Community Health Systems, Inc. Announces Fourth Quarter and Year Ended December 31, 2020 Results and 2021 Guidance
02/17/21
The following highlights the financial and operating results for the three months ended
-
Net operating revenues totaled
$3.119 billion . -
Net income attributable to
Community Health Systems, Inc. common stockholders was$311 million , or$2.57 per share (diluted), compared with net loss of$(373) million , or$(3.27) per share (diluted), for the same period in 2019. Excluding the adjusting items as presented in the table in footnote (e) on page 17, net income attributable toCommunity Health Systems, Inc. common stockholders was$0.96 per share (diluted), compared to$0.40 per share (diluted) for the same period in 2019. -
Adjusted EBITDA was
$614 million , compared with$447 million for the same period in 2019. -
$153 million of pandemic relief funds were recognized during the three months endedDecember 31, 2020 , as further discussed below. -
Net cash provided by operating activities was
$76 million , which included repayments of Medicare accelerated payments in the amount of approximately$55 million as well as$50 million paid to settle a professional liability claim. Net cash provided by operating activities was$194 million for the same period in 2019. -
Extinguished
$787 million principal value of outstanding notes for cash payments of$478 million and 10 million newly issued shares of the Company’s common stock. - On a same-store basis, admissions decreased 3.4 percent and adjusted admissions decreased 9.5 percent, compared with the same period in 2019.
Net operating revenues for the three months ended
Net income attributable to
Adjusted EBITDA for the three months ended
The consolidated operating results for the three months ended
Net operating revenues for the year ended
Net income attributable to
Adjusted EBITDA for the year ended
The consolidated operating results for the year ended
Commenting on the results,
Financing Transactions:
The Company recognized a net, pre-tax gain from early extinguishment of debt of approximately
-
Completion of a tender offer for various series of outstanding notes resulting in extinguishment of approximately
$87 million of principal value of outstanding notes for cash payments of approximately$78 million .
-
Privately negotiated agreement with multi-asset investment manager for the exchange of
$700 million aggregate principal value of 6.875% Senior Unsecured Notes due 2028 for consideration of$400 million of cash and 10 million newly issued shares of the Company’s common stock.
-
Completion of private offerings of
$1.9 billion aggregate principal amount of 5.625% Senior Secured Notes due 2027 and$900 million aggregate principal amount of 6.000% Senior Secured Notes due 2029. The proceeds of these offerings were used to repurchase approximately$2.579 billion of the outstanding principal amount of 6.250% Senior Secured Notes due 2023 that were validly tendered and not validly withdrawn as ofDecember 24, 2020 . The remaining balance of the 6.250% Senior Secured Notes due 2023 of approximately$95 million was redeemed using cash on hand onJanuary 28, 2021 , pursuant to a redemption notice issuedDecember 28, 2020 .
For the year ended
COVID – 19 Pandemic:
The COVID-19 pandemic adversely affected the Company’s operations and financial results for the year ended
As a result of the COVID-19 pandemic, federal and state governments have passed legislation, promulgated regulations, and taken other administrative actions intended to assist healthcare providers in providing care to COVID-19 and other patients during the public health emergency. Sources of relief include the CARES Act, which was enacted on
During the year ended
The Company recognized approximately
HHS’ interpretation of the underlying terms and conditions of such PHSSEF payments, including auditing and reporting requirements, continues to evolve. Additional guidance or new and amended interpretations of existing guidance on the terms and conditions of such PHSSEF payments may result in the Company’s inability to recognize certain PHSSEF payments, changes in the estimate of amounts recognized, or the derecognition of amounts previously recognized, which (in any such case) may be material.
Medicare accelerated payments of approximately
The PHSSEF payments received to date as noted above and payments which the Company may receive in the future under the CARES Act and other stimulus legislation have been and may continue to be beneficial in partially mitigating the impact of the COVID-19 pandemic on the Company’s results of operations and financial position. Additionally, the federal government may consider additional stimulus and relief efforts, but the Company is unable to predict whether additional stimulus measures will be enacted or their impact, if any. The Company is unable to assess the extent to which anticipated ongoing negative impacts on the Company arising from the COVID-19 pandemic will be offset by benefits which the Company may recognize or receive in the future under the CARES Act, the PPPHCE Act, the CAA or any future stimulus measures.
Divestitures and hospital closures:
The Company completed the following divestitures during the year ended
-
Three hospitals on
January 1, 2020 (in respect of which the Company received proceeds at a preliminary closing onDecember 31, 2019 ) -
Two hospitals on
May 1, 2020 -
Two hospitals on
July 1, 2020 (in respect of which the Company received proceeds at a preliminary closing onJune 30, 2020 ) -
One hospital on
August 1, 2020 -
One hospital on
October 1, 2020 (in respect of which the Company received proceeds at a preliminary closing onSeptember 30, 2020 ) -
One hospital on
October 24, 2020 -
Two hospitals on
October 27, 2020 -
One hospital on
December 1, 2020
In addition to these 13 divestitures, the Company terminated a lease and permanently ceased operations for one hospital effective
Financial and statistical data for 2019 and 2020 presented in this press release includes the operating results of divested or closed hospitals for the periods prior to the consummation of the respective divestiture or hospital closing. Same-store operating results exclude the results of a hospital acquired in 2019, a hospital opened in 2020 and the hospitals divested or closed in 2019 and 2020.
Information About Non-GAAP Financial Measures
This press release presents Adjusted EBITDA, a non-GAAP financial measure, which is EBITDA adjusted to add back net income attributable to noncontrolling interests and to exclude (gain) loss from early extinguishment of debt, impairment and (gain) loss on sale of businesses, (income) expense related to government and other legal settlements and related costs, expense incurred in the fourth quarter of 2020 related to the settlement of certain professional liability claims for which the third-party insurers’ obligation to insure the Company against the underlying loss is being litigated, expense related to employee termination benefits and other restructuring charges, expense from settlement and fair value adjustments on the CVR agreement liability related to the
Additionally, this press release presents adjusted net income (loss) attributable to
The non-GAAP financial measures set forth above are not measurements of financial performance under
Included on pages 18, 19, 20 and 21 of this press release are tables setting forth the Company’s 2021 annual earnings guidance. The 2021 guidance is based on the Company’s historical operating performance, current trends and other assumptions that the Company believes are reasonable at this time and reflects the impact of actual and planned divestitures in 2021.
The Company’s headquarters are located in
Financial Highlights (a)(b) | ||||||||||||
(In millions, except per share amounts) | ||||||||||||
(Unaudited) | ||||||||||||
Three Months Ended | Year Ended | |||||||||||
2020 |
2019 |
2020 |
2019 |
|||||||||
Net operating revenues | $ |
3,119 |
$ |
3,286 |
$ |
11,789 |
$ |
13,210 |
||||
Net income (loss) (f), (g) |
352 |
(346) |
607 |
(590) |
||||||||
Net income (loss) attributable to |
||||||||||||
311 |
(373) |
511 |
(675) |
|||||||||
Adjusted EBITDA (c) |
614 |
447 |
1,809 |
1,628 |
||||||||
Net cash provided by operating activities |
76 |
194 |
2,178 |
385 |
||||||||
Earnings (loss) per share attributable to Community | ||||||||||||
Basic (f), (g) | $ |
2.65 |
$ |
(3.27) |
$ |
4.43 |
$ |
(5.93) |
||||
Diluted (e), (f), (g) |
2.57 |
(3.27) |
4.39 |
(5.93) |
||||||||
Weighted-average number of shares outstanding (d): | ||||||||||||
Basic |
118 |
114 |
115 |
114 |
||||||||
Diluted |
121 |
114 |
117 |
114 |
||||||||
For footnotes, see pages 15, 16 and 17.
Condensed Consolidated Statements of Income (Loss) (a)(b) | |||||||||||
(In millions, except per share amounts) | |||||||||||
(Unaudited) | |||||||||||
Three Months Ended |
|||||||||||
2020 |
2019 |
||||||||||
% of Net | % of Net | ||||||||||
Operating | Operating | ||||||||||
Amount | Revenues | Amount | Revenues | ||||||||
Net operating revenues | $ |
3,119 |
100.0 |
% |
$ |
3,286 |
100.0 |
% |
|||
Operating costs and expenses: | |||||||||||
Salaries and benefits |
1,357 |
43.5 |
% |
1,448 |
44.1 |
% |
|||||
Supplies |
524 |
16.8 |
% |
528 |
16.1 |
% |
|||||
Other operating expenses |
748 |
24.0 |
% |
787 |
23.9 |
% |
|||||
Government and other legal settlements and related costs (g) |
(4) |
(0.1) |
% |
58 |
1.8 |
% |
|||||
Lease cost and rent |
79 |
2.5 |
% |
81 |
2.4 |
% |
|||||
Pandemic relief funds |
(153) |
(4.9) |
% |
- |
- |
% |
|||||
Depreciation and amortization |
134 |
4.3 |
% |
152 |
4.6 |
% |
|||||
Impairment and (gain) loss on sale of businesses, net (f) |
(1) |
(0.0) |
% |
68 |
2.1 |
% |
|||||
Total operating costs and expenses |
2,684 |
86.1 |
% |
3,122 |
95.0 |
% |
|||||
Income from operations (f), (g) |
435 |
13.9 |
% |
164 |
5.0 |
% |
|||||
Interest expense, net |
252 |
8.1 |
% |
259 |
7.9 |
% |
|||||
(Gain) loss from early extinguishment of debt |
(207) |
(6.7) |
% |
23 |
0.7 |
% |
|||||
Equity in earnings of unconsolidated affiliates |
1 |
0.0 |
% |
(3) |
(0.1) |
% |
|||||
Income (loss) before income taxes |
389 |
12.5 |
% |
(115) |
(3.5) |
% |
|||||
Provision for income taxes |
37 |
1.2 |
% |
231 |
7.0 |
% |
|||||
Net income (loss) (f), (g) |
352 |
11.3 |
% |
(346) |
(10.5) |
% |
|||||
Less: Net income attributable to noncontrolling interests |
41 |
1.3 |
% |
27 |
0.9 |
% |
|||||
Net income (loss) attributable to |
|||||||||||
Inc. stockholders | $ |
311 |
10.0 |
% |
$ |
(373) |
(11.4) |
% |
|||
Earnings (loss) per share attributable to Community | |||||||||||
Basic (f), (g) | $ |
2.65 |
$ |
(3.27) |
|||||||
Diluted (e), (f), (g) | $ |
2.57 |
$ |
(3.27) |
|||||||
Weighted-average number of shares outstanding (d): | |||||||||||
Basic |
118 |
114 |
|||||||||
Diluted |
121 |
114 |
|||||||||
|
|||||||||||
For footnotes, see pages 15, 16 and 17.
|
|||||||||||
Condensed Consolidated Statements of Income (Loss) (a)(b) | |||||||||||
(In millions, except per share amounts) | |||||||||||
(Unaudited) | |||||||||||
Year Ended |
|||||||||||
2020 |
2019 |
||||||||||
% of Net | % of Net | ||||||||||
Operating | Operating | ||||||||||
Amount | Revenues | Amount | Revenues | ||||||||
Net operating revenues | $ |
11,789 |
100.0 |
% |
$ |
13,210 |
100.0 |
% |
|||
Operating costs and expenses: | |||||||||||
Salaries and benefits |
5,411 |
45.9 |
% |
5,947 |
45.0 |
% |
|||||
Supplies |
1,963 |
16.6 |
% |
2,151 |
16.3 |
% |
|||||
Other operating expenses |
2,957 |
25.1 |
% |
3,303 |
25.1 |
% |
|||||
Government and other legal settlements and related costs (g) |
- |
- |
% |
93 |
0.7 |
% |
|||||
Electronic health records incentive reimbursement |
- |
- |
% |
(1) |
- |
% |
|||||
Lease cost and rent |
327 |
2.8 |
% |
321 |
2.4 |
% |
|||||
Pandemic relief funds |
(601) |
(5.1) |
% |
- |
- |
% |
|||||
Depreciation and amortization |
558 |
4.7 |
% |
608 |
4.6 |
% |
|||||
Impairment and (gain) loss on sale of businesses, net (f) |
48 |
0.4 |
% |
138 |
1.0 |
% |
|||||
Total operating costs and expenses |
10,663 |
90.4 |
% |
12,560 |
95.1 |
% |
|||||
Income from operations (f), (g) |
1,126 |
9.6 |
% |
650 |
4.9 |
% |
|||||
Interest expense, net |
1,031 |
8.7 |
% |
1,041 |
7.9 |
% |
|||||
(Gain) loss from early extinguishment of debt |
(317) |
(2.6) |
% |
54 |
0.4 |
% |
|||||
Equity in earnings of unconsolidated affiliates |
(10) |
(0.1) |
% |
(15) |
(0.1) |
% |
|||||
Income (loss) before income taxes |
422 |
3.6 |
% |
(430) |
(3.3) |
% |
|||||
(Benefit from) provision for income taxes |
(185) |
(1.5) |
% |
160 |
1.2 |
% |
|||||
Net income (loss) (f), (g) |
607 |
5.1 |
% |
(590) |
(4.5) |
% |
|||||
Less: Net income attributable to noncontrolling interests |
96 |
0.8 |
% |
85 |
0.6 |
% |
|||||
Net income (loss) attributable to |
|||||||||||
Inc. stockholders | $ |
511 |
4.3 |
% |
$ |
(675) |
(5.1) |
% |
|||
Earnings (loss) per share attributable to Community | |||||||||||
Basic (f), (g) | $ |
4.43 |
$ |
(5.93) |
|||||||
Diluted (e), (f), (g) | $ |
4.39 |
$ |
(5.93) |
|||||||
Weighted-average number of shares outstanding (d): | |||||||||||
Basic |
115 |
114 |
|||||||||
Diluted |
117 |
114 |
|||||||||
For footnotes, see pages 15, 16 and 17.
Condensed Consolidated Statements of Comprehensive Income (Loss) | ||||||||||||
(In millions) | ||||||||||||
(Unaudited) | ||||||||||||
Three Months Ended | Year Ended | |||||||||||
2020 |
2019 |
2020 |
2019 |
|||||||||
Net income (loss) | $ |
352 |
$ |
(346) |
$ |
607 |
$ |
(590) |
||||
Other comprehensive (loss) income, net of income taxes: | ||||||||||||
Net change in fair value of interest rate swaps, net of tax |
- |
- |
(1) |
(3) |
||||||||
Net change in fair value of available-for-sale debt | ||||||||||||
securities, net of tax |
- |
(1) |
4 |
4 |
||||||||
Amortization and recognition of unrecognized pension cost | ||||||||||||
components, net of tax |
(8) |
- |
(7) |
- |
||||||||
Other comprehensive (loss) income |
(8) |
(1) |
(4) |
1 |
||||||||
Comprehensive income (loss) |
344 |
(347) |
603 |
(589) |
||||||||
Less: Comprehensive income attributable to noncontrolling interests |
41 |
27 |
96 |
85 |
||||||||
Comprehensive income (loss) attributable to |
||||||||||||
$ |
303 |
$ |
(374) |
$ |
507 |
$ |
(674) |
|||||
For footnotes, see pages 15, 16 and 17.
Selected Operating Data (a) | |||||||||||
(Dollars in millions) | |||||||||||
(Unaudited) | |||||||||||
Three Months Ended |
|||||||||||
Consolidated | Same-Store | ||||||||||
2020 |
2019 |
% Change |
2020 |
2019 |
% Change |
||||||
Number of hospitals (at end of period) |
89 |
102 |
87 |
87 |
|||||||
Licensed beds (at end of period) |
14,110 |
16,240 |
13,911 |
13,981 |
|||||||
Beds in service (at end of period) |
12,421 |
14,442 |
12,328 |
12,556 |
|||||||
Admissions |
116,450 |
133,745 |
-12.9% |
115,219 |
119,319 |
-3.4% |
|||||
Adjusted admissions |
240,814 |
292,919 |
-17.8% |
237,385 |
262,415 |
-9.5% |
|||||
Patient days |
563,032 |
581,696 |
557,385 |
519,009 |
|||||||
Average length of stay (days) |
4.8 |
4.3 |
4.8 |
4.3 |
|||||||
Occupancy rate (average beds in service) |
48.3% |
43.8% |
49.1% |
44.9% |
|||||||
Net operating revenues |
|
|
-5.1% |
|
|
4.5% |
|||||
Net inpatient revenues as a % of net operating | |||||||||||
revenues |
49.0% |
46.0% |
49.1% |
45.5% |
|||||||
Net outpatient revenues as a % of net operating | |||||||||||
revenues |
51.0% |
54.0% |
50.9% |
54.5% |
|||||||
Income from operations (f), (g) |
|
|
165.2% |
||||||||
Income from operations as a % | |||||||||||
of net operating revenues |
13.9% |
5.0% |
|||||||||
Depreciation and amortization |
|
|
|||||||||
Equity in earnings of unconsolidated affiliates |
|
|
|||||||||
Net income (loss) attributable to |
|||||||||||
|
|
183.4% |
|||||||||
Net income (loss) attributable to |
|||||||||||
operating revenues |
10.0% |
-11.4% |
|||||||||
Adjusted EBITDA (c) |
|
|
37.4% |
||||||||
Adjusted EBITDA as a % of net | |||||||||||
operating revenues |
19.7% |
13.6% |
|||||||||
Net cash provided by operating activities |
|
|
60.8% |
||||||||
For footnotes, see pages 15, 16 and 17.
Selected Operating Data (a) | |||||||||||
(Dollars in millions) | |||||||||||
(Unaudited) | |||||||||||
Year Ended |
|||||||||||
Consolidated | Same-Store | ||||||||||
2020 |
2019 |
% Change |
2020 |
2019 |
% Change |
||||||
Number of hospitals (at end of period) |
89 |
102 |
87 |
87 |
|||||||
Licensed beds (at end of period) |
14,110 |
16,240 |
13,911 |
13,981 |
|||||||
Beds in service (at end of period) |
12,421 |
14,442 |
12,328 |
12,556 |
|||||||
Admissions |
470,325 |
557,959 |
-15.7% |
443,106 |
481,658 |
-8.0% |
|||||
Adjusted admissions |
973,571 |
1,208,513 |
-19.4% |
919,325 |
1,050,558 |
-12.5% |
|||||
Patient days |
2,190,939 |
2,474,569 |
2,064,349 |
2,127,231 |
|||||||
Average length of stay (days) |
4.7 |
4.4 |
4.7 |
4.4 |
|||||||
Occupancy rate (average beds in service) |
44.6% |
45.1% |
45.6% |
46.5% |
|||||||
Net operating revenues |
|
|
-10.8% |
|
|
-3.4% |
|||||
Net inpatient revenues as a % of net operating | |||||||||||
revenues |
49.1% |
47.0% |
49.0% |
46.4% |
|||||||
Net outpatient revenues as a % of net operating | |||||||||||
revenues |
50.9% |
53.0% |
51.0% |
53.6% |
|||||||
Income from operations (f), (g) |
|
|
73.2% |
||||||||
Income from operations as a % of net | |||||||||||
operating revenues |
9.6% |
4.9% |
|||||||||
Depreciation and amortization |
|
|
|||||||||
Equity in earnings of unconsolidated affiliates |
|
|
|||||||||
Net income (loss) attributable to |
|||||||||||
|
|
175.7% |
|||||||||
Net income (loss) attributable to |
|||||||||||
operating revenues |
4.3% |
-5.1% |
|||||||||
Adjusted EBITDA (c) |
|
|
11.1% |
||||||||
Adjusted EBITDA as a % of net | |||||||||||
operating revenues |
15.3% |
12.3% |
|||||||||
Net cash provided by operating activities |
|
|
465.7% |
||||||||
For footnotes, see pages 15, 16 and 17.
Condensed Consolidated Balance Sheets | ||||||
(In millions, except share data) | ||||||
(Unaudited) | ||||||
ASSETS | ||||||
Current assets | ||||||
Cash and cash equivalents | $ |
1,676 |
$ |
216 |
||
Patient accounts receivable |
1,927 |
2,258 |
||||
Supplies |
335 |
354 |
||||
Prepaid income taxes |
50 |
48 |
||||
Prepaid expenses and taxes |
184 |
193 |
||||
Other current assets |
338 |
358 |
||||
Total current assets |
4,510 |
3,427 |
||||
Property and equipment: | ||||||
Land and improvements |
515 |
560 |
||||
Buildings and improvements |
5,749 |
5,878 |
||||
Equipment and fixtures |
3,088 |
3,215 |
||||
Property and equipment |
9,352 |
9,653 |
||||
Less accumulated depreciation and amortization |
(4,030) |
(4,045) |
||||
Property and equipment, net |
5,322 |
5,608 |
||||
4,219 |
4,328 |
|||||
Deferred income taxes |
59 |
38 |
||||
Other assets, net of accumulated amortization of |
||||||
1,896 |
2,208 |
|||||
Total assets | $ |
16,006 |
$ |
15,609 |
||
LIABILITIES AND STOCKHOLDERS’ DEFICIT | ||||||
Current liabilities | ||||||
Current maturities of long-term debt | $ |
123 |
$ |
20 |
||
Current operating lease liabilities |
142 |
136 |
||||
Accounts payable |
783 |
811 |
||||
Accrued liabilities: | ||||||
Employee compensation |
637 |
594 |
||||
Accrued interest |
150 |
189 |
||||
Other |
980 |
532 |
||||
Total current liabilities |
2,815 |
2,282 |
||||
Long-term debt (h) |
12,093 |
13,385 |
||||
Deferred income taxes |
29 |
200 |
||||
Long-term operating lease liabilities |
524 |
487 |
||||
Other long-term liabilities |
1,599 |
894 |
||||
Total liabilities |
17,060 |
17,248 |
||||
Redeemable noncontrolling interests in equity of consolidated subsidiaries |
484 |
502 |
||||
STOCKHOLDERS’ DEFICIT | ||||||
Preferred stock, |
- |
- |
||||
Common stock, |
||||||
shares issued and outstanding at |
||||||
issued and outstanding at |
1 |
1 |
||||
Additional paid-in capital |
2,094 |
2,008 |
||||
Accumulated other comprehensive loss |
(13) |
(9) |
||||
Accumulated deficit |
(3,707) |
(4,218) |
||||
(1,625) |
(2,218) |
|||||
Noncontrolling interests in equity of consolidated subsidiaries |
87 |
77 |
||||
Total stockholders’ deficit |
(1,538) |
(2,141) |
||||
Total liabilities and stockholders’ deficit | $ |
16,006 |
$ |
15,609 |
||
For footnotes, see pages 15, 16 and 17.
Condensed Consolidated Statements of Cash Flows | |||||
(In millions) | |||||
(Unaudited) | |||||
Year Ended |
|||||
2020 |
2019 |
||||
Cash flows from operating activities | |||||
Net income (loss) | $ |
607 |
$ |
(590) |
|
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | |||||
Depreciation and amortization |
558 |
608 |
|||
Deferred income taxes |
(187) |
203 |
|||
Government and other legal settlements and related costs (g) |
- |
51 |
|||
Stock-based compensation expense |
13 |
10 |
|||
Impairment and (gain) loss on sale of businesses, net (f) |
48 |
138 |
|||
(Gain) loss from early extinguishment of debt |
(317) |
54 |
|||
Other non-cash expenses, net |
131 |
182 |
|||
Changes in operating assets and liabilities, net of effects of acquisitions and divestitures: | |||||
Patient accounts receivable |
309 |
93 |
|||
Supplies, prepaid expenses and other current assets |
(15) |
38 |
|||
Medicare accelerated payments |
1,158 |
- |
|||
Repayment/derecognition of Medicare accelerated payments |
(77) |
- |
|||
Unrecognized pandemic relief funds |
104 |
- |
|||
Accounts payable, accrued liabilities and income taxes |
(67) |
(157) |
|||
Other |
(87) |
(245) |
|||
Net cash provided by operating activities |
2,178 |
385 |
|||
Cash flows from investing activities | |||||
Acquisitions of facilities and other related businesses |
(1) |
(13) |
|||
Purchases of property and equipment |
(440) |
(438) |
|||
Proceeds from disposition of hospitals and other ancillary operations |
648 |
604 |
|||
Proceeds from sale of property and equipment |
4 |
3 |
|||
Purchases of available-for-sale debt securities and equity securities |
(178) |
(80) |
|||
Proceeds from sales of available-for-sale debt securities and equity securities |
194 |
92 |
|||
Increase in other investments |
(50) |
(170) |
|||
Net cash provided by (used in) investing activities |
177 |
(2) |
|||
Cash flows from financing activities | |||||
Repurchase of restricted stock shares for payroll tax withholding requirements |
(1) |
(1) |
|||
Deferred financing costs and other debt-related costs |
(156) |
(46) |
|||
Proceeds from noncontrolling investors in joint ventures |
15 |
10 |
|||
Redemption of noncontrolling investments in joint ventures |
(1) |
(11) |
|||
Distributions to noncontrolling investors in joint ventures |
(116) |
(99) |
|||
Proceeds from sale-lease back |
2 |
60 |
|||
Other borrowings |
53 |
37 |
|||
Issuance of long-term debt |
4,262 |
3,042 |
|||
Proceeds from ABL facility |
540 |
202 |
|||
Repayments of long-term indebtedness |
(5,493) |
(3,557) |
|||
Net cash used in financing activities |
(895) |
(363) |
|||
Net change in cash and cash equivalents |
1,460 |
20 |
|||
Cash and cash equivalents at beginning of period |
216 |
196 |
|||
Cash and cash equivalents at end of period | $ |
1,676 |
$ |
216 |
|
For footnotes, see pages 15, 16 and 17.
Footnotes to Financial Highlights, Financial Statements and Selected Operating Data
(a) Both financial and statistical results include the operating results of divested or closed hospitals for the periods prior to the consummation of the respective divestiture or hospital closing. Same-store operating results and statistical information exclude the results of a hospital acquired in 2019, a hospital opened in 2020 and the hospitals divested or closed in 2019 and 2020. There were no discontinued operations reported for 2019 and 2020.
(b) The following table provides information needed to calculate earnings (loss) per share, which is adjusted for income attributable to noncontrolling interests (in millions):
Three Months Ended | Year Ended | |||||||||||
2020 |
2019 |
2020 |
2019 |
|||||||||
Net income (loss) attributable to |
||||||||||||
Inc. common stockholders: | ||||||||||||
Net income (loss) | $ |
352 |
$ |
(346) |
$ |
607 |
$ |
(590) |
||||
Less: Income attributable to noncontrolling interests, | ||||||||||||
net of taxes |
41 |
27 |
96 |
85 |
||||||||
Net income (loss) attributable to |
||||||||||||
$ |
311 |
$ |
(373) |
$ |
511 |
$ |
(675) |
|||||
|
|
|
|
(c) EBITDA is a non-GAAP financial measure which consists of net income (loss) attributable to
Footnotes to Financial Highlights, Financial Statements and Selected Operating Data (Continued)
Adjusted EBITDA is not a measurement of financial performance under
The following table reflects the reconciliation of Adjusted EBITDA, as defined, to net income (loss) attributable to
Three Months Ended | Year Ended | |||||||||||||
2020 |
2019 |
2020 |
2019 |
|||||||||||
Net income (loss) attributable to |
||||||||||||||
$ |
311 |
$ |
(373) |
$ |
511 |
$ |
(675) |
|||||||
Adjustments: | ||||||||||||||
Provision for (benefit from) income taxes |
37 |
231 |
(185) |
160 |
||||||||||
Depreciation and amortization |
134 |
152 |
558 |
608 |
||||||||||
Net income attributable to noncontrolling interests |
41 |
27 |
96 |
85 |
||||||||||
Interest expense, net |
252 |
259 |
1,031 |
1,041 |
||||||||||
(Gain) loss from early extinguishment of debt |
(207) |
23 |
(317) |
54 |
||||||||||
Impairment and (gain) loss on sale of businesses, net |
(1) |
68 |
48 |
138 |
||||||||||
(Income) expense from government and other legal | ||||||||||||||
settlements and related costs |
(4) |
58 |
- |
93 |
||||||||||
Expense from the settlement of professional liability | ||||||||||||||
claims for which the third-party insurers obligation | ||||||||||||||
to insure the Company for the underlying loss | ||||||||||||||
is being litigated |
50 |
- |
50 |
- |
||||||||||
Expense from settlement and legal expenses related | ||||||||||||||
to cases covered by the CVR |
- |
1 |
2 |
11 |
||||||||||
Expense related to employee termination benefits | ||||||||||||||
and other restructuring charges |
1 |
1 |
15 |
2 |
||||||||||
Change in valuation allowances recorded for | ||||||||||||||
promissory notes |
- |
- |
- |
21 |
||||||||||
Change in estimate for professional liability | ||||||||||||||
claims accrual |
- |
- |
- |
90 |
||||||||||
Adjusted EBITDA | $ |
614 |
$ |
447 |
$ |
1,809 |
$ |
1,628 |
||||||
|
|
|
|
(d) The following table sets forth components reconciling the basic weighted-average number of shares to the diluted weighted-average number of shares (in millions):
Three Months Ended | Year Ended | ||||||||
2020 |
2019 |
2020 |
2019 |
||||||
Weighted-average number of shares |
118 |
114 |
115 |
114 |
|||||
outstanding - basic | |||||||||
Add effect of dilutive securities: | |||||||||
Stock awards and options |
3 |
- |
2 |
- |
|||||
Weighted-average number of shares | |||||||||
outstanding - diluted |
121 |
114 |
117 |
114 |
|||||
The effect of stock awards and options on the diluted shares calculation was an increase of 3,469,701 shares and 1,053,539 shares during the three months and year ended
Footnotes to Financial Highlights, Financial Statements and Selected Operating Data (Continued)
(e) The following supplemental table reconciles net income (loss) attributable to
Three Months Ended | Year Ended | |||||||
2020 |
2019 |
2020 |
2019 |
|||||
Net income (loss) per share (diluted), as reported |
|
|
|
|
||||
Adjustments: | ||||||||
(Gain) loss from early extinguishment of debt |
(2.11) |
0.15 |
(3.02) |
0.37 |
||||
Impairment and (gain) loss on sale of businesses, net |
0.18 |
0.29 |
0.69 |
0.89 |
||||
(Income) expense from government and other legal | ||||||||
settlements and related costs |
(0.02) |
0.40 |
- |
0.64 |
||||
Expense from the settlement of professional liability claims for which the | ||||||||
third-party insurers' obligation to insure the Company for the underlying | ||||||||
loss is being litigated |
0.32 |
- |
0.33 |
- |
||||
Expense from settlement and legal expenses related to | ||||||||
cases covered by the CVR |
- |
0.01 |
0.01 |
0.08 |
||||
Expense related to employee termination benefits | ||||||||
and other restructuring charges |
- |
- |
0.11 |
0.01 |
||||
Change in valuation allowances recorded for promissory notes |
- |
- |
- |
0.14 |
||||
Change in estimate for professional liability claims accrual |
- |
(0.01) |
- |
0.62 |
||||
Tax effect related to HMA legal settlement |
- |
- |
- |
(0.13) |
||||
Change in tax valuation allowance |
- |
2.84 |
(2.06) |
2.42 |
||||
Net income (loss) per share (diluted), excluding adjustments |
|
|
|
|
||||
(f) Both income from operations and net income (loss) for the three months ended
(g) The
(h) At
Regulation FD Disclosure
Set forth below is selected information concerning the Company’s projected consolidated operating results for the year ending
The following is provided as guidance to analysts and investors:
2021 |
|||||||||
Net operating revenues (in millions) | $ |
11,700 |
to | $ |
12,500 |
||||
Adjusted EBITDA (in millions) | $ |
1,600 |
to | $ |
1,800 |
||||
Net income per share - diluted | $ |
- |
to | $ |
0.60 |
||||
Weighted-average diluted shares (in millions) |
129.0 |
to |
130.0 |
||||||
The following assumptions were used in developing the 2021 guidance provided above:
The Company’s projections exclude the following:
- Effect of debt refinancing activities not yet completed, including gains and losses from early extinguishment of debt;
- Impairment of goodwill and long-lived assets;
- Potential recognition of additional pandemic relief funds;
- The impact of any potential future divestitures not currently subject to definitive agreements;
- Gains or losses from the sales of businesses;
- Employee termination benefits and restructuring costs;
- Resolution of government investigations or other significant legal settlements;
- Costs incurred in connection with divestitures; and
- Other significant gains or losses that neither relate to the ordinary course of business nor reflect the Company’s underlying business performance.
Other assumptions used in the above guidance:
• Expressed as a percentage of net operating revenues, depreciation and amortization of approximately 4.6% for 2021. Additionally, this is a fixed cost and the percentages may change as revenue varies. Such amounts exclude the possible impact of any future hospital fixed asset impairments.
• Interest expense is estimated to be between
• Expressed as a percentage of net operating revenues, net income attributable to noncontrolling interests of approximately 0.9% for 2021.
• Expressed as a percentage of net operating revenues, provision for income taxes of approximately 0.6% to 1.1% for 2021.
A reconciliation of the Company’s projected 2021 Adjusted EBITDA, a forward-looking non-GAAP financial measure, to the Company’s projected net income attributable to
Year Ending | |||||||
Low |
High |
||||||
Net income attributable to |
|||||||
stockholders (1) | $ |
- |
$ |
78 |
|||
Adjustments: | |||||||
Depreciation and amortization |
528 |
560 |
|||||
Interest expense, net |
895 |
905 |
|||||
Provision for income taxes |
70 |
142 |
|||||
Net income attributable to noncontrolling interests |
107 |
115 |
|||||
Adjusted EBITDA (1) | $ |
1,600 |
$ |
1,800 |
|||
(1) The Company does not include in this reconciliation the impact of certain items not included in the Company’s forecast set forth above that would be included in a reconciliation of historical net loss attributable to
• Capital expenditures are projected as follows (in millions):
2021 |
||||||
Guidance |
||||||
Total |
|
to |
|
|||
- Net cash provided by operating activities, and net cash provided by operating activities adjusted to exclude anticipated repayment of Medicare accelerated payments (a non-GAAP financial measure), are projected as follows (in millions):
2021 |
||||||
Guidance |
||||||
Net cash provided by operating activities |
|
to |
|
|||
Repayment of Medicare accelerated payments |
400 |
to |
450 |
|||
Net cash provided by operating activities, excluding | ||||||
the repayment of Medicare accelerated payments |
|
to |
|
|||
Net cash provided by operating activities excluding repayment of anticipated Medicare accelerated payments is a forward looking non-GAAP financial measure which has been reconciled to net cash provided by operating activities, the most directly comparable GAAP financial measure, in the table above. The Company believes that, in light of the fact that the Medicare accelerated payment program arose from government stimulus efforts in connection with the pandemic and the Company will not have any further obligation to make such repayments once such amounts are fully repaid, the presentation of projected net cash provided by operating activities excluding such repayments provides useful information to investors by highlighting our projected net cash provided by operating activities in 2021 absent such repayments, thereby assisting in understanding our projected financial performance for this period and comparing the Company’s financial performance between periods. This non-GAAP financial measure is not a measurement of financial performance under
-
Diluted weighted-average shares outstanding are projected to be approximately 129 million to 130 million for 2021.
Forward-Looking Statements
This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, Section 21E of the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act of 1995 that involve risk and uncertainties. All statements in this press release other than statements of historical fact, including statements regarding projections, expected operating results, and other events that depend upon or refer to future events or conditions or that include words such as “expects,” “anticipates,” “intends,” “plans,” “believes,” “estimates,” “thinks,” and similar expressions, are forward-looking statements. Although the Company believes that these forward-looking statements are based on reasonable assumptions, these assumptions are inherently subject to significant economic and competitive uncertainties and contingencies, which are difficult or impossible to predict accurately and may be beyond the control of the Company. Accordingly, the Company cannot give any assurance that its expectations will in fact occur and cautions that actual results may differ materially from those in the forward-looking statements. A number of factors could affect the future results of the Company or the healthcare industry generally and could cause the Company’s expected results to differ materially from those expressed in this press release.
These factors include, among other things:
• developments related to COVID-19, including, without limitation, related to the length and severity of the pandemic; the volume of canceled or rescheduled procedures; the volume of COVID-19 patients cared for across our health systems; the timing and availability of effective medical treatments and vaccines, including the timing and effectiveness of the ongoing rollout of currently available vaccines; the spread of potentially more contagious and/or virulent forms of the virus; measures we are taking to respond to the COVID-19 pandemic; the impact of government and administrative regulation on us; changes in net revenue due to patient volumes, payor mix and negative macroeconomic conditions; increased expenses related to labor, supply chain, capital and other expenditures; workforce disruptions; and supply shortages and disruptions;
• uncertainty regarding the implementation of the CARES Act, the PPPHCE Act, the CAA and any other future stimulus measures related to COVID-19, including the magnitude and timing of any future payments or benefits we may receive or realize thereunder;
• general economic and business conditions, both nationally and in the regions in which we operate, including economic and business conditions resulting from the COVID-19 pandemic;
• the impact of current or future federal and state health reform initiatives, including, without limitation, the Affordable Care Act, and the potential for the Affordable Care Act to be repealed or found unconstitutional or otherwise invalidated, or for additional changes to the law, its implementation or its interpretation (including through executive orders and court challenges);
• the extent to and manner in which states support increases, decreases or changes in Medicaid programs, implement health insurance exchanges or alter the provision of healthcare to state residents through regulation or otherwise;
• the future and long-term viability of health insurance exchanges and potential changes to the beneficiary enrollment process;
• risks associated with our substantial indebtedness, leverage and debt service obligations, including our ability to refinance such indebtedness on acceptable terms or to incur additional indebtedness, and our ability to remain in compliance with debt covenants, as well as risks associated with disruptions in the financial and capital markets as the result of the COVID-19 pandemic which could impact us from a financing and liquidity perspective;
• demographic changes;
• changes in, or the failure to comply with, federal, state or local laws or governmental regulations affecting our business, including any such laws or governmental regulations which are adopted in connection with the COVID-19 pandemic;
• potential adverse impact of known and unknown government investigations, audits, and federal and state false claims act litigation and other legal proceedings;
• our ability, where appropriate, to enter into and maintain provider arrangements with payors and the terms of these arrangements, which may be further affected by the increasing consolidation of health insurers and managed care companies and vertical integration efforts involving payors and healthcare providers;
• changes in, or the failure to comply with, contract terms with payors and changes in reimbursement policies or rates paid by federal or state healthcare programs or commercial payors;
• any potential impairments in the carrying value of goodwill, other intangible assets, or other long-lived assets, or changes in the useful lives of other intangible assets;
• changes in inpatient or outpatient Medicare and Medicaid payment levels and methodologies;
• the effects related to the continued implementation of the sequestration spending reductions and the potential for future deficit reduction legislation;
• increases in the amount and risk of collectability of patient accounts receivable, including decreases in collectability which may result from, among other things, self-pay growth and difficulties in recovering payments for which patients are responsible, including co-pays and deductibles;
• the efforts of insurers, healthcare providers, large employer groups and others to contain healthcare costs, including the trend toward value-based purchasing;
• increases in wages as a result of inflation or competition for highly technical positions and rising supply and drug costs due to market pressure from pharmaceutical companies and new product releases;
• liabilities and other claims asserted against us, including self-insured malpractice claims;
• competition;
• our ability to attract and retain, at reasonable employment costs, qualified personnel, key management, physicians, nurses and other healthcare workers;
• trends toward treatment of patients in less acute or specialty healthcare settings, including ambulatory surgery centers or specialty hospitals or via telehealth;
• changes in medical or other technology;
• changes in
• the availability and terms of capital to fund any additional acquisitions or replacement facilities or other capital expenditures;
• our ability to successfully make acquisitions or complete divestitures, our ability to complete any such acquisitions or divestitures on desired terms or at all, the timing of the completion of any such acquisitions or divestitures, and our ability to realize the intended benefits from any such acquisitions or divestitures;
• the impact that changes in our relationships with joint venture or syndication partners could have on effectively operating our hospitals or ancillary services or in advancing strategic opportunities;
• our ability to successfully integrate any acquired hospitals, or to recognize expected synergies from acquisitions;
• the impact of seasonal severe weather conditions, including the timing and amount of insurance recoveries in relation to severe weather events;
• our ability to obtain adequate levels of insurance, including general liability, professional liability, and directors and officers liability insurance;
• timeliness of reimbursement payments received under government programs;
• effects related to pandemics, epidemics, or outbreaks of infectious diseases, including the novel coronavirus causing the disease known as COVID-19 as noted above;
• the impact of cyber-attacks or security breaches;
• any failure to comply with the terms of the Corporate Integrity Agreement;
• the concentration of our revenue in a small number of states;
• our ability to realize anticipated cost savings and other benefits from our current strategic and operational cost savings initiatives;
• changes in interpretations, assumptions and expectations regarding the Tax Cuts and Jobs Act; and
• the other risk factors set forth in our other public filings with the Securities and Exchange Commission.
The consolidated operating results for the three months and year ended December 31, 2020, are not necessarily indicative of the results that may be experienced for any future periods. The Company cautions that the projections for calendar year 2021 set forth in this press release are given as of the date hereof based on currently available information. The Company undertakes no obligation to revise or update any forward-looking statements, or to make any other forward-looking statements, whether as a result of new information, future events or otherwise.
View source version on businesswire.com: https://www.businesswire.com/news/home/20210217005954/en/
Investor Contact:
President and Chief Financial Officer
(615) 465-7000
Source: