|
| [February 21, 2013] |
 |
Community Health Systems, Inc. Announces Fourth Quarter 2012 Results with Net Operating Revenues of $3.3 Billion
FRANKLIN, Tenn. --(Business Wire)--
Community Health Systems, Inc. (NYSE: CYH) (the "Company") today
announced financial and operating results for the three months and year
ended December 31, 2012.
Net operating revenues for the three months ended December 31, 2012,
totaled $3.3 billion, a 9.0 percent increase compared with $3.0 billion
for the same period in 2011. Income from continuing operations increased
to $85.6 million, or $0.69 per share (diluted), for the three months
ended December 31, 2012, compared with $55.6 million, or $0.38 per share
(diluted), for the same period in 2011. Net income attributable to
Community Health Systems, Inc. common stockholders was $0.69 per share
(diluted) for the three months ended December 31, 2012, compared with
$0.35 per share (diluted) for the same period in 2011. The results for
the three months ended December 31, 2012, include a $0.07 per share
(diluted) loss from the impairment of certain long-lived assets and
$0.09 per share (diluted) of expenses related primarily to the
settlement of certain legal matters. Excluding these items, both income
from continuing operations and net income attributable to Community
Health Systems, Inc. common stockholders were $0.85 per share (diluted)
for the three months ended December 31, 2012. For the three months ended
December 31, 2011, excluding the loss from early extinguishment of debt
of $0.47 per share (diluted), income from continuing operations was
$0.85 per share (diluted) and net income was $0.82 per share (diluted).
Weighted-average shares outstanding (diluted) were 90.8 million for the
three months ended December 31, 2012, and 88.9 million for the three
months ended December 31, 2011.
Adjusted EBITDA for the three months ended December 31, 2012, was $481.9
million compared with $463.8 million for the same period in 2011,
representing a 3.9 percent increase. Excluding the legal matters
referenced above, adjusted EBITDA was $495.3 million for the three
months ended December 31, 2012. Adjusted EBITDA is EBITDA adjusted to
exclude discontinued operations, loss from early extinguishment of debt,
impairment of long-lived assets, and net income attributable to
non-controlling interests. The Company uses adjusted EBITDA as a measure
of liquidity. Net cash provided by operating activities for the three
months ended December 31, 2012, was $502.3 million compared with $441.7
million for the same period in 2011.
The consolidated operating results for the three months ended December
31, 2012, reflect a 4.7 percent increase in total admissions and a 6.4
percent increase in total adjusted admissions compared with the same
period in 2011. On a same-store basis, admissions increased 1.0 percent
while adjusted admissions increased 2.3 percent compared with the same
period in 2011. On a same-store basis, net operating revenues increased
5.5 percent compared with the same period in 2011.
Net operating revenues for the year ended December 31, 2012, totaled
$13.0 billion, a 9.4 percent increase compared with $11.9 billion for
the same period in 2011. Income from continuing operations increased to
$346.3 million, or $2.96 per share (diluted), for the year ended
December 31, 2012, compared with $335.9 million, or $2.87 per share
(diluted), for the same period in 2011. Net income attributable to
Community Health Systems, Inc. common stockholders was $2.96 per share
(diluted) for the year ended December 31, 2012, compared with $2.23 per
share (diluted) for the same period in 2011. The results for the year
ended December 31, 2012, include a $0.51 per share (diluted) net benefit
from the resolution of an industry-wide governmental settlement and a
payment update relating to prior periods, $0.22 per share (diluted) of
expenses related primarily to the settlement of certain legal matters, a
$0.07 per share (diluted) loss from the impairment of long-lived assets,
and an $0.81 per share (diluted) loss from the early extinguishment of
debt. Excluding these items, both income from continuing operations and
net income attributable to Community Health Systems, Inc. common
stockholders were $3.55 per share (diluted) for the year ended December
31, 2012.
For the year ended December 31, 2011, excluding the loss from early
extinguishment of debt of $0.46 per share (diluted), income from
continuing operations was $3.33 per share (diluted) and net income was
$2.69 per share (diluted). Weighted-average shares outstanding (diluted)
were 89.8 million for the year ended December 31, 2012, and 90.7 million
for the year ended December 31, 2011.
Adjusted EBITDA for the year ended December 31, 2012, was $1.978 billion
compared with $1.837 billion for the same period in 2011, representing a
7.7 percent increase. Excluding the industry-wide governmental
settlement, payment update, and expenses related to certain legal
matters mentioned above, adjusted EBITDA was $1.9 billion, representing
a 5.2 percent increase from the prior year. Net cash provided by
operating activities for the year ended December 31, 2012, was $1.28
billion compared with $1.26 billion for the same period in 2011.
The consolidated operating results for the year ended December 31, 2012,
reflect a 4.0 percent increase in total admissions and a 6.6 percent
increase in total adjusted admissions compared with the same period in
2011. On a same-store basis, admissions decreased 0.9 percent while
adjusted admissions increased 1.5 percent compared with the same period
in 2011. On a same-store basis, net operating revenues increased 4.6
percent compared with the same period in 2011.
Commenting on the results, Wayne T. Smith, chairman, president and chief
executive officer of Community Health Systems, Inc. said, "Our fourth
quarter performance further extended Community Health Systems'
consistent record of growth in 2012. Net operating revenues were up 9.0
percent and adjusted EBITDA increased by 3.9 percent over the fourth
quarter last year. For the year, net operating revenues increased by 9.4
percent to reach $13.0 billion. On a same-store basis, net operating
revenues were up 5.5 percent and 4.6 percent for the fourth quarter and
year, respectively, reflecting our consistent ability to improve
operating results at the individual hospital level. We are also
encouraged by the more favorable volume trends in 2012 compared with the
prior year.
"Community Health Systems has continued to demonstrate success in a
dynamic and challenging healthcare environment. Our results for 2012
confirm the strength of our operating model and our proven ability to
execute our strategy to drive efficiencies in our hospitals, recruit and
retain qualified physicians, make selective acquisitions and deliver
high quality healthcare services in a cost-effective manner. As we look
ahead to 2013, we will continue to pursue a strategy that delivers value
to both our community partners and our shareholders," added Smith.
Included on pages 15, 16 and 17 of this press release are tables setting
forth the Company's 2013 annual earnings guidance. The 2013 guidance is
based on the Company's historical operating performance, current trends
and other assumptions that the Company believes are reasonable at this
time.
Located in the Nashville, Tennessee, suburb of Franklin, Community
Health Systems, Inc. is one of the largest publicly-traded hospital
companies in the United States and a leading operator of general
acute-care hospitals in non-urban and mid-size markets throughout the
country. Through its subsidiaries, the Company currently owns, leases or
operates 135 hospitals in 29 states with an aggregate of approximately
20,000 licensed beds. Its hospitals offer a broad range of inpatient and
surgical services, outpatient treatment and skilled nursing care. In
addition, through its subsidiary, Quorum Health Resources, LLC, the
Company provides management and consulting services to non-affiliated
general acute-care hospitals located throughout the United States.
Shares in Community Health Systems, Inc. are traded on the New York
Stock Exchange under the symbol "CYH."
Community Health Systems, Inc. will hold a conference call on Friday,
February 22, 2013, at 10:00 a.m. Central, 11:00 a.m. Eastern, to review
financial and operating results for the fourth quarter and year ended
December 31, 2012. Investors will have the opportunity to listen to a
live internet broadcast of the conference call by clicking on the
Investor Relations link of the Company's website at www.chs.net,
or at www.earnings.com.
To listen to the live call, please go to the website at least fifteen
minutes early to register, download and install any necessary audio
software. For those who cannot listen to the live broadcast, a replay
will be available shortly after the call and will continue to be
available through March 22, 2013. Copies of the Company's current report
on Form 8-K (including this press release) and conference call slide
show will be available on the Company's website at www.chs.net.
Forward-Looking Statements
Statements contained in this press release regarding expected operating
results, acquisition transactions or divestitures and other events are
forward-looking statements that involve risk and uncertainties. Actual
future events or results may differ materially from these statements.
Readers are referred to the documents filed by Community Health Systems,
Inc. with the Securities and Exchange Commission, including the
Company's annual report on Form 10-K, current reports on Form 8-K and
quarterly reports on Form 10-Q. These filings identify important risk
factors and other uncertainties that could cause actual results to
differ from those contained in the forward-looking statements. 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.
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|
|
|
COMMUNITY HEALTH SYSTEMS, INC. AND SUBSIDIARIES
|
|
Financial Highlights (a)(b)
|
|
(in thousands, except per share amounts)
|
|
(Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended
|
|
Year Ended
|
|
|
|
December 31,
|
|
December 31,
|
|
|
|
2012
|
|
2011
|
|
2012
|
|
2011
|
|
|
|
|
|
|
|
|
|
|
|
Net operating revenues
|
|
$
|
3,276,946
|
|
$
|
3,005,825
|
|
|
$
|
13,028,985
|
|
|
$
|
11,906,212
|
|
|
Adjusted EBITDA (c)
|
|
|
481,872
|
|
|
463,767
|
|
|
|
1,977,715
|
|
|
|
1,836,650
|
|
|
Income from continuing operations (d), (e), (f), (g), (h), (i)
|
|
|
85,626
|
|
|
55,615
|
|
|
|
346,269
|
|
|
|
335,894
|
|
|
Net income attributable to Community Health Systems, Inc.
stockholders
|
|
|
62,574
|
|
|
30,931
|
|
|
|
265,640
|
|
|
|
201,948
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic earnings (loss) per share attributable to Community
Health Systems, Inc. common stockholders (k):
|
|
|
|
|
|
|
|
|
|
Continuing operations (d), (e), (f), (g), (h), (i)
|
|
$
|
0.70
|
|
$
|
0.38
|
|
|
$
|
2.98
|
|
|
$
|
2.89
|
|
|
Discontinued operations
|
|
|
-
|
|
|
(0.03
|
)
|
|
|
(0.01
|
)
|
|
|
(0.65
|
)
|
|
Net income
|
|
$
|
0.70
|
|
$
|
0.35
|
|
|
$
|
2.98
|
|
|
$
|
2.24
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted earnings (loss) per share attributable to Community
Health Systems, Inc. common stockholders (k), (l):
|
|
|
|
|
|
|
|
|
|
Continuing operations (d), (e), (f), (g), (h), (i)
|
|
$
|
0.69
|
|
$
|
0.38
|
|
|
$
|
2.96
|
|
|
$
|
2.87
|
|
|
Discontinued operations
|
|
|
-
|
|
|
(0.03
|
)
|
|
|
(0.01
|
)
|
|
|
(0.64
|
)
|
|
Net income
|
|
$
|
0.69
|
|
$
|
0.35
|
|
|
$
|
2.96
|
|
|
$
|
2.23
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted-average number of shares outstanding (j):
|
|
|
|
|
|
|
|
|
|
Basic
|
|
|
89,882
|
|
|
88,345
|
|
|
|
89,243
|
|
|
|
89,967
|
|
|
Diluted
|
|
|
90,828
|
|
|
88,914
|
|
|
|
89,807
|
|
|
|
90,666
|
|
|
|
|
|
|
|
|
|
|
|
|
Net cash provided by operating activities
|
|
$
|
502,255
|
|
$
|
441,673
|
|
|
$
|
1,280,120
|
|
|
$
|
1,261,908
|
|
|
|
|
|
|
|
|
|
|
|
|
_____
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|
|
|
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|
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|
For footnotes, see pages 12, 13 and 14.
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|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
COMMUNITY HEALTH SYSTEMS, INC. AND SUBSIDIARIES
|
|
Condensed Consolidated Statements of Income (a)(b)
|
|
(in thousands, except per share amounts)
|
|
(Unaudited)
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended December 31,
|
|
|
|
2012
|
|
2011
|
|
|
|
Amount
|
|
% of Net
Operating
Revenues
|
|
Amount
|
|
% of Net
Operating
Revenues
|
|
Operating revenues (net of contractual allowances and discounts)
|
|
$
|
3,761,599
|
|
|
|
|
$
|
3,442,514
|
|
|
|
|
Provision for bad debts
|
|
|
484,653
|
|
|
|
|
|
436,689
|
|
|
|
|
Net operating revenues
|
|
|
3,276,946
|
|
|
100.0
|
%
|
|
|
3,005,825
|
|
|
100.0
|
%
|
|
|
|
|
|
|
|
|
|
|
|
Operating costs and expenses:
|
|
|
|
|
|
|
|
|
|
Salaries and benefits
|
|
|
1,556,399
|
|
|
47.5
|
%
|
|
|
1,421,310
|
|
|
47.3
|
%
|
|
Supplies
|
|
|
500,971
|
|
|
15.3
|
%
|
|
|
467,864
|
|
|
15.6
|
%
|
|
Other operating expenses
|
|
|
729,761
|
|
|
22.2
|
%
|
|
|
622,501
|
|
|
20.7
|
%
|
|
Electronic health records incentive reimbursement (g)
|
|
|
(53,142
|
)
|
|
-1.6
|
%
|
|
|
(23,170
|
)
|
|
-0.8
|
%
|
|
Rent
|
|
|
70,505
|
|
|
2.2
|
%
|
|
|
64,699
|
|
|
2.2
|
%
|
|
Depreciation and amortization
|
|
|
189,196
|
|
|
5.8
|
%
|
|
|
171,628
|
|
|
5.7
|
%
|
|
Total operating costs and expenses
|
|
|
2,993,690
|
|
|
91.4
|
%
|
|
|
2,724,832
|
|
|
90.7
|
%
|
|
|
|
|
|
|
|
|
|
|
|
Income from operations (e), (g), (h), (i)
|
|
|
283,256
|
|
|
8.6
|
%
|
|
|
280,993
|
|
|
9.3
|
%
|
|
Interest expense, net
|
|
|
160,586
|
|
|
4.9
|
%
|
|
|
158,482
|
|
|
5.2
|
%
|
|
Loss from early extinguishment of debt
|
|
|
-
|
|
|
0.0
|
%
|
|
|
66,019
|
|
|
2.2
|
%
|
|
Equity in earnings of unconsolidated affiliates
|
|
|
(9,420
|
)
|
|
-0.3
|
%
|
|
|
(11,146
|
)
|
|
-0.4
|
%
|
|
Impairment of long-lived assets (f)
|
|
|
10,000
|
|
|
0.3
|
%
|
|
|
-
|
|
|
0.0
|
%
|
|
Income from continuing operations before income taxes
|
|
|
122,090
|
|
|
3.7
|
%
|
|
|
67,638
|
|
|
2.3
|
%
|
|
Provision for income taxes
|
|
|
36,464
|
|
|
1.1
|
%
|
|
|
12,023
|
|
|
0.4
|
%
|
|
Income from continuing operations (e), (f), (g), (h), (i)
|
|
|
85,626
|
|
|
2.6
|
%
|
|
|
55,615
|
|
|
1.9
|
%
|
|
|
|
|
|
|
|
|
|
|
|
Discontinued operations, net of taxes:
|
|
|
|
|
|
|
|
|
|
Loss from operations of entities sold
|
|
|
-
|
|
|
0.0
|
%
|
|
|
(3,223
|
)
|
|
-0.1
|
%
|
|
Impairment of hospitals sold
|
|
|
-
|
|
|
0.0
|
%
|
|
|
-
|
|
|
0.0
|
%
|
|
Loss on sale, net
|
|
|
-
|
|
|
0.0
|
%
|
|
|
728
|
|
|
0.0
|
%
|
|
Loss from discontinued operations, net of taxes
|
|
|
-
|
|
|
0.0
|
%
|
|
|
(2,495
|
)
|
|
-0.1
|
%
|
|
Net income
|
|
|
85,626
|
|
|
2.6
|
%
|
|
|
53,120
|
|
|
1.8
|
%
|
|
Less: Net income attributable to noncontrolling interests
|
|
|
23,052
|
|
|
0.7
|
%
|
|
|
22,189
|
|
|
0.8
|
%
|
|
Net income attributable to Community Health Systems, Inc.
stockholders
|
|
$
|
62,574
|
|
|
1.9
|
%
|
|
$
|
30,931
|
|
|
1.0
|
%
|
|
|
|
|
|
|
|
|
|
|
|
Basic earnings (loss) per share attributable to Community
Health Systems, Inc. common stockholders (k):
|
|
|
|
|
|
|
|
|
|
Continuing operations (e), (f), (g), (h), (i)
|
|
$
|
0.70
|
|
|
|
|
$
|
0.38
|
|
|
|
|
Discontinued operations
|
|
|
-
|
|
|
|
|
|
(0.03
|
)
|
|
|
|
Net income
|
|
$
|
0.70
|
|
|
|
|
$
|
0.35
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted earnings (loss) per share attributable to Community
Health Systems, Inc. common stockholders (k), (l):
|
|
|
|
|
|
|
|
|
|
Continuing operations (e), (f), (g), (h), (i)
|
|
$
|
0.69
|
|
|
|
|
$
|
0.38
|
|
|
|
|
Discontinued operations
|
|
|
-
|
|
|
|
|
|
(0.03
|
)
|
|
|
|
Net income
|
|
$
|
0.69
|
|
|
|
|
$
|
0.35
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted-average number of shares outstanding (j):
|
|
|
|
|
|
|
|
|
|
Basic
|
|
|
89,882
|
|
|
|
|
|
88,345
|
|
|
|
|
Diluted
|
|
|
90,828
|
|
|
|
|
|
88,914
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
_____
|
|
|
|
|
|
|
|
|
|
For footnotes, see pages 12, 13 and 14.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
COMMUNITY HEALTH SYSTEMS, INC. AND SUBSIDIARIES
|
|
Condensed Consolidated Statements of Income (a)(b)
|
|
(in thousands, except per share amounts)
|
|
(Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
Year Ended December 31,
|
|
|
|
2012
|
|
2011
|
|
|
|
Amount
|
|
% of Net
Operating
Revenues
|
|
Amount
|
|
% of Net
Operating
Revenues
|
|
Operating revenues (net of contractual allowances and discounts)
|
|
$
|
14,988,179
|
|
|
|
|
$
|
13,626,168
|
|
|
|
|
Provision for bad debts
|
|
|
1,959,194
|
|
|
|
|
|
1,719,956
|
|
|
|
|
Net operating revenues
|
|
|
13,028,985
|
|
|
100.0
|
%
|
|
|
11,906,212
|
|
|
100.0
|
%
|
|
|
|
|
|
|
|
|
|
|
|
Operating costs and expenses:
|
|
|
|
|
|
|
|
|
|
Salaries and benefits
|
|
|
6,103,931
|
|
|
46.9
|
%
|
|
|
5,577,925
|
|
|
46.9
|
%
|
|
Supplies
|
|
|
1,973,491
|
|
|
15.1
|
%
|
|
|
1,834,106
|
|
|
15.4
|
%
|
|
Other operating expenses
|
|
|
2,869,786
|
|
|
22.0
|
%
|
|
|
2,515,638
|
|
|
21.1
|
%
|
|
Electronic health records incentive reimbursement (g)
|
|
|
(126,734
|
)
|
|
-1.0
|
%
|
|
|
(63,397
|
)
|
|
-0.5
|
%
|
|
Rent
|
|
|
272,829
|
|
|
2.1
|
%
|
|
|
254,781
|
|
|
2.1
|
%
|
|
Depreciation and amortization
|
|
|
725,558
|
|
|
5.6
|
%
|
|
|
652,674
|
|
|
5.5
|
%
|
|
Total operating costs and expenses
|
|
|
11,818,861
|
|
|
90.7
|
%
|
|
|
10,771,727
|
|
|
90.5
|
%
|
|
|
|
|
|
|
|
|
|
|
|
Income from operations (d), (e), (g), (h), (i)
|
|
|
1,210,124
|
|
|
9.3
|
%
|
|
|
1,134,485
|
|
|
9.5
|
%
|
|
Interest expense, net
|
|
|
622,933
|
|
|
4.7
|
%
|
|
|
644,410
|
|
|
5.4
|
%
|
|
Loss from early extinguishment of debt
|
|
|
115,453
|
|
|
0.9
|
%
|
|
|
66,019
|
|
|
0.5
|
%
|
|
Equity in earnings of unconsolidated affiliates
|
|
|
(42,033
|
)
|
|
-0.3
|
%
|
|
|
(49,491
|
)
|
|
-0.4
|
%
|
|
Impairment of long-lived assets (f)
|
|
|
10,000
|
|
|
0.1
|
%
|
|
|
-
|
|
|
0.0
|
%
|
|
Income from continuing operations before income taxes
|
|
|
503,771
|
|
|
3.9
|
%
|
|
|
473,547
|
|
|
4.0
|
%
|
|
Provision for income taxes
|
|
|
157,502
|
|
|
1.2
|
%
|
|
|
137,653
|
|
|
1.2
|
%
|
|
Income from continuing operations (d), (e), (f), (g), (h), (i)
|
|
|
346,269
|
|
|
2.7
|
%
|
|
|
335,894
|
|
|
2.8
|
%
|
|
|
|
|
|
|
|
|
|
|
|
Discontinued operations, net of taxes:
|
|
|
|
|
|
|
|
|
|
Loss from operations of entities sold
|
|
|
(466
|
)
|
|
0.0
|
%
|
|
|
(7,769
|
)
|
|
-0.1
|
%
|
|
Impairment of hospitals sold
|
|
|
-
|
|
|
0.0
|
%
|
|
|
(47,930
|
)
|
|
-0.4
|
%
|
|
Loss on sale, net
|
|
|
-
|
|
|
0.0
|
%
|
|
|
(2,572
|
)
|
|
0.0
|
%
|
|
Loss from discontinued operations, net of taxes
|
|
|
(466
|
)
|
|
0.0
|
%
|
|
|
(58,271
|
)
|
|
-0.5
|
%
|
|
Net income
|
|
|
345,803
|
|
|
2.7
|
%
|
|
|
277,623
|
|
|
2.3
|
%
|
|
Less: Net income attributable to noncontrolling interests
|
|
|
80,163
|
|
|
0.7
|
%
|
|
|
75,675
|
|
|
0.6
|
%
|
|
Net income attributable to Community Health Systems, Inc.
stockholders
|
|
$
|
265,640
|
|
|
2.0
|
%
|
|
$
|
201,948
|
|
|
1.7
|
%
|
|
|
|
|
|
|
|
|
|
|
|
Basic earnings (loss) per share attributable to Community
Health Systems, Inc. common stockholders (k):
|
|
|
|
|
|
|
|
|
|
Continuing operations (d), (e), (f), (g), (h), (i)
|
|
$
|
2.98
|
|
|
|
|
$
|
2.89
|
|
|
|
|
Discontinued operations
|
|
|
(0.01
|
)
|
|
|
|
|
(0.65
|
)
|
|
|
|
Net income
|
|
$
|
2.98
|
|
|
|
|
$
|
2.24
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted earnings (loss) per share attributable to Community
Health Systems, Inc. common stockholders (k), (l):
|
|
|
|
|
|
|
|
|
|
Continuing operations (d), (e), (f), (g), (h), (i)
|
|
$
|
2.96
|
|
|
|
|
$
|
2.87
|
|
|
|
|
Discontinued operations
|
|
|
(0.01
|
)
|
|
|
|
|
(0.64
|
)
|
|
|
|
Net income
|
|
$
|
2.96
|
|
|
|
|
$
|
2.23
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted-average number of shares outstanding (j):
|
|
|
|
|
|
|
|
|
|
Basic
|
|
|
89,243
|
|
|
|
|
|
89,967
|
|
|
|
|
Diluted
|
|
|
89,807
|
|
|
|
|
|
90,666
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
____
|
|
|
|
|
|
|
|
|
|
For footnotes, see pages 12, 13 and 14.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
COMMUNITY HEALTH SYSTEMS, INC. AND SUBSIDIARIES
|
|
Condensed Consolidated Statements of Comprehensive Income
|
|
(in thousands)
|
|
(Unaudited)
|
|
|
|
|
|
|
|
|
|
Three Months Ended December 31,
|
|
Year Ended December 31,
|
|
|
|
2012
|
|
2011
|
|
2012
|
|
2011
|
|
|
|
|
|
|
|
|
|
|
|
Net income
|
|
$
|
85,626
|
|
|
$
|
53,120
|
|
|
$
|
345,803
|
|
|
$
|
277,623
|
|
|
Other comprehensive income (loss), net of income taxes:
|
|
|
|
|
|
|
|
|
|
Net change in fair value of interest rate swaps
|
|
|
17,643
|
|
|
|
24,946
|
|
|
|
46,409
|
|
|
|
55,145
|
|
|
Net change in fair value of available-for-sale securities
|
|
|
(497
|
)
|
|
|
1,732
|
|
|
|
3,012
|
|
|
|
(960
|
)
|
|
Amortization and recognition of unrecognized pension cost components
|
|
|
(13,735
|
)
|
|
|
(10,106
|
)
|
|
|
(10,252
|
)
|
|
|
(7,737
|
)
|
|
Other comprehensive income (loss)
|
|
|
3,411
|
|
|
|
16,572
|
|
|
|
39,169
|
|
|
|
46,448
|
|
|
Comprehensive income
|
|
|
89,037
|
|
|
|
69,692
|
|
|
|
384,972
|
|
|
|
324,071
|
|
|
Less: Comprehensive income attributable to noncontrolling interests
|
|
|
23,052
|
|
|
|
22,189
|
|
|
|
80,163
|
|
|
|
75,675
|
|
|
Comprehensive income attributable to Community Health Systems,
Inc. stockholders
|
|
$
|
65,985
|
|
|
$
|
47,503
|
|
|
$
|
304,809
|
|
|
$
|
248,396
|
|
|
|
|
|
|
|
|
|
|
|
|
_____
|
|
|
|
|
|
|
|
|
|
For footnotes, see pages 12, 13 and 14.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
COMMUNITY HEALTH SYSTEMS, INC. AND SUBSIDIARIES
|
|
Selected Operating Data (b)
|
|
($ In thousands)
|
|
(Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
For the Three Months Ended December 31,
|
|
|
|
Consolidated
|
|
Same-Store
|
|
|
|
2012
|
|
2011
|
|
% Change
|
|
2012
|
|
2011
|
|
% Change
|
|
Number of hospitals (at end of period)
|
|
|
135
|
|
|
|
131
|
|
|
|
|
|
131
|
|
|
|
131
|
|
|
|
|
Licensed beds (at end of period)
|
|
|
20,334
|
|
|
|
19,695
|
|
|
|
|
|
19,662
|
|
|
|
19,695
|
|
|
|
|
Beds in service (at end of period)
|
|
|
17,265
|
|
|
|
16,832
|
|
|
|
|
|
16,745
|
|
|
|
16,832
|
|
|
|
|
Admissions
|
|
|
173,392
|
|
|
|
165,542
|
|
|
4.7
|
%
|
|
|
167,117
|
|
|
|
165,542
|
|
|
1.0
|
%
|
|
Adjusted admissions
|
|
|
352,855
|
|
|
|
331,720
|
|
|
6.4
|
%
|
|
|
339,427
|
|
|
|
331,720
|
|
|
2.3
|
%
|
|
Patient days
|
|
|
756,217
|
|
|
|
732,430
|
|
|
|
|
|
729,843
|
|
|
|
732,430
|
|
|
|
|
Average length of stay (days)
|
|
|
4.4
|
|
|
|
4.4
|
|
|
|
|
|
4.4
|
|
|
|
4.4
|
|
|
|
|
Occupancy rate (average beds in service)
|
|
|
47.6
|
%
|
|
|
47.3
|
%
|
|
|
|
|
47.4
|
%
|
|
|
47.3
|
%
|
|
|
|
Net operating revenues
|
|
$
|
3,276,946
|
|
|
$
|
3,005,825
|
|
|
9.0
|
%
|
|
$
|
3,172,452
|
|
|
$
|
3,005,656
|
|
|
5.5
|
%
|
|
Net inpatient revenues as a % of operating revenues before
provision for bad debts
|
|
|
43.8
|
%
|
|
|
44.5
|
%
|
|
|
|
|
43.7
|
%
|
|
|
44.5
|
%
|
|
|
|
Net outpatient revenues as a % of operating revenues before
provision for bad debts
|
|
|
54.3
|
%
|
|
|
53.5
|
%
|
|
|
|
|
54.5
|
%
|
|
|
53.5
|
%
|
|
|
|
Income from operations (e), (g), (h), (i)
|
|
$
|
283,256
|
|
|
$
|
280,993
|
|
|
0.8
|
%
|
|
$
|
296,206
|
|
|
$
|
288,893
|
|
|
2.5
|
%
|
|
Income from operations as a % of net operating revenues
|
|
|
8.6
|
%
|
|
|
9.3
|
%
|
|
|
|
|
9.3
|
%
|
|
|
9.6
|
%
|
|
|
|
Depreciation and amortization
|
|
$
|
189,196
|
|
|
$
|
171,628
|
|
|
|
|
$
|
185,179
|
|
|
$
|
171,628
|
|
|
|
|
Equity in earnings of unconsolidated affiliates
|
|
$
|
(9,420
|
)
|
|
$
|
(11,146
|
)
|
|
|
|
$
|
(9,419
|
)
|
|
$
|
(11,146
|
)
|
|
|
|
Liquidity Data:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted EBITDA (c)
|
|
$
|
481,872
|
|
|
$
|
463,767
|
|
|
3.9
|
%
|
|
|
|
|
|
|
|
Adjusted EBITDA as a % of net operating revenues
|
|
|
14.7
|
%
|
|
|
15.4
|
%
|
|
|
|
|
|
|
|
|
|
Net cash provided by operating activities
|
|
$
|
502,255
|
|
|
$
|
441,673
|
|
|
|
|
|
|
|
|
|
|
Net cash provided by operating activities as a % of net operating
revenues
|
|
|
15.3
|
%
|
|
|
14.7
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
_____
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For footnotes, see pages 12, 13 and 14.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
COMMUNITY HEALTH SYSTEMS, INC. AND SUBSIDIARIES
|
|
Selected Operating Data (b)
|
|
($ In thousands)
|
|
(Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the Year Ended December 31,
|
|
|
|
Consolidated
|
|
Same-Store
|
|
|
|
2012
|
|
2011
|
|
% Change
|
|
2012
|
|
2011
|
|
% Change
|
|
Number of hospitals (at end of period)
|
|
|
135
|
|
|
|
131
|
|
|
|
|
|
131
|
|
|
|
131
|
|
|
|
|
Licensed beds (at end of period)
|
|
|
20,334
|
|
|
|
19,695
|
|
|
|
|
|
19,662
|
|
|
|
19,695
|
|
|
|
|
Beds in service (at end of period)
|
|
|
17,265
|
|
|
|
16,832
|
|
|
|
|
|
16,745
|
|
|
|
16,832
|
|
|
|
|
Admissions
|
|
|
701,837
|
|
|
|
675,050
|
|
|
4.0
|
%
|
|
|
668,679
|
|
|
|
675,050
|
|
|
-0.9
|
%
|
|
Adjusted admissions
|
|
|
1,418,472
|
|
|
|
1,330,988
|
|
|
6.6
|
%
|
|
|
1,351,043
|
|
|
|
1,330,988
|
|
|
1.5
|
%
|
|
Patient days
|
|
|
3,058,931
|
|
|
|
2,970,044
|
|
|
|
|
|
2,902,418
|
|
|
|
2,970,044
|
|
|
|
|
Average length of stay (days)
|
|
|
4.4
|
|
|
|
4.4
|
|
|
|
|
|
4.3
|
|
|
|
4.4
|
|
|
|
|
Occupancy rate (average beds in service)
|
|
|
48.6
|
%
|
|
|
49.1
|
%
|
|
|
|
|
48.3
|
%
|
|
|
49.1
|
%
|
|
|
|
Net operating revenues
|
|
$
|
13,028,985
|
|
|
$
|
11,906,212
|
|
|
9.4
|
%
|
|
$
|
12,438,580
|
|
|
$
|
11,893,095
|
|
|
4.6
|
%
|
|
Net inpatient revenues as a % of operating revenues before
provision for bad debts
|
|
|
44.7
|
%
|
|
|
46.1
|
%
|
|
|
|
|
44.2
|
%
|
|
|
46.1
|
%
|
|
|
|
Net outpatient revenues as a % of operating revenues before
provision for bad debts
|
|
|
53.4
|
%
|
|
|
51.9
|
%
|
|
|
|
|
53.9
|
%
|
|
|
51.9
|
%
|
|
|
|
Income from operations (d), (e), (g), (h), (i)
|
|
$
|
1,210,124
|
|
|
$
|
1,134,485
|
|
|
6.7
|
%
|
|
$
|
1,198,243
|
|
|
$
|
1,164,545
|
|
|
2.9
|
%
|
|
Income from operations as a % of net operating revenues
|
|
|
9.3
|
%
|
|
|
9.5
|
%
|
|
|
|
|
9.6
|
%
|
|
|
9.8
|
%
|
|
|
|
Depreciation and amortization
|
|
$
|
725,558
|
|
|
$
|
652,674
|
|
|
|
|
$
|
703,236
|
|
|
$
|
652,674
|
|
|
|
|
Equity in earnings of unconsolidated affiliates
|
|
$
|
(42,033
|
)
|
|
$
|
(49,491
|
)
|
|
|
|
$
|
(42,210
|
)
|
|
$
|
(49,491
|
)
|
|
|
|
Liquidity Data:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted EBITDA (c)
|
|
$
|
1,977,715
|
|
|
$
|
1,836,650
|
|
|
7.7
|
%
|
|
|
|
|
|
|
|
Adjusted EBITDA as a % of net operating revenues
|
|
|
15.2
|
%
|
|
|
15.4
|
%
|
|
|
|
|
|
|
|
|
|
Net cash provided by operating activities
|
|
$
|
1,280,120
|
|
|
$
|
1,261,908
|
|
|
|
|
|
|
|
|
|
|
Net cash provided by operating activities as a % of net operating
revenues
|
|
|
9.8
|
%
|
|
|
10.6
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
_____
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For footnotes, see pages 12, 13 and 14.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
COMMUNITY HEALTH SYSTEMS, INC. AND SUBSIDIARIES
|
|
Condensed Consolidated Balance Sheets
|
|
(in thousands, except share data)
|
|
(Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
December 31,
|
|
December 31,
|
|
|
|
|
2012
|
|
2011
|
|
ASSETS
|
|
|
|
|
|
Current assets
|
|
|
|
|
|
|
Cash and cash equivalents
|
|
$
|
387,813
|
|
|
$
|
129,865
|
|
|
|
Patient accounts receivable, net of allowance for doubtful
accounts of $2,201,875 and $1,891,334 at December 31, 2012 and
December 31, 2011, respectively
|
|
|
2,067,379
|
|
|
|
1,834,167
|
|
|
|
Supplies
|
|
|
368,172
|
|
|
|
346,611
|
|
|
|
Prepaid income taxes
|
|
|
49,888
|
|
|
|
101,389
|
|
|
|
Deferred income taxes
|
|
|
117,045
|
|
|
|
89,797
|
|
|
|
Prepaid expenses and taxes
|
|
|
126,561
|
|
|
|
112,613
|
|
|
|
Other current assets
|
|
|
302,284
|
|
|
|
231,647
|
|
|
|
Total current assets
|
|
|
3,419,142
|
|
|
|
2,846,089
|
|
|
Property and equipment
|
|
|
10,145,408
|
|
|
|
9,369,528
|
|
|
|
Less accumulated depreciation and amortization
|
|
|
(2,993,535
|
)
|
|
|
(2,513,552
|
)
|
|
|
Property and equipment, net
|
|
|
7,151,873
|
|
|
|
6,855,976
|
|
|
Goodwill
|
|
|
4,408,138
|
|
|
|
4,264,845
|
|
|
Other assets, net
|
|
|
1,627,182
|
|
|
|
1,241,930
|
|
|
Total assets
|
|
$
|
16,606,335
|
|
|
$
|
15,208,840
|
|
|
|
|
|
|
|
|
|
LIABILITIES AND EQUITY
|
|
|
|
|
|
Current liabilities
|
|
|
|
|
|
|
Current maturities of long-term debt
|
|
$
|
89,911
|
|
|
$
|
63,706
|
|
|
|
Accounts payable
|
|
|
825,914
|
|
|
|
748,997
|
|
|
|
Accrued interest
|
|
|
110,702
|
|
|
|
110,121
|
|
|
|
Accrued liabilities
|
|
|
1,116,693
|
|
|
|
988,315
|
|
|
|
Total current liabilities
|
|
|
2,143,220
|
|
|
|
1,911,139
|
|
|
Long-term debt
|
|
|
9,451,394
|
|
|
|
8,782,798
|
|
|
Deferred income taxes
|
|
|
808,489
|
|
|
|
704,725
|
|
|
Other long-term liabilities
|
|
|
1,039,045
|
|
|
|
949,990
|
|
|
Total liabilities
|
|
|
13,442,148
|
|
|
|
12,348,652
|
|
|
Redeemable noncontrolling interests in equity of consolidated
subsidiaries
|
|
|
367,666
|
|
|
|
395,743
|
|
|
|
|
|
|
|
|
|
EQUITY
|
|
|
|
|
|
Community Health Systems, Inc. stockholders' equity
|
|
|
|
|
|
|
Preferred stock, $.01 par value per share, 100,000,000 shares
authorized; none issued
|
|
|
-
|
|
|
|
-
|
|
|
|
Common stock, $.01 par value per share, 300,000,000 shares
authorized; 92,925,715 shares issued and 91,950,166 shares
outstanding at December 31, 2012 and 91,547,079 shares issued and
90,571,530 shares outstanding at December 31, 2011
|
|
|
929
|
|
|
|
915
|
|
|
|
Additional paid-in capital
|
|
|
1,138,274
|
|
|
|
1,086,008
|
|
|
|
Treasury stock, at cost, 975,549 shares at December 31, 2012 and
December 31, 2011
|
|
|
(6,678
|
)
|
|
|
(6,678
|
)
|
|
|
Accumulated other comprehensive loss
|
|
|
(145,310
|
)
|
|
|
(184,479
|
)
|
|
|
Retained earnings
|
|
|
1,743,992
|
|
|
|
1,501,330
|
|
|
|
Total Community Health Systems, Inc. stockholders' equity
|
|
|
2,731,207
|
|
|
|
2,397,096
|
|
|
Noncontrolling interests in equity of consolidated subsidiaries
|
|
|
65,314
|
|
|
|
67,349
|
|
|
Total equity
|
|
|
2,796,521
|
|
|
|
2,464,445
|
|
|
Total liabilities and equity
|
|
$
|
16,606,335
|
|
|
$
|
15,208,840
|
|
|
|
|
|
|
|
|
|
|
|
|
_____
|
|
|
|
|
|
|
|
|
|
For footnotes, see pages 12, 13 and 14.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
COMMUNITY HEALTH SYSTEMS, INC. AND SUBSIDIARIES
|
|
Condensed Consolidated Statements of Cash Flows
|
|
(in thousands)
|
|
(Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
Year Ended
|
|
|
|
December 31,
|
|
|
|
2012
|
|
2011
|
|
Cash flows from operating activities
|
|
|
|
|
|
|
|
Net income
|
|
$
|
345,803
|
|
|
$
|
277,623
|
|
|
Adjustments to reconcile net income to net cash provided by
operating activities:
|
|
|
|
|
|
|
|
Depreciation and amortization
|
|
|
725,558
|
|
|
|
657,665
|
|
|
Deferred income taxes
|
|
|
53,407
|
|
|
|
107,032
|
|
|
Stock-based compensation expense
|
|
|
40,896
|
|
|
|
42,542
|
|
|
Loss on sale, net
|
|
|
-
|
|
|
|
2,572
|
|
|
Impairment of hospitals sold
|
|
|
-
|
|
|
|
47,930
|
|
|
Impairment of long-lived assets
|
|
|
10,000
|
|
|
|
-
|
|
|
Loss from early extinguishment of debt
|
|
|
115,453
|
|
|
|
66,019
|
|
|
Excess tax benefit relating to stock-based compensation
|
|
|
(3,973
|
)
|
|
|
(5,290
|
)
|
|
Other non-cash expenses, net
|
|
|
33,251
|
|
|
|
28,716
|
|
|
Changes in operating assets and liabilities, net of effects of
acquisitions and divestitures:
|
|
|
|
|
|
|
|
Patient accounts receivable
|
|
|
(204,151
|
)
|
|
|
(138,332
|
)
|
|
Supplies, prepaid expenses and other current assets
|
|
|
(99,799
|
)
|
|
|
(42,858
|
)
|
|
Accounts payable, accrued liabilities and income taxes
|
|
|
246,301
|
|
|
|
246,110
|
|
|
Other
|
|
|
17,374
|
|
|
|
(27,821
|
)
|
|
Net cash provided by operating activities
|
|
|
1,280,120
|
|
|
|
1,261,908
|
|
|
|
|
|
|
|
|
|
|
Cash flows from investing activities
|
|
|
|
|
|
|
|
Acquisitions of facilities and other related equipment
|
|
|
(322,315
|
)
|
|
|
(415,360
|
)
|
|
Purchases of property and equipment
|
|
|
(768,790
|
)
|
|
|
(776,713
|
)
|
|
Proceeds from disposition of hospitals and other ancillary operations
|
|
|
-
|
|
|
|
173,387
|
|
|
Proceeds from sale of property and equipment
|
|
|
5,897
|
|
|
|
11,160
|
|
|
Increase in other investments
|
|
|
(297,994
|
)
|
|
|
(188,249
|
)
|
|
Net cash used in investing activities
|
|
|
(1,383,202
|
)
|
|
|
(1,195,775
|
)
|
|
|
|
|
|
|
|
|
|
Cash flows from financing activities
|
|
|
|
|
|
|
|
Proceeds from exercise of stock options
|
|
|
20,858
|
|
|
|
18,910
|
|
|
Repurchase of restricted stock shares for payroll tax withholding
requirements
|
|
|
(9,314
|
)
|
|
|
(13,311
|
)
|
|
Payment of special dividend to stockholders
|
|
|
(22,535
|
)
|
|
|
-
|
|
|
Deferred financing costs
|
|
|
(141,219
|
)
|
|
|
(19,352
|
)
|
|
Excess tax benefit relating to stock-based compensation
|
|
|
3,973
|
|
|
|
5,290
|
|
|
Stock buy-back
|
|
|
-
|
|
|
|
(85,790
|
)
|
|
Proceeds from noncontrolling investors in joint ventures
|
|
|
535
|
|
|
|
1,229
|
|
|
Redemption of noncontrolling investments in joint ventures
|
|
|
(44,287
|
)
|
|
|
(13,022
|
)
|
|
Distributions to noncontrolling investors in joint ventures
|
|
|
(68,344
|
)
|
|
|
(56,094
|
)
|
|
Borrowings under credit agreements
|
|
|
3,975,866
|
|
|
|
578,236
|
|
|
Issuance of long-term debt
|
|
|
3,825,000
|
|
|
|
1,000,000
|
|
|
Proceeds from receivables facility
|
|
|
350,000
|
|
|
|
-
|
|
|
Repayments of long-term indebtedness
|
|
|
(7,529,503
|
)
|
|
|
(1,651,533
|
)
|
|
Net cash provided by (used in) financing activities
|
|
|
361,030
|
|
|
|
(235,437
|
)
|
|
|
|
|
|
|
|
|
|
Net change in cash and cash equivalents
|
|
|
257,948
|
|
|
|
(169,304
|
)
|
|
Cash and cash equivalents at beginning of period
|
|
|
129,865
|
|
|
|
299,169
|
|
|
Cash and cash equivalents at end of period
|
|
$
|
387,813
|
|
|
$
|
129,865
|
|
|
|
|
|
|
|
|
|
|
|
|
_____
|
|
|
|
|
|
|
|
|
|
For footnotes, see pages 12, 13 and 14.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Footnotes to Financial Highlights, Financial Statements and Selected
Operating Data
(a) The following table provides information needed to calculate income
per share, which is adjusted for income attributable to noncontrolling
interests (in thousands):
|
|
|
Three Months Ended
|
|
Year Ended
|
|
|
|
December 31,
|
|
December 31,
|
|
|
|
2012
|
|
2011
|
|
2012
|
|
2011
|
|
Income from continuing operations attributable to Community Health
Systems, Inc. common stockholders:
|
|
|
|
|
|
|
|
|
|
Income from continuing operations, net of taxes
|
|
$
|
85,626
|
|
$
|
55,615
|
|
|
$
|
346,269
|
|
|
$
|
335,894
|
|
|
Less: Income from continuing operations attributable to
noncontrolling interests, net of taxes
|
|
|
23,052
|
|
|
22,189
|
|
|
|
80,163
|
|
|
|
75,675
|
|
|
Income from continuing operations attributable to Community Health
Systems, Inc. common stockholders - basic and diluted
|
|
$
|
62,574
|
|
$
|
33,426
|
|
|
$
|
266,106
|
|
|
$
|
260,219
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss from discontinued operations attributable to Community Health
Systems, Inc. common stockholders:
|
|
|
|
|
|
|
|
|
|
Loss from discontinued operations, net of taxes
|
|
$
|
-
|
|
$
|
(2,495
|
)
|
|
$
|
(466
|
)
|
|
$
|
(58,271
|
)
|
|
Less: Loss from discontinued operations attributable to
noncontrolling interests, net of taxes
|
|
|
-
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
Loss from discontinued operations attributable to Community Health
Systems, Inc. common stockholders - basic and diluted
|
|
$
|
-
|
|
$
|
(2,495
|
)
|
|
$
|
(466
|
)
|
|
$
|
(58,271
|
)
|
|
|
|
|
|
|
|
|
|
|
(b) Continuing operating results exclude discontinued operations for the
three months and year ended December 31, 2012 and 2011. Both financial
and statistical results exclude entities in discontinued operations for
all periods presented.
(c) EBITDA consists of net income attributable to Community Health
Systems, Inc. before interest, income taxes, and depreciation and
amortization. Adjusted EBITDA is EBITDA adjusted to exclude discontinued
operations, gain/loss from early extinguishment of debt, impairment of
long-lived assets, and net income attributable to noncontrolling
interests. The Company has from time to time sold noncontrolling
interests in certain of its subsidiaries or acquired subsidiaries with
existing noncontrolling interest ownership positions. The Company
believes that it is useful to present adjusted EBITDA because it
excludes the portion of EBITDA attributable to these third-party
interests and clarifies for investors the Company's portion of EBITDA
generated by continuing operations. The Company uses adjusted EBITDA as
a measure of liquidity. The Company has included this measure because it
believes it provides investors with additional information about the
Company's ability to incur and service debt and make capital
expenditures. Adjusted EBITDA is the basis for a key component in the
determination of the Company's compliance with some of the covenants
under the Company's senior secured credit facility, as well as to
determine the interest rate and commitment fee payable under the senior
secured credit facility.
Adjusted EBITDA is not a measurement of financial performance or
liquidity under U.S. GAAP. It should not be considered in isolation or
as a substitute for net income, operating income, cash flows from
operating, investing or financing activities, or any other measure
calculated in accordance with U.S. GAAP. The items excluded from
adjusted EBITDA are significant components in understanding and
evaluating financial performance and liquidity. This calculation of
adjusted EBITDA may not be comparable to similarly titled measures
reported by other companies.
The following table reconciles adjusted EBITDA, as defined, to net cash
provided by operating activities as derived directly from the condensed
consolidated financial statements (in thousands):
|
|
|
Three Months Ended
|
|
Year Ended
|
|
|
|
December 31,
|
|
December 31,
|
|
|
|
2012
|
|
2011
|
|
2012
|
|
2011
|
|
Adjusted EBITDA
|
|
$
|
481,872
|
|
|
$
|
463,767
|
|
|
$
|
1,977,715
|
|
|
$
|
1,836,650
|
|
|
Interest expense, net
|
|
|
(160,586
|
)
|
|
|
(158,482
|
)
|
|
|
(622,933
|
)
|
|
|
(644,410
|
)
|
|
Provision for income taxes
|
|
|
(36,464
|
)
|
|
|
(12,023
|
)
|
|
|
(157,502
|
)
|
|
|
(137,653
|
)
|
|
Loss from operations of entities sold, net of taxes
|
|
|
-
|
|
|
|
(3,223
|
)
|
|
|
(466
|
)
|
|
|
(7,769
|
)
|
|
Other non-cash expenses, net
|
|
|
18,529
|
|
|
|
24,837
|
|
|
|
70,174
|
|
|
|
70,959
|
|
|
Changes in operating assets and liabilities, net of effects of
acquisitions and divestitures
|
|
|
198,904
|
|
|
|
126,797
|
|
|
|
13,132
|
|
|
|
144,131
|
|
|
Net cash provided by operating activities
|
|
$
|
502,255
|
|
|
$
|
441,673
|
|
|
$
|
1,280,120
|
|
|
$
|
1,261,908
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Footnotes to Financial Highlights, Financial Statements and Selected
Operating Data (Continued)
(d) Included in non-same-store income from operations and income from
continuing operations for the year ended December 31, 2012, is
approximately $105 million of net operating revenues and approximately
$7 million of related expenses from an industry-wide settlement with the
United States Department of Health and Human Services and Centers for
Medicare and Medicaid Services based on a claim that acute-care
hospitals in the U.S. were underpaid from the Medicare inpatient
prospective payment system in federal fiscal years 1999 through 2011.
These amounts have been updated from our original estimates for
immaterial adjustments made throughout the year. The underpayments
resulted from calculations related to the rural floor budget neutrality
adjustments implemented in connection with the Balanced Budget Act of
1997. In addition, included in net income attributable to noncontrolling
interests is approximately $3 million related to this settlement. Also
included is an unfavorable adjustment to net operating revenue of
approximately $21 million related to the revised Supplemental Security
Income ratios for federal fiscal years 2006 through 2009 utilized for
calculating Medicare Disproportionate Share Hospital reimbursements.
These adjustments resulted in an after-tax benefit to net income of
$0.51 per share (diluted).
(e) Included in non-same-store income from operations and income from
continuing operations for the three months and year ended December 31,
2012, are pretax charges of $13.4 million and $32.3 million,
respectively, for the settlement of certain legal matters and other
regulatory matters. These items resulted in an after-tax charge to net
income of $0.09 per share (diluted) and $0.22 per share (diluted) for
the three months and year ended December 31, 2012, respectively.
(f) Included in income from continuing operations for the three months
and year ended December 31, 2012, is a $10.0 million pretax charge,
resulting in an after-tax charge to net income of $0.07 per share
(diluted), related to the impairment of three small hospitals.
(g) Included in income from operations and income from continuing
operations for the three months and year ended December 31, 2012, is the
Electronic Health Records incentive reimbursement, which represents
reimbursement from Medicare and Medicaid related to certain of the
Company's hospitals and Medicare and Medicaid for certain employed
physicians. Total costs and expenses related to the implementation of
electronic health records were approximately $25.9 million and $72.9
million, including depreciation and amortization of approximately $14.9
million and $40.0 million for the three months and year ended December
31, 2012, respectively. Total costs and expenses related to the
implementation of electronic health records were approximately $14.9
million and $29.9 million for the three months and year ended December
31, 2011, respectively. Total costs and expenses included depreciation
and amortization of approximately $6.0 million for both the three months
and year ended December 31, 2011.
(h) Included in non-same-store income from operations and income from
continuing operations are pretax legal and other costs, offset by
insurance recoveries beginning in June 2012, related to the Tenet
Healthcare Corporation ("Tenet") lawsuit, governmental investigation and
shareholder lawsuits of $2.5 million and $3.1 million for the three
months ended December 31, 2012 and 2011, respectively, and $5.5 million
and $15.3 million for the years ended December 31, 2012 and 2011,
respectively.
(i) Included in non-same-store income from operations and income from
continuing operations are pretax charges related to acquisition costs
(other than Tenet) of $0.9 million and $4.5 million for the three months
ended December 31, 2012 and 2011, respectively, and $10.0 million and
$12.5 million for the years ended December 31, 2012 and 2011,
respectively.
(j) The following table sets forth components reconciling the basic
weighted-average number of shares to the diluted weighted-average number
of shares (in thousands):
|
|
|
|
|
|
|
Three Months Ended
|
|
Year Ended
|
|
|
|
|
|
|
|
December 31,
|
|
December 31,
|
|
|
|
|
|
|
|
2012
|
|
2011
|
|
2012
|
|
2011
|
|
|
|
|
|
Weighted-average number of shares outstanding - basic
|
|
89,882
|
|
88,345
|
|
89,243
|
|
89,967
|
|
|
|
|
|
Add effect of dilutive securities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Stock awards and options
|
|
946
|
|
569
|
|
564
|
|
699
|
|
|
|
|
|
Weighted-average number of shares outstanding - diluted
|
|
90,828
|
|
88,914
|
|
89,807
|
|
90,666
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(k) Total per share amounts may not add due to rounding.
(l) The following supplemental tables reconcile income from continuing
operations and net income attributable to Community Health Systems, Inc.
common stockholders, as reported, on a per share (diluted) basis, with
the adjustments described herein:
|
|
|
Three Months Ended
|
|
Year Ended
|
|
|
|
December 31,
|
|
December 31,
|
|
|
|
2012
|
|
2011
|
|
2012
|
|
2011
|
|
|
|
(per share - diluted)
|
|
(per share - diluted)
|
|
|
|
|
|
|
|
|
|
|
|
Income from continuing operations, as reported
|
|
$
|
0.69
|
|
$
|
0.38
|
|
$
|
2.96
|
|
|
$
|
2.87
|
|
Adjustments:
|
|
|
|
|
|
|
|
|
|
Loss from early extinguishment of debt
|
|
|
-
|
|
|
0.47
|
|
|
0.81
|
|
|
|
0.46
|
|
Impairment of long-lived assets
|
|
|
0.07
|
|
|
-
|
|
|
0.07
|
|
|
|
-
|
|
Net benefit from industry-wide governmental settlement and payment
update
|
|
|
-
|
|
|
-
|
|
|
(0.51
|
)
|
|
|
|
Settlement of certain legal matters and other regulatory items
|
|
|
0.09
|
|
|
-
|
|
|
0.22
|
|
|
|
-
|
|
Income from continuing operations, excluding adjustments
|
|
$
|
0.85
|
|
$
|
0.85
|
|
$
|
3.55
|
|
|
$
|
3.33
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended
|
|
Year Ended
|
|
|
|
December 31,
|
|
December 31,
|
|
|
|
2012
|
|
2011
|
|
2012
|
|
2011
|
|
|
|
(per share - diluted)
|
|
(per share - diluted)
|
|
|
|
|
|
|
|
|
|
|
|
Net income, as reported
|
|
$
|
0.69
|
|
$
|
0.35
|
|
$
|
2.96
|
|
|
$
|
2.23
|
|
Adjustments:
|
|
|
|
|
|
|
|
|
|
Loss from early extinguishment of debt
|
|
|
-
|
|
|
0.47
|
|
|
0.81
|
|
|
|
0.46
|
|
Impairment of long-lived assets
|
|
|
0.07
|
|
|
-
|
|
|
0.07
|
|
|
|
-
|
|
Net benefit from industry-wide governmental settlement and payment
update
|
|
|
-
|
|
|
-
|
|
|
(0.51
|
)
|
|
|
|
Settlement of certain legal matters and other regulatory items
|
|
|
0.09
|
|
|
-
|
|
|
0.22
|
|
|
|
-
|
|
Net income, excluding adjustments
|
|
$
|
0.85
|
|
$
|
0.82
|
|
$
|
3.55
|
|
|
$
|
2.69
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Regulation FD Disclosure
The following tables set forth selected information concerning the
Company's projected consolidated operating results for the year ending
December 31, 2013. These projections are based on the Company's
historical operating performance, current trends and other assumptions
that the Company believes are reasonable at this time. The 2013 guidance
should be considered in conjunction with the assumptions included
herein. See page 17 for a list of factors that could affect the future
results of the Company or the healthcare industry generally.
The following is provided as guidance to analysts and investors:
|
|
|
|
|
|
|
2013 Projection Range
|
|
|
|
|
Net operating revenues less provision for bad debts (in millions)
|
|
$
|
13,300
|
|
to
|
|
$
|
13,800
|
|
|
|
|
Adjusted EBITDA (in millions)
|
|
$
|
1,975
|
|
to
|
|
$
|
2,050
|
|
|
|
|
Income from continuing operations per share - diluted
|
|
$
|
3.50
|
|
to
|
|
$
|
3.90
|
|
|
|
|
Same-store hospital annual adjusted admissions growth
|
|
|
0.5%
|
|
to
|
|
|
2.0%
|
|
|
|
|
Weighted-average diluted shares (in millions)
|
|
|
91
|
|
to
|
|
|
93
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income from continuing operations per share - diluted
|
|
|
|
|
|
|
|
|
|
|
|
First quarter ending March 31, 2013
|
|
$
|
0.82
|
|
|
|
$
|
0.92
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
• For the quarter ending March 31, 2013, HITECH incentive
reimbursement is projected to be 0.7% to 0.8% of the first quarter
net operating revenues, which is lower than the 1.1% to 1.2% of
net operating revenues projected for the full year.
|
|
|
|
|
|
|
The following assumptions were used in developing the 2013 guidance
provided above:
-
The Company's projection excludes any future loss on early
extinguishment of debt, impairment loss, the resolution of government
investigations or other significant legal settlements, and other
significant gains or losses that neither relate to the ordinary course
of our business nor reflect our underlying business performance.
-
For 2012, Adjusted EBITDA excluding the net benefit from the
resolution of the industry-wide governmental settlement and payment
update relating to prior periods was $1.901 billion.
-
Included in the Company's 2013 projection are anticipated
sequester-related and other potential Medicare reimbursement cuts
primarily occurring sometime after April 1, 2013, of 0.3% to 0.8% of
net operating revenues.
-
Expressed as a percentage of net operating revenues, Health
Information Technology (HITECH) electronic health records incentive
reimbursement for 2013 is projected to be approximately 1.1% to 1.2%.
Electronic health records-related total costs and expenses for 2013,
expressed as a percentage of net operating revenues, are projected to
be approximately 0.5% to 0.6%, including depreciation and
amortization, expressed as a percentage of net operating revenues, of
approximately 0.3% to 0.4%.
-
2013 projection includes three to four targeted hospital acquisitions.
-
Projected 2013 same-store hospital annual adjusted admissions growth
does not take into account service closures and other unusual events.
-
Expressed as a percentage of net operating revenues, depreciation and
amortization is projected to be approximately 5.7% to 5.9% for 2013,
an increase over 2012 caused primarily by the investments being made
in electronic health records; however, this is a fixed cost and the
percentages may vary as revenue varies. Such amounts exclude the
possible impact of any future hospital fixed asset impairments.
-
2013 projection includes an estimate of $0.05 to $0.07 per share
(diluted) of acquisition costs that are required to be expensed.
-
Interest expense, expressed as a percentage of net operating revenues,
is projected to be approximately 4.5% to 4.7%; however, interest
expense is a fixed cost and percentages may vary as revenue varies.
Total fixed rate debt, including swaps, is expected to average
approximately 75% to 85% of total debt during 2013.
-
Expressed as a percentage of net operating revenues, equity in
earnings of unconsolidated affiliates is projected to be approximately
0.3% to 0.4% for 2013.
-
Expressed as a percentage of net operating revenues, net income
attributable to noncontrolling interests is projected to be
approximately 0.5% to 0.7% for 2013.
-
Expressed as a percentage of income from continuing operations before
income taxes, provision for income tax is projected to be
approximately 31.5% to 33.5% for 2013.
-
Capital expenditures are projected as follows (in millions):
|
|
|
|
|
|
|
|
|
|
2013
Guidance
|
|
|
|
|
Total
|
|
|
|
|
|
$800
|
|
to
|
|
$900
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
-
Net cash provided by operating activities is projected as follows (in
millions):
|
|
|
|
|
|
|
|
|
|
2013
Guidance
|
|
|
|
|
Total
|
|
|
|
|
|
$1,225
|
|
to
|
|
$1,300
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
-
Projected weighted average shares outstanding include an estimated
dilutive impact from "in-the-money" stock options of approximately 1
million to 2 million shares.
The projections set forth in this press release constitute
forward-looking statements within the meaning of Section 27A of the
Securities Act, Section 21E of the Exchange Act and the Private
Securities Litigation Reform Act of 1995. 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 are 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:
-
general economic and business conditions, both nationally and in the
regions in which we operate;
-
implementation and effect of adopted and potential federal and state
healthcare legislation;
-
risks associated with our substantial indebtedness, leverage, and debt
service obligations;
-
demographic changes;
-
changes in, or the failure to comply with, governmental regulations;
-
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 managed
care provider arrangements and the terms of these arrangements;
-
changes in, or the failure to comply with, managed care provider
contracts, which could result in, among other things, disputes and
changes in reimbursements, both prospectively and retroactively;
-
changes in inpatient or outpatient Medicare and Medicaid payment
levels;
-
increases in the amount and risk of collectability of patient accounts
receivable;
-
increases in wages as a result of inflation or competition for highly
technical positions and rising supply 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
health care workers;
-
trends toward treatment of patients in less acute or specialty
healthcare settings, including ambulatory surgery centers or specialty
hospitals;
-
changes in medical or other technology;
-
changes in U.S. generally accepted accounting principles;
-
the availability and terms of capital to fund additional acquisitions
or replacement facilities;
-
our ability to successfully acquire additional hospitals or complete
divestitures;
-
our ability to successfully integrate any acquired hospitals or to
recognize expected synergies from such acquisitions;
-
our ability to obtain adequate levels of general and professional
liability insurance;
-
timeliness of reimbursement payments received under government
programs; and
-
the other risk factors set forth in our public filings with the
Securities and Exchange Commission.
The consolidated operating results for the three and twelve months ended
December 31, 2012, are not necessarily indicative of the results that
may be experienced for any such future period or for any future year.
The Company cautions that the projections for calendar year 2013 set
forth in this press release are given as of the date hereof based on
currently available information. The Company is not undertaking any
obligation to update these projections as conditions change or other
information becomes available.

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