On June 8, 2024, the Company entered into a definitive stock and asset purchase agreement (the “Gentiva Purchase Agreement”) to acquire the personal care operations of Curo Health Services, LLC, a Delaware limited liability company which does business as Gentiva (“Gentiva”), consisting of equity interests and certain assets and liabilities, for a purchase price of approximately $350.0 million, payable in full in cash at the closing, subject to typical adjustments for working capital and other customary items (collectively, the “Gentiva Acquisition”). The acquired business operates in Arizona, Arkansas, California, Missouri, North Carolina, Tennessee and Texas, and serves approximately 16,000 patients. The Company expects to close this acquisition following completion of regulatory approvals and subject to customary closing conditions and fund it through the Company’s existing revolving credit facility and a portion of the net proceeds from the Public Offering.

On May 21, 2024, the Company entered into a definitive asset purchase agreement to sell all of the Company’s New York operations for a purchase price of up to $23.0 million in cash, subject to certain adjustments, including adjustments for future operating requirements (the “New York Asset Sale”). The Company entered into a consulting agreement with the purchaser on May 21, 2024, as the transfer of clients and caregivers and payment for assets pursuant to the New York Asset Sale is occurring over time as regulatory approvals are received, coordination of the transfer of clients and caregivers occurs, and the change of control takes place. In connection with this transaction, the Company will cease operations in New York. During the three months ended June 30, 2024, the Company recorded $0.7 million in consulting fees and received a $4.6 million initial payment on the acquisition.

The New York Asset Sale did not qualify as a discontinued operation because it did not represent a strategic shift that has or will have a major effect on the Company’s operation or financial results.

As of May 21, 2024, the Company’s New York personal care operations met the criteria to be classified as held for sale. The carrying value does not exceed the fair market value and will result in a gain on divestiture once the transaction closes.

The carrying amounts of the assets and liabilities associated with our New York personal care operations included in our Unaudited Condensed Consolidated Balance Sheets as of June 30, 2024 were as follows (amounts in thousands):


	June 30, 2024
Assets
Current assets
Accounts receivable, net of allowances	$	7,712
Prepaid expenses and other current assets		3
Total current assets		7,715
Property and equipment, net of accumulated depreciation and amortization		34
Other assets
Goodwill		3,801
Intangibles, net of accumulated amortization		4,841
Operating lease assets, net		3,727
Total other assets		12,369
Total assets	$	20,118
Liabilities
Current liabilities
Accounts payable	$	6,340
Accrued payroll		3,531
Accrued expenses		753
Operating lease liabilities, current portion		790
Total current liabilities		11,414
Long-term liabilities
Other long-term liabilities		2,829
Total liabilities	$	14,243