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Business Combinations and Goodwill | 12 Months Ended
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Dec. 31, 2020
Business Combinations [Abstract] |
Business Combinations and Goodwill | Business Combinations and Goodwill Alpha Care Medical Group, Inc. On May 31, 2019, APC and APC-LSMA completed their acquisition of 100% of the capital stock of Alpha Care from Dr. Kevin Tyson for an aggregate purchase price of approximately $45.1 million in cash, subject to post-closing adjustments. As part of the transaction the Company deposited $2.0 million into an escrow account for potential post-closing adjustments. As of December 31, 2020, no post-closing adjustment is expected to be paid to Dr. Tyson and the full amount of the escrow account is expected to be returned to the Company. As such, the escrow amount is presented within Other receivables in the accompanying consolidated balance sheet. The following table summarizes the fair values of the assets acquired and liabilities assumed, as of the acquisition date (in thousands):
| Balance Sheet
Assets acquired |
Cash and cash equivalents | $ | 3,569 |
Accounts receivable, net | 10,336 |
Other current assets | 4,675 |
Network relationship intangible assets | 22,636 |
Goodwill | 28,585 |
Accounts payable | (2,795) |
Deferred tax liabilities | (6,334) |
Medical liabilities | (15,616) |
Net assets acquired | $ | 45,056 |
Cash paid | $ | 45,056 |
Accountable Health Care, IPA On August 30, 2019, APC and APC-LSMA, acquired the remaining outstanding shares of capital stock they did not already own (comprising 75%) in Accountable Health Care in exchange for $7.3 million in cash. In addition to the payment of $7.3 million APC assumed all assets and liabilities of Accountable Health Care, including loans payable to NMM and APC of $15.4 million, which has been eliminated upon consolidation. Including the 25% investment valued at $2.4 million already owned by APC the total purchase price was $25.1 million. The following table summarizes the fair values of the assets acquired and liabilities assumed, as of the acquisition date (in thousands):
| Balance Sheet
Assets acquired |
Cash and cash equivalents | $ | 582 |
Accounts receivable, net | 5,150 |
Other current assets | 198 |
Network relationship intangible assets | 11,411 |
Goodwill | 23,566 |
Accounts payable | (3,759) |
Medical liabilities | (12,154) |
Subordinated loan | (15,327) |
Net assets acquired | $ | 9,667 |
Less: equity investment contributed | 2,417 |
Cash paid | $ | 7,250 |
AMG, a Professional Medical Corporation The Company also completed one additional acquisition (AMG) on September 10, 2019 for total consideration of $1.6 million, of which $0.4 million was in the form of APC common stock. The business combination did not meet the quantitative thresholds to require separate disclosures based on the Company's consolidated net assets, investments and net income. Pro Forma Financial Information for All 2019 Acquisitions The following unaudited pro forma supplemental information is based on estimates and assumptions that ApolloMed believes are reasonable. However, this information is not necessarily indicative of the Company's consolidated results of income in future periods or the results that actually would have been realized if ApolloMed and the acquired businesses had been combined companies during the periods presented. These pro forma results exclude any savings or synergies that would have resulted from these business acquisitions had they occurred on January 1, 2018. This unaudited pro forma supplemental information includes incremental intangible asset amortization and other charges as a result of the acquisitions, net of the related tax effects. The supplemental information on an unaudited pro forma financial basis presents the combined results of ApolloMed and its 2019 acquisitions as if each acquisition had occurred on January 1, 2018 (in thousands except per share data):
|  | Year Ended December 31, 2019 (unaudited) |  | Year Ended December 31, 2018 (unaudited)
Revenue |  | $ | 658,011 |  |  | $ | 726,075 |
Net income |  | 10,867 |  |  | 58,879 |
Net income attributable to Apollo Medical Holdings, Inc. |  | 7,310 |  |  | 9,447 |
EPS - basic |  | $ | 0.21 |  |  | $ | 0.29 |
EPS - diluted |  | $ | 0.20 |  |  | $ | 0.25 |
The acquisitions were accounted for under the acquisition method of accounting. The fair value of the consideration for the acquired companies were allocated to acquired tangible and intangible assets and liabilities based upon their fair values. The excess of the purchase consideration over the fair value of the net tangible and identifiable intangible assets acquired were recorded as goodwill. The determination of the fair value of assets and liabilities acquired requires the Company to make estimates and use valuation techniques when market value is not readily available. The results of operations of the companies acquired have been included in the Company's financial statements from the respective dates of acquisition. Transaction costs associated with business acquisitions were expensed as incurred. At the time of acquisition, the Company estimates the amount of the identifiable intangible assets based on a valuation and the facts and circumstances available at the time. The Company determines the final value of the identifiable intangible assets as soon as information is available, but not more than 12 months from the date of acquisition. Goodwill is not deductible for tax purposes. The following is a summary of goodwill activity for the years ended December 31, 2020 and 2019 (in thousands):
| Amount
Balance at January 1, 2019 | $ | 185,806 |
Acquisitions | 52,699 |
Balance at December 31, 2019 | 238,505 |
Adjustments | 548 |
Balance at December 31, 2020 | $ | 239,053 |

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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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