ACQUISITIONS

9 Months Ended

Sep. 30, 2013

ACQUISITIONS

ACQUISITIONS

NOTE 14. ACQUISITIONS

During the nine months ended September 30, 2013, we acquired six ambulatory surgery centers (in one of which we had previously held a noncontrolling interest), an urgent care center, an independent physician association and various physician practice entities. The fair value of the consideration conveyed in the acquisitions (the “purchase price”) was $142 million.

We are required to allocate the purchase prices of the acquired businesses to assets acquired or liabilities assumed and, if applicable, noncontrolling interests based on their fair values. The excess of the purchase price allocation over those fair values is recorded as goodwill. We are in process of finalizing the purchase price allocations, including valuations of the acquired property and equipment and intangible assets, for several recent acquisitions; therefore, the purchase price allocations for those acquisitions are subject to adjustment once the valuations are completed.

Purchase price allocations for the acquisitions made during the nine months ended September 30, 2013 are as follows:

Current assets	$	4
Property and equipment	9
Goodwill	196
Current liabilities	(13		)
Long-term liabilities	(11		)
Redeemable noncontrolling interests in equity of consolidated subsidiaries	(10		)
Noncontrolling interests	(23		)
Net assets acquired	152
Total consideration paid	142
Gain on business combination	$	10

The goodwill generated from these transactions, the majority of which will not be deductible for income tax purposes, can be attributed to the benefits that we expect to realize from operating efficiencies and increased reimbursement. Approximately $23 million in acquisition-related costs for prospective and closed acquisitions were expensed during the nine months ended September 30, 2013 and are included in impairment and restructuring charges, and acquisition-related costs in the Condensed Consolidated Statement of Operations.

Included in equity earnings of unconsolidated affiliates is $10 million of earnings associated with stepping up our basis in a previously held investment in an ambulatory surgery center in which we acquired a controlling interest and are now consolidating.