EX-99.1 2 dvcr-ex991xfy16q1earningsr.htm EXHIBIT 99.1 Exhibit


 

   Company Contact:
      Kelly J. Gill
      Chief Executive Officer
      615-771-7575
 
         Investor Relations:
            James R. McKnight, Jr.
            Chief Financial Officer
            615-771-7575
Diversicare Announces 2016 First Quarter Results
Reports Revenue Growth of 2.9% and Adjusted EBITDA of $3.5 Million

BRENTWOOD, TN, (May 5, 2016) – Diversicare Healthcare Services, Inc. (NASDAQ: DVCR), a premier provider of long-term care services, today announced its results for the first quarter ended March 31, 2016.
On April 28, 2016, the Board of Directors declared a quarterly dividend of $0.055 per common share payable to shareholders of record as of June 30, 2016, to be paid on July 12, 2016.
First Quarter 2016 Highlights
Net revenue increased to $97.9 million in the first quarter of 2016 from $95.2 million in the first quarter of 2015, an increase of 2.9%, primarily attributable to the three nursing centers acquired during 2015.

EBITDA increased to $3.3 million in the first quarter of 2016 from $2.8 million in the first quarter of 2015.

As previously announced, the Company completed a $100 million debt refinancing and exercised its purchase options to acquire assets of the facilities in Hutchinson, Kansas, and Clinton, Kentucky.

Included in the first quarter results are non-recurring expenses totaling $0.6 million. Adjusting for these items, Adjusted EBITDA of $3.5 million and Adjusted Net Income of $0.3 million are reported for the quarter.

See below for a reconciliation of all GAAP and non-GAAP financial results.
CEO Remarks

Commenting on the results, Kelly Gill, Diversicare’s CEO, stated, “We are pleased with our performance this quarter as we reported improved year-over-year revenue including record revenue per day results. We continue to see organic growth from our same-store centers and  solid results from the three centers acquired in 2015. We also progressed towards our long-term growth goals by our real estate purchases and expanded debt facility.”
 
Mr. Gill concluded, “I am also proud of the strides we continue to make with our quality of care outcomes. We are pleased that once again this quarter Diversicare is a national leader of measured quality of care outcomes under the CMS 5 Star system. As we look forward, we remain focused on achieving operational excellence, making accretive investments, and being rewarded in our financial results."







Other Highlights for the First Quarter 2016
The following table summarizes key revenue and census statistics for continuing operations for each period:
 
Three Months Ended March 31,
 
 
 
2016
 
 
 
2015
 
 
Skilled nursing occupancy
76.7
%
 
 
 
77.1
%
 
 
As a percent of total census:
 
 
 
 
 
 
 
Medicare census
12.4
%
 
 
 
13.6
%
 
 
Managed Care census
3.9
%
 
 
 
4.0
%
 
 
As a percent of total revenues:
 
 
 
 
 
 
 
Medicare revenues
28.6
%
 
 
 
31.0
%
 
 
Medicaid revenues
48.2
%
 
 
 
47.0
%
 
 
Managed Care revenues
7.6
%
 
 
 
7.2
%
 
 
Average rate per day:
 
 
 
 
 
 
 
Medicare
$
453.51

 
  
 
$
453.84

 
 
Medicaid
$
167.34

 
  
 
$
164.39

 
 
Managed Care
$
394.92

 
  
 
$
392.41

 
 

Patient Revenues
Patient revenues were $97.9 million and $95.2 million for the three months ended March 31, 2016 and 2015, respectively, an increase of $2.7 million. This increase is primarily attributable to the acquisition of new facilities. The following table summarizes the revenue increases attributable to our portfolio growth (in thousands):
 
Three Months Ended March 31,
 
2016
 
2015
 
Change
Same-store revenue
$
94,003

 
$
93,470

 
$
533

2015 acquisition revenue
3,942

 
1,755

 
2,187

Total revenue
$
97,945

 
$
95,225

 
2,720

The overall increase in revenue of $2.7 million is driven by incremental revenue contributions from acquisition activity in 2015 of $2.2 million. The same-store revenues increased by $0.5 million in 2016 compared to the same period in 2015, primarily driven by favorable rates. The average Medicaid rate per patient day at same-store nursing centers for 2016 increased 1.7% compared to 2015, resulting in an increase in revenue of $0.8 million.

Expenses
Operating expense increased in the first quarter of 2016 to $78.6 million as compared to $77.1 million in the first quarter of 2015, driven primarily by the $1.6 million increase in operating costs attributable to the nursing center operations acquired in 2015. The following table summarizes the expense increases attributable to our portfolio growth (in thousands):
 
Three Months Ended March 31,
 
2016
 
2015
 
Change
Same-store operating expense
$
75,439

 
$
75,538

 
$
(99
)
2015 acquisition expense
3,179

 
1,607

 
1,572

Total expense
$
78,618

 
$
77,145

 
$
1,473

Operating expense decreased slightly as a percentage of revenue at 80.3% for the first quarter of 2016 as compared to 81.0% for the first quarter of 2015. The majority of the $1.5 million increase in operating expenses is attributable to the $1.6 million of incremental operating expenses from 2015 acquisitions, which was slightly offset by the same-store centers operating expense decrease of $(0.1) million in the first quarter of 2016 as compared to the first quarter of 2015. We experienced a decrease in wages to $43.3 million in the first quarter of 2016 as compared to $43.4 million in the first quarter of 2015, a decrease of $(0.1) million, or 0.2%. Additionally, our nursing and ancillary expenses for same-store centers decreased by $(0.3) million and health insurance





expense decreased by $(0.2) million in the first quarter of 2016 compared to the first quarter of 2015. This decrease in operating expense was offset by an increase in bad debt and bad debt crossover expense year over year by $0.5 million.
Lease expense increased in the first quarter of 2016 to $7.3 million as compared to $7.1 million in the first quarter of 2015. The increase in lease expense was primarily attributable to the write-off of $0.1 million in deferred lease costs, related to purchase of Clinton and Hutchinson's assets in February 2016.
Professional liability expense was $2.1 million in the first quarter of 2016 compared to $2.2 million in the first quarter of 2015, a decrease of $0.1 million. Our quarterly cash expenditures for professional liability costs of continuing operations were $0.6 million and $0.8 million for 2016 and 2015, respectively. Professional liability expense and cash expenditures fluctuate from year to year based respectively on the results of our third-party professional liability actuarial studies and on the costs incurred in defending and settling existing claims.
General and administrative expense was $6.7 million in the first quarter of 2016 as compared to $6.1 million in the first quarter of 2015, an increase of $0.6 million, and increased slightly as a percentage of revenue from 6.4% in 2015 to 6.9% in 2016. The increase in general and administrative expense is primarily attributable to an increase in salaries of $0.2 million in the first quarter of 2016 compared to the first quarter of 2015. Additionally, payroll taxes and stock-based compensation expense increased by $0.1 million and $0.1 million, respectively, during 2016.
Interest expense was $1.1 million in the first quarter of 2016 and $1.0 million in the first quarter of 2015, an increase of $0.1 million. The increase was primarily attributable to higher debt balances in 2016 as a result of higher outstanding borrowings on the revolving credit facility as a result of the increase in centers undergoing the change in ownership process.
Debt retirement costs were $(0.4) million in the first quarter of 2016, which relates to the write off of our term loan deferred financing costs, as a result of our debt refinance that took place in February 2016.
Receivables
Our net receivables balance decreased $3.5 million to $40.3 million as of March 31, 2016, from $43.8 million as of December 31, 2015. The decrease in accounts receivable is due to an increase in Medicaid collections from the centers undergoing the change in ownership process.
Annual Shareholder Meeting Information
The Company's 2016 annual meeting of shareholders will be held on Thursday, June 9, 2016, at 9:00 A.M. (Central Daylight Time), at the Company’s offices located at 1621 Galleria Boulevard, Brentwood, Tennessee 37027. Shareholders of record as of the close of business on April 27, 2016 are entitled to participate at the 2016 annual meeting of shareholders.
Conference Call Information
A conference call has been scheduled for Friday, May 6, 2016 at 7:30 A.M. Central time (8:30 A.M. Eastern time) to discuss first quarter 2016 results. The conference call information is as follows:
 
 
 
Date:
 
Friday, May 6, 2016
Time:
 
7:30 A.M. Central, 8:30 A.M. Eastern
Webcast Links:
 
www.DVCR.com
Dial in numbers:
 
877.340.2552 (domestic) or 253.237.1159 (International)
Conference ID: 98740932
The Operator will connect you to Diversicare’s Conference Call

A replay of the conference call will be accessible two hours after its completion through May 13, 2016, by dialing 855-859-2056 (domestic) or 404-537-3406 (international) and entering Conference ID 98740932.
FORWARD-LOOKING STATEMENTS
The “forward-looking statements” contained in this release are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are predictive in nature and are frequently identified by the use of terms such as “may,” “will,” “should,” “expect,” “believe,” “estimate,” “intend,” and similar words indicating possible future expectations, events or actions. These forward-looking statements reflect our current views with respect to future events and present our estimates and assumptions only as of the date of this release. Actual results could differ materially from those contemplated by the forward-looking statements made in this release. In addition to any assumptions and other factors referred to specifically in connection with such statements, other factors, many of which are beyond our ability to control or predict, could cause our actual results to differ materially from the results expressed or implied in any forward-looking statements including,





but not limited to, our ability to successfully operate the new nursing centers in Alabama, Kansas, Kentucky, Missouri, Ohio, and Indiana, our ability to increase census at our renovated centers, changes in governmental reimbursement, including the impact of the CMS final rule that has resulted in a reduction in Medicare reimbursement as of October 2012 and our ability to mitigate the impact of the revenue reduction, government regulation, the impact of the recently adopted federal health care reform or any future health care reform, any increases in the cost of borrowing under our credit agreements, our ability to comply with covenants contained in those credit agreements, the outcome of professional liability lawsuits and claims, our ability to control ultimate professional liability costs, the accuracy of our estimate of our anticipated professional liability expense, the impact of future licensing surveys, the outcome of proceedings alleging violations of state or Federal False Claims Acts, laws and regulations governing quality of care or other laws and regulations applicable to our business including HIPAA and laws governing reimbursement from government payors, impacts associated with the implementation of our electronic medical records plan, the costs of investing in our business initiatives and development, our ability to control costs, changes to our valuation of deferred tax assets, changes in occupancy rates in our centers, changing economic and competitive conditions, changes in anticipated revenue and cost growth, changes in the anticipated results of operations, the effect of changes in accounting policies as well as others. The Company has provided additional information in its Annual Report on Form 10-K for the fiscal year ended December 31, 2015, as well as in its other filings with the Securities and Exchange Commission, which readers are encouraged to review for further disclosure of other factors. These assumptions may not materialize to the extent assumed, and risks and uncertainties may cause actual results to be different from anticipated results. These risks and uncertainties also may result in changes to the Company’s business plans and prospects. Diversicare Healthcare Services, Inc. is not responsible for updating the information contained in this press release beyond the published date, or for changes made to this document by wire services or Internet services.
Diversicare provides long-term care services to patients in 55 skilled nursing and long-term care centers containing 6,556 licensed beds. For additional information about the Company, visit Diversicare's web site: www.DVCR.com.
-Financial Tables to Follow-







DIVERSICARE HEALTHCARE SERVICES, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands)
 
 
 
March 31,
2016
 
December 31,
2015
ASSETS:
 
 
 
 
Current Assets
 
 
 
 
Cash and cash equivalents
 
$
3,377

 
$
4,585

Receivables, net
 
40,264

 
43,819

Deferred income taxes
 
7,944

 
7,999

Current assets of discontinued operations
 
38

 
36

Other current assets
 
4,403

 
3,977

Total current assets
 
56,026

 
60,416

 
 
 
 
 
Property and equipment, net
 
58,861

 
52,273

Deferred income taxes
 
11,987

 
11,762

Acquired leasehold interest, net
 
7,363

 
7,459

Other assets, net
 
3,065

 
5,174

TOTAL ASSETS
 
$
137,302

 
$
137,084

 
 
 
 
 
LIABILITIES AND SHAREHOLDERS’ EQUITY:
 
 
 
 
Current Liabilities
 
 
 
 
Current portion of long-term debt and capitalized lease obligations
 
$
6,959

 
$
6,603

Trade accounts payable
 
10,101

 
10,136

Current liabilities of discontinued operations
 
382

 
345

Accrued expenses:
 
 
 
 
Payroll and employee benefits
 
14,009

 
14,404

Current portion of self-insurance reserves
 
9,975

 
10,224

Other current liabilities
 
4,553

 
5,652

Total current liabilities
 
45,979

 
47,364

Noncurrent Liabilities
 
 
 
 
Long-term debt and capitalized lease obligations, less current portion and deferred financing costs
 
56,299

 
53,297

Self-insurance reserves, less current portion
 
11,860

 
12,344

Other noncurrent liabilities
 
10,401

 
10,812

Total noncurrent liabilities
 
78,560

 
76,453

 
 
 
 
 
SHAREHOLDERS’ EQUITY
 
12,763

 
13,267

 
 
 
 
 
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY
 
$
137,302

 
$
137,084

 
 
 
 
 







DIVERSICARE HEALTHCARE SERVICES, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except per share data)
 
Three Months Ended March 31,
 
2016
 
2015
PATIENT REVENUES, net
$
97,945

 
$
95,225

Operating expense
78,618

 
77,145

Facility-level operating income
19,327

 
18,080

 
 
 
 
EXPENSES:
 
 
 
Lease and rent expense
7,252

 
7,145

Professional liability
2,066

 
2,155

General and administrative
6,734

 
6,051

Depreciation and amortization
2,003

 
1,879

Total expenses less operating
18,055

 
17,230

OPERATING INCOME
1,272

 
850

OTHER INCOME (EXPENSE):
 
 
 
Equity in net income of unconsolidated affiliate
33

 
108

Interest expense, net
(1,070
)
 
(950
)
Debt retirement costs
(351
)
 

Total other expense
(1,388
)
 
(842
)
INCOME (LOSS) FROM CONTINUING OPERATIONS BEFORE INCOME TAXES
(116
)
 
8

BENEFIT (PROVISION) FOR INCOME TAXES
42

 
(3
)
INCOME FROM CONTINUING OPERATIONS
(74
)
 
5

LOSS FROM DISCONTINUED OPERATIONS:
 
 
 
OPERATING LOSS
(37
)
 
(263
)
NET LOSS
(111
)
 
(258
)
 
 
 
 
NET LOSS PER COMMON SHARE:
 
 
 
Per common share – basic
 
 
 
Continuing operations
$
(0.01
)
 
$

Discontinued operations
(0.01
)
 
(0.04
)
 
$
(0.02
)
 
$
(0.04
)
 
 
 
 
Per common share – diluted
$
(0.01
)
 
$

Continuing operations
(0.01
)
 
(0.04
)
Discontinued operations
$
(0.02
)
 
$
(0.04
)
 
 
 
 
DIVIDENDS DECLARED PER SHARE OF COMMON STOCK
$
0.055

 
$
0.055

WEIGHTED AVERAGE COMMON SHARES OUTSTANDING:
 
 
 
Basic
6,160

 
6,045

Diluted
6,160

 
6,045








DIVERSICARE HEALTHCARE SERVICES, INC.
RECONCILIATION OF NET INCOME (LOSS) TO ADJUSTED EBITDA
(In thousands)

 
 
 
March 31, 2016
 
December 31, 2015
 
September 30, 2015
 
June 30, 2015
 
March 31, 2015
 
 
(Unaudited)
 
(Unaudited)
 
(Unaudited)
 
(Unaudited)
 
(Unaudited)
Net income (loss)
 
$
(111
)
 
$
943

 
$
431

 
$
508

 
$
(258
)
Loss (income) from discontinued operations, net of tax
 
37

 
328

 
238

 
299

 
263

Income tax provision
 
(42
)
 
(128
)
 
502

 
539

 
3

Interest expense
 
1,070

 
1,105

 
998

 
1,049

 
950

Debt retirement costs
 
351

 

 

 

 

Depreciation and amortization
 
2,003

 
1,895

 
1,887

 
1,863

 
1,879

EBITDA
 
3,308

 
4,143

 
4,056

 
4,258

 
2,837

 
 
 
 
 
 
 
 
 
 
 
EBITDA adjustments:
 
 
 
 
 
 
 
 
 
 
Acquisition related costs (a)
 
59

 
90

 
43

 
93

 
142

Lease deferral costs (b)
 
$
146

 
$

 
$

 
$

 
$

Adjusted EBITDA
 
$
3,513

 
$
4,233

 
$
4,099

 
$
4,351

 
$
2,979

 

(a)
Represents non-recurring costs associated with acquisition-related transactions.
(b)
Represents non-recurring lease deferral costs associated with the purchase of Clinton and Hutchinson in February 2016.
 




 






DIVERSICARE HEALTHCARE SERVICES, INC.
RECONCILIATION OF NET INCOME (LOSS) TO ADJUSTED NET INCOME (LOSS)
(In thousands, except per share data)
 

 
 
For Three Months Ended
 
 
March 31, 2016
 
December 31, 2015
 
September 30, 2015
 
June 30, 2015
 
March 31, 2015
 
 
 
 
 
 
 
 
 
 
 
Net income (loss)
 
$
(111
)
 
$
943

 
$
431

 
$
508

 
$
(258
)
Adjustments:
 
 
 
 
 
 
 
 
 
 
Acquisition related costs (a)
 
59

 
90

 
43

 
93

 
142

Lease deferral costs (b)
 
146

 

 

 

 

Debt retirement costs (c)
 
351

 

 

 

 

Tax impact of above adjustments (d)
 
(195
)
 
(32
)
 
(15
)
 
(33
)
 
(38
)
Discontinued operations, net of tax
 
37

 
328

 
238

 
299

 
263

Adjusted net income (loss)
 
$
287

 
$
1,329

 
$
697

 
$
867

 
$
109

 
 
 
 
 
 
 
 
 
 
 
Adjusted net income (loss)
 
 
 
 
 
 
 
 
 
 
Basic
 
$
0.05

 
$
0.22

 
$
0.11

 
$
0.14

 
$
0.02

Diluted
 
$
0.05

 
$
0.21

 
$
0.11

 
$
0.14

 
$
0.02

 
 
 
 
 
 
 
 
 
 
 
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING:
 
 
 
 
 
 
 
 
 
 
Basic
 
6,160

 
6,134

 
6,121

 
6,098

 
6,045

Diluted
 
6,330

 
6,322

 
6,331

 
6,327

 
6,271

 
 
 
 
 
 
 
 
 
 
 


(a)
Represents non-recurring costs associated with acquisition-related transactions.
(b)
Represents non-recurring lease deferral costs associated with the purchase of Clinton and Hutchinson in February 2016.
(c)
Represents non-recurring debt retirement costs associated with the extinguishment of the previous debt facility during the quarter.
(d)
Represents tax provision for the cumulative adjustments for each period.
 





DIVERSICARE HEALTHCARE SERVICES, INC.
FUNDS PROVIDED BY OPERATIONS
(In thousands, except per share data)
 
 
 
Three Months Ended March 31,
 
 
 
2016
 
2015
 
NET LOSS
 
$
(111
)
 
$
(258
)
 
Discontinued operations
 
(37
)
 
(263
)
 
Net income (loss) from continuing operations
 
(74
)
 
5

 
Adjustments to reconcile net income (loss) from continuing operations to funds provided by operations:
 
 
 
 
 
Depreciation and amortization
 
2,003

 
1,879

 
Provision for doubtful accounts
 
1,640

 
1,503

 
Deferred income tax benefit
 
(35
)
 
(116
)
 
Provision for self-insured professional liability, net of cash payments
 
1,013

 
930

 
Stock based compensation
 
252

 
155

 
 Equity in net losses of unconsolidated affiliate
 
(33
)
 
(108
)
 
 Debt retirement costs
 
351

 

 
Other
 
(254
)
 
(311
)
 
FUNDS PROVIDED BY OPERATIONS
 
$
4,863

 
$
3,937

 
 
 
 
 
 
 
FUNDS PROVIDED BY OPERATIONS PER COMMON SHARE:
 
 
 
 
 
Basic and diluted
 
$
0.79

 
$
0.65

 
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING :
 
 
 
 
 
Basic and diluted
 
6,160

 
6,045

 
We have included certain financial measures in this press release, including EBITDA, Adjusted EBITDA, Adjusted Net income (loss) and Funds Provided by Operations which are “non-GAAP financial measures” using accounting principles generally accepted in the United States (GAAP) and using adjustments to GAAP (non-GAAP). These non-GAAP measures are not measurements under GAAP. These measurements should be considered in addition to, but not as a substitute for, the information contained in our financial statements prepared in accordance with GAAP. We define EBITDA as net income (loss) adjusted for loss (income) from discontinued operations, interest expense, debt retirement costs, income tax and depreciation and amortization. We define Adjusted EBITDA as EBITDA adjusted acquisition-related and lease deferral costs. We define Adjusted Net income (loss) as Net income (loss) adjusted for acquisition-related costs, lease deferral costs, debt retirement costs and income (loss) from discontinued operations. Funds Provided by Operations is defined as net income from operating activities adjusted for the cash effect of professional liability and other non-cash charges. Management believes that Funds Provided by Operations is an important performance measurement because it eliminates the effect of actuarial assumptions on our professional liability reserves, includes the cash effect of professional liability payments, and does not include the effects of deferred tax benefit and other non-cash charges.
Our measurements of EBITDA, Adjusted EBITDA, Adjusted Net income (loss) and Funds Provided by Operations may not be comparable to similarly titled measures of other companies. We have included information concerning EBITDA, Adjusted EBITDA, Adjusted Net income (loss) and Funds Provided by Operations in this press release because we believe that such information is used by certain investors as measures of a company’s historical performance. Management believes that Adjusted EBITDA and Adjusted Net income (loss) are important performance measurements because they eliminate certain nonrecurring start-up losses and separation costs. Management believes that Funds Provided by Operations is an important performance measurement because it eliminates the effect of actuarial assumptions on our professional liability reserves, includes the cash effect of professional liability payments, and does not include the effects of deferred taxes and other non-cash items. Our presentation of EBITDA, Adjusted EBITDA, Adjusted Net income (loss) and Funds Provided by Operations should not be construed as an inference that our future results will be unaffected by unusual or nonrecurring items.






DIVERSICARE HEALTHCARE SERVICES, INC.
SELECTED OPERATING STATISTICS
(Unaudited)
Three Months Ended March 31, 2016
 
 
 




As of March 31, 2016
 
 




Occupancy (Note 2)
 
 
 
 
 
 
 
 
Region
(Note 1)
 
Licensed Nursing Beds (4)
 
Available Nursing Beds (4)
 
Skilled Nursing Weighted Average Daily Census
 
Licensed Nursing Beds
 
Available
 Nursing
 Beds
 
Medicare
 Utilization
2016 Q1
 Revenue
($ in millions)
 
Medicare Room and Board Revenue PPD
 (Note 3)
 
Medicaid Room and Board Revenue PPD
 (Note 3)
 
Alabama
 
925

 
917

 
801

 
86.6
%
 
87.4
%
 
14.5
%
 
$
18.1

 
$
454.17

 
$
183.79

 
Kansas
 
503

 
498

 
399

 
79.2
%
 
80.0
%
 
13.1
%
 
7.6

 
419.49

 
155.56

 
Kentucky
 
1,257

 
1,243

 
1,116

 
88.8
%
 
89.8
%
 
14.6
%
 
26.0

 
460.71

 
185.11

 
Missouri
 
339

 
339

 
229

 
67.5
%
 
67.5
%
 
7.6
%
 
4.0

 
478.38

 
135.75

 
Ohio
 
426

 
426

 
304

 
71.4
%
 
71.4
%
 
11.3
%
 
8.3

 
472.69

 
185.25

 
Tennessee
 
765

 
711

 
555

 
72.6
%
 
78.1
%
 
14.5
%
 
11.8

 
421.05

 
173.30

 
Texas
 
1,845

 
1,722

 
1,241

 
67.3
%
 
72.1
%
 
8.9
%
 
22.2

 
472.05

 
143.67

 
Total
 
6,060

 
5,856

 
4,645

 
76.7
%
 
79.3
%
 
12.4
%
 
$
98.0

 
$
453.51

 
$
167.34

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Note 1:
The Alabama region includes nursing centers in Alabama and Florida. The Kentucky region includes one nursing center in Ohio and one in Indiana. The Tennessee region includes two nursing center in Kentucky.
 
Note 2:
The number of Licensed Nursing Beds is based on the licensed capacity of the facility. The Company has historically reported its occupancy based on licensed nursing beds, and excludes a limited number of assisted living, independent living, and personal care beds. The number of Available Nursing Beds represents licensed nursing beds less beds removed from service. Available nursing beds is subject to change based upon the needs of the facilities, including configuration of patient rooms, common usage areas and offices, status of beds (private, semi-private, ward, etc.) and renovations. Occupancy is measured on a weighted average basis.
 
Note 3:
These Medicare and Medicaid revenue rates include room and board revenues, but do not include any ancillary revenues related to these patients.
 
Note 4:
The Licensed and Available Nursing Bed counts above include only licensed and available SNF beds.

###