Business Combinations (Tables)
|
12 Months Ended |
Dec. 31, 2022 |
|---|
| Business Combinations |
|
| Summary of fair value of property and equipment acquired |
|
|
|
|
Leasehold improvements |
|
$ |
1,537 |
Furniture and fixtures |
|
|
1,081 |
Computer equipment and software |
|
|
3,066 |
Medical equipment |
|
|
414 |
Software (development in process) |
|
|
1,777 |
Total property and equipment |
|
$ |
7,875 |
|
| Summary of future consolidated results of operations |
|
|
|
|
|
|
Year Ended |
|
|
December 31,2021 |
|
|
(Unaudited) |
Total operating revenue |
|
$ |
793,447 |
Net loss |
|
$ |
(259,282) |
Net loss attributable to non-controlling interest |
|
$ |
(214,167) |
Net loss attributable to controlling interest |
|
$ |
(45,115) |
|
| P3 LLC |
|
| Business Combinations |
|
| Summary of purchase consideration |
|
|
|
|
Equity |
|
$ |
80,301 |
Fair value of redeemable non-controlling interest |
|
|
1,807,428 |
Stock compensation pre-combination services |
|
|
26,313 |
Cash consideration |
|
|
18,405 |
Payment of P3 LLC’s transaction costs |
|
|
19,152 |
Total purchase consideration |
|
$ |
1,951,599 |
|
| Summary of purchase price allocation to assets and liabilities |
|
|
|
|
Assets acquired: |
|
|
|
Cash |
|
$ |
5,301 |
Restricted cash |
|
|
54 |
Health plan receivables |
|
|
47,733 |
Clinic fees and insurance receivables, net |
|
|
426 |
Other receivables |
|
|
1,881 |
Prepaid expenses and other current assets |
|
|
939 |
Property and equipment |
|
|
7,875 |
Definite lived intangible assets: |
|
|
|
Customer relationships |
|
|
684,000 |
Provider network |
|
|
3,700 |
Trademarks |
|
|
147,700 |
Goodwill |
|
|
1,278,453 |
Operating lease right-of-use assets(1) |
|
|
10,604 |
Total assets acquired |
|
|
2,188,666 |
|
|
|
|
Liabilities assumed: |
|
|
|
Accounts payable and accrued expenses |
|
|
25,819 |
Accrued payroll |
|
|
2,869 |
Health plan settlements payable |
|
|
25,008 |
Claims payable |
|
|
76,031 |
Premium deficiency reserve |
|
|
11,559 |
Accrued interest |
|
|
9,269 |
Current portion of long-term debt |
|
|
301 |
Operating lease liability |
|
|
6,211 |
Long-term debt, net of current portion |
|
|
80,000 |
Total liabilities assumed |
|
|
237,067 |
Net assets acquired |
|
$ |
1,951,599 |
(1) |
Included within other long-term assets on the consolidated balance sheet. |
|
| Medcore Health Plan, Inc and Omni IPA Medical Group, Inc |
|
| Business Combinations |
|
| Summary of purchase price allocation to assets and liabilities |
|
|
|
|
|
|
|
|
|
|
Successor |
|
|
Predecessor |
|
|
Period |
|
|
Period |
Assets acquired: |
|
|
|
|
|
|
|
Cash |
|
$ |
20,547 |
|
|
$ |
3 |
Restricted cash |
|
|
302 |
|
|
|
— |
Health plan receivables |
|
|
5,754 |
|
|
|
— |
Clinic fees and insurance receivables, net |
|
|
141 |
|
|
|
— |
Other receivables |
|
|
726 |
|
|
|
— |
Prepaid expenses and other current assets |
|
|
1,190 |
|
|
|
— |
Property and equipment |
|
|
113 |
|
|
|
6 |
Definite lived intangible assets: |
|
|
|
|
|
|
|
Customer relationships |
|
|
— |
|
|
|
2,046 |
Payor contracts |
|
|
4,700 |
|
|
|
— |
Provider network |
|
|
1,100 |
|
|
|
— |
Trademarks |
|
|
900 |
|
|
|
— |
Indefinite lived intangible assets: |
|
|
|
|
|
|
|
Medical licenses |
|
|
700 |
|
|
|
— |
Goodwill |
|
|
31,298 |
|
|
|
2,934 |
Total assets acquired |
|
$ |
67,471 |
|
|
$ |
4,989 |
Liabilities assumed: |
|
|
|
|
|
|
|
Accounts payable |
|
|
150 |
|
|
|
— |
Accrued payroll |
|
|
277 |
|
|
|
— |
Health plan settlements payable |
|
|
133 |
|
|
|
— |
Claims payable |
|
|
26,898 |
|
|
|
— |
Total liabilities assumed |
|
|
27,458 |
|
|
|
— |
Net assets acquired |
|
$ |
40,013 |
|
|
$ |
4,989 |
|