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BUSINESS ACQUISITIONS (Tables)
12 Months Ended
Dec. 31, 2022
Business Combination and Asset Acquisition [Abstract]  
Schedule of Purchase Price allocations of Acquisitions
The provisional purchase price allocations for ReedTMS and Baylor as of December 31, 2022 are summarized as follows (in thousands):
ReedTMSBaylor
Purchase Price
Cash consideration paid $116,989 
(1)
$90,150 
(2)
Cash and cash equivalents acquired(12,120)(10,150)
Contingent consideration arrangement5,000 
(3)
8,400 
(3)
Working capital surplus (deficiency)(689)643 
Total purchase price (fair value of consideration)109,180 89,043 

Purchase Price Allocation
Current assets52,531 11,371 
Property and equipment35,000 54,639 
Intangible assets12,000 20,300 
Other non-current assets7,927 556 
Total assets acquired107,458 86,866 

Current liabilities
(45,497)(2,993)
Other long-term liabilities(5,622)(302)
Total liabilities assumed(51,119)(3,295)
Goodwill$52,841 $5,472 
(1) Includes $0.9 million related to the net present value of future insurance payments. At closing, $11.5 million of the cash consideration was placed in escrow to secure certain indemnification obligations of the sellers and to cover post-closing adjustments.
(2) At closing, $8.5 million of the cash consideration was placed in escrow to secure certain indemnification obligations of the sellers and to cover post-closing adjustments.
(3) The estimated fair value of the ReedTMS and Baylor contingent consideration arrangements was based upon probability-adjusted inputs for each acquired entity and are recorded in other long-term liabilities on the consolidated balance sheet as of December 31, 2022.
Schedule of Intangible Assets and Weighted-average Estimated Amortization Periods
The following table summarizes the major classes of intangible assets and the respective weighted-average estimated amortization periods:
Estimated Fair Value
(in thousands)
Weighted-Average Estimated
Amortization Period
(Years)
Customer relationships$24,700 10
Trade names7,600 12
Total intangible assets$32,300