Document And Entity Information
Document And Entity Information - shares | 9 Months Ended | |
Sep. 30, 2021 | Nov. 01, 2021 | |
Document Information [Line Items] | ||
Entity Central Index Key | 0001047335 | |
Entity Registrant Name | NATIONAL HEALTHCARE CORP | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Period Focus | Q3 | |
Document Fiscal Year Focus | 2021 | |
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Sep. 30, 2021 | |
Document Transition Report | false | |
Entity File Number | 001-13489 | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 52-2057472 | |
Entity Address, Address Line One | 100 E. Vine Street | |
Entity Address, City or Town | Murfreesboro | |
Entity Address, State or Province | TN | |
Entity Address, Postal Zip Code | 37130 | |
City Area Code | 615 | |
Local Phone Number | 890–2020 | |
Title of 12(b) Security | Common, $0.01 par value | |
Trading Symbol | NHC | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 15,423,340 |
Interim Condensed Consolidated
Interim Condensed Consolidated Statements of Operations (Unaudited) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Revenues: | ||||
Net patient revenues | $ 254,817,000 | $ 227,383,000 | $ 708,648,000 | $ 697,149,000 |
Other revenues | 11,491,000 | 11,111,000 | 33,916,000 | 34,463,000 |
Government stimulus income | 10,429,000 | 12,132,000 | 48,304,000 | 36,780,000 |
Net operating revenues and grant income | 276,737,000 | 250,626,000 | 790,868,000 | 768,392,000 |
Costs and expenses: | ||||
Salaries, wages, and benefits | 159,305,000 | 151,564,000 | 461,239,000 | 455,947,000 |
Other operating | 84,039,000 | 70,887,000 | 226,235,000 | 213,416,000 |
Facility rent | 10,204,000 | 10,320,000 | 30,437,000 | 30,972,000 |
Depreciation and amortization | 10,229,000 | 10,548,000 | 30,521,000 | 31,531,000 |
Interest | 198,000 | 285,000 | 657,000 | 1,150,000 |
Total costs and expenses | 263,975,000 | 243,604,000 | 749,089,000 | 733,016,000 |
Income from operations | 12,762,000 | 7,022,000 | 41,779,000 | 35,376,000 |
Other income: | ||||
Non–operating income | 3,399,000 | 6,478,000 | 15,245,000 | 18,870,000 |
Gains on acquisitions of equity method investments | 0 | 0 | 95,202,000 | 1,708,000 |
Unrealized losses on marketable equity securities | (23,797,000) | (241,000) | (23,227,000) | (40,580,000) |
Income/(loss) before income taxes | (7,636,000) | 13,259,000 | 128,999,000 | 15,374,000 |
Income tax (provision)/benefit | 4,090,000 | (391,000) | (5,907,000) | (800,000) |
Net income/(loss) | (3,546,000) | 12,868,000 | 123,092,000 | 14,574,000 |
Net (income)/loss attributable to noncontrolling interest | 198,000 | (19,000) | (290,000) | (253,000) |
Net income/(loss) attributable to National HealthCare Corporation | $ (3,348,000) | $ 12,849,000 | $ 122,802,000 | $ 14,321,000 |
Earnings/(loss) per share attributable to National HealthCare Corporation stockholders: | ||||
Basic (in dollars per share) | $ (0.22) | $ 0.84 | $ 8 | $ 0.94 |
Diluted (in dollars per share) | $ (0.22) | $ 0.84 | $ 7.97 | $ 0.93 |
Basic (in shares) | 15,364,043 | 15,310,754 | 15,347,042 | 15,304,235 |
Diluted (in shares) | 15,364,043 | 15,371,311 | 15,414,683 | 15,368,775 |
Dividends declared to common stockholders, per share (in dollars per share) | $ 0.52 | $ 0.52 | $ 1.56 | $ 1.56 |
Interim Condensed Consolidate_2
Interim Condensed Consolidated Statements of Comprehensive Income/(Loss) (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Net income/(loss) | $ (3,546) | $ 12,868 | $ 123,092 | $ 14,574 |
Other comprehensive income/(loss): | ||||
Unrealized gains/(losses) on investments in marketable debt securities | (658) | 632 | (2,691) | 2,883 |
Reclassification adjustment for realized gains on sales of marketable debt securities | (2) | (122) | (214) | (135) |
Income tax (expense)/benefit related to items of other comprehensive income | 138 | (107) | 614 | (577) |
Other comprehensive income/(loss), net of tax | (522) | 403 | (2,291) | 2,171 |
Net (income)/loss attributable to noncontrolling interest | 198 | (19) | (290) | (253) |
Comprehensive income/(loss) attributable to National HealthCare Corporation | $ (3,870) | $ 13,252 | $ 120,511 | $ 16,492 |
Interim Condensed Consolidate_3
Interim Condensed Consolidated Balance Sheets (Current Period Unaudited) - USD ($) | Sep. 30, 2021 | Dec. 31, 2020 |
Current Assets: | ||
Cash and cash equivalents | $ 112,462,000 | $ 147,093,000 |
Restricted cash and cash equivalents, current portion | 12,506,000 | 9,673,000 |
Marketable equity securities | 105,893,000 | 128,590,000 |
Marketable debt securities | 36,590,000 | 47,762,000 |
Restricted marketable equity securities | 24,520,000 | 4,680,000 |
Restricted marketable debt securities, current portion | 18,794,000 | 16,601,000 |
Accounts receivable | 99,019,000 | 89,670,000 |
Inventories | 8,696,000 | 8,781,000 |
Prepaid expenses and other assets | 5,450,000 | 2,977,000 |
Notes receivable, current portion | 899,000 | 928,000 |
Total current assets | 424,829,000 | 456,755,000 |
Property and Equipment: | ||
Property and equipment, at cost | 1,062,620,000 | 1,030,426,000 |
Accumulated depreciation and amortization | (540,601,000) | (510,108,000) |
Net property and equipment | 522,019,000 | 520,318,000 |
Other Assets: | ||
Restricted cash and cash equivalents, less current portion | 1,799,000 | 1,736,000 |
Restricted marketable debt securities, less current portion | 118,737,000 | 125,472,000 |
Deposits and other assets | 4,798,000 | 4,580,000 |
Operating lease right-of-use assets | 162,550,000 | 179,055,000 |
Goodwill | 168,295,000 | 21,341,000 |
Intangible assets | 7,038,000 | 0 |
Notes receivable, less current portion | 3,502,000 | 12,093,000 |
Investments in unconsolidated companies | 2,231,000 | 40,782,000 |
Total other assets | 468,950,000 | 385,059,000 |
Total assets | 1,415,798,000 | 1,362,132,000 |
Current Liabilities: | ||
Trade accounts payable | 32,900,000 | 21,112,000 |
Finance lease obligations, current portion | 4,626,000 | 4,423,000 |
Operating lease liabilities, current portion | 27,289,000 | 25,451,000 |
Accrued payroll | 85,926,000 | 86,183,000 |
Amounts due to third party payors | 17,046,000 | 16,454,000 |
Accrued risk reserves, current portion | 31,300,000 | 30,953,000 |
Other current liabilities | 23,550,000 | 21,344,000 |
Provider relief funds | 0 | 16,068,000 |
Contract liabilities | 27,013,000 | 51,253,000 |
Dividends payable | 8,020,000 | 7,987,000 |
Total current liabilities | 257,670,000 | 281,228,000 |
Finance lease obligations, less current portion | 7,045,000 | 10,540,000 |
Operating lease liabilities, less current portion | 135,261,000 | 153,604,000 |
Accrued risk reserves, less current portion | 72,524,000 | 68,584,000 |
Refundable entrance fees | 6,868,000 | 7,462,000 |
Deferred income taxes | 8,037,000 | 14,079,000 |
Other noncurrent liabilities | 26,503,000 | 28,375,000 |
Total liabilities | 513,908,000 | 563,872,000 |
Equity: | ||
Common stock, $.01 par value; 45,000,000 shares authorized; 15,423,240 and 15,369,745 shares, respectively, issued and outstanding | 154,000 | 153,000 |
Capital in excess of par value | 230,974,000 | 226,943,000 |
Retained earnings | 661,783,000 | 563,024,000 |
Accumulated other comprehensive income | 2,766,000 | 5,057,000 |
Total National HealthCare Corporation stockholders’ equity | 895,677,000 | 795,177,000 |
Noncontrolling interest | 6,213,000 | 3,083,000 |
Total equity | 901,890,000 | 798,260,000 |
Total liabilities and equity | $ 1,415,798,000 | $ 1,362,132,000 |
Interim Condensed Consolidate_4
Interim Condensed Consolidated Balance Sheets (Current Period Unaudited) (Parentheticals) - $ / shares | Sep. 30, 2021 | Dec. 31, 2020 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 45,000,000 | 45,000,000 |
Common stock, shares issued (in shares) | 15,423,240 | 15,369,745 |
Common stock, shares outstanding (in shares) | 15,423,240 | 15,369,745 |
Interim Condensed Consolidate_5
Interim Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) | 9 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Cash Flows From Operating Activities: | ||
Net income | $ 123,092,000 | $ 14,574,000 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 30,521,000 | 31,531,000 |
Equity in earnings of unconsolidated investments | (5,320,000) | (8,448,000) |
Distributions from unconsolidated investments | 6,314,000 | 10,050,000 |
Unrealized losses on marketable equity securities | 23,227,000 | 40,580,000 |
Gains on sales of marketable securities | (941,000) | (135,000) |
Gains on acquisitions of equity method investments | (95,202,000) | (1,708,000) |
Deferred income taxes | 5,428,000 | 10,404,000 |
Stock–based compensation | 1,905,000 | 1,807,000 |
Changes in operating assets and liabilities: | ||
Accounts receivable | 1,195,000 | 9,604,000 |
Inventories | 85,000 | 344,000 |
Prepaid expenses and other assets | (1,685,000) | 2,992,000 |
Trade accounts payable | 8,329,000 | 207,000 |
Accrued payroll | (3,480,000) | 5,309,000 |
Amounts due to third party payors | 100,000 | 388,000 |
Accrued risk reserves | 4,287,000 | 9,977,000 |
Provider relief funds | (16,068,000) | 21,404,000 |
Contract liabilities | (24,240,000) | 51,253,000 |
Other current liabilities | 2,110,000 | 7,985,000 |
Other noncurrent liabilities | (1,930,000) | (3,410,000) |
Net cash provided by operating activities | 46,871,000 | 183,900,000 |
Cash Flows From Investing Activities: | ||
Purchases of property and equipment | (25,774,000) | (17,717,000) |
Acquisitions of equity method investments, net of cash acquired | (28,713,000) | (6,648,000) |
Investments in unconsolidated companies | (350,000) | (305,000) |
Investments in notes receivable | 0 | (425,000) |
Collections of notes receivable | 8,620,000 | 1,572,000 |
Purchases of marketable securities | (95,749,000) | (19,754,000) |
Proceeds from sale of marketable securities | 89,129,000 | 28,004,000 |
Net cash used in investing activities | (52,837,000) | (15,273,000) |
Cash Flows From Financing Activities: | ||
Borrowings under credit facility | 0 | 40,000,000 |
Repayments under credit facility | 0 | (50,000,000) |
Principal payments under finance lease obligations | (3,292,000) | (3,101,000) |
Dividends paid to common stockholders | (24,010,000) | (23,935,000) |
Noncontrolling interest contributions | 0 | 2,488,000 |
Issuance of common shares | 2,405,000 | 1,075,000 |
Repurchase of common shares | (278,000) | (53,000) |
Entrance fee (refunds) deposits | (594,000) | 7,000 |
Net cash used in financing activities | (25,769,000) | (33,519,000) |
Net (Decrease)/Increase in Cash, Cash Equivalents, Restricted Cash, and Restricted Cash Equivalents | (31,735,000) | 135,108,000 |
Cash, Cash Equivalents, Restricted Cash, and Restricted Cash Equivalents, Beginning of Period | 158,502,000 | 61,010,000 |
Cash, Cash Equivalents, Restricted Cash, and Restricted Cash Equivalents, End of Period | 126,767,000 | 196,118,000 |
Balance Sheet Classifications: | ||
Cash and cash equivalents | 112,462,000 | 183,765,000 |
Restricted Cash and Cash Equivalents | 14,305,000 | 12,353,000 |
Total Cash, Cash Equivalents, Restricted Cash, and Restricted Cash Equivalents | $ 126,767,000 | $ 196,118,000 |
Interim Condensed Consolidate_6
Interim Condensed Consolidated Statements of Stockholders' Equity (Unaudited) - USD ($) $ in Thousands | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | AOCI Attributable to Parent [Member] | Noncontrolling Interest [Member] | Total |
Balance (in shares) at Dec. 31, 2019 | 15,332,206 | |||||
Balance at Dec. 31, 2019 | $ 153 | $ 222,787 | $ 553,093 | $ 2,560 | $ 476 | $ 779,069 |
Net income | (26,852) | 36 | (26,816) | |||
Other comprehensive income (loss) | (2,012) | (2,012) | ||||
Stock–based compensation | 466 | 466 | ||||
Shares sold – options exercised (in shares) | 15,006 | |||||
Shares sold – options exercised | $ 0 | 400 | 400 | |||
Repurchase of common shares (in shares) | (611) | |||||
Repurchase of common shares | (53) | (53) | ||||
Dividends declared to common stockholders ($0.52 per share) | (7,980) | (7,980) | ||||
Contributions attributable to noncontrolling interest | 281 | 281 | ||||
Balance (in shares) at Mar. 31, 2020 | 15,346,601 | |||||
Balance at Mar. 31, 2020 | $ 153 | 223,600 | 518,261 | 548 | 793 | 743,355 |
Balance (in shares) at Dec. 31, 2019 | 15,332,206 | |||||
Balance at Dec. 31, 2019 | $ 153 | 222,787 | 553,093 | 2,560 | 476 | 779,069 |
Net income | 14,574 | |||||
Other comprehensive income (loss) | 2,171 | |||||
Balance (in shares) at Sep. 30, 2020 | 15,359,488 | |||||
Balance at Sep. 30, 2020 | $ 153 | 225,616 | 543,460 | 4,731 | 3,217 | 777,177 |
Balance (in shares) at Dec. 31, 2019 | 15,332,206 | |||||
Balance at Dec. 31, 2019 | $ 153 | 222,787 | 553,093 | 2,560 | 476 | $ 779,069 |
Shares sold – options exercised (in shares) | 43,630 | |||||
Balance (in shares) at Dec. 31, 2020 | 15,369,745 | |||||
Balance at Dec. 31, 2020 | $ 153 | 226,943 | 563,024 | 5,057 | 3,083 | $ 798,260 |
Balance (in shares) at Mar. 31, 2020 | 15,346,601 | |||||
Balance at Mar. 31, 2020 | $ 153 | 223,600 | 518,261 | 548 | 793 | 743,355 |
Net income | 28,324 | 198 | 28,522 | |||
Other comprehensive income (loss) | 3,780 | 3,780 | ||||
Stock–based compensation | 823 | 823 | ||||
Shares sold – options exercised (in shares) | 11,073 | |||||
Shares sold – options exercised | 549 | 549 | ||||
Repurchase of common shares (in shares) | (186) | |||||
Dividends declared to common stockholders ($0.52 per share) | (7,986) | (7,986) | ||||
Contributions attributable to noncontrolling interest | 244 | 244 | ||||
Balance (in shares) at Jun. 30, 2020 | 15,357,488 | |||||
Balance at Jun. 30, 2020 | $ 153 | 224,972 | 538,599 | 4,328 | 1,235 | 769,287 |
Net income | 0 | 0 | 12,849 | 0 | 19 | 12,868 |
Other comprehensive income (loss) | 0 | 0 | 0 | 403 | 0 | 403 |
Stock–based compensation | $ 0 | 518 | 0 | 0 | 0 | 518 |
Shares sold – options exercised (in shares) | 2,000 | |||||
Shares sold – options exercised | $ 0 | 126 | 0 | 0 | 0 | 126 |
Dividends declared to common stockholders ($0.52 per share) | 0 | 0 | (7,988) | 0 | 0 | (7,988) |
Contributions attributable to noncontrolling interest | $ 0 | 0 | 0 | 0 | 1,963 | 1,963 |
Balance (in shares) at Sep. 30, 2020 | 15,359,488 | |||||
Balance at Sep. 30, 2020 | $ 153 | 225,616 | 543,460 | 4,731 | 3,217 | 777,177 |
Balance (in shares) at Dec. 31, 2020 | 15,369,745 | |||||
Balance at Dec. 31, 2020 | $ 153 | 226,943 | 563,024 | 5,057 | 3,083 | 798,260 |
Net income | 21,267 | 41 | 21,308 | |||
Other comprehensive income (loss) | (1,922) | (1,922) | ||||
Stock–based compensation | 496 | 496 | ||||
Shares sold – options exercised (in shares) | 24,331 | |||||
Shares sold – options exercised | $ 1 | 326 | 327 | |||
Repurchase of common shares (in shares) | (3,936) | |||||
Repurchase of common shares | (278) | (278) | ||||
Dividends declared to common stockholders ($0.52 per share) | (8,003) | (8,003) | ||||
Balance (in shares) at Mar. 31, 2021 | 15,390,140 | |||||
Balance at Mar. 31, 2021 | $ 154 | 227,487 | 576,288 | 3,135 | 3,124 | 810,188 |
Balance (in shares) at Dec. 31, 2020 | 15,369,745 | |||||
Balance at Dec. 31, 2020 | $ 153 | 226,943 | 563,024 | 5,057 | 3,083 | 798,260 |
Net income | 123,092 | |||||
Other comprehensive income (loss) | $ (2,291) | |||||
Shares sold – options exercised (in shares) | 148,900 | |||||
Balance (in shares) at Sep. 30, 2021 | 15,423,240 | |||||
Balance at Sep. 30, 2021 | $ 154 | 230,974 | 661,783 | 2,766 | 6,213 | $ 901,890 |
Balance (in shares) at Mar. 31, 2021 | 15,390,140 | |||||
Balance at Mar. 31, 2021 | $ 154 | 227,487 | 576,288 | 3,135 | 3,124 | 810,188 |
Net income | 104,883 | 447 | 105,330 | |||
Other comprehensive income (loss) | 153 | 153 | ||||
Stock–based compensation | 683 | 683 | ||||
Shares sold – options exercised (in shares) | 33,100 | |||||
Shares sold – options exercised | 2,078 | 2,078 | ||||
Dividends declared to common stockholders ($0.52 per share) | (8,020) | (8,020) | ||||
Contributions attributable to noncontrolling interest | 2,840 | 2,840 | ||||
Balance (in shares) at Jun. 30, 2021 | 15,423,240 | |||||
Balance at Jun. 30, 2021 | $ 154 | 230,248 | 673,151 | 3,288 | 6,411 | 913,252 |
Net income | 0 | 0 | (3,348) | 0 | (198) | (3,546) |
Other comprehensive income (loss) | 0 | 0 | 0 | (522) | 0 | (522) |
Stock–based compensation | 0 | 726 | 0 | 0 | 0 | 726 |
Dividends declared to common stockholders ($0.52 per share) | $ 0 | 0 | (8,020) | 0 | 0 | (8,020) |
Balance (in shares) at Sep. 30, 2021 | 15,423,240 | |||||
Balance at Sep. 30, 2021 | $ 154 | $ 230,974 | $ 661,783 | $ 2,766 | $ 6,213 | $ 901,890 |
Interim Condensed Consolidate_7
Interim Condensed Consolidated Statements of Stockholders' Equity (Unaudited) (Parentheticals) - $ / shares | 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 | |
Dividends declared to common stockholders, per share (in dollars per share) | $ 0.52 | $ 0.52 | $ 0.52 | $ 0.52 | $ 0.52 | $ 0.52 | $ 1.56 | $ 1.56 |
Dividends declared to common stockholders, per share (in dollars per share) | $ 0.52 | $ 0.52 | $ 0.52 | $ 0.52 | $ 0.52 | $ 0.52 | $ 1.56 | $ 1.56 |
Note 1 - Description of Busines
Note 1 - Description of Business | 9 Months Ended |
Sep. 30, 2021 | |
Notes to Financial Statements | |
Organization, Consolidation and Presentation of Financial Statements Disclosure [Text Block] | Note 1 Description of Business National HealthCare Corporation September 30, 2021, five one |
Note 2 - Summary of Significant
Note 2 - Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2021 | |
Notes to Financial Statements | |
Significant Accounting Policies [Text Block] | Note 2 Summary of Significant Accounting Policies The listing below is not not December 31, 2020 December 31, 2020 www.nhccare.com Basis of Presentation The unaudited interim condensed consolidated financial statements to which these notes are attached include all normal, recurring adjustments which are necessary to fairly present the financial position, results of operations and cash flows of NHC. All significant intercompany transactions and balances have been eliminated in consolidation. The consolidated financial statements include the accounts of all entities controlled by NHC. The Company presents noncontrolling interest within the equity section of its consolidated balance sheets. The Company presents the amount of consolidated net income that is attributable to NHC and the noncontrolling interest in its consolidated statements of operations. We assume that users of these interim financial statements have read or have access to the audited December 31, 2020 may not may Estimates and Assumptions The preparation of financial statements in conformity with U.S. GAAP requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates and could cause our reported net income to vary significantly from period to period, including but not 19” Net Patient Revenues and Accounts Receivable Net patient revenues are derived from services rendered to patients for skilled and intermediate nursing, rehabilitation therapy, assisted living and independent living, home health care services, and hospice services. Net patient revenue is reported at the amount that reflects the consideration to which the Company expects to be entitled in exchange for providing patient services. These amounts are due from patients, governmental programs, and other third The Company recognizes revenue as its performance obligations are completed. Routine services are treated as a single performance obligation satisfied over time as services are rendered. These routine services represent a bundle of services that are not may not not The Company determines the transaction price based on established billing rates reduced by contractual adjustments provided to third three nine September 30, 2021, three nine September 30, 2020, September 30, 2021, December 31, 2020, Other Revenues Other revenues include revenues from the provision of insurance services, management and accounting services to other long–term care providers, and rental income. Our insurance revenues consist of premiums that are generally paid in advance and then amortized into income over the policy period. We charge for management services based on a percentage of net revenues. We charge for accounting services based on a monthly fee or a fixed fee per bed of the healthcare center under contract. We record other revenues as the performance obligations are satisfied based on the terms of our contractual arrangements. We recognize rental income based on the terms of our operating leases. Under certain of our leases, we receive variable rent, which is based on the increase in revenues of a lessee over a base year. We recognize variable rent annually or monthly, as applicable, when, based on the actual revenue of the lessee is earned. Government Grants In the absence of specific guidance to account for government grants under U.S. GAAP, we have concluded to account for government grants in accordance with International Accounting Standard (“IAS”) 20, Accounting for Government Grants and Disclosure of Government Assistance Segment Reporting In accordance with the provisions of Accounting Standards Codification ("ASC") 280, Segment Reporting two 1 one 2 8 Other Operating Expenses Other operating expenses include the costs of care and services that we provide to the residents of our facilities and the costs of maintaining our facilities. Our primary patient care costs include drugs, medical supplies, purchased professional services, food, and professional liability insurance and licensing fees. The primary facility costs include utilities and property insurance. General and Administrative Costs With the Company being a healthcare provider, the majority of our expenses are "cost of revenue" items. Costs that could be classified as "general and administrative" by the Company would include its corporate office costs, excluding stock-based compensation, which were $5,361,000 and $15,615,000 for the three nine September 30, 2021, three nine September 30, 2020, Long-Term Leases The Company’s lease portfolio primarily consists of finance and operating real estate leases for certain skilled nursing facilities, assisted and independent living facilities, homecare and hospice offices, and pharmacy warehouses. The original terms of the leases typically range from two fifteen may not The Company records right-of-use assets and liabilities on the interim condensed consolidated balance sheets for non-cancelable real estate operating leases with original or remaining lease terms in excess of one 12 not not Operating lease right-of-use assets and liabilities are recorded at the present value of the lease payments over the lease term. The present value of the lease payments are discounted using the incremental borrowing rate associated with each lease. The variable components of the lease payment that fluctuate with the operations of a health facility are not Property and Equipment Property and equipment are recorded at cost. Depreciation is provided by the straight-line method over the expected useful lives of the assets estimated as follows: buildings and improvements, 20-40 years and equipment and furniture, 3-15 years. Leasehold improvements are amortized over periods that do not Finance leases are recorded at cost. Finance leases are amortized in accordance with the provision codified within ASC 842, Leases Business Combinations We account for acquisitions using the acquisition method of accounting in accordance with ASC 805, Business Combinations. Goodwill and Other Intangible Assets Goodwill represents the excess of purchase price over the fair value of identifiable net assets acquired in business combinations. Goodwill is not first fourth not The Company’s indefinite-lived intangible assets consist of trade names and certificates of need and licenses. The Company reviews indefinite-lived intangible assets for impairment on an annual basis or more frequently if events or changes in circumstances indicate that the carrying amount of the intangible asset may not Accrued Risk Reserves We are self–insured for risks related to health insurance and have wholly–owned limited purpose insurance companies that insure risks related to workers’ compensation and general and professional liability insurance claims. The accrued risk reserves include a liability for reported claims and estimates for incurred but unreported claims. Our policy is to engage an external, independent actuary to assist in estimating our exposure for claims obligations (for both asserted and unasserted claims). We reassess our accrued risk reserves on a quarterly basis. Professional liability remains an area of particular concern to us. The long-term care industry has seen an increase in personal injury/wrongful death claims based on alleged negligence by skilled nursing facilities and their employees in providing care to residents. The Company has been, and continues to be, subject to claims and legal actions that arise in the ordinary course of business, including potential claims related to patient care and treatment. A significant increase in the number of these claims, or an increase in the amounts due as a result of these claims could have a material adverse effect on our consolidated financial position, results of operations and cash flows. It is also possible that future events could cause us to make significant adjustments or revisions to these reserve estimates and cause our reported net income to vary significantly from period to period. We are principally self-insured for incidents occurring in all centers owned or leased by us. The coverages include both primary policies and excess policies. In all years, settlements, if any, in excess of available insurance policy limits and our own reserves would be expensed by us. Continuing Care Contracts We have one may Non-refundable fees are included as a component of the transaction price and are amortized into revenue over the actuarily determined remaining life of the resident, which is the expected period of occupancy by the resident. We pay the refundable portion of our entry fees to residents when they relocate from our community and the apartment is re-occupied. Refundable entrance fees are not September 30, 2021, December 31, 2020, We also annually estimate the present value of the cost of future services and the use of facilities to be provided to the current CCRC residents and compare that amount with the balance of non-refundable deferred revenue from entrance fees received. If the present value of the cost of future services exceeds the related anticipated revenues, a liability is recorded with a corresponding charge to income. As of September 30, 2021, December 31, 2020, Other Noncurrent Liabilities Other noncurrent liabilities include reserves primarily related to various uncertain income tax positions, deferred revenue, and obligations to provide future services to our CCRC residents. Deferred revenue includes the deferred gain on the sale of assets to National Health Corporation (“National”) and the non-refundable portion ( 10% Noncontrolling Interest The noncontrolling interest in a subsidiary is presented within total equity in the Company's interim condensed consolidated balance sheets. The Company presents the noncontrolling interest and the amount of consolidated net income attributable to NHC in its interim condensed consolidated statements of operations. The Company’s earnings per share is calculated based on net income attributable to NHC’s stockholders. The carrying amount of the noncontrolling interest is adjusted based on an allocation of the subsidiary earnings, contributions, and distributions. Variable Interest Entities We have equity interests in unconsolidated limited liability companies that operate various post-acute and senior healthcare businesses. We analyze our investments in these limited liability companies to determine if the company is considered a variable interest entity (“VIE”) and would require consolidation. To the extent that we own interests in a VIE and we (i) have the power to direct the activities of the VIE and (ii) have the obligation or rights to absorb the VIE's losses or receive its benefits, then we would be determined to be the primary beneficiary and would consolidate the VIE. To the extent we own interests in a VIE, then at each reporting period, we re-assess our conclusions as to which, if any, party within the VIE is considered the primary beneficiary. The Company's maximum exposure to losses in its investments in unconsolidated VIEs cannot be quantified and may may not |
Note 3 - Coronavirus Pandemic
Note 3 - Coronavirus Pandemic | 9 Months Ended |
Sep. 30, 2021 | |
COVID 19 [Member] | |
Notes to Financial Statements | |
Unusual or Infrequent Items, or Both, Disclosure [Text Block] | Note 3 Coronavirus Pandemic In early March 2020, 19, March 2020 19 $178 Public Health and Social Services Emergency Fund 19. The Provider Relief Fund grants come with terms and condition certifications in which all providers are required to submit documents to ensure the funds will be used for healthcare-related expenses or lost revenue attributable to COVID- 19. three September 30, 2021 2020, nine September 30, 2021 2020, Additionally, as part of the CARES Act, the legislation included an expansion of the Medicare Accelerated and Advance Payment Program. The expanded Medicare Accelerated and Advance Payment Program is a streamlined version of existing policy that allows the Medicare Administrative Contractors (“MAC’s”) to issue up to three one first eleven twenty-five nine fifty not twenty-nine four second 2021. September 30, 2021, The CARES Act temporarily suspended Medicare sequestration beginning May 1, 2020 December 31, 2020. 2 December 27, 2020, 2021 2.0% September 30, 2021. April 14, 2021, December 31, 2021. The CARES Act also temporarily permitted employers to defer the deposit and payment of the employer’s portion of the social security taxes ( 6.2% March 27, 2020 December 31, 2020. two December 31, 2021, December 31, 2022. September 30, 2021, September 30, 2021, We have also received supplemental Medicaid payments from many of the states in which we operate to help mitigate the incremental costs resulting from the COVID- 19 three September 30, 2021 2020, nine September 30, 2021 2020, |
Note 4 - Acquisition of Caris H
Note 4 - Acquisition of Caris HealthCare, L.P. | 9 Months Ended |
Sep. 30, 2021 | |
Notes to Financial Statements | |
Business Combination Disclosure [Text Block] | Note 4 Acquisition of Caris HealthCare, L.P. On June 11, 2021, Prior to the June 11, 2021 The Company utilized widely accepted income-based, market-based, and cost-based valuation approaches to perform the preliminary purchase price allocation and determine the fair value of the previously held equity method investment. The Company has performed a preliminary valuation analysis of the fair market value of Caris’ assets acquired and liabilities assumed. The final valuation of the assets acquired, and liabilities assumed was not September 30, 2021, in thousands Amount Cash and cash equivalents $ 15,515 Restricted cash and cash equivalents 58 Accounts receivable 10,544 Prepaid expenses and other assets 1,006 Property and equipment 3,608 Operating lease – right-of-use assets 2,122 Intangible assets 7,038 Total assets acquired 39,891 Trade accounts payable 3,459 Accrued payroll 3,223 Other current liabilities 587 Operating lease liabilities 2,122 Other noncurrent liabilities 58 Total liabilities assumed 9,449 Net identifiable assets acquired 30,442 Goodwill 146,954 Total estimated fair value of the acquisition $ 177,396 The indefinite-lived intangible assets acquired include the trade name of Caris and the certificates of need and licenses. The goodwill is recorded in the homecare and hospice segment and is attributed to the workforce acquired and reputation of the business as part of the transaction. We expect approximately 30%-40% of the goodwill to be deductible for income tax purposes. For the three September 30, 2021, nine September 30, 2021, The following table contains unaudited pro forma interim condensed consolidated statements of operations information for the three nine September 30, 2021 2020, January 1, 2020. may (in thousands) Three Months Ended September 30 Nine Months Ended September 30 2021 2020 2021 2020 Net patient revenues $ 254,817 $ 243,357 $ 736,619 $ 744,762 Total costs and expenses 263,975 256,385 770,295 770,338 Income from operations 12,762 10,215 48,544 45,667 Non-operating income 3,399 3,500 10,374 10,670 Income (loss) before income taxes (7,636 ) 14,406 35,691 17,465 Net income (loss) attributable to NHC $ (3,348 ) $ 13,698 $ 29,002 $ 15,589 |
Note 5 - Net Patient Revenues
Note 5 - Net Patient Revenues | 9 Months Ended |
Sep. 30, 2021 | |
Notes to Financial Statements | |
Revenue from Contract with Customer [Text Block] | Note 5 Net Patient Revenues The Company disaggregates revenue from contracts with customers by service type and by payor. Revenue by Service Type The Company’s net patient services can generally be classified into the following two 1 2 (in thousands) Three Months Ended September 30 Nine Months Ended September 30 2021 2020 2021 2020 Net patient revenues: Inpatient services $ 222,884 $ 214,211 $ 644,986 $ 659,585 Homecare and hospice 31,933 13,172 63,662 37,564 Total net patient revenue $ 254,817 $ 227,383 $ 708,648 $ 697,149 For inpatient and hospice services, revenue is recognized on a daily basis as each day represents a separate contract and performance obligation. For homecare, revenue is recognized when services are provided based on the number of days of service rendered in the period of care or on a per-visit basis. Typically, patients and third As our performance obligations relate to contracts with a duration of one not no one not Revenue by Payor Certain groups of patients receive funds to pay the cost of their care from a common source. The following table sets forth sources of net patient revenues for the periods indicated: Three Months Ended September 30 Nine Months Ended September 30 Source 2021 2020 2021 2020 Medicare 36% 35% 35% 34% Managed Care 10% 11% 12% 11% Medicaid 30% 28% 29% 29% Private Pay and Other 24% 26% 24% 26% Total 100% 100% 100% 100% Medicare covers skilled nursing services for beneficiaries who require nursing care and/or rehabilitation services following a hospitalization of at least three three 19 For homecare services, Medicare pays based on the acuity level of the patient and based on periods of care. A period of care is defined as a length of care up to 30 Certain managed care payors for homecare services pay on a per-visit basis. This revenue is recorded on an accrual basis based upon the date of services at amounts equal to its established or estimated per-visit rates. For hospice services, Medicare pays a daily rate to cover the costs for providing services included in the patient care plan. Medicare makes daily payments based on 1 4 Our hospice service revenue is subject to certain limitations on payments from Medicare. We are subject to an inpatient cap limit and an overall Medicare payment cap for each provider number. We monitor these caps on a provider-by-provider basis and estimate amounts due back to Medicare if we estimate a cap has been exceeded. If applicable, we record these cap adjustments as a reduction to revenue. Medicaid is operated by individual states with the financial participation of the federal government. The states in which we operate currently use prospective cost–based reimbursement systems. Under cost–based reimbursement systems, the skilled nursing facility is reimbursed for the reasonable direct and indirect allowable costs it incurred in a base year in providing routine resident care services as defined by the program. Private pay, managed care, and other payment sources include commercial insurance, individual patient funds, managed care plans and the Veterans Administration. Private paying patients, private insurance carriers and the Veterans Administration generally pay based on the healthcare center's charges or specifically negotiated contracts. For private pay patients in skilled nursing, assisted living and independent living facilities, the Company bills for room and board charges, with the remittance being due on receipt of the statement and generally by the 10th Contract Liabilities Included in the Company’s interim condensed consolidated balance sheets are contract liabilities, which represent payments the Company receives in advance of services provided. As of September 30, 2021 December 31, 2020, second 2021. A summary of the contract liabilities are follows ( in thousands Balance at December 31, 2020 $ 51,253 Payments received - Payments recouped (24,240 ) Balance at September 30, 2021 $ 27,013 Third Party Payors Laws and regulations governing the Medicare and Medicaid programs are complex and subject to interpretation. Noncompliance with such laws and regulations can be subject to regulatory actions including fines, penalties, and exclusion from the Medicare and Medicaid programs. We believe that we are following all applicable laws and regulations. Medicare and Medicaid program revenues, as well as certain Managed Care program revenues, are subject to audit and retroactive adjustment by government representatives or their agents. Settlements with third not no not September 30, 2021 December 31, 2020, |
Note 6 - Other Revenues
Note 6 - Other Revenues | 9 Months Ended |
Sep. 30, 2021 | |
Notes to Financial Statements | |
Other Revenues [Text Block] | Note 6 Other Revenues Other revenues are outlined in the table below. Revenues from rental income include health care real estate properties owned by us and leased to third (in thousands) Three Months Ended September 30 Nine Months Ended September 30 2021 2020 2021 2020 Rental income $ 5,792 $ 5,646 $ 16,954 $ 16,972 Management and accounting services fees 4,244 4,052 12,703 12,651 Insurance services 1,291 1,294 3,832 4,074 Other 164 119 427 766 Total other revenues $ 11,491 $ 11,111 $ 33,916 $ 34,463 Rental Income The Company leases real estate assets consisting of skilled nursing facilities and assisted living facilities to third four 9 Management Fees from National Health Corporation We manage five three nine September 30, 2021, three nine September 30, 2020, Insurance Services For workers’ compensation insurance services, the premium revenues reflected in the interim condensed consolidated statements of operations for the three nine September 30, 2021 three nine September 30, 2020 For professional liability insurance services, the premium revenues reflected in the interim condensed consolidated statements of operations for the three nine September 30, 2021 three nine September 30, 2020 |
Note 7 - Non-operating Income
Note 7 - Non-operating Income | 9 Months Ended |
Sep. 30, 2021 | |
Notes to Financial Statements | |
Other Nonoperating Income and Expense [Text Block] | Note 7 Non Operating Income Non–operating income includes equity in earnings of unconsolidated investments, dividends and other realized gains and losses on sales of marketable securities, and interest income (in thousands) Three Months Ended September 30 Nine Months Ended September 30 2021 2020 2021 2020 Equity in earnings of unconsolidated investments $ 14 $ 3,019 $ 5,320 $ 8,448 Dividends and net realized gains on sales of securities 2,365 2,084 6,242 5,997 Interest income 1,020 1,375 3,683 4,425 Total non-operating income $ 3,399 $ 6,478 $ 15,245 $ 18,870 Caris HealthCare, L.P. On June 11, 2021, 4 Prior to the June 11, 2021 no |
Note 8 - Business Segments
Note 8 - Business Segments | 9 Months Ended |
Sep. 30, 2021 | |
Notes to Financial Statements | |
Segment Reporting Disclosure [Text Block] | Note 8 Business Segments The Company has two 1 2 The Company also reports an “all other” category that includes revenues from rental income, management and accounting services fees, insurance services, and costs of the corporate office. For additional information on these reportable segments see Note 2 Summary of Significant Accounting Policies. The Company’s CODM evaluates performance and allocates capital resources to each segment based on an operating model that is designed to improve the quality of patient care and profitability of the Company while enhancing long-term shareholder value. The CODM does not not The following table sets forth the Company’s unaudited interim condensed consolidated statements of operations by business segment (in thousands Three Months Ended September 30, 2021 Inpatient Homecare and Hospice All Other Total Revenues: Net patient revenues $ 222,884 $ 31,933 $ - $ 254,817 Other revenues 128 - 11,363 11,491 Government stimulus income 10,429 - - 10,429 Net operating revenues and grant income 233,441 31,933 11,363 276,737 Costs and expenses: Salaries, wages, and benefits 131,567 17,592 10,146 159,305 Other operating 74,506 6,797 2,736 84,039 Rent 8,169 594 1,441 10,204 Depreciation and amortization 9,300 118 811 10,229 Interest 198 - - 198 Total costs and expenses 223,740 25,101 15,134 263,975 Income (loss) from operations 9,701 6,832 (3,771 ) 12,762 Non-operating income - - 3,399 3,399 Unrealized losses on marketable equity securities - - (23,797 ) (23,797 ) Income (loss) before income taxes $ 9,701 $ 6,832 $ (24,169 ) $ (7,636 ) Three Months Ended September 30, 2020 Inpatient Homecare All Other Total Revenues and grant income: Net patient revenues $ 214,211 $ 13,172 $ - $ 227,383 Other revenues 84 - 11,027 11,111 Government stimulus income 12,132 - - 12,132 Net operating revenues and grant income 226,427 13,172 11,027 250,626 Costs and expenses: Salaries, wages, and benefits 132,245 8,210 11,109 151,564 Other operating 65,066 3,311 2,510 70,887 Rent 8,377 448 1,495 10,320 Depreciation and amortization 9,629 106 813 10,548 Interest 325 - (40 ) 285 Total costs and expenses 215,642 12,075 15,887 243,604 Income (loss) from operations 10,785 1,097 (4,860 ) 7,022 Non-operating income - - 6,478 6,478 Unrealized losses on marketable equity securities - - (241 ) (241 ) Income before income taxes $ 10,785 $ 1,097 $ 1,377 $ 13,259 Nine Months Ended September 30, 2021 Inpatient Homecare and Hospice All Other Total Revenues and grant income: Net patient revenues $ 644,986 $ 63,662 $ - $ 708,648 Other revenues 324 - 33,592 33,916 Government stimulus income 48,304 - - 48,304 Net operating revenues and grant income 693,614 63,662 33,592 790,868 Costs and expenses: Salaries, wages, and benefits 388,949 36,483 35,807 461,239 Other operating 204,445 13,730 8,060 226,235 Rent 24,641 1,478 4,318 30,437 Depreciation and amortization 27,790 299 2,432 30,521 Interest 657 - - 657 Total costs and expenses 646,482 51,990 50,617 749,089 Income (loss) from operations 47,132 11,672 (17,025 ) 41,779 Non-operating income - - 15,245 15,245 Gain on acquisition of equity method investment - - 95,202 95,202 Unrealized losses on marketable equity securities - - (23,227 ) (23,227 ) Income before income taxes $ 47,132 $ 11,672 $ 70,195 $ 128,999 Nine Months Ended September 30, 2020 Inpatient Homecare All Other Total Revenues and grant income: Net patient revenues $ 659,585 $ 37,564 $ - $ 697,149 Other revenues 645 - 33,818 34,463 Government stimulus income 34,754 2,026 - 36,780 Net operating revenues and grant income 694,984 39,590 33,818 768,392 Costs and expenses: Salaries, wages, and benefits 403,840 24,490 27,617 455,947 Other operating 194,170 11,471 7,775 213,416 Rent 25,134 1,351 4,487 30,972 Depreciation and amortization 28,826 266 2,439 31,531 Interest 1,073 - 77 1,150 Total costs and expenses 653,043 37,578 42,395 733,016 Income (loss) from operations 41,941 2,012 (8,577 ) 35,376 Non-operating income - - 18,870 18,870 Gain on acquisition of equity method investment - - 1,708 1,708 Unrealized losses on marketable equity securities - - (40,580 ) (40,580 ) Income (loss) before income taxes $ 41,941 $ 2,012 $ (28,579 ) $ 15,374 |
Note 9 - Long-term Leases
Note 9 - Long-term Leases | 9 Months Ended |
Sep. 30, 2021 | |
Notes to Financial Statements | |
Lessee, Operating and Finance Leases [Text Block] | Note 9 Long-Term Leases Operating Leases At September 30, 2021, seven three two first four third three nine September 30, 2021, three nine September 30, 2020, Finance Leases At September 30, 2021, three three third ten two five 2014 Minimum Lease Payments The following table summarizes the maturity of our finance and operating lease liabilities as of September 30, 2021 ( in thousands Finance Leases Operating Leases 2022 $ 5,200 $ 36,086 2023 5,200 35,416 2024 2,167 34,943 2025 - 34,586 2026 - 34,387 Thereafter - 14,300 Total minimum lease payments 12,567 189,718 Less: amounts representing interest (896 ) (27,168 ) Present value of future minimum lease payments 11,671 162,550 Less: current portion (4,626 ) (27,289 ) Noncurrent lease liabilities $ 7,045 $ 135,261 |
Note 10 - Earnings Per Share
Note 10 - Earnings Per Share | 9 Months Ended |
Sep. 30, 2021 | |
Notes to Financial Statements | |
Earnings Per Share [Text Block] | Note 10 Earnings per Share Basic net income per share is computed based on the weighted average number of common shares outstanding for each period presented. Diluted net income per share reflects the potential dilution that would have occurred if securities to issue common stock were exercised, converted, or resulted in the issuance of common stock that would have then shared in our earnings. The following table summarizes the earnings and the weighted average number of common shares used in the calculation of basic and diluted earnings per share (in thousands, except for share and per share amounts): Three Months Ended September 30 Nine Months Ended September 30 2021 2020 2021 2020 Basic: Weighted average common shares outstanding 15,364,043 15,310,754 15,347,042 15,304,235 Net income (loss) attributable to National HealthCare Corporation $ (3,348 ) $ 12,849 $ 122,802 $ 14,321 Earnings (loss) per common share, basic $ (0.22 ) $ 0.84 $ 8.00 $ 0.94 Diluted: Weighted average common shares outstanding 15,364,043 15,310,754 15,347,042 15,304,235 Effects of dilutive instruments - 60,557 67,641 64,540 Weighted average common shares outstanding 15,364,043 15,371,311 15,414,683 15,368,775 Net income (loss) attributable to National HealthCare Corporation $ (3,348 ) $ 12,849 $ 122,802 $ 14,321 Earnings (loss) per common share, diluted $ (0.22 ) $ 0.84 $ 7.97 $ 0.93 In the above table, options to purchase 620,076 and 698,080 shares of our common stock have been excluded for the nine September 31, 2021 2020, |
Note 11 - Investments in Market
Note 11 - Investments in Marketable Securities | 9 Months Ended |
Sep. 30, 2021 | |
Notes to Financial Statements | |
Investments in Debt and Marketable Equity Securities (and Certain Trading Assets) Disclosure [Text Block] | Note 11 Investments in Marketable Securities Our investments in marketable equity securities are carried at fair value with the changes in unrealized gains and losses recognized in our results of operations at each measurement date. Our investments in marketable debt securities are classified as available for sale securities and carried at fair value with the unrealized gains and losses recognized through accumulated other comprehensive income at each measurement date. Any credit related decline in fair market values of our available for sale debt securities are recorded in our results of operations through an allowance for credit losses. Realized gains and losses from securities sales are recognized in results of operations upon disposition of the securities using the specific identification method on a trade date basis. Refer to Note 12 Marketable securities consist of the following (in thousands) September 30, 2021 December 31, 2020 Amortized Cost Fair Value Amortized Cost Fair Value Investments available for sale: Marketable equity securities $ 30,176 $ 105,893 $ 30,176 $ 128,590 Corporate debt securities 20,005 19,905 25,812 25,778 Asset-backed securities 2,467 2,456 2,485 2,480 U.S. Treasury securities 14,251 14,229 19,519 19,504 Restricted investments available for sale: Marketable equity securities 25,153 24,520 4,783 4,680 Corporate debt securities 64,796 67,786 61,709 66,247 Asset-based securities 33,804 34,512 40,655 41,769 U.S. Treasury securities 26,067 25,736 20,760 21,159 State and municipal securities 9,239 9,497 12,497 12,898 $ 225,958 $ 304,534 $ 218,396 323,105 Included in the marketable equity securities are the following (in thousands, except share amounts): September 30, 2021 December 31, 2020 Shares Cost Fair Value Shares Cost Fair Value NHI Common Stock 1,630,642 $ 24,734 $ 87,239 1,630,642 $ 24,734 $ 112,792 The amortized cost and estimated fair value of debt securities classified as available for sale, by contractual maturity, are as follows (in thousands) September 30, 2021 December 31, 2020 Cost Fair Value Cost Fair Value Maturities: Within 1 year $ 34,690 $ 34,792 $ 49,694 $ 49,863 1 to 5 years 97,382 99,947 99,143 103,002 6 to 10 years 38,060 38,901 34,326 36,685 Over 10 years 497 481 274 285 $ 170,629 $ 174,121 $ 183,437 $ 189,835 Gross unrealized gains related to marketable equity securities are $76,151,000 and $98,445,000 as of September 30, 2021 December 31, 2020, September 30, 2021 December 31, 2020, three nine September 30, 2021, three nine September 30, 2020, Gross unrealized gains related to available for sale marketable debt securities are $4,288,000 and $6,759,000 as of September 30, 2021 December 31, 2020, September 30, 2021 December 31, 2020, The Company has not three nine September 30, 2021 2020. For the marketable securities in gross unrealized loss positions, (a) it is more likely than not not Proceeds from the sale of marketable securities during the nine September 30, 2021 2020 nine September 30, 2021 2020, |
Note 12 - Fair Value Measuremen
Note 12 - Fair Value Measurements | 9 Months Ended |
Sep. 30, 2021 | |
Notes to Financial Statements | |
Fair Value Disclosures [Text Block] | Note 12 Fair Value Measurements The accounting standard for fair value measurements provides a framework for measuring fair value and requires expanded disclosures regarding fair value measurements. Fair value is defined as the price that would be received for an asset or the exit price that would be paid to transfer a liability in the principal or most advantageous market in an orderly transaction between market participants on the measurement date. This accounting standard establishes a fair value hierarchy, which requires an entity to maximize the use of observable inputs, where available. The following summarizes the three may Level 1 Level 2 not Level 3 no 3 A financial instrument’s level within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement. The following table summarizes fair value measurements by level at September 30, 2021 December 31, 2020 (in thousands) Fair Value Measurements Using September 30, 2021 Fair Value Quoted Prices Active For Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Cash and cash equivalents $ 112,462 $ 112,462 $ – $ – Restricted cash and cash equivalents 14,305 14,305 – – Marketable equity securities 130,413 130,413 – – Corporate debt securities 87,691 45,640 42,051 – Mortgage–backed securities 36,968 - 36,968 – U.S. Treasury securities 39,965 39,965 – – State and municipal securities 9,497 - 9,497 – Total financial assets $ 431,301 $ 342,785 $ 88,516 $ – Fair Value Measurements Using December 31, 2020 Fair Value Quoted Prices in Active Markets For Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Cash and cash equivalents $ 147,093 $ 147,093 $ – $ – Restricted cash and cash equivalents 11,409 11,409 – – Marketable equity securities 133,270 133,270 – – Corporate debt securities 92,025 56,772 35,253 – Asset–backed securities 44,249 – 44,249 – U.S. Treasury securities 40,663 40,663 – – State and municipal securities 12,898 – 12,898 – Total financial assets $ 481,607 $ 389,207 $ 92,400 $ – |
Note 13 - Goodwill and Other In
Note 13 - Goodwill and Other Intangible Assets | 9 Months Ended |
Sep. 30, 2021 | |
Notes to Financial Statements | |
Goodwill and Intangible Assets Disclosure [Text Block] | Note 13 Goodwill and Other Intangible Assets At September 30, 2021, 19" three September 30, 2021 19. not may See Note 4 Acquisition of Caris HealthCare, L.P. 2021. September 30, 2021, in thousands Inpatient Services Homecare and Hospice All Other Total January 1, 2021 $ 3,741 $ 17,600 $ – $ 21,341 Additions – 146,954 – 146,954 September 30, 2021 $ 3,741 $ 164,554 $ – $ 168,295 As part of the Caris acquisition, we also recorded indefinite-lived intangible assets that consisted of the trade name ($4,340,000) and certificates of need and licenses ($2,698,000). |
Note 14 - Stock Repurchase Prog
Note 14 - Stock Repurchase Program | 9 Months Ended |
Sep. 30, 2021 | |
Notes to Financial Statements | |
Treasury Stock [Text Block] | Note 14 During the nine September 30, 2021, |
Note 15 - Stock-based Compensat
Note 15 - Stock-based Compensation | 9 Months Ended |
Sep. 30, 2021 | |
Notes to Financial Statements | |
Share-based Payment Arrangement [Text Block] | Note 15 Stock Based Compensation NHC recognizes stock–based compensation expense for all stock options granted over the requisite service period using the fair value at the date of grant using the Black–Scholes pricing model. Stock–based compensation totaled $726,000 and $518,000 for the three September 30, 2021 2020, nine September 30, 2021 2020, At September 30, 2021, one Stock Options The following table summarizes the significant assumptions used to value the options granted for the nine September 30, 2021 December 31, 2020. September 30, 2021 December 31, Risk–free interest rate 0.21 % 0.87 % Expected volatility 35.1 % 20.1 % Expected life, in years 2.2 2.2 Expected dividend yield 3.01 % 2.91 % The following table summarizes our outstanding stock options for the nine September 30, 2021 December 31, 2020. Number of Shares Weighted Average Exercise Price Aggregate Intrinsic Value Options outstanding at January 1, 2020 809,529 $ 71.24 $ – Options granted 104,057 73.98 – Options exercised (43,630 ) 63.37 – Options cancelled (3,000 ) 72.94 – Options outstanding at December 31, 2020 866,956 72.11 – Options granted 56,795 70.73 – Options exercised (148,900 ) 68.41 – Options cancelled (6,000 ) 72.94 – Options outstanding at September 30, 2021 768,851 $ 72.72 $ 656,425 Options exercisable at September 30, 2021 177,686 $ 69.38 $ 587,578 Options Outstanding September 30, 2021 Exercise Prices Weighted Average Exercise Price Weighted Average Remaining Contractual Life in Years 103,775 60.73 - 67.28 63.65 2.3 665,076 71.64 - 84.30 74.14 0.9 768,851 72.72 1.0 |
Note 16 - Income Taxes
Note 16 - Income Taxes | 9 Months Ended |
Sep. 30, 2021 | |
Notes to Financial Statements | |
Income Tax Disclosure [Text Block] | Note 16 Income Taxes The Company's income tax benefit as a percentage of our loss before income taxes was 53.6% for the three September 30, 2021. three September 30, 2020. The Company's income tax provision as a percentage of our income before income taxes was 4.6% and 5.2% for the nine September 30, 2021 2020, Typically, these percentages vary from the U.S. federal statutory income tax rate of 21% three nine September 30, 2021. three nine September 30, 2020. nine September 30, 2021 Our quarterly income tax provision, and our estimate of our annual effective income tax rate, is subject to variation due to several factors, including volatility based on the amount of pre-tax income or loss. The Company is no 2018 |
Note 17 - Contingencies and Com
Note 17 - Contingencies and Commitments | 9 Months Ended |
Sep. 30, 2021 | |
Notes to Financial Statements | |
Commitments and Contingencies Disclosure [Text Block] | Note 17 Contingencies and Commitments Accrued Risk Reserves We are self–insured for risks related to health insurance and have wholly–owned limited purpose insurance companies that insure risks related to workers’ compensation and general and professional liability insurance claims both for our owned and leased entities and certain of the entities to which we provide management or accounting services. The liability we have recognized for reported claims and estimates for incurred but unreported claims totals $103,824,000 and $99,537,000 at September 30, 2021 December 31, 2020, As a result of the terms of our insurance policies and our use of wholly–owned limited purpose insurance companies, we have retained significant insurance risk with respect to workers’ compensation and general and professional liability. We consider the professional services of independent actuaries to assist us in estimating our exposures for claims obligations (for both asserted and unasserted claims) related to deductibles and exposures in excess of coverage limits, and we maintain reserves for these obligations. Such estimates are based on many variables including historical and statistical information and other factors. Workers Compensation For workers’ compensation, we utilize a wholly–owned Tennessee domiciled property/casualty insurance company to write coverage for NHC affiliates and for third–party customers. Policies are written for a duration of twelve General and Professional Liability Insurance and Lawsuits The senior care industry has experienced significant increases in both the number of personal injury/wrongful death claims and in the severity of awards based upon alleged negligence by skilled nursing facilities and their employees in providing care to residents. The Company has been, and continues to be, subject to claims and legal actions that arise in the ordinary course of business, including potential claims related to patient care and treatment. The defense of these lawsuits may third There is certain additional litigation incidental to our business, none Qui Tam Litigation United States of America, ex rel. Jennifer Cook and Sally Gaither v. Integrated Behavioral Health, Inc., NHC HealthCare/Moulton, LLC, et al. , Case No. 2:20 00877 qui tam June 22, 2020. March 1, 2021. second Governmental Regulations Laws and regulations governing the Medicare, Medicaid and other federal healthcare programs are complex and subject to interpretation. Management believes that it is following all applicable laws and regulations in all material respects. However, compliance with such laws and regulations can be subject to future government review and interpretation as well as significant regulatory action including fines, penalties, and exclusions from the Medicare, Medicaid and other federal healthcare programs. There have been several enacted and proposed federal and state relief measures as a result of COVID- 19 not |
Significant Accounting Policies
Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2021 | |
Accounting Policies [Abstract] | |
Basis of Accounting, Policy [Policy Text Block] | Basis of Presentation The unaudited interim condensed consolidated financial statements to which these notes are attached include all normal, recurring adjustments which are necessary to fairly present the financial position, results of operations and cash flows of NHC. All significant intercompany transactions and balances have been eliminated in consolidation. The consolidated financial statements include the accounts of all entities controlled by NHC. The Company presents noncontrolling interest within the equity section of its consolidated balance sheets. The Company presents the amount of consolidated net income that is attributable to NHC and the noncontrolling interest in its consolidated statements of operations. We assume that users of these interim financial statements have read or have access to the audited December 31, 2020 may not may |
Use of Estimates, Policy [Policy Text Block] | Estimates and Assumptions The preparation of financial statements in conformity with U.S. GAAP requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates and could cause our reported net income to vary significantly from period to period, including but not 19” |
Revenue [Policy Text Block] | Net Patient Revenues and Accounts Receivable Net patient revenues are derived from services rendered to patients for skilled and intermediate nursing, rehabilitation therapy, assisted living and independent living, home health care services, and hospice services. Net patient revenue is reported at the amount that reflects the consideration to which the Company expects to be entitled in exchange for providing patient services. These amounts are due from patients, governmental programs, and other third The Company recognizes revenue as its performance obligations are completed. Routine services are treated as a single performance obligation satisfied over time as services are rendered. These routine services represent a bundle of services that are not may not not The Company determines the transaction price based on established billing rates reduced by contractual adjustments provided to third three nine September 30, 2021, three nine September 30, 2020, September 30, 2021, December 31, 2020, |
Revenue Recognition for Alternative Revenue Programs, Policy [Policy Text Block] | Other Revenues Other revenues include revenues from the provision of insurance services, management and accounting services to other long–term care providers, and rental income. Our insurance revenues consist of premiums that are generally paid in advance and then amortized into income over the policy period. We charge for management services based on a percentage of net revenues. We charge for accounting services based on a monthly fee or a fixed fee per bed of the healthcare center under contract. We record other revenues as the performance obligations are satisfied based on the terms of our contractual arrangements. We recognize rental income based on the terms of our operating leases. Under certain of our leases, we receive variable rent, which is based on the increase in revenues of a lessee over a base year. We recognize variable rent annually or monthly, as applicable, when, based on the actual revenue of the lessee is earned. |
Government Grants, policy [Policy Text Block] | Government Grants In the absence of specific guidance to account for government grants under U.S. GAAP, we have concluded to account for government grants in accordance with International Accounting Standard (“IAS”) 20, Accounting for Government Grants and Disclosure of Government Assistance |
Segment Reporting, Policy [Policy Text Block] | Segment Reporting In accordance with the provisions of Accounting Standards Codification ("ASC") 280, Segment Reporting two 1 one 2 8 |
Other Operating Expenses Policy [Policy Text Block] | Other Operating Expenses Other operating expenses include the costs of care and services that we provide to the residents of our facilities and the costs of maintaining our facilities. Our primary patient care costs include drugs, medical supplies, purchased professional services, food, and professional liability insurance and licensing fees. The primary facility costs include utilities and property insurance. |
Selling, General and Administrative Expenses, Policy [Policy Text Block] | General and Administrative Costs With the Company being a healthcare provider, the majority of our expenses are "cost of revenue" items. Costs that could be classified as "general and administrative" by the Company would include its corporate office costs, excluding stock-based compensation, which were $5,361,000 and $15,615,000 for the three nine September 30, 2021, three nine September 30, 2020, |
Lessee, Leases [Policy Text Block] | Long-Term Leases The Company’s lease portfolio primarily consists of finance and operating real estate leases for certain skilled nursing facilities, assisted and independent living facilities, homecare and hospice offices, and pharmacy warehouses. The original terms of the leases typically range from two fifteen may not The Company records right-of-use assets and liabilities on the interim condensed consolidated balance sheets for non-cancelable real estate operating leases with original or remaining lease terms in excess of one 12 not not Operating lease right-of-use assets and liabilities are recorded at the present value of the lease payments over the lease term. The present value of the lease payments are discounted using the incremental borrowing rate associated with each lease. The variable components of the lease payment that fluctuate with the operations of a health facility are not |
Property, Plant and Equipment, Policy [Policy Text Block] | Property and Equipment Property and equipment are recorded at cost. Depreciation is provided by the straight-line method over the expected useful lives of the assets estimated as follows: buildings and improvements, 20-40 years and equipment and furniture, 3-15 years. Leasehold improvements are amortized over periods that do not Finance leases are recorded at cost. Finance leases are amortized in accordance with the provision codified within ASC 842, Leases |
Business Combinations Policy [Policy Text Block] | Business Combinations We account for acquisitions using the acquisition method of accounting in accordance with ASC 805, Business Combinations. |
Goodwill and Intangible Assets, Policy [Policy Text Block] | Goodwill and Other Intangible Assets Goodwill represents the excess of purchase price over the fair value of identifiable net assets acquired in business combinations. Goodwill is not first fourth not The Company’s indefinite-lived intangible assets consist of trade names and certificates of need and licenses. The Company reviews indefinite-lived intangible assets for impairment on an annual basis or more frequently if events or changes in circumstances indicate that the carrying amount of the intangible asset may not |
Liability Reserve Estimate, Policy [Policy Text Block] | Accrued Risk Reserves We are self–insured for risks related to health insurance and have wholly–owned limited purpose insurance companies that insure risks related to workers’ compensation and general and professional liability insurance claims. The accrued risk reserves include a liability for reported claims and estimates for incurred but unreported claims. Our policy is to engage an external, independent actuary to assist in estimating our exposure for claims obligations (for both asserted and unasserted claims). We reassess our accrued risk reserves on a quarterly basis. Professional liability remains an area of particular concern to us. The long-term care industry has seen an increase in personal injury/wrongful death claims based on alleged negligence by skilled nursing facilities and their employees in providing care to residents. The Company has been, and continues to be, subject to claims and legal actions that arise in the ordinary course of business, including potential claims related to patient care and treatment. A significant increase in the number of these claims, or an increase in the amounts due as a result of these claims could have a material adverse effect on our consolidated financial position, results of operations and cash flows. It is also possible that future events could cause us to make significant adjustments or revisions to these reserve estimates and cause our reported net income to vary significantly from period to period. We are principally self-insured for incidents occurring in all centers owned or leased by us. The coverages include both primary policies and excess policies. In all years, settlements, if any, in excess of available insurance policy limits and our own reserves would be expensed by us. |
Continuing Care Contracts and Refundable Entrance Fee, Policy [Policy Text Block] | Continuing Care Contracts We have one may Non-refundable fees are included as a component of the transaction price and are amortized into revenue over the actuarily determined remaining life of the resident, which is the expected period of occupancy by the resident. We pay the refundable portion of our entry fees to residents when they relocate from our community and the apartment is re-occupied. Refundable entrance fees are not September 30, 2021, December 31, 2020, We also annually estimate the present value of the cost of future services and the use of facilities to be provided to the current CCRC residents and compare that amount with the balance of non-refundable deferred revenue from entrance fees received. If the present value of the cost of future services exceeds the related anticipated revenues, a liability is recorded with a corresponding charge to income. As of September 30, 2021, December 31, 2020, |
Income Tax Uncertainties, Policy [Policy Text Block] | Other Noncurrent Liabilities Other noncurrent liabilities include reserves primarily related to various uncertain income tax positions, deferred revenue, and obligations to provide future services to our CCRC residents. Deferred revenue includes the deferred gain on the sale of assets to National Health Corporation (“National”) and the non-refundable portion ( 10% |
Noncontrolling Interest, Policy [Policy Text Block] | Noncontrolling Interest The noncontrolling interest in a subsidiary is presented within total equity in the Company's interim condensed consolidated balance sheets. The Company presents the noncontrolling interest and the amount of consolidated net income attributable to NHC in its interim condensed consolidated statements of operations. The Company’s earnings per share is calculated based on net income attributable to NHC’s stockholders. The carrying amount of the noncontrolling interest is adjusted based on an allocation of the subsidiary earnings, contributions, and distributions. |
Consolidation, Variable Interest Entity, Policy [Policy Text Block] | Variable Interest Entities We have equity interests in unconsolidated limited liability companies that operate various post-acute and senior healthcare businesses. We analyze our investments in these limited liability companies to determine if the company is considered a variable interest entity (“VIE”) and would require consolidation. To the extent that we own interests in a VIE and we (i) have the power to direct the activities of the VIE and (ii) have the obligation or rights to absorb the VIE's losses or receive its benefits, then we would be determined to be the primary beneficiary and would consolidate the VIE. To the extent we own interests in a VIE, then at each reporting period, we re-assess our conclusions as to which, if any, party within the VIE is considered the primary beneficiary. The Company's maximum exposure to losses in its investments in unconsolidated VIEs cannot be quantified and may may not |
Note 4 - Acquisition of Caris_2
Note 4 - Acquisition of Caris HealthCare, L.P. (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Notes Tables | |
Schedule of Business Acquisitions, by Acquisition [Table Text Block] | Amount Cash and cash equivalents $ 15,515 Restricted cash and cash equivalents 58 Accounts receivable 10,544 Prepaid expenses and other assets 1,006 Property and equipment 3,608 Operating lease – right-of-use assets 2,122 Intangible assets 7,038 Total assets acquired 39,891 Trade accounts payable 3,459 Accrued payroll 3,223 Other current liabilities 587 Operating lease liabilities 2,122 Other noncurrent liabilities 58 Total liabilities assumed 9,449 Net identifiable assets acquired 30,442 Goodwill 146,954 Total estimated fair value of the acquisition $ 177,396 |
Business Acquisition, Pro Forma Information [Table Text Block] | Three Months Ended September 30 Nine Months Ended September 30 2021 2020 2021 2020 Net patient revenues $ 254,817 $ 243,357 $ 736,619 $ 744,762 Total costs and expenses 263,975 256,385 770,295 770,338 Income from operations 12,762 10,215 48,544 45,667 Non-operating income 3,399 3,500 10,374 10,670 Income (loss) before income taxes (7,636 ) 14,406 35,691 17,465 Net income (loss) attributable to NHC $ (3,348 ) $ 13,698 $ 29,002 $ 15,589 |
Note 5 - Net Patient Revenues (
Note 5 - Net Patient Revenues (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Notes Tables | |
Disaggregation of Revenue [Table Text Block] | Three Months Ended September 30 Nine Months Ended September 30 2021 2020 2021 2020 Net patient revenues: Inpatient services $ 222,884 $ 214,211 $ 644,986 $ 659,585 Homecare and hospice 31,933 13,172 63,662 37,564 Total net patient revenue $ 254,817 $ 227,383 $ 708,648 $ 697,149 Three Months Ended September 30 Nine Months Ended September 30 Source 2021 2020 2021 2020 Medicare 36% 35% 35% 34% Managed Care 10% 11% 12% 11% Medicaid 30% 28% 29% 29% Private Pay and Other 24% 26% 24% 26% Total 100% 100% 100% 100% |
Contract with Customer, Contract Asset, Contract Liability, and Receivable [Table Text Block] | Balance at December 31, 2020 $ 51,253 Payments received - Payments recouped (24,240 ) Balance at September 30, 2021 $ 27,013 |
Note 6 - Other Revenues (Tables
Note 6 - Other Revenues (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Notes Tables | |
Schedule of Other Revenues [Table Text Block] | Three Months Ended September 30 Nine Months Ended September 30 2021 2020 2021 2020 Rental income $ 5,792 $ 5,646 $ 16,954 $ 16,972 Management and accounting services fees 4,244 4,052 12,703 12,651 Insurance services 1,291 1,294 3,832 4,074 Other 164 119 427 766 Total other revenues $ 11,491 $ 11,111 $ 33,916 $ 34,463 |
Note 7 - Non-operating Income (
Note 7 - Non-operating Income (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Notes Tables | |
Schedule of Other Nonoperating Income, by Component [Table Text Block] | Three Months Ended September 30 Nine Months Ended September 30 2021 2020 2021 2020 Equity in earnings of unconsolidated investments $ 14 $ 3,019 $ 5,320 $ 8,448 Dividends and net realized gains on sales of securities 2,365 2,084 6,242 5,997 Interest income 1,020 1,375 3,683 4,425 Total non-operating income $ 3,399 $ 6,478 $ 15,245 $ 18,870 |
Note 8 - Business Segments (Tab
Note 8 - Business Segments (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Notes Tables | |
Schedule of Segment Reporting Information, by Segment [Table Text Block] | Three Months Ended September 30, 2021 Inpatient Homecare and Hospice All Other Total Revenues: Net patient revenues $ 222,884 $ 31,933 $ - $ 254,817 Other revenues 128 - 11,363 11,491 Government stimulus income 10,429 - - 10,429 Net operating revenues and grant income 233,441 31,933 11,363 276,737 Costs and expenses: Salaries, wages, and benefits 131,567 17,592 10,146 159,305 Other operating 74,506 6,797 2,736 84,039 Rent 8,169 594 1,441 10,204 Depreciation and amortization 9,300 118 811 10,229 Interest 198 - - 198 Total costs and expenses 223,740 25,101 15,134 263,975 Income (loss) from operations 9,701 6,832 (3,771 ) 12,762 Non-operating income - - 3,399 3,399 Unrealized losses on marketable equity securities - - (23,797 ) (23,797 ) Income (loss) before income taxes $ 9,701 $ 6,832 $ (24,169 ) $ (7,636 ) Three Months Ended September 30, 2020 Inpatient Homecare All Other Total Revenues and grant income: Net patient revenues $ 214,211 $ 13,172 $ - $ 227,383 Other revenues 84 - 11,027 11,111 Government stimulus income 12,132 - - 12,132 Net operating revenues and grant income 226,427 13,172 11,027 250,626 Costs and expenses: Salaries, wages, and benefits 132,245 8,210 11,109 151,564 Other operating 65,066 3,311 2,510 70,887 Rent 8,377 448 1,495 10,320 Depreciation and amortization 9,629 106 813 10,548 Interest 325 - (40 ) 285 Total costs and expenses 215,642 12,075 15,887 243,604 Income (loss) from operations 10,785 1,097 (4,860 ) 7,022 Non-operating income - - 6,478 6,478 Unrealized losses on marketable equity securities - - (241 ) (241 ) Income before income taxes $ 10,785 $ 1,097 $ 1,377 $ 13,259 Nine Months Ended September 30, 2021 Inpatient Homecare and Hospice All Other Total Revenues and grant income: Net patient revenues $ 644,986 $ 63,662 $ - $ 708,648 Other revenues 324 - 33,592 33,916 Government stimulus income 48,304 - - 48,304 Net operating revenues and grant income 693,614 63,662 33,592 790,868 Costs and expenses: Salaries, wages, and benefits 388,949 36,483 35,807 461,239 Other operating 204,445 13,730 8,060 226,235 Rent 24,641 1,478 4,318 30,437 Depreciation and amortization 27,790 299 2,432 30,521 Interest 657 - - 657 Total costs and expenses 646,482 51,990 50,617 749,089 Income (loss) from operations 47,132 11,672 (17,025 ) 41,779 Non-operating income - - 15,245 15,245 Gain on acquisition of equity method investment - - 95,202 95,202 Unrealized losses on marketable equity securities - - (23,227 ) (23,227 ) Income before income taxes $ 47,132 $ 11,672 $ 70,195 $ 128,999 Nine Months Ended September 30, 2020 Inpatient Homecare All Other Total Revenues and grant income: Net patient revenues $ 659,585 $ 37,564 $ - $ 697,149 Other revenues 645 - 33,818 34,463 Government stimulus income 34,754 2,026 - 36,780 Net operating revenues and grant income 694,984 39,590 33,818 768,392 Costs and expenses: Salaries, wages, and benefits 403,840 24,490 27,617 455,947 Other operating 194,170 11,471 7,775 213,416 Rent 25,134 1,351 4,487 30,972 Depreciation and amortization 28,826 266 2,439 31,531 Interest 1,073 - 77 1,150 Total costs and expenses 653,043 37,578 42,395 733,016 Income (loss) from operations 41,941 2,012 (8,577 ) 35,376 Non-operating income - - 18,870 18,870 Gain on acquisition of equity method investment - - 1,708 1,708 Unrealized losses on marketable equity securities - - (40,580 ) (40,580 ) Income (loss) before income taxes $ 41,941 $ 2,012 $ (28,579 ) $ 15,374 |
Note 9 - Long-term Leases (Tabl
Note 9 - Long-term Leases (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Notes Tables | |
Lessee, Lease, Liability, Maturity [Table Text Block] | Finance Leases Operating Leases 2022 $ 5,200 $ 36,086 2023 5,200 35,416 2024 2,167 34,943 2025 - 34,586 2026 - 34,387 Thereafter - 14,300 Total minimum lease payments 12,567 189,718 Less: amounts representing interest (896 ) (27,168 ) Present value of future minimum lease payments 11,671 162,550 Less: current portion (4,626 ) (27,289 ) Noncurrent lease liabilities $ 7,045 $ 135,261 |
Note 10 - Earnings Per Share (T
Note 10 - Earnings Per Share (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Notes Tables | |
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block] | Three Months Ended September 30 Nine Months Ended September 30 2021 2020 2021 2020 Basic: Weighted average common shares outstanding 15,364,043 15,310,754 15,347,042 15,304,235 Net income (loss) attributable to National HealthCare Corporation $ (3,348 ) $ 12,849 $ 122,802 $ 14,321 Earnings (loss) per common share, basic $ (0.22 ) $ 0.84 $ 8.00 $ 0.94 Diluted: Weighted average common shares outstanding 15,364,043 15,310,754 15,347,042 15,304,235 Effects of dilutive instruments - 60,557 67,641 64,540 Weighted average common shares outstanding 15,364,043 15,371,311 15,414,683 15,368,775 Net income (loss) attributable to National HealthCare Corporation $ (3,348 ) $ 12,849 $ 122,802 $ 14,321 Earnings (loss) per common share, diluted $ (0.22 ) $ 0.84 $ 7.97 $ 0.93 |
Note 11 - Investments in Mark_2
Note 11 - Investments in Marketable Securities (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Notes Tables | |
Marketable Securities [Table Text Block] | September 30, 2021 December 31, 2020 Amortized Cost Fair Value Amortized Cost Fair Value Investments available for sale: Marketable equity securities $ 30,176 $ 105,893 $ 30,176 $ 128,590 Corporate debt securities 20,005 19,905 25,812 25,778 Asset-backed securities 2,467 2,456 2,485 2,480 U.S. Treasury securities 14,251 14,229 19,519 19,504 Restricted investments available for sale: Marketable equity securities 25,153 24,520 4,783 4,680 Corporate debt securities 64,796 67,786 61,709 66,247 Asset-based securities 33,804 34,512 40,655 41,769 U.S. Treasury securities 26,067 25,736 20,760 21,159 State and municipal securities 9,239 9,497 12,497 12,898 $ 225,958 $ 304,534 $ 218,396 323,105 |
Schedule of Available-for-sale Securities Reconciliation [Table Text Block] | September 30, 2021 December 31, 2020 Shares Cost Fair Value Shares Cost Fair Value NHI Common Stock 1,630,642 $ 24,734 $ 87,239 1,630,642 $ 24,734 $ 112,792 |
Investments Classified by Contractual Maturity Date [Table Text Block] | September 30, 2021 December 31, 2020 Cost Fair Value Cost Fair Value Maturities: Within 1 year $ 34,690 $ 34,792 $ 49,694 $ 49,863 1 to 5 years 97,382 99,947 99,143 103,002 6 to 10 years 38,060 38,901 34,326 36,685 Over 10 years 497 481 274 285 $ 170,629 $ 174,121 $ 183,437 $ 189,835 |
Note 12 - Fair Value Measurem_2
Note 12 - Fair Value Measurements (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Notes Tables | |
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis [Table Text Block] | Fair Value Measurements Using September 30, 2021 Fair Value Quoted Prices Active For Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Cash and cash equivalents $ 112,462 $ 112,462 $ – $ – Restricted cash and cash equivalents 14,305 14,305 – – Marketable equity securities 130,413 130,413 – – Corporate debt securities 87,691 45,640 42,051 – Mortgage–backed securities 36,968 - 36,968 – U.S. Treasury securities 39,965 39,965 – – State and municipal securities 9,497 - 9,497 – Total financial assets $ 431,301 $ 342,785 $ 88,516 $ – Fair Value Measurements Using December 31, 2020 Fair Value Quoted Prices in Active Markets For Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Cash and cash equivalents $ 147,093 $ 147,093 $ – $ – Restricted cash and cash equivalents 11,409 11,409 – – Marketable equity securities 133,270 133,270 – – Corporate debt securities 92,025 56,772 35,253 – Asset–backed securities 44,249 – 44,249 – U.S. Treasury securities 40,663 40,663 – – State and municipal securities 12,898 – 12,898 – Total financial assets $ 481,607 $ 389,207 $ 92,400 $ – |
Note 13 - Goodwill and Other _2
Note 13 - Goodwill and Other Intangible Assets (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Notes Tables | |
Schedule of Goodwill [Table Text Block] | Inpatient Services Homecare and Hospice All Other Total January 1, 2021 $ 3,741 $ 17,600 $ – $ 21,341 Additions – 146,954 – 146,954 September 30, 2021 $ 3,741 $ 164,554 $ – $ 168,295 |
Note 15 - Stock-based Compens_2
Note 15 - Stock-based Compensation (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Notes Tables | |
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions [Table Text Block] | September 30, 2021 December 31, Risk–free interest rate 0.21 % 0.87 % Expected volatility 35.1 % 20.1 % Expected life, in years 2.2 2.2 Expected dividend yield 3.01 % 2.91 % |
Share-based Payment Arrangement, Option, Activity [Table Text Block] | Number of Shares Weighted Average Exercise Price Aggregate Intrinsic Value Options outstanding at January 1, 2020 809,529 $ 71.24 $ – Options granted 104,057 73.98 – Options exercised (43,630 ) 63.37 – Options cancelled (3,000 ) 72.94 – Options outstanding at December 31, 2020 866,956 72.11 – Options granted 56,795 70.73 – Options exercised (148,900 ) 68.41 – Options cancelled (6,000 ) 72.94 – Options outstanding at September 30, 2021 768,851 $ 72.72 $ 656,425 Options exercisable at September 30, 2021 177,686 $ 69.38 $ 587,578 |
Share-based Payment Arrangement, Option, Exercise Price Range [Table Text Block] | Options Outstanding September 30, 2021 Exercise Prices Weighted Average Exercise Price Weighted Average Remaining Contractual Life in Years 103,775 60.73 - 67.28 63.65 2.3 665,076 71.64 - 84.30 74.14 0.9 768,851 72.72 1.0 |
Note 1 - Description of Busin_2
Note 1 - Description of Business (Details Textual) | Sep. 30, 2021 |
Number of Skilled Nursing Centers | 75 |
Number of Beds | 9,473 |
Number of Assisted Living Facilities | 24 |
Number of Independent Living Facilities | 5 |
Number of Geriatric Psychiatric Hospitals | 1 |
Number of Homecare Programs | 34 |
Number of Hospice Agencies | 28 |
Number of States in which Entity Operates | 10 |
Note 2 - Summary of Significa_2
Note 2 - Summary of Significant Accounting Policies (Details Textual) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2021USD ($) | Sep. 30, 2020USD ($) | Sep. 30, 2021USD ($) | Sep. 30, 2020USD ($) | Dec. 31, 2020USD ($) | |
Accounts Receivable, Credit Loss Expense (Reversal) | $ 1,452,000 | $ 1,463,000 | $ 3,473,000 | $ 3,538,000 | |
Accounts Receivable, Allowance for Credit Loss, Ending Balance | 7,396,000 | $ 7,396,000 | $ 5,672,000 | ||
Number of Reportable Segments | 2 | ||||
General and Administrative Expense, Total | 5,361,000 | $ 5,259,000 | $ 15,615,000 | $ 15,649,000 | |
Contract with Customer, Refund Liability, Total | 6,868,000 | 6,868,000 | 7,462,000 | ||
Continuing Care Retirement Communities, Refund Obligation | $ 2,177,000 | $ 2,177,000 | $ 2,177,000 | ||
Refundable Advance Fees [Member] | |||||
Nonrefundable Resident Entry Fee Percentage | 10.00% | ||||
Original Entry Fee [Member] | |||||
Refundable Resident Entry Fee Percentage | 90.00% | ||||
Appreciation [Member] | |||||
Appreciation of Apartment Over Original Residents Entry Fee Percentage | 40.00% | ||||
Minimum [Member] | |||||
Lessee, Operating Lease, Term of Contract (Year) | 2 years | 2 years | |||
Minimum [Member] | Building and Building Improvements [Member] | |||||
Property, Plant and Equipment, Useful Life (Year) | 20 years | ||||
Minimum [Member] | Equipment and Furniture [Member] | |||||
Property, Plant and Equipment, Useful Life (Year) | 3 years | ||||
Maximum [Member] | |||||
Lessee, Operating Lease, Term of Contract (Year) | 15 years | 15 years | |||
Maximum [Member] | Building and Building Improvements [Member] | |||||
Property, Plant and Equipment, Useful Life (Year) | 40 years | ||||
Maximum [Member] | Equipment and Furniture [Member] | |||||
Property, Plant and Equipment, Useful Life (Year) | 15 years |
Note 3 - Coronavirus Pandemic (
Note 3 - Coronavirus Pandemic (Details Textual) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | |
Government Assistance Stimulus Income CARES Act | $ 10,429,000 | $ 12,132,000 | $ 48,304,000 | $ 36,780,000 | |
Proceeds from Medicare Accelerated and Advance Payment Program | 51,253,000 | ||||
Contract with Customer, Liability, Current | 27,013,000 | 27,013,000 | $ 51,253,000 | ||
Proceeds from Government Assistance Medicare Accelerated and Advance Payment Program | 0 | ||||
Revenue from Contract with Customer, Including Assessed Tax | 254,817,000 | 227,383,000 | 708,648,000 | 697,149,000 | |
Supplemental Medicaid Payments [Member] | |||||
Revenue from Contract with Customer, Including Assessed Tax | $ 5,053,000 | $ 4,845,000 | 16,102,000 | $ 10,378,000 | |
Medicare Accelerated and Advance Payment Program [Member] | |||||
Proceeds from Government Assistance Medicare Accelerated and Advance Payment Program | $ 21,153,000 |
Note 4 - Acquisition of Caris_3
Note 4 - Acquisition of Caris HealthCare, L.P. (Details Textual) | Jun. 11, 2021USD ($) | Sep. 30, 2021USD ($) | Sep. 30, 2020USD ($) | Sep. 30, 2021USD ($) | Sep. 30, 2020USD ($) |
Business Combination, Step Acquisition, Equity Interest in Acquiree, Remeasurement Gain | $ 0 | $ 0 | $ 95,202,000 | $ 1,708,000 | |
Caris [Member] | |||||
Number of Patients Per Day in All Locations | 1,250 | ||||
Number of Locations in which Entity Operates | 28 | ||||
Acquisition of Caris [Member] | |||||
Business Acquisition, Percentage of Voting Interests Acquired | 24.90% | ||||
Payments to Acquire Businesses, Net of Cash Acquired, Total | $ 28,713,000 | ||||
Business Combination, Step Acquisition, Equity Interest in Acquiree, Percentage | 75.10% | ||||
Business Combination, Step Acquisition, Equity Interest in Acquiree, Fair Value | $ 133,100,000 | ||||
Business Combination, Step Acquisition, Equity Interest in Acquiree, Remeasurement Gain | $ 95,200,000 | ||||
Business Combination, Pro Forma Information, Revenue of Acquiree since Acquisition Date, Actual | 17,547,000 | 21,259,000 | |||
Business Combination, Pro Forma Information, Earnings or Loss of Acquiree since Acquisition Date, Actual | $ 4,660,000 | $ 5,643,000 | |||
Acquisition of Caris [Member] | Minimum [Member] | |||||
Business Combination, Percentage of Goodwill Expected to Be Deductible for Income Tax Purposes | 30.00% | ||||
Acquisition of Caris [Member] | Maximum [Member] | |||||
Business Combination, Percentage of Goodwill Expected to Be Deductible for Income Tax Purposes | 40.00% |
Note 4 - Acquisition of Caris_4
Note 4 - Acquisition of Caris HealthCare, L.P. - Allocation of Assets and Liabilities (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Jun. 11, 2021 | Dec. 31, 2020 |
Goodwill | $ 168,295 | $ 21,341 | |
Acquisition of Caris [Member] | |||
Cash and cash equivalents | $ 15,515 | ||
Restricted cash and cash equivalents | 58 | ||
Accounts receivable | 10,544 | ||
Prepaid expenses and other assets | 1,006 | ||
Property and equipment | 3,608 | ||
Operating lease – right-of-use assets | 2,122 | ||
Intangible assets | 7,038 | ||
Total assets acquired | 39,891 | ||
Trade accounts payable | 3,459 | ||
Accrued payroll | 3,223 | ||
Other current liabilities | 587 | ||
Operating lease liabilities | 2,122 | ||
Other noncurrent liabilities | 58 | ||
Total liabilities assumed | 9,449 | ||
Net identifiable assets acquired | 30,442 | ||
Goodwill | 146,954 | ||
Total estimated fair value of the acquisition | $ 177,396 |
Note 4 - Acquisition of Caris_5
Note 4 - Acquisition of Caris HealthCare, L.P. - Pro Forma Financial Information (Details) - Acquisition of Caris [Member] - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Net patient revenues | $ 254,817 | $ 243,357 | $ 736,619 | $ 744,762 |
Total costs and expenses | 263,975 | 256,385 | 770,295 | 770,338 |
Income from operations | 12,762 | 10,215 | 48,544 | 45,667 |
Non-operating income | 3,399 | 3,500 | 10,374 | 10,670 |
Income (loss) before income taxes | (7,636) | 14,406 | 35,691 | 17,465 |
Net income (loss) attributable to NHC | $ (3,348) | $ 13,698 | $ 29,002 | $ 15,589 |
Note 5 - Net Patient Revenues_2
Note 5 - Net Patient Revenues (Details Textual) - USD ($) | Sep. 30, 2021 | Dec. 31, 2020 |
Contract with Customer, Liability, Current | $ 27,013,000 | $ 51,253,000 |
Accounts Receivable, Allowance for Credit Loss, Ending Balance | 7,396,000 | 5,672,000 |
Medicare and Medicaid [Member] | ||
Accounts Receivable, Allowance for Credit Loss, Ending Balance | $ 17,046,000 | $ 16,454,000 |
Note 5 - Net Patient Revenues -
Note 5 - Net Patient Revenues - Revenue Disaggregation (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Net patient revenues | $ 254,817 | $ 227,383 | $ 708,648 | $ 697,149 |
Revenue, concentration percentage | 100.00% | 100.00% | 100.00% | 100.00% |
Medicare [Member] | ||||
Revenue, concentration percentage | 36.00% | 35.00% | 35.00% | 34.00% |
Inpatient Services [Member] | ||||
Net patient revenues | $ 222,884 | $ 214,211 | $ 644,986 | $ 659,585 |
Managed Care [Member] | ||||
Revenue, concentration percentage | 10.00% | 11.00% | 12.00% | 11.00% |
Homecare and Hospice [Member] | ||||
Net patient revenues | $ 31,933 | $ 13,172 | $ 63,662 | $ 37,564 |
Medicaid [Member] | ||||
Revenue, concentration percentage | 30.00% | 28.00% | 29.00% | 29.00% |
Private Pay and Other [Member] | ||||
Revenue, concentration percentage | 24.00% | 26.00% | 24.00% | 26.00% |
Note 5 - Net Patient Revenues_3
Note 5 - Net Patient Revenues - Contract Liabilities (Details) | 9 Months Ended |
Sep. 30, 2021USD ($) | |
Balance | $ 51,253,000 |
Payments received | 0 |
Payments recouped | (24,240,000) |
Balance | $ 27,013,000 |
Note 6 - Other Revenues (Detail
Note 6 - Other Revenues (Details Textual) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021USD ($) | Sep. 30, 2020USD ($) | Sep. 30, 2021USD ($) | Sep. 30, 2020USD ($) | |
Number of Skilled Nursing Centers | 75 | 75 | ||
Insurance Services Revenue, Total | $ 1,291,000 | $ 1,294,000 | $ 3,832,000 | $ 4,074,000 |
Workers Compensation Revenue [Member] | ||||
Insurance Services Revenue, Total | 780,000 | 779,000 | 2,298,000 | 2,441,000 |
Professional Liability Insurance [Member] | ||||
Insurance Services Revenue, Total | $ 511,000 | 515,000 | $ 1,534,000 | 1,633,000 |
National [Member] | ||||
Number of Skilled Nursing Centers | 5 | 5 | ||
Property Management Fee Revenue | $ 970,000 | $ 920,000 | $ 2,806,000 | $ 3,399,000 |
FLORIDA | ||||
Number of Skilled Nursing Centers | 4 | 4 |
Note 6 - Other Revenues - Summa
Note 6 - Other Revenues - Summary of Other Revenues (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Rental income | $ 5,792 | $ 5,646 | $ 16,954 | $ 16,972 |
Management and accounting services fees | 4,244 | 4,052 | 12,703 | 12,651 |
Insurance services | 1,291 | 1,294 | 3,832 | 4,074 |
Other | 164 | 119 | 427 | 766 |
Total other revenues | $ 11,491 | $ 11,111 | $ 33,916 | $ 34,463 |
Note 7 - Non-operating Income_2
Note 7 - Non-operating Income (Details Textual) - Acquisition of Caris [Member] | Jun. 11, 2021 |
Business Acquisition, Percentage of Voting Interests Acquired | 24.90% |
Business Combination, Step Acquisition, Equity Interest in Acquiree, Percentage | 75.10% |
Note 7 - Non-operating Income -
Note 7 - Non-operating Income - Summary of Non-operating Income (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Equity in earnings of unconsolidated investments | $ 14 | $ 3,019 | $ 5,320 | $ 8,448 |
Dividends and net realized gains on sales of securities | 2,365 | 2,084 | 6,242 | 5,997 |
Interest income | 1,020 | 1,375 | 3,683 | 4,425 |
Total non-operating income | $ 3,399 | $ 6,478 | $ 15,245 | $ 18,870 |
Note 8 - Business Segments (Det
Note 8 - Business Segments (Details Textual) | 9 Months Ended |
Sep. 30, 2021 | |
Number of Operating Segments | 2 |
Note 8 - Business Segments - Su
Note 8 - Business Segments - Summary of Financial Information by Reporting Segment (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Revenues: | ||||
Revenue from Contract with Customer, Including Assessed Tax | $ 254,817,000 | $ 227,383,000 | $ 708,648,000 | $ 697,149,000 |
Other revenues | 11,491,000 | 11,111,000 | 33,916,000 | 34,463,000 |
Government Assistance Stimulus Income CARES Act | 10,429,000 | 12,132,000 | 48,304,000 | 36,780,000 |
Net operating revenues and grant income | 276,737,000 | 250,626,000 | 790,868,000 | 768,392,000 |
Costs and expenses: | ||||
Salaries, wages, and benefits | 159,305,000 | 151,564,000 | 461,239,000 | 455,947,000 |
Other operating | 84,039,000 | 70,887,000 | 226,235,000 | 213,416,000 |
Operating Lease, Expense | 10,204,000 | 10,320,000 | 30,437,000 | 30,972,000 |
Depreciation and amortization | 10,229,000 | 10,548,000 | 30,521,000 | 31,531,000 |
Interest | 198,000 | 285,000 | 657,000 | 1,150,000 |
Total costs and expenses | 263,975,000 | 243,604,000 | 749,089,000 | 733,016,000 |
Income (loss) from operations | 12,762,000 | 7,022,000 | 41,779,000 | 35,376,000 |
Non-operating income (loss) | 3,399,000 | 6,478,000 | 15,245,000 | 18,870,000 |
Equity Securities, FV-NI, Unrealized Gain (Loss), Total | (23,797,000) | (241,000) | (23,227,000) | (40,580,000) |
Income (loss) before income taxes | (7,636,000) | 13,259,000 | 128,999,000 | 15,374,000 |
Business Combination, Step Acquisition, Equity Interest in Acquiree, Remeasurement Gain | 0 | 0 | 95,202,000 | 1,708,000 |
Inpatient Services Segment [Member] | ||||
Revenues: | ||||
Revenue from Contract with Customer, Including Assessed Tax | 222,884,000 | 214,211,000 | 644,986,000 | 659,585,000 |
Other revenues | 128,000 | 84,000 | 324,000 | 645,000 |
Government Assistance Stimulus Income CARES Act | 10,429,000 | 12,132,000 | 48,304,000 | 34,754,000 |
Net operating revenues and grant income | 233,441,000 | 226,427,000 | 693,614,000 | 694,984,000 |
Costs and expenses: | ||||
Salaries, wages, and benefits | 131,567,000 | 132,245,000 | 388,949,000 | 403,840,000 |
Other operating | 74,506,000 | 65,066,000 | 204,445,000 | 194,170,000 |
Operating Lease, Expense | 8,169,000 | 8,377,000 | 24,641,000 | 25,134,000 |
Depreciation and amortization | 9,300,000 | 9,629,000 | 27,790,000 | 28,826,000 |
Interest | 198,000 | 325,000 | 657,000 | 1,073,000 |
Total costs and expenses | 223,740,000 | 215,642,000 | 646,482,000 | 653,043,000 |
Income (loss) from operations | 9,701,000 | 10,785,000 | 47,132,000 | 41,941,000 |
Non-operating income (loss) | 0 | 0 | 0 | 0 |
Equity Securities, FV-NI, Unrealized Gain (Loss), Total | 0 | 0 | 0 | 0 |
Income (loss) before income taxes | 9,701,000 | 10,785,000 | 47,132,000 | 41,941,000 |
Business Combination, Step Acquisition, Equity Interest in Acquiree, Remeasurement Gain | 0 | 0 | ||
Homecare and Hospice Segment [Member] | ||||
Revenues: | ||||
Revenue from Contract with Customer, Including Assessed Tax | 31,933,000 | 13,172,000 | 63,662,000 | 37,564,000 |
Other revenues | 0 | 0 | 0 | 0 |
Government Assistance Stimulus Income CARES Act | 0 | 0 | 0 | 2,026,000 |
Net operating revenues and grant income | 31,933,000 | 13,172,000 | 63,662,000 | 39,590,000 |
Costs and expenses: | ||||
Salaries, wages, and benefits | 17,592,000 | 8,210,000 | 36,483,000 | 24,490,000 |
Other operating | 6,797,000 | 3,311,000 | 13,730,000 | 11,471,000 |
Operating Lease, Expense | 594,000 | 448,000 | 1,478,000 | 1,351,000 |
Depreciation and amortization | 118,000 | 106,000 | 299,000 | 266,000 |
Interest | 0 | 0 | 0 | 0 |
Total costs and expenses | 25,101,000 | 12,075,000 | 51,990,000 | 37,578,000 |
Income (loss) from operations | 6,832,000 | 1,097,000 | 11,672,000 | 2,012,000 |
Non-operating income (loss) | 0 | 0 | 0 | 0 |
Equity Securities, FV-NI, Unrealized Gain (Loss), Total | 0 | 0 | 0 | 0 |
Income (loss) before income taxes | 6,832,000 | 1,097,000 | 11,672,000 | 2,012,000 |
Business Combination, Step Acquisition, Equity Interest in Acquiree, Remeasurement Gain | 0 | 0 | ||
Other Segments [Member] | ||||
Revenues: | ||||
Revenue from Contract with Customer, Including Assessed Tax | 0 | 0 | 0 | 0 |
Other revenues | 11,363,000 | 11,027,000 | 33,592,000 | 33,818,000 |
Government Assistance Stimulus Income CARES Act | 0 | 0 | 0 | 0 |
Net operating revenues and grant income | 11,363,000 | 11,027,000 | 33,592,000 | 33,818,000 |
Costs and expenses: | ||||
Salaries, wages, and benefits | 10,146,000 | 11,109,000 | 35,807,000 | 27,617,000 |
Other operating | 2,736,000 | 2,510,000 | 8,060,000 | 7,775,000 |
Operating Lease, Expense | 1,441,000 | 1,495,000 | 4,318,000 | 4,487,000 |
Depreciation and amortization | 811,000 | 813,000 | 2,432,000 | 2,439,000 |
Interest | 0 | (40,000) | 0 | 77,000 |
Total costs and expenses | 15,134,000 | 15,887,000 | 50,617,000 | 42,395,000 |
Income (loss) from operations | (3,771,000) | (4,860,000) | (17,025,000) | (8,577,000) |
Non-operating income (loss) | 3,399,000 | 6,478,000 | 15,245,000 | 18,870,000 |
Equity Securities, FV-NI, Unrealized Gain (Loss), Total | (23,797,000) | (241,000) | (23,227,000) | (40,580,000) |
Income (loss) before income taxes | $ (24,169,000) | $ 1,377,000 | 70,195,000 | (28,579,000) |
Business Combination, Step Acquisition, Equity Interest in Acquiree, Remeasurement Gain | $ 95,202,000 | $ 1,708,000 |
Note 9 - Long-term Leases (Deta
Note 9 - Long-term Leases (Details Textual) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021USD ($) | Sep. 30, 2020USD ($) | Sep. 30, 2021USD ($) | Sep. 30, 2020USD ($) | |
Operating Lease, Expense | $ 10,204,000 | $ 10,320,000 | $ 30,437,000 | $ 30,972,000 |
Two Leases with NHI [Member] | ||||
Number of Skilled Nursing Centers Leased from NHI | 35 | 35 | ||
Number of Assisted Living Centers Leased from NHI | 7 | 7 | ||
Number of Independent Living Centers Leased from NHI | 3 | 3 | ||
Number of Lease Agreements with NHI | 2 | 2 | ||
Lessee, Lease, Annual Base Rent | $ 34,200,000 | |||
Lessee, Operating Lease Additional Percentage Rent Percentage | 4.00% | |||
Operating Lease, Expense | $ 9,026,000 | $ 9,655,000 | $ 28,336,000 | $ 28,965,000 |
Lease One With NHI [Member] | ||||
Number of Skilled Nursing Facilities Subleased | 4 | 4 | ||
Senior Healthcare Facilities [Member] | ||||
Number of Facilities under Finance Leases | 3 | 3 | ||
Number of Finance Lease Agreements | 3 | 3 | ||
Lessee, Finance Lease, Term of Contract (Year) | 10 years | 10 years | ||
Number of Additional Lease Options | 2 | 2 | ||
Lessee, Finance Lease, Annual Base Rent Expense | $ 5,200,000 | |||
Lessee, Finance Lease Additional Percentage Rent Percentage | 4.00% | |||
Lessee, Finance Lease, Renewal Term (Year) | 5 years | 5 years |
Note 9 - Long-term Leases - Mat
Note 9 - Long-term Leases - Maturity of Lease Liabilities (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
2022, finance leases | $ 5,200 | |
2022, operating leases | 36,086 | |
2023, finance leases | 5,200 | |
2023, operating leases | 35,416 | |
2024, finance leases | 2,167 | |
2024, operating leases | 34,943 | |
2025, finance leases | 0 | |
2025, operating leases | 34,586 | |
2026, finance leases | 0 | |
2026, operating leases | 34,387 | |
Thereafter, finance leases | 0 | |
Thereafter, operating leases | 14,300 | |
Total minimum lease payments, finance leases | 12,567 | |
Total minimum lease payments, operating leases | 189,718 | |
Less: amounts representing interest, finance leases | (896) | |
Less: amounts representing interest, operating leases | (27,168) | |
Present value of future minimum lease payments, finance leases | 11,671 | |
Present value of future minimum lease payments, operating leases | 162,550 | |
Less: current portion, finance leases | (4,626) | $ (4,423) |
Less: current portion, operating leases | (27,289) | (25,451) |
Noncurrent lease liabilities, finance leases | 7,045 | 10,540 |
Noncurrent lease liabilities, operating leases | $ 135,261 | $ 153,604 |
Note 10 - Earnings Per Share (D
Note 10 - Earnings Per Share (Details Textual) - shares | 9 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Share-based Payment Arrangement, Option [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount (in shares) | 620,076 | 698,080 |
Note 10 - Earnings Per Share -
Note 10 - Earnings Per Share - Summary of Earnings and Weighted Average Number of Common Shares Used in Calculation of Basic and Diluted Earnings Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Basic: | ||||
Weighted average common shares outstanding (in shares) | 15,364,043 | 15,310,754 | 15,347,042 | 15,304,235 |
Net income (loss) attributable to National HealthCare Corporation | $ (3,348) | $ 12,849 | $ 122,802 | $ 14,321 |
Earnings (loss) per common share, basic (in dollars per share) | $ (0.22) | $ 0.84 | $ 8 | $ 0.94 |
Diluted: | ||||
Weighted average common shares outstanding (in shares) | 15,364,043 | 15,310,754 | 15,347,042 | 15,304,235 |
Effects of dilutive instruments (in shares) | 0 | 60,557 | 67,641 | 64,540 |
Weighted average common shares outstanding (in shares) | 15,364,043 | 15,371,311 | 15,414,683 | 15,368,775 |
Net income (loss) attributable to National HealthCare Corporation | $ (3,348) | $ 12,849 | $ 122,802 | $ 14,321 |
Earnings (loss) per common share, diluted (in dollars per share) | $ (0.22) | $ 0.84 | $ 7.97 | $ 0.93 |
Share-based Payment Arrangement, Option [Member] | ||||
Basic: | ||||
Weighted average common shares outstanding (in shares) | 15,364,043 | 15,310,754 | 15,347,042 | 15,304,235 |
Diluted: | ||||
Weighted average common shares outstanding (in shares) | 15,364,043 | 15,310,754 | 15,347,042 | 15,304,235 |
Note 11 - Investments in Mark_3
Note 11 - Investments in Marketable Securities (Details Textual) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | |
Equity Securities Fv Ni Gross Unrealized Gain | $ 76,151,000 | $ 76,151,000 | $ 98,445,000 | ||
Equity Securities Fv Ni Gross Unrealized Loss | 1,067,000 | 1,067,000 | 134,000 | ||
Equity Securities, FV-NI, Unrealized Gain (Loss), Total | (23,797,000) | $ (241,000) | (23,227,000) | $ (40,580,000) | |
Debt Securities, Available-for-sale, Accumulated Gross Unrealized Gain, before Tax | 4,288,000 | 4,288,000 | 6,759,000 | ||
Debt Securities, Available-for-sale, Accumulated Gross Unrealized Loss, before Tax | 796,000 | 796,000 | $ 361,000 | ||
Other-than-temporary Impairment Loss, Debt Securities, Available-for-sale, Total | $ 0 | $ 0 | 0 | 0 | |
Proceeds from Sale and Maturity of Marketable Securities, Total | 89,129,000 | 28,004,000 | |||
Debt Securities, Realized Gain (Loss), Total | $ 941,000 | $ 135,000 |
Note 11 - Investments in Mark_4
Note 11 - Investments in Marketable Securities - Marketable Securities and Restricted Marketable Securities (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Marketable equity securities | $ 105,893 | $ 128,590 |
Unrestricted investments available for sale, debt, amortized cost | 170,629 | 183,437 |
Unrestricted investments available for sale, debt, fair value | 174,121 | 189,835 |
Restricted marketable equity securities | 24,520 | 4,680 |
Investments available for sale, amortized cost | 225,958 | 218,396 |
Marketable Securities, Total | 304,534 | 323,105 |
Equity Securities [Member] | ||
Unrestricted investments available for sale, equity, amortized cost | 30,176 | 30,176 |
Marketable equity securities | 105,893 | 128,590 |
Restricted investments available for sale, equity, amortized cost | 25,153 | 4,783 |
Restricted marketable equity securities | 24,520 | 4,680 |
Corporate Debt Securities [Member] | ||
Unrestricted investments available for sale, debt, amortized cost | 20,005 | 25,812 |
Unrestricted investments available for sale, debt, fair value | 19,905 | 25,778 |
Restricted investments available for sale, debt, amortized cost | 64,796 | 61,709 |
Restricted investments available for sale, debt, fair value | 67,786 | 66,247 |
Asset-backed Securities [Member] | ||
Unrestricted investments available for sale, debt, amortized cost | 2,467 | 2,485 |
Unrestricted investments available for sale, debt, fair value | 2,456 | 2,480 |
Restricted investments available for sale, debt, amortized cost | 33,804 | 40,655 |
Restricted investments available for sale, debt, fair value | 34,512 | 41,769 |
US Government Corporations and Agencies Securities [Member] | ||
Unrestricted investments available for sale, debt, amortized cost | 14,251 | 19,519 |
Unrestricted investments available for sale, debt, fair value | 14,229 | 19,504 |
Restricted investments available for sale, debt, amortized cost | 26,067 | 20,760 |
Restricted investments available for sale, debt, fair value | 25,736 | 21,159 |
US States and Political Subdivisions Debt Securities [Member] | ||
Restricted investments available for sale, debt, amortized cost | 9,239 | 12,497 |
Restricted investments available for sale, debt, fair value | $ 9,497 | $ 12,898 |
Note 11 - Investments in Mark_5
Note 11 - Investments in Marketable Securities - Available for Sale Marketable Equity Securities (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
NHI Common Stock, fair value | $ 105,893 | $ 128,590 |
NHI Common Stock [Member] | ||
NHI Common Stock, Shares (in shares) | 1,630,642 | 1,630,642 |
NHI Common Stock, Cost | $ 24,734 | $ 24,734 |
NHI Common Stock, fair value | $ 87,239 | $ 112,792 |
Note 11 - Investments in Mark_6
Note 11 - Investments in Marketable Securities - Amortized Cost and Estimated Fair Value of Debt Securities as Available for Sale (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Within 1 year, cost | $ 34,690 | $ 49,694 |
Within 1 year, fair value | 34,792 | 49,863 |
1 to 5 years, cost | 97,382 | 99,143 |
1 to 5 years, fair value | 99,947 | 103,002 |
6 to 10 years, cost | 38,060 | 34,326 |
6 to 10 years, fair value | 38,901 | 36,685 |
Over 10 years, cost | 497 | 274 |
Over 10 years, fair value | 481 | 285 |
Cost | 170,629 | 183,437 |
Fair Value | $ 174,121 | $ 189,835 |
Note 12 - Fair Value Measurem_3
Note 12 - Fair Value Measurements - Summary of Fair Value Measurements by Level (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 | Sep. 30, 2020 |
Restricted cash and cash equivalents | $ 14,305 | $ 12,353 | |
Available-for-sale securities | 174,121 | $ 189,835 | |
Corporate Debt Securities [Member] | |||
Available-for-sale securities | 19,905 | 25,778 | |
Asset-backed Securities [Member] | |||
Available-for-sale securities | 2,456 | 2,480 | |
Fair Value, Recurring [Member] | |||
Cash and cash equivalents | 112,462 | 147,093 | |
Restricted cash and cash equivalents | 14,305 | 11,409 | |
Marketable equity securities | 130,413 | 133,270 | |
Total financial assets | 431,301 | 481,607 | |
Fair Value, Recurring [Member] | Corporate Debt Securities [Member] | |||
Available-for-sale securities | 87,691 | 92,025 | |
Fair Value, Recurring [Member] | Collateralized Mortgage Backed Securities [Member] | |||
Available-for-sale securities | 36,968 | ||
Fair Value, Recurring [Member] | Asset-backed Securities [Member] | |||
Available-for-sale securities | 44,249 | ||
Fair Value, Recurring [Member] | US Treasury Securities [Member] | |||
Available-for-sale securities | 39,965 | 40,663 | |
Fair Value, Recurring [Member] | US States and Political Subdivisions Debt Securities [Member] | |||
Available-for-sale securities | 9,497 | 12,898 | |
Fair Value, Recurring [Member] | Fair Value, Inputs, Level 1 [Member] | |||
Cash and cash equivalents | 112,462 | 147,093 | |
Restricted cash and cash equivalents | 14,305 | 11,409 | |
Marketable equity securities | 130,413 | 133,270 | |
Total financial assets | 342,785 | 389,207 | |
Fair Value, Recurring [Member] | Fair Value, Inputs, Level 1 [Member] | Corporate Debt Securities [Member] | |||
Available-for-sale securities | 45,640 | 56,772 | |
Fair Value, Recurring [Member] | Fair Value, Inputs, Level 1 [Member] | Collateralized Mortgage Backed Securities [Member] | |||
Available-for-sale securities | 0 | ||
Fair Value, Recurring [Member] | Fair Value, Inputs, Level 1 [Member] | Asset-backed Securities [Member] | |||
Available-for-sale securities | 0 | ||
Fair Value, Recurring [Member] | Fair Value, Inputs, Level 1 [Member] | US Treasury Securities [Member] | |||
Available-for-sale securities | 39,965 | 40,663 | |
Fair Value, Recurring [Member] | Fair Value, Inputs, Level 1 [Member] | US States and Political Subdivisions Debt Securities [Member] | |||
Available-for-sale securities | 0 | 0 | |
Fair Value, Recurring [Member] | Fair Value, Inputs, Level 2 [Member] | |||
Cash and cash equivalents | 0 | 0 | |
Restricted cash and cash equivalents | 0 | 0 | |
Marketable equity securities | 0 | 0 | |
Total financial assets | 88,516 | 92,400 | |
Fair Value, Recurring [Member] | Fair Value, Inputs, Level 2 [Member] | Corporate Debt Securities [Member] | |||
Available-for-sale securities | 42,051 | 35,253 | |
Fair Value, Recurring [Member] | Fair Value, Inputs, Level 2 [Member] | Collateralized Mortgage Backed Securities [Member] | |||
Available-for-sale securities | 36,968 | ||
Fair Value, Recurring [Member] | Fair Value, Inputs, Level 2 [Member] | Asset-backed Securities [Member] | |||
Available-for-sale securities | 44,249 | ||
Fair Value, Recurring [Member] | Fair Value, Inputs, Level 2 [Member] | US Treasury Securities [Member] | |||
Available-for-sale securities | 0 | 0 | |
Fair Value, Recurring [Member] | Fair Value, Inputs, Level 2 [Member] | US States and Political Subdivisions Debt Securities [Member] | |||
Available-for-sale securities | $ 9,497 | $ 12,898 |
Note 13 - Goodwill and Other _3
Note 13 - Goodwill and Other Intangible Assets (Details Textual) - USD ($) | Jun. 11, 2021 | Sep. 30, 2021 |
Goodwill, Impairment Loss | $ 0 | |
Acquisition of Caris [Member] | Trade Names [Member] | ||
Indefinite-lived Intangible Assets Acquired | $ 4,340,000 | |
Acquisition of Caris [Member] | Certificates of Need and Licenses [Member] | ||
Indefinite-lived Intangible Assets Acquired | $ 2,698,000 |
Note 13 - Goodwill and Other _4
Note 13 - Goodwill and Other Intangible Assets - Activity Related to Goodwill By Segment (Details) $ in Thousands | 9 Months Ended |
Sep. 30, 2021USD ($) | |
Goodwill, beginning balance | $ 21,341 |
Additions | 146,954 |
Goodwill, ending balance | 168,295 |
Inpatient Services Segment [Member] | |
Goodwill, beginning balance | 3,741 |
Additions | 0 |
Goodwill, ending balance | 3,741 |
Homecare and Hospice Segment [Member] | |
Goodwill, beginning balance | 17,600 |
Additions | 146,954 |
Goodwill, ending balance | $ 164,554 |
Note 14 - Stock Repurchase Pr_2
Note 14 - Stock Repurchase Program (Details Textual) - Common Stock [Member] | 9 Months Ended |
Sep. 30, 2021USD ($)shares | |
Stock Repurchased and Retired During Period, Shares (in shares) | shares | 3,936 |
Stock Repurchased and Retired During Period, Value | $ | $ 278,000 |
Note 15 - Stock-based Compens_3
Note 15 - Stock-based Compensation (Details Textual) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Share-based Payment Arrangement, Expense | $ 726,000 | $ 518,000 | $ 1,905,000 | $ 1,807,000 |
Share-based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount, Total | $ 1,767,000 | $ 1,767,000 | ||
Share-based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Period for Recognition (Year) | 1 year |
Note 15 - Stock-based Compens_4
Note 15 - Stock-based Compensation - Summary of Assumptions Used to Value Options Granted (Details) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2021 | Dec. 31, 2020 | |
Risk–free interest rate | 0.21% | 0.87% |
Expected volatility | 35.10% | 20.10% |
Expected life (Year) | 2 years 2 months 12 days | 2 years 2 months 12 days |
Expected dividend yield | 3.01% | 2.91% |
Note 15 - Stock-based Compens_5
Note 15 - Stock-based Compensation - Summary of Options Outstanding (Details) - USD ($) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2021 | Dec. 31, 2020 | |
Options outstanding, shares (in shares) | 866,956 | 809,529 |
Options outstanding, weighted average exercise price (in dollars per share) | $ 72.11 | $ 71.24 |
Options granted, shares (in shares) | 56,795 | 104,057 |
Options granted, weighted average exercise price (in dollars per share) | $ 70.73 | $ 73.98 |
Options exercised, shares (in shares) | (148,900) | (43,630) |
Options exercised, weighted average exercise price (in dollars per share) | $ 68.41 | $ 63.37 |
Options cancelled, shares (in shares) | (6,000) | (3,000) |
Options cancelled, weighted average exercise price (in dollars per share) | $ 72.94 | $ 72.94 |
Options outstanding, shares (in shares) | 768,851 | 866,956 |
Options outstanding, weighted average exercise price (in dollars per share) | $ 72.72 | $ 72.11 |
Options outstanding, aggregate intrinsic value | $ 656,425 | |
Options exercisable, shares (in shares) | 177,686 | |
Options exercisable, weighted average exercise price (in dollars per share) | $ 69.38 | |
Options exercisable, aggregate intrinsic value | $ 587,578 |
Note 15 - Stock-based Compens_6
Note 15 - Stock-based Compensation - Options Outstanding by Exercise Price Range (Details) | 9 Months Ended |
Sep. 30, 2021$ / sharesshares | |
Options outstanding (in shares) | shares | 768,851 |
Weighted average exercise price (in dollars per share) | $ 72.72 |
Weighted average remaining contractual life (Year) | 1 year |
Exercise Price Range 1 [Member] | |
Options outstanding (in shares) | shares | 103,775 |
Exercise price, lower range (in dollars per share) | $ 60.73 |
Exercise price, upper range (in dollars per share) | 67.28 |
Weighted average exercise price (in dollars per share) | $ 63.65 |
Weighted average remaining contractual life (Year) | 2 years 3 months 18 days |
Exercise Price Range 2 [Member] | |
Options outstanding (in shares) | shares | 665,076 |
Exercise price, lower range (in dollars per share) | $ 71.64 |
Exercise price, upper range (in dollars per share) | 84.30 |
Weighted average exercise price (in dollars per share) | $ 74.14 |
Weighted average remaining contractual life (Year) | 10 months 24 days |
Note 16 - Income Taxes (Details
Note 16 - Income Taxes (Details Textual) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Effective Income Tax Rate Reconciliation, Percent, Total | 53.60% | 3.00% | 4.60% | 5.20% |
Effective Income Tax Rate Reconciliation, Benefit Resulting from Expiration of Applicable Statute Limitations, Amount | $ 1,444,000 | $ 2,234,000 | $ 1,444,000 | $ 2,234,000 |
Note 17 - Contingencies and C_2
Note 17 - Contingencies and Commitments (Details Textual) - USD ($) | Sep. 30, 2021 | Dec. 31, 2020 |
Self Insurance Reserve | $ 103,824,000 | $ 99,537,000 |