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Acquisitions | 12 Months Ended
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Dec. 31, 2021
Business Combinations [Abstract] |
Acquisitions | 6. Acquisitions The Company’s strategy is to acquire and develop behavioral healthcare facilities and improve operating results within its facilities and its other behavioral healthcare operations. On December 31, 2021, the Company acquired the equity of CenterPointe Behavioral Health System, LLC and certain related entities (“CenterPointe”) for cash consideration of approximately $139 million. The acquisition was funded through a combination of cash on hand and a $70.0 million draw on the Revolving Facility. CenterPointe operates four acute inpatient hospitals with 306 beds and ten outpatient locations primarily in Missouri. The preliminary fair values of assets acquired and liabilities assumed in the CenterPointe acquisition were as follows (in thousands):
Cash |  | $ | 5,640 |
Accounts receivable, net |  |  | 10,230 |
Other current assets |  |  | 2,087 |
Property and equipment |  |  | 35,670 |
Goodwill |  |  | 97,122 |
Intangible assets |  |  | 825 |
Deferred tax assets |  |  | 1,573 |
Operating lease right-of-use assets |  |  | 28,858 |
Total assets acquired |  |  | 182,005 |
Accounts payable |  |  | 3,820 |
Accrued salaries and benefits |  |  | 3,585 |
Current portion of operating lease liabilities |  |  | 2,582 |
Other accrued liabilities |  |  | 1,088 |
Operating lease liabilities |  |  | 26,275 |
Total liabilities assumed |  |  | 37,350 |
Net assets acquired |  | $ | 144,655 |
The fair values assigned to certain assets acquired and liabilities assumed by the Company have been estimated on a preliminary basis and are subject to change as new facts and circumstances emerge that were present at the date of acquisition. Specifically, the Company is further assessing the valuation of intangible assets and certain tax matters as well as certain receivables and assumed liabilities of CenterPointe. The qualitative factors comprising the goodwill acquired in the CenterPointe acquisition include the value of the business and efficiencies derived through synergies expected by the elimination of certain redundant corporate functions and expenses, coordination of services provided across the combined network of facilities, achievement of operating efficiencies by benchmarking performance and applying best practices. On April 1, 2019, the Company completed the acquisition of Bradford Recovery Center, a specialty treatment facility with 46 beds located in Millerton, Pennsylvania, for cash consideration of approximately $4.5 million. On February 15, 2019, the Company completed the acquisition of Whittier Pavilion, an inpatient psychiatric facility with 71 beds located in Haverhill, Massachusetts, for cash consideration of approximately $17.9 million. Also on February 15, 2019, the Company completed the acquisition of Mission Treatment for cash consideration of approximately $22.5 million and a working capital settlement. Mission Treatment operates nine comprehensive treatment centers in California, Nevada, Arizona and Oklahoma. Goodwill The following table summarizes changes in goodwill for the years 2020 and 2021 (in thousands):
Balance at January 1, 2020 |  | $ | 2,085,104 |
Increase from contribution of redeemable noncontrolling interests |  |  | 20,200 |
Adjustments related to 2019 acquisitions |  |  | (40 | )
Balance at December 31, 2020 |  |  | 2,105,264 |
Increase from acquisitions |  |  | 97,122 |
2021 dispositions |  |  | (2,449 | )
Balance at December 31, 2021 |  | $ | 2,199,937 |
Transaction-related expenses Transaction-related expenses represent costs primarily related to termination, restructuring, strategic review, management transition and other acquisition-related costs. Transaction-related expenses comprised the following costs for the years ended December 31, 2021, 2020 and 2019 (in thousands):
|  | Year Ended December 31, |
|  | 2021 |  |  | 2020 |  |  | 2019 |
Legal, accounting and other acquisition-related costs |  | $ | 8,315 |  |  | $ | 8,252 |  |  | $ | 3,030 |
Termination, restructuring and strategic review costs |  |  | 4,463 |  |  |  | 3,468 |  |  |  | 12,598 |
Management transition costs |  |  | — |  |  |  | — |  |  |  | 5,529 |
|  | $ | 12,778 |  |  | $ | 11,720 |  |  | $ | 21,157 |

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- Definition The entire disclosure for a business combination (or series of individually immaterial business combinations) completed during the period, including background, timing, and recognized assets and liabilities. The disclosure may include leverage buyout transactions (as applicable). + References Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Publisher FASB -Name Accounting Standards Codification -Topic 805 -URI http://asc.fasb.org/topic&trid=2303972 + Details
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- References No definition available. + Details
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