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8-K - 8-K - SELECT MEDICAL HOLDINGS CORPa13-5788_18k.htm

Exhibit 99.1

 

 

 

 

FOR IMMEDIATE RELEASE

4714 Gettysburg Road

Mechanicsburg, PA 17055

 

NYSE Symbol: SEM

 

Select Medical Holdings Corporation Announces Results for

Fourth Quarter and Year Ended December 31, 2012 and $300.0 Million Refinancing

 

MECHANICSBURG, PENNSYLVANIA — February 21, 2013 — Select Medical Holdings Corporation (“Select Medical”) (NYSE: SEM) today announced results for its fourth quarter and year ended December 31, 2012.

 

For the fourth quarter ended December 31, 2012, net operating revenues increased 3.2% to $741.1 million compared to $718.4 million for the same quarter, prior year.  Income from operations increased 9.4% to $80.9 million compared to $74.0 million for the same quarter, prior year.  Net income attributable to Select Medical increased 6.9% to $39.4 million compared to $36.9 million for the same quarter, prior year.  Net income before interest, income taxes, depreciation and amortization, gain (loss) on early retirement of debt, stock compensation expense, equity in earnings (losses) of unconsolidated subsidiaries and other income (expense) (“Adjusted EBITDA”) for the fourth quarter increased 5.3% to $98.8 million compared to $93.8 million for the same quarter, prior year.  A reconciliation of net income to Adjusted EBITDA is presented in table VIII of this release.  Income per common share for the fourth quarter ended December 31, 2012 was $0.28 on a fully diluted basis compared to income per common share of $0.25 for the same quarter, prior year.

 

For the year ended December 31, 2012, net operating revenues increased 5.2% to $2,949.0 million compared to $2,804.5 million for the prior year.  Income from operations increased 8.4% to $336.9 million compared to $310.7 million for the prior year.  Net income attributable to Select Medical increased 37.4% to $148.2 million compared to $107.8 million for the prior year.  Net income attributable to Select Medical for the year ended December 31, 2012 includes a loss on early retirement of debt, net of tax, of $3.8 million associated with the September 12, 2012 redemption of $275.0 million of its 7 5/8% senior subordinated notes.  Net income attributable to Select Medical for the year ended December 31, 2011 includes a loss on early retirement of debt, net of tax, of $19.6 million associated with the June 1, 2011 refinancing of a portion of its indebtedness.  Adjusted EBITDA for the year ended December 31, 2012 increased 5.2% to $405.8 million compared to $386.0 million for the prior year.  A reconciliation of net income to Adjusted EBITDA is presented in table VIII of this release.  Income per common share for the year ended December 31, 2012 was $1.05 on a fully diluted basis compared to income per common share of $0.71 for the prior year.  Excluding the loss related to the early retirement of debt in both periods and their related tax effects, Adjusted Net Income Per Share was $1.07 and $0.84 per diluted share for the year ended December 31, 2012 and 2011, respectively.  A reconciliation of income per common share to Adjusted Net Income Per Share is presented in table IX of this release.

 



 

Specialty Hospitals

 

For the fourth quarter of 2012, net operating revenues for the specialty hospital segment increased 4.1% to $556.0 million compared to $534.2 million for the same quarter, prior year.  Adjusted EBITDA for the specialty hospital segment increased 7.0% to $95.6 million compared to $89.3 million for the same quarter, prior year.  The Adjusted EBITDA margin for the segment was 17.2% for the fourth quarter of 2012, compared to 16.7% for the same quarter, prior year.  Certain specialty hospital key statistics for the three months ended December 31, 2012 and 2011 are presented in table VI of this release.

 

For the year ended December 31, 2012, net operating revenues for the specialty hospital segment increased 4.9% to $2,197.5 million compared to $2,095.5 million for the prior year.  Adjusted EBITDA for the specialty hospital segment for the year ended December 31, 2012 increased 5.2% to $381.4 million compared to $362.3 million for the prior year.  The Adjusted EBITDA margin for the segment was 17.4% for the year ended December 31, 2012, compared to 17.3% for the prior year. Certain specialty hospital key statistics for the years ended December 31, 2012 and 2011 are presented in table VII of this release.

 

Outpatient Rehabilitation

 

For the fourth quarter of 2012, net operating revenues for the outpatient rehabilitation segment increased 0.5% to $185.1 million compared to $184.2 million for the same quarter, prior year.  Adjusted EBITDA for the segment for the fourth quarter decreased 1.1% to $18.4 million compared to $18.6 million for the same quarter, prior year.  The Adjusted EBITDA margin for the segment was 9.9% for the fourth quarter of 2012, compared to 10.1% for the same quarter, prior year.  During the fourth quarter of 2012 a substantial number of our outpatient rehabilitation clinics in the mid-Atlantic and Northeastern states were adversely affected by hurricane Sandy which negatively affected our net operating revenue and Adjusted EBITDA.  We have estimated the lost patient revenue from this event to be approximately $3.9 million.  Certain outpatient rehabilitation key statistics for the three months ended December 31, 2012 and 2011 are presented in table VI of this release.

 

For the year ended December 31, 2012, net operating revenues for the outpatient rehabilitation segment increased 6.0% to $751.3 million compared to $708.9 million for the prior year.  Adjusted EBITDA for the segment for the year ended December 31, 2012 increased 3.8% to $87.0 million compared to $83.9 million for the prior year.  The Adjusted EBITDA margin for the segment was 11.6% for the year ended December 31, 2012, compared to 11.8% for the prior year.  During the fourth quarter of 2012 a substantial number of our outpatient rehabilitation clinics in the mid-Atlantic and Northeastern states were adversely affected by hurricane Sandy which negatively affected our net operating revenue and Adjusted EBITDA.  We have estimated the lost patient revenue from this event to be approximately $3.9 million.  Certain outpatient rehabilitation key statistics for the years ended December 31, 2012 and 2011 are presented in table VII of this release.

 

Special Cash Dividend

 

On October 30, 2012, Select Medical’s board of directors declared a special cash dividend of $1.50 per share, totaling $210.9 million.  This special cash dividend was paid on December 12, 2012 to all stockholders of record at the close of business on December 5, 2012.  The dividend was funded with cash on hand and borrowings under Select Medical’s revolving credit facility.

 



 

Stock Repurchase Program

 

On February 20, 2013, the board of directors of Select Medical authorized an increase of $100.0 million in the capacity of its common stock repurchase program from $250.0 million to $350.0 million and extended the program for an additional year.  The program will now remain in effect until March 31, 2014, unless further extended by the board of directors.  Stock repurchases under this program may be made in the open market or through privately negotiated transactions, and at times and in such amounts as Select Medical deems appropriate.  The timing of purchases of stock will be based upon market conditions and other factors.  Select Medical is funding this program with cash on hand or borrowings under its revolving credit facility.  Select Medical did not repurchase shares during the three months ended December 31, 2012.  Select Medical repurchased 5,725,782 shares at a cost of $46.8 million during the year ended December 31, 2012.  Since the inception of the program through December 31, 2012, Select Medical has repurchased 22,490,389 shares at a cost of $163.6 million, an average cost per share of $7.28, which includes transaction costs.

 

Refinancing

 

On February 20, 2013, Select Medical Corporation (“Select”) entered into an additional credit extension amendment to its senior secured credit facilities that provided for a $300.0 million additional term loan tranche, (the “Series B Tranche B Term Loan”) to Select.  Select intends to use borrowings under the Series B Tranche B Term Loan to redeem all of its outstanding 7 5/8% senior subordinated notes due 2015, to finance Select Medical’s redemption of all of Select Medical’s senior floating rate notes due 2015, and to repay a portion of the balance outstanding under Select’s revolving credit facility.  The balance of the Series B Tranche B Term Loan will be payable on February 20, 2016.

 

On February 20, 2013, Select and Select Medical each instructed U.S. Bank Trust National Association, as trustee, to deliver an irrevocable notice of redemption to the holders of all of Select’s outstanding 7 5/8% senior subordinated notes due 2015 and all of Select Medical’s outstanding senior floating rate notes due 2015, respectively, all of which will be redeemed at 100% of the principal amount plus any accrued and unpaid interest to the redemption date on or about March 22, 2013.

 

Business Outlook

 

Select Medical confirms the guidance it provided in its January 7, 2013 press release and expects consolidated net operating revenues for the full year 2013 to be in the range of $2.95 billion to $3.05 billion.  Select Medical expects Adjusted EBITDA for the full year 2013 to be in the range of $400.0 million to $415.0 million.  Select Medical expects fully diluted income per common share for the full year 2013 to be in the range of $0.98 to $1.04.

 

Select Medical’s business outlook includes the expected adverse financial impact to outpatient therapy payments related to the multiple procedure payment reduction change included in the American Taxpayer Relief Act of 2012, which would become effective for outpatient therapy services April 1, 2013. Select Medical estimates this negative impact to net operating revenues and Adjusted EBITDA to be between $5.0 million and $10.0 million annually for its outpatient rehabilitation segment. The above business outlook does not include any adverse estimated financial impact from potential sequestration cuts currently scheduled to occur on or about April 1, 2013 in the absence of further congressional action. Select Medical estimates this negative impact to net operating revenues and Adjusted EBITDA to be approximately $20.0 million if implemented. Select Medical assumed a 40.0% effective tax rate when preparing the above business outlook for 2013.

 



 

Conference Call

 

Select Medical will host a conference call regarding its fourth quarter and full year results and its business outlook on Friday, February 22, 2013, at 9:00am EST. The domestic dial-in number for the call is 1-800-299-0433. The international dial-in number is 1-617-801-9712. The passcode for the call is 50281270. The conference call will be webcast simultaneously and can be accessed at Select Medical Holdings Corporation’s website, www.selectmedicalholdings.com.

 

For those unable to participate in the conference call, a replay will be available until 11:59pm EST, March 1, 2013. The replay number is 1-888-286-8010 (domestic) or 1-617-801-6888 (international). The passcode for the replay will be 23861340. The replay can also be accessed at Select Medical Holdings Corporation’s website, www.selectmedicalholdings.com.

 

*   *   *   *   *

 

Select Medical is a leading operator of specialty hospitals and outpatient rehabilitation clinics in the United States. As of December 31, 2012, Select Medical operated 110 long term acute care hospitals and 12 acute medical rehabilitation hospitals in 28 states and 979 outpatient rehabilitation clinics in 32 states and the District of Columbia. Select Medical also provides medical rehabilitation services on a contracted basis to nursing homes, hospitals, assisted living and senior care centers, schools and work sites. Information about Select Medical is available at www.selectmedical.com.

 

Certain statements contained herein that are not descriptions of historical facts are “forward-looking” statements (as such term is defined in the Private Securities Litigation Reform Act of 1995).  Because such statements include risks and uncertainties, actual results may differ materially from those expressed or implied by such forward-looking statements due to factors including the following:

 

·                     changes in government reimbursement for our services due to the implementation of healthcare reform legislation, deficit reduction measures, and/or new payment policies (including, for example, the expiration of the moratorium on the 25-percent payment adjustment threshold that would reduce our Medicare payments for those patients admitted to a long-term acute care hospital from a referring hospital in excess of the percentage threshold) may result in a reduction in net operating revenues, an increase in costs and a reduction in profitability;

 

·                     the impact of the Budget Control Act of 2011 which, as amended by the American Taxpayer Relief Act of 2012, will generally result in a 2% reduction to Medicare payments for services furnished on or after April 1, 2013 unless further legislation is enacted;

 

·                     the failure of our specialty hospitals to maintain their Medicare certifications may cause our net operating revenues and profitability to decline;

 

·                     the failure of our facilities operated as “hospitals within hospitals” to qualify as hospitals separate from their host hospitals may cause our net operating revenues and profitability to decline;

 

·                     a government investigation or assertion that we have violated applicable regulations may result in sanctions or reputational harm and increased costs;

 

·                     acquisitions or joint ventures may prove difficult or unsuccessful, use significant resources or expose us to unforeseen liabilities;

 

·                     private third-party payors for our services may undertake future cost containment initiatives that limit our future net operating revenues and profitability;

 

·                     the failure to maintain established relationships with the physicians in the areas we serve could reduce our net operating revenues and profitability;

 



 

·                     shortages in qualified nurses or therapists could increase our operating costs significantly;

 

·                     competition may limit our ability to grow and result in a decrease in our net operating revenues and profitability;

 

·                     the loss of key members of our management team could significantly disrupt our operations;

 

·                     the effect of claims asserted against us could subject us to substantial uninsured liabilities; and

 

·                     other factors discussed from time to time in our filings with the Securities and Exchange Commission (the “SEC”), including factors discussed under the heading “Risk Factors” of the annual report on Form 10-K.

 

Investor inquiries:

 

Joel T. Veit

Senior Vice President and Treasurer

717-972-1100

ir@selectmedical.com

 

SOURCE: Select Medical Holdings Corporation

 



 

I.   Condensed Consolidated Statements of Operations

For the Three Months Ended December 31, 2011 and 2012

(In thousands, except per share amounts, unaudited)

 

 

 

2011

 

2012

 

% Change

 

 

 

 

 

 

 

 

 

Net operating revenues

 

$

718,441

 

$

741,086

 

3.2

%

 

 

 

 

 

 

 

 

Costs and expenses:

 

 

 

 

 

 

 

Cost of services

 

599,659

 

620,278

 

3.4

%

General and administrative

 

14,698

 

16,286

 

10.8

%

Bad debt expense

 

11,345

 

7,452

 

(34.3

)%

Depreciation and amortization

 

18,751

 

16,147

 

(13.9

)%

 

 

 

 

 

 

 

 

Income from operations

 

73,988

 

80,923

 

9.4

%

 

 

 

 

 

 

 

 

Equity in earnings of unconsolidated subsidiaries

 

1,594

 

1,321

 

(17.1

)%

Interest income

 

36

 

 

N/M

 

Interest expense

 

(24,122

)

(22,655

)

(6.1

)%

 

 

 

 

 

 

 

 

Income before income taxes

 

51,496

 

59,589

 

15.7

%

 

 

 

 

 

 

 

 

Income tax expense

 

14,159

 

18,242

 

28.8

%

 

 

 

 

 

 

 

 

Net income

 

37,337

 

41,347

 

10.7

%

 

 

 

 

 

 

 

 

Less: Net income attributable to non-controlling interests

 

478

 

1,941

 

306.1

%

 

 

 

 

 

 

 

 

Net income attributable to Select Medical Holdings Corporation

 

$

36,859

 

$

39,406

 

6.9

%

 

 

 

 

 

 

 

 

Income per common share:

 

 

 

 

 

 

 

Basic

 

$

0.25

 

$

0.28

 

 

 

Diluted

 

$

0.25

 

$

0.28

 

 

 

 

 

 

 

 

 

 

 

Weighted average shares outstanding:

 

 

 

 

 

 

 

Basic

 

145,167

 

137,661

 

 

 

Diluted

 

145,393

 

137,953

 

 

 

 

N/M = Not Meaningful

 



 

II.  Condensed Consolidated Statements of Operations

For the Year Ended December 31, 2011 and 2012

(In thousands, except per share amounts, unaudited)

 

 

 

2011

 

2012

 

% Change

 

 

 

 

 

 

 

 

 

Net operating revenues

 

$

2,804,507

 

$

2,948,969

 

5.2

%

 

 

 

 

 

 

 

 

Costs and expenses:

 

 

 

 

 

 

 

Cost of services

 

2,308,570

 

2,443,550

 

5.8

%

General and administrative

 

62,354

 

66,194

 

6.2

%

Bad debt expense

 

51,347

 

39,055

 

(23.9

)%

Depreciation and amortization

 

71,517

 

63,311

 

(11.5

)%

 

 

 

 

 

 

 

 

Income from operations

 

310,719

 

336,859

 

8.4

%

 

 

 

 

 

 

 

 

Loss on early retirement of debt

 

(31,018

)

(6,064

)

N/M

 

Equity in earnings of unconsolidated subsidiaries

 

2,923

 

7,705

 

163.6

%

Interest income

 

322

 

 

N/M

 

Interest expense

 

(99,216

)

(94,950

)

(4.3

)%

 

 

 

 

 

 

 

 

Income before income taxes

 

183,730

 

243,550

 

32.6

%

 

 

 

 

 

 

 

 

Income tax expense

 

70,968

 

89,657

 

26.3

%

 

 

 

 

 

 

 

 

Net income

 

112,762

 

153,893

 

36.5

%

 

 

 

 

 

 

 

 

Less: Net income attributable to non-controlling interests

 

4,916

 

5,663

 

15.2

%

 

 

 

 

 

 

 

 

Net income attributable to Select Medical Holdings Corporation

 

$

107,846

 

$

148,230

 

37.4

%

 

 

 

 

 

 

 

 

Income per common share:

 

 

 

 

 

 

 

Basic

 

$

0.71

 

$

1.05

 

 

 

Diluted

 

$

0.71

 

$

1.05

 

 

 

 

 

 

 

 

 

 

 

Weighted average shares outstanding:

 

 

 

 

 

 

 

Basic

 

150,501

 

138,767

 

 

 

Diluted

 

150,725

 

139,042

 

 

 

 

N/M = Not Meaningful

 



 

III.  Condensed Consolidated Balance Sheets

(In thousands, unaudited)

 

 

 

December 31,
2011

 

December 31,
2012

 

Assets

 

 

 

 

 

 

 

 

 

 

 

Cash

 

$

12,043

 

$

40,144

 

 

 

 

 

 

 

Accounts receivable, net

 

413,743

 

359,929

 

 

 

 

 

 

 

Current deferred tax asset

 

18,305

 

17,877

 

 

 

 

 

 

 

Prepaid income taxes

 

9,497

 

3,895

 

 

 

 

 

 

 

Other current assets

 

29,822

 

31,818

 

 

 

 

 

 

 

Total Current Assets

 

483,410

 

453,663

 

 

 

 

 

 

 

Property and equipment, net

 

510,028

 

501,552

 

 

 

 

 

 

 

Goodwill

 

1,631,716

 

1,640,534

 

 

 

 

 

 

 

Other identifiable intangibles

 

72,123

 

71,745

 

 

 

 

 

 

 

Assets held for sale

 

2,742

 

2,742

 

 

 

 

 

 

 

Other assets

 

72,128

 

91,125

 

 

 

 

 

 

 

Total Assets

 

$

2,772,147

 

$

2,761,361

 

 

 

 

 

 

 

Liabilities and equity

 

 

 

 

 

 

 

 

 

 

 

Payables and accruals

 

$

373,090

 

$

376,817

 

 

 

 

 

 

 

Current portion of long-term debt

 

10,848

 

11,646

 

 

 

 

 

 

 

Total Current Liabilities

 

383,938

 

388,463

 

 

 

 

 

 

 

Long-term debt, net of current portion

 

1,385,950

 

1,458,597

 

 

 

 

 

 

 

Non-current deferred tax liability

 

82,028

 

89,510

 

 

 

 

 

 

 

Other non-current liabilities

 

64,905

 

68,502

 

 

 

 

 

 

 

Redeemable non-controlling interests

 

8,988

 

10,811

 

 

 

 

 

 

 

Total equity

 

846,338

 

745,478

 

 

 

 

 

 

 

Total Liabilities and Equity

 

$

2,772,147

 

$

2,761,361

 

 



 

IV.  Condensed Consolidated Statement of Cash Flows

For the Three Months Ended December 31, 2011 and 2012

(In thousands, unaudited)

 

 

 

2011

 

2012

 

Operating Activities

 

 

 

 

 

Net Income

 

$

37,337

 

$

41,347

 

Adjustments to reconcile net income to net cash provided by operating activities:

 

 

 

 

 

Depreciation and amortization

 

18,751

 

16,147

 

Provision for bad debts

 

11,345

 

7,452

 

Equity in earnings of unconsolidated subsidiaries

 

(1,594

)

(1,321

)

Loss (gain) from disposal or sale of assets

 

216

 

(2,422

)

Non-cash stock compensation expense

 

1,027

 

1,687

 

Amortization of debt discount and issuance costs

 

1,450

 

2,072

 

Deferred income taxes

 

3,316

 

5,493

 

Changes in operating assets and liabilities, net of effects from acquisition of businesses:

 

 

 

 

 

Accounts receivable

 

(29,660

)

25,665

 

Other current assets

 

(1,441

)

242

 

Other assets

 

804

 

4,592

 

Accounts payable

 

6,621

 

(2,019

)

Due to third-party payors

 

1,277

 

(4,808

)

Accrued expenses

 

23,765

 

10,479

 

Net cash provided by operating activities

 

73,214

 

104,606

 

 

 

 

 

 

 

Investing activities

 

 

 

 

 

Purchases of property and equipment

 

(13,922

)

(22,997

)

Investment in businesses, net of distributions

 

(2,185

)

(4,790

)

Acquisition of businesses, net of cash acquired

 

(2,820

)

(4,496

)

Net cash used in investing activities

 

(18,927

)

(32,283

)

 

 

 

 

 

 

Financing activities

 

 

 

 

 

Borrowings on revolving credit facilities

 

140,000

 

130,000

 

Payments on revolving credit facilities

 

(150,000

)

 

Payments on 2011 credit facility term loans

 

(2,125

)

(2,812

)

Borrowings of other debt

 

1,559

 

2,446

 

Principal payments on other debt

 

(1,653

)

(2,878

)

Proceeds from bank overdrafts

 

1,991

 

4,238

 

Debt issuance costs

 

 

(2,291

)

Dividends paid to common stockholders

 

 

(210,888

)

Repurchase of common stock

 

(41,163

)

(112

)

Proceeds from issuance of common stock

 

39

 

713

 

Distributions to non-controlling interests

 

(1,105

)

(271

)

Net cash used in financing activities

 

(52,457

)

(81,855

)

 

 

 

 

 

 

Net increase (decrease) in cash and cash equivalents

 

1,830

 

(9,532

)

 

 

 

 

 

 

Cash and cash equivalents at beginning of period

 

10,213

 

49,676

 

Cash and cash equivalents at end of period

 

$

12,043

 

$

40,144

 

 

 

 

 

 

 

Supplemental Cash Flow Information

 

 

 

 

 

Cash paid for interest

 

$

12,856

 

$

12,600

 

Cash paid for taxes

 

$

7,895

 

$

17,764

 

 



 

V.  Condensed Consolidated Statement of Cash Flows

For the Year Ended December 31, 2011 and 2012

(In thousands, unaudited)

 

 

 

2011

 

2012

 

Operating Activities

 

 

 

 

 

Net Income

 

$

112,762

 

$

153,893

 

Adjustments to reconcile net income to net cash provided by operating activities:

 

 

 

 

 

Depreciation and amortization

 

71,517

 

63,311

 

Provision for bad debts

 

51,347

 

39,055

 

Equity in earnings of unconsolidated subsidiaries

 

(2,923

)

(7,705

)

Loss on early retirement of debt

 

31,018

 

6,064

 

Gain from disposal or sale of assets

 

(4,966

)

(5,906

)

Non-cash stock compensation expense

 

3,725

 

5,677

 

Amortization of debt discount and issuance costs

 

8,007

 

7,566

 

Deferred income taxes

 

35,305

 

7,909

 

Changes in operating assets and liabilities, net of effects from acquisition of businesses:

 

 

 

 

 

Accounts receivable

 

(111,126

)

15,158

 

Other current assets

 

(1,201

)

(1,607

)

Other assets

 

(2,081

)

5,862

 

Accounts payable

 

20,629

 

(6,117

)

Due to third-party payors

 

227

 

(4,448

)

Accrued expenses

 

4,888

 

19,970

 

Net cash provided by operating activities

 

217,128

 

298,682

 

 

 

 

 

 

 

Investing activities

 

 

 

 

 

Purchases of property and equipment

 

(46,016

)

(68,185

)

Investment in businesses, net of distributions

 

(15,699

)

(14,689

)

Acquisition of businesses, net of cash acquired

 

(899

)

(6,043

)

Proceeds from sale of assets

 

7,879

 

16,511

 

Net cash used in investing activities

 

(54,735

)

(72,406

)

 

 

 

 

 

 

Financing activities

 

 

 

 

 

Borrowings on revolving credit facilities

 

735,000

 

495,000

 

Payments on revolving credit facilities

 

(720,000

)

(405,000

)

Borrowings on 2011 credit facility term loans, net of discount

 

841,500

 

266,750

 

Payments on 2011 credit facility term loans

 

(4,250

)

(9,875

)

Payments on 2005 credit facility term loans, net of premium

 

(484,633

)

 

Repurchase of 10% senior subordinated notes

 

(150,000

)

 

Repurchase of 7 5/8% senior subordinated notes, net of premiums

 

(273,941

)

(278,495

)

Borrowings of other debt

 

7,055

 

8,281

 

Principal payments on other debt

 

(7,499

)

(10,295

)

Debt issuance costs

 

(18,556

)

(6,527

)

Proceeds from (repayment of) bank overdrafts

 

(2,183

)

1,227

 

Dividends paid to common stockholders

 

 

(210,888

)

Repurchase of common stock

 

(72,804

)

(46,902

)

Proceeds from issuance of common stock

 

208

 

1,817

 

Distributions to non-controlling interests

 

(4,612

)

(3,268

)

Net cash used in financing activities

 

(154,715

)

(198,175

)

 

 

 

 

 

 

Net increase in cash and cash equivalents

 

7,678

 

28,101

 

 

 

 

 

 

 

Cash and cash equivalents at beginning of period

 

4,365

 

12,043

 

Cash and cash equivalents at end of period

 

$

12,043

 

$

40,144

 

 

 

 

 

 

 

Supplemental Cash Flow Information

 

 

 

 

 

Cash paid for interest

 

$

107,488

 

$

80,722

 

Cash paid for taxes

 

$

39,000

 

$

77,614

 

 



 

VI.  Key Statistics

For the Three Months Ended December 31, 2011 and 2012

(unaudited)

 

 

 

2011

 

2012

 

% Change

 

Specialty Hospitals

 

 

 

 

 

 

 

Number of hospitals — end of period:

 

 

 

 

 

 

 

Long term acute care hospitals (a)

 

110

 

110

 

 

 

Rehabilitation hospitals (a)

 

9

 

12

 

 

 

Total specialty hospitals

 

119

 

122

 

 

 

 

 

 

 

 

 

 

 

Net operating revenues (,000)

 

$

534,249

 

$

555,952

 

4.1

%

 

 

 

 

 

 

 

 

Number of patient days (b)

 

336,711

 

337,522

 

0.2

%

 

 

 

 

 

 

 

 

Number of admissions (b)

 

13,769

 

13,743

 

(0.2

)%

 

 

 

 

 

 

 

 

Net revenue per patient day (b)(c)

 

$

1,494

 

$

1,542

 

3.2

%

 

 

 

 

 

 

 

 

Adjusted EBITDA (,000)

 

$

89,330

 

$

95,575

 

7.0

%

 

 

 

 

 

 

 

 

Adjusted EBITDA margin

 

16.7

%

17.2

%

 

 

 

 

 

 

 

 

 

 

Outpatient Rehabilitation

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Number of clinics — end of period

 

954

 

979

 

 

 

 

 

 

 

 

 

 

 

Net operating revenues (,000)

 

$

184,173

 

$

185,122

 

0.5

%

 

 

 

 

 

 

 

 

Number of visits (d)

 

1,088,165

 

1,121,047

 

3.0

%

 

 

 

 

 

 

 

 

Revenue per visit (d)(e)

 

$

104

 

$

104

 

0.0

%

 

 

 

 

 

 

 

 

Adjusted EBITDA (,000)

 

$

18,556

 

$

18,355

 

(1.1

)%

 

 

 

 

 

 

 

 

Adjusted EBITDA margin

 

10.1

%

9.9

%

 

 

 


(a)         Includes managed hospitals.

(b)         Excludes managed hospitals.

(c)          Net revenue per patient day is calculated by dividing specialty hospital direct patient service revenue by the total number of patient days.

(d)         Excludes managed clinics.

(e)          Net revenue per visit is calculated by dividing outpatient rehabilitation clinic direct patient service revenue by the total number of visits.  For purposes of this computation, outpatient rehabilitation clinic direct patient service revenue does not include managed clinics or contract services revenue.

 



 

VII.  Key Statistics

For the Year Ended December 31, 2011 and 2012

(unaudited)

 

 

 

2011

 

2012

 

% Change

 

Specialty Hospitals

 

 

 

 

 

 

 

Number of hospitals — end of period:

 

 

 

 

 

 

 

Long term acute care hospitals (a)

 

110

 

110

 

 

 

Rehabilitation hospitals (a)

 

9

 

12

 

 

 

Total specialty hospitals

 

119

 

122

 

 

 

 

 

 

 

 

 

 

 

Net operating revenues (,000)

 

$

2,095,519

 

$

2,197,529

 

4.9

%

 

 

 

 

 

 

 

 

Number of patient days (b)

 

1,330,890

 

1,345,430

 

1.1

%

 

 

 

 

 

 

 

 

Number of admissions (b)

 

54,734

 

55,147

 

0.8

%

 

 

 

 

 

 

 

 

Net revenue per patient day (b)(c)

 

$

1,497

 

$

1,534

 

2.5

%

 

 

 

 

 

 

 

 

Adjusted EBITDA (,000)

 

$

362,334

 

$

381,354

 

5.2

%

 

 

 

 

 

 

 

 

Adjusted EBITDA margin

 

17.3

%

17.4

%

 

 

 

 

 

 

 

 

 

 

Outpatient Rehabilitation

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Number of clinics — end of period

 

954

 

979

 

 

 

 

 

 

 

 

 

 

 

Net operating revenues (,000)

 

$

708,867

 

$

751,317

 

6.0

%

 

 

 

 

 

 

 

 

Number of visits (d)

 

4,470,061

 

4,568,821

 

2.2

%

 

 

 

 

 

 

 

 

Revenue per visit (d)(e)

 

$

103

 

$

103

 

0.0

%

 

 

 

 

 

 

 

 

Adjusted EBITDA (,000)

 

$

83,864

 

$

87,024

 

3.8

%

 

 

 

 

 

 

 

 

Adjusted EBITDA margin

 

11.8

%

11.6

%

 

 

 


(a)         Includes managed hospitals.

(b)         Excludes managed hospitals.

(c)          Net revenue per patient day is calculated by dividing specialty hospital direct patient service revenue by the total number of patient days.

(d)         Excludes managed clinics.

(e)          Net revenue per visit is calculated by dividing outpatient rehabilitation clinic direct patient service revenue by the total number of visits.  For purposes of this computation, outpatient rehabilitation clinic direct patient service revenue does not include managed clinics or contract services revenue.

 



 

VIII. Net Income to Adjusted EBITDA Reconciliation

For the Three Months and Year Ended December 31, 2011 and 2012

(In thousands, unaudited)

 

The following table reconciles net income to Adjusted EBITDA for Select Medical.  Adjusted EBITDA is used by Select Medical to report its segment performance.  Adjusted EBITDA is defined as net income before interest, income taxes, depreciation and amortization, gain (loss) on early retirement of debt, stock compensation expense, equity in earnings (losses) of unconsolidated subsidiaries and other income (expense).  The Company believes that the presentation of Adjusted EBITDA is important to investors because Adjusted EBITDA is commonly used as an analytical indicator of performance by investors within the healthcare industry.  Adjusted EBITDA is used by management to evaluate financial performance and determine resource allocation for each of its operating units.

 

Adjusted EBITDA is not a measure of financial performance under generally accepted accounting principles.  Items excluded from Adjusted EBITDA are significant components in understanding and assessing financial performance.  Adjusted EBITDA should not be considered in isolation or as an alternative to, or substitute for, net income, cash flows generated by operations, investing or financing activities, or other financial statement data presented in the consolidated financial statements as indicators of financial performance or liquidity.  Because Adjusted EBITDA is not a measurement determined in accordance with generally accepted accounting principles and is thus susceptible to varying calculations, Adjusted EBITDA as presented may not be comparable to other similarly titled measures of other companies.

 

 

 

Three Months Ended
December 31,

 

Year Ended
December 31,

 

 

 

2011

 

2012

 

2011

 

2012

 

Net income

 

$

37,337

 

$

41,347

 

$

112,762

 

$

153,893

 

Income tax expense

 

14,159

 

18,242

 

70,968

 

89,657

 

Loss on early retirement of debt

 

 

 

31,018

 

6,064

 

Interest expense, net of interest income

 

24,086

 

22,655

 

98,894

 

94,950

 

Equity in earnings of unconsolidated subsidiaries

 

(1,594

)

(1,321

)

(2,923

)

(7,705

)

Stock compensation expense:

 

 

 

 

 

 

 

 

 

Included in general and administrative

 

560

 

1,102

 

1,996

 

3,538

 

Included in cost of services

 

467

 

585

 

1,729

 

2,139

 

Depreciation and amortization

 

18,751

 

16,147

 

71,517

 

63,311

 

Adjusted EBITDA

 

$

93,766

 

$

98,757

 

$

385,961

 

$

405,847

 

 

 

 

 

 

 

 

 

 

 

Specialty hospitals

 

$

89,330

 

$

95,575

 

$

362,334

 

$

381,354

 

Outpatient rehabilitation

 

18,556

 

18,355

 

83,864

 

87,024

 

Other (a)

 

(14,120

)

(15,173

)

(60,237

)

(62,531

)

Adjusted EBITDA

 

$

93,766

 

$

98,757

 

$

385,961

 

$

405,847

 

 


(a)         Other primarily includes general and administrative costs.

 



 

IX.   Reconciliation of Income Per Common Share to Adjusted Net Income Per Share

For the Year Ended December 31, 2011 and 2012

(In thousands, except per share amounts, unaudited)

 

 

 

2011

 

Per Share (a)

 

2012

 

Per Share (a)

 

 

 

 

 

 

 

 

 

 

 

Net income attributable to Select Medical Holdings Corporation

 

107,846

 

0.72

 

148,230

 

1.07

 

Earnings allocated to unvested restricted stockholders

 

(1,205

)

(0.01

)

(2,514

)

(0.02

)

Net income available to common stockholders

 

106,641

 

0.71

 

145,716

 

1.05

 

 

 

 

 

 

 

 

 

 

 

Adjustment for early retirement of debt:

 

 

 

 

 

 

 

 

 

Loss on early retirement of debt

 

31,018

 

0.21

 

6,064

 

0.04

 

Estimated income tax benefit (b)

 

(11,376

)

(0.08

)

(2,311

)

(0.01

)

Earnings allocated to unvested restricted stockholders

 

(220

)

(0.00

)

(63

)

(0.00

)

 

 

 

 

 

 

 

 

 

 

Adjusted net income available to common stockholders

 

$

126,063

 

$

0.84

 

$

149,406

 

$

1.08

 

Adjustment for dilution

 

 

 

(0.00

)

 

 

(0.01

)

Adjusted net income available to common stockholders - diluted shares

 

 

 

$

0.84

 

 

 

$

1.07

 

 

 

 

 

 

 

 

 

 

 

Weighted average common shares outstanding:

 

 

 

 

 

 

 

 

 

Basic

 

 

 

150,501

 

 

 

138,767

 

Diluted

 

 

 

150,725

 

 

 

139,042

 

 


(a)         Per share amounts for each period presented are basic weighted average common shares outstanding for all amounts except adjusted net income available to common stockholders - diluted shares, which is based on diluted shares outstanding.

(b)   Represents the estimated tax benefit on the adjustments to net income.