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Acquisitions and Joint Ventures
6 Months Ended
Jun. 30, 2017
Business Combinations [Abstract]  
Acquisitions and Joint Ventures
Acquisitions and Joint Ventures

On January 1, 2017, the Company formed a joint venture with LifePoint Health, Inc. ("LifePoint"). LifePoint contributed 19 home health agencies, 12 hospice agencies, and one inpatient hospice unit to the joint venture during the six months ended June 30, 2017. The Company acquired majority ownership of the membership interests of these agencies. These providers conduct home health operations in Arizona, Colorado, Louisiana, Michigan, North Carolina, Tennessee, Texas, and Virginia; and hospice operations in Michigan, North Carolina, Pennsylvania, Tennessee, and Virginia.

In separate transactions, the Company acquired five home health agencies, seven hospice agencies, one inpatient hospice unit, and one pharmacy during the six months ended June 30, 2017.

The total aggregate purchase price for these transactions was $35.6 million, of which $10.4 million was paid in December 2016 and $22.7 million was primarily paid in cash during the six months ended June 30, 2017. The purchase prices were determined based on the Company’s analysis of comparable acquisitions and the target market’s potential future cash flows.

Goodwill generated from the acquisitions was recognized based on the expected contributions of each acquisition to the overall corporate strategy. The Company expects its portion of goodwill to be fully tax deductible. The acquisitions were accounted for under the acquisition method of accounting. Accordingly, the accompanying interim financial information includes the results of operations of the acquired entities from the date of acquisition.
    
The following table summarizes the aggregate consideration paid for the acquisitions and the amounts of the assets acquired and liabilities assumed at the acquisition dates, as well as their fair value at the acquisition dates and the noncontrolling interest acquired during the six months ended June 30, 2017 (amounts in thousands):

Consideration
 
 
  Cash
 
$
33,134

Fair value of total consideration transferred
 
 
Recognized amounts of identifiable assets acquired and liabilities assumed:
 
 
  Patient accounts receivable
 
5,143

  Trade name
 
6,159

  Certificates of need/licenses
 
7,962

  Other identifiable intangible assets
 
6

  Other assets and (liabilities), net
 
(1,084
)
Total identifiable assets
 
18,186

Noncontrolling interest
 
22,572

Goodwill, including noncontrolling interest of $14,213
 
$
37,520



The Company conducted preliminary assessments and recognized provisional amounts in its initial accounting for the acquisitions of majority ownership of two joint venture partnerships for all identified assets in accordance with the requirements of ASC Topic 805. The Company is continuing its review of these matters during the measurement period. If new information about facts and circumstances that existed at the acquisition date is obtained and indicates adjustments are necessary, the acquisition accounting will be revised to adjust to the provisional amounts initially recognized.