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U.K. Sale | 12 Months Ended
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Dec. 31, 2020
Discontinued Operations And Disposal Groups [Abstract] |
U.K. Sale | 3. U.K. Sale On January 19, 2021, the Company completed the U.K. Sale pursuant to a Share Purchase Agreement in which it sold all of the securities of AHC-WW Jersey Limited, a private limited liability company incorporated in Jersey and a subsidiary of the Company, which constitutes the entirety of our U.K. business operations. The U.K. Sale resulted in approximately $1,525 million of gross proceeds before deducting the settlement of existing foreign currency hedging liabilities of $85 million based on the current British Pounds (“GBP”) to US Dollars (“USD”) exchange rate, cash retained by the buyer of approximately $75 million and transaction costs of $16 million. The Company used the net proceeds of approximately $1,425 million (or $1,350 million, net of cash retained by the buyer) to repay in full the outstanding balances of its Term Loan A Facility (the “TLA Facility”) of $312 million and its Term Loan B facility Tranche B-4 (the “Tranche B-4 Facility”) of $768 million of the Amended and Restated Credit Agreement (the “Amended and Restated Credit Agreement”) and added $345 million of cash to the Company’s balance sheet. In addition to reducing its indebtedness, the U.K. Sale allows the Company to focus on U.S. operations. As a result of the U.K. Sale, the Company reported, for all periods presented, results of operations and cash flows of the U.K. operations as discontinued operations in the accompanying financial statements. In December 2020, the Company’s U.K. operations met the criteria to be classified as assets held for sale. The carrying value of the U.K. operations was written down to fair value less costs to sell in the consolidated balance sheets at December 31, 2020. This resulted in a loss on sale of $867.3 million, which includes approximately $356.2 million of non-cash goodwill impairment, within discontinued operations in the consolidated statements of operations. For the years ended December 31, 2020, 2019 and 2018, results of operations of the U.K. operations were as follows (in thousands):
|  | Year Ended December 31, |
|  | 2020 |  |  | 2019 |  |  | 2018 |
Revenue |  | $ | 1,119,768 |  |  | $ | 1,099,081 |  |  | $ | 1,107,747 |
Salaries, wages and benefits |  |  | 632,134 |  |  |  | 609,823 |  |  |  | 610,031 |
Professional fees |  |  | 127,291 |  |  |  | 122,532 |  |  |  | 117,376 |
Supplies |  |  | 38,285 |  |  |  | 37,527 |  |  |  | 37,852 |
Rents and leases |  |  | 47,748 |  |  |  | 46,743 |  |  |  | 45,967 |
Other operating expenses |  |  | 113,534 |  |  |  | 115,897 |  |  |  | 110,827 |
Depreciation and amortization |  |  | 74,935 |  |  |  | 76,121 |  |  |  | 78,490 |
Interest expense, net |  |  | (417 | ) |  |  | (231 | ) |  |  | 876 |
Loss on sale |  |  | 867,324 |  |  |  | — |  |  |  | — |
Loss on impairment |  |  | 20,239 |  |  |  | 27,169 |  |  |  | 337,889 |
Transaction-related expenses |  |  | 8,719 |  |  |  | 5,907 |  |  |  | 4,788 |
Total expenses |  |  | 1,929,792 |  |  |  | 1,041,488 |  |  |  | 1,344,096 |
(Loss) income from discontinued operations before income taxes |  |  | (810,024 | ) |  |  | 57,593 |  |  |  | (236,349 | )
Provision for (benefit from) income taxes |  |  | 2,366 |  |  |  | 781 |  |  |  | (3,375 | )
(Loss) income from discontinued operations |  | $ | (812,390 | ) |  | $ | 56,812 |  |  | $ | (232,974 | )
The major classes of assets and liabilities for the U.K. operations are shown below (in thousands):
|  | December 31, |
|  | 2020 |  |  | 2019 |
Cash and cash equivalents |  | $ | 75,051 |  |  | $ | 24,657 |
Accounts receivable, net |  |  | 52,196 |  |  |  | 50,912 |
Other current assets |  |  | 13,361 |  |  |  | 13,277 |
Current assets of discontinued operations |  |  | 140,608 |  |  |  | 88,846 |
Property and equipment, net |  |  | 1,297,923 |  |  |  | 1,724,447 |
Goodwill |  |  | — |  |  |  | 364,027 |
Intangible assets, net |  |  | 22,289 |  |  |  | 21,531 |
Operating lease right-of-use assets |  |  | 341,289 |  |  |  | 404,042 |
Other assets |  |  | 7,706 |  |  |  | 13,127 |
Total assets of discontinued operations |  |  | 1,809,815 |  |  |  | 2,616,020 |
Current liabilities: |  |  |  |  |  |  |  |
Accounts payable |  | $ | 44,929 |  |  | $ | 36,788 |
Current portion of operating lease liabilities |  |  | 11,141 |  |  |  | 11,021 |
Other current liabilities |  |  | 136,895 |  |  |  | 100,883 |
Current liabilities of discontinued operations |  |  | 192,965 |  |  |  | 148,692 |
Operating lease liabilities |  |  | 387,607 |  |  |  | 416,609 |
Deferred tax liabilities |  |  | 57,230 |  |  |  | 49,040 |
Other liabilities |  |  | 22,225 |  |  |  | 21,435 |
Total liabilities of discontinued operations |  | $ | 660,027 |  |  | $ | 635,776 |
As part of the acquisition of Partnerships in Care on July 1, 2014, the Company assumed a frozen contributory defined benefit retirement plan (“Partnerships in Care Pension Plan”) covering substantially all of the employees of Partnerships in Care and its subsidiaries prior to May 1, 2005 at which time, the Partnerships in Care Plan was frozen to new participants. Effective May 2015, the active participants no longer accrue benefits. The Company recognizes the unfunded liability of the Partnerships in Care Pension Plan on the Company’s consolidated balance sheet and unrecognized gains (losses) and prior service credits (costs) as changes in other comprehensive income (loss). The measurement date of the Partnerships in Care Pension Plan’s assets and liabilities coincides with the Company’s year-end. The Company’s pension benefit obligation is measured using actuarial calculations that incorporate discount rates, rate of compensation increases, when applicable, expected long-term returns on plan assets and consider expected age of retirement and mortality. Expected return on plan assets is determined by using the specific asset distribution at the measurement date. The following table summarizes the funded status (unfunded liability) of the Partnerships in Care Pension Plan based upon actuarial valuations prepared at December 31, 2020 and 2019 (in thousands). The unfunded liability for the Partnership in Care Pension Plan is included in current liabilities held for sale and noncurrent liabilities held for sale, respectively, on the consolidated balance sheets at December 31, 2020 and 2019. The Company’s obligation to maintain the Partnership in Care Pension Plan terminated effective January 19, 2021 in connection with the U.K. Sale.
|  | 2020 |  |  | 2019 |
Projected benefit obligation |  | $ | 80,158 |  |  | $ | 66,468 |
Fair value of plan assets |  |  | 71,979 |  |  |  | 62,207 |
Unfunded liability |  | $ | 8,179 |  |  | $ | 4,261 |
The consolidated cash flows for the years ended December 31, 2020 and 2019 related to the discontinued U.K. operations includes cash paid for capital expenditures of $48.4 million and $59.6 million, respectively.

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- Definition The entire disclosure related to a disposal group. Includes, but is not limited to, a discontinued operation, disposal classified as held-for-sale or disposed of by means other than sale or disposal of an individually significant component. + References Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Publisher FASB -Name Accounting Standards Codification -Topic 360 -URI http://asc.fasb.org/topic&trid=2155823 Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef -Publisher FASB -Name Accounting Standards Codification -Topic 205 -SubTopic 20 -URI http://asc.fasb.org/subtopic&trid=2122178 + Details
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