Item 4. CONTROLS AND PROCEDURES

CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures

Under the supervision and with the participation of management, including

our principal executive officer and

principal financial officer, we evaluated the effectiveness of the design and operation of our disclosure controls and

procedures as of the end of the period covered by this quarterly report

as such term is defined in Rules 13a-15(e)

and 15d-15(e) promulgated under the Securities Exchange Act of 1934, as

amended (the “Exchange Act”).

Based

on this evaluation, our management, including our principal executive

officer and principal financial officer,

concluded that our disclosure controls and procedures were effective as of September 28,

2024, to ensure that all

material information required to be disclosed by us in reports that we file

or submit under the Exchange Act is

accumulated and communicated to them as appropriate to allow timely

decisions regarding required disclosure and

that all such information is recorded, processed, summarized and reported

within the time periods specified in the

SEC’s rules and forms, and the rules of the Nasdaq stock exchange.

Changes in Internal Control over Financial Reporting

The combination of acquisitions,

including the acquisition of TriMed Inc. (“TriMed”), continued acquisition

integrations and systems implementation activity undertaken during

the quarter and carried over from prior quarters

when considered in the aggregate, represents a material change in our internal

control over financial reporting. As

previously reported, the full integration of TriMed will extend beyond year-end and, therefore, we anticipate

excluding TriMed from our annual assessment of internal control over financial reporting as of December

28, 2024,

as permitted by related SEC staff interpretive guidance for newly acquired businesses.

During the quarter ended September 28, 2024, we completed the acquisition

of a dental distribution business and

acquired a controlling interest of a dental affiliate in Europe.

Also, post-acquisition integration related activities

continued for our dental and medical businesses acquired during prior quarters.

These acquisitions, the majority of

which utilize separate information and financial accounting systems,

have been included in our condensed

consolidated financial statements since their respective dates of acquisition.

Also, during the quarter ended September 28, 2024, we completed the

systems implementation activities for

implementing a new e-commerce system for certain dental distribution

businesses in the UK and Ireland.

Additionally, we completed the systems implementation activities related to the integration of a previously acquired

Australian medical distribution business into our existing Australian

ERP system.

Finally, we continued systems

implementation activities for two of our dental distribution businesses in France

and Brazil.

All acquisitions, continued acquisition integrations and systems implementation

activities involve necessary and

appropriate change-management controls that are considered in our quarterly

assessment of the design and

operating effectiveness of our internal control over financial reporting.

The deficiencies in internal control over financial reporting identified

as of December 30, 2023 at the application

control level related to logical and user access management and segregation

of duties have continued to be the

subject of ongoing remediation including implementation of specific

action plans and the testing/validation of

control operating effectiveness, which are expected to be substantially completed prior to year-end.

Limitations of the Effectiveness of Internal Control

A control system, no matter how well conceived and operated, can provide

only reasonable, not absolute, assurance

that the objectives of the internal control system are met.

Because of the inherent limitations of any internal control

system, no evaluation of controls can provide absolute assurance that

all control issues, if any, within a company

have been detected.

PART

II.

OTHER INFORMATION

ITEM 1.

LEGAL PROCEEDINGS

For a discussion of Legal Proceedings, see

Note 11–Legal Proceedings

of the Notes to the Condensed Consolidated

Financial Statements included under Item 1.