Cover Page
Cover Page - shares | 9 Months Ended | |
Sep. 30, 2021 | Nov. 02, 2021 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Sep. 30, 2021 | |
Document Transition Report | false | |
Entity File Number | 001-11993 | |
Entity Registrant Name | OPTION CARE HEALTH, INC. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 05-0489664 | |
Entity Address, Address Line One | 3000 Lakeside Dr. | |
Entity Address, Address Line Two | Suite 300N, | |
Entity Address, City or Town | Bannockburn, | |
Entity Address, State or Province | IL | |
Entity Address, Postal Zip Code | 60015 | |
City Area Code | 312 | |
Local Phone Number | 940-2443 | |
Title of 12(b) Security | Common Stock, $0.0001 par value per share | |
Trading Symbol | OPCH | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 179,875,193 | |
Entity Central Index Key | 0001014739 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2021 | |
Document Fiscal Period Focus | Q3 | |
Amendment Flag | false |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
CURRENT ASSETS: | ||
Cash and cash equivalents | $ 200,856 | $ 99,265 |
Accounts receivable, net | 355,650 | 328,340 |
Inventories | 189,830 | 158,601 |
Prepaid expenses and other current assets | 64,848 | 70,806 |
Total current assets | 811,184 | 657,012 |
NONCURRENT ASSETS: | ||
Property and equipment, net | 106,788 | 121,149 |
Operating lease right-of-use asset | 71,992 | 68,795 |
Intangible assets, net | 343,764 | 351,052 |
Goodwill | 1,428,610 | 1,428,610 |
Other noncurrent assets | 23,806 | 20,821 |
Total noncurrent assets | 1,974,960 | 1,990,427 |
TOTAL ASSETS | 2,786,144 | 2,647,439 |
CURRENT LIABILITIES: | ||
Accounts payable | 318,561 | 282,913 |
Accrued compensation and employee benefits | 64,676 | 58,899 |
Accrued expenses and other current liabilities | 71,759 | 64,075 |
Current portion of operating lease liability | 18,893 | 18,886 |
Current portion of long-term debt | 11,775 | 9,250 |
Total current liabilities | 485,664 | 434,023 |
NONCURRENT LIABILITIES: | ||
Long-term debt, net of discount, deferred financing costs and current portion | 1,117,823 | 1,115,103 |
Operating lease liability, net of current portion | 71,684 | 70,776 |
Deferred income taxes | 4,519 | 3,339 |
Other noncurrent liabilities | 8,974 | 8,474 |
Total noncurrent liabilities | 1,203,000 | 1,197,692 |
Total liabilities | 1,688,664 | 1,631,715 |
STOCKHOLDERS’ EQUITY: | ||
Preferred stock; $0.0001 par value; 12,500,000 shares authorized, no shares outstanding as of September 30, 2021 and December 31, 2020, respectively | 0 | 0 |
Common stock; $0.0001 par value: 250,000,000 shares authorized, 180,258,555 shares issued and 179,874,833 shares outstanding as of September 30, 2021; 180,178,308 shares issued and 179,794,586 shares outstanding as of December 31, 2020 | 18 | 18 |
Treasury stock; 383,722 shares outstanding, at cost, as of September 30, 2021 and December 31, 2020, respectively | (2,403) | (2,403) |
Paid-in capital | 1,135,465 | 1,129,312 |
Accumulated deficit | (35,600) | (100,031) |
Accumulated other comprehensive loss | 0 | (11,172) |
Total stockholders’ equity | 1,097,480 | 1,015,724 |
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY | $ 2,786,144 | $ 2,647,439 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Sep. 30, 2021 | Dec. 31, 2020 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized (in shares) | 12,500,000 | 12,500,000 |
Preferred stock, shares, outstanding (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized (in shares) | 250,000,000 | 250,000,000 |
Common stock, shares, issued (in shares) | 180,258,555 | 180,178,308 |
Common stock, shares, outstanding (in shares) | 179,874,833 | 179,794,586 |
Treasury stock, at cost (in shares) | 383,722 | 383,722 |
UNAUDITED CONDENSED CONSOLIDATE
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Income Statement [Abstract] | ||||
NET REVENUE | $ 891,937 | $ 781,609 | $ 2,511,446 | $ 2,227,897 |
COST OF REVENUE | 688,969 | 607,456 | 1,944,037 | 1,729,395 |
GROSS PROFIT | 202,968 | 174,153 | 567,409 | 498,502 |
OPERATING COSTS AND EXPENSES: | ||||
Selling, general and administrative expenses | 134,633 | 123,000 | 388,930 | 377,198 |
Depreciation and amortization expense | 15,452 | 16,597 | 48,410 | 54,892 |
Total operating expenses | 150,085 | 139,597 | 437,340 | 432,090 |
OPERATING INCOME | 52,883 | 34,556 | 130,069 | 66,412 |
OTHER INCOME (EXPENSE): | ||||
Interest expense, net | (16,000) | (24,583) | (52,717) | (84,102) |
Equity in earnings of joint ventures | 1,676 | 790 | 4,567 | 2,364 |
Other, net | 4 | (8,344) | (12,392) | (8,322) |
Total other expense | (14,320) | (32,137) | (60,542) | (90,060) |
INCOME (LOSS) BEFORE INCOME TAXES | 38,563 | 2,419 | 69,527 | (23,648) |
INCOME TAX EXPENSE | 3,087 | 756 | 5,096 | 2,267 |
NET INCOME (LOSS) | 35,476 | 1,663 | 64,431 | (25,915) |
OTHER COMPREHENSIVE INCOME (LOSS), NET OF TAX: | ||||
Change in unrealized gains (losses) on cash flow hedges, net of income tax expense (benefit) of $0, $0, $0 and $0, respectively | 2,892 | 4,022 | 11,172 | (8,034) |
OTHER COMPREHENSIVE INCOME (LOSS) | 2,892 | 4,022 | 11,172 | (8,034) |
NET COMPREHENSIVE INCOME (LOSS) | $ 38,368 | $ 5,685 | $ 75,603 | $ (33,949) |
EARNINGS (LOSS) PER COMMON SHARE: | ||||
Earnings (loss) per share, basic (in dollars per share) | $ 0.20 | $ 0.01 | $ 0.36 | $ (0.14) |
Earnings (loss) per share, diluted (in dollars per share) | $ 0.20 | $ 0.01 | $ 0.36 | $ (0.14) |
Weighted average common shares outstanding, basic (in shares) | 179,872 | 184,232 | 179,841 | 179,220 |
Weighted average common shares outstanding, diluted (in shares) | 181,430 | 184,822 | 181,055 | 179,220 |
UNAUDITED CONDENSED CONSOLIDA_2
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Income Statement [Abstract] | ||||
Unrealized gains (losses) on cash flow hedges, net of income tax expense (benefit) | $ 0 | $ 0 | $ 0 | $ 0 |
UNAUDITED CONDENSED CONSOLIDA_3
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net income (loss) | $ 64,431 | $ (25,915) |
Adjustments to reconcile net income (loss) to net cash provided by operations: | ||
Depreciation and amortization expense | 52,820 | 60,054 |
Non-cash operating lease costs | 11,137 | 13,020 |
Paid-in-kind interest capitalized as principal | 0 | 7,525 |
Deferred income taxes - net | 1,180 | 897 |
Loss on extinguishment of debt | 12,403 | 8,349 |
Amortization of deferred financing costs | 3,821 | 4,153 |
Loss on interest rate swaps upon discontinuing hedge accounting | 0 | 3,746 |
Equity in earnings of joint ventures | (4,567) | (2,364) |
Stock-based incentive compensation expense | 6,246 | 2,588 |
Other adjustments | 2,622 | 1,589 |
Changes in operating assets and liabilities: | ||
Accounts receivable, net | (27,310) | 3,496 |
Inventories | (31,472) | (39,602) |
Prepaid expenses and other current assets | 5,958 | (8,724) |
Accounts payable | 35,648 | 66,508 |
Accrued compensation and employee benefits | 5,777 | 5,461 |
Accrued expenses and other current liabilities | 18,353 | 16,768 |
Operating lease liabilities | (14,620) | (11,976) |
Other noncurrent assets and liabilities | 832 | (3,845) |
Net cash provided by operating activities | 143,259 | 101,728 |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Acquisition of property and equipment | (11,744) | (12,871) |
Other investing cash flows | 0 | 541 |
Business acquisitions, net of cash acquired | (18,852) | 0 |
Net cash used in investing activities | (30,596) | (12,330) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Exercise of stock options, vesting of restricted stock, and related tax withholdings | (93) | (904) |
Proceeds from issuance of debt | 355,200 | 0 |
Repayments of debt | (8,832) | (6,937) |
Retirement of debt | (352,009) | (125,000) |
Deferred financing costs | (2,880) | 0 |
Net proceeds from issuance of common stock | 0 | 118,934 |
Debt prepayment fees | (2,458) | 0 |
Other financing cash flows | 0 | (2,500) |
Net cash (used in) provided by financing activities | (11,072) | (16,407) |
NET INCREASE IN CASH AND CASH EQUIVALENTS | 101,591 | 72,991 |
Cash and cash equivalents - beginning of the period | 99,265 | 67,056 |
CASH AND CASH EQUIVALENTS - END OF PERIOD | 200,856 | 140,047 |
Supplemental disclosure of cash flow information: | ||
Cash paid for interest | 52,002 | 73,224 |
Cash paid for income taxes | 2,719 | 2,373 |
Cash paid for operating leases | $ 19,631 | $ 19,941 |
UNAUDITED CONDENSED CONSOLIDA_4
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY - USD ($) $ in Thousands | Total | Preferred Stock | Common Stock | Treasury Stock | Paid-in Capital | Accumulated Deficit | Accumulated Other Comprehensive (Loss) Income |
Equity, beginning balance at Dec. 31, 2019 | $ 906,827 | $ 0 | $ 18 | $ (2,403) | $ 1,008,362 | $ (91,955) | $ (7,195) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Exercise of stock options, vesting of restricted stock and related tax withholdings | (549) | (549) | |||||
Stock-based incentive compensation | 757 | 757 | |||||
Net income (loss) | (19,910) | (19,910) | |||||
Other comprehensive income (loss) | (16,632) | (16,632) | |||||
Equity, ending balance at Mar. 31, 2020 | 870,493 | 0 | 18 | (2,403) | 1,008,570 | (111,865) | (23,827) |
Equity, beginning balance at Dec. 31, 2019 | 906,827 | 0 | 18 | (2,403) | 1,008,362 | (91,955) | (7,195) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net income (loss) | (25,915) | ||||||
Other comprehensive income (loss) | (8,034) | ||||||
Equity, ending balance at Sep. 30, 2020 | 993,496 | 0 | 19 | (2,403) | 1,128,979 | (117,870) | (15,229) |
Equity, beginning balance at Mar. 31, 2020 | 870,493 | 0 | 18 | (2,403) | 1,008,570 | (111,865) | (23,827) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Exercise of stock options, vesting of restricted stock and related tax withholdings | (96) | (96) | |||||
Stock-based incentive compensation | 661 | 661 | |||||
Net income (loss) | (7,668) | (7,668) | |||||
Other comprehensive income (loss) | 4,576 | 4,576 | |||||
Equity, ending balance at Jun. 30, 2020 | 867,966 | 0 | 18 | (2,403) | 1,009,135 | (119,533) | (19,251) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Exercise of stock options, vesting of restricted stock and related tax withholdings | (259) | (259) | |||||
Stock-based incentive compensation | 1,170 | 1,170 | |||||
Net proceeds from the issuance of common stock | 118,934 | 1 | 118,933 | ||||
Net income (loss) | 1,663 | 1,663 | |||||
Other comprehensive income (loss) | 4,022 | 4,022 | |||||
Equity, ending balance at Sep. 30, 2020 | 993,496 | 0 | 19 | (2,403) | 1,128,979 | (117,870) | (15,229) |
Equity, beginning balance at Dec. 31, 2020 | 1,015,724 | 0 | 18 | (2,403) | 1,129,312 | (100,031) | (11,172) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Exercise of stock options, vesting of restricted stock and related tax withholdings | (69) | (69) | |||||
Stock-based incentive compensation | 1,205 | 1,205 | |||||
Net income (loss) | (2,861) | (2,861) | |||||
Other comprehensive income (loss) | 4,081 | 4,081 | |||||
Equity, ending balance at Mar. 31, 2021 | 1,018,080 | 0 | 18 | (2,403) | 1,130,448 | (102,892) | (7,091) |
Equity, beginning balance at Dec. 31, 2020 | 1,015,724 | 0 | 18 | (2,403) | 1,129,312 | (100,031) | (11,172) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net income (loss) | 64,431 | ||||||
Other comprehensive income (loss) | 11,172 | ||||||
Equity, ending balance at Sep. 30, 2021 | 1,097,480 | 0 | 18 | (2,403) | 1,135,465 | (35,600) | 0 |
Equity, beginning balance at Mar. 31, 2021 | 1,018,080 | 0 | 18 | (2,403) | 1,130,448 | (102,892) | (7,091) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Exercise of stock options, vesting of restricted stock and related tax withholdings | (9) | (9) | |||||
Stock-based incentive compensation | 2,525 | 2,525 | |||||
Net income (loss) | 31,816 | 31,816 | |||||
Other comprehensive income (loss) | 4,199 | 4,199 | |||||
Equity, ending balance at Jun. 30, 2021 | 1,056,611 | 0 | 18 | (2,403) | 1,132,964 | (71,076) | (2,892) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Exercise of stock options, vesting of restricted stock and related tax withholdings | (15) | (15) | |||||
Stock-based incentive compensation | 2,516 | 2,516 | |||||
Net income (loss) | 35,476 | 35,476 | |||||
Other comprehensive income (loss) | 2,892 | 2,892 | |||||
Equity, ending balance at Sep. 30, 2021 | $ 1,097,480 | $ 0 | $ 18 | $ (2,403) | $ 1,135,465 | $ (35,600) | $ 0 |
NATURE OF OPERATIONS AND PRESEN
NATURE OF OPERATIONS AND PRESENTATION OF FINANCIAL STATEMENTS | 9 Months Ended |
Sep. 30, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Nature of Operations and Presentation of Financial Statements | NATURE OF OPERATIONS AND PRESENTATION OF FINANCIAL STATEMENTS Corporate Organization and Business — HC Group Holdings II, Inc. (“HC II”) was incorporated under the laws of the State of Delaware on January 7, 2015, with its sole shareholder being HC Group Holdings I, LLC. (“HC I”). On April 7, 2015, HC I and HC II collectively acquired Walgreens Infusion Services, Inc. and its subsidiaries from Walgreen Co., and the business was rebranded as Option Care (“Option Care”). On March 14, 2019, HC I and HC II entered into a definitive agreement (the “Merger Agreement”) to merge with and into a wholly-owned subsidiary of BioScrip, Inc. (“BioScrip”), a national provider of infusion and home care management solutions, along with certain other subsidiaries of BioScrip and HC II. The merger contemplated by the Merger Agreement (the “Merger”) was completed on August 6, 2019 (the “Merger Date”). The Merger was accounted for as a reverse merger under the acquisition method of accounting for business combinations with Option Care being considered the accounting acquirer and BioScrip being considered the legal acquirer. Following the close of the transaction, BioScrip was rebranded as Option Care Health, Inc. (“Option Care Health”, or the “Company”). The combined Company’s stock is listed on the Nasdaq Global Select Market as of September 30, 2021. See Note 15, Stockholders’ Equity , for further discussion of HC I’s ownership as of September 30, 2021. Option Care Health, and its wholly-owned subsidiaries, provides infusion therapy and other ancillary health care services through a national network of 98 full service pharmacies. The Company contracts with managed care organizations, third-party payers, hospitals, physicians, and other referral sources to provide pharmaceuticals and complex compounded solutions to patients for intravenous delivery in the patients’ homes or other nonhospital settings. The Company operates in one segment, infusion services. Basis of Presentation — The accompanying unaudited condensed consolidated financial statements have been prepared in conformity with generally accepted accounting principles (“GAAP”) in the United States and contain all adjustments, including normal recurring adjustments, necessary to present fairly the Company’s financial position, results of operations and cash flows for interim financial reporting. The results of operations for the interim periods presented are not necessarily indicative of the results of operations for the entire year. These unaudited condensed consolidated financial statements do not include all of the information and notes to the financial statements required by GAAP for complete financial statements and should be read in conjunction with the 2020 audited consolidated financial statements, including the notes thereto, as presented in the Annual Report on Form 10-K filed with the Securities and Exchange Commission on March 11, 2021. Principles of Consolidation — The Company’s unaudited condensed consolidated financial statements include the accounts of Option Care Health, Inc. and its subsidiaries. All intercompany transactions and balances are eliminated in consolidation. The Company has investments in companies that are 50% owned and are accounted for as equity-method investments. The Company’s share of earnings from equity-method investments is included in the line entitled “Equity in earnings of joint ventures” in the unaudited condensed consolidated statements of comprehensive income (loss). See Equity-Method Investments within Note 2, Summary of Significant Accounting Policies , for further discussion of the Company’s equity-method investments. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 9 Months Ended |
Sep. 30, 2021 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Cash and Cash Equivalents — The Company considers all highly liquid investments with original maturities of three months or less to be cash equivalents. In April 2020, the Company received $11.7 million in Coronavirus Aid, Relief, and Economic Security Act (“CARES Act”) grant funds from the federal government, which was reflected in the second quarter 2020 as a cash inflow from financing activities within other financing cash flows in the unaudited condensed consolidated statements of cash flows. During the third quarter 2020, the Company returned the funds as unused to the federal government, which was reflected as a cash outflow from financing activities within other financing cash flows in the unaudited condensed consolidated statements of cash flows. Prepaid expenses and other current assets — Included in prepaid expenses and other current assets are rebates receivable from pharmaceutical and medical supply manufacturers of $36.9 million and $35.2 million as of September 30, 2021 and December 31, 2020, respectively. There were no other items included in prepaid expenses and other current assets that comprised 5% or more of total current assets. Equity Method Investments — The Company’s investments in certain unconsolidated entities are accounted for under the equity method. The balance of these investments is included in other noncurrent assets in the accompanying condensed consolidated balance sheets. As of September 30, 2021 and December 31, 2020, the balance of the investments were $20.3 million and $17.0 million, respectively. The investments are increased to reflect the Company’s capital contributions and equity in earnings of the investees. The investments are decreased to reflect the Company’s equity in losses of the investees and for distributions received that are not in excess of the carrying amount of the investments. The Company’s proportionate share of earnings or losses of the investees are recorded in equity in earnings of joint ventures in the accompanying unaudited condensed consolidated statements of comprehensive income (loss). The Company’s proportionate share of earnings was $1.7 million and $4.6 million for the three and nine months ended September 30, 2021. The Company’s proportionate share of earnings was $0.8 million and $2.4 million for the three and nine months ended September 30, 2020. Distributions from the investees are treated as cash inflows from operating activities within other adjustments in the unaudited condensed consolidated statements of cash flows. During the three and nine months ended September 30, 2021, the Company received distributions from the investees of $1.3 million and $1.3 million, respectively. During the three and nine months ended September 30, 2020, the Company received distributions from the investees of $2.3 million and $2.8 million, respectively. See Footnote 16, Related-Party Transactions , for discussion of related-party transactions with these investees. Immaterial Error Correction — During the three months ended June 30, 2021, the Company identified prior period misstatements related to the net revenue earned by category of payer for the periods ended September 30, 2020, December 31, 2020, March 31, 2021, and June 30, 2021. Certain individual payers were improperly classified as direct government and instead should have been classified as commercial payers. This error over-stated the Company’s government revenues and under-stated the Company’s commercial revenues in those periods. The Company assessed the materiality of these misstatements both quantitatively and qualitatively and determined the correction of these errors to be immaterial to the prior consolidated financial statements taken as a whole. As a result, the Company has corrected the misstatements as disclosed in the following tables: Three Months ended September 30, 2020 Nine Months ended September 30, 2020 Three Months ended December 31, 2020 Twelve Months ended December 31, 2020 Amount % of Revenue Amount % of Revenue Amount % of Revenue Amount % of Revenue Commercial: As Previously $ 644,385 82.4 % $ 1,893,105 85.0 % $ 649,880 80.8 % $ 2,542,985 83.9 % Adjustment 34,321 4.4 % 34,321 1.5 % 40,806 5.1 % 75,127 2.5 % As Revised 678,706 86.8 % 1,927,426 86.5 % 690,686 85.9 % 2,618,112 86.4 % Government: As Previously Reported 127,435 16.3 % 308,830 13.9 % 141,237 17.6 % 450,067 14.8 % Adjustment (34,321) (4.4) % (34,321) (1.5) % (40,806) (5.1) % (75,127) (2.5) % As Revised 93,114 11.9 % 274,509 12.4 % 100,431 12.5 % 374,940 12.3 % Three Months ended March 31, 2021 Three Months ended June 30, 2021 Six Months ended June 30, 2021 Amount % of Revenue Amount % of Revenue Amount % of Revenue Commercial: As Previously Reported $ 611,434 80.5 % $ 703,429 81.8 % $ 1,314,862 81.2 % Adjustment 37,073 4.9 % 43,218 5.0 % 80,292 4.9 % As Revised 648,507 85.4 % 746,647 86.8 % 1,395,154 86.1 % Government: As Previously Reported 134,914 17.8 % 145,799 16.9 % 280,714 17.3 % Adjustment (37,073) (4.9) % (43,218) (5.0) % (80,292) (4.9) % As Revised 97,841 12.9 % 102,581 11.9 % 200,422 12.4 % There was no impact to the Company’s consolidated balance sheets, consolidated statements of comprehensive income (loss) or the consolidated statements of cash flows for any of these periods. Concentrations of Business Risk — The Company generates revenue from managed care contracts and other agreements with commercial third-party payers. Revenue related to the Company’s largest payer was approximately 16% and 16% for the three and nine months ended September 30, 2021. Revenue related to the Company’s largest payer was approxima tely 16% and 15% for the three and nine months ended September 30, 2020, respectively. In December 2019, the Company renewed and expanded its multi-year contract with this payer. The contract renewal was effective in February 2020 for a two-year term and auto-renews annually thereafter unless notice is provided. There were no other managed care contracts that represent greater than 10% of revenue for the periods presented. For the three and nine months ended September 30, 2021, approximately 12% and 12%, respectively, of the Company’s revenue was reimbursable through direct government healthcare programs, such as Medicare and Medicaid. For the three and nine months ended September 30, 2020, approximately 12% and 12%, respectively, of the Company’s revenue was reimbursable through direct government health care programs, such as Medicare and Medicaid. As of September 30, 2021 and December 31, 2020, respectively, approximately 11% and 15%, respectively, of the Company’s accounts receivable was related to these programs. Governmental programs pay for services based on fee schedules and rates that are determined by the related governmental agency. Laws and regulations pertaining to government programs are complex and subject to interpretation. As a result, there is at least a reasonable possibility that recorded estimates will change in the near term. The Company does not require its patients nor other payers to carry collateral for any amounts owed for goods or services provided. Other than as discussed above, concentration of credit risk relating to trade accounts receivable is limited due to the Company’s diversity of patients and payers. Further, the Company generally does not provide charity care, however, Option Care Health offers a financial assistance program for patients that meet certain defined hardship criteria. For the three and nine months ended September 30, 2021, approximately 65% and 65%, respectively, of the Company’s pharmaceutical and medical supply purchases were from three vendors. For the three and nine months ended September 30, 2020, approximately 71% and 72%, respectively, of the Company’s pharmaceutical and medical supply purchases were from three vendors. Although there are a limited number of suppliers, the Company believes that other vendors could provide similar products on comparable terms. However, a change in suppliers could cause delays in service delivery and possible losses in revenue, which could adversely affect the Company’s financial condition or operating results. Although there remains some uncertainty regarding the COVID-19 pandemic, as of September 30, 2021 the Company has been able to maintain adequate levels of supplies and pharmaceuticals to support its operations. |
BUSINESS COMBINATIONS AND ASSET
BUSINESS COMBINATIONS AND ASSET ACQUISITIONS | 9 Months Ended |
Sep. 30, 2021 | |
Business Combination and Asset Acquisition [Abstract] | |
Business Combinations and Asset Acquisitions | BUSINESS COMBINATIONS AND ASSET ACQUISITIONS BioCure Asset Acquisition — In April 2021, pursuant to the Asset Purchase Agreement dated April 7, 2021, the Company completed the acquisition of certain assets of BioCure, LLC (“BioCure”) for a purchase price of $18.9 million. The allocation of the purchase price of BioCure was accounted for as an asset acquisition in accordance with ASC Topic 805, Business Combinations , with the total purchase price being allocated to the assets acquired based on the relative fair value of each asset. The purchase price was allocated to the assets acquired as follows: Amount Inventories $ 601 Intangible assets, net 18,251 Total consideration transferred $ 18,852 Intangibles assets, net consists of referral sources which were assigned a useful life of 15 years, amortized on a straight-line basis. |
Business Combinations and Asset Acquisitions | BUSINESS COMBINATIONS AND ASSET ACQUISITIONS BioCure Asset Acquisition — In April 2021, pursuant to the Asset Purchase Agreement dated April 7, 2021, the Company completed the acquisition of certain assets of BioCure, LLC (“BioCure”) for a purchase price of $18.9 million. The allocation of the purchase price of BioCure was accounted for as an asset acquisition in accordance with ASC Topic 805, Business Combinations , with the total purchase price being allocated to the assets acquired based on the relative fair value of each asset. The purchase price was allocated to the assets acquired as follows: Amount Inventories $ 601 Intangible assets, net 18,251 Total consideration transferred $ 18,852 Intangibles assets, net consists of referral sources which were assigned a useful life of 15 years, amortized on a straight-line basis. |
REVENUE
REVENUE | 9 Months Ended |
Sep. 30, 2021 | |
Revenue from Contract with Customer [Abstract] | |
Revenue | REVENUE The following table sets forth the net revenue earned by category of payer for the three and nine months ended September 30, 2021 and 2020 (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 Commercial payers $ 769,524 $ 678,706 $ 2,164,678 $ 1,927,426 Government payers 106,645 93,114 307,067 274,509 Patients 15,768 9,789 39,701 25,962 Net revenue $ 891,937 $ 781,609 $ 2,511,446 $ 2,227,897 |
INCOME TAXES
INCOME TAXES | 9 Months Ended |
Sep. 30, 2021 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | INCOME TAXES During the three and nine months ended September 30, 2021, the Company recorded tax expense of $3.1 million and $5.1 million, respectively, which represents an effective tax rate of 8.0% and 7.3%, respectively. During the three and nine months ended September 30, 2020 the Company recorded a tax expense of $0.8 million and $2.3 million, respectively, which represents an effective tax rate of 31.3% and (9.6)%, respectively . The Company maintains a full valuation allowance of $97.3 million against all of its net U.S. federal and state deferred tax assets with the exception of $0.3 million of estimated state net operating losses (“NOL”). In assessing the realizability of deferred tax assets, the Company considers whether it is more likely than not that some or all of the deferred tax assets will not be realized. The ultimate realization of deferred tax assets depends on the generation of future taxable income during the periods in which those temporary differences are deductible. The Company considers the scheduled reversal of deferred tax liabilities, including the effect in available carryback and carryforward periods, projected taxable income and tax-planning strategies, in making this assessment. On a quarterly basis, the Company evaluates all positive and negative evidence in determining if the valuation allowance is fairly stated. Based on the Company’s full valuation allowance, as noted above, the Company’s tax expense for the three and nine months ended September 30, 2021 of $3.1 million and $5.1 million consists of quarterly tax liabilities attributable to specific state taxing authorities as well as recognized deferred tax expense. The Company has accumulated U.S. federal net operating loss carryovers that are subject to one or more Section 382 limitations. This may limit the Company’s ability to utilize its U.S. federal net operating losses. The Company recorded no income tax expense or benefit for the three or nine months ended September 30, 2021 and 2020 associated with the tax provisions of the CARES Act. |
EARNINGS (LOSS) PER SHARE
EARNINGS (LOSS) PER SHARE | 9 Months Ended |
Sep. 30, 2021 | |
Earnings Per Share [Abstract] | |
Earnings (Loss) Per Share | EARNINGS (LOSS) PER SHARE The Company presents basic and diluted earnings (loss) per share for its common stock. Basic earnings (loss) per share is calculated by dividing the net income (loss) of the Company by the weighted average number of shares of common stock outstanding during the period. Diluted earnings (loss) per share is determined by adjusting the profit or loss and the weighted average number of shares of common stock outstanding for the effects of all potentially dilutive securities. The earnings (loss) is used as the basis of determining whether the inclusion of common stock equivalents would be anti-dilutive. The computation of diluted shares for the three and nine months ended September 30, 2021 includes the effect of shares that would be issued in connection with warrants, stock options and restricted stock awards, as these common stock equivalents are dilutive to the earnings per share recorded in those periods. The computation of diluted shares for the nine months ended September 30, 2020 excludes the effect of these common stock equivalents as their inclusion would be anti-dilutive to the loss per share recorded in the period. For the three months ended September 30, 2021 there were 457,754 warrants, 496,929 stock option awards, and 38,536 restricted stock awards outstanding that were excluded from the calculation of earnings per share as they would be anti-dilutive. For the nine months ended September 30, 2021 there were 915,507 warrants, 387,656 stock option awards, and 272,540 restricted stock awards outstanding that were excluded from the calculation of earnings per share as they would be anti-dilutive. For the three months ended September 30, 2020, there were 915,507 warrants, 296,876 stock options and 312,984 restricted stock awards outstanding that were excluded from the calculation of earnings per share as they would be anti-dilutive. Fo r the nine months ended September 30, 2020, there were 2,328,120 warrants, 424,878 stock options and 600,483 restricted stock awards outstanding that were excluded from the calculation of loss per share as they would be anti-dilutive. The following table presents the Company’s basic earnings (loss) per share and shares outstanding (in thousands, except per share data): Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 Numerator: Net income (loss) $ 35,476 $ 1,663 $ 64,431 $ (25,915) Denominator: Weighted average number of common shares outstanding 179,872 184,232 179,841 179,220 Earnings (loss) per common share: Earnings (loss) per common share, basic $ 0.20 $ 0.01 $ 0.36 $ (0.14) The following table presents the Company’s diluted earnings (loss) per share and shares outstanding (in thousands, except per share data): Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 Numerator: Net income (loss) $ 35,476 $ 1,663 $ 64,431 $ (25,915) Denominator: Weighted average number of common shares outstanding 179,872 184,232 179,841 179,220 Effect of dilutive securities 1,558 590 1,214 — Weighted average number of common shares outstanding, diluted 181,430 184,822 181,055 179,220 Earnings (loss) per common share: Earnings (loss) per common share, diluted $ 0.20 $ 0.01 $ 0.36 $ (0.14) |
LEASES
LEASES | 9 Months Ended |
Sep. 30, 2021 | |
Leases [Abstract] | |
Leases | LEASES During the three and nine months ended September 30, 2021, the Company incurred operating lease expenses of $7.8 million and $22.3 million, respectively, including short-term lease expense, which were included as a component of selling, general and administrative expense in the unaudited condensed consolidated statements of comprehensive income (loss). During the three and nine months ended September 30, 2020, the Company incurred operating lease expense of $7.6 million and $23.0 million, respectively, including short-term lease expenses, which were included as a component of selling, general and administrative expenses in the unaudited condensed consolidated statements of comprehensive income (loss). As of September 30, 2021, the weighted-average remaining lease term was 6.44 and the weighted-average discount rate was 5.09%. Operating leases mature as follows (in thousands): Fiscal Year Ending December 31, Minimum Payments 2021 $ 8,379 2022 22,679 2023 19,324 2024 13,757 2025 11,053 Thereafter 32,682 Total lease payments $ 107,874 Less: Interest 17,297 Present value of lease liabilities $ 90,577 During the three and nine months ended September 30, 2021, the Company commenced new leases, extensions and amendments, resulting in non-cash investing and financing activities in the unaudited condensed consolidated statements of cash flow o f $14.5 million re lated to increases in the operating lease right-of-use asset and operating lease liabilities, respectively. During the three and nine months ended September 30, 2020, the Company commenced new leases, extensions and amendments, resulting in non-cash investing and financing activities in the unaudited condensed consolidated statements of cash flow of $20.1 million related to increases in the operating lease right-of-use asset and operating lease liabilities, respectively. As of September 30, 2021, the Company did not have any significant operating or financing leases that had not yet commenced. |
Leases | LEASES During the three and nine months ended September 30, 2021, the Company incurred operating lease expenses of $7.8 million and $22.3 million, respectively, including short-term lease expense, which were included as a component of selling, general and administrative expense in the unaudited condensed consolidated statements of comprehensive income (loss). During the three and nine months ended September 30, 2020, the Company incurred operating lease expense of $7.6 million and $23.0 million, respectively, including short-term lease expenses, which were included as a component of selling, general and administrative expenses in the unaudited condensed consolidated statements of comprehensive income (loss). As of September 30, 2021, the weighted-average remaining lease term was 6.44 and the weighted-average discount rate was 5.09%. Operating leases mature as follows (in thousands): Fiscal Year Ending December 31, Minimum Payments 2021 $ 8,379 2022 22,679 2023 19,324 2024 13,757 2025 11,053 Thereafter 32,682 Total lease payments $ 107,874 Less: Interest 17,297 Present value of lease liabilities $ 90,577 During the three and nine months ended September 30, 2021, the Company commenced new leases, extensions and amendments, resulting in non-cash investing and financing activities in the unaudited condensed consolidated statements of cash flow o f $14.5 million re lated to increases in the operating lease right-of-use asset and operating lease liabilities, respectively. During the three and nine months ended September 30, 2020, the Company commenced new leases, extensions and amendments, resulting in non-cash investing and financing activities in the unaudited condensed consolidated statements of cash flow of $20.1 million related to increases in the operating lease right-of-use asset and operating lease liabilities, respectively. As of September 30, 2021, the Company did not have any significant operating or financing leases that had not yet commenced. |
PROPERTY AND EQUIPMENT
PROPERTY AND EQUIPMENT | 9 Months Ended |
Sep. 30, 2021 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | PROPERTY AND EQUIPMENT Property and equipment was as follows as of September 30, 2021 and December 31, 2020 (in thousands): September 30, 2021 December 31, 2020 Infusion pumps $ 34,249 $ 31,678 Equipment, furniture and other 53,770 47,886 Leasehold improvements 91,789 87,483 Computer software, purchased and internally developed 29,804 27,799 Assets under development 7,894 10,793 217,506 205,639 Less: accumulated depreciation 110,718 84,490 Property and equipment, net $ 106,788 $ 121,149 Depreciation expense is recorded within cost of revenue and operating expenses within the unaudited condensed consolidated statements of comprehensive income (loss), depending on the nature of the underlying fixed assets. The depreciation expense included in cost of revenue relates to revenue-generating assets, such as infusion pumps. The depreciation expense included in operating expenses is related to infrastructure items, such as furniture, computer and office equipment, and leasehold improvements. The following table presents the amount of depreciation expense recorded in cost of revenue and operating expenses for the three and nine months ended September 30, 2021 and 2020 (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 Depreciation expense in cost of revenue $ 1,664 $ 1,643 $ 4,410 $ 5,161 Depreciation expense in operating expenses 7,476 7,814 22,670 28,546 Total depreciation expense $ 9,140 $ 9,457 $ 27,080 $ 33,707 |
GOODWILL AND OTHER INTANGIBLE A
GOODWILL AND OTHER INTANGIBLE ASSETS | 9 Months Ended |
Sep. 30, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Other Intangible Assets | GOODWILL AND OTHER INTANGIBLE ASSETS There was no change in the carrying amount of goodwill for the three or nine months ended September 30, 2021. Changes in the carrying amount of goodwill consists of the following activity for the three and nine months ended September 30, 2020 (in thousands): Balance at December 31, 2019 $ 1,425,542 Merger purchase accounting adjustments 2,341 Balance at March 31, 2020 $ 1,427,883 Merger purchase accounting adjustments 727 Balance at June 30, 2020 $ 1,428,610 Changes — Balance at September 30, 2020 $ 1,428,610 The carrying amount and accumulated amortization of intangible assets consists of the following as of September 30, 2021 and December 31, 2020 (in thousands): September 30, 2021 December 31, 2020 Gross intangible assets: Referral sources $ 456,372 $ 438,121 Trademarks/names 44,536 44,536 Other amortizable intangible assets 402 402 Total gross intangible assets 501,310 483,059 Accumulated amortization: Referral sources (130,758) (110,498) Trademarks/names (26,403) (21,146) Other amortizable intangible assets (385) (363) Total accumulated amortization (157,546) (132,007) Total intangible assets, net $ 343,764 $ 351,052 Amortization expense for intangible assets was $7.9 million and $25.5 million for the three and nine months ended September 30, 2021, respectively. Amortization expense for intangible assets was $8.8 million and $26.3 million for the three and nine months ended September 30, 2020, respectively. |
INDEBTEDNESS
INDEBTEDNESS | 9 Months Ended |
Sep. 30, 2021 | |
Debt Disclosure [Abstract] | |
Indebtedness | INDEBTEDNESS Long-term debt consisted of the following as of September 30, 2021 (in thousands): Principal Amount Discount Debt Issuance Costs Net Balance Asset-based-lending (“ABL”) facility $ — $ — $ — $ — First lien term loan 1,156,919 (8,731) (18,590) 1,129,598 Second lien notes — — — — $ 1,156,919 $ (8,731) $ (18,590) 1,129,598 Less: current portion (11,775) Total long-term debt $ 1,117,823 Long-term debt consisted of the following as of December 31, 2020 (in thousands): Principal Amount Discount Debt Issuance Costs Net Balance ABL facility $ — $ — $ — $ — First lien term loan 915,750 (7,253) (19,710) 888,787 Second lien notes 245,781 (6,102) (4,113) 235,566 $ 1,161,531 $ (13,355) $ (23,823) 1,124,353 Less: current portion (9,250) Total long-term debt $ 1,115,103 In January 2021, the Company entered into an amendment on the First Lien Term Loan (the “First Lien Credit Agreement Amendment”). The First Lien Credit Agreement Amendment resulted in an additional $250.0 million of incremental First Lien Term Loan indebtedness being issued and reduced the interest rate on all outstanding First Lien Term Loan indebtedness from LIBOR plus 4.25% to LIBOR plus 3.75%. The proceeds of the $250.0 million incremental First Lien Term Loan indebtedness were used to prepay the remaining $245.8 million outstanding balance of the Second Lien Notes. Following the First Lien Credit Agreement Amendment, the First Lien Term Loan is repayable in quarterly installments of $2.9 million plus interest, with a final payment of all remaining outstanding principal due on August 6, 2026. The Company assessed whether the repayment of the Second Lien Notes by issuing incremental First Lien Term Loan indebtedness resulted in an insubstantial modification or an extinguishment of the existing debt for each loan in the syndication by grouping lenders as follows: (i) Lenders participating in both the First Lien Term Loan and Second Lien Notes; (ii) previous lenders that exited; and (iii) new lenders. The Company determined that $161.2 million of the First Lien Term Loan was extinguished and $122.9 million of the Second Lien Term Loan was extinguished, which is disclosed as an outflow from financing activities in the condensed consolidated statements of cash flows. The First Lien Term Loan and Second Lien Notes had insubstantial modifications for lenders that participated in both debt instruments, which resulted in a cash outflow from financing activities of $352.0 million in the condensed consolidated statements of cash flows. The Company determined that $356.2 million of new debt was issued related to the First Lien Term Loan, which is disclosed as an inflow from financing activities in the condensed consolidated statements of cash flows. In connection with the prepayment of the Second Lien Notes and incremental First Lien Term Loan indebtedness, the Company incurred $7.2 million in debt issuance costs and third-party fees, of which $3.7 million was capitalized, $0.9 million was expensed as a component of other expense and $2.6 million was expensed as a loss on extinguishment as a component of other expense in the condensed consolidated statements of comprehensive income (loss) for the nine months ended September 30, 2021. Further, $1.0 million of the total fees incurred of $7.2 million was netted against the $356.2 million of proceeds from debt as a component of the cash flows from financing activities, $2.9 million was presented as deferred financing costs as a component of cash flows from financing activities, $2.4 million was presented as debt prepayment fees as a component of cash flows from financing activities, and the remaining $0.9 million was included in cash flows from operating activities in the condensed consolidated statements of cash flows. The Company recognized a loss on extinguishment of debt of $12.4 million included in the line entitled “Other, net” in the unaudited condensed consolidated statements of comprehensive income (loss) for the nine months ended September 30, 2021, of which $2.6 million related to debt issue costs incurred with the incremental First Lien Term Loan indebtedness and prepayment of the Second Lien Notes, as discussed above, and $9.8 million related to existing deferred financing fees that were written off upon extinguishment. All remaining deferred financing fees that existed prior to the First Lien Credit Agreement Amendment were attributed to modified loans, and were capitalized and amortized over the remaining term of the First Lien Term Loan. The interest rate on the First Lien Term Loa n was 3.83% and 4.40% as of September 30, 2021 and December 31, 2020, respectively. The weighted average interest rate incurred on the First Lien Term Loan was 3.84% and 5.87% for the three and nine months ended September 30, 2021. The weighted average interest rate incurred on the previous First Lien T erm Loan was 4.67% and 5.29% for the three and nine months ended September 30, 2020, respectively. The interest rate on the Second Lien Notes was 8.98% as of December 31, 2020. The weighted average interest rate incurred on the Second Lien Notes was 8.98% for the period January 1, 2021 through January 20, 2021, prior to the repayment of the outstanding balance. The weighted average interest rate incurred on the Second Lien Notes was 9.51% and 10.17% for the three and nine months ended September 30, 2020. Long-term debt matures as follows (in thousands): Year Ending December 31, Minimum Payments 2021 $ 2,944 2022 11,775 2023 11,775 2024 11,775 2025 11,775 Thereafter 1,106,875 Total $ 1,156,919 In October 2021, the Company entered into an amendment on the First Lien Term Loan, to provide $600 million of refinanced borrowings. In October 2021, the Company also issued $500 million in aggregate principal amount of senior notes. See Note 17, Subsequent Events , for further discussion. During the three and nine months ended September 30, 2021 and 2020, the Company engaged in hedging activities to limit its exposure to changes in interest rates. See Note 11, Derivative Instruments , for further discussion. The following table presents the estimated fair values of the Company’s debt obligations as of September 30, 2021 (in thousands): Financial Instrument Carrying Value as of September 30, 2021 Markets for Identical Item (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) First lien term loan $ 1,129,598 $ — $ 1,156,919 $ — Second lien notes — — — — Total debt instruments $ 1,129,598 $ — $ 1,156,919 $ — The following table sets forth the changes in Level 3 measurements for the three months ended March 31, 2021 (in thousands). As the Second Lien Notes were prepaid in Q1, there was no change in the fair value thereafter. Level 3 Measurements Second lien notes fair value as of January 1, 2021 $ 266,438 Principal prepayment (245,781) Change in fair value (20,657) Second lien notes fair value as of March 31, 2021 $ — See Note 12, Fair Value Measurements , for further discussion. |
DERIVATIVE INSTRUMENTS
DERIVATIVE INSTRUMENTS | 9 Months Ended |
Sep. 30, 2021 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Instruments | DERIVATIVE INSTRUMENTS The Company uses derivative financial instruments for hedging and non-trading purposes to limit the Company’s exposure to increases in interest rates related to its variable interest rate debt. Use of derivative financial instruments in hedging programs subjects the Company to certain risks, such as market and credit risks. Market risk represents the possibility that the value of the derivative financial instrument will change. In a hedging relationship, the change in the value of the derivative financial instrument is offset to a great extent by the change in the value of the underlying hedged item. Credit risk related to a derivative financial instrument represents the possibility that the counterparty will not fulfill the terms of the contract. The notional, or contractual, amount of the Company’s derivative financial instruments is used to measure interest to be paid or received and does not represent the Company’s exposure due to credit risk. Credit risk is monitored through established approval procedures, including reviewing credit ratings when appropriate. In August 2019, the Company entered into interest rate swap agreements that reduce the variability in the interest rates on the newly-issued debt obligations following the Merger with BioScrip. The first interest rate swap for $925.0 million notional was effective in August 2019 with $911.1 million designated as a cash flow hedge against the underlying interest rate on the first lien term loan interest payments indexed to one-month London Interbank Offered Rate (“LIBOR”) through August 2021. In accordance with ASU 2017-12, Targeted Improvements to Accounting for Hedges, the Company has determined that the $911.1 million designated cash flow hedge is perfectly effective. The remaining $13.9 million notional amount of the interest rate swap is not designated as a hedging instrument. The first interest rate swap expired in August 2021. The second interest rate swap of $400.0 million notional was effective in November 2019 and was designated as a cash flow hedge against the underlying interest rate on the second lien notes interest payments indexed to three-month LIBOR through November 2020. In May 2020, the Company elected to pay-in-kind (“PIK”) the second lien note’s quarterly interest payment due in August 2020. Upon making the PIK election, the Company determined that the hedged interest payment would no longer occur, resulting in an ineffective hedge, so the Company discontinued hedge accounting on its $400.0 million notional interest rate swap. As a result, the Company reclassified accumulated comprehensive loss of $3.7 million to interest expense, net in the unaudited condensed consolidated statements of comprehensive income (loss). The gains and losses associated with the $400.0 million notional swap were recognized in net income (loss) through interest expense until the swap expired in November 2020. The following table summarizes the amount and location of the Company’s derivative instruments in the condensed consolidated balance sheets (in thousands): Fair value - Derivatives in liability position Derivative Balance Sheet Caption September 30, 2021 December 31, 2020 Interest rate swaps designated as cash flow hedges Accrued expenses and other current liabilities $ — $ 11,172 Interest rate swaps not designated as cash flow hedges Accrued expenses and other current liabilities — 170 Total derivatives $ — $ 11,342 The gain and loss associated with the changes in the fair value of the effective portion of the hedging instrument are recorded into other comprehensive (loss) income. The gain and loss associated with the changes in the fair value of the $13.9 million notional amount not designated as a hedging instrument is recognized in net income (loss) through interest expense. The following table presents the pre-tax gains (losses) from derivative instruments recognized in other comprehensive (loss) income in the Company’s unaudited condensed consolidated statements of comprehensive income (loss) (in thousands): Three Months Ended September 30, Nine Months Ended September 30, Derivative 2021 2020 2021 2020 Interest rate swaps designated as cash flow hedges $ 2,892 $ 4,022 $ 11,172 $ (11,780) Interest rate swaps that discontinued hedge accounting — — — 3,746 $ 2,892 $ 4,022 $ 11,172 $ (8,034) The following table presents the amount and location of pre-tax income (loss) recognized in the Company’s unaudited condensed consolidated statement of comprehensive income (loss) related to the Company’s derivative instruments (in thousands): Three Months Ended September 30, Nine Months Ended September 30, Derivative Income Statement Caption 2021 2020 2021 2020 Interest rate swaps designated as cash flow hedges Interest expense $ (2,903) $ (4,152) $ (11,298) $ (8,604) Interest rate swaps not designated as hedges Interest expense — (41) (2) (32) Interest rate swaps that discontinued hedge accounting Interest expense — — — (3,746) $ (2,903) $ (4,193) $ (11,300) $ (12,382) |
FAIR VALUE MEASURMENTS
FAIR VALUE MEASURMENTS | 9 Months Ended |
Sep. 30, 2021 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | FAIR VALUE MEASUREMENTS Fair value measurements are determined by maximizing the use of observable inputs and minimizing the use of unobservable inputs. The hierarchy places the highest priority on unadjusted quoted market prices in active markets for identical assets or liabilities (Level 1 measurements) and gives the lowest priority to unobservable inputs (Level 3 measurements). The categories within the valuation hierarchy are described as follows: • Level 1 — Inputs to the fair value measurement are quoted prices in active markets for identical assets or liabilities. • Level 2 — Inputs to the fair value measurement include quoted prices in active markets for similar assets or liabilities, quoted prices for identical or similar assets or liabilities in markets that are not active, and inputs other than quoted prices that are observable for the asset or liability, either directly or indirectly. • Level 3 — Inputs to the fair value measurement are unobservable inputs or valuation techniques. While the Company believes its valuation methods are appropriate and consistent with other market participants, the use of different methodologies or assumptions to determine the fair value of certain financial instruments could result in a different fair value measurement at the reporting date. First lien term loan : The fair value of the first lien term loan is derived from a broker quote on the loans in the syndication (Level 2 inputs). See Note 10, Indebtedness , for further discussion of the carrying amount and fair value of the first lien term loan. Second lien notes : Prior to the January 2021 debt refinancing, the fair value of the second lien notes was derived from a cash flow model that discounted the cash flows based on market interest rates (Level 3 inputs). See Note 10, Indebtedness , for further discussion of the carrying amount and fair value of the second lien notes. Interest rate swaps : The fair values of interest rate swaps are derived from the interest rates prevalent in the market and future expectations of those interest rates (Level 2 inputs). The Company determines the fair value of the investments based on quoted prices from third-party brokers. See Note 11, Derivative Instruments , for further discussion of the fair value of interest rate swaps. There were no other assets or liabilities measured at fair value at September 30, 2021 and December 31, 2020. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 9 Months Ended |
Sep. 30, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | COMMITMENTS AND CONTINGENCIESThe Company is involved in legal proceedings and is subject to investigations, inspections, audits, inquiries, and similar actions by governmental authorities, arising in the normal course of the Company’s business. Some of these suits may purport or may be determined to be class actions and/or involve parties seeking large and/or indeterminate amounts, including punitive or exemplary damages, and may remain unresolved for several years. From time to time, the Company may also be involved in legal proceedings as a plaintiff involving antitrust, tax, contract, intellectual property, and other matters. Gain contingencies, if any, are recognized when they are realized. The results of legal proceedings are often uncertain and difficult to predict, and the costs incurred in litigation can be substantial, regardless of the outcome. The Company believes that its defenses and assertions in pending legal proceedings have merit and does not believe that any of these pending matters, after consideration of applicable reserves and rights to indemnification, will have a material adverse effect on the Company’s condensed consolidated balance sheets. However, substantial unanticipated verdicts, fines, and rulings may occur. As a result, the Company may from time to time incur judgments, enter into settlements, or revise expectations regarding the outcome of certain matters, and such developments could have a material adverse effect on its results of operations in the period in which the amounts are accrued and/or its cash flows in the period in which the amounts are paid. |
STOCK-BASED INCENTIVE COMPENSAT
STOCK-BASED INCENTIVE COMPENSATION | 9 Months Ended |
Sep. 30, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Stock-Based Incentive Compensation | STOCK-BASED INCENTIVE COMPENSATION Equity Incentive Plans — Under the Company’s 2018 Equity Incentive Plan (the “2018 Plan”), approved at the annual meeting by the BioScrip stockholders on May 3, 2018, the Company may issue, among other things, incentive stock options, non-qualified stock options, stock appreciation rights, restricted stock units, stock grants, and performance units to key employees and directors. The 2018 plan is administered by the Company’s Compensation Committee, a standing committee of the Board of Directors. A total of 9,101,734 shares of common stock are authorized for issuance. The Company had stock options, restricted stock and performance stock units outstanding related to the 2018 Plan as of September 30, 2021. As of September 30, 2021, the Company also had incentive units outstanding related to the HC I equity incentive plan, which was implemented in October 2015, for certain officers and employees of the Company. During the three and nine months ended September 30, 2021, total stock-based incentive compensation expense recognized by the Company related to these plans was $2.5 million and $6.2 million, respectively. During the three and nine months ended September 30, 2020, total stock-based incentive compensation expense recognized by the Company related to these plans was $1.2 million and $2.6 million, respectively. |
STOCKHOLDERS' EQUITY
STOCKHOLDERS' EQUITY | 9 Months Ended |
Sep. 30, 2021 | |
Equity [Abstract] | |
Stockholders' Equity | STOCKHOLDERS’ EQUITY During the three and nine months ended September 30, 2021, HC I completed secondary offerings of 29,900,000 and 76,400,000 shares of common stock, respectively. Following these offerings, HC I holds approximately 21.1% of the common stock of the Company. 2017 Warrants — During the three and nine months ended September 30, 2021, warrant holders did not elect to exercise any warrants to purchase shares of common stock. During the three and nine months ended September 30, 2020, warrant holders did not elect to exercise any warrants to purchase shares of common stock. As of September 30, 2021 and December 31, 2020, the remaining warrant holders are entitled to purchase 1.4 million shares of common stock, respectively. 2015 Warrants — During the three and nine months ended September 30, 2021, warrant holders did not elect to exercise any warrants to purchase shares of common stock. During the three and nine months ended September 30, 2020, warrant holders did not elect to exercise any warrants to purchase shares of common stock. As of September 30, 2021 and December 31, 2020, warrant holders are entitled to purchase 0.9 million shares of common stock, respectively. |
RELATED-PARTY TRANSACTIONS
RELATED-PARTY TRANSACTIONS | 9 Months Ended |
Sep. 30, 2021 | |
Related Party Transactions [Abstract] | |
Related-Party Transactions | RELATED-PARTY TRANSACTIONS Transactions with Equity-Method Investees — The Company provides management services to its joint ventures such as accounting, invoicing and collections in addition to day-to-day managerial support of the operations of the businesses. The Company recorded management fee income of $0.9 million and $2.6 million for the three and nine months ended September 30, 2021, respectively. The Company recorded management fee income of $0.8 million and $2.1 million for the three and nine months ended September 30, 2020, respectively. Management fees are recorded in net revenues in the accompanying unaudited condensed consolidated statements of comprehensive income (loss). The Company had amounts due to its joint ventures of $2.9 million as of September 30, 2021. This payable was included in accrued expenses and other current liabilities in the accompanying condensed consolidated balance sheets. The Company also had amounts due from its joint ventures of $2.4 million as of December 31, 2020. These receivables were included in prepaid expenses and other current assets in the accompanying condensed consolidated balance sheets. These balances primarily relate to cash collections received by the Company on behalf of the joint ventures, offset by certain pharmaceutical inventories and other expenses paid for by the Company on behalf of the joint ventures. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 9 Months Ended |
Sep. 30, 2021 | |
Subsequent Events [Abstract] | |
Subsequent Events | SUBSEQUENT EVENTS The Company has evaluated whether any subsequent events occurred since September 30, 2021, and noted the following subsequent events: On October 1, 2021 the Company acquired Infinity Infusion Nursing, LLC (“Infinity”) for $50 million in an all-cash transaction. Infinity is a leader in home infusion services that provide therapy management for patients with acute, chronic and rare disorders through a national network of highly-skilled, specialty nurses. In October 2021, the Company refinanced its $1,157 million outstanding existing loan due 2026. The Company amended the existing First Lien Term Loan, to provide $600 million of refinanced borrowings (the “New First Lien Term Loan Facility”) which modified certain terms and extended its maturity to 2028. In conjunction with the refinancing, the Company also issued $500 million in aggregate principal of unsecured senior notes due 2029 (collectively, the “Transactions”). In connection with |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 9 Months Ended |
Sep. 30, 2021 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation — The accompanying unaudited condensed consolidated financial statements have been prepared in conformity with generally accepted accounting principles (“GAAP”) in the United States and contain all adjustments, including normal recurring adjustments, necessary to present fairly the Company’s financial position, results of operations and cash flows for interim financial reporting. The results of operations for the interim periods presented are not necessarily indicative of the results of operations for the entire year. These unaudited condensed consolidated financial statements do not include all of the information and notes to the financial statements required by GAAP for complete financial statements and should be read in conjunction with the 2020 audited consolidated financial statements, including the notes thereto, as presented in the Annual Report on Form 10-K filed with the Securities and Exchange Commission on March 11, 2021. |
Principles of Consolidation | Principles of Consolidation — The Company’s unaudited condensed consolidated financial statements include the accounts of Option Care Health, Inc. and its subsidiaries. All intercompany transactions and balances are eliminated in consolidation. |
Cash and Cash Equivalents | Cash and Cash Equivalents — The Company considers all highly liquid investments with original maturities of three months or less to be cash equivalents. |
Equity Method Investments | Equity Method Investments — The Company’s investments in certain unconsolidated entities are accounted for under the equity method. The balance of these investments is included in other noncurrent assets in the accompanying condensed consolidated balance sheets. As of September 30, 2021 and December 31, 2020, the balance of the investments were $20.3 million and $17.0 million, respectively. The investments are increased to reflect the Company’s capital contributions and equity in earnings of the investees. The investments are decreased to reflect the Company’s equity in losses of the investees and for distributions received that are not in excess of the carrying amount of the investments. The Company’s proportionate share of earnings or losses of the investees are recorded in equity in earnings of joint ventures in the accompanying unaudited condensed consolidated statements of comprehensive income (loss). |
Concentrations of Business Risk | Concentrations of Business Risk — The Company generates revenue from managed care contracts and other agreements with commercial third-party payers. Revenue related to the Company’s largest payer was approximately 16% and 16% for the three and nine months ended September 30, 2021. Revenue related to the Company’s largest payer was approxima tely 16% and 15% for the three and nine months ended September 30, 2020, respectively. In December 2019, the Company renewed and expanded its multi-year contract with this payer. The contract renewal was effective in February 2020 for a two-year term and auto-renews annually thereafter unless notice is provided. There were no other managed care contracts that represent greater than 10% of revenue for the periods presented. For the three and nine months ended September 30, 2021, approximately 12% and 12%, respectively, of the Company’s revenue was reimbursable through direct government healthcare programs, such as Medicare and Medicaid. For the three and nine months ended September 30, 2020, approximately 12% and 12%, respectively, of the Company’s revenue was reimbursable through direct government health care programs, such as Medicare and Medicaid. As of September 30, 2021 and December 31, 2020, respectively, approximately 11% and 15%, respectively, of the Company’s accounts receivable was related to these programs. Governmental programs pay for services based on fee schedules and rates that are determined by the related governmental agency. Laws and regulations pertaining to government programs are complex and subject to interpretation. As a result, there is at least a reasonable possibility that recorded estimates will change in the near term. The Company does not require its patients nor other payers to carry collateral for any amounts owed for goods or services provided. Other than as discussed above, concentration of credit risk relating to trade accounts receivable is limited due to the Company’s diversity of patients and payers. Further, the Company generally does not provide charity care, however, Option Care Health offers a financial assistance program for patients that meet certain defined hardship criteria. |
Fair Value Measurements | FAIR VALUE MEASUREMENTS Fair value measurements are determined by maximizing the use of observable inputs and minimizing the use of unobservable inputs. The hierarchy places the highest priority on unadjusted quoted market prices in active markets for identical assets or liabilities (Level 1 measurements) and gives the lowest priority to unobservable inputs (Level 3 measurements). The categories within the valuation hierarchy are described as follows: • Level 1 — Inputs to the fair value measurement are quoted prices in active markets for identical assets or liabilities. • Level 2 — Inputs to the fair value measurement include quoted prices in active markets for similar assets or liabilities, quoted prices for identical or similar assets or liabilities in markets that are not active, and inputs other than quoted prices that are observable for the asset or liability, either directly or indirectly. • Level 3 — Inputs to the fair value measurement are unobservable inputs or valuation techniques. While the Company believes its valuation methods are appropriate and consistent with other market participants, the use of different methodologies or assumptions to determine the fair value of certain financial instruments could result in a different fair value measurement at the reporting date. First lien term loan : The fair value of the first lien term loan is derived from a broker quote on the loans in the syndication (Level 2 inputs). See Note 10, Indebtedness , for further discussion of the carrying amount and fair value of the first lien term loan. Second lien notes : Prior to the January 2021 debt refinancing, the fair value of the second lien notes was derived from a cash flow model that discounted the cash flows based on market interest rates (Level 3 inputs). See Note 10, Indebtedness , for further discussion of the carrying amount and fair value of the second lien notes. Interest rate swaps : The fair values of interest rate swaps are derived from the interest rates prevalent in the market and future expectations of those interest rates (Level 2 inputs). The Company determines the fair value of the investments based on quoted prices from third-party brokers. See Note 11, Derivative Instruments , for further discussion of the fair value of interest rate swaps. |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Accounting Policies [Abstract] | |
Schedule of Error Corrections and Prior Period Adjustments | As a result, the Company has corrected the misstatements as disclosed in the following tables: Three Months ended September 30, 2020 Nine Months ended September 30, 2020 Three Months ended December 31, 2020 Twelve Months ended December 31, 2020 Amount % of Revenue Amount % of Revenue Amount % of Revenue Amount % of Revenue Commercial: As Previously $ 644,385 82.4 % $ 1,893,105 85.0 % $ 649,880 80.8 % $ 2,542,985 83.9 % Adjustment 34,321 4.4 % 34,321 1.5 % 40,806 5.1 % 75,127 2.5 % As Revised 678,706 86.8 % 1,927,426 86.5 % 690,686 85.9 % 2,618,112 86.4 % Government: As Previously Reported 127,435 16.3 % 308,830 13.9 % 141,237 17.6 % 450,067 14.8 % Adjustment (34,321) (4.4) % (34,321) (1.5) % (40,806) (5.1) % (75,127) (2.5) % As Revised 93,114 11.9 % 274,509 12.4 % 100,431 12.5 % 374,940 12.3 % Three Months ended March 31, 2021 Three Months ended June 30, 2021 Six Months ended June 30, 2021 Amount % of Revenue Amount % of Revenue Amount % of Revenue Commercial: As Previously Reported $ 611,434 80.5 % $ 703,429 81.8 % $ 1,314,862 81.2 % Adjustment 37,073 4.9 % 43,218 5.0 % 80,292 4.9 % As Revised 648,507 85.4 % 746,647 86.8 % 1,395,154 86.1 % Government: As Previously Reported 134,914 17.8 % 145,799 16.9 % 280,714 17.3 % Adjustment (37,073) (4.9) % (43,218) (5.0) % (80,292) (4.9) % As Revised 97,841 12.9 % 102,581 11.9 % 200,422 12.4 % |
BUSINESS COMBINATIONS AND ASS_2
BUSINESS COMBINATIONS AND ASSET ACQUISITIONS (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Business Combination and Asset Acquisition [Abstract] | |
Schedule of Acquired Identifiable Assets and Assumed Liabilities | The purchase price was allocated to the assets acquired as follows: Amount Inventories $ 601 Intangible assets, net 18,251 Total consideration transferred $ 18,852 |
REVENUE (Tables)
REVENUE (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Net Revenue Earned by Category of Payer | The following table sets forth the net revenue earned by category of payer for the three and nine months ended September 30, 2021 and 2020 (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 Commercial payers $ 769,524 $ 678,706 $ 2,164,678 $ 1,927,426 Government payers 106,645 93,114 307,067 274,509 Patients 15,768 9,789 39,701 25,962 Net revenue $ 891,937 $ 781,609 $ 2,511,446 $ 2,227,897 |
EARNINGS (LOSS) PER SHARE (Tabl
EARNINGS (LOSS) PER SHARE (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Earnings Per Share [Abstract] | |
Schedule of Basic and Diluted Earnings (Loss) Per Share | The following table presents the Company’s basic earnings (loss) per share and shares outstanding (in thousands, except per share data): Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 Numerator: Net income (loss) $ 35,476 $ 1,663 $ 64,431 $ (25,915) Denominator: Weighted average number of common shares outstanding 179,872 184,232 179,841 179,220 Earnings (loss) per common share: Earnings (loss) per common share, basic $ 0.20 $ 0.01 $ 0.36 $ (0.14) The following table presents the Company’s diluted earnings (loss) per share and shares outstanding (in thousands, except per share data): Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 Numerator: Net income (loss) $ 35,476 $ 1,663 $ 64,431 $ (25,915) Denominator: Weighted average number of common shares outstanding 179,872 184,232 179,841 179,220 Effect of dilutive securities 1,558 590 1,214 — Weighted average number of common shares outstanding, diluted 181,430 184,822 181,055 179,220 Earnings (loss) per common share: Earnings (loss) per common share, diluted $ 0.20 $ 0.01 $ 0.36 $ (0.14) |
LEASES (Tables)
LEASES (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Leases [Abstract] | |
Maturities of Lease Liabilities, Operating | Operating leases mature as follows (in thousands): Fiscal Year Ending December 31, Minimum Payments 2021 $ 8,379 2022 22,679 2023 19,324 2024 13,757 2025 11,053 Thereafter 32,682 Total lease payments $ 107,874 Less: Interest 17,297 Present value of lease liabilities $ 90,577 |
PROPERTY AND EQUIPMENT (Tables)
PROPERTY AND EQUIPMENT (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property and Equipment | Property and equipment was as follows as of September 30, 2021 and December 31, 2020 (in thousands): September 30, 2021 December 31, 2020 Infusion pumps $ 34,249 $ 31,678 Equipment, furniture and other 53,770 47,886 Leasehold improvements 91,789 87,483 Computer software, purchased and internally developed 29,804 27,799 Assets under development 7,894 10,793 217,506 205,639 Less: accumulated depreciation 110,718 84,490 Property and equipment, net $ 106,788 $ 121,149 Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 Depreciation expense in cost of revenue $ 1,664 $ 1,643 $ 4,410 $ 5,161 Depreciation expense in operating expenses 7,476 7,814 22,670 28,546 Total depreciation expense $ 9,140 $ 9,457 $ 27,080 $ 33,707 |
GOODWILL AND OTHER INTANGIBLE_2
GOODWILL AND OTHER INTANGIBLE ASSETS (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of the Carrying Amount of Goodwill | Changes in the carrying amount of goodwill consists of the following activity for the three and nine months ended September 30, 2020 (in thousands): Balance at December 31, 2019 $ 1,425,542 Merger purchase accounting adjustments 2,341 Balance at March 31, 2020 $ 1,427,883 Merger purchase accounting adjustments 727 Balance at June 30, 2020 $ 1,428,610 Changes — Balance at September 30, 2020 $ 1,428,610 |
Schedule of Carrying Amount and Accumulated Amortization of Intangible Assets | The carrying amount and accumulated amortization of intangible assets consists of the following as of September 30, 2021 and December 31, 2020 (in thousands): September 30, 2021 December 31, 2020 Gross intangible assets: Referral sources $ 456,372 $ 438,121 Trademarks/names 44,536 44,536 Other amortizable intangible assets 402 402 Total gross intangible assets 501,310 483,059 Accumulated amortization: Referral sources (130,758) (110,498) Trademarks/names (26,403) (21,146) Other amortizable intangible assets (385) (363) Total accumulated amortization (157,546) (132,007) Total intangible assets, net $ 343,764 $ 351,052 |
INDEBTEDNESS (Tables)
INDEBTEDNESS (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Debt Disclosure [Abstract] | |
Summary of Debt | Long-term debt consisted of the following as of September 30, 2021 (in thousands): Principal Amount Discount Debt Issuance Costs Net Balance Asset-based-lending (“ABL”) facility $ — $ — $ — $ — First lien term loan 1,156,919 (8,731) (18,590) 1,129,598 Second lien notes — — — — $ 1,156,919 $ (8,731) $ (18,590) 1,129,598 Less: current portion (11,775) Total long-term debt $ 1,117,823 Long-term debt consisted of the following as of December 31, 2020 (in thousands): Principal Amount Discount Debt Issuance Costs Net Balance ABL facility $ — $ — $ — $ — First lien term loan 915,750 (7,253) (19,710) 888,787 Second lien notes 245,781 (6,102) (4,113) 235,566 $ 1,161,531 $ (13,355) $ (23,823) 1,124,353 Less: current portion (9,250) Total long-term debt $ 1,115,103 |
Schedule of Long-term Debt Maturities | Long-term debt matures as follows (in thousands): Year Ending December 31, Minimum Payments 2021 $ 2,944 2022 11,775 2023 11,775 2024 11,775 2025 11,775 Thereafter 1,106,875 Total $ 1,156,919 |
Schedule of Estimated Fair Values of Debt Obligations | The following table presents the estimated fair values of the Company’s debt obligations as of September 30, 2021 (in thousands): Financial Instrument Carrying Value as of September 30, 2021 Markets for Identical Item (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) First lien term loan $ 1,129,598 $ — $ 1,156,919 $ — Second lien notes — — — — Total debt instruments $ 1,129,598 $ — $ 1,156,919 $ — The following table sets forth the changes in Level 3 measurements for the three months ended March 31, 2021 (in thousands). As the Second Lien Notes were prepaid in Q1, there was no change in the fair value thereafter. Level 3 Measurements Second lien notes fair value as of January 1, 2021 $ 266,438 Principal prepayment (245,781) Change in fair value (20,657) Second lien notes fair value as of March 31, 2021 $ — |
DERIVATIVE INSTRUMENTS (Tables)
DERIVATIVE INSTRUMENTS (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Summary of Amount and Location of Derivatives in the Balance Sheet | The following table summarizes the amount and location of the Company’s derivative instruments in the condensed consolidated balance sheets (in thousands): Fair value - Derivatives in liability position Derivative Balance Sheet Caption September 30, 2021 December 31, 2020 Interest rate swaps designated as cash flow hedges Accrued expenses and other current liabilities $ — $ 11,172 Interest rate swaps not designated as cash flow hedges Accrued expenses and other current liabilities — 170 Total derivatives $ — $ 11,342 |
Schedule of Pre-tax Gains (Losses) Recognized in the Statements of Comprehensive Income (Loss) | The following table presents the pre-tax gains (losses) from derivative instruments recognized in other comprehensive (loss) income in the Company’s unaudited condensed consolidated statements of comprehensive income (loss) (in thousands): Three Months Ended September 30, Nine Months Ended September 30, Derivative 2021 2020 2021 2020 Interest rate swaps designated as cash flow hedges $ 2,892 $ 4,022 $ 11,172 $ (11,780) Interest rate swaps that discontinued hedge accounting — — — 3,746 $ 2,892 $ 4,022 $ 11,172 $ (8,034) The following table presents the amount and location of pre-tax income (loss) recognized in the Company’s unaudited condensed consolidated statement of comprehensive income (loss) related to the Company’s derivative instruments (in thousands): Three Months Ended September 30, Nine Months Ended September 30, Derivative Income Statement Caption 2021 2020 2021 2020 Interest rate swaps designated as cash flow hedges Interest expense $ (2,903) $ (4,152) $ (11,298) $ (8,604) Interest rate swaps not designated as hedges Interest expense — (41) (2) (32) Interest rate swaps that discontinued hedge accounting Interest expense — — — (3,746) $ (2,903) $ (4,193) $ (11,300) $ (12,382) |
NATURE OF OPERATIONS AND PRES_2
NATURE OF OPERATIONS AND PRESENTATION OF FINANCIAL STATEMENTS (Details) | 9 Months Ended |
Sep. 30, 2021pharmacy_locationsegment | |
Business Acquisition [Line Items] | |
Number of operating segments | segment | 1 |
OptionCare Enterprises, Inc. | |
Business Acquisition [Line Items] | |
Number of service locations | pharmacy_location | 98 |
Legacy Health Systems | |
Business Acquisition [Line Items] | |
Ownership interest | 50.00% |
SUMMARY OF SIGNIFICANT ACCOUN_4
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Additional Information (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||
Feb. 29, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | Apr. 30, 2020 | |
Concentration Risk [Line Items] | |||||||
CARES Act grant | $ 11,700 | ||||||
Rebate receivable | $ 36,900 | $ 36,900 | $ 35,200 | ||||
Investments in equity-method investees | 20,300 | 20,300 | $ 17,000 | ||||
Proportionate share of earnings in equity-method investees | 1,700 | $ 800 | 4,567 | $ 2,364 | |||
Distributions received from the investees | $ 1,300 | $ 2,300 | $ 1,300 | $ 2,800 | |||
Revenue from Contract with Customer Benchmark | Company's Largest Payer | |||||||
Concentration Risk [Line Items] | |||||||
Concentration risk | 16.00% | 16.00% | 16.00% | 15.00% | |||
Contract term | 2 years | ||||||
Revenue from Contract with Customer Benchmark | Governmental Healthcare Programs | |||||||
Concentration Risk [Line Items] | |||||||
Concentration risk | 12.00% | 12.00% | 12.00% | 12.00% | |||
Accounts Receivable | Governmental Healthcare Programs | |||||||
Concentration Risk [Line Items] | |||||||
Concentration risk | 11.00% | 15.00% | |||||
Cost of Goods and Service, Product and Service Benchmark | Medical Supply Vendors | |||||||
Concentration Risk [Line Items] | |||||||
Concentration risk | 65.00% | 71.00% | 65.00% | 72.00% |
SUMMARY OF SIGNIFICANT ACCOUN_5
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Immaterial Error Correction (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 9 Months Ended | 12 Months Ended | |||||
Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2021 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | |
Concentration Risk [Line Items] | |||||||||
Net revenue | $ 891,937 | $ 781,609 | $ 2,511,446 | $ 2,227,897 | |||||
Commercial: | |||||||||
Concentration Risk [Line Items] | |||||||||
Net revenue | 769,524 | $ 746,647 | $ 648,507 | $ 690,686 | $ 678,706 | $ 1,395,154 | 2,164,678 | $ 1,927,426 | $ 2,618,112 |
Commercial: | Revenue Benchmark | Company's Largest Payer | |||||||||
Concentration Risk [Line Items] | |||||||||
% of Revenue | 86.80% | 85.40% | 85.90% | 86.80% | 86.10% | 86.50% | 86.40% | ||
Government: | |||||||||
Concentration Risk [Line Items] | |||||||||
Net revenue | $ 106,645 | $ 102,581 | $ 97,841 | $ 100,431 | $ 93,114 | $ 200,422 | $ 307,067 | $ 274,509 | $ 374,940 |
Government: | Revenue Benchmark | Company's Largest Payer | |||||||||
Concentration Risk [Line Items] | |||||||||
% of Revenue | 11.90% | 12.90% | 12.50% | 11.90% | 12.40% | 12.40% | 12.30% | ||
As Previously Reported | Commercial: | |||||||||
Concentration Risk [Line Items] | |||||||||
Net revenue | $ 703,429 | $ 611,434 | $ 649,880 | $ 644,385 | $ 1,314,862 | $ 1,893,105 | $ 2,542,985 | ||
As Previously Reported | Commercial: | Revenue Benchmark | Company's Largest Payer | |||||||||
Concentration Risk [Line Items] | |||||||||
% of Revenue | 81.80% | 80.50% | 80.80% | 82.40% | 81.20% | 85.00% | 83.90% | ||
As Previously Reported | Government: | |||||||||
Concentration Risk [Line Items] | |||||||||
Net revenue | $ 145,799 | $ 134,914 | $ 141,237 | $ 127,435 | $ 280,714 | $ 308,830 | $ 450,067 | ||
As Previously Reported | Government: | Revenue Benchmark | Company's Largest Payer | |||||||||
Concentration Risk [Line Items] | |||||||||
% of Revenue | 16.90% | 17.80% | 17.60% | 16.30% | 17.30% | 13.90% | 14.80% | ||
Adjustment | Commercial: | |||||||||
Concentration Risk [Line Items] | |||||||||
Net revenue | $ 43,218 | $ 37,073 | $ 40,806 | $ 34,321 | $ 80,292 | $ 34,321 | $ 75,127 | ||
Adjustment | Commercial: | Revenue Benchmark | Company's Largest Payer | |||||||||
Concentration Risk [Line Items] | |||||||||
% of Revenue | 5.00% | 4.90% | 5.10% | 4.40% | 4.90% | 1.50% | 2.50% | ||
Adjustment | Government: | |||||||||
Concentration Risk [Line Items] | |||||||||
Net revenue | $ (43,218) | $ (37,073) | $ (40,806) | $ (34,321) | $ (80,292) | $ (34,321) | $ (75,127) | ||
Adjustment | Government: | Revenue Benchmark | Company's Largest Payer | |||||||||
Concentration Risk [Line Items] | |||||||||
% of Revenue | (5.00%) | (4.90%) | (5.10%) | (4.40%) | (4.90%) | (1.50%) | (2.50%) |
BUSINESS COMBINATIONS AND ASS_3
BUSINESS COMBINATIONS AND ASSET ACQUISITIONS - Additional Information (Details) - BioCure $ in Millions | Apr. 07, 2021USD ($) |
Business Acquisition [Line Items] | |
Business combination purchase price | $ 18.9 |
Intangible assets useful life | 15 years |
BUSINESS COMBINATIONS AND ASS_4
BUSINESS COMBINATIONS AND ASSET ACQUISITIONS - Acquired Identifiable Assets and Assumed Liabilities (Details) - BioCure $ in Thousands | Apr. 07, 2021USD ($) |
Business Acquisition [Line Items] | |
Inventories | $ 601 |
Intangible assets, net | 18,251 |
Total consideration transferred | $ 18,852 |
REVENUE - Net Revenue Earned by
REVENUE - Net Revenue Earned by Category of Payer (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 9 Months Ended | 12 Months Ended | |||||
Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2021 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | |
Disaggregation of Revenue [Line Items] | |||||||||
Net revenue | $ 891,937 | $ 781,609 | $ 2,511,446 | $ 2,227,897 | |||||
Commercial payers | |||||||||
Disaggregation of Revenue [Line Items] | |||||||||
Net revenue | 769,524 | $ 746,647 | $ 648,507 | $ 690,686 | 678,706 | $ 1,395,154 | 2,164,678 | 1,927,426 | $ 2,618,112 |
Government payers | |||||||||
Disaggregation of Revenue [Line Items] | |||||||||
Net revenue | 106,645 | $ 102,581 | $ 97,841 | $ 100,431 | 93,114 | $ 200,422 | 307,067 | 274,509 | $ 374,940 |
Patients | |||||||||
Disaggregation of Revenue [Line Items] | |||||||||
Net revenue | $ 15,768 | $ 9,789 | $ 39,701 | $ 25,962 |
INCOME TAXES (Details)
INCOME TAXES (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Income Tax Disclosure [Abstract] | ||||
Income tax (benefit) expense | $ 3,087,000 | $ 756,000 | $ 5,096,000 | $ 2,267,000 |
Effective tax rate | 8.00% | 31.30% | 7.30% | (9.60%) |
Valuation allowance | $ 97,300,000 | $ 97,300,000 | ||
State net operating losses | 300,000 | 300,000 | ||
Tax expense (benefit) for CARES Act | $ 0 | $ 0 | $ 0 | $ 0 |
EARNINGS (LOSS) PER SHARE - Sch
EARNINGS (LOSS) PER SHARE - Schedule of Basic and Diluted Earnings (Loss) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||||||
Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Numerator: | ||||||||
Net income (loss) | $ 35,476 | $ 31,816 | $ (2,861) | $ 1,663 | $ (7,668) | $ (19,910) | $ 64,431 | $ (25,915) |
Denominator: | ||||||||
Weighted average number of common shares outstanding (in shares) | 179,872,000 | 184,232,000 | 179,841,000 | 179,220,000 | ||||
Effect of dilutive securities (in shares) | 1,558,000 | 590,000 | 1,214,000 | 0 | ||||
Weighted average common shares outstanding, diluted (in shares) | 181,430,000 | 184,822,000 | 181,055,000 | 179,220,000 | ||||
Earnings (loss) per common share: | ||||||||
Earnings (loss) per share, basic (in dollars per share) | $ 0.20 | $ 0.01 | $ 0.36 | $ (0.14) | ||||
Earnings (loss) per share, diluted (in dollars per share) | $ 0.20 | $ 0.01 | $ 0.36 | $ (0.14) | ||||
Warrant | ||||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||||||
Antidilutive securities excluded (in shares) | 457,754 | 915,507 | 915,507 | 2,328,120 | ||||
Stock Options | ||||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||||||
Antidilutive securities excluded (in shares) | 496,929 | 296,876 | 387,656 | 424,878 | ||||
Restricted Stock Award | ||||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||||||
Antidilutive securities excluded (in shares) | 38,536 | 312,984 | 272,540 | 600,483 |
LEASES - Additional Information
LEASES - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Leases [Abstract] | ||||
Operating lease cost | $ 7.8 | $ 7.6 | $ 22.3 | $ 23 |
Weighted-average remaining lease term, operating leases | 6 years 5 months 8 days | 6 years 5 months 8 days | ||
Weighted-average discount rate, operating leases | 5.09% | 5.09% | ||
Increase in operating lease right-of-use asset and lease liabilities | $ 14.5 | $ 20.1 | $ 14.5 | $ 20.1 |
LEASES - Maturities of Lease Li
LEASES - Maturities of Lease Liabilities (Details) $ in Thousands | Sep. 30, 2021USD ($) |
Minimum Payments | |
2021 | $ 8,379 |
2022 | 22,679 |
2023 | 19,324 |
2024 | 13,757 |
2025 | 11,053 |
Thereafter | 32,682 |
Total lease payments | 107,874 |
Less: Interest | 17,297 |
Present value of lease liabilities | $ 90,577 |
PROPERTY AND EQUIPMENT (Details
PROPERTY AND EQUIPMENT (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | |
Property, Plant and Equipment [Line Items] | |||||
Property and equipment, gross | $ 217,506 | $ 217,506 | $ 205,639 | ||
Less: accumulated depreciation | 110,718 | 110,718 | 84,490 | ||
Property and equipment, net | 106,788 | 106,788 | 121,149 | ||
Total depreciation expense | 9,140 | $ 9,457 | 27,080 | $ 33,707 | |
Depreciation expense in cost of revenue | |||||
Property, Plant and Equipment [Line Items] | |||||
Total depreciation expense | 1,664 | 1,643 | 4,410 | 5,161 | |
Depreciation expense in operating expenses | |||||
Property, Plant and Equipment [Line Items] | |||||
Total depreciation expense | 7,476 | $ 7,814 | 22,670 | $ 28,546 | |
Infusion pumps | |||||
Property, Plant and Equipment [Line Items] | |||||
Property and equipment, gross | 34,249 | 34,249 | 31,678 | ||
Equipment, furniture and other | |||||
Property, Plant and Equipment [Line Items] | |||||
Property and equipment, gross | 53,770 | 53,770 | 47,886 | ||
Leasehold improvements | |||||
Property, Plant and Equipment [Line Items] | |||||
Property and equipment, gross | 91,789 | 91,789 | 87,483 | ||
Computer software, purchased and internally developed | |||||
Property, Plant and Equipment [Line Items] | |||||
Property and equipment, gross | 29,804 | 29,804 | 27,799 | ||
Assets under development | |||||
Property, Plant and Equipment [Line Items] | |||||
Property and equipment, gross | $ 7,894 | $ 7,894 | $ 10,793 |
GOODWILL AND OTHER INTANGIBLE_3
GOODWILL AND OTHER INTANGIBLE ASSETS - Carrying Amount of Goodwill (Details) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2021 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Sep. 30, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |||||
Change in the carrying amount | $ 0 | $ 0 | $ 727,000 | $ 2,341,000 | $ 0 |
Goodwill [Roll Forward] | |||||
Goodwill - net book value, begging of period | 1,428,610,000 | 1,427,883,000 | 1,425,542,000 | 1,428,610,000 | |
Merger purchase accounting adjustments and changes | 0 | 0 | 727,000 | 2,341,000 | 0 |
Goodwill - net book value, end of period | $ 1,428,610,000 | $ 1,428,610,000 | $ 1,428,610,000 | $ 1,427,883,000 | $ 1,428,610,000 |
GOODWILL AND OTHER INTANGIBLE_4
GOODWILL AND OTHER INTANGIBLE ASSETS - Carrying Amount and Accumulated Amortization of Intangible Assets (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | |
Finite-Lived Intangible Assets [Line Items] | |||||
Total gross intangible assets | $ 501,310 | $ 501,310 | $ 483,059 | ||
Total accumulated amortization | (157,546) | (157,546) | (132,007) | ||
Total intangible assets, net | 343,764 | 343,764 | 351,052 | ||
Amortization expense for intangible assets | 7,900 | $ 8,800 | 25,500 | $ 26,300 | |
Referral sources | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Total gross intangible assets | 456,372 | 456,372 | 438,121 | ||
Total accumulated amortization | (130,758) | (130,758) | (110,498) | ||
Trademarks/names | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Total gross intangible assets | 44,536 | 44,536 | 44,536 | ||
Total accumulated amortization | (26,403) | (26,403) | (21,146) | ||
Other amortizable intangible assets | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Total gross intangible assets | 402 | 402 | 402 | ||
Total accumulated amortization | $ (385) | $ (385) | $ (363) |
INDEBTEDNESS - Summary of Debt
INDEBTEDNESS - Summary of Debt (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Debt Instrument [Line Items] | ||
Principal Amount | $ 1,156,919 | $ 1,161,531 |
Discount | (8,731) | (13,355) |
Debt Issuance Costs | (18,590) | (23,823) |
Net Balance | 1,129,598 | 1,124,353 |
Less: current portion | (11,775) | (9,250) |
Total long-term debt | 1,117,823 | 1,115,103 |
Senior Notes | First lien term loan | ||
Debt Instrument [Line Items] | ||
Principal Amount | 1,156,919 | 915,750 |
Discount | (8,731) | (7,253) |
Debt Issuance Costs | (18,590) | (19,710) |
Net Balance | 1,129,598 | 888,787 |
Senior Notes | Second lien notes | ||
Debt Instrument [Line Items] | ||
Principal Amount | 0 | 245,781 |
Discount | 0 | (6,102) |
Debt Issuance Costs | 0 | (4,113) |
Net Balance | 0 | 235,566 |
Senior Notes | Asset-based-lending (“ABL”) facility | ||
Debt Instrument [Line Items] | ||
Principal Amount | 0 | 0 |
Discount | 0 | 0 |
Debt Issuance Costs | 0 | 0 |
Net Balance | $ 0 | $ 0 |
INDEBTEDNESS - Additional Infor
INDEBTEDNESS - Additional Information (Details) - USD ($) | 1 Months Ended | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||
Jan. 31, 2021 | Jan. 20, 2021 | Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | Oct. 31, 2021 | |
Debt Instrument [Line Items] | ||||||||
Repayment of debt | $ 8,832,000 | $ 6,937,000 | ||||||
Cash outflow from financing activities | 11,072,000 | 16,407,000 | ||||||
Proceeds from issuance of debt | 355,200,000 | 0 | ||||||
Debt issuance costs | $ 18,590,000 | 18,590,000 | $ 23,823,000 | |||||
Loss on extinguishment of debt | 12,403,000 | 8,349,000 | ||||||
Deferred financing costs | 2,880,000 | $ 0 | ||||||
Senior Notes | ||||||||
Debt Instrument [Line Items] | ||||||||
Loss on extinguishment of debt | 12,400,000 | |||||||
Senior Notes | Subsequent Event | ||||||||
Debt Instrument [Line Items] | ||||||||
Legal fees | $ 9,400,000 | |||||||
Credit Agreements Amendment | ||||||||
Debt Instrument [Line Items] | ||||||||
Prepayment penalty | 2,400,000 | 2,400,000 | ||||||
Credit Agreements Amendment | Senior Notes | ||||||||
Debt Instrument [Line Items] | ||||||||
Cash outflow from financing activities | 352,000,000 | |||||||
Proceeds from issuance of debt | 356,200,000 | |||||||
Legal fees | 7,200,000 | 7,200,000 | ||||||
Debt issuance costs | 3,700,000 | 3,700,000 | ||||||
Accumulated amortization expensed | $ 900,000 | 900,000 | ||||||
Loss on extinguishment of debt | 9,800,000 | |||||||
Deferred financing costs | 1,000,000 | |||||||
Payments of financing costs | 2,900,000 | |||||||
Payments of debt issuance costs in operating activities | 900,000 | |||||||
New Senior Unsecured Notes | Senior Notes | Subsequent Event | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt instrument, face amount | 500,000,000 | |||||||
First Lien Term Loan | Credit Agreements Amendment | Senior Notes | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt instrument, face amount | $ 250,000,000 | |||||||
Debt instrument, basis spread | 3.75% | 4.25% | ||||||
Repayment of debt | 161,200,000 | |||||||
Debt principal payment | 2,900,000 | |||||||
Loss on extinguishment of debt | $ 2,600,000 | |||||||
Effective rate on term loans at end of period | 3.83% | 3.83% | 4.40% | |||||
Weighted average interest rate paid on term loans during period | 3.84% | 4.67% | 5.87% | 5.29% | ||||
First Lien Term Loan | New First Lien Term Loan | Senior Notes | Subsequent Event | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt instrument, face amount | $ 600,000,000 | |||||||
Second Lien Term Loan | Credit Agreements Amendment | Senior Notes | ||||||||
Debt Instrument [Line Items] | ||||||||
Repayment of debt | $ 122,900,000 | |||||||
Effective rate on term loans at end of period | 8.98% | |||||||
Weighted average interest rate paid on term loans during period | 8.98% | 9.51% | 10.17% | |||||
Second Lien Term Loan | Credit Agreements Amendment | Notes Payable | ||||||||
Debt Instrument [Line Items] | ||||||||
Repayment of debt | $ 245,800,000 |
INDEBTEDNESS - Long Term Debt M
INDEBTEDNESS - Long Term Debt Maturities (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Debt Disclosure [Abstract] | ||
2021 | $ 2,944 | |
2022 | 11,775 | |
2023 | 11,775 | |
2024 | 11,775 | |
2025 | 11,775 | |
Thereafter | 1,106,875 | |
Total | $ 1,156,919 | $ 1,161,531 |
INDEBTEDNESS - Estimated Fair V
INDEBTEDNESS - Estimated Fair Values of Debt Obligations (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |
Mar. 31, 2021 | Sep. 30, 2021 | Sep. 30, 2020 | |
Debt Instrument, Changes In Long-Term Debt [Roll Forward] | |||
Principal prepayment | $ (8,832) | $ (6,937) | |
Second lien notes | |||
Debt Instrument [Line Items] | |||
Total debt instruments | $ 0 | ||
Debt Instrument, Changes In Long-Term Debt [Roll Forward] | |||
Second lien notes fair value, beginning of period | 266,438 | 266,438 | |
Principal prepayment | (245,781) | ||
Change in fair value | (20,657) | ||
Second lien notes fair value, end of period | $ 0 | ||
Senior Notes | |||
Debt Instrument [Line Items] | |||
Total debt instruments | 1,129,598 | ||
Debt Instrument, Changes In Long-Term Debt [Roll Forward] | |||
Second lien notes fair value, end of period | 1,129,598 | ||
Senior Notes | First lien term loan | |||
Debt Instrument [Line Items] | |||
Total debt instruments | 1,129,598 | ||
Debt Instrument, Changes In Long-Term Debt [Roll Forward] | |||
Second lien notes fair value, end of period | 1,129,598 | ||
Senior Notes | Second lien notes | |||
Debt Instrument [Line Items] | |||
Total debt instruments | 0 | ||
Debt Instrument, Changes In Long-Term Debt [Roll Forward] | |||
Second lien notes fair value, end of period | 0 | ||
Senior Notes | Markets for Identical Item (Level 1) | |||
Debt Instrument [Line Items] | |||
Total debt instruments | 0 | ||
Debt Instrument, Changes In Long-Term Debt [Roll Forward] | |||
Second lien notes fair value, end of period | 0 | ||
Senior Notes | Markets for Identical Item (Level 1) | First lien term loan | |||
Debt Instrument [Line Items] | |||
Total debt instruments | 0 | ||
Debt Instrument, Changes In Long-Term Debt [Roll Forward] | |||
Second lien notes fair value, end of period | 0 | ||
Senior Notes | Markets for Identical Item (Level 1) | Second lien notes | |||
Debt Instrument [Line Items] | |||
Total debt instruments | 0 | ||
Debt Instrument, Changes In Long-Term Debt [Roll Forward] | |||
Second lien notes fair value, end of period | 0 | ||
Senior Notes | Significant Other Observable Inputs (Level 2) | |||
Debt Instrument [Line Items] | |||
Total debt instruments | 1,156,919 | ||
Debt Instrument, Changes In Long-Term Debt [Roll Forward] | |||
Second lien notes fair value, end of period | 1,156,919 | ||
Senior Notes | Significant Other Observable Inputs (Level 2) | First lien term loan | |||
Debt Instrument [Line Items] | |||
Total debt instruments | 1,156,919 | ||
Debt Instrument, Changes In Long-Term Debt [Roll Forward] | |||
Second lien notes fair value, end of period | 1,156,919 | ||
Senior Notes | Significant Other Observable Inputs (Level 2) | Second lien notes | |||
Debt Instrument [Line Items] | |||
Total debt instruments | 0 | ||
Debt Instrument, Changes In Long-Term Debt [Roll Forward] | |||
Second lien notes fair value, end of period | 0 | ||
Senior Notes | Significant Unobservable Inputs (Level 3) | |||
Debt Instrument [Line Items] | |||
Total debt instruments | 0 | ||
Debt Instrument, Changes In Long-Term Debt [Roll Forward] | |||
Second lien notes fair value, end of period | 0 | ||
Senior Notes | Significant Unobservable Inputs (Level 3) | First lien term loan | |||
Debt Instrument [Line Items] | |||
Total debt instruments | 0 | ||
Debt Instrument, Changes In Long-Term Debt [Roll Forward] | |||
Second lien notes fair value, end of period | 0 | ||
Senior Notes | Significant Unobservable Inputs (Level 3) | Second lien notes | |||
Debt Instrument [Line Items] | |||
Total debt instruments | 0 | ||
Debt Instrument, Changes In Long-Term Debt [Roll Forward] | |||
Second lien notes fair value, end of period | $ 0 |
DERIVATIVE INSTRUMENTS - Additi
DERIVATIVE INSTRUMENTS - Additional Information (Details) - Interest Rate Swap - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 9 Months Ended | |||||
May 31, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | May 30, 2020 | Nov. 30, 2019 | Aug. 31, 2019 | |
Derivative [Line Items] | ||||||||
Notional amount of derivative | $ 925,000 | |||||||
Interest expense | ||||||||
Derivative [Line Items] | ||||||||
Accumulated comprehensive loss reclassified | $ 3,700 | $ 2,903 | $ 4,152 | $ 11,298 | $ 8,604 | |||
Not Designated as Hedging Instrument | ||||||||
Derivative [Line Items] | ||||||||
Notional amount of derivative | 13,900 | |||||||
Credit Agreements, Entered Into 2019 | Designated as Hedging Instrument | Senior Notes | Second Lien Term Loan | ||||||||
Derivative [Line Items] | ||||||||
Notional amount of derivative | $ 400,000 | $ 400,000 | ||||||
Cash Flow Hedging | Designated as Hedging Instrument | ||||||||
Derivative [Line Items] | ||||||||
Notional amount of derivative | $ 911,100 |
DERIVATIVE INSTRUMENTS - Balanc
DERIVATIVE INSTRUMENTS - Balance Sheet Location of Derivatives (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Fair value - Derivatives in liability position | ||
Total derivatives | $ 0 | $ 11,342 |
Designated as Hedging Instrument | Accrued expenses and other current liabilities | Interest Rate Swap | ||
Fair value - Derivatives in liability position | ||
Interest rate swaps | 0 | 11,172 |
Not Designated as Hedging Instrument | Accrued expenses and other current liabilities | Interest Rate Swap | ||
Fair value - Derivatives in liability position | ||
Interest rate swaps | $ 0 | $ 170 |
DERIVATIVE INSTRUMENTS - Pre-ta
DERIVATIVE INSTRUMENTS - Pre-tax Gain (Loss) on Derivative Instruments (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 9 Months Ended | ||
May 31, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Derivative [Line Items] | |||||
Pre-tax gains (losses) on interest rate derivatives recognized | $ 2,892 | $ 4,022 | $ 11,172 | $ (8,034) | |
Total gain (loss) on derivatives | (2,903) | (4,193) | (11,300) | (12,382) | |
Interest Rate Swap | |||||
Derivative [Line Items] | |||||
Pre-tax gains (losses) on interest rate derivatives recognized | 2,892 | 4,022 | 11,172 | (11,780) | |
Interest rate swaps that discontinued hedge accounting | 0 | 0 | 0 | 3,746 | |
Interest Rate Swap | Interest expense | |||||
Derivative [Line Items] | |||||
Gain (loss) location of derivative instruments | $ (3,700) | (2,903) | (4,152) | (11,298) | (8,604) |
Gain (loss) location of derivative instruments not designated | 0 | (41) | (2) | (32) | |
Gain (loss) location of discontinued derivative instruments | $ 0 | $ 0 | $ 0 | $ (3,746) |
STOCK-BASED INCENTIVE COMPENS_2
STOCK-BASED INCENTIVE COMPENSATION (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | May 03, 2018 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |||||
Number of shares authorized (in shares) | 9,101,734 | ||||
HC I Incentive Units | |||||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |||||
Share-based compensation expense | $ 2.5 | $ 1.2 | $ 6.2 | $ 2.6 |
STOCKHOLDERS' EQUITY (Details)
STOCKHOLDERS' EQUITY (Details) | 3 Months Ended | 9 Months Ended | |
Sep. 30, 2021shares | Sep. 30, 2021shares | Dec. 31, 2020shares | |
Common Stock | 2017 Warrants | |||
Class of Warrant or Right [Line Items] | |||
Number of shares purchasable through warrants (in shares) | 1,400,000 | 1,400,000 | 1,400,000 |
Common Stock | 2015 Warrants | |||
Class of Warrant or Right [Line Items] | |||
Number of shares purchasable through warrants (in shares) | 900,000 | 900,000 | 900,000 |
HC Group Holdings I, LLC | |||
Class of Warrant or Right [Line Items] | |||
Percentage of common stock | 0.211 | ||
Common Stock | Public Offering | HC Group Holdings I, LLC | |||
Class of Warrant or Right [Line Items] | |||
Additional shares issued (in shares) | 29,900,000 | 76,400,000 |
RELATED-PARTY TRANSACTIONS (Det
RELATED-PARTY TRANSACTIONS (Details) - Joint Venture - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | |
Related Party Transaction [Line Items] | |||||
Management fee income | $ 0.9 | $ 0.8 | $ 2.6 | $ 2.1 | |
Due to joint ventures | $ 2.9 | $ 2.9 | $ 2.4 |
SUBSEQUENT EVENTS - Narrative (
SUBSEQUENT EVENTS - Narrative (Details) - USD ($) | Oct. 01, 2021 | Oct. 31, 2021 | Sep. 30, 2021 | Dec. 31, 2020 |
Subsequent Event [Line Items] | ||||
Original issue discount | $ 8,731,000 | $ 13,355,000 | ||
Senior Notes | First lien term loan | ||||
Subsequent Event [Line Items] | ||||
Original issue discount | $ 8,731,000 | $ 7,253,000 | ||
Subsequent Event | ||||
Subsequent Event [Line Items] | ||||
Repayments of long-term debt | $ 69,900,000 | |||
Subsequent Event | Senior Notes | ||||
Subsequent Event [Line Items] | ||||
Third party fees | 9,400,000 | |||
Original issue discount | 1,500,000 | |||
Subsequent Event | Senior Notes | First lien term loan | ||||
Subsequent Event [Line Items] | ||||
Debt instrument, face amount | 1,157,000,000 | |||
Subsequent Event | Senior Notes | First lien term loan | Interest Rate Cap | Designated as Hedging Instrument | ||||
Subsequent Event [Line Items] | ||||
Notional amount of derivative | $ 300,000,000 | |||
Derivative, term of contract | 5 years | |||
Subsequent Event | Senior Notes | New First Lien Term Loan | First Lien Term Loan | ||||
Subsequent Event [Line Items] | ||||
Debt instrument, face amount | $ 600,000,000 | |||
Subsequent Event | Senior Notes | New Senior Unsecured Notes | ||||
Subsequent Event [Line Items] | ||||
Debt instrument, face amount | $ 500,000,000 | |||
Subsequent Event | Infinity Infusion Nursing, LLC | ||||
Subsequent Event [Line Items] | ||||
Business combination purchase price | $ 50,000,000 |