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Acquisitions
3 Months Ended
Apr. 01, 2016
Acquisitions  
Acquisitions

9.Acquisitions

 

2016 Acquisitions

 

On January 5, 2016, the Company acquired 100% of the equity of Long Term Solutions, Inc. (“LTS”).  LTS is a provider of in-home nursing assessments for the long-term care insurance industry.  LTS provides assessments in all 50 U.S. states and a number of foreign countries.  The purchase price of $37 million was funded through borrowings on the Company’s bank credit facility, seller notes and issuance of the Company’s common stock.  LTS’s post acquisition operating results are reported in the Company’s HCI business segment.

 

On January 5, 2016, the Company purchased the assets of a Medicare-certified home health agency owned by Bayonne Visiting Nurse Association (Bayonne) located in New Jersey.  The purchase price was $4.0 million.  Bayonne’s post acquisition operating results are reported in the Company’s VN segment.

 

2015 Acquisitions

 

On November 5, 2015, the Company acquired the stock of Black Stone Operations, LLC (“Black Stone”).  Black Stone is a provider of in-home personal care and skilled home health services in western Ohio and operates under the name “Home Care by Black Stone.”  The purchase price of $40 million was funded through borrowings on the Company’s bank credit facility, seller notes and issuance of the Company’s common stock.  Black Stone’s post acquisition operating results are primarily reported in the VN and PC segments.

 

On August 29, 2015 the Company acquired 100% of the equity of Bracor, Inc. (dba WillCare).  The purchase price for the New York and Connecticut operations was $50.8 million.  The transaction was funded by borrowings under the Company’s bank credit facility.  On March 1, 2015, the Company acquired the stock of WillCare’s Ohio operations for $3.0 millionWillCare’s post acquisition operating results are reported in the VN and PC segments.

 

On July 22, 2015, the Company acquired 100% of the equity of Ingenios Health Co. (Ingenios) for $11.4 million of the Company’s common stock plus $2.0 million in cash.  Ingenios is a leading provider of technology enabled in-home clinical assessments for Medicare Advantage, Managed Medicaid and Commercial Exchange lives in 7 states and Washington, D.C.  The operating results of Ingenios are reported in the HCI business segment.

 

On January 29, 2015, the Company acquired a noncontrolling interest in a development stage analytics and software company, NavHealth, Inc. (NavHealth).  The investment is an asset of the Company’s HCI segment.

 

The following table summarizes the preliminary fair value estimates as of the respective acquisition dates of the assets acquired and liabilities assumed for the Willcare, Ingenios, Black Stone, LTS and Bayonne acquisitions:

 

 

 

 

 

 

 

 

 

 

 

Preliminary Purchase

 

 

 

    

    

Price Allocation

    

 

Accounts receivable 

    

 

$

14,412

 

 

Property, plant & equipment

 

 

 

5,375

 

 

Other assets

 

 

 

2,033

 

 

Goodwill

 

 

 

122,675

 

 

Other intangibles

 

 

 

12,270

 

 

Assets acquired

 

 

 

156,765

 

 

Liabilities assumed

 

 

 

(9,301)

 

 

Net assets acquired

 

 

$

147,464

 

 

 

Deal and transition costs incurred in conjunction with the 2015 and 2016 acquisitions were $2.3 million for the quarter ended April 1, 2016.  Similar amounts for the prior year periods were $406 related to 2014 acquisitions.  Such amounts are included in Deal, transition and other costs in the Consolidated Statements of Income.