ACQUISITIONS |
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Jun. 30, 2026 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Business Combination, Asset Acquisition, Transaction between Entities under Common Control, and Joint Venture Formation [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| ACQUISITIONS | ACQUISITIONS The Company’s acquisition focus is to purchase or lease operations that are complementary to the Company’s current businesses, accretive to the Company’s business, or otherwise advance the Company’s strategy. The results of all the Company’s independent operating subsidiaries are included in the Interim Financial Statements subsequent to the date of acquisition. Acquisitions are accounted for using the acquisition method of accounting. 2026 Acquisitions During the six months ended June 30, 2026, the Company expanded its operations with the addition of six senior living communities. In connection with four of the senior living communities acquired, the Company entered into new long-term “triple-net” leases. For the remaining two senior living communities acquired, the Company acquired the real estate of each community. The aggregate purchase price of the real estate acquired was $7,065, paid in cash and assumed liabilities, which consisted primarily of land and building. A subsidiary of the Company entered into a separate operations transfer agreement with the prior operator of each acquired operation as part of each transaction. These new communities included 348 operational senior living units to be operated by the Company’s independent operating subsidiaries. On April 17, 2026, the Company acquired an additional hospice business for $2,087, which was allocated primarily to Goodwill. The operations of the acquired business were integrated into an existing hospice agency owned by Pennant. On October 1, 2025, the Company acquired certain operations of UnitedHealth, Amedisys, Inc. (“Amedisys”), and certain other sellers, to complement our home health, hospice, and home care businesses. As of December 31, 2025, our determination and allocation of the purchase price to net tangible and intangible assets was based on preliminary estimates. During the quarter ended June 30, 2026, the Company agreed to final working capital and other closing considerations which resulted in in a $387 reduction in the purchase price. The Company also revised its allocation of the purchase price and recognized adjustments to the provisional values as of June 30, 2026, which increased Accounts receivable, net by $3,070. Combined with the change in purchase price, this resulted in a decrease to Goodwill of $3,457. The following table sets forth the current allocation of the purchase price to the identifiable tangible and intangible assets acquired and liabilities assumed of the acquired UnitedHealth and Amedisys operations:
There were no material acquisition costs that were incurred related to the business combinations during the three and six months ended June 30, 2026. 2025 Acquisitions During the six months ended June 30, 2025, the Company expanded its operations with the addition of five home health agencies, four hospice agencies, and four senior living communities. In connection with three of the senior living communities acquired, the Company entered into new long-term “triple-net” leases. For the remaining senior living community acquired, the Company acquired the real estate of the community. These new communities included 316 operational senior living units to be operated by the Company's independent operating subsidiaries. There were no material acquisition costs that were expensed related to the business combinations during the six months ended June 30, 2025. Subsequent Events On August 1, 2026, the Company acquired the real estate of one senior living community located in Arizona for $7,000. A subsidiary of the Company entered into a separate operations transfer agreement with the prior operator of the acquired operation as part of the transaction. This new community includes 63 operational senior living units to be operated by one of the Company’s independent operating subsidiaries.
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