XML 23 R12.htm IDEA: XBRL DOCUMENT v3.25.2
BUSINESS COMBINATIONS AND RELATED ACTIVITY
6 Months Ended
Jun. 30, 2025
Business Combination, Asset Acquisition, Transaction between Entities under Common Control, and Joint Venture Formation [Abstract]  
BUSINESS COMBINATIONS AND RELATED ACTIVITY BUSINESS COMBINATIONS AND RELATED ACTIVITY
Acquisitions

Imaging Center Segment
During the six months ended June 30, 2025, we completed the acquisition of certain assets of the following entities, which either engage directly in the practice of radiology or associated businesses. The primary reason for these acquisitions was to strengthen our presence in the California and Texas markets. These acquisitions are reported as part of our Imaging Center segment. As of June 30, 2025, we made a preliminary fair value determination of the acquired assets and assumed liabilities and the following were recorded (in thousands). The valuation of assets acquired and liabilities assumed has not yet been finalized and remains subject to change, primarily related to the completeness of accrued liabilities, the accuracy of fixed asset valuations, and other customary purchase accounting adjustments. The fair value determination is preliminary and may be updated as additional information becomes available.

Entity Date AcquiredTotal ConsiderationProperty & EquipmentRight of Use AssetsGoodwillIntangible AssetsOther AssetsRight of Use Liabilities
HALO Centers LLC1/2/2025$4,201 5873,2383,56350(3,238)
Hillcroft Medical Clinic3/7/2025735278 — 406 50 — — 
North County Radiology Oceanside LLC4/1/20251,7022385991,3071507(599)
Faculty Physicians and Surgeons of LLUSM (Palm Imaging)5/1/20251,40064870250
California MSK MSO, LLC (OSS Burbank)5/1/202550033070100
HALO Centers LLC (Indian Wells)5/1/2025$7,850 1,714 2,439 6,072 50 15 (2,439)
Total16,3883,7956,27612,12045022(6,276)

*Fair Value Determination is Final
Factors contributing to the recognition of goodwill were primarily based on anticipated strategic and synergistic benefits that are expected to be realized from the acquisition.

Digital Health Segment
See-Mode Technologies

On June 2, 2025, we acquired all of the equity interest in See-Mode Technologies (“See-Mode”), a medical technology company focused on using artificial intelligence to enhance ultrasound-based diagnostics.

See-Mode’s operations are included in our Digital Health segment for reporting purposes. The transaction was accounted for as the acquisition of a business with a total purchase consideration of approximately $28.7 million, including: (i) cash of $17.9 million, (ii) a holdback of $2.0 million cash to be released 18 months after acquisition, and (iii) contingent consideration of $8.8 million. We recorded $0.2 million in other net assets, $5.5 million in developed technology, $5.4 million in IPR&D, $19.8 million in goodwill, and $2.2 million in deferred tax liabilities in connection with this transaction.
In performing the purchase price allocation, we considered, among other factors, the intended future use of the acquired assets, the historical financial performance, and estimates of the future performance of the See-Mode business. As of June 30, 2025, the valuation of assets acquired and liabilities assumed is preliminary and subject to change, primarily with respect to the valuation of contingent consideration and intangible assets, the completeness of accrued liabilities, the accuracy of fixed asset valuations, and other customary purchase accounting adjustments. The fair value determination will be updated as additional information becomes available during the measurement period.
Formation of majority owned subsidiary and sale of economic interest
On March 21, 2025, we formed Pacific Diagnostic Imaging Group, LLC (“PDRG”), a Delaware limited liability company. On April 1, 2025, we entered into a partnership with Tri-City Healthcare District (“Tri-City”) by selling a 20% membership interest in PDRG for cash consideration of $337,500. We retained an 80% controlling interest in PDRG. The joint venture operates outpatient imaging centers in Southern California. The transaction did not result in a change of control, and no gain or loss was recognized.