Assets Held for Sale

6 Months Ended

Jun. 30, 2015

Discontinued Operations and Disposal Groups [Abstract]

Assets Held for Sale

ASSETS HELD FOR SALE

On November 2, 2014, we signed a definitive seven-year Master Services Agreement with Cognizant to provide consulting, technology and administrative services to us in the following areas: claims management, membership and benefits configuration, customer contact center services, information technology, quality assurance, appeals and grievance services and non-clinical medical management support. In addition, we have entered into an Asset Purchase Agreement with Cognizant for the sale of certain of our software system assets to Cognizant for $50 million. The closing of the Cognizant Transaction and commencement of services thereunder on the BPaaS Services Commencement Date (as defined in the Master Services Agreement), is subject to receipt of required regulatory approvals, and the closing of the related Asset Sale is scheduled for the BPaaS Services Commencement Date. See Note 11 for additional information regarding our subsequent amendment to the Master Services Agreement with Cognizant.

We have determined that the sale of these software system assets constitutes a sale of a business as defined under GAAP, and the requirements to classify these software system assets as held-for-sale were met as of September 30, 2014. Assets held for sale are measured at the lower of carrying value or fair value less cost to sell. Accordingly, we have classified $50.0 million in assets as assets held for sale as of December 31, 2014 and June 30, 2015. The following table presents the major classes of assets included in this amount (dollars in millions):

	Assets Classified as Held for Sale during the year ended December 31, 2014		Impairment Loss for the year ended December 31, 2014			Assets Held for Sale as of December 31, 2014		Assets Classified as Held for Sale during the six months ended June 30, 2015		Impairment Loss for the six months ended June 30, 2015			Assets Held for Sale as of June 30, 2015
Property and equipment, net	$	130.2	$	(80.2	)	$	50.0	$	1.9	$	(1.9	)	$	50.0
Goodwill allocated to sale of business	7.0		(7.0		)	—		—		—			—
Assets held for sale	$	137.2	$	(87.2	)	$	50.0	$	1.9	$ (	1.9	)	$	50.0

In connection with the pending sale, we have assessed the recoverability of goodwill and our long-lived assets, including property and equipment. As a result, in the year ended December 31, 2014, we recorded $87.2 million in total asset impairments. In the three and six months ended June 30, 2015, we recorded $0 and $1.9 million, respectively, in asset impairments for additional property and equipment classified as assets held for sale (see Note 8). Such property and equipment consist of software system assets.