U.K. Sale

9 Months Ended

Sep. 30, 2021

Discontinued Operations And Disposal Groups [Abstract]

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 constituted the entirety of the Company’s 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 U.S. Dollars (“USD”) exchange rate, cash retained by the buyer and transaction costs. The Company used the net proceeds of approximately $1,425 million (excluding cash retained by the buyer) along with cash from the balance sheet to reduce debt by $1,640 million during the first quarter of 2021 as described in Note 11 – Long-Term Debt.

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 condensed consolidated balance sheet 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 statement of operations for the year ended December 31, 2020. During the first quarter of 2021, an additional $14.3 million was recorded as loss on sale primarily resulting from an increase in the U.K. operations carrying value.

For the three and nine months ended September 30, 2021 and 2020, results of operations of the U.K. operations were as follows (in thousands):

	Three Months Ended September 30,					Nine Months Ended September 30,
	2021		2020			2021			2020
Revenue	$	—	$	285,343		$	62,520		$	817,772
Salaries, wages and benefits		—		159,840			35,937			465,514
Professional fees		—		31,987			6,815			92,264
Supplies		—		9,434			2,217			28,274
Rents and leases		—		11,817			2,509			34,858
Other operating expenses		—		28,880			6,682			85,682
Depreciation and amortization		—		18,780			—			55,739
Interest expense, net		—		238			10			666
Loss on sale		—		—			14,254			—
Loss on impairment		—		20,239			—			20,239
Transaction-related expenses		—		5,479			6,265			7,735
Total expenses		—		286,694			74,689			790,971
(Loss) income from discontinued operations before income taxes		—		(1,351	)		(12,169	)		26,801
(Benefit from) provision for income taxes		—		(2,025	)		472			(3,003	)
Income (loss) from discontinued operations, net of taxes	$	—	$	674		$	(12,641	)	$	29,804

The major classes of assets and liabilities for the U.K. operations as of December 31, 2020 are shown below (in thousands):

Cash and cash equivalents	$	75,051
Accounts receivable, net		52,196
Other current assets		13,361
Current assets of discontinued operations		140,608
Property and equipment, net		1,297,923
Goodwill		—
Intangible assets, net		22,289
Operating lease right-of-use assets		341,289
Other assets		7,706
Total assets of discontinued operations	$	1,809,815

Current liabilities:
Accounts payable	$	44,929
Current portion of operating lease liabilities		11,141
Other current liabilities		136,895
Current liabilities of discontinued operations		192,965
Operating lease liabilities		387,607
Deferred tax liabilities		57,230
Other liabilities		22,225
Total liabilities of discontinued operations	$	660,027