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Business Acquisitions (Tables) | 3 Months Ended
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Mar. 31, 2023
Business Combination and Asset Acquisition [Abstract] |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | The following table summarizes the provisional purchase price allocation for ReedTMS, including any adjustments during the three months ended March 31, 2023 (in thousands):
| November 5, 2022 Opening Balance sheet as Reported at December 31, 2022 |  | Adjustments (1) |  | November 5, 2022 Opening Balance sheet as Reported at March 31, 2023 |
Purchase Price |  |  |  |  |  |
Cash consideration paid | $ | 116,989 |  |  | $ | — |  |  | $ | 116,989 |  | (2)
Cash and cash equivalents acquired | (12,120) |  |  | — |  |  | (12,120) |  |
Contingent consideration arrangement | 5,000 |  |  | (800) |  |  | 4,200 |  | (3)
Working capital surplus (deficiency) | (689) |  |  | 188 |  |  | (501) |  |
Total purchase price (fair value of consideration) | 109,180 |  |  | (612) |  |  | 108,568 |  |
Purchase Price Allocation |  |  |  |  |  |
Current assets | 52,531 |  |  | 49 |  |  | 52,580 |  |
Property and equipment | 35,000 |  |  | (12,485) |  |  | 22,515 |  |
Intangible assets | 12,000 |  |  | 15,300 |  |  | 27,300 |  |
Other non-current assets | 7,927 |  |  | (1) |  |  | 7,926 |  |
Total assets acquired | 107,458 |  |  | 2,863 |  |  | 110,321 |  |
Current liabilities | (45,497) |  |  | (389) |  |  | (45,886) |  |
Other long-term liabilities | (5,622) |  |  | 527 |  |  | (5,095) |  |
Total liabilities assumed | (51,119) |  |  | 138 |  |  | (50,981) |  |
Goodwill | $ | 52,841 |  |  | $ | (3,613) |  |  | $ | 49,228 |  |
(1) No material statement of income effects were identified with these adjustments. (2) Includes $0.9 million related to the net present value of future insurance payments. At closing, $11.5 million of the cash consideration was placed in escrow to secure certain indemnification obligations of the sellers and to cover post-closing adjustments. During the three months ended March 31, 2023, we received $2.1 million from escrow for post-closing adjustments. The remaining balance of the escrow, except for $0.5 million, was returned to the sellers. In exchange, the sellers obtained a $10.0 million Standby Letter of Credit with the Company named as beneficiary. (3) The contingent earnout liability is recorded in other long-term liabilities on the consolidated condensed balance sheets as of March 31, 2023 and December 31, 2022. For additional information regarding the valuation of the contingent liability, see Note 6 – Fair Value.

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- Definition Tabular disclosure of the amounts recognized as of the acquisition date for each major class of assets acquired and liabilities assumed. May include but not limited to the following: (a) acquired receivables; (b) contingencies recognized at the acquisition date; and (c) the fair value of noncontrolling interests in the acquiree. + References Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Publisher FASB -Name Accounting Standards Codification -Topic 805 -SubTopic 20 -Section 50 -Paragraph 1 -URI https://asc.fasb.org/extlink&oid=128092470&loc=d3e4845-128472 + Details
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