Acquisitions and Assets Held for Sale (Tables)

9 Months Ended

Sep. 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

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(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
Investments	168
Accounts receivable	1,143
Other current assets	46
Property and equipment	180
Operating lease right-of-use assets	316
Goodwill	7,189
Intangible assets	4,233
Other long-term assets	7
Total assets acquired	13,483
Health care costs payable	1,098
Other current liabilities	443
Operating lease liabilities (current and long-term)	378
Debt (current and long-term)	1,028
Deferred income taxes	773
Other long-term liabilities	29
Total liabilities assumed	3,749
Noncontrolling interests	66
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 receivable	190
Other current assets (including restricted cash of $28)	147
Property and equipment	25
Goodwill	5,922
Intangible assets	1,920
Other long-term assets	23
Total assets acquired	8,603
Other current liabilities	606
Debt (current and long-term)	346
Deferred income taxes	272
Other long-term liabilities	26
Total liabilities assumed	1,250
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	$	6,912
Pharmacy & Consumer Wellness	156
Health Care Benefits	121
Total goodwill	$	7,189

The preliminary valuation of goodwill was allocated to the Company’s business segments as follows:

In millions
Health Services	$	3,419
Health Care Benefits	2,473
Pharmacy & Consumer Wellness	30
Total goodwill	$	5,922

Summary of Preliminary Fair Values and Weighted Average Useful Lives for Intangible Assets Acquired

The following table summarizes the fair values and weighted average useful lives for intangible assets acquired in the Oak Street Health Acquisition:

In millions, except weighted average useful life	Gross Fair Value		Weighted Average Useful Life (years)
Customer relationships (1)	$	3,620	19.9
Technology	143		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 life	Gross 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