Genesis Healthcare, Inc. (Genesis, or the Company) (NYSE:GEN), one
of the largest post-acute care providers in the United States,
today announced operating results for the second quarter ended June
30, 2020 and provided an update regarding the impact of the 2019
novel coronavirus (COVID-19) pandemic on its business.
“As the effects of COVID-19 persist in the
United States, the Company’s primary focus continues to be on the
health and safety of its patients, residents, employees and their
respective families,” stated George V. Hager, Jr., Chief Executive
Officer of Genesis. “I am extremely grateful for the heroism,
resolve and sacrifice of our frontline caregivers and workers
fighting the pandemic, along with our dedicated regional and
corporate staff who are supporting their efforts on the
ground. I am also very proud of the leadership role Genesis
is playing in the fight against COVID-19 in partnership with
the Administration, public health officials at the federal,
state and local levels, and our peers and partners in the industry,
as well as the academic community.”
“The virus is having a significant adverse
impact on the Company’s revenues and expenses, particularly given
the Company’s concentration in hard-hit Mid-Atlantic and
Northeastern states. Before considering funds recognized
under the CARES Act and various state Medicaid programs, we
estimate the impact of incremental expenses and lost revenue caused
by COVID-19 in the second quarter of 2020 was approximately $213
million. While we are grateful for federal and state
financial support received and committed to date, the persistence
of COVID-19 outbreaks across the country, the slow pace of top line
recovery in our portfolio and the elevation of operating expenses
caused by COVID-19 highlight the Company’s reliance on and need for
additional government sponsored financial support which is
essential to meeting our responsibilities to patients, residents
and caregivers. We will continue to work closely with
industry advocates, elected officials and the Administration to
articulate thoughtfully the resource needs of our Company and the
industry in the fight against COVID-19.”
Second Quarter 2020 Results
- US GAAP revenue in the second quarter of 2020 was $0.96 billion
compared to $1.15 billion in the second quarter of 2019;
- US GAAP net loss attributable to Genesis Healthcare, Inc. in
the second quarter of 2020 was $22.0 million compared to $4.8
million in the second quarter of 2019;
- Adjusted EBITDA in the second quarter of 2020 was $59.4 million
compared to $61.4 million in the second quarter of 2019;
and
- Adjusted EBITDAR in the second quarter of 2020 was $155.8
million.
The Company recognized $188 million of federal relief grants and
other support under the Coronavirus Aid, Relief, and Economic
Security Act (CARES Act) and $40 million of additional funding
provided by certain states. The recognition of these funds in
the Company’s operating results served to offset the estimated $213
million impact of COVID-19 related to lost revenue and incremental
expenses incurred in the second quarter of 2020.
COVID-19 UPDATE AND OUTLOOK
The Company’s first report of a positive case of
COVID-19 in one of its facilities occurred on March 16, 2020.
Since that time 241 of its 361 facilities have experienced one or
more positive cases of COVID-19 among patients and residents. Over
77% of patient and resident positive COVID-19 cases have occurred
in its facilities located in the states of New Jersey, Connecticut,
Massachusetts, Pennsylvania and Maryland, which correspond to many
of the largest initial community outbreak areas across the
country. Genesis facilities in these five states represent
45% of its total operating beds.
Despite the unprecedented challenges facing the
Company’s operations, Genesis reported that of the 897 focused
infection control surveys conducted during the pandemic by state
and federal officials at its centers, 94% achieved a “zero
deficiency rate”.
Net Revenues.
The Company’s net revenues for the three and six
months ended June 30, 2020 were materially impacted by a
significant decline in occupancy as a result of COVID-19. The
Company’s skilled nursing facility operating occupancy decreased
from 88.2% for the three months ended March 31, 2020 to 77% for the
three months ended June 30, 2020. The Company’s operating
occupancy in the month of July 2020 of 74.8% grew approximately 60
basis points from operating occupancy of 74.2% in the month of June
2020.
The Company’s occupancy decreased in the early
months of the pandemic following the efforts of referring hospitals
to cancel or reschedule elective procedures in anticipation of an
increasing number of COVID-19 cases in their communities. As
the pandemic progressed, occupancy was further decreased by, among
other things, implementation of self-imposed admission holds in
those Genesis facilities having exposure to positive cases of
COVID-19 among patients, residents and employees. These
self-imposed restrictions on admissions were instituted to limit
risks of potential spread of the virus by individuals who either
tested positive for COVID-19, exhibited symptoms of COVID-19 but
had not yet been tested positive due to a severe shortage of
testing materials, or were asymptomatic of COVID-19 but potentially
positive and contagious.
After considering a commensurate reduction in
operating expenses, the Company estimates lost revenue caused by
COVID-19 reduced earnings by approximately $67 million and $74
million for the three and six months ended June 30, 2020,
respectively. The impact of COVID-19 on the Company’s occupancy and
net revenues for the remainder of 2020 will depend on future
developments, which are highly uncertain and cannot be predicted,
including the pace of recovery in occupancy, the future scope and
severity of COVID-19, and the actions taken by public and private
entities in response to the pandemic.
Operating Expenses.
The Company’s operating expenses for the three
and six months ended June 30, 2020 were materially and adversely
impacted due to increases in costs as a result of the pandemic,
with more dramatic increases occurring at facilities with positive
COVID-19 cases among patients, residents and employees.
During the three months and six months ended June 30, 2020, the
Company estimates it incurred approximately $145 million and $152
million, respectively, of incremental operating expenses to prepare
for and respond to the pandemic. Increases in cost primarily
stemmed from higher labor costs, including increased use of
overtime and bonus pay, as well as a significant increase in both
the cost and usage of personal protective equipment, medical
equipment, food service supplies for staff, enhanced cleaning and
environmental sanitation costs, the impact of utilizing less
efficient modes of providing therapy in order to avoid the grouping
of patients and workers compensation expense.
Government Sponsored Relief Programs.
Since March 31, 2020, our usual sources of
liquidity have been supplemented by grants and advanced Medicare
payments under programs expanded or created under the CARES
Act. Specifically, in April 2020, the Company applied for and
received $157 million of advanced Medicare payments, and in April
and May 2020, received approximately $186 million of relief
grants. In addition, the Company has elected to implement the
CARES Act payroll tax deferral program, which is expected to
preserve, on an interest free basis, approximately $90 million of
cash representing the employer portion of payroll taxes estimated
to be incurred between March 27, 2020 and December 31, 2020, of
which approximately $36 million was realized through June 30,
2020. The advance Medicare payments of $157 million, which
are also interest free, are scheduled to be recouped between August
2020 and November 2020, while one-half of the payroll tax deferral
amount will become due on each of December 31, 2021 and December
31, 2022. In addition to relief funding under the CARES
Act, funding has been committed by a number of states in which the
Company operates, currently estimated at $56 million, of which
approximately $46 million was recognized in net revenue through
June 30, 2020.
Liquidity and Going Concern
ConsiderationsA significant number of the Company’s
facilities and operations are geographically located and highly
concentrated in markets with close proximity to areas of the United
States that have experienced widespread and severe COVID-19
outbreaks. As previously noted, COVID-19 is having and will
likely continue to have a material and adverse affect on the
Company’s operations and supply chains, resulting in a reduction in
its operating occupancy and related revenues, and an increase in
its expenditures.
The Company performed an assessment to determine
whether there are conditions or events, considered in the
aggregate, that raise substantial doubt about its ability to
continue as a going concern within one year after the date the
financial statements are issued. Initially, this assessment does
not consider the potential mitigating effect of management’s plans
that have not been fully implemented. When substantial doubt
exists, management assesses the mitigating effect of its plans to
determine if it is probable that (1) the plans will be effectively
implemented within one year after the date the financial statements
are issued, and (2) when implemented, the plans will mitigate the
relevant conditions or events that raise substantial doubt about
the entity’s ability to continue as a going concern.
In completing its going concern assessment, the
Company considered the uncertainties around the impact of COVID-19
on its future results of operations as well as its current
financial condition and liquidity sources, including current funds
available, forecasted future cash flows and the Company’s
conditional and unconditional obligations due within 12 months
following the date its financial statements were issued. Without
giving effect to the prospect, timing and adequacy of future
governmental funding support and other mitigating plans, many of
which are beyond the Company’s control, it is unlikely that the
Company will be able to generate sufficient cash flows to meet its
required financial obligations, including its rent obligations, its
debt service obligations and other obligations due to third
parties. The existence of these conditions raises substantial doubt
about the Company’s ability to continue as a going concern for the
twelve-month period following the date the financial statements are
issued.
In response to COVID-19, the Company has taken
the following measures to improve its liquidity position:
- The Company applied for and received government-sponsored
financial relief related to the pandemic;
- The Company is utilizing the CARES Act payroll tax deferral
program to delay payment of a portion of payroll taxes incurred
through December 2020, 50% to be repaid by December 31, 2021 and
50% to be repaid by December 31, 2022;
- While it vigorously advocates, for itself and the skilled
nursing industry, regarding the need for additional government
sponsored funding, the Company continues to explore and take
advantage of existing government sponsored funding programs
implemented to support businesses impacted by COVID-19;
- The Company continues to implement measures to adapt
successfully its operational model to function for the long-term in
a COVID-19 environment; and
- The Company has pursued, and will continue to pursue, creative
and accretive opportunities to sell assets and enter into joint
venture structures in order to provide liquidity.
These measures and other plans and initiatives of
the Company are designed to provide it with adequate liquidity
to meet its obligations for at least the twelve-month period
following the date its financial statements are issued. However,
such plans and initiatives are dependent on factors that
are beyond the Company’s control or may not be available on terms
acceptable to the Company, or at all. Accordingly, management
determined it could not be certain that the
plans and initiatives would be effectively
implemented within one year after the date the financial statements
are issued. Further, even if the
Company receives additional funding support from
government sources and/or is able to execute successfully all
of its these plans and initiatives, given
the current challenging environment the Company’s
operating plans and resulting cash flows along with its cash and
cash equivalents and other sources of liquidity may not be
sufficient to fund operations for the twelve-month period following
the date the financial statements are issued, which could force the
Company to seek reorganization under the U.S. Bankruptcy Code.
Portfolio OptimizationGenesis
continues to exit challenged facilities and certain low density
markets in order to focus on investment and growth in core markets.
During the second quarter of 2020, Genesis divested, exited or
closed the operations of 19 facilities.
The 19 divested facilities this quarter
generated approximate annual net revenue of $191 million, Adjusted
EBITDA of $6 million and a pre-tax net loss of $2 million. These
transactions resulted in the reduction of approximately $14 million
of annual cash lease payments and the repayment of over $13 million
of indebtedness.
The Company exited operations of one additional
facility thus far during the third quarter of 2020. This
facility generated approximate annual net revenue of $10 million,
Adjusted EBITDA of $1 million and a pre-tax net income of $2
million.
Conference CallGenesis
Healthcare, Inc. will hold a conference call at 8:30 a.m. Eastern
Time on Tuesday, August 11, 2020 to discuss its financial results
for the second quarter 2020 and to provide a Company update with
respect to COVID-19. Investors can access the conference call
by calling (855) 849-2198 or live via a listen-only webcast through
the Genesis website at
http://www.genesishcc.com/investor-relations/, where a replay of
the call will also be posted for one year. About
Genesis Healthcare, Inc. Genesis Healthcare, Inc. (NYSE:
GEN) is a holding company with subsidiaries that, on a combined
basis, comprise one of the nation's largest post-acute care
companies providing services to more than 350 skilled nursing
facilities and assisted/senior living communities in 25 states
nationwide. Genesis subsidiaries also supply rehabilitation therapy
to approximately 1,100 healthcare providers in 44 states, the
District of Columbia and China. References made in this
release to "Genesis," "the Company," "we," "us" and "our" refer to
Genesis Healthcare, Inc. and each of its wholly-owned companies.
Visit our website at www.genesishcc.com.
Forward-Looking StatementsThis release includes
“forward-looking statements” within the meaning of the federal
securities laws, including the Private Securities Litigation Reform
Act of 1995. You can identify these statements by the fact that
they do not relate strictly to historical or current facts. These
statements contain words such as “may,” “will,” “project,” “might,”
“expect,” “believe,” “anticipate,” “intend,” “could,” “would,”
“estimate,” “continue,” “pursue,” “plans,” or “prospect,” or the
negative or other variations thereof or comparable terminology.
They include, but are not limited to, statements about Genesis’
expectations and beliefs regarding its future financial
performance, anticipated cost management, anticipated impact of the
COVID-19 pandemic on occupancy levels, revenue, operating expenses
and government-sponsored financial relief, anticipated business
development, anticipated financing activities and anticipated
demographic and supply-demand trends facing the industry. These
forward-looking statements are based on current expectations and
projections about future events, including the assumptions stated
in this release, and there can be no assurance that they will be
achieved or occur, in whole or in part, in the timeframes
anticipated by the Company or at all. Investors are cautioned that
forward-looking statements are not guarantees of future performance
or results and involve risks and uncertainties that cannot be
predicted or quantified and, consequently, the actual performance
of Genesis may differ materially from that expressed or implied by
such forward-looking statements.
These risks and uncertainties include, but are
not limited to, the following:
- the extent to which the COVID-19 pandemic continues materially
and adversely to affect our patients, staff, operations, financial
condition, results of operations, compliance with financial
covenants and liquidity will depend on future developments,
including the measures taken by public and private entities in
response to the pandemic, which are highly uncertain and cannot be
predicted;
- litigation or investigations regarding COVID-19 could
materially and adversely affect our financial condition, results of
operations, compliance with financial covenants and liquidity;
- reductions and/or delays in Medicare or Medicaid reimbursement
rates, or changes in the rules governing the Medicare or Medicaid
programs could have a material adverse effect on our revenues,
financial condition and results of operations;
- reforms to the U.S. healthcare system that have imposed new
requirements on us and uncertainties regarding potential material
changes to such reforms;
- revenue we receive from Medicare and Medicaid being subject to
potential retroactive reduction;
- our success being dependent upon retaining key executives and
personnel;
- it can be difficult to attract and retain qualified nurses,
therapists, healthcare professionals and other key personnel,
which, along with a growing number of minimum wage and compensation
related regulations, can increase our costs related to these
employees;
- recently enacted changes in Medicare reimbursements for
physician and non-physician services could impact reimbursement for
medical professionals;
- we are subject to extensive and complex laws and government
regulations. If we are not operating in compliance with these laws
and regulations or if these laws and regulations change, we could
be required to make significant expenditures or change our
operations in order to bring our facilities and operations into
compliance;
- our physician services operations are subject to corporate
practice of medicine laws and regulations. Our failure to comply
with these laws and regulations could have a material adverse
effect on our business and operations;
- we face inspections, reviews, audits and investigations under
federal and state government programs, such as the Department of
Justice. These investigations and audits could result in adverse
findings that may negatively affect our business, including our
results of operations, liquidity, financial condition, and
reputation;
- significant legal actions, which are commonplace in our
industry, could subject us to increased operating costs, which
could materially and adversely affect our results of operations,
liquidity, financial condition, and reputation;
- insurance coverages, including professional liability coverage,
may become increasingly expensive and difficult to obtain for
health care companies, and our self-insurance may expose us to
significant losses;
- failure to maintain effective internal control over financial
reporting could have an adverse effect on our ability to report on
our financial results on a timely and accurate basis;
- we may be unable to reduce costs to offset decreases in our
patient census levels or other expenses timely and completely;
- completed and future acquisitions may consume significant
resources, may be unsuccessful and could expose us to unforeseen
liabilities and integration risks;
- we lease a significant number of our facilities and may
experience risks relating to lease termination, lease expense
escalators, lease extensions, special charges and leases that are
not economically efficient in the current business
environment;
- our substantial indebtedness, scheduled maturities and
disruptions in the financial markets could affect our ability to
obtain financing or to extend or refinance debt as it matures,
which could negatively impact our results of operations, liquidity,
financial condition and the market price of our common stock;
- exposure to the credit and non-payment risk of our contracted
customer relationships, including as a result from bankruptcy,
receivership, liquidation, reorganization or insolvency, especially
during times of systemic industry pressures, economic conditions,
regulatory uncertainty and tight credit markets, which could result
in material losses;
- some of our directors are significant stockholders or
representatives of significant stockholders, which may present
issues regarding diversion of corporate opportunities and other
potential conflicts;
- no assurance can be given that we will be able to regain
compliance with the NYSE continued listing standard regarding the
minimum share price requirement or maintain compliance with other
continued listing requirements set forth in the NYSE Listed Company
Manual; and
- we could experience adverse consequences if our common stock
ultimately were to be suspended from trading on, and delisted from,
the NYSE for any reason, which could have an adverse effect on our
business, liquidity or financial condition, any of which could lead
to difficulty maintaining important business, financing and
operational relationships.
The Company’s Annual Report on Form 10-K for the
year ended December 31, 2019, Quarterly Reports on Form 10-Q,
Current Reports on Form 8-K, and other filings with the U.S.
Securities and Exchange Commission, discuss the foregoing risks as
well as other important risks and uncertainties of which investors
should be aware. Any forward-looking statements contained herein
are made only as of the date of this release. Genesis disclaims any
obligation to update its forward-looking statements or any of the
information contained in this release. Investors are cautioned not
to place undue reliance on these forward-looking
statements.
Genesis HealthCare Contact: Investor
Relations
610-925-2000
GENESIS HEALTHCARE, INC.CONDENSED
CONSOLIDATED STATEMENTS OF
OPERATIONS(UNAUDITED)(IN
THOUSANDS, EXCEPT PER SHARE DATA)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended June 30, |
|
Six months ended June 30, |
|
|
2020 |
|
|
2019 |
|
|
2020 |
|
|
2019 |
|
Net revenues |
|
$ |
956,259 |
|
|
$ |
1,145,052 |
|
|
$ |
2,048,509 |
|
|
$ |
2,306,692 |
|
Salaries, wages and
benefits |
|
|
616,944 |
|
|
|
626,159 |
|
|
|
1,197,477 |
|
|
|
1,268,569 |
|
Other operating expenses |
|
|
317,274 |
|
|
|
332,528 |
|
|
|
657,755 |
|
|
|
675,066 |
|
General and administrative
costs |
|
|
39,769 |
|
|
|
35,562 |
|
|
|
79,386 |
|
|
|
71,094 |
|
Lease expense |
|
|
96,395 |
|
|
|
94,586 |
|
|
|
194,415 |
|
|
|
188,647 |
|
Depreciation and amortization
expense |
|
|
33,816 |
|
|
|
28,268 |
|
|
|
59,804 |
|
|
|
66,463 |
|
Interest expense |
|
|
31,907 |
|
|
|
52,975 |
|
|
|
68,147 |
|
|
|
104,491 |
|
Loss (gain) on early
extinguishment of debt |
|
|
1,421 |
|
|
|
(24 |
) |
|
|
5,460 |
|
|
|
(24 |
) |
Investment income |
|
|
(961 |
) |
|
|
(2,143 |
) |
|
|
(2,117 |
) |
|
|
(4,007 |
) |
Other income |
|
|
(44,100 |
) |
|
|
(23,413 |
) |
|
|
(128,932 |
) |
|
|
(40,330 |
) |
Transaction costs |
|
|
5,543 |
|
|
|
8,823 |
|
|
|
11,134 |
|
|
|
10,084 |
|
Long-lived asset
impairments |
|
|
77,100 |
|
|
|
900 |
|
|
|
86,800 |
|
|
|
900 |
|
Federal stimulus - COVID-19
other income |
|
|
(185,500 |
) |
|
|
— |
|
|
|
(185,500 |
) |
|
|
— |
|
Equity in net income of
unconsolidated affiliates |
|
|
(3,576 |
) |
|
|
(24 |
) |
|
|
(3,449 |
) |
|
|
(85 |
) |
(Loss) income before income
tax benefit |
|
|
(29,773 |
) |
|
|
(9,145 |
) |
|
|
8,129 |
|
|
|
(34,176 |
) |
Income tax benefit |
|
|
(457 |
) |
|
|
(162 |
) |
|
|
(1,236 |
) |
|
|
(111 |
) |
Net (loss) income |
|
|
(29,316 |
) |
|
|
(8,983 |
) |
|
|
9,365 |
|
|
|
(34,065 |
) |
Less net loss attributable to
noncontrolling interests |
|
|
7,311 |
|
|
|
4,164 |
|
|
|
2,138 |
|
|
|
13,983 |
|
Net (loss) income attributable
to Genesis Healthcare, Inc. |
|
$ |
(22,005 |
) |
|
$ |
(4,819 |
) |
|
$ |
11,503 |
|
|
$ |
(20,082 |
) |
(Loss) earnings per
common share: |
|
|
|
|
|
|
|
|
|
|
|
|
Basic: |
|
|
|
|
|
|
|
|
|
|
|
|
Weighted-average shares outstanding for basic net (loss) income per
share |
|
|
111,232 |
|
|
|
106,846 |
|
|
|
110,477 |
|
|
|
105,289 |
|
Basic net (loss) income per common share attributable to Genesis
Healthcare, Inc. |
|
$ |
(0.20 |
) |
|
$ |
(0.05 |
) |
|
$ |
0.10 |
|
|
$ |
(0.19 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted: |
|
|
|
|
|
|
|
|
|
|
|
|
Weighted-average shares outstanding for diluted net (loss) income
per share |
|
|
111,232 |
|
|
|
106,846 |
|
|
|
166,866 |
|
|
|
105,289 |
|
Diluted net (loss) income per common share attributable to Genesis
Healthcare, Inc. |
|
$ |
(0.20 |
) |
|
$ |
(0.05 |
) |
|
$ |
0.07 |
|
|
$ |
(0.19 |
) |
GENESIS HEALTHCARE,
INC.CONDENSED CONSOLIDATED BALANCE
SHEETS(UNAUDITED)(IN
THOUSANDS)
|
|
|
|
|
|
|
|
|
June 30, |
|
December 31, |
|
|
2020 |
|
2019 |
Assets: |
|
|
|
|
|
|
Current assets: |
|
|
|
|
|
|
Cash and equivalents |
|
$ |
251,651 |
|
|
$ |
12,097 |
|
Restricted cash and equivalents |
|
|
62,664 |
|
|
|
63,101 |
|
Accounts receivable, net of allowance for doubtful accounts |
|
|
459,354 |
|
|
|
567,636 |
|
Other current assets |
|
|
151,022 |
|
|
|
186,013 |
|
Total current assets |
|
|
924,691 |
|
|
|
828,847 |
|
Property and equipment, net of
accumulated depreciation |
|
|
831,333 |
|
|
|
962,105 |
|
Finance lease right-of-use
asset, net of accumulated amortization |
|
|
32,956 |
|
|
|
37,097 |
|
Operating lease right-of-use
asset |
|
|
2,134,233 |
|
|
|
2,399,505 |
|
Restricted cash and
equivalents |
|
|
51,061 |
|
|
|
50,608 |
|
Identifiable intangible
assets, net of accumulated amortization |
|
|
84,826 |
|
|
|
87,446 |
|
Goodwill |
|
|
85,642 |
|
|
|
85,642 |
|
Other long-term assets |
|
|
221,592 |
|
|
|
210,890 |
|
Total assets |
|
$ |
4,366,334 |
|
|
$ |
4,662,140 |
|
|
|
|
|
|
|
|
Liabilities and
Stockholders' Deficit: |
|
|
|
|
|
|
Current liabilities: |
|
|
|
|
|
|
Accounts payable and accrued expenses |
|
$ |
575,843 |
|
|
$ |
464,476 |
|
Accrued compensation |
|
|
147,281 |
|
|
|
153,698 |
|
Other current liabilities |
|
|
308,103 |
|
|
|
452,996 |
|
Total current liabilities |
|
|
1,031,227 |
|
|
|
1,071,170 |
|
|
|
|
|
|
|
|
Long-term debt |
|
|
1,359,710 |
|
|
|
1,450,994 |
|
Finance lease obligations |
|
|
36,268 |
|
|
|
39,335 |
|
Operating lease
obligations |
|
|
2,476,384 |
|
|
|
2,681,403 |
|
Other long-term
liabilities |
|
|
533,026 |
|
|
|
501,803 |
|
Stockholders' deficit |
|
|
(1,070,281 |
) |
|
|
(1,082,565 |
) |
Total liabilities and stockholders' deficit |
|
$ |
4,366,334 |
|
|
$ |
4,662,140 |
|
|
|
|
|
|
|
|
GENESIS HEALTHCARE,
INC.CONDENSED CONSOLIDATED STATEMENTS OF CASH
FLOWS(UNAUDITED)(IN
THOUSANDS)
|
|
|
|
|
|
|
|
|
|
|
Six months ended June 30, |
|
|
|
2020 |
|
|
2019 |
|
Net cash provided by operating activities (1) |
|
|
$ |
340,597 |
|
|
$ |
36,081 |
|
Net cash provided by (used in)
investing activities |
|
|
|
146,602 |
|
|
|
(162,208 |
) |
Net cash (used in) provided by
financing activities |
|
|
|
(247,629 |
) |
|
|
80,642 |
|
Net increase (decrease) in
cash, cash equivalents and restricted cash and equivalents |
|
|
|
239,570 |
|
|
|
(45,485 |
) |
Beginning of period |
|
|
|
125,806 |
|
|
|
142,276 |
|
End of period |
|
|
$ |
365,376 |
|
|
$ |
96,791 |
|
(1) - Net cash provided by operating activities
in the three months ended June 30, 2020 and 2019 includes
approximately $11.1 million and $10.1 million, respectively, of
cash payments for transaction-related costs. Net cash
provided by operating activities in the three months ended June 30,
2020 includes $157 million of advanced Medicare payments and $36
million of deferred payroll taxes pursuant to the CARES Act, both
of which are required to be repaid.
GENESIS HEALTHCARE,
INC.KEY PERFORMANCE AND VALUATION
MEASURES(UNAUDITED)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended June 30, |
|
|
Six months ended June 30, |
|
|
2020 |
|
2019 |
|
|
2020 |
|
2019 |
Financial Results (in
thousands) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Financial Performance Measures: |
|
|
|
|
|
|
|
|
|
|
|
|
|
Net revenues (GAAP) |
|
$ |
956,259 |
|
|
$ |
1,145,052 |
|
|
|
$ |
2,048,509 |
|
$ |
2,306,692 |
|
Net (loss) income attributable to Genesis Healthcare, Inc.
(GAAP) |
|
|
(22,005 |
) |
|
|
(4,819 |
) |
|
|
|
11,503 |
|
|
(20,082 |
) |
EBITDA (Non-GAAP) |
|
|
35,950 |
|
|
|
72,098 |
|
|
|
|
136,080 |
|
|
136,778 |
|
Adjusted EBITDA (Non-GAAP) |
|
|
59,382 |
|
|
|
61,433 |
|
|
|
|
102,241 |
|
|
115,869 |
|
Valuation Measure: |
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted EBITDAR (Non-GAAP) |
|
$ |
155,777 |
|
|
|
|
|
|
$ |
296,656 |
|
|
|
INPATIENT SEGMENT:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended June 30, |
|
|
Six months ended June 30, |
|
|
|
2020 |
|
2019 |
|
|
2020 |
|
2019 |
|
Occupancy Statistics -
Inpatient |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Available licensed beds in service at end of period |
|
|
38,193 |
|
|
46,353 |
|
|
|
38,193 |
|
|
46,353 |
|
Available operating beds in service at end of period |
|
|
36,742 |
|
|
44,408 |
|
|
|
36,742 |
|
|
44,408 |
|
Available patient days based on licensed beds |
|
|
3,475,715 |
|
|
4,213,333 |
|
|
|
6,951,985 |
|
|
8,378,173 |
|
Available patient days based on operating beds |
|
|
3,340,756 |
|
|
4,036,602 |
|
|
|
6,669,380 |
|
|
8,027,459 |
|
Actual patient days |
|
|
2,571,092 |
|
|
3,496,046 |
|
|
|
5,524,820 |
|
|
6,977,410 |
|
Occupancy percentage - licensed beds |
|
|
74.0 |
% |
|
83.0 |
% |
|
|
79.5 |
% |
|
83.3 |
% |
Occupancy percentage - operating beds |
|
|
77.0 |
% |
|
86.6 |
% |
|
|
82.8 |
% |
|
86.9 |
% |
Skilled mix |
|
|
15.8 |
% |
|
18.2 |
% |
|
|
17.2 |
% |
|
18.6 |
% |
Average daily census |
|
|
28,254 |
|
|
38,418 |
|
|
|
30,356 |
|
|
38,549 |
|
Revenue per patient day (skilled nursing facilities) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Medicare Part A |
|
$ |
579 |
|
$ |
528 |
|
|
$ |
570 |
|
$ |
526 |
|
Insurance |
|
|
508 |
|
|
454 |
|
|
|
492 |
|
|
456 |
|
Private and other |
|
|
368 |
|
|
364 |
|
|
|
370 |
|
|
361 |
|
Medicaid |
|
|
268 |
|
|
231 |
|
|
|
256 |
|
|
231 |
|
Medicaid (net of provider taxes) |
|
|
245 |
|
|
211 |
|
|
|
234 |
|
|
211 |
|
Weighted average (net of provider taxes) |
|
$ |
308 |
|
$ |
277 |
|
|
$ |
300 |
|
$ |
278 |
|
Patient days by payor
(skilled nursing facilities) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Medicare |
|
|
249,909 |
|
|
344,916 |
|
|
|
541,783 |
|
|
704,651 |
|
Insurance |
|
|
128,995 |
|
|
252,272 |
|
|
|
345,264 |
|
|
518,739 |
|
Total skilled mix days |
|
|
378,904 |
|
|
597,188 |
|
|
|
887,047 |
|
|
1,223,390 |
|
Private and other |
|
|
147,565 |
|
|
193,603 |
|
|
|
322,623 |
|
|
379,838 |
|
Medicaid |
|
|
1,876,518 |
|
|
2,505,024 |
|
|
|
3,970,177 |
|
|
4,975,038 |
|
Total
Days |
|
|
2,402,987 |
|
|
3,295,815 |
|
|
|
5,179,847 |
|
|
6,578,266 |
|
Patient days as a
percentage of total patient days (skilled nursing
facilities) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Medicare |
|
|
10.4 |
% |
|
10.5 |
% |
|
|
10.5 |
% |
|
10.7 |
% |
Insurance |
|
|
5.4 |
% |
|
7.7 |
% |
|
|
6.7 |
% |
|
7.9 |
% |
Skilled mix |
|
|
15.8 |
% |
|
18.2 |
% |
|
|
17.2 |
% |
|
18.6 |
% |
Private and other |
|
|
6.1 |
% |
|
5.9 |
% |
|
|
6.2 |
% |
|
5.8 |
% |
Medicaid |
|
|
78.1 |
% |
|
75.9 |
% |
|
|
76.6 |
% |
|
75.6 |
% |
Total |
|
|
100.0 |
% |
|
100.0 |
% |
|
|
100.0 |
% |
|
100.0 |
% |
Facilities at end of
period |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Skilled nursing
facilities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Leased |
|
|
249 |
|
|
311 |
|
|
|
249 |
|
|
311 |
|
Owned |
|
|
16 |
|
|
37 |
|
|
|
16 |
|
|
37 |
|
Joint Venture |
|
|
61 |
|
|
20 |
|
|
|
61 |
|
|
20 |
|
Managed |
|
|
12 |
|
|
12 |
|
|
|
12 |
|
|
12 |
|
Total skilled nursing facilities |
|
|
338 |
|
|
380 |
|
|
|
338 |
|
|
380 |
|
Total licensed beds |
|
|
40,655 |
|
|
46,108 |
|
|
|
40,655 |
|
|
46,108 |
|
Assisted/Senior living
facilities: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Leased |
|
|
19 |
|
|
21 |
|
|
|
19 |
|
|
21 |
|
Owned |
|
|
1 |
|
|
3 |
|
|
|
1 |
|
|
3 |
|
Joint Venture |
|
|
2 |
|
|
1 |
|
|
|
2 |
|
|
1 |
|
Managed |
|
|
1 |
|
|
2 |
|
|
|
1 |
|
|
2 |
|
Total assisted/senior living facilities |
|
|
23 |
|
|
27 |
|
|
|
23 |
|
|
27 |
|
Total licensed beds |
|
|
1,829 |
|
|
2,233 |
|
|
|
1,829 |
|
|
2,233 |
|
Total
facilities |
|
|
361 |
|
|
407 |
|
|
|
361 |
|
|
407 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Jointly Owned and
Managed— (Unconsolidated) |
|
|
36 |
|
|
14 |
|
|
|
36 |
|
|
14 |
|
REHABILITATION THERAPY SEGMENT*:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended June 30, |
|
|
Six months ended June 30, |
|
|
|
2020 |
|
2019 |
|
|
2020 |
|
2019 |
|
Revenue mix %: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Company-operated |
|
|
34.2 |
% |
|
35.7 |
% |
|
|
34.3 |
% |
|
36.1 |
% |
Non-affiliated and affiliated third party |
|
|
65.8 |
% |
|
64.3 |
% |
|
|
65.8 |
% |
|
63.9 |
% |
Sites of service (at end of
period) |
|
|
1,119 |
|
|
1,203 |
|
|
|
1,119 |
|
|
1,203 |
|
Revenue per site |
|
$ |
137,460 |
|
$ |
153,373 |
|
|
$ |
280,319 |
|
$ |
302,642 |
|
Therapist efficiency % |
|
|
64.8 |
% |
|
67.9 |
% |
|
|
68.1 |
% |
|
68.0 |
% |
* Excludes respiratory therapy services.
Reasons for Non-GAAP Financial
Disclosure
The following discussion includes references to
Adjusted EBITDAR, EBITDA and Adjusted EBITDA, which are non-GAAP
financial measures (collectively, Non-GAAP Financial Measures).
A Non-GAAP Financial Measure is a numerical measure of a
registrant’s value, historical or future financial performance,
financial position and cash flows that excludes amounts, or is
subject to adjustments that have the effect of excluding amounts,
that are included in the most directly comparable financial measure
calculated and presented in accordance with GAAP in the statement
of operations, balance sheet or statement of cash flows (or
equivalent statements) of the registrant; or includes amounts, or
is subject to adjustments that have the effect of including
amounts, that are excluded from the most directly comparable
financial measure so calculated and presented. In this
regard, GAAP refers to generally accepted accounting principles in
the United States. We have provided reconciliations of the
Non-GAAP Financial Measures to the most directly comparable GAAP
financial measures.
We believe the presentation of Non-GAAP
Financial Measures provides useful information to investors
regarding our results of operations because these financial
measures are useful for trending, analyzing and benchmarking the
performance and value of our business. By excluding certain
expenses and other items that may not be indicative of our core
business operating results, these Non-GAAP Financial
Measures:
- allow investors to evaluate our performance from management’s
perspective, resulting in greater transparency with respect to
supplemental information used by us in our financial and
operational decision making;
- facilitate comparisons with prior periods and reflect the
principal basis on which management monitors financial
performance;
- facilitate comparisons with the performance of others in the
post-acute industry;
- provide better transparency as to the measures used by
management and others who follow our industry to estimate the value
of our company; and
- allow investors to view our financial performance and condition
in the same manner as our significant landlords and lenders require
us to report financial information to them in connection with
determining our compliance with financial covenants.
We use two Non-GAAP Financial Measures primarily
(EBITDA and Adjusted EBITDA) as performance measures and believe
that the GAAP financial measure most directly comparable to these
two Non-GAAP Financial Measures is net (loss) income attributable
to Genesis Healthcare, Inc. We use one Non-GAAP Financial
Measure (Adjusted EBITDAR) as a valuation measure and believe that
the GAAP financial measure most directly comparable to this
Non-GAAP Financial Measure is net (loss) income attributable to
Genesis Healthcare, Inc. We use Non-GAAP Financial Measures
to assess the value of our business and the performance of our
operating businesses, as well as the employees responsible for
operating such businesses. Non-GAAP Financial Measures are
useful in this regard because they do not include such costs as
interest expense, income taxes and depreciation and amortization
expense which may vary from business unit to business unit
depending upon such factors as the method used to finance the
original purchase of the business unit or the tax law in the state
in which a business unit operates. By excluding such factors
when measuring financial performance, many of which are outside of
the control of the employees responsible for operating our business
units, we are better able to evaluate value and the operating
performance of the business unit and the employees responsible for
business unit performance. Consequently, we use these
Non-GAAP Financial Measures to determine the extent to which our
employees have met performance goals, and therefore the extent to
which they may or may not be eligible for incentive compensation
awards.
We also use Non-GAAP Financial Measures in our
annual budget process. We believe these Non-GAAP Financial
Measures facilitate internal comparisons to historical operating
performance of prior periods and external comparisons to
competitors’ historical operating performance. The
presentation of these Non-GAAP Financial Measures is consistent
with our past practice and we believe these measures further enable
investors and analysts to compare current non-GAAP measures with
non-GAAP measures presented in prior periods.
Although we use Non-GAAP Financial Measures as
financial measures to assess value and the performance of our
business, the use of these Non-GAAP Financial Measures is limited
because they do not consider certain material costs necessary to
operate the business. These costs include our lease expense
(only in the case of Adjusted EBITDAR), the cost to service debt,
the depreciation and amortization associated with our long-lived
assets, losses (gains) on early extinguishment of debt, transaction
costs, long-lived asset impairment charges, federal and state
income tax expenses, the operating results of our divested
businesses and the income or net loss attributable to
noncontrolling interests. Because Non-GAAP Financial Measures
do not consider these important elements of our cost structure, a
user of our financial information who relies on Non-GAAP Financial
Measures as the only measures of our performance could draw an
incomplete or misleading conclusion regarding our financial
performance. Consequently, a user of our financial
information should consider net (loss) income attributable to
Genesis Healthcare, Inc. as an important measure of its financial
performance because it provides the most complete measure of our
performance.
Other companies may define Non-GAAP Financial
Measures differently and, as a result, our Non-GAAP Financial
Measures may not be directly comparable to those of other
companies. Non-GAAP Financial Measures do not represent net
(loss) income, as defined by GAAP. Non-GAAP Financial Measures
should be considered in addition to, not as a substitute for, or
superior to, GAAP Financial Measures.
We use the following Non-GAAP Financial Measures
that we believe are useful to investors as key valuation and
operating performance measures:
EBITDA
We believe EBITDA is useful to an investor in
evaluating our operating performance because it helps investors
evaluate and compare the results of our operations from period to
period by removing the impact of our capital structure (interest
expense) and our asset base (depreciation and amortization expense)
from our operating results. In addition, covenants in our
debt agreements use EBITDA as a measure of financial
compliance.
Adjustments to EBITDA
We adjust EBITDA when evaluating our performance
because we believe that the exclusion of certain additional items
described below provides useful supplemental information to
investors regarding our ongoing operating performance, in the case
of Adjusted EBITDA. We believe that the presentation of
Adjusted EBITDA, when combined with GAAP net (loss) income
attributable to Genesis Healthcare, Inc., and EBITDA, is beneficial
to an investor’s complete understanding of our operating
performance. In addition, such adjustments are substantially
similar to the adjustments to EBITDA provided for in the financial
covenant calculations contained in our lease and debt
agreements.
We adjust EBITDA for the following items:
- Loss (gain) on early extinguishment of debt. We recognize
gains or losses on the early extinguishment of debt when we
refinance our debt prior to its original term, requiring us to
write-off any unamortized deferred financing fees. We exclude
the effect of gains or losses recorded on the early extinguishment
of debt because we believe these gains and losses do not accurately
reflect the underlying performance of our operating
businesses.
- Other income. We primarily use this income statement
caption to capture gains and losses on the sale or disposition of
assets. We exclude the effect of such gains and losses
because we believe they do not accurately reflect the underlying
performance of our operating businesses.
- Transaction costs. In connection with our acquisition and
disposition transactions, we incur costs consisting of investment
banking, legal, transaction-based compensation and other
professional service costs. We exclude acquisition and
disposition related transaction costs expensed during the period
because we believe these costs do not reflect the underlying
performance of our operating businesses.
- Long-lived asset impairments. We exclude non-cash
long-lived asset impairment charges because we believe including
them does not reflect the ongoing performance of our operating
businesses. Additionally, such impairment charges represent
accelerated depreciation expense, and depreciation expense is also
excluded from EBITDA.
- Severance and restructuring. We exclude severance costs
from planned reduction in force initiatives associated with
restructuring activities intended to adjust our cost structure in
response to changes in the business environment. We believe
these costs do not reflect the underlying performance of our
operating businesses. We do not exclude severance costs that
are not associated with such restructuring activities.
- (Income) loss of newly acquired, constructed or divested
businesses. The acquisition and construction of new
businesses is an element of our growth strategy. Many of the
businesses we acquire have a history of operating losses and
continue to generate operating losses in the months that follow our
acquisition. Newly constructed or developed businesses also
generate losses while in their start-up phase. We view these
losses as both temporary and an expected component of our long-term
investment in the new venture. We adjust these losses when
computing Adjusted EBITDA in order to better analyze the
performance of our mature ongoing business. The activities of
such businesses are adjusted when computing Adjusted EBITDA until
such time as a new business generates positive Adjusted
EBITDA. The divestiture of underperforming or non-strategic
facilities is also an element of our business strategy. We
eliminate the results of divested facilities beginning in the
quarter in which they become divested. We view the income or
losses associated with the wind-down of such divested facilities as
not indicative of the performance of our ongoing operating
business.
- Stock-based compensation. We exclude stock-based
compensation expense because it does not result in an outlay of
cash and such non-cash expenses do not reflect the underlying
performance of our operating businesses.
- Impact of COVID-19. We excluded the net impact of the
COVID-19 pandemic to our revenues and expenses for the three and
six months ended June 30, 2020 due to the extraordinary nature of
the virus and its impact across the globe. We view the full extent
of incremental expenses, lost revenue and government relief grants
as not indicative of the underlying potential long-term performance
of our operating businesses. Our estimate of the pandemic’s
impact on earnings for the three and six months ended June 30, 2020
includes the following components: (1) incremental funding
received to address escalating expenses and lost revenue (2)
incremental expenses incurred as a result of the pandemic and (3)
the net impact of lost revenue, after considering a commensurate
reduction in operating expenses. For the three and six
months ended June 30, 2020, we excluded funding recognized under
the CARES Act and additional funding provided by certain states
totaling approximately $228 million and $234 million,
respectively. For the three and six months ended June 30,
2020, we excluded incremental expenses incurred in connection with
the COVID-19 pandemic of approximately $145 million and $152
million, respectively. For the three and six months ended June 30,
2020 we excluded the estimated net impact of lost revenue offset by
any resulting reduction in operating expenses, of $67 million and
$74 million, respectively.
- Other non-recurring costs. In the three and six months
ended June 30, 2019, we excluded an insurance recovery and costs
related to the hurricane events of fiscal year 2017. We do
not believe the excluded costs reflect the performance of our
ongoing operating business.
Adjusted EBITDAR
We use Adjusted EBITDAR as one measure in
determining the value of our business and the value of prospective
acquisitions or divestitures. Adjusted EBITDAR is also a
commonly used measure to estimate the enterprise value of
businesses in the healthcare and other industries. In addition,
financial covenants in our lease agreements use Adjusted EBITDAR as
a measure of compliance.
The adjustments made and previously described in
the computation of Adjusted EBITDA are also made when computing
Adjusted EBITDAR.
Supplemental Information:
We provide supplemental information about
certain capital costs we believe are beneficial to an investor’s
understanding of our capital structure and cash flows. This
supplemental information includes (1) cash interest payments on our
recourse and HUD guaranteed indebtedness (2) cash rent payments
made to partially owned real estate joint ventures that is
eliminated in consolidation, net of any distributions returned to
us, and (3) total cash lease payments made pursuant to operating
leases and finance leases.
This supplemental information is used by us to
evaluate our leverage, fixed charge coverage and cash flow.
This supplemental information is consistent with information used
by our major creditors in evaluating compliance with financial
covenants contained in our material lease and loan agreements.
See the reconciliation of net (loss) income
attributable to Genesis Healthcare, Inc. to Non-GAAP financial
information included herein.
GENESIS HEALTHCARE,
INC.RECONCILIATION OF NET (LOSS) INCOME
ATTRIBUTABLE TO GENESIS HEALTHCARE, INC. TO
NON-GAAP FINANCIAL
INFORMATION(UNAUDITED)(IN
THOUSANDS)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended June 30, |
|
|
Six months ended June 30, |
|
|
2020 |
|
2019 |
|
|
2020 |
|
2019 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net (loss) income attributable to Genesis Healthcare, Inc. |
|
$ |
(22,005 |
) |
|
$ |
(4,819 |
) |
|
|
$ |
11,503 |
|
|
$ |
(20,082 |
) |
Adjustments to compute
EBITDA: |
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loss attributable to noncontrolling interests |
|
|
(7,311 |
) |
|
|
(4,164 |
) |
|
|
|
(2,138 |
) |
|
|
(13,983 |
) |
Depreciation and amortization expense |
|
|
33,816 |
|
|
|
28,268 |
|
|
|
|
59,804 |
|
|
|
66,463 |
|
Interest expense |
|
|
31,907 |
|
|
|
52,975 |
|
|
|
|
68,147 |
|
|
|
104,491 |
|
Income tax benefit |
|
|
(457 |
) |
|
|
(162 |
) |
|
|
|
(1,236 |
) |
|
|
(111 |
) |
EBITDA |
|
$ |
35,950 |
|
|
$ |
72,098 |
|
|
|
|
136,080 |
|
|
|
136,778 |
|
Adjustments to compute Adjusted EBITDA: |
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss (gain) on early extinguishment of debt |
|
|
1,421 |
|
|
|
(24 |
) |
|
|
|
5,460 |
|
|
|
(24 |
) |
Other income |
|
|
(44,100 |
) |
|
|
(23,413 |
) |
|
|
|
(128,932 |
) |
|
|
(40,330 |
) |
Transaction costs |
|
|
5,543 |
|
|
|
8,823 |
|
|
|
|
11,134 |
|
|
|
10,084 |
|
Long-lived asset impairments |
|
|
77,100 |
|
|
|
900 |
|
|
|
|
86,800 |
|
|
|
900 |
|
Severance and restructuring |
|
|
346 |
|
|
|
673 |
|
|
|
|
701 |
|
|
|
2,119 |
|
(Income) loss of newly acquired, constructed, or divested
businesses |
|
|
(3,329 |
) |
|
|
865 |
|
|
|
|
(5,250 |
) |
|
|
2,744 |
|
Stock-based compensation |
|
|
1,831 |
|
|
|
1,748 |
|
|
|
|
3,725 |
|
|
|
3,835 |
|
Estimated impact of COVID-19 |
|
|
(15,380 |
) |
|
|
— |
|
|
|
|
(7,477 |
) |
|
|
— |
|
Other non-recurring income |
|
|
— |
|
|
|
(237 |
) |
|
|
|
— |
|
|
|
(237 |
) |
Adjusted EBITDA |
|
$ |
59,382 |
|
|
$ |
61,433 |
|
|
|
$ |
102,241 |
|
|
$ |
115,869 |
|
Lease expense |
|
|
96,395 |
|
|
|
94,586 |
|
|
|
|
194,415 |
|
|
|
188,647 |
|
Adjusted EBITDAR |
|
$ |
155,777 |
|
|
|
|
|
|
$ |
296,656 |
|
|
|
|
Supplemental information: |
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash interest payments on recourse and HUD debt |
|
$ |
15,280 |
|
|
$ |
20,491 |
|
|
|
$ |
34,660 |
|
|
$ |
42,940 |
|
Cash payments made to partially owned real estate joint
ventures, net of distributions received |
|
|
12,679 |
|
|
|
4,193 |
|
|
|
|
25,379 |
|
|
|
4,193 |
|
Total cash lease payments made pursuant to operating leases and
finance leases |
|
$ |
90,436 |
|
|
$ |
105,888 |
|
|
|
$ |
183,782 |
|
|
$ |
213,516 |
|
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