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Acquisition and Assets Held for Sale (Tables)
 6 Months Ended
Jun. 30, 2023
Business Combination and Asset Acquisition [Abstract]  
Schedule of Fair Value of Consideration Transferred
The fair value of the consideration transferred on the date of acquisition consisted of the following:
In millions
Cash$9,579 
Fair value of replacement equity awards for pre-combination services (3.9 million shares) (1)
118 
Effective settlement of pre-existing relationship (2)
(29)
Total consideration transferred$9,668 
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(1)The fair value of the replacement equity awards issued by the Company was determined as of the Oak Street Health Acquisition Date. The fair value of the awards attributed to pre-combination services of $118 million is included in the consideration transferred and the fair value of the awards attributed to post-combination services of $165 million has been, or will be, included in the Company’s post-combination financial statements as compensation costs.
(2)The purchase price included $29 million of effectively settled liabilities the Company owed to Oak Street Health from their pre-existing relationship.
The fair value of the consideration transferred on the date of acquisition consisted of the following:
In millions
Cash$7,450 
Fair value of replacement equity awards for pre-combination services (3.2 million shares) (1)
14 
Effective settlement of pre-existing relationship (2)
(111)
Total consideration transferred$7,353 
_____________________________________________
(1)The fair value of the replacement equity awards issued by the Company was determined as of the Signify Health Acquisition Date. The fair value of the awards attributed to pre-combination services of $14 million is included in the consideration transferred and the fair value of the awards attributed to post-combination services of $167 million has been, or will be, included in the Company’s post-combination financial statements as compensation costs.
(2)The purchase price included $111 million of effectively settled liabilities the Company owed to Signify Health from their pre-existing relationship.
Summary of Estimated Fair Values of Assets Acquired and Liabilities Assumed The following table summarizes the estimated fair values of the assets acquired and liabilities assumed at the date of acquisition:
In millions
Cash and cash equivalents$201 
Investments168 
Accounts receivable1,143 
Other current assets46 
Property and equipment180 
Operating lease right-of-use assets316 
Goodwill7,193 
Intangible assets4,233 
Other long-term assets7 
Total assets acquired13,487 
Health care costs payable 1,102 
Other current liabilities443 
Operating lease liabilities (current and long-term)378 
Debt (current and long-term)1,028 
Deferred income taxes773 
Other long-term liabilities 29 
Total liabilities assumed3,753 
Noncontrolling interests66 
Total consideration transferred$9,668 
The following table summarizes the estimated fair values of the assets acquired and liabilities assumed at the date of acquisition:
In millions
Cash and cash equivalents$376 
Accounts receivable190 
Other current assets (including restricted cash of $28)
149 
Property and equipment25 
Goodwill5,917 
Intangible assets1,920 
Other long-term assets23 
Total assets acquired8,600 
Other current liabilities601 
Debt (current and long-term)346 
Deferred income taxes274 
Other long-term liabilities 26 
Total liabilities assumed1,247 
Total consideration transferred$7,353 
Summary of the Preliminary Valuation of Goodwill Allocated to Business Segments The preliminary valuation of goodwill was allocated to the Company’s business segments as follows:
In millions
Health Services$6,916 
Pharmacy & Consumer Wellness156 
Health Care Benefits121 
Total goodwill$7,193 
The preliminary valuation of goodwill was allocated to the Company’s business segments as follows:
In millions
Health Services$3,414 
Health Care Benefits2,473 
Pharmacy & Consumer Wellness30 
Total goodwill$5,917 
Summary of Preliminary Fair Values and Weighted Average Useful Lives for Intangible Assets Acquired
The following table summarizes the preliminary fair values and weighted average useful lives for intangible assets acquired in the Oak Street Health Acquisition, each of which is subject to change as the Company finalizes its purchase accounting:
In millions, except weighted average useful lifeGross
Fair Value		Weighted
Average Useful
Life (years)
Customer relationships (1)
$3,620 19.9
Technology143 3.0
Trademark (definite-lived)470 8.0
Total intangible assets$4,233 18.0
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(1) The substantial majority of the customer relationships intangible asset relates to relationships with health plan payers.
The following table summarizes the fair values and weighted average useful lives for intangible assets acquired in the Signify Health Acquisition:
In millions, except weighted average useful lifeGross
Fair Value		Weighted
Average Useful
Life (years)
Customer relationships$1,810 16.7
Technology 50 3.0
Trademark (definite-lived)60 5.0
Total intangible assets$1,920 16.0
Summary of Assets and Liabilities Held for Sale The following table summarizes the assets and liabilities held for sale at June 30, 2023 and December 31, 2022:
In millionsJune 30,
2023		December 31,
2022
Assets:
Accounts receivable, net$217 $227 
Inventories168 188 
Property and equipment, net— 244 
Deferred income taxes206 131 
Other29 118 
Total assets held for sale$620 $908 
Liabilities:
Accounts payable $85 $86 
Accrued expenses53 71 
Other70 71 
Total liabilities held for sale$208 $228