Hologic, Inc.  Notes to Consolidated Financial Statements (continued) (In thousands, except per share data) a new platform technology to analyze images and breast density measurement.
The projects were substantially completed as planned in fiscal 2007.
The deferred income tax asset relates to the tax effect of acquired net operating loss carry forwards that the Company believes are realizable partially offset by acquired identifiable intangible assets, and fair value adjustments to acquired inventory as such amounts are not deductible for tax purposes.
Acquisition of Suros Surgical Systems, Inc.  On July 27, 2006, the Company completed the acquisition of Suros Surgical Systems, Inc.  (“Suros”), pursuant to an Agreement and Plan of Merger dated April 17, 2006.
The results of operations for Suros have been included in the Company’s consolidated financial statements from the date of acquisition as part of its Mammography/Breast Care business segment.
Suros, located in Indianapolis, Indiana, develops, manufactures and sells minimally invasive interventional breast biopsy technology and products for biopsy, tissue removal and biopsy site marking.
The initial aggregate purchase price for Suros of approximately $248,100 (subject to adjustment) consisted of 4,600 shares of Hologic Common Stock valued at $106,500, cash paid of $139,000, and approximately $2,600 for acquisition related fees and expenses.
The Company determined the fair value of the shares issued in connection with the acquisition in accordance with EITF Issue No.99-12, Determination of the Measurement Date for the Market Price of Acquirer Securities Issued in a Purchase Business Combination.
The components and allocation of the final purchase price, consists of the following approximate amounts:
## Table 0 ##
The acquisition also provides for a two-year earn out.
The earn-out is payable in two annual cash installments equal to the incremental revenue growth in Suros’ business in the two years following the closing.
The Company has considered the provision of EITF Issue No.95-8, Accounting for Contingent Consideration Paid to the Shareholders of and Acquired Enterprise in a Purchase Business Combination, and concluded that this contingent consideration represents additional purchase price.
During the fourth quarter of fiscal 2007 the Company paid approximately $19,000 to former Suros shareholders for the first annual earn-out period resulting in an increase to goodwill for the same amount.
The Company also accrued $24,500 for the second and final earn-out related to Suros’ incremental revenue growth during the fourth quarter of fiscal 2008, with an increase to goodwill, of which $24,400 had been paid as of September 27, 2008.
In addition to the earn-out discussed above, the Company decreased goodwill in the amount of $1,300 during the year ended September 27, 2008 and increased goodwill in the amount of $210 during the year ended September 29, 2007.
The increase in 2007 was primarily related to recording a liability of approximately $550 in accordance with EITF 95-3 related to the termination of certain employees who have ceased all services for the Company.
Approximately $400 of this liability was paid during the year ended September 29, 2007 and the balance was paid during fiscal 2008.
This increase was partially offset by a decrease to goodwill as a result of a change in the valuation of certain assets and liabilities acquired based on information received during the year ended September 29, 2007.
The decrease in goodwill during 2008 was related to the reduction of an income tax liability.
There have been no other material changes to purchase price allocations.
Hologic, Inc.  Notes to Consolidated Financial Statements (continued) (In thousands, except per share data) As part of the purchase price allocation, all intangible assets that were a part of the acquisition were identified and valued.
It was determined that only customer relationship, trade name, developed technology and know how and in-process research and development had separately identifiable values.
Customer relationship represents Suros large installed base that are expected to purchase disposable products on a regular basis.
Trade name represents the Suros product names that the Company intends to continue to use.
Developed technology and know how represents currently marketable purchased products that the Company continues to resell as well as utilize to enhance and incorporate into the Company’s existing products.
The estimated $4,900 of purchase price allocated to in-process research and development projects primarily related to Suros’ disposable products.
The projects were at various stages of completion and include next generation handpiece and site marker technologies.
The Company has continued to work on these projects and they are substantially complete as of September 27, 2008.
The deferred income tax liability relates to the tax effect of acquired identifiable intangible assets, and fair value adjustments to acquired inventory as such amounts are not deductible for tax purposes, partially offset by acquired net operating loss carry forwards that the Company believes are realizable.
For all of the acquisitions discussed above, goodwill represents the excess of the purchase price over the net identifiable tangible and intangible assets acquired.
The Company determined that the acquisition of each AEG, BioLucent, R2 and Suros resulted in the recognition of goodwill primarily because of synergies unique to the Company and the strength of its acquired workforce.
Supplemental Unaudited Pro-forma Information The following unaudited pro forma information presents the consolidated results of operations of the Company, R2 and Suros as if the acquisitions had occurred at the beginning of fiscal 2006, with pro forma adjustments to give effect to amortization of intangible assets, an increase in interest expense on acquisition financing and certain other adjustments together with related tax effects:
## Table 1 ##
The $15,100 charge for purchased research and development that was a direct result of these two transactions is excluded from the unaudited pro forma information above.
The unaudited pro forma results are not necessarily indicative of the results that the Company would have attained had the acquisitions of both R2 and Suros occurred at the beginning of the periods presented.4.
Acquisition of Intangible Assets On September 29, 2005, pursuant to an Asset Purchase Agreement between the Company and Fischer Imaging Corporation (“Fischer”), dated June 22, 2005, the Company acquired the intellectual property and customer lists relating to Fischer’s mammography business and products for $26,900 in cash and cancellation of the principal and interest outstanding under a $5,000 secured loan previously provided by the Company to Fischer.
The aggregate purchase price for the Fischer intellectual property and customer lists was approximately $33,000, which included approximately $1,000 related to direct acquisition costs.
In accordance with Emerging Issues Task Force Issue No.98-3, Determining Whether a Non-monetary Transaction Involved Receipt of
As a result of our acquisition of Third Wave on July 24, 2008, we assumed certain operating leases, the most significant of which is related to their corporate facility in Madison, Wisconsin, which is effective through September 2014.
Future lease payments on these operating leases were approximately $5.8 million as of September 27, 2008.
Additionally, we assumed several license agreements for certain patent rights.
These payments will be made through 2011 and future payments under these license agreements are approximately $7.0 million as of September 27, 2008.
Contractual Obligations.
The following table summarizes our contractual obligations and commitments as of September 27, 2008:
## Table 2 ##
(1) Approximately $6.4 million of the purchase obligations relates to an exclusive distribution and service agreement in the United States under which we will sell and service a line of extremity MRI systems.
Pursuant to the terms of this contract, we have certain minimum inventory purchase obligations for the initial term of eighteen months.
Thereafter the purchase obligations are subject to renegotiation in the event of any unforeseen changes in the market dynamics.
(2) As a result of the merger with Cytyc, we assumed on a consolidated basis certain non-cancelable supply contracts.
For reasons of quality assurance, sole source availability or cost effectiveness, certain key components and raw materials are available only from a sole supplier.
To assure continuity of supply while maintaining high quality and reliability, long-term supply contracts have been executed with these suppliers.
In certain of these contracts, a minimum purchase commitment has been established.
(3) As a result of the merger with Cytyc, we assumed a private equity investment commitment with a limited liability partnership, which could be paid over the succeeding three years.
The amounts above do not include any amount that may be payable to BioLucent and Adiana for earn-outs.
We are working on several projects and we expect to continue to review and evaluate potential acquisitions of businesses, products or technologies, and strategic alliances that we believe will complement our current or future business.
Subject to the Risk Factors set forth in Part I, Item 1A of this report and the general disclaimers set forth in our Special Note Regarding Forward-Looking Statements at the outset of this Report, we believe that cash flow from operations and cash available from our Amended Credit Agreement will provide us with sufficient funds in order to fund our expected operations over the next twelve months.
Our longer-term liquidity is contingent upon future operating performance and our ability to continue to meet financial covenants under our Amended Credit Agreement.
We may also require additional capital in the future to fund capital expenditures, acquisitions or other investments, or to repay our convertible notes.
The holders of the convertible notes may require us to repurchase the notes on December 13 of 2013, and on each of December 15, 2017, 2022, 2027 and 2032 at a repurchase price equal to 100% of their accreted principal amount.
These capital requirements could be substantial.
Our operating performance may also be affected by matters discussed under the above-referenced Risk Factors as elsewhere in this report.
These risks, trends and uncertainties may also adversely affect our longterm liquidity.
Table of Contents RESULTS OF OPERATIONS The following table sets forth, for the periods indicated, the percentage of total revenues represented by items as shown in our Consolidated Statements of Operations.
All dollar amounts in tables are presented in thousands.
## Table 3 ##
Fiscal Year Ended September 29, 2012 Compared to Fiscal Year Ended September 24, 2011 Product Sales.
## Table 4 ##
In fiscal 2012, Breast Health product revenues increased 4% compared to fiscal 2011 primarily due to the increase in our breast biopsy products revenue of $18.5 million as a result of an increase in the number of Eviva and Celero biopsy devices sold in the United States.
In addition, our digital mammography systems revenue increased $1.4 million in fiscal 2012 compared to fiscal 2011 primarily attributable to an increase in the number of units sold of both of our 2D and 3D Dimensions products worldwide, partially offset by slightly lower average selling prices internationally in the current year.
Partially offsetting the increase in revenues from the
was significantly impacted by non-deductible contingent consideration compensation expense, nondeductible acquisition costs, a nondeductible goodwill impairment charge, and a net increase in income tax reserves and valuation allowances on certain foreign losses.
The unfavorable tax impact of these items was partially offset by the domestic manufacturing benefit and a loss claimed related to the discontinuance of the Adiana product line.
The effect of these permanent items to the effective tax rate was magnified by the current year pre-tax loss.
Our effective tax rate for fiscal 2011 was less than the statutory rate primarily due to reversing income tax reserves, the domestic manufacturing benefit and U. S.  and Canadian research and development tax credits.
The $9.1 million income tax reserve reversal was due to us favorably settling our U. S.  federal income tax audit for fiscal years 2007 through 2009 and statutes of limitations expiring in several state and foreign jurisdictions.
Segment Results of Operations We report our business as four segments: Breast Health, Diagnostics, GYN Surgical and Skeletal Health.
The accounting policies of the segments are the same as those described in the footnotes to the accompanying consolidated financial statements contained in Item 15 of this Annual Report.
We measure segment performance based on total revenues and operating income or loss.
Revenues from product sales of each of these segments are described in further detail above.
The discussion that follows is a summary analysis of total revenues and the primary changes in operating income or loss by segment.
## Table 5 ##
Breast Health revenues increased in fiscal 2012 compared to fiscal 2011 due to the increase in product revenue of $22.4 million discussed above and a $27.8 million increase in service revenues.
Operating income for this business segment decreased in fiscal 2012 compared to fiscal 2011 primarily due to an increase in operating expenses partially offset by an increase in gross margin on an absolute dollar basis as a result of increased revenues discussed above.
In fiscal 2012, the overall gross margin rate increased to 49.4% from 49.0% in fiscal 2011 due primarily to improvements in product gross margin discussed above.
The product gross margin rate increased to 49.9% in fiscal 2012 compared to 48.7% in fiscal 2011.
Operating expenses were higher in fiscal 2012 compared to fiscal 2011 primarily due to the net benefit of $14.3 million recorded in the prior year compared to the $3.4 million benefit in the current year to adjust the Sentinelle Medical contingent consideration liability to fair value, higher contingent compensation expense of $5.6 million related to Healthcome in fiscal 2012, the Mammosite goodwill impairment charge of $5.8 million, and restructuring charges of $2.3 million primarily related to our decision to close our facility in Indianapolis.
In addition, expenses were higher in the current year due to higher compensation costs related to hiring additional personnel, continuing product launch activities related to our 3D Dimensions product, medical education, travel, and litigation settlements and related expenses, partially offset by lower clinical trial expenses.
Diagnostics.

<table><tr><td>Net tangible assets acquired as of July 27, 2006</td><td>$13,100</td></tr><tr><td>In-process research and development</td><td>4,900</td></tr><tr><td>Developed technology and know-how</td><td>46,000</td></tr><tr><td>Customer relationship</td><td>17,900</td></tr><tr><td>Trade name</td><td>5,800</td></tr><tr><td>Deferred income taxes</td><td>-21,300</td></tr><tr><td>Goodwill</td><td>181,700</td></tr><tr><td>Final purchase price</td><td>$248,100</td></tr></table>
<table><tr><td></td><td>2006</td></tr><tr><td>Net revenue</td><td>$524,340</td></tr><tr><td>Net income</td><td>$28,649</td></tr><tr><td>Net income per share—basic</td><td>$0.28</td></tr><tr><td>Net income per share—assuming dilution</td><td>$0.17</td></tr></table>
<table><tr><td></td><td>Payments Due by Period</td></tr><tr><td>Contractual Obligations</td><td>Less than 1 year</td><td>1-3 years</td><td>3-5 years</td><td>More than  5 years</td><td>Total</td></tr><tr><td>Long-Term Debt Obligations</td><td>$38,480</td><td>$109,436</td><td>$327,400</td><td>$1,725,584</td><td>$2,200,900</td></tr><tr><td>Interest on Long-Term Debt Obligations</td><td>58,734</td><td>110,973</td><td>90,433</td><td>7,484</td><td>267,624</td></tr><tr><td>Operating Leases</td><td>18,528</td><td>33,162</td><td>27,199</td><td>63,616</td><td>142,505</td></tr><tr><td>Purchase Obligations -1</td><td>33,176</td><td>15,703</td><td>—</td><td>—</td><td>48,879</td></tr><tr><td>Financing Leases</td><td>2,408</td><td>5,035</td><td>5,333</td><td>15,008</td><td>27,784</td></tr><tr><td>Long-Term Supply Contracts -2</td><td>3,371</td><td>6,000</td><td>3,750</td><td>—</td><td>13,121</td></tr><tr><td>Private Equity Investment -3</td><td>1,874</td><td>—</td><td>—</td><td>—</td><td>1,874</td></tr><tr><td>Total Contractual Obligations</td><td>$156,571</td><td>$280,309</td><td>$454,115</td><td>$1,811,692</td><td>$2,702,687</td></tr></table>
<table><tr><td></td><td colspan="3">Fiscal Years Ended</td></tr><tr><td></td><td>September 29, 2012</td><td>September 24, 2011</td><td>September 25, 2010</td></tr><tr><td>Revenues:</td><td></td><td></td><td></td></tr><tr><td>Product sales</td><td>82.8%</td><td>82.6%</td><td>84.2%</td></tr><tr><td>Service and other revenues</td><td>17.2</td><td>17.4</td><td>15.8</td></tr><tr><td></td><td>100.0</td><td>100.0</td><td>100.0</td></tr><tr><td>Costs and expenses:</td><td></td><td></td><td></td></tr><tr><td>Cost of product sales</td><td>30.8</td><td>29.1</td><td>29.0</td></tr><tr><td>Cost of product sales—amortization of intangible assets</td><td>10.1</td><td>9.9</td><td>10.2</td></tr><tr><td>Cost of product sales—impairment of intangible assets</td><td>—</td><td>—</td><td>7.3</td></tr><tr><td>Cost of service and other revenues</td><td>9.5</td><td>9.4</td><td>9.6</td></tr><tr><td>Research and development</td><td>6.5</td><td>6.5</td><td>6.2</td></tr><tr><td>Selling and marketing</td><td>16.1</td><td>16.0</td><td>14.7</td></tr><tr><td>General and administrative</td><td>11.0</td><td>8.9</td><td>8.8</td></tr><tr><td>Amortization of intangible assets</td><td>3.6</td><td>3.3</td><td>3.3</td></tr><tr><td>Contingent consideration—compensation expense</td><td>4.0</td><td>1.1</td><td>—</td></tr><tr><td>Contingent consideration—fair value adjustments</td><td>1.9</td><td>-0.4</td><td>—</td></tr><tr><td>Impairment of goodwill</td><td>0.3</td><td>—</td><td>4.6</td></tr><tr><td>Impairment of intangible assets</td><td>—</td><td>—</td><td>1.2</td></tr><tr><td>Gain on sale of intellectual property, net</td><td>-0.6</td><td>-4.7</td><td>—</td></tr><tr><td>Litigation-related settlement charges, net</td><td>0.0</td><td>—</td><td>0.7</td></tr><tr><td>Acquired in-process research and development</td><td>0.2</td><td>—</td><td>0.1</td></tr><tr><td>Restructuring and divestiture charges, net</td><td>0.9</td><td>—</td><td>0.1</td></tr><tr><td></td><td>94.3</td><td>79.1</td><td>95.8</td></tr><tr><td>Income from operations</td><td>5.7</td><td>20.9</td><td>4.2</td></tr><tr><td>Interest income</td><td>0.1</td><td>0.1</td><td>0.1</td></tr><tr><td>Interest expense</td><td>-7.0</td><td>-6.4</td><td>-7.6</td></tr><tr><td>Debt extinguishment loss</td><td>-2.1</td><td>-1.7</td><td>—</td></tr><tr><td>Other income (expense), net</td><td>0.2</td><td>-0.2</td><td>0.1</td></tr><tr><td>(Loss) income before income taxes</td><td>-3.1</td><td>12.7</td><td>-3.2</td></tr><tr><td>Provision for income taxes</td><td>0.6</td><td>3.9</td><td>0.5</td></tr><tr><td>Net (loss) income</td><td>-3.7%</td><td>8.8%</td><td>-3.7%</td></tr></table>
<table><tr><td></td><td colspan="6"> Years Ended</td></tr><tr><td></td><td colspan="2">September 29, 2012</td><td colspan="2">September 24, 2011</td><td colspan="2"> Change</td></tr><tr><td></td><td> Amount</td><td>% of Total Revenue</td><td> Amount</td><td>% of Total Revenue</td><td> Amount</td><td> %</td></tr><tr><td><i>Product Sales</i></td><td></td><td></td><td></td><td></td><td></td><td></td></tr><tr><td>Breast Health</td><td>$572,485</td><td>29%</td><td>$550,112</td><td>31%</td><td>$22,373</td><td>4%</td></tr><tr><td>Diagnostics</td><td>707,529</td><td>35%</td><td>566,349</td><td>32%</td><td>141,180</td><td>25%</td></tr><tr><td>GYN Surgical</td><td>311,643</td><td>16%</td><td>299,120</td><td>17%</td><td>12,523</td><td>4%</td></tr><tr><td>Skeletal Health</td><td>66,071</td><td>3%</td><td>62,759</td><td>3%</td><td>3,312</td><td>5%</td></tr><tr><td></td><td>$1,657,728</td><td>83%</td><td>$1,478,340</td><td>83%</td><td>$179,388</td><td>12%</td></tr></table>
<table><tr><td></td><td colspan="4">Years Ended</td></tr><tr><td></td><td>September 29, 2012</td><td>September 24, 2011</td><td colspan="2">Change</td></tr><tr><td></td><td>Amount</td><td>Amount</td><td>Amount</td><td>%</td></tr><tr><td>Total Revenues</td><td>$875,771</td><td>$825,551</td><td>$50,220</td><td>6%</td></tr><tr><td>Operating Income</td><td>$186,106</td><td>$187,970</td><td>$-1,864</td><td>-1%</td></tr><tr><td>Operating Income as a % of Segment Revenue</td><td>21%</td><td>23%</td><td></td><td></td></tr></table>

Question: What's the average of Breast Health of Years Ended Change Amount, and Operating Income of Years Ended September 24, 2011 Amount ?
Answer: 105171.5