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Other Expenses
9 Months Ended
Sep. 30, 2024
Other Income and Expenses [Abstract]  
Other Expenses Other Expenses
Other expenses are incurred in connection with acquisition and integration initiatives, exit activities, strategic and transformation initiatives to improve our business alignment and cost structure, review of strategic alternatives, stockholder litigation, and for the three months ended September 30, 2024, costs related to the proposed Merger. The following table summarizes the other expenses recognized for the three and nine months ended September 30, 2024 and 2023.
Three Months Ended September 30,Nine Months Ended September 30,
2024202320242023
Business acquisition costs (1)$— $1.4 $15.1 $3.5 
Integration costs (2)4.4 6.1 27.1 30.0 
Technology transformation (3)2.8 4.5 20.9 11.8 
Strategic initiatives (4)— 13.0 0.5 23.8 
Facility-related charges (5)1.8 7.2 4.9 15.7 
Other (6)24.2 (2.8)32.9 3.1 
Total other expenses$33.2 $29.4 $101.4 $87.9 
(1) Costs, including legal, consulting, insurance premiums, and bank fees, that directly relate to the due diligence and closing of business acquisitions and include changes to contingent consideration, if applicable. Costs also include compensation expenses associated with the close of the transactions.
(2) Costs reflect efforts to integrate acquired businesses from a systems, processes, and people perspective and to achieve synergies expected from business acquisitions. Costs include consulting fees, IT vendor spend, severance, and certain payroll costs.
(3) Costs relate to projects underway to create a new platform that consolidates the Cloudmed and R1 customer solutions and migrates them to a cloud environment to reduce onboarding costs and accelerate the delivery of value to the Company’s customers. These projects are expected to be completed in 2025. Certain project costs incurred qualify for capitalization and have been recorded on the Consolidated Balance Sheet. For the nine months ended September 30, 2024, costs include a $6.3 million one-time vendor termination fee to migrate to the cloud.
(4) Costs primarily relate to business restructuring activities as part of the Company’s growth strategy and include consulting costs, compensation costs of employees dedicated to the Company’s strategic growth efforts, and severance. In 2023, these costs included changes in contingent consideration and retention costs related to acquisitions completed by Cloudmed prior to being acquired by R1.
(5) As part of evaluating its real estate footprint in relation to acquisitions and remote work practices adopted following COVID, the Company has exited certain facilities. Costs include asset impairment charges, early termination fees, and other costs related to exited facilities that will continue over the duration of the lease term.
(6) For the three and nine months ended September 30, 2024, costs primarily related to legal and other advisor fees associated with the strategic alternatives review conducted by a special committee formed by the Board of Directors on March 11, 2024, which concluded with the Board of Directors’ approval of the Merger Agreement on July 31, 2024. See Note 1, Business Description and Basis of Presentation, for further details regarding the Merger Agreement. During the three months ended September 30, 2024, the Company incurred professional service fees and other expenses related to the proposed Merger. For the three and nine months ended September 30, 2023, costs include net insurance reimbursements and net expenses, respectively, related to the Company’s stockholder litigation. For further details regarding the Company’s stockholder litigation, see Note 18, Commitments and Contingencies, to the consolidated financial statements included in the 2023 Form 10-K.