Select Medical Holdings Corporation Announces Results For Its First Quarter Ended March 31, 2018

Select Medical Holdings Corporation announced results for its first quarter ended March 31, 2018.

MECHANICSBURG, Pa., May 3, 2018 /PRNewswire/ -- Select Medical Holdings Corporation ("Select Medical") (NYSE: SEM) today announced results for its first quarter ended March 31, 2018.

For the first quarter ended March 31, 2018, net operating revenues increased 14.8% to $1,253.0 million, compared to $1,091.5 million for the same quarter, prior year. Income from operations increased 18.3% to $108.6 million for the first quarter ended March 31, 2018, compared to $91.8 million for the same quarter, prior year. Net income increased 87.5% to $44.0 million for the first quarter ended March 31, 2018, compared to $23.5 million for the same quarter, prior year. Net income for the first quarter ended March 31, 2018 included a pre-tax loss on early retirement of debt of $10.3 million. Net income for the first quarter ended March 31, 2017 included a pre-tax loss on early retirement of debt of $19.7 million. Adjusted EBITDA increased 17.5% to $163.2 million for the first quarter ended March 31, 2018, compared to $138.9 million for the same quarter, prior year. Income per common share increased to $0.25 on a fully diluted basis for the first quarter ended March 31, 2018, compared to $0.12 for the same quarter, prior year. Adjusted income per common share was $0.29 per diluted share for the first quarter ended March 31, 2018, compared to $0.21 for the same quarter, prior year. Adjusted income per common share excludes the loss on early retirement of debt and U.S. HealthWorks acquisition costs and their related tax effects for the first quarter ended March 31, 2018. Adjusted income per common share excludes the loss on early retirement of debt and its related tax effects for the first quarter ended March 31, 2017. The definition of Adjusted EBITDA and a reconciliation of net income to Adjusted EBITDA are presented in table V of this release. A reconciliation of income per common share to adjusted income per common share is presented in table VI of this release.

Company Overview

Select Medical began operations in 1997 and has grown to be one of the largest operators of long term acute care hospitals, rehabilitation hospitals, outpatient rehabilitation clinics, and occupational health centers in the United States based on the number of facilities. As of March 31, 2018, Select Medical operated 99 long term acute care hospitals in 27 states, 24 rehabilitation hospitals in 10 states, and 1,617 outpatient rehabilitation clinics in 37 states and the District of Columbia. Select Medical's joint venture subsidiary Concentra operated 531 occupational health centers in 41 states. Concentra also provides contract services at employer worksites and Department of Veterans Affairs community-based outpatient clinics. At March 31, 2018, Select Medical had operations in 47 states and the District of Columbia. Information about Select Medical is available at www.selectmedical.com.

Long Term Acute Care Segment

For the first quarter ended March 31, 2018, net operating revenues for the long term acute care segment increased 4.4% to $464.7 million, compared to $445.1 million for the same quarter, prior year. Adjusted EBITDA for the long term acute care segment increased 0.9% to $73.0 million for the first quarter ended March 31, 2018, compared to $72.3 million for the same quarter, prior year. The Adjusted EBITDA margin for the long term acute care segment was 15.7% for the first quarter ended March 31, 2018, compared to 16.3% for the same quarter, prior year. The Adjusted EBITDA results for the long term acute care segment include start-up losses of approximately $0.4 million for the first quarter ended March 31, 2018. The long term acute care segment did not incur start-up losses for the first quarter ended March 31, 2017. Certain long term acute care key statistics for both the first quarters ended March 31, 2018 and 2017 are presented in table IV of this release.

Inpatient Rehabilitation Segment

For the first quarter ended March 31, 2018, net operating revenues for the inpatient rehabilitation segment increased 20.7% to $174.8 million, compared to $144.8 million for the same quarter, prior year. Adjusted EBITDA for the inpatient rehabilitation segment increased 64.0% to $26.8 million for the first quarter ended March 31, 2018, compared to $16.3 million for the same quarter, prior year. The Adjusted EBITDA margin for the inpatient rehabilitation segment was 15.3% for the first quarter ended March 31, 2018, compared to 11.3% for the same quarter, prior year. The Adjusted EBITDA results for the inpatient rehabilitation segment include start-up losses of approximately $0.8 million for the first quarter ended March 31, 2018, compared to approximately $2.0 million for the same quarter, prior year. Certain inpatient rehabilitation key statistics for both the first quarters ended March 31, 2018 and 2017 are presented in table IV of this release.

Outpatient Rehabilitation Segment

For the first quarter ended March 31, 2018, net operating revenues for the outpatient rehabilitation segment increased 2.8% to $257.4 million, compared to $250.4 million for the same quarter, prior year. Adjusted EBITDA for the outpatient rehabilitation segment was $30.5 million for the first quarter ended March 31, 2018, compared to $31.4 million for the same quarter, prior year. The Adjusted EBITDA margin for the outpatient rehabilitation segment was 11.9% for the first quarter ended March 31, 2018, compared to 12.5% for the same quarter, prior year. Certain outpatient rehabilitation key statistics for both the first quarters ended March 31, 2018 and 2017 are presented in table IV of this release.

Concentra Segment

For the first quarter ended March 31, 2018, net operating revenues for the Concentra segment increased 42.1% to $356.1 million, compared to $250.6 million for the same quarter, prior year. Adjusted EBITDA for the Concentra segment increased 35.7% to $57.8 million for the first quarter ended March 31, 2018, compared to $42.6 million for the same quarter, prior year. The Adjusted EBITDA margin for the Concentra segment was 16.2% for the first quarter ended March 31, 2018, compared to 17.0% for the same quarter, prior year. Certain Concentra key statistics for both the first quarters ended March 31, 2018 and 2017 are presented in table IV of this release.

On February 1, 2018, Concentra acquired all of the issued and outstanding shares of stock of U.S. HealthWorks, Inc. ("U.S. HealthWorks") an occupational medicine and urgent care service provider which operates approximately 240 centers and onsite clinics. The results for the quarter ended March 31, 2018 include the operations of U.S. HealthWorks effective February 1, 2018. For the period February 1, 2018 through March 31, 2018, U.S. HealthWorks contributed net operating revenues of $89.9 million.

Stock Repurchase Program

Select Medical did not repurchase shares during the first quarter ended March 31, 2018 under its authorized $500.0 million stock repurchase program. The program has been extended until December 31, 2018, and will remain in effect until then, unless further extended or earlier terminated by the board of directors. Since the inception of the program through March 31, 2018, Select Medical has repurchased 35,924,128 shares at a cost of approximately $314.7 million, or $8.76 per share, which includes transaction costs.

Amendment to Senior Secured Credit Facilities

On March 22, 2018, Select Medical entered into an amendment to the senior secured credit agreement dated March 6, 2017. The amendment (i) decreases the applicable interest rate on the term loans from the Adjusted LIBO Rate (as defined in the credit agreement and subject to an Adjusted LIBO floor of 1.00%) plus 3.50% to the Adjusted LIBO Rate plus a percentage ranging from 2.50% to 2.75%, or from the Alternative Base Rate (as defined in the credit agreement and subject to an Alternate Base Rate floor of 2.00%) plus 2.50% to the Alternative Base Rate plus a percentage ranging from 1.50% to 1.75%, in each case based on Select Medical's total net leverage ratio (as defined in the credit agreement); (ii) decreases the applicable interest rate on the loans outstanding under the revolving facility from the Adjusted LIBO Rate plus a percentage ranging from 3.00% to 3.25% to the Adjusted LIBO Rate plus a percentage ranging from 2.50% to 2.75%, or from the Alternative Base Rate plus a percentage ranging from 2.00% to 2.25% to the Alternative Base Rate plus a percentage ranging from 1.50% to 1.75%, in each case based on Select Medical's total net leverage ratio; (iii) extends the maturity date for the term loans from March 6, 2024 to March 6, 2025; and (iv) makes certain other technical amendments to the credit agreement as set forth therein.

Business Outlook

Select Medical reaffirms its 2018 business outlook, provided in its January 8, 2018 press release, for net operating revenues and Adjusted EBITDA. Select Medical continues to expect consolidated net operating revenues for the full year 2018 to be in the range of $5.0 billion to $5.2 billion. Select Medical continues to expect Adjusted EBITDA for the full year 2018 to be in the range of $630.0 million to $660.0 million. Select Medical is adjusting its 2018 business outlook for fully diluted income per common share to include the first quarter 2018 loss on early retirement of debt and U.S. HealthWorks acquisition costs and their related tax effects. Select Medical now expects fully diluted income per common share for the full year 2018 to be in the range of $0.93 to $1.08. Select Medical expects adjusted income per common share to be in the range of $0.97 to $1.12. Adjusted income per common share excludes the loss on early retirement of debt and U.S. HealthWorks acquisition costs and their related tax effects.

Conference Call

Select Medical will host a conference call regarding its first quarter results, as well as its business outlook, on Friday, May 4, 2018, at 9:00am ET. The domestic dial in number for the call is 1-866-440-2669. The international dial in number is 1-409-220-9844. The conference ID for the call is 2793449. 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 ET, March 11, 2018. The replay number is 1-855-859-2056 (domestic) or 1-404-537-3406 (international). The passcode for the replay will be 2793449. The replay can also be accessed at Select Medical Holdings Corporation's website, www.selectmedicalholdings.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 and/or new payment policies (including, for example, the expiration of the moratorium limiting the full application of the 25 Percent Rule that would reduce our Medicare payments for those patients admitted to a long term acute care hospital from a referring hospital in excess of an applicable percentage admissions threshold) may result in a reduction in net operating revenues, an increase in costs, and a reduction in profitability;
  • the failure of our long term acute care hospitals or inpatient rehabilitation facilities to maintain their Medicare certifications may cause our net operating revenues and profitability to decline;
  • the failure of our long term acute care hospitals and inpatient rehabilitation 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;
  • our plans and expectations related to the acquisition of U.S. HealthWorks by Concentra and our ability to realize anticipated synergies;
  • private third-party payors for our services may adopt payment policies that could 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, therapists, physicians, or other licensed providers could increase our operating costs significantly or limit our ability to staff our facilities;
  • 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;
  • a security breach of our or our third-party vendors' information technology systems may subject us to potential legal and reputational harm and may result in a violation of the Health Insurance Portability and Accountability Act of 1996 or the Health Information Technology for Economic and Clinical Health Act; 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 quarterly reports on Form 10-Q and of the annual report on Form 10-K for the year ended December 31, 2017.

Except as required by applicable law, including the securities laws of the United States and the rules and regulations of the SEC, we are under no obligation to publicly update or revise any forward-looking statements, whether as a result of any new information, future events, or otherwise. You should not place undue reliance on our forward-looking statements. Although we believe that the expectations reflected in forward-looking statements are reasonable, we cannot guarantee future results or performance.

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 March 31, 2017 and 2018
    (In thousands, except per share amounts, unaudited)


                                                         2017(1)               2018   % Change
                                                          ------               ----   --------

    Net operating revenues                                       $1,091,517           $1,252,964         14.8%


    Costs and expenses:

    Cost of services                                     929,138            1,065,813              14.7

    General and administrative                            28,075               31,782              13.2

    Depreciation and amortization                         42,539               46,771               9.9
                                                          ------               ------               ---


    Income from operations                                91,765              108,598              18.3


    Loss on early retirement of debt                    (19,719)            (10,255)              N/M

    Equity in earnings of unconsolidated
     subsidiaries                                          5,521                4,697            (14.9)

    Non-operating gain (loss)                               (49)                 399               N/M

    Interest expense                                    (40,853)            (47,163)             15.4
                                                         -------              -------


    Income before income taxes                            36,665               56,276              53.5


    Income tax expense                                    13,202               12,294             (6.9)
                                                          ------               ------


    Net income                                            23,463               43,982              87.5


    Less: Net income attributable to non-
     controlling interests                                 7,593               10,243              34.9
                                                           -----               ------


    Net income attributable to Select
     Medical                                                        $15,870              $33,739        112.6%
                                                                    =======              =======


    Weighted average shares
     outstanding(2):

    Basic                                                128,464              129,691

    Diluted                                              128,628              129,816


    Income per common share(2):

    Basic                                                             $0.12                $0.25

    Diluted                                                           $0.12                $0.25

_______________________________________________________________________________

 

             (1)    The financial results for the first
                     quarter ended March 31, 2017 were
                     retrospectively conformed to reflect
                     the adoption of Topic 606, Revenue
                     from Contracts with Customers.

             (2)    Under the two-class method for
                     calculating income per common share,
                     unvested restricted stock is a
                     separate, participating class.
                     Income per common share and weighted
                     average common shares outstanding
                     exclude amounts attributed to the
                     unvested restricted class of
                     stockholders. Net income allocated
                     to the unvested restricted
                     stockholders was $1.1 million and
                     $0.5 million for the three months
                     ended March 31, 2018 and 2017,
                     respectively.  Unvested restricted
                     weighted average shares were 4,416
                     thousand and 4,242 thousand for the
                     three months ended March 31, 2018
                     and 2017, respectively.

 

    N/M = Not Meaningful

 

    II.
     Condensed
     Consolidated
     Balance
     Sheets
    (In
     thousands,
     unaudited)


                  December 31, 2017            March 31, 2018
                  -----------------            --------------

    Assets


    Cash                              $122,549                        $119,683


    Accounts
     receivable             691,732                         806,391


    Other
     current
     assets                 106,545                         115,267


    Total
     Current
     Assets                 920,826                       1,041,341


    Property
     and
     equipment,
     net                    912,591                         973,483


    Goodwill              2,782,812                       3,318,611


     Identifiable
     intangible
     assets,
     net                    326,519                         424,647


    Other
     assets                 184,418                         210,561


    Total
     Assets                         $5,127,166                      $5,968,643
                                    ==========                      ==========


     Liabilities
     and
     Equity


    Payables
     and
     accruals                         $583,216                        $603,232


    Current
     portion
     of long-
     term
     debt and
     notes
     payable                 22,187                          22,499


    Total
     Current
     Liabilities            605,403                         625,731


    Long-
     term
     debt,
     net of
     current
     portion              2,677,715                       3,478,021


    Non-
     current
     deferred
     tax
     liability              124,917                         125,020


    Other
     non-
     current
     liabilities            145,709                         167,120


    Total
     Liabilities          3,553,744                       4,395,892


     Redeemable
     non-
     controlling
     interests              640,818                         607,474


    Total
     equity                 932,604                         965,277
                            -------                         -------


    Total
     Liabilities
     and
     Equity                         $5,127,166                      $5,968,643
                                    ==========                      ==========

 

 

    III.  Condensed
     Consolidated
     Statements of Cash
     Flows

    For the Three Months
     Ended March 31, 2017
     and 2018
    (In thousands,
     unaudited)


                                   2017         2018
                                   ----         ----

    Operating activities

    Net income                          $23,463                   $43,982

    Adjustments to
     reconcile net income
     to net cash provided
     by (used in) operating
     activities:

    Distributions from
     unconsolidated
     subsidiaries                 4,911                   1,364

    Depreciation and
     amortization                42,539                  46,771

    Provision for bad debts         781                      85

    Equity in earnings of
     unconsolidated
     subsidiaries               (5,521)                (4,697)

    Loss on extinguishment
     of debt                      6,527                     412

    Gain on sale of assets
     and businesses             (4,609)                  (513)

    Stock compensation
     expense                      4,586                   4,927

    Amortization of debt
     discount, premium and
     issuance costs               3,422                   3,136

    Deferred income taxes       (3,425)                     78

    Changes in operating
     assets and
     liabilities, net of
     effects of business
     combinations:

    Accounts receivable       (118,269)               (45,811)

    Other current assets        (7,621)                (8,945)

    Other assets                   (48)                 16,633

    Accounts payable and
     accrued expenses          (18,017)               (18,533)

    Income taxes                 15,420                  11,838
                                 ------                  ------

    Net cash provided by
     (used in) operating
     activities                (55,861)                 50,727
                                -------                  ------

    Investing activities

    Business combinations,
     net of cash acquired       (9,566)              (515,359)

    Purchases of property
     and equipment             (50,653)               (39,617)

    Investment in
     businesses                   (500)                (1,754)

    Proceeds from sale of
     assets and businesses       19,512                     691
                                 ------                     ---

    Net cash used in
     investing activities      (41,207)              (556,039)
                                -------                --------

    Financing activities

    Borrowings on revolving
     facilities                 530,000                 165,000

    Payments on revolving
     facilities               (415,000)              (150,000)

    Proceeds from term
     loans                    1,139,822                 779,904

    Payments on term loans  (1,170,817)                 (2,875)

    Revolving facility debt
     issuance costs             (3,887)                (1,333)

    Borrowings of other
     debt                         6,571                  11,600

    Principal payments on
     other debt                 (5,275)                (5,909)

    Repurchase of common
     stock                        (156)                  (122)

    Proceeds from exercise
     of stock options               617                     738

    Decrease in overdrafts     (17,062)                (7,916)

    Proceeds from issuance
     of non-controlling
     interests                    2,094                       -

    Distributions to non-
     controlling interests      (3,657)              (286,641)
                                 ------                --------

    Net cash provided by
     financing activities        63,250                 502,446
                                 ------                 -------

    Net decrease in cash
     and cash equivalents      (33,818)                (2,866)

    Cash and cash
     equivalents at
     beginning of period         99,029                 122,549
                                 ------                 -------

    Cash and cash
     equivalents at end of
     period                             $65,211                  $119,683
                                        =======                  ========

    Supplemental
     Information

    Cash paid for interest              $38,565                   $35,233

    Cash paid for taxes                  $1,207                      $376

    Non-cash equity
     exchange for
     acquisition of U.S.
     HealthWorks                      $       -                 $238,000

 

 

    IV.  Key Statistics

    For the Three Months Ended March 31, 2017 and 2018
    (unaudited)


                                                        2017(e)           2018           % Change
                                                        ------            ----           --------

    Long Term Acute Care

    Number of hospitals - end of period (a)                  102                      99

    Net operating revenues (,000)                                $445,123                         $464,676          4.4%

    Number of patient days (b)                           255,097                 265,840                     4.2%

    Number of admissions (b)                               9,309                   9,833                     5.6%

    Net revenue per patient day (b)(c)                             $1,731                           $1,730        (0.1)%

    Adjusted EBITDA (,000)                                        $72,337                          $72,972          0.9%

    Adjusted EBITDA margin                                 16.3%                  15.7%

    Inpatient Rehabilitation

    Number of hospitals - end of period (a)                   20                      24

    Net operating revenues (,000)                                $144,825                         $174,774         20.7%

    Number of patient days (b)                            62,268                  76,890                    23.5%

    Number of admissions (b)                               4,376                   5,394                    23.3%

    Net revenue per patient day (b)(c)                             $1,517                           $1,623          7.0%

    Adjusted EBITDA (,000)                                        $16,328                          $26,776         64.0%

    Adjusted EBITDA margin                                 11.3%                  15.3%

    Outpatient Rehabilitation

    Number of clinics - end of period (a)                  1,610                   1,617

    Net operating revenues (,000)                                $250,371                         $257,381          2.8%

    Number of visits (b)                               2,075,790               2,067,465                   (0.4)%

    Revenue per visit (b)(d)                                          $99                             $103          4.0%

    Adjusted EBITDA (,000)                                        $31,351                          $30,525        (2.6)%

    Adjusted EBITDA margin                                 12.5%                  11.9%

    Concentra

    Number of centers - end of period (b)                    308                     531

    Net operating revenues (,000)                                $250,589                         $356,116         42.1%

    Number of visits (b)                               1,886,815               2,596,059                    37.6%

    Revenue per visit (b)(d)                                         $116                             $124          6.9%

    Adjusted EBITDA (,000)                                        $42,592                          $57,797         35.7%

    Adjusted EBITDA margin                                 17.0%                  16.2%

_______________________________________________________________________________

    (a)                Includes managed locations.

    (b)                 Excludes managed locations. For
                        purposes of our Concentra
                        segment, onsite clinics and
                        community-based outpatient
                        clinics are excluded.

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

    (d)                 Net revenue per visit is
                        calculated by dividing direct
                        patient service revenue by the
                        total number of visits.  For
                        purposes of this computation
                        for our outpatient
                        rehabilitation segment, direct
                        patient service revenue does
                        not include managed clinics.
                        For purposes of this
                        computation for our Concentra
                        segment, direct patient service
                        revenue does not include onsite
                        clinics and community-based
                        outpatient clinics.

    (e)                 The financial results for the
                        first quarter ended March 31,
                        2017 have been recast to
                        conform to the current segment
                        reporting structure and to
                        reflect the adoption of Topic
                        606, Revenue from Contracts
                        with Customers.

 

 

    V. Net Income to Adjusted EBITDA
     Reconciliation

    For the Three Months Ended March 31,
     2017 and 2018

    (In thousands, unaudited)


    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 to evaluate financial
     performance and determine resource
     allocation for each of Select
     Medical's operating segments.
     Adjusted EBITDA is not a measure of
     financial performance under
     generally accepted accounting
     principles ("GAAP"). 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, income from operations,
     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 GAAP and is thus
     susceptible to varying calculations,
     Adjusted EBITDA as presented may not
     be comparable to other similarly
     titled measures of other companies.


    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 earnings excluding
     interest, income taxes, depreciation
     and amortization, gain (loss) on
     early retirement of debt, stock
     compensation expense, acquisition
     costs associated with U.S.
     HealthWorks, non-operating gain
     (loss), and equity in earnings
     (losses) of unconsolidated
     subsidiaries.

 

                            Three Months Ended March 31,

                         2017                     2018
                         ----                     ----

    Net income                    $23,463                           $43,982

    Income tax
     expense           13,202                               12,294

    Interest expense   40,853                               47,163

    Non-operating
     loss (gain)           49                                (399)

    Equity in
     earnings of
     unconsolidated
     subsidiaries     (5,521)                             (4,697)

    Loss on early
     retirement of
     debt              19,719                               10,255
                       ------                               ------

    Income from
     operations        91,765                              108,598

    Stock
     compensation
     expense:

    Included in
     general and
     administrative     3,749                                3,990

    Included in cost
     of services          837                                  937

    Depreciation and
     amortization      42,539                               46,771

    U.S. HealthWorks
     acquisition
     costs                  -                               2,936
                          ---                               -----

    Adjusted EBITDA              $138,890                          $163,232
                                 ========                          ========


    Long term acute
     care                         $72,337                           $72,972

    Inpatient
     rehabilitation    16,328                               26,776

    Outpatient
     rehabilitation    31,351                               30,525

    Concentra          42,592                               57,797

    Other (a)        (23,718)                            (24,838)
                      -------                              -------

    Adjusted EBITDA              $138,890                          $163,232
                                 ========                          ========

 

_______________________________________________________________________________

    (a)              Other primarily includes general
                     and administrative costs.

 

 

    VI. Reconciliation of Income per
     Common Share to Adjusted Income per
     Common Share

    For the Three Months Ended March 31,
     2017 and 2018

    (In thousands, except per share
     amounts, unaudited)


    Adjusted net income available to
     common stockholders and adjusted
     income per common share - diluted
     shares are not measures of financial
     performance under GAAP.  Items
     excluded from adjusted net income
     available to common stockholders and
     adjusted income per common share -
     diluted shares are significant
     components in understanding and
     assessing financial performance.
     Select Medical believes that the
     presentation of adjusted net income
     available to common stockholders and
     adjusted income per common share -
     diluted shares are important to
     investors because they are
     reflective of the financial
     performance of our ongoing
     operations and provide better
     comparability of our results of
     operations between periods. Adjusted
     net income available to common
     stockholders and adjusted income per
     common share - diluted shares should
     not be considered in isolation or as
     alternatives to, or substitutes 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 net
     income available to common
     stockholders and adjusted income per
     common share - diluted shares are
     not measurements determined in
     accordance with GAAP and are thus
     susceptible to varying calculations,
     adjusted net income available to
     common stockholders and adjusted
     income per common share - diluted
     shares as presented may not be
     comparable to other similarly titled
     measures of other companies.


    The following tables reconcile net
     income available to common
     stockholders and income per common
     share to adjusted net income
     available to common stockholders and
     adjusted income per common share -
     diluted shares for Select Medical.

                                                    Three Months Ended March 31,

                                   2017         Per Share(a)               2018(b)(c)          Per Share(a)
                                   ----         -----------                ---------           -----------

    Net income attributable to
     Select Medical                     $15,870                                                             $33,739

    Earnings allocated to
     unvested restricted
     stockholders                   507                                                  1,111

    Net income available to
     common stockholders                $15,363                                          $0.12                               $32,628 $0.25


    Adjustments:

    Loss on early retirement of
     debt                        19,719                                                  7,324

    U.S. HealthWorks
     acquisition costs                -                                                 1,745

    Estimated income tax
     benefit (d)                (7,796)                                               (3,478)

    Earnings allocated to
     unvested restricted
     stockholders                 (381)                                                 (184)
                                   ----                                                   ----

    Adjusted net income
     available to common
     stockholders                       $26,905                                          $0.21                               $38,035 $0.29
                                        =======                                                                             =======

    Adjustment for dilution                            0.00                                                            0.00
                                                       ----                                                            ----

    Adjusted income per common
     share - diluted shares                                       $0.21                                                       $0.29
                                                                  =====                                                       =====


    Weighted average common
     shares outstanding:

    Basic                                           128,464                                                         129,691

    Diluted                                         128,628                                                         129,816

 

_______________________________________________________________________________

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

    (b)                 For the three months ended March
                        31, 2018, the loss on early
                        retirement is comprised of
                        losses related to both the
                        Select credit facilities and
                        Concentra credit facilities.
                        The loss on early retirement of
                        debt related to the Concentra
                        credit facilities is net of
                        non-controlling interest.

    (c)                 For the three months ended March
                        31, 2018, the U.S. HealthWorks
                        acquisition costs recognized by
                        Concentra are net of non-
                        controlling interest.

    (d)                 Represents the estimated income
                        tax impacts on the adjustments
                        to net income.

 

 

    VII. Net Income to Adjusted EBITDA and
     Income per Common Share to Adjusted
     Income per Common Share Reconciliations

    Business Outlook for the Year Ending
     December 31, 2018

    (In millions, unaudited)


    The following are reconciliations of
     full year 2018 Adjusted EBITDA and
     adjusted income per common share -
     diluted shares expectations as computed
     at the low and high points of the range
     to the closest comparable GAAP
     financial measure.  Refer to table V
     and table VI for a discussion of Select
     Medical's use of Adjusted EBITDA and
     adjusted income per common share -
     diluted shares in evaluating financial
     performance. Refer to table V for the
     definition of Adjusted EBITDA. Each
     item presented in the below tables are
     estimations of full year 2018
     expectations.

 

                                                Range

    Non-GAAP Measure Reconciliation      Low           High
                                         ---           ----

    Net income attributable to Select
     Medical                                      $125            $145

    Net income attributable to non-
     controlling interests                   41                43
                                            ---               ---

    Net income                              166               188

    Income tax expense                       65                73

    Interest expense                        206               206

    Equity in earnings of unconsolidated
     subsidiaries                          (22)             (22)

    Loss on early retirement of debt         10                10
                                            ---               ---

    Income from operations                  425               455

    Stock compensation expense               21                21

    Depreciation and amortization           181               181

    U.S. HealthWorks acquisition costs        3                 3

    Adjusted EBITDA                               $630            $660
                                                  ====            ====

 

                                                    Range

    Non-GAAP Measure Reconciliation          Low           High
                                             ---           ----

    Income per common share - diluted shares         $0.93           $1.08

    Adjustments:

    Loss on early retirement of debt           0.03             0.03

    U.S. HealthWorks acquisition costs         0.01             0.01

    Adjusted income per common share -
     diluted shares                                  $0.97           $1.12
                                                     =====           =====

 

 

 

 

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SOURCE Select Medical Holdings Corporation

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