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Business Combinations (Tables)

12 Months Ended

Dec. 31, 2021

Schedule of Assets Acquired and Liabilities Assumed at the Acquisition Date

The fair value of the assets acquired at the acquisition dates were as follows (in millions):




Identifiable intangible assets:
Noncompete agreements (useful lives of 3 to 5 years)	$	1.0
Trade name (useful life of 20 years)	0.3


Goodwill	8.8
Other long-term assets	0.1
Total assets acquired	$	10.2

The fair value of the assets acquired and liabilities assumed at the acquisition date were as follows (in millions):


Cash and cash equivalents	$	0.8
Accounts receivable, net	0.9
Prepaid expenses and other current assets	0.2
Property and equipment	0.1
Operating lease right-of-use-assets	0.9
Identifiable intangible assets:
Noncompete agreement (useful life of 5 years)	1.7
Trade name (useful life of 3 months)	0.2
Certificates of need (useful lives of 10 years)	3.1
Licenses (useful lives of 10 years)	4.8
Goodwill	92.4

Total assets acquired	105.1
Liabilities assumed:
Current operating lease liabilities	0.3
Accounts payable	0.2
Accrued payroll	0.8

Long-term operating lease liabilities	0.7

Total liabilities assumed	2.0
Noncontrolling interests	3.9
Net assets acquired	$	99.2

The fair value of the assets acquired and liabilities assumed at the acquisition date were as follows (in millions):


Cash and cash equivalents	$	0.8
Accounts receivable, net	2.0


Identifiable intangible assets:
Noncompete agreement (useful life of 2 years)	0.1


Licenses (useful lives of 10 years)	1.7
Goodwill	8.0

Total assets acquired	12.6
Liabilities assumed:
Accounts payable	0.2
Accrued payroll	0.3
Other current liabilities	0.4

Other long-term liabilities	0.1
Total liabilities assumed	1.0
Redeemable noncontrolling interests	2.3
Net assets acquired	$	9.3

The fair value of the assets acquired at the acquisition date were as follows (in millions):



Property and equipment	$	0.1
Identifiable intangible assets:
Noncompete agreements (useful lives of 2 to 3 years)	0.7
Trade name (useful life of 20 years)	0.9


Goodwill	9.2
Total assets acquired	$	10.9





Identifiable intangible asset:



Licenses (useful lives of 10 years)	$	0.1
Goodwill	1.0
Total assets acquired	$	1.1

Schedule of Noncash or Part Noncash Acquisitions

Information regarding the net cash paid for the acquisitions during 2021 is as follows (in millions):


Fair value of assets acquired	$	1.4
Goodwill	8.8

Fair value of noncontrolling interest owned by joint venture partner	(9.1)

Net cash paid for acquisitions	$	1.1

Information regarding the net cash paid for this acquisition is as follows (in millions):


Fair value of assets acquired, net of $0.8 million of cash acquired in 2021	$	11.9
Goodwill	92.4
Fair value of liabilities assumed	(2.0)
Fair value of noncontrolling interest owned by joint venture partner	(3.9)

Net cash paid for acquisition	$	98.4

Information regarding the net cash paid for this acquisition is as follows (in millions):


Fair value of assets acquired, net of $0.8 million of cash acquired	$	3.8
Goodwill	8.0
Fair value of liabilities assumed	(1.0)
Fair value of redeemable noncontrolling interest owned by joint venture partner	(2.3)
Fair value of equity interest prior to acquisition	(5.3)
Net cash paid for acquisition	$	3.2

Information regarding the net cash paid for the inpatient rehabilitation acquisitions during 2020 is as follows (in millions):


Fair value of assets acquired	$	1.7
Goodwill	9.2

Fair value of noncontrolling interest owned by joint venture partner	(10.9)

Net cash paid for acquisitions	$	—

Information regarding the net cash paid for the home health acquisitions during 2020 is as follows (in millions):


Fair value of assets acquired	$	0.1
Goodwill	1.0


Net cash paid for acquisitions	$	1.1

Information regarding the net cash paid for all inpatient rehabilitation acquisitions during 2019 is as follows (in millions):


Fair value of assets acquired	$	0.5
Goodwill	4.8
Fair value of liabilities assumed	(0.2)
Fair value of noncontrolling interest owned by joint venture partner	(5.1)

Net cash paid for acquisitions	$	—

Information regarding the net cash paid for Alacare is as follows (in millions):


Fair value of assets acquired	$	68.6
Goodwill	163.9
Fair value of liabilities assumed	(14.7)


Net cash paid for acquisition	$	217.8

Information regarding the net cash paid for the home health acquisitions during 2019 is as follows (in millions):


Fair value of assets acquired	$	3.2
Goodwill	10.8
Fair value of liabilities assumed	(0.3)


Net cash paid for acquisitions	$	13.7

Summary of Actual and Pro Forma Results of Operations for Acquisitions

The following table summarizes the results of operations of the above mentioned acquisitions from their respective dates of acquisition included in our consolidated results of operations and the unaudited pro forma results of operations of the combined entity had the date of the acquisitions been January 1, 2020 (in millions):


	Net Operating Revenues		Net Income Attributable to Encompass Health
Acquired entities only: Actual from acquisition date to December 31, 2021
Inpatient Rehabilitation	$	—	$	—

Home Health and Hospice	20.6		0.6
Combined entity: Supplemental pro forma from 01/01/2021-12/31/2021 (unaudited)	5,152.2		413.0
Combined entity: Supplemental pro forma from 01/01/2020-12/31/2020 (unaudited)	4,705.2		286.8


	Net Operating Revenues		Net Income Attributable to Encompass Health
Acquired entities only: Actual from acquisition date to December 31, 2020
Inpatient Rehabilitation	$	—	$	—

Home Health and Hospice	1.5		—
Combined entity: Supplemental pro forma from 01/01/2020-12/31/2020 (unaudited)	4,650.3		284.8
Combined entity: Supplemental pro forma from 01/01/2019-12/31/2019 (unaudited)	4,626.0		360.8


	Net Operating Revenues		Net (Loss) Income Attributable to Encompass Health
Acquired entities only: Actual from acquisition date to December 31, 2019
Inpatient Rehabilitation	$	4.4	$	(1.3)
Alacare	58.5		1.6
All Other Home Health and Hospice	6.5		(1.5)
Combined entity: Supplemental pro forma from 01/01/2019-12/31/2019 (unaudited)	4,674.6		364.3