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Acquisitions, Divestitures and Closures | 9 Months Ended
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Sep. 30, 2022
Acquisitions Divestitures And Closures [Abstract] |
ACQUISITIONS, DIVESTITURES AND CLOSURES | 3. ACQUISITIONS, DIVESTITURES AND CLOSURES Acquisitions The Company accounts for all transactions that represent business combinations using the acquisition method of accounting, where the identifiable assets acquired, the liabilities assumed and any noncontrolling interest in the acquired entity are recognized and measured at their fair values on the date the Company obtains control of the acquiree. Such fair values that are not finalized for reporting periods following the acquisition date are estimated and recorded as provisional amounts. Adjustments to these provisional amounts during the measurement period (defined as the date through which all information required to identify and measure the consideration transferred, the assets acquired, the liabilities assumed and any noncontrolling interests has been obtained, limited to one year from the acquisition date) are recorded when identified. Goodwill is determined as the excess of the fair value of the consideration conveyed in the acquisition over the fair value of the net assets acquired. During the nine months ended September 30, 2022, one or more subsidiaries of the Company paid approximately $9 million to acquire the operating assets and related businesses of certain physician practices, clinics, ambulatory surgery centers and other ancillary businesses that operate within the communities served by the Company’s affiliated hospitals. The Company allocated the purchase price to property and equipment, working capital, noncontrolling interests and goodwill. Divestitures The following table provides a summary of hospitals that the Company divested during the nine months ended September 30, 2022 and the year ended December 31, 2021:
|  |  |  |  |  | Licensed |  |
Hospital |  | Buyer |  | City, State |  | Beds |  | Effective Date
2022 Divestiture: |  |  |  |  |  |  |  |
AllianceHealth Seminole |  | SSM Health Care of Oklahoma |  | Seminole, OK |  | 32 |  | July 1, 2022
2021 Divestitures: |  |  |  |  |  |  |  |
Lea Regional Medical Center |  | Covenant Health System |  | Hobbs, NM |  | 84 |  | January 1, 2021
Tennova Healthcare - Tullahoma |  | Vanderbilt University Medical Center |  | Tullahoma, TN |  | 135 |  | January 1, 2021
Tennova Healthcare - Shelbyville |  | Vanderbilt University Medical Center |  | Shelbyville, TN |  | 60 |  | January 1, 2021
Northwest Mississippi Medical Center |  | Delta Health System |  | Clarksdale, MS |  | 181 |  | February 1, 2021
AllianceHealth Midwest |  | SSM Health Care of Oklahoma |  | Midwest City, OK |  | 255 |  | April 1, 2021
On July 1, 2022, one or more affiliates of the Company sold substantially all of the assets of AllianceHealth Seminole (32 licensed beds) in Seminole, Oklahoma, to affiliates of SSM Health Care of Oklahoma. The net proceeds from this sale were received at a preliminary closing on June 30, 2022. On September 14, 2022, one or more affiliates of the Company entered into a definitive agreement for the sale of substantially all of the assets of Greenbrier Valley Medical Center (122 licensed beds) in Ronceverte, West Virginia, to Vandalia Health, Inc. This hospital is classified as held for sale as of September 30, 2022. The following table discloses amounts included in the condensed consolidated balance sheet for the hospital classified as held for sale as of September 30, 2022 (in millions). Other assets, net primarily includes the net property and equipment and goodwill for the hospital held for sale. No divestitures or potential divestitures meet the criteria for reporting as a discontinued operation as of September 30, 2022.
|  | September 30, 2022 |
Other current assets |  | $ | 3 |
Other assets, net |  |  | 57 |
Accrued liabilities |  |  | (3 | )
Closures During the three months ended September 30, 2022, the Company completed the closure of Shorepoint Health Venice hospital (312 licensed beds) in Venice, Florida. The Company recorded an impairment charge of approximately $25 million during the three months ended September 30, 2022, to adjust the fair value of the long-lived assets of this hospital, including property and equipment and capitalized software costs, based on their estimated fair value and future utilization. During the three months ended September 30, 2022, the provision of inpatient services and substantially all outpatient services ceased at First Hospital Wyoming Valley (psychiatric hospital) (149 licensed beds) in Wilkes-Barre, Pennsylvania, resulting in the closure of this facility being substantially complete as of September 30, 2022. The Company expects to complete the closure of First Hospital Wyoming Valley during the three months ending December 31, 2022. The Company recorded an impairment charge of approximately $18 million during the three months ended September 30, 2022, to adjust the fair value of the long-lived assets of this hospital, including property and equipment and capitalized software costs, based on their estimated fair value and future utilization.

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- Definition The entire disclosure for business combinations, including leverage buyout transactions (as applicable), and divestitures. This may include a description of a business combination or divestiture (or series of individually immaterial business combinations or divestitures) completed during the period, including background, timing, and assets and liabilities recognized and reclassified or sold. This element does not include fixed asset sales and plant closings. + References Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Publisher FASB -Name Accounting Standards Codification -Topic 205 -SubTopic 20 -URI https://asc.fasb.org/subtopic&trid=2122178 Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef -Publisher FASB -Name Accounting Standards Codification -Topic 805 -URI https://asc.fasb.org/topic&trid=2303972 + Details
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