XML 50 R28.htm IDEA: XBRL DOCUMENT v2.4.1.9
ACQUISITIONS (Tables)
12 Months Ended
Dec. 31, 2014
Acquisitions  
Acquisition and integration expenses
Acquisition and integration expenses in the accompanying Consolidated Statements of Operations for the years ended December 31, 2014, 2013 and 2012 include the following costs related to the CarePoint Business, HomeChoice Partners, and InfuScience acquisitions (in thousands):
 
Year Ended December 31,
 
2014
 
2013
 
2012
Legal and professional fees
$
6,931

 
$
5,113

 
$
2,941

Financial advisory fees

 
2,413

 

Employee costs including redundant salaries and benefits and severance
2,016

 
3,554

 
806

Facilities consolidation and discontinuation
1,401

 
1,621

 
110

Bad debt expense and contractual adjustments related to acquired accounts receivable
5,430

 

 

Legal settlement
334

 
2,300

 

Other
1,812

 
1,129

 
189

Total
$
17,924

 
$
16,130

 
$
4,046

CarePoint Partners Holding LLC  
Acquisitions  
Fair values of assets acquired and liabilities assumed
The table below summarizes the Company’s assessment of the fair values of the assets acquired and liabilities assumed as of the date of closing of the acquisition of the CarePoint Business (in thousands):
 
Fair Value
Cash
$
14

Accounts receivable
15,917

Inventories
3,184

Other current assets
215

Property and equipment
3,266

Identifiable intangible assets(1)
16,700

Current liabilities
(8,697
)
Non-current liabilities
(721
)
Total identifiable net assets
29,878

Goodwill
189,214

Total cash and fair value of contingent consideration
$
219,092



(1)
The following table summarizes the amounts and useful lives assigned to identifiable intangible assets (in thousands):
 
Weighted-
 Average
 Useful Lives
 
 
Amounts
Recognized as of the Closing Date
Customer relationships
2 - 4 years
 
$
13,600

Trademarks
2 years
 
2,600

Non-compete agreements
5 years
 
500

Total identifiable intangible assets acquired
 
 
$
16,700

HomeChoice Partners, Inc.  
Acquisitions  
Fair values of assets acquired and liabilities assumed
The table below summarizes the Company’s assessment of the fair values of the assets acquired and liabilities assumed as of the acquisition date of HomeChoice (in thousands):
 
Fair Value
Accounts receivable
$
9,693

Inventories
1,984

Other current assets
154

Property and equipment
2,432

Identifiable intangible assets(1)
4,000

Other non-current assets
30

Current liabilities
(4,073
)
Total identifiable net assets
14,220

Goodwill
66,701

Total cash and fair value of contingent consideration
$
80,921


(1)
The following table summarizes the amounts and useful lives assigned to identifiable intangible assets (in thousands):
 
Weighted-
 Average
 Useful Lives
 
 
Amounts
Recognized at the Closing Date
Customer relationships
5 mo. - 3 years
 
$
2,000

Trademarks
23 months
 
1,000

Non-compete agreements
1 year
 
1,000

Total identifiable intangible assets acquired
 
 
$
4,000

InfuScience, Inc.  
Acquisitions  
Fair values of assets acquired and liabilities assumed
The table below summarizes the Company’s assessment of the fair values of the assets acquired and liabilities assumed as of the acquisition date of InfuScience (in thousands):
 
Fair Value
Cash
$
23

Accounts receivable
4,938

Inventories
586

Other current assets
371

Property and equipment
751

Identifiable intangible assets(1)
400

Other non-current assets
349

Current liabilities
(4,428
)
Total identifiable net assets
2,990

Goodwill
38,429

Total cash and fair value of contingent consideration
$
41,419


(1)
The following table summarizes the amounts and useful lives assigned to identifiable intangible assets (in thousands):
 
Weighted-
 Average
 Useful Lives
 
Amounts
Recognized at the Closing Date
Customer relationships
5 months
 
$
400

Total identifiable intangible assets acquired
 
 
$
400



All Current Acquirees  
Acquisitions  
Pro forma combined operating results
The pro forma financial information does not reflect revenue opportunities and cost savings which the Company expected to realize as a result of the acquisitions or estimates of charges related to the integration activity. Amounts are in thousands, except for earnings per share:

 
Year Ended December 31,
 
2013
 
2012
Revenues
$
876,942

 
$
824,624

Net loss from continuing operations
$
(58,829
)
 
$
(27,287
)
Basic loss per common share from continuing operations
$
(0.91
)
 
$
(0.49
)
Diluted loss per common share from continuing operations
$
(0.91
)
 
$
(0.49
)


Pro forma net adjustments to historical results
The unaudited pro forma information primarily reflects the following net adjustments to the historical results of the acquired entities prior to acquisition (in thousands):
 
Year Ended December 31,
 
2013
 
2012
Interest expense
$
(3,734
)
 
$
(8,613
)
Amortization expense
$
(576
)
 
$
(4,094
)
Income tax expense (benefit)
$
(2,785
)
 
$
(4,357
)