001-10315
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63-0860407
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(Commission File Number)
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(IRS Employer Identification No.)
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o
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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o
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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For the Year Ended December 31,
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||||||||||||||||
2010
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2009
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2008
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2007
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|||||||||||||
(In Millions)
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||||||||||||||||
Net cash provided by operating activities
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$ | 331.0 | $ | 406.1 | $ | 227.2 | $ | 230.6 | ||||||||
Provision for doubtful accounts
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(18.5 | ) | (33.1 | ) | (27.0 | ) | (33.2 | ) | ||||||||
Professional fees—accounting, tax, and legal
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17.2 | 8.8 | 44.4 | 51.6 | ||||||||||||
Interest expense and amortization
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||||||||||||||||
of debt discounts and fees
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125.9 | 125.8 | 159.5 | 229.4 | ||||||||||||
UBS Settlement proceeds, gross
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- | (100.0 | ) | - | - | |||||||||||
Equity in net income of nonconsolidated
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||||||||||||||||
affiliates
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10.1 | 4.6 | 10.6 | 10.3 | ||||||||||||
Net income in noncontrolling interests
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||||||||||||||||
in continuing operations
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(40.8 | ) | (33.4 | ) | (29.8 | ) | (31.4 | ) | ||||||||
Amortization of debt discounts and fees
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(6.3 | ) | (6.6 | ) | (6.5 | ) | (7.8 | ) | ||||||||
Distributions from nonconsolidated affiliates
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(8.1 | ) | (8.6 | ) | (10.9 | ) | (5.3 | ) | ||||||||
Current portion of income tax expense (benefit)
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1.9 | (7.3 | ) | (73.8 | ) | (330.4 | ) | |||||||||
Change in assets and liabilities
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5.4 | 0.8 | 53.1 | 8.0 | ||||||||||||
Change in government, class action,
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and related settlements liability
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2.9 | 11.2 | 7.4 | 171.4 | ||||||||||||
Other operating cash used in (provided by)
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||||||||||||||||
discontinued operations
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4.7 | 13.5 | (11.4 | ) | 10.5 | |||||||||||
Other
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2.0 | 1.2 | (1.6 | ) | 14.6 | |||||||||||
Adjusted EBITDA
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$ | 427.4 | $ | 383.0 | $ | 341.2 | $ | 318.3 |
For the Year Ended December 31,
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||||||||||||||||
2010
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2009
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2008
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2007
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|||||||||||||
(In Millions)
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||||||||||||||||
Net cash provided by operating activities
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$ | 331.0 | $ | 406.1 | $ | 227.2 | $ | 230.6 | ||||||||
Impact of discontinued operations
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4.7 | 13.5 | (11.4 | ) | 10.5 | |||||||||||
Net cash provided by operating activities
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||||||||||||||||
of continuing operations
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335.7 | 419.6 | 215.8 | 241.1 | ||||||||||||
Capital expenditures for maintenance
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(39.5 | ) | (34.1 | ) | (42.6 | ) | (24.6 | ) | ||||||||
Net settlements on interest rate swaps
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(44.7 | ) | (42.2 | ) | (20.7 | ) | 0.1 | |||||||||
Dividends paid on convertible perpetual
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||||||||||||||||
preferred stock
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(26.0 | ) | (26.0 | ) | (26.0 | ) | (26.0 | ) | ||||||||
Distributions paid to noncontrolling interest
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||||||||||||||||
of consolidated affiliates
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(34.4 | ) | (32.7 | ) | (33.4 | ) | (23.1 | ) | ||||||||
Non-recurring items:
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||||||||||||||||
UBS Settlement proceeds, less fees to
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||||||||||||||||
derivative plaintiffs' attorneys
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- | (73.8 | ) | - | - | |||||||||||
Income tax refunds related to prior periods
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(13.5 | ) | (63.7 | ) | (90.4 | ) | (457.8 | ) | ||||||||
Cash paid for professional fees - accounting,
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tax, and legal
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17.2 | 15.3 | 18.2 | 51.6 | ||||||||||||
Cash paid for government, class action, and
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related settlements
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2.9 | 11.2 | 7.4 | 171.4 | ||||||||||||
Adjusted free cash flow
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$ | 197.7 | $ | 173.6 | $ | 28.3 | $ | (67.3 | ) |
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99.1
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HealthSouth Corporation Investor Reference Book – Post Q4 2010 Earnings Release
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HEALTHSOUTH Corporation | |||
Date
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By:
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/s/JOHN P. WHITTINGTON | |
Name: John P. Whittington | |||
Title: Executive Vice President, General Counsel, and Corporate Secretary | |||
Inpatient Rehabilitation Hospitals (“IRF”)
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Outpatient Rehabilitation Satellite Clinics
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Long-Term Acute Care Hospitals (“LTCH”)
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Hospital-Based Home Health Agencies
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Employees
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Revenue in 2010
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Inpatient Discharges in 2010
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Outpatient Visits in 2010
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Number of States
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Exchange (Symbol)
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Marketshare
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~ 8% of IRFs
~ 17% of Licensed Beds ~ 22% of Patients Served |
Future Regulatory Risk
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Inpatient Rehabilitation
Facility |
Skilled Nursing
Facility |
Long-Term Acute
Care Hospital |
Home Health
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Hospice
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1. Re-basing payment
system |
No
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Yes; RUGS IV and
MDS 3.0 implemented October 1, 2010 |
No
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Yes; would be required
as part of PPACA starting in 2014 |
Yes: Required by PPACA
beginning in 2013; Modified wage index system being phased in over 7-year period beginning in FY 2010 |
2. Major outlier payment
adjustments |
No
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No
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Yes; will occur when
MMSEA relief expires (short stay outliers) |
Yes; 10% cap per agency;
2.5% taken out of outlier
pool (per PPACA) |
No
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3. Upcoding adjustments
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No
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No
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Yes; occurring in FY
2011 |
Yes; occurring in CY 2011 (
-3.79%), and potential further reduction 2012 |
No
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4. Patient criteria
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No; 60% Rule
already in place
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No
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Study dictated as
part of MMSEA; Industry developing criteria |
PPACA requires a patient -
physician “face-to-face” encounter; new therapy coverage
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No
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5. Healthcare Reform
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• Market basket update
reductions |
|||||
• Productivity
adjustments |
• Begins FY 2012
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• Begins FY 2012
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• Begins FY 2012
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• Begins 2015
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• Begins 2013
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• Bundling pilot
established |
• By 2013
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• By 2013
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• By 2013
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• By 2013
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• N/A
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• Independent Payment
Advisory Board |
• FY 2019
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• FY 2015
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• FY 2019
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• CY 2015
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• FY 2019
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• New quality reporting
requirements |
• Begins FY 2014
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• N/A
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• Begins FY 2014
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• N/A
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• Begins FY 2014
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• Value based
purchasing |
• Pilot begins 2016
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• Post 2012
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• Pilot begins 2016
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• Post 2012
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• Pilot begins 2016
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•Hospital Acquired
Infections |
• Post 2012
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• Post 2012
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• Post 2012
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• N/A
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•N/A
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6. Other
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N/A
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Forecast error
being implemented in FY 2011 |
25% Rule regulatory
relief expires in 2012/2013; prohibition on new LTCHs through 2012 |
Limits on transfer
of ownership |
MedPac recommending
overhaul of payment system methodology in FY 2013 |
GAAP Considerations:
•Valuation allowance reduced at YE 2010 by approximately $825 million resulting in a
$736.6 million benefit to 2010 income tax provision. •As of 12/31/10, the Company had a remaining valuation allowance of approximately
$113 million, primarily related to state NOLs. Future Cash Tax Payments:
•Expects to pay approximately $6-8 million per year of income tax.
•Does not expect to pay significant federal income taxes for up to 10 years.
•HealthSouth is not currently subject to an annual use limitation (“AUL”) under Internal
Revenue Code Section 382 (“Section 382”). A “change of ownership,” as defined by Section 382, would subject us to an AUL, which is equal to the market capitalization of the Company at the time of the “change of ownership” multiplied by the long-term tax exempt rate. |
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S&P
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Moodys
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Corporate
Rating |
B+
|
B1
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Revolver Rating
|
BB
|
Ba1
|
Senior Notes
Rating |
B+
|
B2
|
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Old Agreement
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New Agreement
|
Acquisitions
|
$300 million per annum
|
Limited by compliance with leverage and
interest coverage covenants initially established at 5.0x and 2.5x respectively |
Restricted payments:
|
|
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10.75% repurchase
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No specific basket (see other
debt repurchase) |
Unlimited up to 4.5x leverage ratio (revolver
draws available for repurchase) |
Share repurchase (2)
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$50 million per annum
|
$200 million (shared with other debt
repurchase basket) |
Other debt repurchase (2)
|
~$200 million remaining from all
relevant repurchase baskets |
$200 million (shared with other debt
repurchase basket) |
Unsecured debt issuance
|
$200 million
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Unlimited up to 4.5x leverage ratio
|
Sources
|
$ Million (1)
|
Assumed
Call Price (3) |
Annual
Cash Savings
|
Cash on hand
|
$100.0
|
105.375
|
$10.2
|
|
|
|
|
Revolving credit facility (LIBOR + 350 bps)(2)
|
$100.0
|
105.375
|
$6.4
|
|
|
|
|
New senior notes (assumed yield of 7.00%)
|
$100.0
|
105.375
|
$3.2
|
Accounting effect for early repayment/ refinancing :
|
|||
“Loss on early extinguishment of debt” = ~$8 million per $100 million of the 10.75% senior notes.
|
|||
|
Capital Cost
|
$ Range
|
|
(millions)
|
Low
|
High
|
Construction, design, permitting, etc.
|
$11.0
|
$14.5
|
Land
|
1.5
|
3.5
|
Equipment
|
2.5
|
3.0
|
|
$15.0
|
$21.0
|
|
|
|
|
|
|
|
|
|
Pre-opening Expenses
|
|
|
(thousands)
|
Low
|
High
|
Operating
|
$200
|
$300
|
Salaries, wages and benefits
|
150
|
200
|
|
$350
|
$500
|
|
|
|
|
|
|
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Date Acquired
|
Acquired Census
|
Q4 2010 Census
|
Vineland
|
Q3 2008
|
26
|
34
|
Desert Canyon
|
Q2 2010
|
16
|
30
|
Sugar Land
|
Q3 2010
|
26
|
30
|
Ft. Smith
|
Q3 2010
|
15
|
37
|
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