Goodwill and Other Intangible Assets

12 Months Ended

Dec. 31, 2016

Goodwill and Intangible Assets Disclosure [Abstract]

Goodwill and Other Intangible Assets:

The following table shows changes in the carrying amount of Goodwill for the years ended December 31, 2016, 2015, and 2014 (in millions):



	Inpatient Rehabilitation		Home Health and Hospice			Consolidated
Goodwill as of December 31, 2013	$	456.9	$	—		$	456.9
Acquisitions	0.6		592.5			593.1
Consolidation of joint venture formerly accounted for under the equity method of accounting	34.0		—			34.0
Goodwill as of December 31, 2014	491.5		592.5			1,084.0
Acquisitions	641.6		164.5			806.1
Goodwill as of December 31, 2015	1,133.1		757.0			1,890.1
Acquisitions	8.9		42.5			51.4
Divestiture of pediatric home health services	—		(14.3		)	(14.3		)
Goodwill as of December 31, 2016	$	1,142.0	$	785.2		$	1,927.2

Goodwill increased in 2014 as a result of our consolidation of Fairlawn and the remeasurement of our previously held equity interest at fair value and our acquisitions of Encompass and Quillen. Goodwill increased in 2015 as a result of our acquisitions of Reliant, CareSouth, and other inpatient and home health and hospice operations. Goodwill increased in 2016 as a result of our acquisitions of inpatient and home health and hospice operations offset by the divestiture of our pediatric home health assets to Thrive Skilled Pediatric Care in November 2016 for approximately $21 million. We recorded a $3.3 million gain as part of Other operating expenses in our consolidated statements of operations during the year ended December 31, 2016. See Note 2, Business Combinations and Note 11, Redeemable Noncontrolling Interests.

We performed impairment reviews as of October 1, 2016, 2015, and 2014 and concluded no Goodwill impairment existed. As of December 31, 2016, we had no accumulated impairment losses related to Goodwill.

The following table provides information regarding our other intangible assets (in millions):



	Gross Carrying Amount		Accumulated Amortization			Net
Certificates of need:
2016	$	98.6	$	(12.9	)	$	85.7
2015	93.9		(6.9		)	87.0
Licenses:
2016	$	142.0	$	(62.1	)	$	79.9
2015	138.9		(53.7		)	85.2
Noncompete agreements:
2016	$	62.2	$	(47.3	)	$	14.9
2015	58.0		(37.0		)	21.0
Trade name - Encompass:
2016	$	135.2	$	—		$	135.2
2015	135.2		—			135.2
Trade names - all other:
2016	$	34.6	$	(13.9	)	$	20.7
2015	32.9		(11.5		)	21.4
Internal-use software:
2016	$	181.4	$	(110.2	)	$	71.2
2015	155.7		(90.5		)	65.2
Market access assets:
2016	$	13.2	$	(9.5	)	$	3.7
2015	13.2		(8.8		)	4.4
Total intangible assets:
2016	$	667.2	$	(255.9	)	$	411.3
2015	627.8		(208.4		)	419.4

Amortization expense for other intangible assets is as follows (in millions):



	For the Year Ended December 31,
	2016		2015		2014
Amortization expense	$	48.5	$	36.0	$	20.3

Total estimated amortization expense for our other intangible assets for the next five years is as follows (in millions):



Year Ending December 31,	Estimated Amortization Expense
2017	$	45.6
2018	36.2
2019	31.5
2020	26.6
2021	22.9

- Definition

The entire disclosure for the aggregate amount of goodwill and a description of intangible assets, which may include (a) for amortizable intangible assets (also referred to as finite-lived intangible assets), the carrying amount, the amount of any significant residual value, and the weighted-average amortization period, (b) for intangible assets not subject to amortization (also referred to as indefinite-lived intangible assets), the carrying amount, and (c) the amount of research and development assets acquired and written off in the period, including the line item in the income statement in which the amounts written off are aggregated, if not readily apparent from the income statement. Also discloses (a) for amortizable intangibles assets in total and by major class, the gross carrying amount and accumulated amortization, the total amortization expense for the period, and the estimated aggregate amortization expense for each of the five succeeding fiscal years, (b) for intangible assets not subject to amortization the carrying amount in total and by major class, and (c) for goodwill, in total and for each reportable segment, the changes in the carrying amount of goodwill during the period (including the aggregate amount of goodwill acquired, the aggregate amount of impairment losses recognized, and the amount of goodwill included in the gain (loss) on disposal of a reporting unit). If any part of goodwill has not been allocated to a reportable segment, discloses the unallocated amount and the reasons for not allocating. For each impairment loss recognized related to an intangible asset (excluding goodwill), discloses: (a) a description of the impaired intangible asset and the facts and circumstances leading to the impairment, (b) the amount of the impairment loss and the method for determining fair value, (c) the caption in the income statement or the statement of activities in which the impairment loss is aggregated, and (d) the segment in which the impaired intangible asset is reported. For each goodwill impairment loss recognized, discloses: (a) a description of the facts and circumstances leading to the impairment, (b) the amount of the impairment loss and the method of determining the fair value of the associated reporting unit, and (c) if a recognized impairment loss is an estimate not finalized and the reasons why the estimate is not final. May also disclose the nature and amount of any significant adjustments made to a previous estimate of an impairment loss.

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