolidated amounts are as follows:

	Operating Income												Capital Expenditures
	Fiscal Year												Fiscal Year
	2017				2016				2015				2017				2016				2015
	(in thousands)
Total reportable segments	$	422,678			$	379,065			$	317,629			$	72,683			$	51,382			$	57,545
Unallocated corporate	(135,180		)		(141,646		)		(111,180		)		9,748				3,906				5,707
Total consolidated	$	287,498			$	237,419			$	206,449			$	82,431			$	55,288			$	63,252

Revenue for each significant product or service offering is as follows:

	Fiscal Year
	2017				2016				2015
	(in thousands)
RMS	$	493,615			$	494,037			$	470,411
DSA	980,022				836,593				612,173
Manufacturing	383,964				350,802				280,718
Total revenue	$	1,857,601			$	1,681,432			$	1,363,302

A summary of unallocated corporate expense consists of the following:

	Fiscal Year
	2017				2016				2015
	(in thousands)
Stock-based compensation	$	27,114			$	27,272			$	25,751
Compensation, benefits, and other employee-related expenses	49,100				39,189				33,026
External consulting and other service expenses	22,224				23,421				15,418
Information technology	11,997				13,233				8,400
Depreciation	9,284				8,423				7,414
Acquisition and integration	3,728				15,608				11,644
Other general unallocated corporate	11,733				14,500				9,527
Total unallocated corporate expense	$	135,180			$	141,646			$	111,180

Other general unallocated corporate expense consists of various departmental costs including those associated with departments such as senior executives, corporate accounting, legal, tax, human resources, treasury, and investor relations.

CHARLES RIVER LABORATORIES INTERNATIONAL, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

Revenue and long-lived assets by geographic area are as follows:

	U.S.				Europe				Canada				Asia Pacific				Other				Consolidated
	(in thousands)
2017
Revenue	$	959,263			$	569,812			$	200,343			$	126,462			$	1,721			$	1,857,601
Long-lived assets	446,574				203,911				82,228				49,020				240				781,973
2016
Revenue	$	850,422			$	520,937			$	194,210			$	114,710			$	1,153			$	1,681,432
Long-lived assets	462,330				177,423				78,866				37,111				97				755,827
2015
Revenue	$	659,466			$	435,491			$	172,349			$	95,996			$	—			$	1,363,302
Long-lived assets	402,238				159,445				77,535				38,741				—				677,959

Included in the Asia Pacific category above are operations located in China, Japan, Korea, Australia, Singapore, and India. Included in the Other category above are operations located in Israel and Brazil. Revenues represent sales originating in entities physically located in the identified geographic area. Long-lived assets include property, plant, and equipment and other long-lived assets.

CHARLES RIVER LABORATORIES INTERNATIONAL, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

16. SELECTED QUARTERLY FINANCIAL DATA (unaudited)

The following table contains quarterly financial information for fiscal years 2017 and 2016. The operating results for any quarter are not necessarily indicative of future period results.

	First Quarter				Second Quarter				Third Quarter				Fourth Quarter (1)
	(in thousands, except per share amounts)
Fiscal Year 2017
Total revenue	$	445,763			$	469,129			$	464,232			$	478,477
Gross profit (2)	171,699				185,662				177,204				167,749
Operating income	69,472				81,310				73,984				62,732
Net income (loss) attributable to common shareholders	46,778				53,952				52,474				(29,849		)
Earnings (loss) per common share
Basic:
Continuing operations attributable to common shareholders	$	0.98			$	1.14			$	1.11			$	(0.63	)
Discontinued operations	$	—			$	—			$	—			$	—
Net income (loss) attributable to common shareholders	$	0.98			$	1.13			$	1.11			$	(0.63	)
Diluted:
Continuing operations attributable to common shareholders	$	0.97			$	1.12			$	1.09			$	(0.63	)
Discontinued operations	$	—			$	—			$	—			$	—
Net income (loss) attributable to common shareholders	$	0.97			$	1.12			$	1.08			$	(0.63	)
Fiscal Year 2016
Total revenue	$	354,868			$	434,055			$	425,720			$	466,789
Gross profit (2)	140,768				169,747				156,270				179,881
Operating income	51,472				58,061				58,795				69,091
Net income attributable to common shareholders	37,143				35,207				37,735				44,680
Earnings per common share
Basic:
Continuing operations attributable to common shareholders	$	0.80			$	0.75			$	0.79			$	0.95
Discontinued operations	$	—			$	—			$	0.01			$	—
Net income attributable to common shareholders	$	0.80			$	0.75			$	0.80			$	0.95
Diluted:
Continuing operations attributable to common shareholders	$	0.78			$	0.73			$	0.78			$	0.93
Discontinued operations	$	—			$	—			$	0.01			$	—
Net income attributable to common shareholders	$	0.78			$	0.73			$	0.79			$	0.93
(1) Net loss attributable to common shareholders includes the amounts recorded due to U.S. Tax Reform. See Note 9.
(2) Gross profit is calculated as total revenue minus cost of revenue (excluding amortization of intangible assets).

Full-year amounts may not sum due to rounding.

17. SUBSEQUENT EVENT

MPI Research

On February 12, 2018, the Company entered into a definitive agreement to acquire MPI Research, a non-clinical CRO providing comprehensive testing services to biopharmaceutical and medical device companies worldwide. Acquiring MPI Research will enhance the Company’s position as a leading global early-stage CRO by strengthening its ability to partner with clients across the drug discovery and development continuum. The transaction is expected to close early in the second quarter of 2018, subject to regulatory approvals and customary closing conditions. The preliminary purchase price will be approximately $800 million in cash, subject to customary closing adjustments. The acquisition and associated fees are expected to be financed through an expansion of the Company’s credit facility and cash. The Company entered into a commitment letter, pursuant to which the Company will be provided up to $830 million under a bridge loan facility. The Company is evaluating fixed-rate debt financing alternatives which could be used to finance the acquisition and for general corporate purposes. In the

CHARLES RIVER LABORATORIES INTERNATIONAL, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

event the agreement is terminated under specified circumstances, the Company may be required to pay a termination fee of $48 million, increasing to $56 million based on other specific circumstances. This business is expected to be reported as part of the Company’s DSA reportable segment.