NOTE H - ACQUISITIONS

During 2014, the Company acquired twelve O&P businesses consisting of 37 clinics and one distribution center for an aggregate purchase price of $52.7 million. During 2013, the Company acquired nine O&P businesses consisting of 22 clinics for an aggregate purchase price of $13.3 million. During 2012, the Company acquired sixteen O&P businesses consisting of fifty-nine clinics and one rehabilitation business for an aggregate purchase price of $83.8 million. The components of the respective aggregate purchase prices are listed in the schedule below. The acquisitions were primarily undertaken to acquire the expertise of an assembled workforce to continue to build upon the core capabilities of our strategic business platforms and brand, through the expansion of the Company’s service area or service capability to better serve our patients. Estimated fair value amounts of contingent consideration are recorded at the respective acquisition dates. Future changes to the estimated fair value of contingent consideration are recognized as income (loss) through the consolidated statements of operations and comprehensive (loss) income.

The assets acquired and liabilities assumed for all acquisitions were recorded at their estimated fair values at the dates of the acquisitions and the results of their operations are included in the Company’s consolidated financial statements from the effective dates of the acquisitions. The Company’s valuations are subject to adjustments as additional information is obtained; however, these adjustments are not expected to be material. The excess of purchase price over the aggregate estimated fair values of assets acquired and liabilities assumed was recorded as goodwill. The value of goodwill from acquisitions can be attributed to a number of business factors including, but not limited to, synergies associated with combining the acquired businesses with the Company’s existing business. The Company has made an election to treat the majority of these acquisitions as asset purchases for income tax purposes resulting in approximately $34.3 million, $5.0 million and $15.3 million of acquired goodwill being deductible for income tax purposes for acquisitions completed in 2014, 2013 and 2012, respectively.

The Company incurred $1.2 million, $0.9 million and $1.2 million in acquisition-related expenses for the years ended December 31, 2014, 2013 and 2012, respectively which are presented within “General and administrative expenses” on the Company’s consolidated statements of operations and comprehensive (loss) income.

The following table summarizes the components of the aggregated purchase price the assets acquired and liabilities assumed in the above transactions and recognized at their respective acquisition dates at estimated fair values:

	Year Ended December 31,
				(As Restated)
(in thousands)	2014			2013			2012

Net cash	$	38,069		$	9,975		$	60,947
Issuance of seller notes	13,964			2,344			20,223
Contingent consideration	291			708			2,625
Other working capital adjustments	345			235			—

Aggregate purchase price	52,669			13,262			83,795

Accounts receivable	5,322			2,935			6,210
Inventories	3,183			931			2,163
Acquired customer intangibles and other intangible assets, net	12,136			1,507			10,317
Other assets	1,800			1,997			4,164
Accounts payable and other liabilities assumed	(5,504		)	(882		)	(4,517		)

Net assets acquired	16,937			6,488			18,337


Goodwill	$	35,732		$	6,774		$	65,458

Included within cash paid for acquisitions on the consolidated statements of cash flows are cash payment for adjustments to working capital for acquisitions which occurred in prior fiscal years. These amounts were $0.0 million, $0.3 million, and $0.5 million for the years ended December 31, 2014, 2013 and 2012, respectively.

The majority of the intangible assets acquired relate to customer relationships. Amortizable intangible assets acquired during 2014, 2013 and 2012 had weighted-average estimated useful lives of ten, eight, and nine years, respectively.