Acquisitions	3 Months Ended
Mar. 31, 2013
Acquisitions
Acquisitions	2. Acquisitions The results of operations for our acquisitions have been included in our unaudited consolidated financial statements from the respective dates of acquisition. MedRecovery Management, LLC. ( MRM) In December 2012, we acquired the assets and liabilities of MRM for an aggregate purchase price of $11.8 million, consisting of a $10.8 million initial cash payment and $1.0 million in future contingent payments that are based on the achievement of certain performance milestones. We recognized $11.2 million of goodwill in connection with this acquisition. During 2013, we expect to reallocate the intangible assets from goodwill upon the completion of our assessment of the fair value of the assets acquired. HDI Holdings, Inc. In December 2011, we purchased all of the issued and outstanding common stock of privately-held HDI for an aggregate consideration of $370.4 million, of which $366.6 million was cash. In connection with the acquisition, we issued replacement option awards with an aggregate fair value of $14.3 million, of which $3.8 million is attributable to the purchase price. The fair value of the replacement option awards and the amount included in the purchase price was calculated using a Black-Scholes model as of the acquisition date and the portion of the fair value of these awards that is not attributable to the purchase price is being expensed over the applicable vesting period, which at the time of the acquisition was between 1-48 months. Allied Management Group - Special Investigation Unit, Inc. ( AMG-SIU) In June 2010, we purchased all of the common stock of AMG-SIU for an aggregate purchase price of $15.1 million, consisting of a $13.0 million initial cash payment (subsequently reduced by a working capital reduction of $0.2 million) and future contingent payments estimated at $2.3 million and recognized as a contingent payment liability on our balance sheet as of the acquisition date. At closing, $3.5 million of the purchase price was held in escrow to be released in three annual payments: $1.8 million in July 2011 and $875,000 in July 2012 and 2013, of which the $1.8 million for 2011 has been released and the remainder is being held in escrow pending the resolution of certain potential covered losses. The future contingent payments were based on AMG-SIU’s financial performance for each of the twelve month periods ending June 30, 2012 and June 30, 2011 and were not subject to a cap. AMG-SIU did not achieve the required financial milestones for the twelve months ended June 30, 2012 and June 30, 2011. During 2012 we reversed the $2.3 million contingent payment liability upon the non-achievement of associated performance milestones. This amount was included in other operating costs for the year ended December 31, 2012.

Acquisitions

3 Months Ended

Mar. 31, 2013

2. Acquisitions

The results of operations for our acquisitions have been included in our unaudited consolidated financial statements from the respective dates of acquisition.

MedRecovery Management, LLC. ( MRM)

In December 2012, we acquired the assets and liabilities of MRM for an aggregate purchase price of $11.8 million, consisting of a $10.8 million initial cash payment and $1.0 million in future contingent payments that are based on the achievement of certain performance milestones. We recognized $11.2 million of goodwill in connection with this acquisition. During 2013, we expect to reallocate the intangible assets from goodwill upon the completion of our assessment of the fair value of the assets acquired.

HDI Holdings, Inc.

In December 2011, we purchased all of the issued and outstanding common stock of privately-held HDI for an aggregate consideration of $370.4 million, of which $366.6 million was cash. In connection with the acquisition, we issued replacement option awards with an aggregate fair value of $14.3 million, of which $3.8 million is attributable to the purchase price. The fair value of the replacement option awards and the amount included in the purchase price was calculated using a Black-Scholes model as of the acquisition date and the portion of the fair value of these awards that is not attributable to the purchase price is being expensed over the applicable vesting period, which at the time of the acquisition was between 1-48 months.

Allied Management Group - Special Investigation Unit, Inc. ( AMG-SIU)

In June 2010, we purchased all of the common stock of AMG-SIU for an aggregate purchase price of $15.1 million, consisting of a $13.0 million initial cash payment (subsequently reduced by a working capital reduction of $0.2 million) and future contingent payments estimated at $2.3 million and recognized as a contingent payment liability on our balance sheet as of the acquisition date. At closing, $3.5 million of the purchase price was held in escrow to be released in three annual payments: $1.8 million in July 2011 and $875,000 in July 2012 and 2013, of which the $1.8 million for 2011 has been released and the remainder is being held in escrow pending the resolution of certain potential covered losses. The future contingent payments were based on AMG-SIU’s financial performance for each of the twelve month periods ending June 30, 2012 and June 30, 2011 and were not subject to a cap. AMG-SIU did not achieve the required financial milestones for the twelve months ended June 30, 2012 and June 30, 2011. During 2012 we reversed the $2.3 million contingent payment liability upon the non-achievement of associated performance milestones. This amount was included in other operating costs for the year ended December 31, 2012.