News Release Details
Pennant Reports Fiscal Year 2019 and Fourth Quarter Financial Results
Conference Call and Webcast scheduled for tomorrow,
Full Year and Fourth Quarter Highlights
- Total revenue for the full year was
$338.5 million , an increase of$52.5 million or 18.3% over the prior year, and total revenue for the quarter was$89.5 million , an increase of$14.2 million or 18.8% over the prior year quarter;
- Adjusted EBITDA for the full year was
$27.2 million , an increase of 3.3% over the prior year, and adjusted EBITDA for the fourth quarter was$7.5 million , an increase of$0.7 million or 11.1% over the prior year quarter;
Home Health and Hospice Services segment revenue for the full year was$206.6 million , an increase of$37.6 million or 22.2% over the prior year, and segment revenue for the quarter was$55.1 million , an increase of$10.9 million or 24.7% over the prior year quarter;
Home Health and Hospice Services segment adjusted EBITDAR from operations(3) was$33.4 million for the year, an increase of$6.9 million or 26.2% over the prior year, and segment adjusted EBITDAR from operations was$9.5 million in the fourth quarter, an increase of$2.9 million or 44.9% over the prior year quarter;
- Total home health total admissions for the full year increased 24.2% over the prior year, and total home health admissions in the fourth quarter increased 25.2% over the prior year quarter;
- Hospice average daily census for the full year was 1,680, an increase of 26.4% over the prior year, and hospice average daily census in the fourth quarter increased 33.1% over the prior year quarter;
- Senior Living Services segment revenue for the full year was
$131.9 million , an increase of$14.9 million or 12.7% over the prior year, and segment revenue for the fourth quarter was$34.4 million , an increase of$3.2 million or 10.3% over the prior year quarter; and
- Senior living occupancy was 80.2% for the full year and 81.1% in the fourth quarter, each an increase of 70 basis points over the prior year periods, and average monthly revenue per occupied unit for the year increased 2.5% over the prior year.
(1) Prior to the spin-off from the Ensign Group, Inc. the combined financial statements filed on Form 10-K were prepared on a stand-alone basis and derived from the consolidated financial statements and accounting records of Ensign.
(2) See “Reconciliation of GAAP to Non-GAAP Financial Information.”
(3) Segment Adjusted EBITDAR from Operations is defined and outlined in Note 6 on Form 10-K and is the segment GAAP measure of profit and loss.
Operating Results
Commenting on the health of our operations,
Noting a healthy balance sheet, sequential leverage ratio improvement and available credit capacity,
A discussion of the company's use of non-GAAP financial measures is set forth below. A reconciliation of net income to EBITDA, adjusted EBITDAR, adjusted EBITDA, and segment adjusted EBITDA, a reconciliation of GAAP segment adjusted EBITDAR from operations to net income, and a reconciliation of GAAP earnings per share to adjusted net earnings per share, appear in the financial data portion of this release. More complete information is contained in the company’s Annual Report on Form 10-K for the year ended
Investment Highlights
Since year end, Pennant’s affiliates acquired the following operations:
Comfort Home Health , a home health agency serving patients inClark County, Nevada ;
- Heritage Assisted Living of
Twin Falls , a senior living community with 75 assisted living units and 89 independent living units located inTwin Falls, Idaho ; and
Hospice of Missoula , a hospice agency based inMissoula, Montana .
Pennant also recently announced that it entered into a definitive agreement with
“We will continue to be disciplined when it comes to investment activity and are excited about our ability to grow. As we focus on ensuring our existing operations are healthy and we have local teams ready to step in and lead newly acquired businesses, we will be ready to deploy capital toward deals of all sizes that align with our strategic mission,” added
Operations acquired bring Pennant’s growing portfolio to 65 home health and hospice agencies and 53 senior living communities located across 14 states.
2020 Guidance
For the full year 2020, the Company is not changing the following guidance:
- Total revenue is anticipated to be in the range of
$376 million to$386 million , the midpoint of which represents an increase of 12.5% over the midpoint of our full year 2019 revenue.
- Adjusted earnings per share is anticipated to be in the range of
$0.53 to$0.58 per diluted share, the midpoint of which represents an increase of 15.6% over our full year spin-adjusted 2019 adjusted earnings per share of$0.48 .
The Company’s 2020 guidance is based on diluted weighted average shares outstanding of approximately 30.0 million and a 26.4% effective tax rate. In addition, the guidance assumes, among other things, anticipated reimbursement rate adjustments, including the impact of PDGM, no unannounced acquisitions, and the full year impact of general and administrative expenses associated with being a public company. It excludes costs at start-up operations, share-based compensation, acquisition-related costs and certain redundant or nonrecurring general and administrative costs incurred during the transition services period. Full year spin-off adjusted 2019 earnings of
Conference Call
A live webcast will be held tomorrow,
About Pennant
The
Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995
This press release contains, and the related conference call and webcast will include, forward-looking statements that are based on management’s current expectations, assumptions and beliefs about its business, financial performance, operating results, the industry in which it operates and other future events. Forward-looking statements can often be identified by words such as "anticipates," "expects," "intends," "plans," "predicts," "believes," "seeks," "estimates," "may," "will," "should," "would," "could," "potential," "continue," "ongoing," similar expressions, and variations or negatives of these words. These forward-looking statements include, but are not limited to, statements regarding growth prospects, future operating and financial performance, and acquisition activities. They are not guarantees of future results and are subject to risks, uncertainties and assumptions that could cause actual results to materially and adversely differ from those expressed in any forward-looking statement.
These risks and uncertainties relate to the company’s business, its industry and its common stock and include: reduced prices and reimbursement rates for its services; its ability to acquire, develop, manage or improve operations, its ability to manage its increasing borrowing costs as it incurs additional indebtedness to fund the acquisition and development of operations; its ability to access capital on a cost-effective basis to continue to successfully implement its growth strategy; its operating margins and profitability could suffer if it is unable to grow and manage effectively its increasing number of operations; competition from other companies in the acquisition, development and operation of facilities; its ability to defend claims and lawsuits, including professional liability claims alleging that our services resulted in personal injury, and other regulatory-related claims; and the application of existing or proposed government regulations, or the adoption of new laws and regulations, that could limit its business operations, require it to incur significant expenditures or limit its ability to relocate its operations if necessary. Readers should not place undue reliance on any forward-looking statements and are encouraged to review the company’s periodic filings with the
Contact Information
The
SOURCE: The
THE
CONSOLIDATED AND COMBINED STATEMENTS OF INCOME
(In thousands, except for per-share amounts)
| Three Months Ended |
Year Ended |
||||||||||||||||
| 2019 | 2018 | 2019 | 2018 | ||||||||||||||
| (unaudited) | |||||||||||||||||
| Revenue | $ | 89,492 | $ | 75,337 | $ | 338,531 | $ | 286,058 | |||||||||
| Expense | |||||||||||||||||
| Cost of services | 68,888 | 56,313 | 258,941 | 212,421 | |||||||||||||
| Rent—cost of services | 9,607 | 8,134 | 34,975 | 31,199 | |||||||||||||
| General and administrative expense | 11,425 | 5,387 | 35,135 | 18,843 | |||||||||||||
| Depreciation and amortization | 967 | 787 | 3,810 | 2,964 | |||||||||||||
| Total expenses | 90,887 | 70,621 | 332,861 | 265,427 | |||||||||||||
| Income from operations | (1,395 | ) | 4,716 | 5,670 | 20,631 | ||||||||||||
| Other income (expense): | |||||||||||||||||
| Interest expense, net | (410 | ) | — | (410 | ) | — | |||||||||||
| Income before provision for income taxes | (1,805 | ) | 4,716 | 5,260 | 20,631 | ||||||||||||
| Provision for income taxes | 1,994 | 764 | 2,085 | 4,352 | |||||||||||||
| Net income (loss) | (3,799 | ) | 3,952 | 3,175 | 16,279 | ||||||||||||
| Less: net income attributable to noncontrolling interest | — | 182 | 629 | 595 | |||||||||||||
| Net income (loss) attributable to The |
$ | (3,799 | ) | $ | 3,770 | $ | 2,546 | $ | 15,684 | ||||||||
| Earnings (loss) per share(a): | |||||||||||||||||
| Basic | $ | (0.14 | ) | $ | 0.14 | $ | 0.11 | $ | 0.58 | ||||||||
| Dilutive | $ | (0.14 | ) | $ | 0.14 | $ | 0.11 | $ | 0.58 | ||||||||
| Weighted average common shares outstanding: | |||||||||||||||||
| Basic | 27,849 | 27,834 | 27,838 | 27,834 | |||||||||||||
| Dilutive | 27,849 | 27,834 | 29,586 | 27,834 | |||||||||||||
(a) The total number of common shares distributed on
THE
CONSOLIDATED AND COMBINED BALANCE SHEETS
(In thousands)
| Assets | ||||||||
| Current assets: | ||||||||
| Cash | $ | 402 | $ | 41 | ||||
| Accounts receivable—less allowance for doubtful accounts of |
32,183 | 24,469 | ||||||
| Prepaid expenses and other current assets | 6,098 | 4,613 | ||||||
| Total current assets | 38,683 | 29,123 | ||||||
| Property and equipment, net | 14,644 | 10,458 | ||||||
| Right-of-use assets | 316,328 | — | ||||||
| Escrow deposits | 1,400 | — | ||||||
| Restricted and other assets | 1,955 | 2,464 | ||||||
| Intangible assets, net | 45 | 78 | ||||||
| 41,233 | 30,892 | |||||||
| Other indefinite-lived intangibles | 33,462 | 25,136 | ||||||
| Total assets | $ | 447,750 | $ | 98,151 | ||||
| Liabilities and equity | ||||||||
| Current liabilities: | ||||||||
| Accounts payable | $ | 8,653 | $ | 4,390 | ||||
| Accrued wages and related liabilities | 16,343 | 12,786 | ||||||
| Lease liabilities—current | 12,285 | — | ||||||
| Other accrued liabilities | 13,911 | 12,371 | ||||||
| Total current liabilities | 51,192 | 29,547 | ||||||
| Long-term lease liabilities—less current portion | 304,044 | — | ||||||
| Other long-term liabilities | 2,877 | 3,316 | ||||||
| Long-term debt, net | 18,526 | — | ||||||
| Total liabilities | 376,639 | 32,863 | ||||||
| Commitments and contingencies | ||||||||
| Equity: | ||||||||
| Common Stock, |
28 | — | ||||||
| Additional paid-in capital | 74,882 | — | ||||||
| Retained Earnings | (3,799 | ) | — | |||||
| Net parent investment | — | 55,856 | ||||||
| Noncontrolling interest | — | 9,432 | ||||||
| Total equity | 71,111 | 65,288 | ||||||
| Total liabilities and equity | $ | 447,750 | $ | 98,151 | ||||
THE
CONDENSED CONSOLIDATED AND COMBINED STATEMENTS OF CASH FLOWS
The following table presents selected data from our consolidated and combined statement of cash flows for the periods presented:
| Year Ended |
|||||||||
| 2019 | 2018 | ||||||||
| (In thousands) | |||||||||
| Net cash provided by operating activities | $ | 9,554 | $ | 23,275 | |||||
| Net cash used in investing activities | (26,465 | ) | (9,477 | ) | |||||
| Net cash provided by/(used in) financing activities | 17,272 | (13,793 | ) | ||||||
| Net increase in cash | 361 | 5 | |||||||
| Cash at beginning of year | 41 | 36 | |||||||
| Cash at end of year | $ | 402 | $ | 41 | |||||
THE
REVENUE BY SEGMENT
The following tables sets forth our total revenue by segment and as a percentage of total revenue for the periods indicated:
| For The Three Months Ended |
|||||||||||||
| 2019 | 2018 | ||||||||||||
| Revenue Dollars | Revenue Percentage | Revenue Dollars | Revenue Percentage | ||||||||||
| (In thousands, unaudited) | |||||||||||||
| Home health and hospice services | |||||||||||||
| Home health | $ | 21,798 | 24.4 | % | $ | 18,473 | 24.5 | % | |||||
| Hospice | 28,816 | 32.2 | 21,579 | 28.7 | |||||||||
| Home care and other | 4,513 | 5.0 | 4,141 | 5.5 | |||||||||
| Total home health and hospice services | 55,127 | 61.6 | 44,193 | 58.7 | |||||||||
| Senior living services | 34,365 | 38.4 | 31,144 | 41.3 | |||||||||
| Total revenue | $ | 89,492 | 100.0 | % | $ | 75,337 | 100.0 | % | |||||
| Year Ended |
|||||||||||||
| 2019 | 2018 | ||||||||||||
| Revenue Dollars | Revenue Percentage | Revenue Dollars | Revenue Percentage | ||||||||||
| (In thousands) | |||||||||||||
| Home health and hospice services | |||||||||||||
| Home health | $ | 83,330 | 24.6 | % | $ | 71,669 | 25.1 | % | |||||
| Hospice | 105,682 | 31.2 | 82,658 | 28.9 | |||||||||
| Home care and other | 17,612 | 5.2 | 14,710 | 5.1 | |||||||||
| Total home health and hospice services | 206,624 | 61.0 | 169,037 | 59.1 | |||||||||
| Senior living services | 131,907 | 39.0 | 117,021 | 40.9 | |||||||||
| Total revenue | $ | 338,531 | 100.0 | % | $ | 286,058 | 100.0 | % | |||||
THE
SELECT PERFORMANCE INDICATORS
(unaudited)
The following table summarizes our overall home health and hospice performance indicators for the periods indicated:
| For The Three Months Ended |
Year Ended |
||||||||||||||
| 2019 | 2018 | 2019 | 2018 | ||||||||||||
| Home health services: | |||||||||||||||
| Total home health admissions | 5,914 | 4,724 | 22,637 | 18,220 | |||||||||||
| Total Medicare home health admissions | 2,777 | 2,230 | 10,656 | 8,711 | |||||||||||
| Average Medicare revenue per 60-day completed episode | $ | 2,912 | $ | 3,027 | $ | 3,018 | $ | 2,982 | |||||||
| Hospice services: | |||||||||||||||
| Average daily census | 1,845 | 1,386 | 1,680 | 1,329 | |||||||||||
| Total hospice admissions | 1,542 | 1,139 | 6,196 | 4,764 | |||||||||||
| Hospice Medicare revenue per day | $ | 163 | $ | 158 | $ | 164 | $ | 160 | |||||||
The following table summarizes our senior living performance indicators for the periods indicated:
| For The Three Months Ended |
Year Ended |
||||||||||||||
| 2019 | 2018 | 2019 | 2018 | ||||||||||||
| Occupancy | 81.1 | % | 80.4 | % | 80.2 | % | 79.5 | % | |||||||
| Average monthly revenue per occupied unit | $ | 3,149 | $ | 3,038 | $ | 3,120 | $ | 3,044 | |||||||
THE
REVENUE BY PAYOR SOURCE
The following table presents our total revenue by payor source and as a percentage of total revenue for the periods indicated:
| For The Three Months Ended |
||||||||||||||
| 2019 | 2018 | |||||||||||||
| $ | % | $ | % | |||||||||||
| (In thousands, unaudited) | ||||||||||||||
| Revenue: | ||||||||||||||
| Medicare | $ | 38,940 | 43.5 | % | $ | 30,012 | 39.8 | % | ||||||
| Medicaid | 12,138 | 13.6 | 9,971 | 13.3 | ||||||||||
| Subtotal | 51,078 | 57.1 | 39,983 | 53.1 | ||||||||||
| Managed Care | 7,819 | 8.7 | 6,262 | 8.3 | ||||||||||
| Private and Other(a) | 30,595 | 34.2 | 29,092 | 38.6 | ||||||||||
| Total revenue | $ | 89,492 | 100.0 | % | $ | 75,337 | 100.0 | % | ||||||
(a) Private and other payors in our home health and hospice services segment includes revenue from all payors generated in home care operations. |
||||||||||||||
| Year Ended |
||||||||||||||
| 2019 | 2018 | |||||||||||||
| $ | % | $ | % | |||||||||||
| (In thousands) | ||||||||||||||
| Revenue: | ||||||||||||||
| Medicare | $ | 141,752 | 41.9 | % | $ | 115,997 | 40.5 | % | ||||||
| Medicaid | 46,455 | 13.7 | 36,033 | 12.6 | ||||||||||
| Subtotal | 188,207 | 55.6 | 152,030 | 53.1 | ||||||||||
| Managed Care | 29,247 | 8.6 | 24,459 | 8.6 | ||||||||||
| Private and Other(a) | 121,077 | 35.8 | 109,569 | 38.3 | ||||||||||
| Total revenue | $ | 338,531 | 100.0 | % | $ | 286,058 | 100.0 | % | ||||||
(a) Private and other payors in our home health and hospice services segment includes revenue from all payors generated in home care operations. |
||||||||||||||
THE
RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL INFORMATION
(In thousands, except per share data)
| For The Three Months Ended |
Year Ended |
||||||||||||||||||
| 2019 | 2018 | 2019 | 2018 | ||||||||||||||||
| (unaudited) | |||||||||||||||||||
| Net income (loss) attributable to The |
$ | (3,799 | ) | $ | 3,770 | $ | 2,546 | $ | 15,684 | ||||||||||
| Add: Net income attributable to noncontrolling interest | — | 182 | 629 | 595 | |||||||||||||||
| Net income (loss) | (3,799 | ) | 3,952 | 3,175 | 16,279 | ||||||||||||||
| Non-GAAP adjustments | |||||||||||||||||||
| Costs at start-up operations(a) | 118 | 45 | 508 | 159 | |||||||||||||||
| Share-based compensation expense(b) | 1,987 | 592 | 3,382 | 2,382 | |||||||||||||||
| Depreciation and amortization - patient base(c) | 4 | 11 | 39 | 87 | |||||||||||||||
| Acquisition related costs(d) | 52 | — | 665 | — | |||||||||||||||
| Spin-off related transaction costs(e) | 5,199 | 756 | 13,219 | 756 | |||||||||||||||
| Transition services costs(f) | 757 | — | 965 | — | |||||||||||||||
| Provision for income taxes on Non-GAAP adjustments(g) | 353 | (767 | ) | (4,023 | ) | (1,653 | ) | ||||||||||||
| Non-GAAP net income | $ | 4,671 | $ | 4,589 | $ | 17,930 | $ | 18,010 | |||||||||||
| Dilutive Earnings Per Share As Reported | |||||||||||||||||||
| Net Income (loss) | $ | (0.14 | ) | $ | 0.14 | $ | 0.11 | $ | 0.58 | ||||||||||
| Average number of shares outstanding | 27,849 | 27,834 | 29,586 | 27,834 | |||||||||||||||
| Adjusted Diluted Earnings Per Share | |||||||||||||||||||
| Net Income | $ | 0.16 | $ | 0.16 | $ | 0.61 | $ | 0.65 | |||||||||||
| Average number of shares outstanding | 29,597 | 27,834 | 29,586 | 27,834 | |||||||||||||||
| (a) Represents results related to start-up operations. This amount excludes rent, depreciation and amortization. | |||||||||||||||||||
| For The Three Months Ended |
Year Ended |
||||||||||||||||||
| 2019 | 2018 | 2019 | 2018 | ||||||||||||||||
| Revenue | $ | (476 | ) | $ | (45 | ) | $ | (801 | ) | $ | (220 | ) | |||||||
| Cost of services | 582 | 82 | 1,284 | 349 | |||||||||||||||
| Rent | 12 | 8 | 25 | 30 | |||||||||||||||
| Total Non-GAAP adjustment | $ | 118 | $ | 45 | $ | 508 | $ | 159 | |||||||||||
| (b) Represents share-based compensation expense incurred for the periods presented. | |||||||||||||||||||
| For The Three Months Ended |
Year Ended |
||||||||||||||||||
| 2019 | 2018 | 2019 | 2018 | ||||||||||||||||
| Cost of services | $ | 276 | $ | 114 | $ | 613 | $ | 480 | |||||||||||
| General and administrative | 1,711 | 478 | 2,769 | 1,902 | |||||||||||||||
| Total Non-GAAP adjustment | $ | 1,987 | $ | 592 | $ | 3,382 | $ | 2,382 | |||||||||||
| (c) Included in depreciation and amortization expenses related to patient base intangible assets at newly acquired senior living facilities. | |||||||||||||||||||
| (d) Represents costs incurred to acquire an operation that are not capitalizable. | |||||||||||||||||||
| For The Three Months Ended |
Year Ended |
||||||||||||||||||
| 2019 | 2018 | 2019 | 2018 | ||||||||||||||||
| Cost of services | $ | — | $ | — | $ | 505 | $ | — | |||||||||||
| General and administrative | 52 | — | 160 | — | |||||||||||||||
| Total Non-GAAP adjustment | $ | 52 | $ | — | $ | 665 | $ | — | |||||||||||
| (e) Costs incurred related to the Spin-Off that are included in general and administrative expense. | |||||||||||||||||||
| (f) The portion of the costs incurred under the Transition Services Agreement identified as redundant or nonrecurring that are included in general and administrative expense. Total fees under incurred under the Transition Services agreement were |
|||||||||||||||||||
| For The Three Months Ended |
Year Ended |
||||||||||||||||||
| 2019 | 2018 | 2019 | 2018 | ||||||||||||||||
| General and administrative | $ | 532 | $ | — | $ | 532 | $ | — | |||||||||||
| Depreciation and amortization(1) | 225 | — | 433 | — | |||||||||||||||
| $ | 757 | $ | — | $ | 965 | $ | — | ||||||||||||
| (1) Consists of depreciation and amortization on IT hardware and software acquired to build infrastructure in anticipation of our transition from Ensign's IT infrastructure. | |||||||||||||||||||
| (g) Represents an adjustment to the provision for income tax to our historical year to date effective tax rate of 25.0% and 25.4% for the three and twelve months ended |
|||||||||||||||||||
THE
RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL INFORMATION
(In thousands)
The tables below reconcile Consolidated and Combined Net Income (Loss) to Consolidated and Combined EBITDA, and Consolidated and Combined Adjusted EBITDAR for the periods presented:
| For The Three Months Ended |
Year Ended |
||||||||||||||||||
| 2019 | 2018 | 2019 | 2018 | ||||||||||||||||
| (unaudited) | |||||||||||||||||||
| Consolidated and combined net income (loss) | $ | (3,799 | ) | $ | 3,952 | $ | 3,175 | $ | 16,279 | ||||||||||
| Less: Net income attributable to noncontrolling interest | — | 182 | 629 | 595 | |||||||||||||||
| Add: Provision for income taxes (benefit) | 1,994 | 764 | 2,085 | 4,352 | |||||||||||||||
| Net interest expense | 410 | — | 410 | — | |||||||||||||||
| Depreciation and amortization | 967 | 787 | 3,810 | 2,964 | |||||||||||||||
| Consolidated and Combined EBITDA | (428 | ) | 5,321 | 8,851 | 23,000 | ||||||||||||||
| Adjustments to Consolidated and Combined EBITDA | |||||||||||||||||||
| Add: Costs at start-up operations(a) | 106 | 37 | 483 | 129 | |||||||||||||||
| Share-based compensation expense(b) | 1,987 | 592 | 3,382 | 2,382 | |||||||||||||||
| Acquisition related costs(c) | 52 | — | 665 | — | |||||||||||||||
| Spin-off related transaction costs(d) | 5,199 | 756 | 13,219 | 756 | |||||||||||||||
| Transition services costs(e) | 532 | — | 532 | — | |||||||||||||||
| Rent related to item (a) above | 12 | 8 | 25 | 30 | |||||||||||||||
| Consolidated and Combined Adjusted EBITDA | 7,460 | 6,714 | 27,157 | 26,297 | |||||||||||||||
| Rent—cost of services | 9,607 | 8,134 | 34,975 | 31,199 | |||||||||||||||
| Rent related to item (a) above | (12 | ) | (8 | ) | (25 | ) | (30 | ) | |||||||||||
| Adjusted rent—cost of services | 9,595 | 8,126 | 34,950 | 31,169 | |||||||||||||||
| Consolidated and Combined Adjusted EBITDAR | $ | 17,055 | $ | 62,107 | |||||||||||||||
(a) Represents results related to start-up operations. This amount excludes rent and depreciation and amortization expense related to such operations.
(b) Share-based compensation expense incurred which is included in cost of services and general and administrative expense.
(c) Acquisition related costs that are not capitalizable.
(d) Costs incurred related to the Spin-Off are included in general and administrative expense.
(e) The portion of the costs incurred under the Transition Services Agreement identified as redundant or nonrecurring that are included in general and administrative expense. Total fees under incurred under the Transition Services agreement were
THE
RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL INFORMATION
(In thousands)
Beginning in the third quarter of 2019, the GAAP segment measure of profit and loss was changed from segment income (loss) before provision for income taxes to Adjusted Segment EBITDAR from Operations. Prior period presentation has been revised to reflect the new measurement.
The following table presents certain financial information regarding our reportable segments. General and administrative expenses are not allocated to the reportable segments and are included in “All Other”:
| For The Three Months Ended |
|||||||||||||||||
| Senior Living Services | All Other | Total | |||||||||||||||
| Segment GAAP Financial Measures: | (In thousands, unaudited) | ||||||||||||||||
| Three Months Ended |
|||||||||||||||||
| Revenue | $ | 55,128 | $ | 34,364 | $ | — | $ | 89,492 | |||||||||
| Segment Adjusted EBITDAR from Operations | $ | 9,481 | $ | 11,641 | $ | (4,067 | ) | $ | 17,055 | ||||||||
| Three Months Ended |
|||||||||||||||||
| Revenue | $ | 44,193 | $ | 31,144 | $ | — | $ | 75,337 | |||||||||
| Segment Adjusted EBITDAR from Operations | $ | 6,541 | $ | 12,456 | $ | (4,157 | ) | $ | 14,840 | ||||||||
| Year Ended |
|||||||||||||||||
| Senior Living Services | All Other | Total | |||||||||||||||
| Segment GAAP Financial Measures: | (In thousands) | ||||||||||||||||
| Year Ended |
|||||||||||||||||
| Revenue | $ | 206,624 | $ | 131,907 | $ | — | $ | 338,531 | |||||||||
| Segment Adjusted EBITDAR from Operations | $ | 33,354 | $ | 47,344 | $ | (18,591 | ) | $ | 62,107 | ||||||||
| Year Ended |
|||||||||||||||||
| Revenue | $ | 169,037 | $ | 117,021 | $ | — | $ | 286,058 | |||||||||
| Segment Adjusted EBITDAR from Operations | $ | 26,427 | $ | 47,230 | $ | (16,191 | ) | $ | 57,466 | ||||||||
The table below provides a reconciliation of Segment Adjusted EBITDAR from Operations above to income from operations:
| For The Three Months Ended |
Year Ended |
|||||||||||||||
| 2019 | 2018 | 2019 | 2018 | |||||||||||||
| (unaudited) | ||||||||||||||||
| Segment Adjusted EBITDAR from Operations(a) | $ | 17,055 | $ | 14,840 | $ | 62,107 | $ | 57,466 | ||||||||
| Less: Depreciation and amortization | 967 | 787 | 3,810 | 2,964 | ||||||||||||
| Rent—cost of services | 9,607 | 8,134 | 34,975 | 31,199 | ||||||||||||
| Adjustments to Segment EBITDAR from Operations: | ||||||||||||||||
| Less: Costs at start-up operations (b) | 106 | 37 | 483 | 129 | ||||||||||||
| Share-based compensation expense (c) | 1,987 | 592 | 3,382 | 2,382 | ||||||||||||
| Acquisition related costs (d) | 52 | — | 665 | — | ||||||||||||
| Spin-off related transaction costs (e) | 5,199 | 756 | 13,219 | 756 | ||||||||||||
| Transition services costs(f) | 532 | — | — | — | ||||||||||||
| Add: Net income attributable to noncontrolling interest | — | 182 | 629 | 595 | ||||||||||||
| Consolidated and Combined income (loss) from Operations | $ | (1,395 | ) | $ | 4,716 | $ | 5,670 | $ | 20,631 | |||||||
(a) Segment Adjusted EBITDAR from Operations is net income attributable to the Company's reportable segments excluding the interest expense, provision for income taxes, depreciation and amortization expense, rent, and, in order to view the operations performance on a comparable basis from period to period, certain adjustments including: (1) costs at start-up operations, (2) share-based compensation, (3) acquisition related costs, (4) transaction costs, (5) redundant and nonrecurring costs associated with the transition services agreement, and (6) net income attributable to noncontrolling interest. General and administrative expenses are not allocated to the reportable segments, and are included as “All Other”, accordingly the segment earnings measure reported is before allocation of corporate general and administrative expenses. The Company’s Chief Operating Decision Maker (“CODM”) uses Segment Adjusted EBITDAR from Operations as the primary measure of profit and loss for the Company's reportable segments and to compare the performance of its operations with those of its competitors. The Company's segment measures may be different from the calculation methods used by other companies and, therefore, comparability may be limited.
(b) Represents results related to start-up operations. This amount excludes rent and depreciation and amortization expense related to such operations.
(c) Share-based compensation expense incurred which is included in cost of services and general and administrative expense.
(d) Acquisition related costs that are not capitalizable.
(e) Costs incurred related to the Spin-Off are included in general and administrative expense.
(f) The portion of the costs incurred under the Transition Services Agreement identified as redundant or nonrecurring that are included in general and administrative expense. Total fees under incurred under the Transition Services agreement were
THE
RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL INFORMATION
(In thousands)
The tables below reconcile segment adjusted EBITDAR from operations to segment EBITDA for each reportable segment for the periods presented:
| For The Three Months Ended |
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| Senior Living | |||||||||||||||||
| 2019 | 2018 | 2019 | 2018 | ||||||||||||||
| (unaudited) | |||||||||||||||||
| Segment Adjusted EBITDAR from Operations | $ | 9,481 | $ | 6,541 | $ | 11,641 | $ | 12,456 | |||||||||
| Less: Rent—cost of services | 825 | 610 | 8,782 | 7,524 | |||||||||||||
| Rent related to costs at start-up operations | (12 | ) | (8 | ) | — | — | |||||||||||
| Segment Adjusted EBITDA | $ | 8,668 | $ | 5,939 | $ | 2,859 | $ | 4,932 | |||||||||
| Year Ended |
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| Senior Living | |||||||||||||||||
| 2019 | 2018 | 2019 | 2018 | ||||||||||||||
| Segment Adjusted EBITDAR from Operations | $ | 33,354 | $ | 26,427 | $ | 47,344 | $ | 47,230 | |||||||||
| Less: Rent—cost of services | 2,964 | 2,281 | 32,011 | 28,918 | |||||||||||||
| Rent related to costs at start-up operations | (25 | ) | (30 | ) | — | — | |||||||||||
| Segment Adjusted EBITDA | $ | 30,415 | $ | 24,176 | $ | 15,333 | $ | 18,312 | |||||||||
Discussion of Non-GAAP Financial Measures
EBITDA consists of net income before (a) interest expense, net, (b) provisions for income taxes and (c) depreciation and amortization. Adjusted EBITDA consists of net income attributable to the Company before, (a) interest expense, net, (b) provisions for income taxes, (c) depreciation and amortization, (d) costs incurred for start-up operations, including rent and excluding depreciation, interest and income taxes, (e) share-based compensation expense, (f) acquisition related costs, (g) spin-off related transaction costs, (h) redundant and nonrecurring costs associated with the transition services agreement, and (i) net income attributable to noncontrolling interest. Combined Adjusted EBITDAR is a valuation measure applicable to current periods only and consists of net income attributable to the Company before (a) interest expense, net, (b) rent, (c) provisions for income taxes, (d) depreciation and amortization, (e) costs incurred for start-up operations, including rent and excluding depreciation, interest and income taxes, (f) share-based compensation expense, (g) acquisition related costs, (h) spin-off related transaction costs, (i) redundant and nonrecurring costs associated with the transition services agreement, and (j) net income attributable to noncontrolling interest. The company believes that the presentation of EBITDA, adjusted EBITDA, combined adjusted EBITDAR, adjusted net income and adjusted earnings per share provides important supplemental information to management and investors to evaluate the company’s operating performance. The company believes disclosure of adjusted net income, adjusted net income per share, EBITDA, adjusted EBITDA and combined adjusted EBITDAR has economic substance because the excluded revenues and expenses are infrequent in nature and are variable in nature, or do not represent current revenues or cash expenditures. A material limitation associated with the use of these measures as compared to the GAAP measures of net income and diluted earnings per share is that they may not be comparable with the calculation of net income and diluted earnings per share for other companies in the company's industry. These non-GAAP financial measures should not be relied upon to the exclusion of GAAP financial measures. For further information regarding why the company believes that this non-GAAP measure provides useful information to investors, the specific manner in which management uses this measure, and some of the limitations associated with the use of this measure, please refer to the company's periodic filings with the
Source: Pennant Group, Inc.
