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Acquisitions
6 Months Ended
Jun. 30, 2022
Business Combinations [Abstract]  
Acquisitions

5.

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 Company’s revolving credit 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

 

9,447

 

Other current assets

 

2,031

 

Property and equipment

 

35,670

 

Goodwill

 

98,173

 

Intangible assets

 

825

 

Deferred tax assets

 

1,573

 

Operating lease right-of-use assets

 

29,245

 

Total assets acquired

 

182,604

 

Accounts payable

 

3,820

 

Accrued salaries and benefits

 

3,585

 

Current portion of operating lease liabilities

 

2,569

 

Other accrued liabilities

 

1,300

 

Operating lease liabilities

 

26,675

 

Total liabilities assumed

 

37,949

 

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.

Transaction-related expenses

Transaction-related expenses represent costs primarily related to legal, accounting, termination, restructuring, management transition, acquisition and other similar costs. Transaction-related expenses comprised the following costs for the three and six months ended June 30, 2022 and 2021 (in thousands):

 

 

Three Months Ended June 30,

 

 

Six Months Ended June 30,

 

 

2022

 

 

2021

 

 

2022

 

 

2021

 

Legal, accounting and other acquisition-

    related costs

$

2,087

 

 

$

1,305

 

 

$

2,676

 

 

$

3,092

 

Termination and restructuring costs

 

688

 

 

 

370

 

 

 

2,646

 

 

 

3,193

 

Management transition costs

 

1,165

 

 

 

 

 

 

2,200

 

 

 

 

 

$

3,940

 

 

$

1,675

 

 

$

7,522

 

 

$

6,285