DEI Info Cover Page Document
DEI Info Cover Page Document - shares | 6 Months Ended | |
Jun. 30, 2016 | Jul. 28, 2016 | |
Entity Information [Abstract] | ||
Entity Registrant Name | ENSIGN GROUP, INC | |
Entity Central Index Key | 1,125,376 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Document Type | 10-Q | |
Document Period End Date | Jun. 30, 2016 | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q2 | |
Amendment Flag | false | |
Entity Common Stock, Shares Outstanding | 50,481,330 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 |
Current assets: | ||
Cash and cash equivalents | $ 33,519 | $ 41,569 |
Accounts receivable—less allowance for doubtful accounts of $33,654 and $30,308 at June 30, 2016 and December 31, 2015, respectively | 226,623 | 209,026 |
Investments—current | 3,503 | 2,004 |
Prepaid income taxes | 7,873 | 8,141 |
Prepaid expenses and other current assets | 16,496 | 18,827 |
Total current assets | 288,014 | 279,567 |
Property and equipment, net | 347,203 | 299,633 |
Insurance subsidiary deposits and investments | 31,018 | 32,713 |
Escrow deposits | 6,704 | 400 |
Deferred tax asset | 20,823 | 20,852 |
Restricted and other assets | 12,507 | 9,631 |
Intangible assets, net | 44,910 | 45,431 |
Goodwill | 69,650 | 40,886 |
Other indefinite-lived intangibles | 19,246 | 18,646 |
Total assets | 840,075 | 747,759 |
Current liabilities: | ||
Accounts payable | 38,085 | 36,029 |
Accrued wages and related liabilities | 72,019 | 78,890 |
Accrued self-insurance liabilities—current | 20,829 | 18,122 |
Other accrued liabilities | 47,353 | 46,205 |
Current maturities of long-term debt | 634 | 620 |
Total current liabilities | 178,920 | 179,866 |
Long-term debt—less current maturities | 183,722 | 99,051 |
Accrued self-insurance liabilities—less current portion | 43,365 | 37,881 |
Deferred rent and other long-term liabilities | 9,975 | 3,976 |
Total liabilities | 415,982 | 320,774 |
Commitments and Contingencies (Notes 17, 19, 20, and 22) | ||
Equity: | ||
Common stock; $0.001 par value; 75,000 shares authorized; 52,366 and 50,403 shares issued and outstanding at June 30, 2016, respectively, and 51,918 and 51,370 shares issued and outstanding at December 31, 2015, respectively (Note 3) | 52 | 51 |
Additional paid-in capital (Note 3) | 244,755 | 235,076 |
Retained earnings (Note 4) | 209,778 | 193,420 |
Common stock in treasury, at cost, 1,527 and 123 shares at June 30, 2016 and December 31, 2015, respectively (Note 3) | (31,131) | (1,223) |
Total Ensign Group, Inc. stockholders’ equity | 423,454 | 427,324 |
Non-controlling interest | 639 | (339) |
Total equity | 424,093 | 426,985 |
Total liabilities and equity | 840,075 | 747,759 |
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 1 [Member] | ||
Current assets: | ||
Cash and cash equivalents | $ 33,519 | $ 41,569 |
Consolidated Balance Sheets Bal
Consolidated Balance Sheets Balance Sheet Paranthetical - USD ($) shares in Thousands, $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 |
Current assets: | ||
Allowance for doubtful accounts | $ 33,654 | $ 30,308 |
Equity: | ||
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 75,000 | 75,000 |
Common stock, shares issued | 52,366 | 51,918 |
Common stock, shares outstanding | 50,403 | 51,370 |
Common stock in treasury, at cost | 1,527 | 123 |
Consolidated Statements of Inco
Consolidated Statements of Income - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Revenue | $ 410,517 | $ 311,056 | $ 793,750 | $ 617,585 |
Expense: | ||||
Cost of services (exclusive of facility rent, general and administrative and depreciation and amortization expenses shown separately below) | 330,538 | 248,292 | 636,846 | 489,748 |
Losses related to operational closure | 0 | 0 | 7,935 | 0 |
Rent—cost of services (Note 18) | 30,741 | 19,066 | 57,732 | 38,031 |
General and administrative expense | 19,657 | 15,335 | 37,045 | 29,751 |
Depreciation and amortization | 9,772 | 6,379 | 18,069 | 12,896 |
Total expenses | 390,708 | 289,072 | 757,627 | 570,426 |
Income from operations | 19,809 | 21,984 | 36,123 | 47,159 |
Other income (expense): | ||||
Interest expense | (1,446) | (567) | (2,816) | (1,233) |
Interest income | 278 | 195 | 513 | 361 |
Other expense, net | (1,168) | (372) | (2,303) | (872) |
Income before provision for income taxes | 18,641 | 21,612 | 33,820 | 46,287 |
Provision for income taxes | 7,278 | 8,379 | 13,167 | 17,964 |
Net income | 11,363 | 13,233 | 20,653 | 28,323 |
Less: net loss attributable to noncontrolling interests | 37 | 45 | 155 | (37) |
Net income attributable to The Ensign Group, Inc. | 11,326 | 13,188 | 20,498 | 28,360 |
Amounts attributable to The Ensign Group, Inc.: | ||||
Net income attributable to The Ensign Group, Inc. | $ 11,326 | $ 13,188 | $ 20,498 | $ 28,360 |
Basic: | ||||
Net income attributable to The Ensign Group, Inc. | $ 0.23 | $ 0.26 | $ 0.41 | $ 0.57 |
Diluted: | ||||
Net income attributable to The Ensign Group, Inc. | $ 0.22 | $ 0.25 | $ 0.39 | $ 0.55 |
Weighted average common shares outstanding: | ||||
Basic | 50,274 | 50,949 | 50,476 | 49,391 |
Diluted | 51,931 | 52,866 | 52,134 | 51,272 |
Dividends per share | $ 0.0400 | $ 0.0375 | $ 0.0800 | $ 0.0750 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2016 | Jun. 30, 2015 | |
Cash flows from operating activities: | ||
Net income | $ 20,653 | $ 28,323 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 18,069 | 12,896 |
Amortization of deferred financing fees and debt discount | 313 | 296 |
Fixed assets impairment | 137 | 0 |
Write-off of deferred financing fee | 197 | 0 |
Deferred income taxes | 3 | 16 |
Provision for doubtful accounts | 12,081 | 8,468 |
Share-based compensation | 4,665 | 3,226 |
Excess tax benefit from share-based compensation | (1,534) | (1,900) |
Change in operating assets and liabilities | ||
Accounts receivable | (29,295) | (49,735) |
Prepaid income taxes | 268 | (1,728) |
Prepaid expenses and other current assets | 2,337 | (3,909) |
Insurance subsidiary deposits and investments | 196 | (676) |
Losses related to operational closure (Note 18) | 7,558 | 0 |
Accounts payable | 545 | (654) |
Accrued wages and related liabilities | (6,871) | 1,770 |
Income tax payable | (195) | 0 |
Other accrued liabilities | 760 | 7,991 |
Accrued self-insurance | 6,814 | 2,301 |
Deferred rent liability | 127 | 123 |
Net cash provided by operating activities | 36,828 | 6,808 |
Cash flows from investing activities: | ||
Purchase of property and equipment | (36,443) | (28,774) |
Cash payment for business acquisitions | (56,081) | (61,007) |
Cash payment for asset acquisitions | (777) | (15,853) |
Escrow deposits | (6,704) | (3,344) |
Escrow deposits used to fund business acquisitions | 400 | 16,153 |
Use of restricted cash | 0 | 3,601 |
Cash proceeds from the sale of property and equipment | 371 | 0 |
Restricted and other assets | (623) | (203) |
Net cash used in investing activities | (99,857) | (89,427) |
Cash flows from financing activities: | ||
Proceeds from issuance of debt (Note 17) | 332,000 | 129,000 |
Payments on revolving credit facility and other debt (Note 17 and Note 4) | (247,316) | (154,118) |
Proceeds from Issuance of Common Stock (Note 3) | 0 | 112,078 |
Issuance costs in connection with common stock offering (Note 3) | 0 | (5,751) |
Issuance of treasury stock upon exercise of options | 92 | 16 |
Issuance of common stock upon exercise of options | 4,124 | 3,344 |
Repurchase of shares of common stock | (30,000) | 0 |
Dividends paid | (4,097) | (3,629) |
Excess tax benefit from share-based compensation | 1,561 | 1,906 |
Payments of deferred financing costs | (1,385) | 0 |
Net cash provided by financing activities | 54,979 | 82,846 |
Net decrease in cash and cash equivalents | (8,050) | 227 |
Cash and cash equivalents beginning of period | 41,569 | 50,408 |
Cash and cash equivalents end of period | 33,519 | 50,635 |
Cash paid during the period for: | ||
Interest | 2,699 | 1,280 |
Income taxes | 11,552 | 17,766 |
Non-cash financing and investing activity: | ||
Accrued capital expenditures | 5,682 | 4,244 |
Refundable deposits assumed as part of business acquisition | 0 | 3,488 |
Issuance costs of common stock included in accounts payable | $ 0 | $ 6,248 |
Description of Business
Description of Business | 6 Months Ended |
Jun. 30, 2016 | |
DESCRIPTION OF BUSINESS [Abstract] | |
Organization, Consolidation and Presentation of Financial Statements Disclosure [Text Block] | DESCRIPTION OF BUSINESS The Company - The Ensign Group, Inc. (collectively, Ensign or the Company), is a holding company with no direct operating assets, employees or revenue. The Company, through its operating subsidiaries, is a provider of health care services across the post-acute care continuum as well as, urgent care centers and other ancillary businesses. As of June 30, 2016 , the Company operated 206 facilities, 35 home health, hospice and home care agencies, 17 urgent care centers and other ancillary operations located in Arizona, California, Colorado, Idaho, Iowa, Kansas, Nebraska, Nevada, Oregon, South Carolina, Texas, Utah, Washington and Wisconsin. The Company's operating subsidiaries, each of which strives to be the operation of choice in the community it serves, provide a broad spectrum of skilled nursing, assisted living, home health, home care, hospice, urgent care and other ancillary services. The Company's operating subsidiaries have a collective capacity of approximately 22,000 operational skilled nursing, assisted living and independent living beds. As of June 30, 2016 , the Company owned 34 of its 206 affiliated facilities and leased an additional 172 facilities through long-term lease arrangements, and had options to purchase 23 of those 172 facilities. As of December 31, 2015 , the Company owned 32 of its 186 affiliated facilities and leased an additional 154 facilities through long-term lease arrangements, and had options to purchase 20 of those 154 facilities. Certain of the Company’s wholly-owned independent subsidiaries, collectively referred to as the Service Center, provide certain accounting, payroll, human resources, information technology, legal, risk management and other centralized services to the other operating subsidiaries through contractual relationships with such subsidiaries. The Company also has a wholly-owned captive insurance subsidiary (the Captive) that provides some claims-made coverage to the Company’s operating subsidiaries for general and professional liability, as well as coverage for certain workers’ compensation insurance liabilities. Each of the Company's affiliated operations are operated by separate, wholly-owned, independent subsidiaries that have their own management, employees and assets. References herein to the consolidated “Company” and “its” assets and activities in this quarterly report is not meant to imply, nor should it be construed as meaning, that The Ensign Group, Inc. has direct operating assets, employees or revenue, or that any of the subsidiaries, are operated by The Ensign Group, Inc. Other Information — The accompanying condensed consolidated financial statements as of June 30, 2016 and for the three and six months ended June 30, 2016 and 2015 (collectively, the Interim Financial Statements) are unaudited. Certain information and note disclosures normally included in annual consolidated financial statements have been condensed or omitted, as permitted under applicable rules and regulations. Readers of the Interim Financial Statements should refer to the Company’s audited consolidated financial statements and notes thereto for the year ended December 31, 2015 which are included in the Company’s annual report on Form 10-K, File No. 001-33757 (the Annual Report) filed with the Securities and Exchange Commission (SEC). Management believes that the Interim Financial Statements reflect all adjustments which are of a normal and recurring nature necessary to present fairly the Company’s financial position and results of operations in all material respects. The results of operations presented in the Interim Financial Statements are not necessarily representative of operations for the entire year. |
Significant Accounting Policies
Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2016 | |
Accounting Policies [Abstract] | |
Basis of Presentation and Significant Accounting Policies [Text Block] | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation — The accompanying Interim Financial Statements have been prepared in accordance with accounting principles generally accepted in the United States (GAAP). The Company is the sole member or shareholder of various consolidated limited liability companies and corporations established to operate various acquired skilled nursing and assisted living operations, home health, hospice and home care operations, urgent care centers and related ancillary services. All intercompany transactions and balances have been eliminated in consolidation. 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 The Ensign Group, Inc. and the noncontrolling interest in its consolidated statements of income. The consolidated financial statements include the accounts of all entities controlled by the Company through its ownership of a majority voting interest and the accounts of any variable interest entities (VIEs) where the Company is subject to a majority of the risk of loss from the VIE's activities, or entitled to receive a majority of the entity's residual returns, or both. The Company assesses the requirements related to the consolidation of VIEs, including a qualitative assessment of power and economics that considers which entity has the power to direct the activities that "most significantly impact" the VIE's economic performance and has the obligation to absorb losses of, or the right to receive benefits that could be potentially significant to, the VIE. The Company's relationship with variable interest entities was not material at June 30, 2016 . On December 9, 2015, the Company announced a two-for-one stock split of its outstanding shares of common stock. The stock split was effected in the form of a stock dividend, paid on December 23, 2015 to shareholders of record at the close of business on December 17, 2015. Common stock began trading at the split-adjusted price on December 24, 2015. All applicable share numbers and per share amounts presented in the notes to condensed consolidated financial statements and the condensed consolidated statements of income have been retroactively adjusted to reflect the stock split. The par value of the Company's common stock remained unchanged at $0.001 per share. Reclassifications - Prior period results reflect reclassifications, for comparative purposes, related to the early adoption of authoritative guidance for the presentation of deferred taxes. Deferred tax assets have been presented on the balance sheet as a non-current asset for all periods presented. Historically, these assets were classified as either current or non-current assets, as applicable. Estimates and Assumptions — The preparation of Interim Financial Statements in conformity with GAAP requires management 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 revenue and expenses during the reporting periods. The most significant estimates in the Company’s Interim Financial Statements relate to revenue, allowance for doubtful accounts, intangible assets and goodwill, impairment of long-lived assets, general and professional liability, workers' compensation and healthcare claims included in accrued self-insurance liabilities, and income taxes. Actual results could differ from those estimates. Fair Value of Financial Instruments — The Company’s financial instruments consist principally of cash and cash equivalents, debt security investments, accounts receivable, insurance subsidiary deposits, accounts payable and borrowings. The Company believes all of the financial instruments’ recorded values approximate fair values because of their nature or respective short durations. Revenue Recognition — The Company recognizes revenue when the following four conditions have been met: (i) there is persuasive evidence that an arrangement exists; (ii) delivery has occurred or service has been rendered; (iii) the price is fixed or determinable; and (iv) collection is reasonably assured. The Company's revenue is derived primarily from providing healthcare services to patients and is recognized on the date services are provided at amounts billable to the individual. For reimbursement arrangements with third-party payors, including Medicaid, Medicare and private insurers, revenue is recorded based on contractually agreed-upon amounts on a per patient, daily basis. Revenue from the Medicare and Medicaid programs accounted for 66.4% and 65.8% of the Company's revenue for the three and six months ended June 30, 2016 , respectively, and 68.5% and 68.8% for the three and six months ended June 30, 2015 , respectively. The Company records revenue from these governmental and managed care programs as services are performed at their expected net realizable amounts under these programs. The Company’s revenue from governmental and managed care programs is subject to audit and retroactive adjustment by governmental and third-party agencies. Consistent with healthcare industry accounting practices, any changes to these governmental revenue estimates are recorded in the period the change or adjustment becomes known based on final settlement. The Company recorded adjustments to revenue which were not material to the Company's consolidated revenue for the three and six months ended June 30, 2016 and 2015 . The Company’s service specific revenue recognition policies are as follows: Skilled Nursing, Assisted and Independent Living Revenue The Company’s revenue is derived primarily from providing long-term healthcare services to residents and is recognized on the date services are provided at amounts billable to individual residents. For residents under reimbursement arrangements with third-party payors, including Medicaid, Medicare and private insurers, revenue is recorded based on contractually agreed-upon amounts or rate on a per patient, daily basis or as services are performed. Home Health Revenue Medicare Revenue Net service revenue is recorded under the Medicare prospective payment system based on a 60-day episode payment rate that is subject to adjustment based on certain variables including, but not limited to: (a) an outlier payment if patient care was unusually costly; (b) a low utilization payment adjustment if the number of visits was fewer than five; (c) a partial payment if the patient transferred to another provider or the Company received a patient from another provider before completing the episode; (d) a payment adjustment based upon the level of therapy services required; (e) the number of episodes of care provided to a patient, regardless of whether the same home health provider provided care for the entire series of episodes; (f) changes in the base episode payments established by the Medicare program; (g) adjustments to the base episode payments for case mix and geographic wages; and (h) recoveries of overpayments. The Company makes adjustments to Medicare revenue on completed episodes to reflect differences between estimated and actual payment amounts, an inability to obtain appropriate billing documentation or authorizations acceptable to the payor and other reasons unrelated to credit risk. Therefore, the Company believes that its reported net service revenue and patient accounts receivable will be the net amounts to be realized from Medicare for services rendered. In addition to revenue recognized on completed episodes, the Company also recognizes a portion of revenue associated with episodes in progress. Episodes in progress are 60-day episodes of care that begin during the reporting period, but were not completed as of the end of the period. As such, the Company estimates revenue and recognizes it on a daily basis. The primary factors underlying this estimate are the number of episodes in progress at the end of the reporting period, expected Medicare revenue per episode and its estimate of the average percentage complete based on visits performed. Non-Medicare Revenue Episodic Based Revenue - The Company recognizes revenue in a similar manner as it recognizes Medicare revenue for episodic-based rates that are paid by other insurance carriers, including Medicare Advantage programs; however, these rates can vary based upon the negotiated terms. Non-episodic Based Revenue - Revenue is recorded on an accrual basis based upon the date of service at amounts equal to its established or estimated per-visit rates, as applicable. Hospice Revenue Revenue is recorded on an accrual basis based upon the date of service at amounts equal to the estimated payment rates. The estimated payment rates are daily rates for each of the levels of care the Company delivers. The Company makes adjustments to revenue for an inability to obtain appropriate billing documentation or authorizations acceptable to the payor and other reasons unrelated to credit risk. Additionally, as Medicare hospice revenue is subject to an inpatient cap limit and an overall payment cap, the Company monitors its provider numbers and estimates amounts due back to Medicare if a cap has been exceeded. The Company records these adjustments as a reduction to revenue and increases other accrued liabilities. Accounts Receivable and Allowance for Doubtful Accounts — Accounts receivable consist primarily of amounts due from Medicare and Medicaid programs, other government programs, managed care health plans and private payor sources. Estimated provisions for doubtful accounts are recorded to the extent it is probable that a portion or all of a particular account will not be collected. In evaluating the collectability of accounts receivable, the Company considers a number of factors, including the age of the accounts, changes in collection patterns, the composition of patient accounts by payor type and the status of ongoing disputes with third-party payors. On an annual basis, the historical collection percentages are reviewed by payor and by state and are updated to reflect the recent collection experience of the Company. In order to determine the appropriate reserve rate percentages which ultimately establish the allowance, the Company analyzes historical cash collection patterns by payor and by state. The percentages applied to the aged receivable balances are based on the Company’s historical experience and time limits, if any, for managed care, Medicare, Medicaid and other payors. The Company periodically refines its estimates of the allowance for doubtful accounts based on experience with the estimation process and changes in circumstances. Property and Equipment — Property and equipment are initially recorded at their historical cost. Repairs and maintenance are expensed as incurred. Depreciation is computed using the straight-line method over the estimated useful lives of the depreciable assets (ranging from three to 59 years). Leasehold improvements are amortized on a straight-line basis over the shorter of their estimated useful lives or the remaining lease term. Impairment of Long-Lived Assets — The Company reviews the carrying value of long-lived assets that are held and used in the Company’s operating subsidiaries for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of these assets is determined based upon expected undiscounted future net cash flows from the operating subsidiaries to which the assets relate, utilizing management’s best estimate, appropriate assumptions, and projections at the time. If the carrying value is determined to be unrecoverable from future operating cash flows, the asset is deemed impaired and an impairment loss would be recognized to the extent the carrying value exceeded the estimated fair value of the asset. The Company estimates the fair value of assets based on the estimated future discounted cash flows of the asset. Management has evaluated its long-lived assets and recorded an impairment charge of $137 related to the closure of one facility during the six months ended June 30, 2016 . The Company did not identify any asset impairment during the three months ended June 30, 2016 or during the three and six months ended June 30, 2015 . Intangible Assets and Goodwill — Definite-lived intangible assets consist primarily of favorable leases, lease acquisition costs, patient base, facility trade names and customer relationships. Favorable leases and lease acquisition costs are amortized over the life of the lease of the facility. Patient base is amortized over a period of four to eight months, depending on the classification of the patients and the level of occupancy in a new acquisition on the acquisition date. Trade names at affiliated facilities are amortized over 30 years and customer relationships are amortized over a period of up to 20 years. The Company's indefinite-lived intangible assets consist of trade names and Medicare and Medicaid licenses. The Company tests 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 be recoverable. Goodwill represents the excess of the purchase price over the fair value of identifiable net assets acquired in business combinations. Goodwill is subject to annual testing for impairment. In addition, goodwill is tested for impairment if events occur or circumstances change that would reduce the fair value of a reporting unit (operating segment) below its carrying amount. The Company performs its annual test for impairment during the fourth quarter of each year. See further discussion at Note 12, Goodwill and Other Indefinite-Lived Intangible Assets . Self-Insurance — The Company is partially self-insured for general and professional liability up to a base amount per claim (the self-insured retention) with an aggregate, one-time deductible above this limit. Losses beyond these amounts are insured through third-party policies with coverage limits per claim, per location and on an aggregate basis for the Company. For claims made after January 1, 2013, the combined self-insured retention was $500 per claim, subject to an additional one-time deductible of $1,000 for California affiliated facilities and a separate, one-time, deductible of $750 for non-California facilities. For all California affiliated facilities, the third-party coverage above these limits was $1,000 per claim, $3,000 per facility, with a $5,000 blanket aggregate limit. For all facilities outside of California, except those located in Colorado, the third-party coverage above these limits was $1,000 per claim, $3,000 per facility, with a $5,000 blanket aggregate and an additional state-specific aggregate where required by state law. In Colorado, the third-party coverage above these limits was $1,000 per claim and $3,000 per facility for skilled nursing facilities, which is independent of the aforementioned blanket aggregate limits that apply outside of Colorado. The self-insured retention and deductible limits for general and professional liability and workers' compensation for all states (except Texas and Washington for workers' compensation) are self-insured through the Captive, the related assets and liabilities of which are included in the accompanying condensed consolidated balance sheets. The Captive is subject to certain statutory requirements as an insurance provider. These requirements include, but are not limited to, maintaining statutory capital. The Company’s policy is to accrue amounts equal to the actuarially estimated costs to settle open claims of insureds, as well as an estimate of the cost of insured claims that have been incurred but not reported. The Company develops information about the size of the ultimate claims based on historical experience, current industry information and actuarial analysis, and evaluates the estimates for claim loss exposure on a quarterly basis. Accrued general liability and professional malpractice liabilities on an undiscounted basis, net of anticipated insurance recoveries, were $34,257 and $29,772 as of June 30, 2016 and December 31, 2015 , respectively. The Company’s operating subsidiaries are self-insured for workers’ compensation in California. To protect itself against loss exposure in California with this policy, the Company has purchased individual specific excess insurance coverage that insures individual claims that exceed $500 per occurrence. In Texas, the operating subsidiaries have elected non-subscriber status for workers’ compensation claims and, effective February 1, 2011, the Company has purchased individual stop-loss coverage that insures individual claims that exceed $750 per occurrence. As of July 1, 2014, the Company’s operating subsidiaries in all other states, with the exception of Washington, are under a loss sensitive plan that insures individual claims that exceed $350 per occurrence. In Washington, the operating subsidiaries' coverage is financed through premiums paid by the employers and employees. The claims and pay benefits are managed through a state insurance pool. Outside of California, Texas, and Washington, the Company has purchased insurance coverage that insures individual claims that exceed $350 per accident. In all states except Washington, the Company accrues amounts equal to the estimated costs to settle open claims, as well as an estimate of the cost of claims that have been incurred but not reported. The Company uses actuarial valuations to estimate the liability based on historical experience and industry information. Accrued workers’ compensation liabilities are recorded on an undiscounted basis in the accompanying condensed consolidated balance sheets and were $19,664 and $18,276 as of June 30, 2016 and December 31, 2015 , respectively. In addition, the Company has recorded an asset and equal liability of $4,258 and $2,881 at June 30, 2016 and December 31, 2015 , respectively, in order to present the ultimate costs of malpractice and workers' compensation claims and the anticipated insurance recoveries on a gross basis. See Note 13, Restricted and Other Assets. The Company self-funds medical (including prescription drugs) and dental healthcare benefits to the majority of its employees. The Company is fully liable for all financial and legal aspects of these benefit plans. To protect itself against loss exposure with this policy, the Company has purchased individual stop-loss insurance coverage that insures individual claims that exceed $300 for each covered person with an additional one-time aggregate individual stop loss deductible of $75 . Beginning 2016, the Company's policy does not include the additional one-time aggregate individual stop loss deductible of $75 . The Company’s accrued liability under these plans recorded on an undiscounted basis in the accompanying condensed consolidated balance sheets was $6,015 and $5,074 as of June 30, 2016 and December 31, 2015 , respectively. The Company believes that adequate provision has been made in the Interim Financial Statements for liabilities that may arise out of patient care, workers’ compensation, healthcare benefits and related services provided to date. The amount of the Company’s reserves was determined based on an estimation process that uses information obtained from both company-specific and industry data. This estimation process requires the Company to continuously monitor and evaluate the life cycle of the claims. Using data obtained from this monitoring and the Company’s assumptions about emerging trends, the Company, with the assistance of an independent actuary, develops information about the size of ultimate claims based on the Company’s historical experience and other available industry information. The most significant assumptions used in the estimation process include determining the trend in costs, the expected cost of claims incurred but not reported and the expected costs to settle or pay damage awards with respect to unpaid claims. The self-insured liabilities are based upon estimates, and while management believes that the estimates of loss are reasonable, the ultimate liability may be in excess of or less than the recorded amounts. Due to the inherent volatility of actuarially determined loss estimates, it is reasonably possible that the Company could experience changes in estimated losses that could be material to net income. If the Company’s actual liability exceeds its estimates of loss, its future earnings, cash flows and financial condition would be adversely affected. Income Taxes — Deferred tax assets and liabilities have been presented on the balance sheet as a non-current asset for all periods presented related to the early adoption of authoritative guidance for the presentation of deferred taxes. Historically, these assets were classified as either current or non-current assets, as applicable. There is no effect on the condensed consolidated statements of income or condensed consolidated statements of cash flow. Deferred tax assets and liabilities are established for temporary differences between the financial reporting basis and the tax basis of the Company’s assets and liabilities at tax rates in effect when such temporary differences are expected to reverse. The Company generally expects to fully utilize its deferred tax assets; however, when necessary, the Company records a valuation allowance to reduce its net deferred tax assets to the amount that is more likely than not to be realized. For interim reporting purposes, the provision for income taxes is determined based on the estimated annual effective income tax rate applied to pre-tax income, adjusted for certain discrete items occurring during the period. In determining the effective income tax rate for interim financial statements, the Company must consider expected annual income, permanent differences between financial reporting and tax recognition of income or expense and other factors. When the Company takes uncertain income tax positions that do not meet the recognition criteria, it records a liability for underpayment of income taxes and related interest and penalties, if any. In considering the need for and magnitude of a liability for such positions, the Company must consider the potential outcomes from a review of the positions by the taxing authorities. In determining the need for a valuation allowance or the need for and magnitude of liabilities for uncertain tax positions, the Company makes certain estimates and assumptions. These estimates and assumptions are based on, among other things, knowledge of operations, markets, historical trends and likely future changes and, when appropriate, the opinions of advisors with knowledge and expertise in certain fields. Due to certain risks associated with the Company’s estimates and assumptions, actual results could differ. Noncontrolling Interest — The noncontrolling interest in a subsidiary is initially recognized at estimated fair value on the acquisition date and is presented within total equity in the Company's condensed consolidated balance sheets. The Company presents the noncontrolling interest and the amount of consolidated net income attributable to The Ensign Group, Inc. in its consolidated statements of income and net income per share is calculated based on net income attributable to The Ensign Group, Inc.'s stockholders. The carrying amount of the noncontrolling interest is adjusted based on an allocation of subsidiary earnings based on ownership interest. Stock-Based Compensation — The Company measures and recognizes compensation expense for all share-based payment awards made to employees and directors including employee stock options based on estimated fair values, ratably over the requisite service period of the award. Net income has been reduced as a result of the recognition of the fair value of all stock options and restricted stock awards issued, the amount of which is contingent upon the number of future grants and other variables. Leases and Leasehold Improvements - At the inception of each lease, the Company performs an evaluation to determine whether the lease should be classified as an operating or capital lease. The Company records rent expense for operating leases that contain scheduled rent increases on a straight-line basis over the term of the lease. The lease term used for straight-line rent expense is calculated from the date the Company is given control of the leased premises through the end of the lease term. The lease term used for this evaluation also provides the basis for establishing depreciable lives for buildings subject to lease and leasehold improvements, as well as the period over which the Company records straight-line rent expense. Recent Accounting Pronouncements — Except for rules and interpretive releases of the Securities and Exchange Commission (SEC) under authority of federal securities laws and a limited number of grandfathered standards, the Financial Accounting Standards Board (FASB) Accounting Standards Codification (ASC) is the sole source of authoritative GAAP literature recognized by the FASB and applicable to the Company. For any new pronouncements announced, the Company considers whether the new pronouncements could alter previous generally accepted accounting principles and determines whether any new or modified principles will have a material impact on the Company's reported financial position or operations in the near term. The applicability of any standard is subject to the formal review of the Company's financial management and certain standards are under consideration. In April 2016, the FASB issued its standard to simplify several aspects the accounting for employee share-based payment transactions, which includes the accounting for income taxes, forfeitures, and statutory tax withholding requirements, as well as classification in the statement of cash flows. This guidance will be effective for annual periods beginning after December 15, 2016, which will be the Company's fiscal year 2017, with early adoption permitted. The Company is currently assessing whether the adoption of the guidance will have a material impact on its consolidated financial statements. In March 2016, the FASB issued its standard to amend the principal-versus-agent implementation guidance and illustrations in the Board’s new revenue standard, which includes accounting implication related to (1) determining the appropriate unit of account under the revenue standard’s principal-versus-agent guidance and (2) applying the indicators of whether an entity is a principal or an agent in accordance with the revenue standard’s control principle. The guidance will be effective for fiscal years beginning after December 15, 2017, which will be the Company's fiscal year 2018. The guidance has the same effective date as the new revenue standard and the Company is required to adopt the guidance by using the same transition method it would use to adopt the new revenue standard. The Company is currently assessing whether the adoption of the guidance will have a material impact on its consolidated financial statements. In February 2016, the FASB issued amended authoritative guidance on accounting for leases. The new provisions require that a lessee of operating leases recognize in the statement of financial position a liability to make lease payments (the lease liability) and a right-of-use asset representing its right to use the underlying asset for the lease term. The lease liability will be equal to the present value of lease payments, with the right-of-use asset based upon the lease liability. The classification criteria for distinguishing between finance (or capital) leases and operating leases are substantially similar to the previous lease guidance, but with no explicit bright lines. As such, operating leases will result in straight-line rent expense similar to current practice. For short term leases (term of 12 months or less), a lessee is permitted to make an accounting election not to recognize lease assets and lease liabilities, which would generally result in lease expense being recognized on a straight-line basis over the lease term. This guidance applies to all entities and is effective for annual periods beginning after December 15, 2018, which will be the Company's fiscal year 2019, with early adoption permitted. The adoption of this standard is expected to have a material impact on the Company's financial position. The Company is currently assessing the material impact of adopting the guidance on our consolidated financial statements. In January 2016, the FASB issued amended authoritative guidance which makes targeted improvements for financial instruments. The new provisions impact certain aspects of recognition, measurement, presentation and disclosure requirements of financial instruments. Specifically, the guidance will (i) require equity investments to be measured at fair value with changes in fair value recognized in net income, (ii) simplify the impairment assessment of equity investments without readily determinable fair values, (iii) eliminate the requirement to disclose the method and assumptions used to estimate fair value for financial instruments measured at amortized cost, and (iv) require separate presentation of financial assets and financial liabilities by measurement category. This guidance applies to all entities and is effective for annual periods beginning after December 15, 2017, which will be the Company's fiscal year 2018, with early adoption not permitted. The Company does not expect the adoption of the guidance will have a material impact on its consolidated financial statements. In May 2014, the FASB and International Accounting Standards Board issued their final standard on revenue from contracts with customers that outlines a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers. The new standard supersedes most current revenue recognition guidance, including industry-specific guidance. In July 2015, the FASB formally deferred for one year the effective date of the new revenue standard and decided to permit entities to early adopt the standard. The guidance will be effective for fiscal years beginning after December 15, 2017, which will be the Company's fiscal year 2018. The Company is currently assessing whether the adoption of the guidance will have a material impact on the Company's consolidated financial statements. |
Common Stock Offering (Notes)
Common Stock Offering (Notes) | 6 Months Ended |
Jun. 30, 2016 | |
Common Stock Offering [Abstract] | |
Common stock offering [Text Block] | COMMON STOCK Common Stock Repurchase Program On November 4, 2015 and February 9, 2016, the Company announced that its Board of Directors authorized two stock repurchase programs, under which the Company may repurchase up to $15,000 of its common stock under each program for a period of 12 months. Under these programs, the Company is authorized to repurchase its issued and outstanding common shares from time to time in open-market and privately negotiated transactions and block trades in accordance with federal securities laws. During the first quarter of 2016, the Company repurchased 1,452 shares of its common stock for a total of $30,000 and the repurchase programs expired upon the repurchase of the full authorized amount under the plans. The Company did not have stock repurchase programs in place during the three months ended June 30, 2016 or during the three and six months ended June 30, 2015 . Common Stock Offering In February 2015, the Company completed a common stock offering, issuing 5,467 shares at approximately $20.50 per share. After deducting underwriting discounts and commissions of $5,604 , excluding other issuance costs of $357 , the Company received net proceeds of $106,474 . The Company then used $94,000 of the net proceeds to pay off outstanding amounts under its credit facility. |
Computation of Net Income Per C
Computation of Net Income Per Common Share | 6 Months Ended |
Jun. 30, 2016 | |
COMPUTATION OF NET INCOME PER COMMON SHARE [Abstract] | |
Earnings Per Share [Text Block] | COMPUTATION OF NET INCOME PER COMMON SHARE Basic net income per share is computed by dividing income from continuing operations attributable to The Ensign Group, Inc. stockholders by the weighted average number of outstanding common shares for the period. The computation of diluted net income per share is similar to the computation of basic net income per share except that the denominator is increased to include the number of additional common shares that would have been outstanding if the dilutive potential common shares had been issued. As discussed in Note 2, Summary of Significant Accounting Policies , all per share and shares outstanding amounts presented below reflect the two-for-one stock split that was effected in the fourth quarter of 2015. A reconciliation of the numerator and denominator used in the calculation of basic net income per common share follows: Three Months Ended June 30, Six Months Ended June 30, 2016 2015 2016 2015 Numerator: Net Income $ 11,363 $ 13,233 $ 20,653 $ 28,323 Less: net income (loss) attributable to noncontrolling interests 37 45 155 (37 ) Net income attributable to The Ensign Group, Inc. $ 11,326 $ 13,188 $ 20,498 $ 28,360 Denominator: Weighted average shares outstanding for basic net income per share 50,274 50,949 50,476 49,391 Basic net income per common share attributable to The Ensign Group, Inc. $ 0.23 $ 0.26 $ 0.41 $ 0.57 A reconciliation of the numerator and denominator used in the calculation of diluted net income per common share follows: Three Months Ended June 30, Six Months Ended June 30, 2016 2015 2016 2015 Numerator: Net Income $ 11,363 $ 13,233 $ 20,653 $ 28,323 Less: net income (loss) attributable to noncontrolling interests 37 45 155 (37 ) Net income attributable to The Ensign Group, Inc. $ 11,326 $ 13,188 $ 20,498 $ 28,360 Denominator: Weighted average common shares outstanding 50,274 50,949 50,476 49,391 Plus: incremental shares from assumed conversion (1) 1,657 1,917 1,658 1,881 Adjusted weighted average common shares outstanding 51,931 52,866 52,134 51,272 Diluted net income per common share attributable to The Ensign Group, Inc. $ 0.22 $ 0.25 $ 0.39 $ 0.55 (1) Options outstanding which are anti-dilutive and therefore not factored into the weighted average common shares amount above were 850 and 774 for the three and six months ended June 30, 2016 , respectively, and 213 and 285 for the three and six months ended June 30, 2015 , respectively. |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
Jun. 30, 2016 | |
FAIR VALUE MEASUREMENTS [Abstract] | |
Fair Value Disclosures [Text Block] | FAIR VALUE MEASUREMENTS Fair value measurements are based on a three-tier hierarchy that prioritizes the inputs used to measure fair value. These tiers include: Level 1, defined as observable inputs such as quoted market prices in active markets; Level 2, defined as inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly; and Level 3, defined as unobservable inputs for which little or no market data exists, therefore requiring an entity to develop its own assumptions. The following table summarizes the financial assets and liabilities measured at fair value on a recurring basis as of June 30, 2016 and December 31, 2015 : June 30, 2016 December 31, 2015 Level 1 Level 2 Level 3 Level 1 Level 2 Level 3 Cash and cash equivalents $ 33,519 $ — $ — $ 41,569 $ — $ — Our non-financial assets, which include long-lived assets, including goodwill, intangible assets and property and equipment, are not required to be measured at fair value on a recurring basis. However, on a periodic basis, or whenever events or changes in circumstances indicate that their carrying value may not be recoverable, we assess our long-lived assets for impairment. When impairment has occurred, such long-lived assets are written down to fair value. See Note 2, Summary of Significant Accounting Policies for further discussion of the Company's significant accounting policies. Debt Security Investments - Held to Maturity At June 30, 2016 and December 31, 2015 , the Company had approximately $34,521 and $34,717 , respectively, in debt security investments which were classified as held to maturity and carried at amortized cost. The carrying value of the debt securities approximates fair value. The Company has the intent and ability to hold these debt securities to maturity. Further, as of June 30, 2016 , the debt security investments are held in AA, A and BBB+ rated debt securities. |
Revenue and Accounts Receivable
Revenue and Accounts Receivable | 6 Months Ended |
Jun. 30, 2016 | |
REVENUE AND ACCOUNTS RECEIVABLE [Abstract] | |
Revenue and Accounts receivable [Text Block] | REVENUE AND ACCOUNTS RECEIVABLE Revenue for the three and six months ended June 30, 2016 and 2015 is summarized in the following tables: Three Months Ended June 30, 2016 2015 Revenue % of Revenue Revenue % of Revenue Medicaid $ 132,763 32.3 % $ 100,873 32.4 % Medicare 119,443 29.1 95,396 30.7 Medicaid — skilled 20,661 5.0 16,745 5.4 Total Medicaid and Medicare 272,867 66.4 213,014 68.5 Managed care 65,178 15.9 47,633 15.3 Private and other payors (1) 72,472 17.7 50,409 16.2 Revenue $ 410,517 100.0 % $ 311,056 100.0 % (1) Private and other payors also includes revenue from all payors generated in urgent care centers and other ancillary services. Six Months Ended June 30, 2016 2015 Revenue % of Revenue Revenue % of Revenue Medicaid $ 250,338 31.6 % $ 202,502 32.8 % Medicare 229,721 28.9 189,752 30.7 Medicaid — skilled 42,327 5.3 32,282 5.3 Total Medicaid and Medicare 522,386 65.8 424,536 68.8 Managed care 129,721 16.4 93,963 15.2 Private and other payors (1) 141,643 17.8 99,086 16.0 Revenue $ 793,750 100.0 % $ 617,585 100.0 % (1) Private and other payors also includes revenue from all payors generated in urgent care centers and other ancillary services. Accounts receivable as of June 30, 2016 and December 31, 2015 is summarized in the following table: June 30, 2016 December 31, 2015 Medicaid $ 96,999 $ 90,677 Managed care 63,244 56,411 Medicare 53,707 49,970 Private and other payors 46,327 42,276 260,277 239,334 Less: allowance for doubtful accounts (33,654 ) (30,308 ) Accounts receivable, net $ 226,623 $ 209,026 |
Business Segments (Notes)
Business Segments (Notes) | 6 Months Ended |
Jun. 30, 2016 | |
Business Segments [Abstract] | |
Segment Reporting Disclosure [Text Block] | BUSINESS SEGMENTS The Company has two reportable operating segments: (1) transitional, skilled and assisted living services (TSA services), which includes the operation of skilled nursing facilities and assisted and independent living facilities and is the largest portion of the Company's business and (2) home health and hospice services, which includes the Company's home health, home care and hospice businesses. The Company's Chief Executive Officer, who is the chief operating decision maker, or CODM, reviews financial information at the operating segment level. The Company also reports an “all other” category that includes results from its urgent care centers and other ancillary operations. The urgent care centers and other ancillary operations are neither significant individually nor in aggregate and therefore do not constitute a reportable segment. The reporting segments are business units that offer different services and that are managed separately to provide greater visibility into those operations. The "all other" category also includes operating expenses that the Company does not allocate to operating segments as these expenses are not included in the segment operating performance measures evaluated by the CODM. See also Note 12, Goodwill and Other Indefinite-Lived Intangible Assets for comparative information on changes in the carrying amount of goodwill by segment. As of June 30, 2016 , TSA services included 206 wholly-owned affiliated skilled nursing facilities that provide skilled nursing and rehabilitative care services, as well as wholly-owned affiliated assisted and independent living facilities that provide room and board and social services. Home health, home care and hospice services were provided to patients through the Company's 35 agencies. The Company's urgent care services, which is included in the "all other" category, were provided to patients by the Company's wholly owned urgent care operating subsidiaries. As of June 30, 2016 , the Company held majority membership interests in other ancillary operations, which operating results are included in the "all other" category. The Company evaluates performance and allocates capital resources to each segment based on an operating model that is designed to maximize the quality of care provided and profitability. General and administrative expenses are not allocated to any segment for purposes of determining segment profit or loss, and are included in the "all other" category in the selected segment financial data that follows. The accounting policies of the reporting segments are the same as those described in Note 2 , Summary of Significant Accounting Policies. The Company's CODM does not review assets by segment in his resource allocation and therefore assets by segment are not disclosed below. Segment revenues by major payor source were as follows: Three Months Ended June 30, 2016 TSA Services Home Health and Hospice Services All Other Total Revenue Revenue % Medicaid $ 130,052 $ 2,711 $ — $ 132,763 32.3 % Medicare 99,184 20,259 — 119,443 29.1 Medicaid-skilled 20,661 — — 20,661 5.0 Subtotal 249,897 22,970 — 272,867 66.4 Managed care 61,121 4,057 — 65,178 15.9 Private and other 60,107 1,466 10,899 72,472 17.7 Total revenue $ 371,125 $ 28,493 $ 10,899 $ 410,517 100.0 % Three Months Ended June 30, 2015 TSA Services Home Health and Hospice Services All Other Total Revenue Revenue % Medicaid $ 98,461 $ 2,412 $ — $ 100,873 32.4 % Medicare 81,831 13,565 — 95,396 30.7 Medicaid-skilled 16,745 — — 16,745 5.4 Subtotal 197,037 15,977 — 213,014 68.5 Managed care 45,241 2,392 — 47,633 15.3 Private and other 39,358 1,575 9,476 50,409 16.2 Total revenue $ 281,636 $ 19,944 $ 9,476 $ 311,056 100.0 % Six Months Ended June 30, 2016 TSA Services Home Health and Hospice Services All Other Total Revenue Revenue % Medicaid $ 245,052 $ 5,286 $ — $ 250,338 31.6 % Medicare 190,828 38,893 — 229,721 28.9 Medicaid-skilled 42,327 — — 42,327 5.3 Subtotal 478,207 44,179 — 522,386 65.8 Managed care 121,660 8,061 — 129,721 16.4 Private and other 116,641 2,919 22,083 141,643 17.8 Total revenue $ 716,508 $ 55,159 $ 22,083 $ 793,750 100.0 % Six Months Ended June 30, 2015 TSA Services Home Health and Hospice Services All Other Total Revenue Revenue % Medicaid $ 198,168 $ 4,334 $ — $ 202,502 32.8 % Medicare 163,521 26,231 — 189,752 30.7 Medicaid-skilled 32,282 — — 32,282 5.3 Subtotal 393,971 30,565 — 424,536 68.8 Managed care 89,348 4,615 — 93,963 15.2 Private and other 77,090 3,080 18,916 99,086 16.0 Total revenue $ 560,409 $ 38,260 $ 18,916 $ 617,585 100.0 % The following table sets forth selected financial data consolidated by business segment: Three Months Ended June 30, 2016 TSA Services Home Health and Hospice Services All Other Elimination Total Revenue from external customers $ 371,125 $ 28,493 $ 10,899 $ 410,517 Intersegment revenue (1) 781 — 694 (1,475 ) — Total revenue $ 371,906 $ 28,493 $ 11,593 $ (1,475 ) $ 410,517 Segment income (loss) (2) $ 36,098 $ 4,349 $ (20,638 ) $ — $ 19,809 Interest expense, net of interest income (1,168 ) Income before provision for income taxes $ 18,641 Depreciation and amortization $ 7,775 $ 229 $ 1,768 $ — $ 9,772 (1) Intersegment revenue represents services provided at the Company's skilled nursing facilities, urgent care centers and other ancillary operations to the Company's other operating subsidiaries. (2) Segment income excludes general and administrative expense for TSA services and home health and hospice services. General and administrative expense is included in "All Other" category. Three Months Ended June 30, 2015 TSA Services Home Health and Hospice Services All Other Elimination Total Revenue from external customers $ 281,636 $ 19,944 $ 9,476 $ 311,056 Intersegment revenue (1) 573 — 188 (761 ) — Total revenue $ 282,209 $ 19,944 $ 9,664 $ (761 ) $ 311,056 Segment income (loss) (2) $ 35,067 $ 2,996 $ (16,079 ) $ — $ 21,984 Interest expense, net of interest income (372 ) Income before provision for income taxes $ 21,612 Depreciation and amortization $ 4,877 $ 224 $ 1,278 $ — $ 6,379 (1) Intersegment revenue represents services provided at the Company's skilled nursing facilities, urgent care centers and other ancillary operations to the Company's other operating subsidiaries. (2) Segment income excludes general and administrative expense for TSA services and home health and hospice services. General and administrative expense is included in "All Other" category. Six Months Ended June 30, 2016 TSA Services Home Health and Hospice Services All Other Elimination Total Revenue from external customers $ 716,508 $ 55,159 $ 22,083 $ 793,750 Intersegment revenue (1) 1,491 — 965 (2,456 ) — Total revenue $ 717,999 $ 55,159 $ 23,048 $ (2,456 ) $ 793,750 Segment income (loss) (2) $ 66,954 $ 7,525 $ (38,356 ) $ — $ 36,123 Interest expense, net of interest income (2,303 ) Income before provision for income taxes $ 33,820 Depreciation and amortization $ 14,077 $ 496 $ 3,496 $ — $ 18,069 (1) Intersegment revenue represents services provided at the Company's skilled nursing facilities, urgent care centers and other ancillary operations to the Company's other operating subsidiaries. (2) Segment income excludes general and administrative expense for TSA services and home health and hospice services. General and administrative expense is included in "All Other" category. Six Months Ended June 30, 2015 TSA Services Home Health and Hospice Services All Other Elimination Total Revenue from external customers $ 560,409 $ 38,260 $ 18,916 $ 617,585 Intersegment revenue (1) 1,047 — 391 (1,438 ) — Total revenue $ 561,456 $ 38,260 $ 19,307 $ (1,438 ) $ 617,585 Segment income (loss) (2) $ 72,366 $ 5,671 $ (30,878 ) $ — $ 47,159 Interest expense, net of interest income (872 ) Income before provision for income taxes $ 46,287 Depreciation and amortization $ 9,826 $ 445 $ 2,625 $ — $ 12,896 (1) Intersegment revenue represents services provided at the Company's skilled nursing facilities, urgent care centers and other ancillary operations to the Company's other operating subsidiaries. (2) Segment income excludes general and administrative expense for TSA services and home health and hospice services. General and administrative expense is included in "All Other" category. |
Acquisitions
Acquisitions | 6 Months Ended |
Jun. 30, 2016 | |
ACQUISITIONS [Abstract] | |
Business Combination Disclosure [Text Block] | ACQUISITIONS The Company’s acquisition focus is to purchase or lease operating subsidiaries that are complementary to the Company’s current affiliated operations, accretive to the Company's business or otherwise advance the Company's strategy. The results of all the Company’s operating subsidiaries are included in the accompanying Interim Financial Statements subsequent to the date of acquisition. Acquisitions are accounted for using the acquisition method of accounting. The Company also enters into long-term leases that may include options to purchase the affiliated facilities. As a result, from time to time, the Company will acquire affiliated facilities that the Company has been operating under third-party leases. During the six months ended June 30, 2016 , the Company expanded its operations with the addition of one home health agency and two hospice agencies. In addition, the Company acquired eighteen stand-alone skilled nursing operations through purchases, a long-term master lease agreement and a sub-lease agreement. As part of this acquisition, the Company acquired the real estate at two of the skilled nursing operations and entered into long term leases for sixteen skilled nursing operations. The Company did not acquire any material assets or assume any liabilities other than the tenant's post-assumption rights and obligations under the long-term lease. The Company has also invested in new ancillary services that are complementary to its existing TSA services and home health and hospice businesses. The aggregate purchase price for these acquisitions for the six months ended June 30, 2016 was $56,292 . The expansion of skilled nursing operations added 2,177 operational skilled nursing beds operated by the Company's operating subsidiaries. The Company entered into a separate operations transfer agreement with the prior operator as part of each transaction. The Company also entered into three long-term lease agreements for newly constructed post-acute care campuses, which added 230 operational skilled nursing beds and 95 operational assisted living units, operated by the Company's operating subsidiaries. The table below presents the allocation of the purchase price for the operations acquired in business combinations during the six months ended June 30, 2016 and 2015 : Six Months Ended June 30, 2016 2015 Land $ 866 $ 8,321 Building and improvements 16,056 44,877 Equipment, furniture, and fixtures 7,998 2,204 Assembled occupancy 1,220 287 Definite-lived intangible assets 363 360 Goodwill 28,790 2,512 Favorable leases 393 2,069 Other indefinite-lived intangible assets 600 3,865 Other assets acquired, net of liabilities assumed 6 — Total acquisitions $ 56,292 $ 64,495 Subsequent to June 30, 2016 , the Company entered into one long-term agreement for newly constructed post-acute care campus and acquired one stand-alone skilled nursing operation for a purchase price of $5,500 , which included real estate. The expansion of the skilled nursing operations added 231 operational skilled nursing beds and 40 operational assisted living units operated by the Company's operating subsidiaries. |
Acquisitions - Pro Forma (Notes
Acquisitions - Pro Forma (Notes) | 6 Months Ended |
Jun. 30, 2016 | |
Acquisitions - Pro Forma [Abstract] | |
Business Acquisitions, Pro Forma Information [Text Block] | ACQUISITIONS - PRO FORMA FINANCIAL INFORMATION The Company has established an acquisition strategy that is focused on identifying acquisitions within its target markets that offer the greatest opportunity for investment return at attractive prices. The facilities acquired by the Company are frequently underperforming financially and can have regulatory and clinical challenges to overcome. Financial information, especially with underperforming facilities, is often inadequate, inaccurate or unavailable. As a result, the Company has developed an acquisition assessment program that is based on existing and potential resident mix, the local available market, referral sources and operating expectations based on the Company's experience with its existing facilities. Following an acquisition, the Company implements a well-developed integration program to provide a plan for transition and generation of profits from facilities that have a history of significant operating losses. Consequently, the Company believes that prior operating results are not meaningful as the information is not generally representative of the Company's current operating results or indicative of the integration potential of its newly acquired facilities. The following table represents pro forma results of consolidated operations as if the acquisitions acquired from January 1, 2016 through the issuance date of the financial statements had occurred at the beginning of 2015, after giving effect to certain adjustments. Three Months Ended June 30, Six Months Ended June 30, 2016 2015 2016 2015 Revenue $ 425,468 $ 352,180 $ 849,331 $ 699,832 Net income attributable to The Ensign Group, Inc. 11,477 13,213 20,363 28,252 Diluted net income per common share $ 0.22 $ 0.25 $ 0.39 $ 0.55 Our pro forma assumptions are as follows: • Revenues and operating costs were based on actual results from the prior operator or from regulatory filings where available. If actual results were not available, revenues and operating costs were estimated based on available partial operating results of the prior operator of the facility, or if no information was available, estimates were derived from the Company’s post-acquisition operating results for that particular facility. Prior year results for the 2016 acquisitions were obtained from available financial information provided by prior operators or available cost reports filed by the prior operators. • Interest expense is based upon the purchase price and average cost of debt borrowed during each respective year when applicable, and depreciation is calculated using the purchase price allocated to the related assets through acquisition accounting. The foregoing unaudited pro forma information is not indicative of what the results of operations would have been if the acquisitions had actually occurred at the beginning of the periods presented, and is not intended as a projection of future results or trends. Included in the table above are pro forma revenue generated during the three and six months ended June 30, 2016 , by individually immaterial business acquisitions completed through the issuance date of the Interim Financial Statements of $ 14,951 and $55,581 , respectively, $41,124 and $82,247 for the three and six months ended June 30, 2015 , respectively. Included in the table above are pro forma income and loss generated during the three and six months ended June 30, 2016 , by individually immaterial business acquisitions completed through the issuance date of the financial statements of $151 and $135 , respectively, and $25 and $108 , for the three and six months ended June 30, 2015 , respectively. |
Property and Equipment
Property and Equipment | 6 Months Ended |
Jun. 30, 2016 | |
PROPERTY AND EQUIPMENT [Abstract] | |
Property, Plant and Equipment Disclosure [Text Block] | PROPERTY AND EQUIPMENT— Net Property and equipment, net consist of the following: June 30, 2016 December 31, 2015 Land $ 42,888 $ 41,451 Buildings and improvements 171,598 151,434 Equipment 145,868 114,752 Furniture and fixtures 5,659 5,504 Leasehold improvements 77,712 68,405 Construction in progress 1,586 781 445,311 382,327 Less: accumulated depreciation (98,108 ) (82,694 ) Property and equipment, net $ 347,203 $ 299,633 See Note 8, Acquisitions for information on acquisitions during the six months ended June 30, 2016 . |
Intangible Assets - Net
Intangible Assets - Net | 6 Months Ended |
Jun. 30, 2016 | |
INTANGIBLE ASSETS — Net [Abstract] | |
Intangible Assets Disclosure [Text Block] | INTANGIBLE ASSETS — Net Weighted Average Life (Years) June 30, 2016 December 31, 2015 Gross Carrying Amount Accumulated Amortization Gross Carrying Amount Accumulated Amortization Intangible Assets Net Net Lease acquisition costs 24.7 $ 483 $ (68 ) $ 415 $ 604 $ (577 ) $ 27 Favorable leases 27.8 43,248 (4,257 ) 38,991 43,248 (2,923 ) 40,325 Assembled occupancy 0.3 1,817 (1,208 ) 609 4,779 (4,476 ) 303 Facility trade name 30.0 733 (256 ) 477 733 (244 ) 489 Customer relationships 17.4 5,653 (1,235 ) 4,418 5,300 (1,013 ) 4,287 Total $ 51,934 $ (7,024 ) $ 44,910 $ 54,664 $ (9,233 ) $ 45,431 Amortization expense was $1,410 and $2,497 for the three and six months ended June 30, 2016 , respectively, and $665 and $1,818 for the three and six months ended June 30, 2015 , respectively. Of the $2,497 in amortization expense incurred during the six months ended June 30, 2016 , approximately $913 related to the amortization of patient base intangible assets at recently acquired facilities, which is typically amortized over a period of four to eight months, depending on the classification of the patients and the level of occupancy in a new acquisition on the acquisition date. In addition, the Company identified intangible assets that have become fully amortized during the year and removed the fully amortized balances from the gross asset and accumulated amortization amounts. Estimated amortization expense for each of the years ending December 31 is as follows: Year Amount 2016 (remainder) $ 2,882 2017 3,049 2018 3,049 2019 2,920 2020 2,276 2021 2,836 Thereafter 27,898 $ 44,910 |
Goodwill and Other Indefinite-L
Goodwill and Other Indefinite-Lived Intangible Assets | 6 Months Ended |
Jun. 30, 2016 | |
GOODWILL AND OTHER INDEFINITE-LIVED INTANGIBLE ASSETS [Abstract] | |
Goodwill and Other Indefinite-Lived Intangibles [Text Block] | GOODWILL AND OTHER INDEFINITE-LIVED INTANGIBLE ASSETS The Company performs its annual goodwill impairment analysis during the fourth quarter of each year for each reporting unit that constitutes a business for which discrete financial information is produced and reviewed by operating segment management and provides services that are distinct from the other components of the operating segment. The Company tests for impairment by comparing the net assets of each reporting unit to their respective fair values. The Company determines the estimated fair value of each reporting unit using a discounted cash flow analysis. In the event a unit's net assets exceed its fair value, an implied fair value of goodwill must be determined by assigning the unit's fair value to each asset and liability of the unit. The excess of the fair value of the reporting unit over the amounts assigned to its assets and liabilities is the implied fair value of goodwill. An impairment loss is measured by the difference between the goodwill carrying value and the implied fair value. The following table represents activity in goodwill by segment as of and for the six months ended June 30, 2016 : Goodwill TSA Services Home Health and Hospice Services All Other Total January 1, 2016 $ 17,759 $ 16,102 $ 7,025 $ 40,886 Purchase price adjustment — — (26 ) (26 ) Additions 26,415 245 2,130 28,790 June 30, 2016 $ 44,174 $ 16,347 $ 9,129 $ 69,650 As of June 30, 2016 , the Company anticipates that total goodwill recognized will be fully deductible for tax purposes. See further discussion of goodwill acquired at Note 8, Acquisitions . Other indefinite-lived intangible assets consists of the following: June 30, 2016 December 31, 2015 Trade name $ 1,915 $ 1,915 Medicare and Medicaid Licenses 17,331 16,731 $ 19,246 $ 18,646 |
Restricted and Other Assets
Restricted and Other Assets | 6 Months Ended |
Jun. 30, 2016 | |
RESTRICTED AND OTHER ASSETS [Abstract] | |
Other Assets Disclosure [Text Block] | RESTRICTED AND OTHER ASSETS Restricted and other assets consist of the following: June 30, 2016 December 31, 2015 Debt issuance costs, net $ 2,896 $ 2,021 Long-term insurance losses recoverable asset 4,258 2,881 Deposits with landlords 4,519 3,969 Capital improvement reserves with landlords and lenders 834 760 Restricted and other assets $ 12,507 $ 9,631 Included in restricted and other assets as of June 30, 2016 , are anticipated insurance recoveries related to the Company's general and professional liability claims that are recorded on a gross rather than net basis in accordance with an Accounting Standards Update issued by the FASB. |
Other Accrued Liabilities
Other Accrued Liabilities | 6 Months Ended |
Jun. 30, 2016 | |
OTHER ACCRUED LIABILITIES [Abstract] | |
Other Liabilities Disclosure [Text Block] | OTHER ACCRUED LIABILITIES Other accrued liabilities consist of the following: June 30, 2016 December 31, 2015 Quality assurance fee $ 4,019 $ 6,120 Refunds payable 15,424 13,252 Deferred revenue 5,058 6,696 Cash held in trust for patients 2,372 3,016 Resident deposits 5,918 5,884 Dividends payable 2,045 2,072 Property taxes 5,752 4,230 Charges related to operational closure 1,987 — Other 4,778 4,935 Other accrued liabilities $ 47,353 $ 46,205 Quality assurance fee represents amounts payable to Arizona, California, Colorado, Idaho, Iowa, Kansas, Nebraska, Utah, Washington and Wisconsin as a result of a mandated fee based on patient days. Refunds payable includes payables related to overpayments and duplicate payments from various payor sources. Deferred revenue occurs when the Company receives payments in advance of services provided. Resident deposits include refundable deposits to patients. Cash held in trust for patients reflects monies received from, or on behalf of, patients. Maintaining a trust account for patients is a regulatory requirement and, while the trust assets offset the liabilities, the Company assumes a fiduciary responsibility for these funds. The cash balance related to this liability is included in other current assets in the accompanying condensed consolidated balance sheets. |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2016 | |
INCOME TAXES [Abstract] | |
Income Tax Disclosure [Text Block] | INCOME TAXES The Company is not currently under examination by any major income tax jurisdiction. During 2016, the statutes of limitations will lapse on the Company's 2012 Federal tax year and certain 2011 and 2012 state tax years. The Company does not believe the Federal or state statute lapses or any other event will significantly impact the balance of unrecognized tax benefits in the next twelve months. The net balance of unrecognized tax benefits was not material to the Interim Financial Statements for the three and six months ended June 30, 2016 or 2015. The Company recorded total pre-tax charges and expenses related to the closure of one facility during the six months ended June 30, 2016 for a total charge of $7,935 . There were no similar charges during the three months ended June 30, 2016 . The Company recorded estimated tax benefits of $0 and $3,065 for the three and six months ended June 30, 2016 , respectively. Similar charges did not occur during the three and six months ended June 30, 2015 . See Note 18, Leases . |
Debt
Debt | 6 Months Ended |
Jun. 30, 2016 | |
DEBT [Abstract] | |
Debt Disclosure [Text Block] | DEBT Long-term debt consists of the following: June 30, 2016 December 31, 2015 Credit facility with SunTrust, interest payable monthly and quarterly $ 170,000 $ 85,000 Mortgage loans and promissory note, principal and interest payable monthly, interest at fixed rate 14,356 14,671 184,356 99,671 Less current maturities (634 ) (620 ) $ 183,722 $ 99,051 Amended Credit Facility with a Lending Consortium Arranged by SunTrust (the Amended Credit Facility) On February 5, 2016, the Company amended its existing revolving credit facility with a lending consortium arranged by SunTrust to increase its aggregate principal amount available to $250,000 (the Amended Credit Facility). Under the Amended Credit Facility, the Company may seek to obtain incremental revolving or term loans in an aggregate amount not to exceed $150,000 . The interest rates applicable to loans under the Amended Credit Facility are, at the Company's option, equal to either a base rate plus a margin ranging from 0.75% to 1.75% per annum or LIBOR plus a margin ranging from 1.75% to 2.75% per annum, based on the Consolidated Total Net Debt to Consolidated EBITDA ratio (as defined in the agreement). In addition, the Company will pay a commitment fee on the unused portion of the commitments under the Amended Credit Facility that will range from 0.30% to 0.50% per annum, depending on the Consolidated Total Net Debt to Consolidated EBITDA ratio of the Company and our subsidiaries. Loans made under the Amended Credit Facility are not subject to interim amortization. The Company is not required to repay any loans under the Amended Credit Facility prior to maturity, other than to the extent the outstanding borrowings exceed the aggregate commitments under the Amended Credit Facility. The Company is permitted to prepay all or any portion of the loans under the Amended Credit Facility prior to maturity without premium or penalty, subject to reimbursement of any LIBOR breakage costs of the lenders. As of June 30, 2016 , the Company's operating subsidiaries had $170,000 outstanding under the Amended Credit Facility. The Amended Credit Facility is secured by a pledge of stock of the Company's material operating subsidiaries as well as a first lien on substantially all of its personal property. The Amended Credit Facility contains customary covenants that, among other things, restrict, subject to certain exceptions, the ability of the Company and its operating subsidiaries to grant liens on their assets, incur indebtedness, sell assets, make investments, engage in acquisitions, mergers or consolidations, amend certain material agreements and pay certain dividends and other restricted payments. Under the Amended Credit Facility, the Company must comply with financial maintenance covenants to be tested quarterly, consisting of a maximum Consolidated Total Net Debt to consolidated EBITDA ratio (which shall be increased to 3.50 : 1.00 for the current fiscal quarter and the immediate following three fiscal quarters), and a minimum interest/rent coverage ratio (which cannot be below 1.50 : 1.00 ). The majority of lenders can require that the Company and its operating subsidiaries mortgage certain of its real property assets to secure the Amended Credit Facility if an event of default occurs, the Consolidated Total Net Debt to consolidated EBITDA ratio is above 2.75 : 1.00 for two consecutive fiscal quarters, or its liquidity is equal or less than 10% of the Aggregate Revolving Commitment Amount (as defined in the agreement) for ten consecutive business days, provided that such mortgages will no longer be required if the event of default is cured, the Consolidated Total Net Debt to consolidated EBITDA ratio is below 2.75 : 1.00 for two consecutive fiscal quarters, or its liquidity is above 10% of the Aggregate Revolving Commitment Amount (as defined in the agreement) or ninety consecutive days, as applicable. As of June 30, 2016 , the Company was in compliance with all loan covenants. On July 19, 2016, the Company entered into the second amendment to the Amended Credit Facility (Second Amended Credit Facility), which amended the existing credit agreement, dated as of February 5, 2016, to increase the aggregate principal amount up to $450,000 comprised of a $300,000 revolving credit facility and a $150,000 term loan. Borrowings under the term loan portion of the Second Amended Credit Facility mature on February 5, 2021 and amortize in equal quarterly installments, in an aggregate annual amount equal to 5.0% per annum of the original principal amount. The interest rates and commitment fee applicable to the Second Amended Credit Facility are similar to the Amended Credit Facility. Except as set forth in the Second Amended Credit Facility, all other terms and conditions of the Amended Credit Facility remained in full force and effect as described above. As of July 29, 2016 , there was approximately $177,000 outstanding under the Second Amended Credit Facility. Mortgage Loans and Promissory Note The Company had outstanding indebtedness under mortgage loans and promissory note issued in connection with various acquisitions. The mortgage loans are insured with the U.S. Department of Housing and Urban Development (HUD), which subjects the Company's operating subsidiaries to HUD oversight and periodic inspections. The mortgage loans and note bear fixed interest rates between 2.6% and 5.3% per annum. Amounts borrowed under the mortgage loans may be prepaid starting after the second anniversary of the notes subject to prepayment fees of the principal balance on the date of prepayment. These prepayment fees are reduced by 1.0% per year for years three through eleven of the loan. There is no prepayment penalty after year eleven . The term of the mortgage loans and note is between 12 and 33 years . The mortgage loans and note are secured by the real property comprising the facilities and the rents, issues and profits thereof, as well as all personal property used in the operation of the facilities. As of June 30, 2016 , the Company's operating subsidiaries had $14,356 outstanding under the mortgage loans and note, of which $634 is classified as short-term and the remaining $13,722 is classified as long-term. As of June 30, 2016 , the Company was in compliance with all loan covenants. Based on Level 2, the carrying value of the Company's long-term debt is considered to approximate the fair value of such debt for all periods presented based upon the interest rates that the Company believes it can currently obtain for similar debt. Off-Balance Sheet Arrangements As of June 30, 2016 , the Company had approximately $2,310 on the Amended Credit Facility of borrowing capacity pledged as collateral to secure outstanding letters of credit. |
Options and Awards
Options and Awards | 6 Months Ended |
Jun. 30, 2016 | |
OPTIONS AND AWARDS [Abstract] | |
Disclosure of Compensation Related Costs, Share-based Payments [Text Block] | OPTIONS AND AWARDS All per share amounts and numbers of common shares outstanding presented below reflect the two-for-one stock split that was effected in the fourth quarter of 2015. See further details in Note 2 , Summary of Significant Accounting Policies. Stock-based compensation expense consists of share-based payment awards made to employees and directors, including employee stock options and restricted stock awards, based on estimated fair values. As stock-based compensation expense recognized in the Company’s consolidated condensed statements of income for the three and six months ended June 30, 2016 and 2015 was based on awards ultimately expected to vest, it has been reduced for estimated forfeitures. The Company estimates forfeitures at the time of grant and, if necessary, revises the estimate in subsequent periods if actual forfeitures differ. Stock Options The Company has three option plans, the 2001 Stock Option, Deferred Stock and Restricted Stock Plan (2001 Plan), the 2005 Stock Incentive Plan (2005 Plan) and the 2007 Omnibus Incentive Plan (2007 Plan), all of which have been approved by the Company's stockholders. The total number of shares available under all of the Company’s stock incentive plans was 3,252 as of June 30, 2016 . The Company uses the Black-Scholes option-pricing model to recognize the value of stock-based compensation expense for all share-based payment awards. Determining the appropriate fair-value model and calculating the fair value of stock-based awards at the grant date requires considerable judgment, including estimating stock price volatility, expected option life and forfeiture rates. The Company develops estimates based on historical data and market information, which can change significantly over time. The Company granted 288 options and 214 restricted stock awards from the 2007 Plan during the six months ended June 30, 2016 . The Company used the following assumptions for stock options granted during the three months ended June 30, 2016 and 2015 : Grant Year Options Granted Weighted Average Risk-Free Rate Expected Life Weighted Average Volatility Weighted Average Dividend Yield 2016 121 1.49% 6.5 years 41.1% 0.79% 2015 150 1.71% 6.5 years 40.0% 0.62% The Company used the following assumptions for stock options granted during the six months ended June 30, 2016 and 2015 : Grant Year Options Granted Weighted Average Risk-Free Rate Expected Life Weighted Average Volatility Weighted Average Dividend Yield 2016 288 1.40% 6.5 years 39.2% 0.78% 2015 294 1.58% 6.5 years 42.1% 0.63% For the six months ended June 30, 2016 and 2015 , the following represents the exercise price and fair value displayed at grant date for stock option grants: Grant Year Granted Weighted Average Exercise Price Weighted Average Fair Value of Options 2016 288 $ 19.76 $ 7.42 2015 294 $ 22.57 $ 9.23 The weighted average exercise price equaled the weighted average fair value of common stock on the grant date for all options granted during the periods ended June 30, 2016 and 2015 and therefore, the intrinsic value was $0 at date of grant. The following table represents the employee stock option activity during the six months ended June 30, 2016 : Number of Options Outstanding Weighted Average Exercise Price Number of Options Vested Weighted Average Exercise Price of Options Vested January 1, 2016 5,448 $ 10.36 2,526 $ 6.35 Granted 288 19.76 Forfeited (50 ) 12.56 Exercised (288 ) 5.90 June 30, 2016 5,398 $ 11.08 2,795 $ 7.52 The following summary information reflects stock options outstanding, vested and related details as of June 30, 2016 : Stock Options Vested Stock Options Outstanding Number Outstanding Black-Scholes Fair Value Remaining Contractual Life (Years) Vested and Exercisable Year of Grant Exercise Price 2006 1.93 - 2.05 44 115 1 44 2008 2.56 - 4.06 457 675 2 457 2009 4.06 - 4.56 621 1,329 3 621 2010 4.77 - 4.96 158 382 4 158 2011 5.90 - 7.99 194 657 5 158 2012 6.56 - 7.96 570 2,101 6 338 2013 7.98 - 11.49 661 3,227 7 312 2014 10.55 - 18.94 1,790 10,109 8 652 2015 21.47 - 25.24 616 5,590 9 55 2016 19.58 - 19.89 287 2,530 10 — Total 5,398 $ 26,715 2,795 Restricted Stock Awards The Company granted 52 and 214 restricted stock awards during the three and six months ended June 30, 2016 , respectively. The Company granted 51 and 181 restricted stock awards during the three and six months ended June 30, 2015 , respectively. All awards were granted at an exercise price of $0 and generally vest over five years . The fair value per share of restricted awards granted during the six months ended June 30, 2016 ranged from $19.58 to $23.23 . A summary of the status of the Company's non-vested restricted stock awards as of June 30, 2016 and changes during the six months ended June 30, 2016 is presented below: Non-Vested Restricted Awards Weighted Average Grant Date Fair Value Nonvested at January 1, 2016 425 $ 19.79 Granted 214 21.06 Vested (198 ) 19.97 Forfeited (5 ) 18.90 Nonvested at June 30, 2016 436 $ 20.34 During the three and six months ended June 30, 2016 , the Company granted 8 and 16 automatic quarterly stock awards to non-employee directors for their service on the Company's board of directors. The fair value per share of these stock awards ranged from $21.26 to $23.23 based on the market price on the grant date. Total share-based compensation expense recognized for the three and six months ended June 30, 2016 and 2015 was as follows: Three Months Ended June 30, Six Months Ended 2016 2015 2016 2015 Share-based compensation expense related to stock options $ 1,319 $ 1,165 $ 2,503 $ 2,121 Share-based compensation expense related to restricted stock awards 652 434 1,200 850 Share-based compensation expense related to stock awards to non-employee directors 166 134 319 255 Total $ 2,137 $ 1,733 $ 4,022 $ 3,226 In future periods, the Company expects to recognize approximately $14,846 and $7,654 in share-based compensation expense for unvested options and unvested restricted stock awards, respectively, that were outstanding as of June 30, 2016 . Future share-based compensation expense will be recognized over 3.3 and 3.6 weighted average years for unvested options and restricted stock awards, respectively. There were 2,603 unvested and outstanding options at June 30, 2016 , of which 2,437 are expected to vest. The weighted average contractual life for options outstanding, vested and expected to vest at June 30, 2016 was 6.3 years. The aggregate intrinsic value of options outstanding, vested, expected to vest and exercised as of and for the six months ended June 30, 2016 and as of and for the twelve months ended December 31, 2015 is as follows: Options June 30, 2016 December 31, 2015 Outstanding $ 55,019 $ 67,508 Vested 37,786 41,128 Expected to vest 15,479 23,508 Exercisable 4,294 8,709 The intrinsic value is calculated as the difference between the market value of the underlying common stock and the exercise price of the options. Equity Instrument Denominated in the Shares of a Subsidiary On May 26, 2016, the Company implemented a management equity plan and granted stock options and restricted stock awards of a subsidiary of the Company to employees and management of that subsidiary (Subsidiary Equity Plan). These awards generally vest over a period of five years or upon the occurrence of certain prescribed events. The value of the stock options and restricted stock awards is tied to the value of the common stock of the subsidiary. The awards can be put to the Company at various prescribed dates, which in no event is earlier than six months after vesting of the restricted awards or exercise of the stock options. The Company can also call the awards, generally upon employee termination. The grant-date fair value of the 2016 awards is $4,623 , which will be recognized as compensation expense over the relevant vesting periods, with a corresponding adjustment to noncontrolling interests. The grant value was determined based on an independent valuation of the subsidiary shares. For the three and six months ended June 30, 2016 , the Company expensed $643 in share-based compensation related to the Subsidiary Equity Plan. There was no expense incurred for the three and six months ended June 30, 2015 as the plan was implemented in the second quarter of 2016. The aggregate number of the Company's common shares that would be required to settle these awards at current estimated fair values, including vested and unvested awards, at June 30, 2016 is 226 . There was no comparable amount at June 30, 2015 as the plan was implemented in the second quarter of 2016. |
Leases (Notes)
Leases (Notes) | 6 Months Ended |
Jun. 30, 2016 | |
Leases [Abstract] | |
Leases of Lessee Disclosure [Text Block] | LEASES The Company leases from CareTrust REIT, Inc. (CareTrust) real property associated with 93 affiliated skilled nursing, assisted living and independent living facilities used in the Company’s operations under eight “triple-net” master lease agreements (collectively, the Master Leases), which ranges from 12 to 19 years. At the Company’s option, the Master Leases may be extended for two or three five-year renewal terms beyond the initial term, on the same terms and conditions. The extension of the term of any of the Master Leases is subject to the following conditions: (1) no event of default under any of the Master Leases having occurred and being continuing; and (2) the tenants providing timely notice of their intent to renew. The term of the Master Leases is subject to termination prior to the expiration of the then current term upon default by the tenants in their obligations, if not cured within any applicable cure periods set forth in the Master Leases. The Company does not have the ability to terminate the obligations under a Master Lease prior to its expiration without CareTrust’s consent. If a Master Lease is terminated prior to its expiration other than with CareTrust’s consent, the Company may be liable for damages and incur charges such as continued payment of rent through the end of the lease term and maintenance and repair costs for the leased property. Commencing the third year, the rent structure under the Master Leases includes a fixed component, subject to annual escalation equal to the lesser of (1) the percentage change in the Consumer Price Index (but not less than zero) or (2) 2.5% . In addition to rent, the Company is required to pay the following: (1) all impositions and taxes levied on or with respect to the leased properties (other than taxes on the income of the lessor); (2) all utilities and other services necessary or appropriate for the leased properties and the business conducted on the leased properties; (3) all insurance required in connection with the leased properties and the business conducted on the leased properties; (4) all facility maintenance and repair costs; and (5) all fees in connection with any licenses or authorizations necessary or appropriate for the leased properties and the business conducted on the leased properties. Total rent expense under the Master Leases was approximately $14,039 and $28,039 for the three and six months ended June 30, 2016 , respectively, and $14,000 and $28,000 for the three and six months ended June 30, 2015 , respectively. Among other things, under the Master Leases, the Company must maintain compliance with specified financial covenants measured on a quarterly basis, including a portfolio coverage ratio and a minimum rent coverage ratio. The Master Leases also include certain reporting, legal and authorization requirements. The Company is not aware of any defaults as of June 30, 2016 . During the first quarter of 2016, the Company voluntarily discontinued operations in one of its skilled nursing facilities in order to preserve the overall ability to serve the residents in surrounding counties after careful consideration and some clinical survey challenges. As part of this closure, the Company entered into an agreement with its landlord allowing for the closure of the property as well as other provisions to allow its landlord to transfer the property and the licenses free and clear of the applicable master lease. This arrangement will not impact the rent expense to be paid in 2016 or expected to be paid in future periods and will have no material impact on the Company's lease coverage ratios under the Master Leases. The Company recorded continued obligation under the lease and related closing expenses of $7,935 , including the present value of rental payments of approximately $6,512 , which was recognized in the first quarter of 2016. Residents of the affected facility were transferred to other local skilled nursing facilities. The Company also leases certain affiliated operations and its administrative offices under non-cancelable operating leases, most of which have initial lease terms ranging from five to 20 years . The Company has entered into multiple lease agreements with various landlords to operate newly constructed state-of-the-art, full-service healthcare resorts upon completion of construction. The term of each lease is 15 years with two five -year renewal options and is subject to annual escalation equal to the percentage change in the Consumer Price Index with a stated cap percentage. In addition, the Company leases certain of its equipment under non-cancelable operating leases with initial terms ranging from three to five years . Most of these leases contain renewal options, certain of which involve rent increases. Total rent expense, inclusive of straight-line rent adjustments and rent associated with the Master Leases noted above, was $30,916 and $58,051 for the three and six months ended June 30, 2016 , respectively, and $19,180 and $38,261 for the three and six months ended June 30, 2015 , respectively. Future minimum lease payments for all leases as of June 30, 2016 are as follows: Year Amount 2016 (remainder) 66,091 2017 136,362 2018 143,338 2019 142,875 2020 142,023 2021 141,340 Thereafter 1,167,512 $ 1,939,541 Thirty-seven of the Company’s affiliated facilities, excluding the facilities that are operated under the Master Leases with CareTrust, are operated under five separate master lease arrangements. Under these master leases, a breach at a single facility could subject one or more of the other facilities covered by the same master lease to the same default risk. Failure to comply with Medicare and Medicaid provider requirements is a default under several of the Company’s leases, master lease agreements and debt financing instruments. In addition, other potential defaults related to an individual facility may cause a default of an entire master lease portfolio and could trigger cross-default provisions in the Company’s outstanding debt arrangements and other leases. With an indivisible lease, it is difficult to restructure the composition of the portfolio or economic terms of the lease without the consent of the landlord. In addition, a number of the Company's individual facility leases are held by the same or related landlords, and some of these leases include cross-default provisions that could cause a default at one facility to trigger a technical default with respect to others, potentially subjecting certain leases and facilities to the various remedies available to the landlords under separate but cross-defaulted leases. The Company is not aware of any defaults as of June 30, 2016 . |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2016 | |
COMMITMENTS AND CONTINGENCIES [Abstract] | |
Commitments and Contingencies Disclosure [Text Block] | COMMITMENTS AND CONTINGENCIES Regulatory Matters — Laws and regulations governing Medicare and Medicaid programs are complex and subject to interpretation. Compliance with such laws and regulations can be subject to future governmental review and interpretation, as well as significant regulatory action including fines, penalties, and exclusion from certain governmental programs. The Company believes that it is in compliance in all material respects with all applicable laws and regulations. Cost-Containment Measures — Both government and private pay sources have instituted cost-containment measures designed to limit payments made to providers of healthcare services, and there can be no assurance that future measures designed to limit payments made to providers will not adversely affect the Company. Indemnities — From time to time, the Company enters into certain types of contracts that contingently require the Company to indemnify parties against third-party claims. These contracts primarily include (i) certain real estate leases, under which the Company may be required to indemnify property owners or prior facility operators for post-transfer environmental or other liabilities and other claims arising from the Company’s use of the applicable premises, (ii) operations transfer agreements, in which the Company agrees to indemnify past operators of facilities the Company acquires against certain liabilities arising from the transfer of the operation and/or the operation thereof after the transfer, (iii) certain lending agreements, under which the Company may be required to indemnify the lender against various claims and liabilities, and (iv) certain agreements with the Company’s officers, directors and employees, under which the Company may be required to indemnify such persons for liabilities arising out of their employment relationships. The terms of such obligations vary by contract and, in most instances, a specific or maximum dollar amount is not explicitly stated therein. Generally, amounts under these contracts cannot be reasonably estimated until a specific claim is asserted. Consequently, because no claims have been asserted, no liabilities have been recorded for these obligations on the Company’s balance sheets for any of the periods presented. Litigation — The skilled nursing business involves a significant risk of liability given the age and health of the patients and residents served by the Company's operating subsidiaries. The Company, its operating subsidiaries, and others in the industry are subject to an increasing number of claims and lawsuits, including professional liability claims, alleging that services provided have resulted in personal injury, elder abuse, wrongful death or other related claims. The defense of these lawsuits may result in significant legal costs, regardless of the outcome, and can result in large settlement amounts or damage awards. In addition to the potential lawsuits and claims described above, the Company is also subject to potential lawsuits under the Federal False Claims Act and comparable state laws alleging submission of fraudulent claims for services to any healthcare program (such as Medicare) or payor. A violation may provide the basis for exclusion from federally-funded healthcare programs. Such exclusions could have a correlative negative impact on the Company’s financial performance. Some states, including California, Arizona and Texas, have enacted similar whistleblower and false claims laws and regulations. In addition, the Deficit Reduction Act of 2005 created incentives for states to enact anti-fraud legislation modeled on the Federal False Claims Act. As such, the Company could face increased scrutiny, potential liability and legal expenses and costs based on claims under state false claims acts in markets in which it does business. In May 2009, Congress passed the Fraud Enforcement and Recovery Act (FERA) of 2009 which made significant changes to the Federal False Claims Act (FCA), expanding the types of activities subject to prosecution and whistleblower liability. Following changes by FERA, health care providers face significant penalties for the knowing retention of government overpayments, even if no false claim was involved. Health care providers can now be liable for knowingly and improperly avoiding or decreasing an obligation to pay money or property to the government. This includes the retention of any government overpayment. The government can argue, therefore, that a FCA violation can occur without any affirmative fraudulent action or statement, as long as it is knowingly improper. In addition, FERA extended protections against retaliation for whistleblowers, including protections not only for employees, but also contractors and agents. Thus, there is generally no need for an employment relationship in order to qualify for protection against retaliation for whistleblowing. Healthcare litigation (including class action litigation) is common and is filed based upon a wide variety of claims and theories, and we are routinely subjected to varying types of claims. One particular type of suit arises from alleged violations of state-established minimum staffing requirements for skilled nursing facilities. Failure to meet these requirements can, among other things, jeopardize a facility's compliance with conditions of participation under certain state and federal healthcare programs; it may also subject the facility to a notice of deficiency, a citation, civil monetary penalty, or litigation. These class-action “staffing” suits have the potential to result in large jury verdicts and settlements, and have become more prevalent in the wake of a previous substantial jury award against one of the Company's competitors. The Company expects the plaintiff's bar to continue to be aggressive in their pursuit of these staffing and similar claims. The Company has in the past been subject to class action litigation involving claims of alleged violations of regulatory requirements related to staffing. While the Company has been able to settle these claims without a material ongoing adverse effect on its business, future claims could be brought that may materially affect its business, financial condition and results of operations. Other claims and suits, including class actions, continue to be filed against us and other companies in our industry. If there were a significant increase in the number of these claims or an increase in amounts owing should plaintiffs be successful in their prosecution of these claims, this could materially adversely affect the Company’s business, financial condition, results of operations and cash flows. The Company and its operating subsidiaries have been, and continue 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 as well as employment related claims. The Company does not believe that the ultimate resolution of these actions will have a material adverse effect on the Company’s business, cash flows, financial condition or results of operations. A significant increase in the number of these claims or an increase in amounts owing should plaintiffs be successful in their prosecution of these claims, could materially adversely affect the Company’s business, financial condition, results of operations and cash flows. Other claims and suits continue to be filed against us and other companies in our industry. By way of recent example, the Company defended a general/premise liability claim in San Luis Obispo, California, on behalf of an affiliated facility, involving an injury to a non-employee/contractor. The Company estimates that the settlement relative to this case will be approximately $1,586 , which was recorded in the condensed consolidated financial statements in the quarter ended June 30, 2016. There will not be a material ongoing adverse effect on the Company's business, financial condition or results of operations in connection with the verdict. The Company cannot predict or provide any assurance as to the possible outcome of any litigation. If any litigation were to proceed, and the Company and its operating subsidiaries are subjected to, alleged to be liable for, or agrees to a settlement of, claims or obligations under Federal Medicare statutes, the Federal False Claims Act, or similar State and Federal statutes and related regulations, the Company's business, financial condition and results of operations and cash flows could be materially and adversely affected and its stock price could be adversely impacted. Among other things, any settlement or litigation could involve the payment of substantial sums to settle any alleged civil violations, and may also include the assumption of specific procedural and financial obligations by the Company or its subsidiaries going forward under a corporate integrity agreement and/or other arrangement with the government. Medicare Revenue Recoupments — The Company is subject to reviews relating to Medicare services, billings and potential overpayments. As of June 30, 2016 , eleven operating subsidiaries were subject to probe reviews, both pre- and post-payment. Five of these reviews have successfully closed and six are in process. The Company anticipates that these probe reviews will increase in frequency in the future. If a facility fails prepayment review, the facility could then be subject to undergo targeted review, which is a review that targets perceived claims deficiencies. U.S. Government Inquiry — In October 2013, the Company completed and executed a settlement agreement (the Settlement Agreement) with the DOJ and received the final approval of the Office of Inspector General-HHS and the United States District Court for the Central District of California. Pursuant to the Settlement Agreement, the Company made a single lump-sum remittance to the government in the amount of $48,000 in October 2013. The Company has denied engaging in any illegal conduct and has agreed to the settlement amount without any admission of wrongdoing in order to resolve the allegations and to avoid the uncertainty and expense of protracted litigation. In connection with the settlement and effective as of October 1, 2013, the Company entered into a five-year corporate integrity agreement (the CIA) with the Office of Inspector General-HHS. The CIA acknowledges the existence of the Company’s current compliance program, which is in accord with the Office of the Inspector General (OIG)’s guidance related to an effective compliance program, and requires that the Company continue during the term of the CIA to maintain a program designed to promote compliance with the statutes, regulations, and written directives of Medicare, Medicaid, and all other Federal health care programs. The Company is also required to notify the Office of Inspector General-HHS in writing, of, among other things: (i) any ongoing government investigation or legal proceeding involving an allegation that the Company has committed a crime or has engaged in fraudulent activities; (ii) any other matter that a reasonable person would consider a probable violation of applicable criminal, civil, or administrative laws related to compliance with federal healthcare programs; and (iii) any change in location, sale, closing, purchase, or establishment of a new business unit or location related to items or services that may be reimbursed by federal health care programs. The Company is also required to retain an Independent Review Organization (IRO) to review certain clinical documentation annually for the term of the CIA. The Company has met the requirements of its second year under the Settlement Agreement and passed its IRO audits. Participation in federal healthcare programs by the Company is not affected by the Settlement Agreement or the CIA. In the event of an uncured material breach of the CIA, the Company could be excluded from participation in federal healthcare programs and/or subject to prosecution. Concentrations Credit Risk — The Company has significant accounts receivable balances, the collectability of which is dependent on the availability of funds from certain governmental programs, primarily Medicare and Medicaid. These receivables represent the only significant concentration of credit risk for the Company. The Company does not believe there are significant credit risks associated with these governmental programs. The Company believes that an appropriate allowance has been recorded for the possibility of these receivables proving uncollectible, and continually monitors and adjusts these allowances as necessary. The Company’s receivables from Medicare and Medicaid payor programs accounted for approximately 57.9% and 58.8% of its total accounts receivable as of June 30, 2016 and December 31, 2015 , respectively. Revenue from reimbursement under the Medicare and Medicaid programs accounted for 66.4% and 65.8% of the Company's revenue for the three and six months ended June 30, 2016 , respectively, and 68.5% and 68.8% for the three and six months ended June 30, 2015 , respectively. Cash in Excess of FDIC Limits — The Company currently has bank deposits with financial institutions in the U.S. that exceed FDIC insurance limits. FDIC insurance provides protection for bank deposits up to $250 . In addition, the Company has uninsured bank deposits with a financial institution outside the U.S. As of July 29, 2016 , the Company had approximately $1,400 in uninsured cash deposits. All uninsured bank deposits are held at high quality credit institutions. |
Significant Accounting Polici25
Significant Accounting Policies Level 2 (Policies) | 6 Months Ended |
Jun. 30, 2016 | |
Accounting Policies [Abstract] | |
Basis of Accounting, Policy [Policy Text Block] | Basis of Presentation — The accompanying Interim Financial Statements have been prepared in accordance with accounting principles generally accepted in the United States (GAAP). The Company is the sole member or shareholder of various consolidated limited liability companies and corporations established to operate various acquired skilled nursing and assisted living operations, home health, hospice and home care operations, urgent care centers and related ancillary services. All intercompany transactions and balances have been eliminated in consolidation. 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 The Ensign Group, Inc. and the noncontrolling interest in its consolidated statements of income. The consolidated financial statements include the accounts of all entities controlled by the Company through its ownership of a majority voting interest and the accounts of any variable interest entities (VIEs) where the Company is subject to a majority of the risk of loss from the VIE's activities, or entitled to receive a majority of the entity's residual returns, or both. The Company assesses the requirements related to the consolidation of VIEs, including a qualitative assessment of power and economics that considers which entity has the power to direct the activities that "most significantly impact" the VIE's economic performance and has the obligation to absorb losses of, or the right to receive benefits that could be potentially significant to, the VIE. The Company's relationship with variable interest entities was not material at June 30, 2016 . On December 9, 2015, the Company announced a two-for-one stock split of its outstanding shares of common stock. The stock split was effected in the form of a stock dividend, paid on December 23, 2015 to shareholders of record at the close of business on December 17, 2015. Common stock began trading at the split-adjusted price on December 24, 2015. All applicable share numbers and per share amounts presented in the notes to condensed consolidated financial statements and the condensed consolidated statements of income have been retroactively adjusted to reflect the stock split. The par value of the Company's common stock remained unchanged at $0.001 per share. |
Reclassifications [Text Block] | Reclassifications - Prior period results reflect reclassifications, for comparative purposes, related to the early adoption of authoritative guidance for the presentation of deferred taxes. Deferred tax assets have been presented on the balance sheet as a non-current asset for all periods presented. Historically, these assets were classified as either current or non-current assets, as applicable. |
Use of Estimates, Policy [Policy Text Block] | Estimates and Assumptions — The preparation of Interim Financial Statements in conformity with GAAP requires management 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 revenue and expenses during the reporting periods. The most significant estimates in the Company’s Interim Financial Statements relate to revenue, allowance for doubtful accounts, intangible assets and goodwill, impairment of long-lived assets, general and professional liability, workers' compensation and healthcare claims included in accrued self-insurance liabilities, and income taxes. Actual results could differ from those estimates. |
Fair Value of Financial Instruments, Policy [Policy Text Block] | Fair Value of Financial Instruments — The Company’s financial instruments consist principally of cash and cash equivalents, debt security investments, accounts receivable, insurance subsidiary deposits, accounts payable and borrowings. The Company believes all of the financial instruments’ recorded values approximate fair values because of their nature or respective short durations. |
Revenue Recognition, Sales of Services [Policy Text Block] | Revenue Recognition — The Company recognizes revenue when the following four conditions have been met: (i) there is persuasive evidence that an arrangement exists; (ii) delivery has occurred or service has been rendered; (iii) the price is fixed or determinable; and (iv) collection is reasonably assured. The Company's revenue is derived primarily from providing healthcare services to patients and is recognized on the date services are provided at amounts billable to the individual. For reimbursement arrangements with third-party payors, including Medicaid, Medicare and private insurers, revenue is recorded based on contractually agreed-upon amounts on a per patient, daily basis. Revenue from the Medicare and Medicaid programs accounted for 66.4% and 65.8% of the Company's revenue for the three and six months ended June 30, 2016 , respectively, and 68.5% and 68.8% for the three and six months ended June 30, 2015 , respectively. The Company records revenue from these governmental and managed care programs as services are performed at their expected net realizable amounts under these programs. The Company’s revenue from governmental and managed care programs is subject to audit and retroactive adjustment by governmental and third-party agencies. Consistent with healthcare industry accounting practices, any changes to these governmental revenue estimates are recorded in the period the change or adjustment becomes known based on final settlement. The Company recorded adjustments to revenue which were not material to the Company's consolidated revenue for the three and six months ended June 30, 2016 and 2015 . The Company’s service specific revenue recognition policies are as follows: Skilled Nursing, Assisted and Independent Living Revenue The Company’s revenue is derived primarily from providing long-term healthcare services to residents and is recognized on the date services are provided at amounts billable to individual residents. For residents under reimbursement arrangements with third-party payors, including Medicaid, Medicare and private insurers, revenue is recorded based on contractually agreed-upon amounts or rate on a per patient, daily basis or as services are performed. Home Health Revenue Medicare Revenue Net service revenue is recorded under the Medicare prospective payment system based on a 60-day episode payment rate that is subject to adjustment based on certain variables including, but not limited to: (a) an outlier payment if patient care was unusually costly; (b) a low utilization payment adjustment if the number of visits was fewer than five; (c) a partial payment if the patient transferred to another provider or the Company received a patient from another provider before completing the episode; (d) a payment adjustment based upon the level of therapy services required; (e) the number of episodes of care provided to a patient, regardless of whether the same home health provider provided care for the entire series of episodes; (f) changes in the base episode payments established by the Medicare program; (g) adjustments to the base episode payments for case mix and geographic wages; and (h) recoveries of overpayments. The Company makes adjustments to Medicare revenue on completed episodes to reflect differences between estimated and actual payment amounts, an inability to obtain appropriate billing documentation or authorizations acceptable to the payor and other reasons unrelated to credit risk. Therefore, the Company believes that its reported net service revenue and patient accounts receivable will be the net amounts to be realized from Medicare for services rendered. In addition to revenue recognized on completed episodes, the Company also recognizes a portion of revenue associated with episodes in progress. Episodes in progress are 60-day episodes of care that begin during the reporting period, but were not completed as of the end of the period. As such, the Company estimates revenue and recognizes it on a daily basis. The primary factors underlying this estimate are the number of episodes in progress at the end of the reporting period, expected Medicare revenue per episode and its estimate of the average percentage complete based on visits performed. Non-Medicare Revenue Episodic Based Revenue - The Company recognizes revenue in a similar manner as it recognizes Medicare revenue for episodic-based rates that are paid by other insurance carriers, including Medicare Advantage programs; however, these rates can vary based upon the negotiated terms. Non-episodic Based Revenue - Revenue is recorded on an accrual basis based upon the date of service at amounts equal to its established or estimated per-visit rates, as applicable. Hospice Revenue Revenue is recorded on an accrual basis based upon the date of service at amounts equal to the estimated payment rates. The estimated payment rates are daily rates for each of the levels of care the Company delivers. The Company makes adjustments to revenue for an inability to obtain appropriate billing documentation or authorizations acceptable to the payor and other reasons unrelated to credit risk. Additionally, as Medicare hospice revenue is subject to an inpatient cap limit and an overall payment cap, the Company monitors its provider numbers and estimates amounts due back to Medicare if a cap has been exceeded. The Company records these adjustments as a reduction to revenue and increases other accrued liabilities. |
Trade and Other Accounts Receivable, Policy [Policy Text Block] | Accounts Receivable and Allowance for Doubtful Accounts — Accounts receivable consist primarily of amounts due from Medicare and Medicaid programs, other government programs, managed care health plans and private payor sources. Estimated provisions for doubtful accounts are recorded to the extent it is probable that a portion or all of a particular account will not be collected. In evaluating the collectability of accounts receivable, the Company considers a number of factors, including the age of the accounts, changes in collection patterns, the composition of patient accounts by payor type and the status of ongoing disputes with third-party payors. On an annual basis, the historical collection percentages are reviewed by payor and by state and are updated to reflect the recent collection experience of the Company. In order to determine the appropriate reserve rate percentages which ultimately establish the allowance, the Company analyzes historical cash collection patterns by payor and by state. The percentages applied to the aged receivable balances are based on the Company’s historical experience and time limits, if any, for managed care, Medicare, Medicaid and other payors. The Company periodically refines its estimates of the allowance for doubtful accounts based on experience with the estimation process and changes in circumstances. |
Property, Plant and Equipment, Policy [Policy Text Block] | Property and Equipment — Property and equipment are initially recorded at their historical cost. Repairs and maintenance are expensed as incurred. Depreciation is computed using the straight-line method over the estimated useful lives of the depreciable assets (ranging from three to 59 years). Leasehold improvements are amortized on a straight-line basis over the shorter of their estimated useful lives or the remaining lease term. |
Impairment or Disposal of Long-Lived Assets, Policy [Policy Text Block] | Impairment of Long-Lived Assets — The Company reviews the carrying value of long-lived assets that are held and used in the Company’s operating subsidiaries for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of these assets is determined based upon expected undiscounted future net cash flows from the operating subsidiaries to which the assets relate, utilizing management’s best estimate, appropriate assumptions, and projections at the time. If the carrying value is determined to be unrecoverable from future operating cash flows, the asset is deemed impaired and an impairment loss would be recognized to the extent the carrying value exceeded the estimated fair value of the asset. The Company estimates the fair value of assets based on the estimated future discounted cash flows of the asset. Management has evaluated its long-lived assets and recorded an impairment charge of $137 related to the closure of one facility during the six months ended June 30, 2016 . The Company did not identify any asset impairment during the three months ended June 30, 2016 or during the three and six months ended June 30, 2015 . |
Goodwill and Intangible Assets, Policy [Policy Text Block] | Intangible Assets and Goodwill — Definite-lived intangible assets consist primarily of favorable leases, lease acquisition costs, patient base, facility trade names and customer relationships. Favorable leases and lease acquisition costs are amortized over the life of the lease of the facility. Patient base is amortized over a period of four to eight months, depending on the classification of the patients and the level of occupancy in a new acquisition on the acquisition date. Trade names at affiliated facilities are amortized over 30 years and customer relationships are amortized over a period of up to 20 years. The Company's indefinite-lived intangible assets consist of trade names and Medicare and Medicaid licenses. The Company tests 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 be recoverable. Goodwill represents the excess of the purchase price over the fair value of identifiable net assets acquired in business combinations. Goodwill is subject to annual testing for impairment. In addition, goodwill is tested for impairment if events occur or circumstances change that would reduce the fair value of a reporting unit (operating segment) below its carrying amount. The Company performs its annual test for impairment during the fourth quarter of each year. See further discussion at Note 12, Goodwill and Other Indefinite-Lived Intangible Assets . |
Liability Reserve Estimate, Policy [Policy Text Block] | Self-Insurance — The Company is partially self-insured for general and professional liability up to a base amount per claim (the self-insured retention) with an aggregate, one-time deductible above this limit. Losses beyond these amounts are insured through third-party policies with coverage limits per claim, per location and on an aggregate basis for the Company. For claims made after January 1, 2013, the combined self-insured retention was $500 per claim, subject to an additional one-time deductible of $1,000 for California affiliated facilities and a separate, one-time, deductible of $750 for non-California facilities. For all California affiliated facilities, the third-party coverage above these limits was $1,000 per claim, $3,000 per facility, with a $5,000 blanket aggregate limit. For all facilities outside of California, except those located in Colorado, the third-party coverage above these limits was $1,000 per claim, $3,000 per facility, with a $5,000 blanket aggregate and an additional state-specific aggregate where required by state law. In Colorado, the third-party coverage above these limits was $1,000 per claim and $3,000 per facility for skilled nursing facilities, which is independent of the aforementioned blanket aggregate limits that apply outside of Colorado. The self-insured retention and deductible limits for general and professional liability and workers' compensation for all states (except Texas and Washington for workers' compensation) are self-insured through the Captive, the related assets and liabilities of which are included in the accompanying condensed consolidated balance sheets. The Captive is subject to certain statutory requirements as an insurance provider. These requirements include, but are not limited to, maintaining statutory capital. The Company’s policy is to accrue amounts equal to the actuarially estimated costs to settle open claims of insureds, as well as an estimate of the cost of insured claims that have been incurred but not reported. The Company develops information about the size of the ultimate claims based on historical experience, current industry information and actuarial analysis, and evaluates the estimates for claim loss exposure on a quarterly basis. Accrued general liability and professional malpractice liabilities on an undiscounted basis, net of anticipated insurance recoveries, were $34,257 and $29,772 as of June 30, 2016 and December 31, 2015 , respectively. The Company’s operating subsidiaries are self-insured for workers’ compensation in California. To protect itself against loss exposure in California with this policy, the Company has purchased individual specific excess insurance coverage that insures individual claims that exceed $500 per occurrence. In Texas, the operating subsidiaries have elected non-subscriber status for workers’ compensation claims and, effective February 1, 2011, the Company has purchased individual stop-loss coverage that insures individual claims that exceed $750 per occurrence. As of July 1, 2014, the Company’s operating subsidiaries in all other states, with the exception of Washington, are under a loss sensitive plan that insures individual claims that exceed $350 per occurrence. In Washington, the operating subsidiaries' coverage is financed through premiums paid by the employers and employees. The claims and pay benefits are managed through a state insurance pool. Outside of California, Texas, and Washington, the Company has purchased insurance coverage that insures individual claims that exceed $350 per accident. In all states except Washington, the Company accrues amounts equal to the estimated costs to settle open claims, as well as an estimate of the cost of claims that have been incurred but not reported. The Company uses actuarial valuations to estimate the liability based on historical experience and industry information. Accrued workers’ compensation liabilities are recorded on an undiscounted basis in the accompanying condensed consolidated balance sheets and were $19,664 and $18,276 as of June 30, 2016 and December 31, 2015 , respectively. In addition, the Company has recorded an asset and equal liability of $4,258 and $2,881 at June 30, 2016 and December 31, 2015 , respectively, in order to present the ultimate costs of malpractice and workers' compensation claims and the anticipated insurance recoveries on a gross basis. See Note 13, Restricted and Other Assets. The Company self-funds medical (including prescription drugs) and dental healthcare benefits to the majority of its employees. The Company is fully liable for all financial and legal aspects of these benefit plans. To protect itself against loss exposure with this policy, the Company has purchased individual stop-loss insurance coverage that insures individual claims that exceed $300 for each covered person with an additional one-time aggregate individual stop loss deductible of $75 . Beginning 2016, the Company's policy does not include the additional one-time aggregate individual stop loss deductible of $75 . The Company’s accrued liability under these plans recorded on an undiscounted basis in the accompanying condensed consolidated balance sheets was $6,015 and $5,074 as of June 30, 2016 and December 31, 2015 , respectively. The Company believes that adequate provision has been made in the Interim Financial Statements for liabilities that may arise out of patient care, workers’ compensation, healthcare benefits and related services provided to date. The amount of the Company’s reserves was determined based on an estimation process that uses information obtained from both company-specific and industry data. This estimation process requires the Company to continuously monitor and evaluate the life cycle of the claims. Using data obtained from this monitoring and the Company’s assumptions about emerging trends, the Company, with the assistance of an independent actuary, develops information about the size of ultimate claims based on the Company’s historical experience and other available industry information. The most significant assumptions used in the estimation process include determining the trend in costs, the expected cost of claims incurred but not reported and the expected costs to settle or pay damage awards with respect to unpaid claims. The self-insured liabilities are based upon estimates, and while management believes that the estimates of loss are reasonable, the ultimate liability may be in excess of or less than the recorded amounts. Due to the inherent volatility of actuarially determined loss estimates, it is reasonably possible that the Company could experience changes in estimated losses that could be material to net income. If the Company’s actual liability exceeds its estimates of loss, its future earnings, cash flows and financial condition would be adversely affected. |
Income Tax, Policy [Policy Text Block] | Income Taxes — Deferred tax assets and liabilities have been presented on the balance sheet as a non-current asset for all periods presented related to the early adoption of authoritative guidance for the presentation of deferred taxes. Historically, these assets were classified as either current or non-current assets, as applicable. There is no effect on the condensed consolidated statements of income or condensed consolidated statements of cash flow. Deferred tax assets and liabilities are established for temporary differences between the financial reporting basis and the tax basis of the Company’s assets and liabilities at tax rates in effect when such temporary differences are expected to reverse. The Company generally expects to fully utilize its deferred tax assets; however, when necessary, the Company records a valuation allowance to reduce its net deferred tax assets to the amount that is more likely than not to be realized. For interim reporting purposes, the provision for income taxes is determined based on the estimated annual effective income tax rate applied to pre-tax income, adjusted for certain discrete items occurring during the period. In determining the effective income tax rate for interim financial statements, the Company must consider expected annual income, permanent differences between financial reporting and tax recognition of income or expense and other factors. When the Company takes uncertain income tax positions that do not meet the recognition criteria, it records a liability for underpayment of income taxes and related interest and penalties, if any. In considering the need for and magnitude of a liability for such positions, the Company must consider the potential outcomes from a review of the positions by the taxing authorities. In determining the need for a valuation allowance or the need for and magnitude of liabilities for uncertain tax positions, the Company makes certain estimates and assumptions. These estimates and assumptions are based on, among other things, knowledge of operations, markets, historical trends and likely future changes and, when appropriate, the opinions of advisors with knowledge and expertise in certain fields. Due to certain risks associated with the Company’s estimates and assumptions, actual results could differ. |
Noncontrolling Interest [Policy Text Block] | Noncontrolling Interest — The noncontrolling interest in a subsidiary is initially recognized at estimated fair value on the acquisition date and is presented within total equity in the Company's condensed consolidated balance sheets. The Company presents the noncontrolling interest and the amount of consolidated net income attributable to The Ensign Group, Inc. in its consolidated statements of income and net income per share is calculated based on net income attributable to The Ensign Group, Inc.'s stockholders. The carrying amount of the noncontrolling interest is adjusted based on an allocation of subsidiary earnings based on ownership interest. |
Share-based Compensation, Option and Incentive Plans Policy [Policy Text Block] | Stock-Based Compensation — The Company measures and recognizes compensation expense for all share-based payment awards made to employees and directors including employee stock options based on estimated fair values, ratably over the requisite service period of the award. Net income has been reduced as a result of the recognition of the fair value of all stock options and restricted stock awards issued, the amount of which is contingent upon the number of future grants and other variables. |
Lease, Policy [Policy Text Block] | Leases and Leasehold Improvements - At the inception of each lease, the Company performs an evaluation to determine whether the lease should be classified as an operating or capital lease. The Company records rent expense for operating leases that contain scheduled rent increases on a straight-line basis over the term of the lease. The lease term used for straight-line rent expense is calculated from the date the Company is given control of the leased premises through the end of the lease term. The lease term used for this evaluation also provides the basis for establishing depreciable lives for buildings subject to lease and leasehold improvements, as well as the period over which the Company records straight-line rent expense. |
New Accounting Pronouncements, Policy [Policy Text Block] | Recent Accounting Pronouncements — Except for rules and interpretive releases of the Securities and Exchange Commission (SEC) under authority of federal securities laws and a limited number of grandfathered standards, the Financial Accounting Standards Board (FASB) Accounting Standards Codification (ASC) is the sole source of authoritative GAAP literature recognized by the FASB and applicable to the Company. For any new pronouncements announced, the Company considers whether the new pronouncements could alter previous generally accepted accounting principles and determines whether any new or modified principles will have a material impact on the Company's reported financial position or operations in the near term. The applicability of any standard is subject to the formal review of the Company's financial management and certain standards are under consideration. In April 2016, the FASB issued its standard to simplify several aspects the accounting for employee share-based payment transactions, which includes the accounting for income taxes, forfeitures, and statutory tax withholding requirements, as well as classification in the statement of cash flows. This guidance will be effective for annual periods beginning after December 15, 2016, which will be the Company's fiscal year 2017, with early adoption permitted. The Company is currently assessing whether the adoption of the guidance will have a material impact on its consolidated financial statements. In March 2016, the FASB issued its standard to amend the principal-versus-agent implementation guidance and illustrations in the Board’s new revenue standard, which includes accounting implication related to (1) determining the appropriate unit of account under the revenue standard’s principal-versus-agent guidance and (2) applying the indicators of whether an entity is a principal or an agent in accordance with the revenue standard’s control principle. The guidance will be effective for fiscal years beginning after December 15, 2017, which will be the Company's fiscal year 2018. The guidance has the same effective date as the new revenue standard and the Company is required to adopt the guidance by using the same transition method it would use to adopt the new revenue standard. The Company is currently assessing whether the adoption of the guidance will have a material impact on its consolidated financial statements. In February 2016, the FASB issued amended authoritative guidance on accounting for leases. The new provisions require that a lessee of operating leases recognize in the statement of financial position a liability to make lease payments (the lease liability) and a right-of-use asset representing its right to use the underlying asset for the lease term. The lease liability will be equal to the present value of lease payments, with the right-of-use asset based upon the lease liability. The classification criteria for distinguishing between finance (or capital) leases and operating leases are substantially similar to the previous lease guidance, but with no explicit bright lines. As such, operating leases will result in straight-line rent expense similar to current practice. For short term leases (term of 12 months or less), a lessee is permitted to make an accounting election not to recognize lease assets and lease liabilities, which would generally result in lease expense being recognized on a straight-line basis over the lease term. This guidance applies to all entities and is effective for annual periods beginning after December 15, 2018, which will be the Company's fiscal year 2019, with early adoption permitted. The adoption of this standard is expected to have a material impact on the Company's financial position. The Company is currently assessing the material impact of adopting the guidance on our consolidated financial statements. In January 2016, the FASB issued amended authoritative guidance which makes targeted improvements for financial instruments. The new provisions impact certain aspects of recognition, measurement, presentation and disclosure requirements of financial instruments. Specifically, the guidance will (i) require equity investments to be measured at fair value with changes in fair value recognized in net income, (ii) simplify the impairment assessment of equity investments without readily determinable fair values, (iii) eliminate the requirement to disclose the method and assumptions used to estimate fair value for financial instruments measured at amortized cost, and (iv) require separate presentation of financial assets and financial liabilities by measurement category. This guidance applies to all entities and is effective for annual periods beginning after December 15, 2017, which will be the Company's fiscal year 2018, with early adoption not permitted. The Company does not expect the adoption of the guidance will have a material impact on its consolidated financial statements. In May 2014, the FASB and International Accounting Standards Board issued their final standard on revenue from contracts with customers that outlines a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers. The new standard supersedes most current revenue recognition guidance, including industry-specific guidance. In July 2015, the FASB formally deferred for one year the effective date of the new revenue standard and decided to permit entities to early adopt the standard. The guidance will be effective for fiscal years beginning after December 15, 2017, which will be the Company's fiscal year 2018. The Company is currently assessing whether the adoption of the guidance will have a material impact on the Company's consolidated financial statements. |
Computation of Net Income Per26
Computation of Net Income Per Common Share (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
COMPUTATION OF NET INCOME PER COMMON SHARE [Abstract] | |
Schedule of Earnings Per Share, Basic, by Common Class, Including Two Class Method [Table Text Block] | Three Months Ended June 30, Six Months Ended June 30, 2016 2015 2016 2015 Numerator: Net Income $ 11,363 $ 13,233 $ 20,653 $ 28,323 Less: net income (loss) attributable to noncontrolling interests 37 45 155 (37 ) Net income attributable to The Ensign Group, Inc. $ 11,326 $ 13,188 $ 20,498 $ 28,360 Denominator: Weighted average shares outstanding for basic net income per share 50,274 50,949 50,476 49,391 Basic net income per common share attributable to The Ensign Group, Inc. $ 0.23 $ 0.26 $ 0.41 $ 0.57 |
Schedule of Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Table Text Block] | Three Months Ended June 30, Six Months Ended June 30, 2016 2015 2016 2015 Numerator: Net Income $ 11,363 $ 13,233 $ 20,653 $ 28,323 Less: net income (loss) attributable to noncontrolling interests 37 45 155 (37 ) Net income attributable to The Ensign Group, Inc. $ 11,326 $ 13,188 $ 20,498 $ 28,360 Denominator: Weighted average common shares outstanding 50,274 50,949 50,476 49,391 Plus: incremental shares from assumed conversion (1) 1,657 1,917 1,658 1,881 Adjusted weighted average common shares outstanding 51,931 52,866 52,134 51,272 Diluted net income per common share attributable to The Ensign Group, Inc. $ 0.22 $ 0.25 $ 0.39 $ 0.55 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
FAIR VALUE MEASUREMENTS [Abstract] | |
Fair Value, Assets Measured on Recurring Basis [Table Text Block] | June 30, 2016 December 31, 2015 Level 1 Level 2 Level 3 Level 1 Level 2 Level 3 Cash and cash equivalents $ 33,519 $ — $ — $ 41,569 $ — $ — |
Revenue and Accounts Receivab28
Revenue and Accounts Receivable (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
REVENUE AND ACCOUNTS RECEIVABLE [Abstract] | |
Schedule of Revenue Sources, Health Care Organization [Table Text Block] | Three Months Ended June 30, 2016 2015 Revenue % of Revenue Revenue % of Revenue Medicaid $ 132,763 32.3 % $ 100,873 32.4 % Medicare 119,443 29.1 95,396 30.7 Medicaid — skilled 20,661 5.0 16,745 5.4 Total Medicaid and Medicare 272,867 66.4 213,014 68.5 Managed care 65,178 15.9 47,633 15.3 Private and other payors (1) 72,472 17.7 50,409 16.2 Revenue $ 410,517 100.0 % $ 311,056 100.0 % (1) Private and other payors also includes revenue from all payors generated in urgent care centers and other ancillary services. Six Months Ended June 30, 2016 2015 Revenue % of Revenue Revenue % of Revenue Medicaid $ 250,338 31.6 % $ 202,502 32.8 % Medicare 229,721 28.9 189,752 30.7 Medicaid — skilled 42,327 5.3 32,282 5.3 Total Medicaid and Medicare 522,386 65.8 424,536 68.8 Managed care 129,721 16.4 93,963 15.2 Private and other payors (1) 141,643 17.8 99,086 16.0 Revenue $ 793,750 100.0 % $ 617,585 100.0 % (1) Private and other payors also includes revenue from all payors generated in urgent care centers and other ancillary services. |
Schedule of Accounts, Notes, Loans and Financing Receivable [Table Text Block] | June 30, 2016 December 31, 2015 Medicaid $ 96,999 $ 90,677 Managed care 63,244 56,411 Medicare 53,707 49,970 Private and other payors 46,327 42,276 260,277 239,334 Less: allowance for doubtful accounts (33,654 ) (30,308 ) Accounts receivable, net $ 226,623 $ 209,026 |
Business Segments (Tables)
Business Segments (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Business Segments [Abstract] | |
Reconciliation of Revenue from Segments to Consolidated [Table Text Block] | Three Months Ended June 30, 2016 TSA Services Home Health and Hospice Services All Other Total Revenue Revenue % Medicaid $ 130,052 $ 2,711 $ — $ 132,763 32.3 % Medicare 99,184 20,259 — 119,443 29.1 Medicaid-skilled 20,661 — — 20,661 5.0 Subtotal 249,897 22,970 — 272,867 66.4 Managed care 61,121 4,057 — 65,178 15.9 Private and other 60,107 1,466 10,899 72,472 17.7 Total revenue $ 371,125 $ 28,493 $ 10,899 $ 410,517 100.0 % Three Months Ended June 30, 2015 TSA Services Home Health and Hospice Services All Other Total Revenue Revenue % Medicaid $ 98,461 $ 2,412 $ — $ 100,873 32.4 % Medicare 81,831 13,565 — 95,396 30.7 Medicaid-skilled 16,745 — — 16,745 5.4 Subtotal 197,037 15,977 — 213,014 68.5 Managed care 45,241 2,392 — 47,633 15.3 Private and other 39,358 1,575 9,476 50,409 16.2 Total revenue $ 281,636 $ 19,944 $ 9,476 $ 311,056 100.0 % Six Months Ended June 30, 2016 TSA Services Home Health and Hospice Services All Other Total Revenue Revenue % Medicaid $ 245,052 $ 5,286 $ — $ 250,338 31.6 % Medicare 190,828 38,893 — 229,721 28.9 Medicaid-skilled 42,327 — — 42,327 5.3 Subtotal 478,207 44,179 — 522,386 65.8 Managed care 121,660 8,061 — 129,721 16.4 Private and other 116,641 2,919 22,083 141,643 17.8 Total revenue $ 716,508 $ 55,159 $ 22,083 $ 793,750 100.0 % Six Months Ended June 30, 2015 TSA Services Home Health and Hospice Services All Other Total Revenue Revenue % Medicaid $ 198,168 $ 4,334 $ — $ 202,502 32.8 % Medicare 163,521 26,231 — 189,752 30.7 Medicaid-skilled 32,282 — — 32,282 5.3 Subtotal 393,971 30,565 — 424,536 68.8 Managed care 89,348 4,615 — 93,963 15.2 Private and other 77,090 3,080 18,916 99,086 16.0 Total revenue $ 560,409 $ 38,260 $ 18,916 $ 617,585 100.0 % |
Schedule of Segment Reporting Information, by Segment [Table Text Block] | The following table sets forth selected financial data consolidated by business segment: Three Months Ended June 30, 2016 TSA Services Home Health and Hospice Services All Other Elimination Total Revenue from external customers $ 371,125 $ 28,493 $ 10,899 $ 410,517 Intersegment revenue (1) 781 — 694 (1,475 ) — Total revenue $ 371,906 $ 28,493 $ 11,593 $ (1,475 ) $ 410,517 Segment income (loss) (2) $ 36,098 $ 4,349 $ (20,638 ) $ — $ 19,809 Interest expense, net of interest income (1,168 ) Income before provision for income taxes $ 18,641 Depreciation and amortization $ 7,775 $ 229 $ 1,768 $ — $ 9,772 (1) Intersegment revenue represents services provided at the Company's skilled nursing facilities, urgent care centers and other ancillary operations to the Company's other operating subsidiaries. (2) Segment income excludes general and administrative expense for TSA services and home health and hospice services. General and administrative expense is included in "All Other" category. Three Months Ended June 30, 2015 TSA Services Home Health and Hospice Services All Other Elimination Total Revenue from external customers $ 281,636 $ 19,944 $ 9,476 $ 311,056 Intersegment revenue (1) 573 — 188 (761 ) — Total revenue $ 282,209 $ 19,944 $ 9,664 $ (761 ) $ 311,056 Segment income (loss) (2) $ 35,067 $ 2,996 $ (16,079 ) $ — $ 21,984 Interest expense, net of interest income (372 ) Income before provision for income taxes $ 21,612 Depreciation and amortization $ 4,877 $ 224 $ 1,278 $ — $ 6,379 (1) Intersegment revenue represents services provided at the Company's skilled nursing facilities, urgent care centers and other ancillary operations to the Company's other operating subsidiaries. (2) Segment income excludes general and administrative expense for TSA services and home health and hospice services. General and administrative expense is included in "All Other" category. Six Months Ended June 30, 2016 TSA Services Home Health and Hospice Services All Other Elimination Total Revenue from external customers $ 716,508 $ 55,159 $ 22,083 $ 793,750 Intersegment revenue (1) 1,491 — 965 (2,456 ) — Total revenue $ 717,999 $ 55,159 $ 23,048 $ (2,456 ) $ 793,750 Segment income (loss) (2) $ 66,954 $ 7,525 $ (38,356 ) $ — $ 36,123 Interest expense, net of interest income (2,303 ) Income before provision for income taxes $ 33,820 Depreciation and amortization $ 14,077 $ 496 $ 3,496 $ — $ 18,069 (1) Intersegment revenue represents services provided at the Company's skilled nursing facilities, urgent care centers and other ancillary operations to the Company's other operating subsidiaries. (2) Segment income excludes general and administrative expense for TSA services and home health and hospice services. General and administrative expense is included in "All Other" category. Six Months Ended June 30, 2015 TSA Services Home Health and Hospice Services All Other Elimination Total Revenue from external customers $ 560,409 $ 38,260 $ 18,916 $ 617,585 Intersegment revenue (1) 1,047 — 391 (1,438 ) — Total revenue $ 561,456 $ 38,260 $ 19,307 $ (1,438 ) $ 617,585 Segment income (loss) (2) $ 72,366 $ 5,671 $ (30,878 ) $ — $ 47,159 Interest expense, net of interest income (872 ) Income before provision for income taxes $ 46,287 Depreciation and amortization $ 9,826 $ 445 $ 2,625 $ — $ 12,896 (1) Intersegment revenue represents services provided at the Company's skilled nursing facilities, urgent care centers and other ancillary operations to the Company's other operating subsidiaries. (2) Segment income excludes general and administrative expense for TSA services and home health and hospice services. General and administrative expense is included in "All Other" category. |
Acquisitions (Tables)
Acquisitions (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
ACQUISITIONS [Abstract] | |
Schedule of Business Acquisitions, by Acquisition [Table Text Block] | Six Months Ended June 30, 2016 2015 Land $ 866 $ 8,321 Building and improvements 16,056 44,877 Equipment, furniture, and fixtures 7,998 2,204 Assembled occupancy 1,220 287 Definite-lived intangible assets 363 360 Goodwill 28,790 2,512 Favorable leases 393 2,069 Other indefinite-lived intangible assets 600 3,865 Other assets acquired, net of liabilities assumed 6 — Total acquisitions $ 56,292 $ 64,495 |
Acquisitions - Pro Forma (Table
Acquisitions - Pro Forma (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Acquisitions - Pro Forma [Abstract] | |
Business Acquisition, Pro Forma Information [Table Text Block] | Three Months Ended June 30, Six Months Ended June 30, 2016 2015 2016 2015 Revenue $ 425,468 $ 352,180 $ 849,331 $ 699,832 Net income attributable to The Ensign Group, Inc. 11,477 13,213 20,363 28,252 Diluted net income per common share $ 0.22 $ 0.25 $ 0.39 $ 0.55 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
PROPERTY AND EQUIPMENT [Abstract] | |
Property, Plant and Equipment [Table Text Block] | June 30, 2016 December 31, 2015 Land $ 42,888 $ 41,451 Buildings and improvements 171,598 151,434 Equipment 145,868 114,752 Furniture and fixtures 5,659 5,504 Leasehold improvements 77,712 68,405 Construction in progress 1,586 781 445,311 382,327 Less: accumulated depreciation (98,108 ) (82,694 ) Property and equipment, net $ 347,203 $ 299,633 |
Intangible Assets - Net (Tables
Intangible Assets - Net (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
INTANGIBLE ASSETS — Net [Abstract] | |
Schedule of Finite-Lived Intangible Assets [Table Text Block] | Weighted Average Life (Years) June 30, 2016 December 31, 2015 Gross Carrying Amount Accumulated Amortization Gross Carrying Amount Accumulated Amortization Intangible Assets Net Net Lease acquisition costs 24.7 $ 483 $ (68 ) $ 415 $ 604 $ (577 ) $ 27 Favorable leases 27.8 43,248 (4,257 ) 38,991 43,248 (2,923 ) 40,325 Assembled occupancy 0.3 1,817 (1,208 ) 609 4,779 (4,476 ) 303 Facility trade name 30.0 733 (256 ) 477 733 (244 ) 489 Customer relationships 17.4 5,653 (1,235 ) 4,418 5,300 (1,013 ) 4,287 Total $ 51,934 $ (7,024 ) $ 44,910 $ 54,664 $ (9,233 ) $ 45,431 |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense [Table Text Block] | Year Amount 2016 (remainder) $ 2,882 2017 3,049 2018 3,049 2019 2,920 2020 2,276 2021 2,836 Thereafter 27,898 $ 44,910 |
Goodwill and Other Indefinite34
Goodwill and Other Indefinite-Lived Intangible Assets (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
GOODWILL AND OTHER INDEFINITE-LIVED INTANGIBLE ASSETS [Abstract] | |
Schedule of Goodwill [Table Text Block] | Goodwill TSA Services Home Health and Hospice Services All Other Total January 1, 2016 $ 17,759 $ 16,102 $ 7,025 $ 40,886 Purchase price adjustment — — (26 ) (26 ) Additions 26,415 245 2,130 28,790 June 30, 2016 $ 44,174 $ 16,347 $ 9,129 $ 69,650 |
Schedule of Acquired Indefinite-lived Intangible Assets by Major Class [Table Text Block] | June 30, 2016 December 31, 2015 Trade name $ 1,915 $ 1,915 Medicare and Medicaid Licenses 17,331 16,731 $ 19,246 $ 18,646 |
Restricted and Other Assets (Ta
Restricted and Other Assets (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
RESTRICTED AND OTHER ASSETS [Abstract] | |
Schedule of Other Assets [Table Text Block] | June 30, 2016 December 31, 2015 Debt issuance costs, net $ 2,896 $ 2,021 Long-term insurance losses recoverable asset 4,258 2,881 Deposits with landlords 4,519 3,969 Capital improvement reserves with landlords and lenders 834 760 Restricted and other assets $ 12,507 $ 9,631 |
Other Accrued Liabilities (Tabl
Other Accrued Liabilities (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
OTHER ACCRUED LIABILITIES [Abstract] | |
Schedule of Accrued Liabilities [Table Text Block] | June 30, 2016 December 31, 2015 Quality assurance fee $ 4,019 $ 6,120 Refunds payable 15,424 13,252 Deferred revenue 5,058 6,696 Cash held in trust for patients 2,372 3,016 Resident deposits 5,918 5,884 Dividends payable 2,045 2,072 Property taxes 5,752 4,230 Charges related to operational closure 1,987 — Other 4,778 4,935 Other accrued liabilities $ 47,353 $ 46,205 |
Debt (Tables)
Debt (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
DEBT [Abstract] | |
Schedule of Long-term Debt Instruments [Table Text Block] | June 30, 2016 December 31, 2015 Credit facility with SunTrust, interest payable monthly and quarterly $ 170,000 $ 85,000 Mortgage loans and promissory note, principal and interest payable monthly, interest at fixed rate 14,356 14,671 184,356 99,671 Less current maturities (634 ) (620 ) $ 183,722 $ 99,051 |
Options and Awards (Tables)
Options and Awards (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
OPTIONS AND AWARDS [Abstract] | |
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions [Table Text Block] | The Company used the following assumptions for stock options granted during the three months ended June 30, 2016 and 2015 : Grant Year Options Granted Weighted Average Risk-Free Rate Expected Life Weighted Average Volatility Weighted Average Dividend Yield 2016 121 1.49% 6.5 years 41.1% 0.79% 2015 150 1.71% 6.5 years 40.0% 0.62% The Company used the following assumptions for stock options granted during the six months ended June 30, 2016 and 2015 : Grant Year Options Granted Weighted Average Risk-Free Rate Expected Life Weighted Average Volatility Weighted Average Dividend Yield 2016 288 1.40% 6.5 years 39.2% 0.78% 2015 294 1.58% 6.5 years 42.1% 0.63% |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value [Table Text Block] | Grant Year Granted Weighted Average Exercise Price Weighted Average Fair Value of Options 2016 288 $ 19.76 $ 7.42 2015 294 $ 22.57 $ 9.23 |
Schedule of Common Stock Outstanding Roll Forward [Table Text Block] | Number of Options Outstanding Weighted Average Exercise Price Number of Options Vested Weighted Average Exercise Price of Options Vested January 1, 2016 5,448 $ 10.36 2,526 $ 6.35 Granted 288 19.76 Forfeited (50 ) 12.56 Exercised (288 ) 5.90 June 30, 2016 5,398 $ 11.08 2,795 $ 7.52 |
Schedule of Share-based Compensation, Shares Authorized under Stock Option Plans, by Exercise Price Range [Table Text Block] | Stock Options Vested Stock Options Outstanding Number Outstanding Black-Scholes Fair Value Remaining Contractual Life (Years) Vested and Exercisable Year of Grant Exercise Price 2006 1.93 - 2.05 44 115 1 44 2008 2.56 - 4.06 457 675 2 457 2009 4.06 - 4.56 621 1,329 3 621 2010 4.77 - 4.96 158 382 4 158 2011 5.90 - 7.99 194 657 5 158 2012 6.56 - 7.96 570 2,101 6 338 2013 7.98 - 11.49 661 3,227 7 312 2014 10.55 - 18.94 1,790 10,109 8 652 2015 21.47 - 25.24 616 5,590 9 55 2016 19.58 - 19.89 287 2,530 10 — Total 5,398 $ 26,715 2,795 |
Schedule of Nonvested Restricted Stock Units Activity [Table Text Block] | Non-Vested Restricted Awards Weighted Average Grant Date Fair Value Nonvested at January 1, 2016 425 $ 19.79 Granted 214 21.06 Vested (198 ) 19.97 Forfeited (5 ) 18.90 Nonvested at June 30, 2016 436 $ 20.34 |
Schedule of Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Table Text Block] | Three Months Ended June 30, Six Months Ended 2016 2015 2016 2015 Share-based compensation expense related to stock options $ 1,319 $ 1,165 $ 2,503 $ 2,121 Share-based compensation expense related to restricted stock awards 652 434 1,200 850 Share-based compensation expense related to stock awards to non-employee directors 166 134 319 255 Total $ 2,137 $ 1,733 $ 4,022 $ 3,226 |
Share-based Compensation, Schedule of Intrisice Values by Option Category [Table Text Block] | Options June 30, 2016 December 31, 2015 Outstanding $ 55,019 $ 67,508 Vested 37,786 41,128 Expected to vest 15,479 23,508 Exercisable 4,294 8,709 |
Leases (Tables)
Leases (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Leases [Abstract] | |
Schedule of Future Minimum Rental Payments for Operating Leases [Table Text Block] | Year Amount 2016 (remainder) 66,091 2017 136,362 2018 143,338 2019 142,875 2020 142,023 2021 141,340 Thereafter 1,167,512 $ 1,939,541 |
Description of Business (Detail
Description of Business (Details) | Jun. 30, 2016Operationsbusinessfacilities | Dec. 31, 2015facilities |
Skilled nursing, assisted living and independent living facilities [Abstract] | ||
Number of Real Estate Properties | 34 | 32 |
Number of Real Estate Properties Leased | 172 | 154 |
Number of Real Estate Properties Leased with an Option to Purchase | 23 | 20 |
Number of Real Estate Properties Operated | 206 | 186 |
Home Health, Hospice and Home Care Operations | business | 35 | |
Urgent Care Centers Operated [Abstract] | ||
Urgent Care Centers Operated | 17 | |
Operational Skilled Nursing, Assisted Living and Independent Living Beds [Abstract] | ||
Operational Skilled Nursing, Assisted Living and Independent Living Beds | Operations | 22,000 |
Significant Accounting Polici41
Significant Accounting Policies Revenue and Accounts Receivable (Details) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016Rate | Jun. 30, 2015Rate | Jun. 30, 2016Rate | Jun. 30, 2015Rate | |
Health Care Organization, Receivable and Revenue Disclosures [Line Items] | ||||
% of Revenue | 100.00% | 100.00% | 100.00% | 100.00% |
Total Medicaid and Medicare Revenue [Member] | ||||
Health Care Organization, Receivable and Revenue Disclosures [Line Items] | ||||
% of Revenue | 66.40% | 68.50% | 65.80% | 68.80% |
Significant Accounting Polici42
Significant Accounting Policies Self Insurance Liabilities (Details) - General and Professional Liability Insurance [Member] $ in Thousands | Jun. 30, 2016USD ($) |
Self-insurance retention per claim [Member] | Parent Company [Member] | |
Liability for Claims and Claims Adjustment Expense [Line Items] | |
Self Insurance Limits | $ 500 |
Aggregate Deductible [Member] | Parent Company [Member] | CALIFORNIA | |
Liability for Claims and Claims Adjustment Expense [Line Items] | |
Self Insurance Limits | 1,000 |
Aggregate Deductible [Member] | Parent Company [Member] | Non-California [Domain] | |
Liability for Claims and Claims Adjustment Expense [Line Items] | |
Self Insurance Limits | 750 |
Per Occurence [Member] | Third-Party Payor [Member] | CALIFORNIA | |
Liability for Claims and Claims Adjustment Expense [Line Items] | |
Self Insurance Limits | 1,000 |
Per Occurence [Member] | Third-Party Payor [Member] | COLORADO | |
Liability for Claims and Claims Adjustment Expense [Line Items] | |
Self Insurance Limits | 1,000 |
Per Occurence [Member] | Third-Party Payor [Member] | All States Accept Colorado [Domain] | |
Liability for Claims and Claims Adjustment Expense [Line Items] | |
Self Insurance Limits | 1,000 |
Per Facility [Member] | Third-Party Payor [Member] | CALIFORNIA | |
Liability for Claims and Claims Adjustment Expense [Line Items] | |
Self Insurance Limits | 3,000 |
Per Facility [Member] | Third-Party Payor [Member] | COLORADO | |
Liability for Claims and Claims Adjustment Expense [Line Items] | |
Self Insurance Limits | 3,000 |
Per Facility [Member] | Third-Party Payor [Member] | All States Accept Colorado [Domain] | |
Liability for Claims and Claims Adjustment Expense [Line Items] | |
Self Insurance Limits | 3,000 |
Blanket Aggregate [Member] | Third-Party Payor [Member] | CALIFORNIA | |
Liability for Claims and Claims Adjustment Expense [Line Items] | |
Self Insurance Limits | 5,000 |
Blanket Aggregate [Member] | Third-Party Payor [Member] | All States Accept Colorado [Domain] | |
Liability for Claims and Claims Adjustment Expense [Line Items] | |
Self Insurance Limits | $ 5,000 |
Significant Accounting Polici43
Significant Accounting Policies Self-Insurance General and Professional (Details) - General and Professional Liability Insurance [Member] - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 |
Liability for Claims and Claims Adjustment Expense [Line Items] | ||
Self Insurance Reserve | $ 34,257 | $ 29,772 |
Blanket Aggregate [Member] | Third-Party Payor [Member] | All States Accept Colorado [Domain] | ||
Liability for Claims and Claims Adjustment Expense [Line Items] | ||
Self Insurance Limits | 5,000 | |
Per Facility [Member] | Third-Party Payor [Member] | All States Accept Colorado [Domain] | ||
Liability for Claims and Claims Adjustment Expense [Line Items] | ||
Self Insurance Limits | 3,000 | |
Per Occurence [Member] | Third-Party Payor [Member] | All States Accept Colorado [Domain] | ||
Liability for Claims and Claims Adjustment Expense [Line Items] | ||
Self Insurance Limits | $ 1,000 |
Significant Accounting Polici44
Significant Accounting Policies Self-Insurance Workers' Compensation (Details) - Workers' Compensation [Member] - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 |
Liability for Claims and Claims Adjustment Expense [Line Items] | ||
Self Insurance Reserve | $ 19,664 | $ 18,276 |
Stop-Loss Insurance limit per claim [Member] | ||
Liability for Claims and Claims Adjustment Expense [Line Items] | ||
Self Insurance Limits | 500 | |
Stop-Loss Insurance limit per claim [Member] | TEXAS | ||
Liability for Claims and Claims Adjustment Expense [Line Items] | ||
Self Insurance Limits | 750 | |
Loss-Sensitive limit per claim [Member] [Member] | Other states, except California, Texas and Washington [Domain] | ||
Liability for Claims and Claims Adjustment Expense [Line Items] | ||
Self Insurance Limits | $ 350 |
Significant Accounting Polici45
Significant Accounting Policies Self-Insurance Health Insurance (Details) - 6321 Accident and Health Insurance [Member] - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 |
Liability for Claims and Claims Adjustment Expense [Line Items] | ||
Self Insurance Reserve | $ 6,015 | $ 5,074 |
Stop-Loss Insurance limit per claim [Member] | ||
Liability for Claims and Claims Adjustment Expense [Line Items] | ||
Self Insurance Limits | 300 | |
Stop Loss Deductible [Member] | ||
Liability for Claims and Claims Adjustment Expense [Line Items] | ||
Self Insurance Limits | $ 75 |
Significant Accounting Polici46
Significant Accounting Policies Self Insurance Recoveries (Details) - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 |
Liability for Claims and Claims Adjustment Expense [Line Items] | ||
Long-term insurance losses recoverable asset | $ 4,258 | $ 2,881 |
General and Professional Liability Insurance [Member] | ||
Liability for Claims and Claims Adjustment Expense [Line Items] | ||
Long-term insurance losses recoverable asset | $ 4,258 | $ 2,881 |
Significant Accounting Polici47
Significant Accounting Policies Impairment (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Impairment of Long-Lived Assets, Held-for-use [Abstract] | ||||
Impairment of Long-Lived Assets Held-for-use | $ 0 | $ 0 | $ 137 | $ 0 |
Common Stock Offering (Details)
Common Stock Offering (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | Feb. 24, 2015 | Mar. 31, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | Nov. 04, 2015 | Feb. 18, 2015 | Feb. 09, 2015 |
Common Stock Transactions [Line Items] | |||||||
Payments of underwriter discounts and commissions | $ 0 | $ (5,751) | |||||
Proceeds from Issuance of Common Stock | 0 | 112,078 | |||||
Payments for Repurchase of Common Stock | $ 30,000 | $ 0 | |||||
Common Stock [Member] | |||||||
Common Stock Transactions [Line Items] | |||||||
Shares Issued, Price Per Share | $ 20.50 | ||||||
Payments of underwriter discounts and commissions | $ 5,604 | ||||||
Common stock issued in an offering | 5,467 | ||||||
Proceeds from Issuance of Common Stock | $ 106,474 | ||||||
Other issuance costs in an offering | $ 357 | ||||||
Proceeds from stock issuance used to pay debt | $ 94,000 | ||||||
Common Stock [Member] | |||||||
Common Stock Transactions [Line Items] | |||||||
Stock Repurchase Program, Authorized Amount | $ 15,000 | ||||||
Stock Repurchased During Period, Shares | 1,452 | ||||||
Payments for Repurchase of Common Stock | $ 30,000 |
Computation of Net Income Per49
Computation of Net Income Per Common Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Numerator: | ||||
Income (Loss) from Continuing Operations, Including Portion Attributable to Noncontrolling Interest | $ 11,363 | $ 13,233 | $ 20,653 | $ 28,323 |
Less: net loss attributable to noncontrolling interests | 37 | 45 | 155 | (37) |
Net income attributable to The Ensign Group, Inc. | $ 11,326 | $ 13,188 | $ 20,498 | $ 28,360 |
Denominator: | ||||
Weighted average common shares outstanding | 50,274 | 50,949 | 50,476 | 49,391 |
Basic net income (loss) per common share: | ||||
Net income attributable to The Ensign Group, Inc. | $ 0.23 | $ 0.26 | $ 0.41 | $ 0.57 |
Common Class A [Member] | ||||
Denominator: | ||||
Weighted average common shares outstanding | 50,274 | 50,949 | 50,476 | 49,391 |
Computation of Net Income Per50
Computation of Net Income Per Common Share Dilutive Table (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | ||
Numerator: | |||||
Income (Loss) from Continuing Operations, Including Portion Attributable to Noncontrolling Interest | $ 11,363 | $ 13,233 | $ 20,653 | $ 28,323 | |
Less: net loss attributable to noncontrolling interests | 37 | 45 | 155 | (37) | |
Net income attributable to The Ensign Group, Inc. | $ 11,326 | $ 13,188 | $ 20,498 | $ 28,360 | |
Denominator: | |||||
Weighted average common shares outstanding | 50,274 | 50,949 | 50,476 | 49,391 | |
Adjusted weighted average common shares outstanding | 51,931 | 52,866 | 52,134 | 51,272 | |
Diluted net (loss) income per common share: | |||||
Net income attributable to The Ensign Group, Inc. | $ 0.22 | $ 0.25 | $ 0.39 | $ 0.55 | |
Common Class A [Member] | |||||
Denominator: | |||||
Weighted average common shares outstanding | 50,274 | 50,949 | 50,476 | 49,391 | |
Plus: incremental shares from assumed conversion (1) | [1] | 1,657 | 1,917 | 1,658 | 1,881 |
[1] | (1) Options outstanding which are anti-dilutive and therefore not factored into the weighted average common shares amount above were 850 and 774 for the three and six months ended June 30, 2016, respectively, and 213 and 285 for the three and six months ended June 30, 2015, respectively. |
Computation of Net Income Per51
Computation of Net Income Per Common Share Antidilutive Shares (Details) - shares shares in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Earnings Per Share, Diluted, Other Disclosures [Abstract] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 850 | 213 | 774 | 285 |
Fair Value Measurements (Detail
Fair Value Measurements (Details) - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 | Jun. 30, 2015 | Dec. 31, 2014 |
Cash and cash equivalents | $ 33,519 | $ 41,569 | $ 50,635 | $ 50,408 |
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 1 [Member] | ||||
Cash and cash equivalents | 33,519 | 41,569 | ||
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 2 [Member] | ||||
Cash and cash equivalents | 0 | 0 | ||
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 3 [Member] | ||||
Cash and cash equivalents | $ 0 | $ 0 |
Fair Value Measurements Investm
Fair Value Measurements Investments (Details) - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 |
Domestic Corporate Debt Securities [Member] | ||
Schedule of Held-to-maturity Securities [Line Items] | ||
Held-to-maturity Securities | $ 34,521 | $ 34,717 |
Revenue and Accounts Receivab54
Revenue and Accounts Receivable Revenue YTD (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Health Care Organization, Receivable and Revenue Disclosures [Line Items] | ||||
Revenue | $ 410,517 | $ 311,056 | $ 793,750 | $ 617,585 |
Revenue by payor as a percent of total revenue | 100.00% | 100.00% | 100.00% | 100.00% |
Medicaid | ||||
Health Care Organization, Receivable and Revenue Disclosures [Line Items] | ||||
Revenue | $ 132,763 | $ 100,873 | $ 250,338 | $ 202,502 |
Revenue by payor as a percent of total revenue | 32.30% | 32.40% | 31.60% | 32.80% |
Medicare | ||||
Health Care Organization, Receivable and Revenue Disclosures [Line Items] | ||||
Revenue | $ 119,443 | $ 95,396 | $ 229,721 | $ 189,752 |
Revenue by payor as a percent of total revenue | 29.10% | 30.70% | 28.90% | 30.70% |
Medicaid — skilled | ||||
Health Care Organization, Receivable and Revenue Disclosures [Line Items] | ||||
Revenue | $ 20,661 | $ 16,745 | $ 42,327 | $ 32,282 |
Revenue by payor as a percent of total revenue | 5.00% | 5.40% | 5.30% | 5.30% |
Total Medicaid and Medicare Revenue [Member] | ||||
Health Care Organization, Receivable and Revenue Disclosures [Line Items] | ||||
Revenue | $ 272,867 | $ 213,014 | $ 522,386 | $ 424,536 |
Revenue by payor as a percent of total revenue | 66.40% | 68.50% | 65.80% | 68.80% |
Managed care | ||||
Health Care Organization, Receivable and Revenue Disclosures [Line Items] | ||||
Revenue | $ 65,178 | $ 47,633 | $ 129,721 | $ 93,963 |
Revenue by payor as a percent of total revenue | 15.90% | 15.30% | 16.40% | 15.20% |
Private and other payors | ||||
Health Care Organization, Receivable and Revenue Disclosures [Line Items] | ||||
Revenue | $ 72,472 | $ 50,409 | $ 141,643 | $ 99,086 |
Revenue by payor as a percent of total revenue | 17.70% | 16.20% | 17.80% | 16.00% |
Revenue and Accounts Receivab55
Revenue and Accounts Receivable Accounts Receivable (Details) - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Accounts Receivable, Gross | $ 260,277 | $ 239,334 |
Less: allowance for doubtful accounts | (33,654) | (30,308) |
Accounts receivable | 226,623 | 209,026 |
Medicaid | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Accounts Receivable, Gross | 96,999 | 90,677 |
Managed care | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Accounts Receivable, Gross | 63,244 | 56,411 |
Medicare | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Accounts Receivable, Gross | 53,707 | 49,970 |
Private other payors | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Accounts Receivable, Gross | $ 46,327 | $ 42,276 |
Business Segments (Details)
Business Segments (Details) | 6 Months Ended | |
Jun. 30, 2016businessSegmentsfacilities | Dec. 31, 2015facilities | |
Segment Reporting Information [Line Items] | ||
Number of Reportable Segments | Segments | 2 | |
Number of Real Estate Properties Operated | facilities | 206 | 186 |
Home Health, Hospice and Home Care Operations | business | 35 |
Business Segments Revenue by Se
Business Segments Revenue by Segment (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Segment Reporting, Revenue Reconciling Item [Line Items] | ||||
Revenue | $ 410,517 | $ 311,056 | $ 793,750 | $ 617,585 |
Revenue by payor as a percent of total revenue | 100.00% | 100.00% | 100.00% | 100.00% |
Transitional, Skilled, and Assisted Living Services Segment [Member] | ||||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||||
Revenue | $ 371,125 | $ 281,636 | $ 716,508 | $ 560,409 |
Home Health and Hospice Segment [Member] | ||||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||||
Revenue | 28,493 | 19,944 | 55,159 | 38,260 |
All Other [Member] | ||||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||||
Revenue | 10,899 | 9,476 | 22,083 | 18,916 |
Medicaid | ||||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||||
Revenue | $ 132,763 | $ 100,873 | $ 250,338 | $ 202,502 |
Revenue by payor as a percent of total revenue | 32.30% | 32.40% | 31.60% | 32.80% |
Medicaid | Transitional, Skilled, and Assisted Living Services Segment [Member] | ||||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||||
Revenue | $ 130,052 | $ 98,461 | $ 245,052 | $ 198,168 |
Medicaid | Home Health and Hospice Segment [Member] | ||||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||||
Revenue | 2,711 | 2,412 | 5,286 | 4,334 |
Medicaid | All Other [Member] | ||||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||||
Revenue | 0 | 0 | 0 | 0 |
Medicare | ||||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||||
Revenue | $ 119,443 | $ 95,396 | $ 229,721 | $ 189,752 |
Revenue by payor as a percent of total revenue | 29.10% | 30.70% | 28.90% | 30.70% |
Medicare | Transitional, Skilled, and Assisted Living Services Segment [Member] | ||||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||||
Revenue | $ 99,184 | $ 81,831 | $ 190,828 | $ 163,521 |
Medicare | Home Health and Hospice Segment [Member] | ||||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||||
Revenue | 20,259 | 13,565 | 38,893 | 26,231 |
Medicare | All Other [Member] | ||||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||||
Revenue | 0 | 0 | 0 | 0 |
Medicaid — skilled | ||||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||||
Revenue | $ 20,661 | $ 16,745 | $ 42,327 | $ 32,282 |
Revenue by payor as a percent of total revenue | 5.00% | 5.40% | 5.30% | 5.30% |
Medicaid — skilled | Transitional, Skilled, and Assisted Living Services Segment [Member] | ||||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||||
Revenue | $ 20,661 | $ 16,745 | $ 42,327 | $ 32,282 |
Medicaid — skilled | Home Health and Hospice Segment [Member] | ||||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||||
Revenue | 0 | 0 | 0 | 0 |
Medicaid — skilled | All Other [Member] | ||||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||||
Revenue | 0 | 0 | 0 | 0 |
Total Medicaid and Medicare Revenue [Member] | ||||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||||
Revenue | $ 272,867 | $ 213,014 | $ 522,386 | $ 424,536 |
Revenue by payor as a percent of total revenue | 66.40% | 68.50% | 65.80% | 68.80% |
Total Medicaid and Medicare Revenue [Member] | Transitional, Skilled, and Assisted Living Services Segment [Member] | ||||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||||
Revenue | $ 249,897 | $ 197,037 | $ 478,207 | $ 393,971 |
Total Medicaid and Medicare Revenue [Member] | Home Health and Hospice Segment [Member] | ||||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||||
Revenue | 22,970 | 15,977 | 44,179 | 30,565 |
Total Medicaid and Medicare Revenue [Member] | All Other [Member] | ||||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||||
Revenue | 0 | 0 | 0 | 0 |
Managed care | ||||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||||
Revenue | $ 65,178 | $ 47,633 | $ 129,721 | $ 93,963 |
Revenue by payor as a percent of total revenue | 15.90% | 15.30% | 16.40% | 15.20% |
Managed care | Transitional, Skilled, and Assisted Living Services Segment [Member] | ||||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||||
Revenue | $ 61,121 | $ 45,241 | $ 121,660 | $ 89,348 |
Managed care | Home Health and Hospice Segment [Member] | ||||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||||
Revenue | 4,057 | 2,392 | 8,061 | 4,615 |
Managed care | All Other [Member] | ||||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||||
Revenue | 0 | 0 | 0 | 0 |
Private and other payors | ||||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||||
Revenue | $ 72,472 | $ 50,409 | $ 141,643 | $ 99,086 |
Revenue by payor as a percent of total revenue | 17.70% | 16.20% | 17.80% | 16.00% |
Private and other payors | Transitional, Skilled, and Assisted Living Services Segment [Member] | ||||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||||
Revenue | $ 60,107 | $ 39,358 | $ 116,641 | $ 77,090 |
Private and other payors | Home Health and Hospice Segment [Member] | ||||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||||
Revenue | 1,466 | 1,575 | 2,919 | 3,080 |
Private and other payors | All Other [Member] | ||||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||||
Revenue | $ 10,899 | $ 9,476 | $ 22,083 | $ 18,916 |
Business Segments Schedule of S
Business Segments Schedule of Segment Reporting Information, by Segment (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Segment Reporting Information [Line Items] | ||||
Revenue | $ 410,517 | $ 311,056 | $ 793,750 | $ 617,585 |
Intersegment revenue | 0 | 0 | 0 | 0 |
Revenue including intersegment revenue | 410,517 | 311,056 | 793,750 | 617,585 |
Operating Income (Loss) | 19,809 | 21,984 | 36,123 | 47,159 |
Interest Expense | (1,168) | (372) | (2,303) | (872) |
Income before provision for income taxes | 18,641 | 21,612 | 33,820 | 46,287 |
Depreciation and amortization | 9,772 | 6,379 | 18,069 | 12,896 |
Transitional, Skilled, and Assisted Living Services Segment [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 371,125 | 281,636 | 716,508 | 560,409 |
Intersegment revenue | 781 | 573 | 1,491 | 1,047 |
Revenue including intersegment revenue | 371,906 | 282,209 | 717,999 | 561,456 |
Operating Income (Loss) | 36,098 | 35,067 | 66,954 | 72,366 |
Depreciation and amortization | 7,775 | 4,877 | 14,077 | 9,826 |
Home Health and Hospice Segment [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 28,493 | 19,944 | 55,159 | 38,260 |
Intersegment revenue | 0 | 0 | 0 | 0 |
Revenue including intersegment revenue | 28,493 | 19,944 | 55,159 | 38,260 |
Operating Income (Loss) | 4,349 | 2,996 | 7,525 | 5,671 |
Depreciation and amortization | 229 | 224 | 496 | 445 |
All Other [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 10,899 | 9,476 | 22,083 | 18,916 |
Intersegment revenue | 694 | 188 | 965 | 391 |
Revenue including intersegment revenue | 11,593 | 9,664 | 23,048 | 19,307 |
Operating Income (Loss) | (20,638) | (16,079) | (38,356) | (30,878) |
Depreciation and amortization | 1,768 | 1,278 | 3,496 | 2,625 |
Intersegment Eliminations [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | ||||
Intersegment revenue | (1,475) | (761) | (2,456) | (1,438) |
Revenue including intersegment revenue | (1,475) | (761) | (2,456) | (1,438) |
Operating Income (Loss) | 0 | 0 | 0 | 0 |
Depreciation and amortization | $ 0 | $ 0 | $ 0 | $ 0 |
Acquisitions Acquisition Summar
Acquisitions Acquisition Summary (Details) $ in Thousands | Jul. 01, 2016USD ($)OperationsBeds | Jun. 30, 2016USD ($)OperationsBedsfacilities | Jun. 30, 2015USD ($) |
Business Acquisition [Line Items] | |||
Payments to Acquire Businesses, Net of Cash Acquired | $ | $ 56,081 | $ 61,007 | |
621610 Home Health Care Services [Member] | |||
Business Acquisition [Line Items] | |||
Number of Businesses Acquired | Operations | 1 | ||
Hospice Agency [Member] | |||
Business Acquisition [Line Items] | |||
Number of Businesses Acquired | Operations | 2 | ||
8051 Services, Skilled Nursing Care Facilities [Member] | |||
Business Acquisition [Line Items] | |||
Number of Businesses Acquired | Operations | 18 | ||
Operational Skilled Nursing Beds | Beds | 230 | ||
Home Health Care Services and Hospice Agencies [Member] | |||
Business Acquisition [Line Items] | |||
Payments to Acquire Businesses, Net of Cash Acquired | $ | $ 56,292 | ||
8051 Services, Skilled Nursing Care Facilities [Member] | |||
Business Acquisition [Line Items] | |||
Number of Businesses Acquired | facilities | 2 | ||
Subsequent Event [Member] | 8051 Services, Skilled Nursing Care Facilities [Member] | |||
Business Acquisition [Line Items] | |||
Number of Businesses Acquired | Operations | 1 | ||
Subsequent Event [Member] | Skilled Nursing Care Facilities and Assisted Living Operations [Member] | Skilled Nursing Care Facilities and Assisted Living Operations [Member] | |||
Business Acquisition [Line Items] | |||
Payments to Acquire Businesses, Net of Cash Acquired | $ | $ 5,500 | ||
Assisted Living Facility [Member] | |||
Business Acquisition [Line Items] | |||
Operational Skilled Nursing Beds | Beds | 95 | ||
Assisted Living Facility [Member] | Subsequent Event [Member] | |||
Business Acquisition [Line Items] | |||
Operational Skilled Nursing Beds | Beds | 40 | ||
8051 Services, Skilled Nursing Care Facilities [Member] | |||
Business Acquisition [Line Items] | |||
Operational Skilled Nursing Beds | Beds | 2,177 | ||
8051 Services, Skilled Nursing Care Facilities [Member] | Subsequent Event [Member] | |||
Business Acquisition [Line Items] | |||
Operational Skilled Nursing Beds | Beds | 231 | ||
8051 Services, Skilled Nursing Care Facilities [Member] | |||
Business Acquisition [Line Items] | |||
Number of Businesses Acquired | facilities | 16 | ||
8051 Services, Skilled Nursing Care Facilities [Member] | 8051 Services, Skilled Nursing Care Facilities [Member] | |||
Business Acquisition [Line Items] | |||
Number of Businesses Acquired | Operations | 1 | 3 |
Acquisitions (Details)
Acquisitions (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2016 | Jun. 30, 2015 | |
Business Acquisition [Line Items] | ||
Payments to Acquire Businesses, Gross | $ 56,292 | $ 64,495 |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Net | 6 | 0 |
Land | ||
Business Acquisition [Line Items] | ||
Payments to Acquire Businesses, Gross | 866 | 8,321 |
Building and improvements | ||
Business Acquisition [Line Items] | ||
Payments to Acquire Businesses, Gross | 16,056 | 44,877 |
Furniture and fixtures | ||
Business Acquisition [Line Items] | ||
Payments to Acquire Businesses, Gross | 7,998 | 2,204 |
Assembled occupancy acquired | ||
Business Acquisition [Line Items] | ||
Payments to Acquire Businesses, Gross | 1,220 | 287 |
Other Intangible Assets [Member] | ||
Business Acquisition [Line Items] | ||
Payments to Acquire Businesses, Gross | 363 | 360 |
Off-Market Favorable Lease [Member] | ||
Business Acquisition [Line Items] | ||
Payments to Acquire Businesses, Gross | 393 | 2,069 |
Goodwill [Member] | ||
Business Acquisition [Line Items] | ||
Payments to Acquire Businesses, Gross | 28,790 | 2,512 |
Other Intangible Assets [Member] | ||
Business Acquisition [Line Items] | ||
Payments to Acquire Businesses, Gross | $ 600 | $ 3,865 |
Acquisitions - Pro Forma (Detai
Acquisitions - Pro Forma (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Acquisitions - Pro Forma [Abstract] | ||||
Business Acquisition, Pro Forma Revenue | $ 425,468 | $ 352,180 | $ 849,331 | $ 699,832 |
Business Acquisition, Pro Forma Net Income | $ 11,477 | $ 13,213 | $ 20,363 | $ 28,252 |
Business Acquisition, Pro Forma Earnings Per Share, Diluted | $ 0.22 | $ 0.25 | $ 0.39 | $ 0.55 |
Business Acquisition, Pro Forma Revenue | $ 14,951 | $ 41,124 | $ 55,581 | $ 82,247 |
Business Combination, Pro Forma Information, Income (Loss) of Acquiree since acquisition | $ 151 | $ (25) | $ 135 | $ (108) |
Property and Equipment (Details
Property and Equipment (Details) - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 |
Property, Plant and Equipment [Line Items] | ||
Property and equipment | $ 445,311 | $ 382,327 |
Less: accumulated depreciation | (98,108) | (82,694) |
Property and equipment, net | 347,203 | 299,633 |
Land | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | 42,888 | 41,451 |
Building and improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | 171,598 | 151,434 |
Equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | 145,868 | 114,752 |
Furniture and fixtures | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | 5,659 | 5,504 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | 77,712 | 68,405 |
Construction in progress | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | $ 1,586 | $ 781 |
Intangible Assets - Net (Detail
Intangible Assets - Net (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | Dec. 31, 2015 | |
Acquired Finite-Lived Intangible Assets [Line Items] | |||||
Gross Carrying Amount | $ 51,934 | $ 51,934 | $ 54,664 | ||
Accumulated Amortization | (7,024) | (7,024) | (9,233) | ||
Net | 44,910 | 44,910 | 45,431 | ||
Amortization [Abstract] | |||||
Amortization of Intangible Assets | 1,410 | $ 665 | $ 2,497 | $ 1,818 | |
Lease acquisition costs | |||||
Acquired Finite-Lived Intangible Assets [Line Items] | |||||
Weighted Average Life (Years) | 24 years 8 months | ||||
Gross Carrying Amount | 483 | $ 483 | 604 | ||
Accumulated Amortization | (68) | (68) | (577) | ||
Net | 415 | $ 415 | 27 | ||
Off-Market Favorable Lease [Member] | |||||
Acquired Finite-Lived Intangible Assets [Line Items] | |||||
Weighted Average Life (Years) | 27 years 9 months | ||||
Gross Carrying Amount | 43,248 | $ 43,248 | 43,248 | ||
Accumulated Amortization | (4,257) | (4,257) | (2,923) | ||
Net | 38,991 | $ 38,991 | 40,325 | ||
Assembled occupancy acquired | |||||
Acquired Finite-Lived Intangible Assets [Line Items] | |||||
Weighted Average Life (Years) | 3 months 5 days | ||||
Gross Carrying Amount | 1,817 | $ 1,817 | 4,779 | ||
Accumulated Amortization | (1,208) | (1,208) | (4,476) | ||
Net | 609 | 609 | 303 | ||
Amortization [Abstract] | |||||
Amortization of Intangible Assets | $ 913 | ||||
Facility trade names | |||||
Acquired Finite-Lived Intangible Assets [Line Items] | |||||
Weighted Average Life (Years) | 30 years | ||||
Gross Carrying Amount | 733 | $ 733 | 733 | ||
Accumulated Amortization | (256) | (256) | (244) | ||
Net | 477 | $ 477 | 489 | ||
Customer Relationships [Member] | |||||
Acquired Finite-Lived Intangible Assets [Line Items] | |||||
Weighted Average Life (Years) | 17 years 5 months | ||||
Gross Carrying Amount | 5,653 | $ 5,653 | 5,300 | ||
Accumulated Amortization | (1,235) | (1,235) | (1,013) | ||
Net | $ 4,418 | $ 4,418 | $ 4,287 |
Intangible Assets - Net Future
Intangible Assets - Net Future Amortization (Details) - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 |
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract] | ||
2016 (remainder) | $ 2,882 | |
2,017 | 3,049 | |
2,018 | 3,049 | |
2,019 | 2,920 | |
2,020 | 2,276 | |
2,021 | 2,836 | |
Thereafter | 27,898 | |
Finite-Lived Intangible Assets, Net | $ 44,910 | $ 45,431 |
Goodwill and Other Indefinite65
Goodwill and Other Indefinite-Lived Intangible Assets Goodwill Rollforward (Details) $ in Thousands | 6 Months Ended |
Jun. 30, 2016USD ($) | |
Goodwill [Line Items] | |
January 1, 2016 | $ 40,886 |
Purchase price adjustment | (26) |
Additions | 28,790 |
June 30, 2016 | 69,650 |
Transitional, Skilled, and Assisted Living Services Segment [Member] | |
Goodwill [Line Items] | |
January 1, 2016 | 17,759 |
Purchase price adjustment | 0 |
Additions | 26,415 |
June 30, 2016 | 44,174 |
Home Health and Hospice Segment [Member] | |
Goodwill [Line Items] | |
January 1, 2016 | 16,102 |
Purchase price adjustment | 0 |
Additions | 245 |
June 30, 2016 | 16,347 |
All Other [Member] | |
Goodwill [Line Items] | |
January 1, 2016 | 7,025 |
Purchase price adjustment | (26) |
Additions | 2,130 |
June 30, 2016 | $ 9,129 |
Goodwill and Other Indefinite66
Goodwill and Other Indefinite-Lived Intangible Assets Indefinite-lived intangble assets (Details) - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 |
Indefinite-lived Intangible Assets [Line Items] | ||
Other indefinite-lived intangibles | $ 19,246 | $ 18,646 |
Home Health and Hospice Segment [Member] | ||
Indefinite-lived Intangible Assets [Line Items] | ||
Other indefinite-lived intangibles | 19,246 | 18,646 |
Home Health and Hospice Segment [Member] | Trade Names [Member] | ||
Indefinite-lived Intangible Assets [Line Items] | ||
Other indefinite-lived intangibles | 1,915 | 1,915 |
Home Health and Hospice Segment [Member] | Home Health and Hospice Medicare License [Member] | ||
Indefinite-lived Intangible Assets [Line Items] | ||
Other indefinite-lived intangibles | $ 17,331 | $ 16,731 |
Restricted and Other Assets (De
Restricted and Other Assets (Details) - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 |
RESTRICTED AND OTHER ASSETS [Abstract] | ||
Debt issuance costs, net | $ 2,896 | $ 2,021 |
Long-term insurance losses recoverable asset | 4,258 | 2,881 |
Deposits with landlords | 4,519 | 3,969 |
Capital improvement reserves with landlords and lenders | 834 | 760 |
Restricted and other assets | $ 12,507 | $ 9,631 |
Other Accrued Liabilities (Deta
Other Accrued Liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 |
OTHER ACCRUED LIABILITIES [Abstract] | ||
Quality assurance fee | $ 4,019 | $ 6,120 |
Resident refunds payable | 15,424 | 13,252 |
Deferred revenue | 5,058 | 6,696 |
Cash held in trust for residents | 2,372 | 3,016 |
Resident deposits | 5,918 | 5,884 |
Dividends payable | 2,045 | 2,072 |
Property taxes | 5,752 | 4,230 |
Other Liabilities, Fair Value Disclosure | 1,987 | 0 |
Other | 4,778 | 4,935 |
Other accrued liabilities | $ 47,353 | $ 46,205 |
Income Taxes Income Tax Other D
Income Taxes Income Tax Other Disclosures (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Other Tax Disclosures [Abstract] | ||||
Losses related to operational closure | $ 0 | $ 0 | $ 7,935 | $ 0 |
Tax Benefit Recognized on Operational Closure | $ 0 | $ 0 | $ 3,065 | $ 0 |
Debt (Details)
Debt (Details) - USD ($) $ in Thousands | Jun. 30, 2016 | Feb. 05, 2016 | Dec. 31, 2015 |
Debt Instrument [Line Items] | |||
Long-term Debt, Gross | $ 184,356 | $ 99,671 | |
Current maturities of long-term debt | 634 | 620 | |
Long Term Debt, net of Current Maturities and Debt Discount | 183,722 | 99,051 | |
Secured Debt [Member] | Senior Debt Obligations [Member] | |||
Debt Instrument [Line Items] | |||
Debt Instrument, unused line fee minimum | 0.30% | ||
Debt Instrument, unused line fee maximum | 0.50% | ||
Debt Instrument, Face Amount | $ 250,000 | ||
Long-term Line of Credit | $ 150,000 | ||
Senior Notes | 170,000 | 85,000 | |
Collateralized Debt Obligations [Member] | Notes Payable, Other Payables [Member] | |||
Debt Instrument [Line Items] | |||
Notes Payable | 14,356 | $ 14,671 | |
Notes Payable, Current | 634 | ||
Notes Payable, Noncurrent | $ 13,722 |
Debt Additional Disclosures (De
Debt Additional Disclosures (Details) $ in Thousands | 6 Months Ended | ||||||
Jun. 30, 2016USD ($) | Jul. 29, 2016USD ($) | Jul. 19, 2016USD ($)Rate | Feb. 05, 2016USD ($)Rate | Dec. 31, 2015USD ($)Rate | Jul. 01, 2015Rate | Apr. 02, 2015Rate | |
Collateralized Debt Obligations [Member] | Notes Payable to Banks [Member] | |||||||
Long-Term Debt Additional Disclosures [Line Items] | |||||||
Debt Instrument, Interest Rate, Stated Percentage | Rate | 2.60% | 5.30% | |||||
Collateralized Debt Obligations [Member] | Notes Payable, Other Payables [Member] | |||||||
Long-Term Debt Additional Disclosures [Line Items] | |||||||
Notes Payable, Current | $ 634 | ||||||
Notes Payable, Noncurrent | 13,722 | ||||||
Notes Payable | 14,356 | $ 14,671 | |||||
Collateralized Debt Obligations [Member] | Mortgage Loans on Real Estate [Member] | |||||||
Long-Term Debt Additional Disclosures [Line Items] | |||||||
Prepayment penalty reduced rate | Rate | 1.00% | ||||||
Secured Debt [Member] | Senior Debt Obligations [Member] | |||||||
Long-Term Debt Additional Disclosures [Line Items] | |||||||
Senior Notes | 170,000 | $ 85,000 | |||||
Total Net Debt Ratio, Maximum | 3.50 | ||||||
EBITDA Ratio, Maximum | 1 | ||||||
Total Net Debt Ratio, Minimum | 1.50 | ||||||
EBITDA Ratio, Minimum | 1 | ||||||
Total Net Debt Ratio, Default | 2.75 | ||||||
EBITDA Ratio, Default | 1 | ||||||
Aggregate Revolving Commitment Percentage | Rate | 10.00% | ||||||
Total Net Debt Ratio, Cured | 2.75 | ||||||
EBITDA Ratio, Cured | 1 | ||||||
Debt Instrument, Face Amount | $ 250,000 | ||||||
Pledged Financial Instruments, Not Separately Reported, Securities for Letter of Credit Facilities | $ 2,310 | ||||||
Long-term Line of Credit | $ 150,000 | ||||||
Debt Instrument, Interest Rate, Additional Margin Minimum | Rate | 0.75% | ||||||
Debt Instrument, Interest Rate, Margin Maximum | Rate | 1.75% | ||||||
Debt Instrument, interest rate margin LIBOR minimum | Rate | 1.75% | ||||||
Debt Instrument, interest rate margin LIBOR maximum | Rate | 2.75% | ||||||
Debt Instrument, unused line fee minimum | Rate | 0.30% | ||||||
Debt Instrument, unused line fee maximum | Rate | 0.50% | ||||||
Subsequent Event [Member] | Secured Debt [Member] | Senior Debt Obligations [Member] | |||||||
Long-Term Debt Additional Disclosures [Line Items] | |||||||
Senior Notes | $ 177,000 | ||||||
Debt Instrument, Face Amount | $ 450,000 | ||||||
Long-term Line of Credit | 300,000 | ||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 150,000 | ||||||
Debt Instrument, Interest Rate, Effective Percentage | Rate | 5.00% | ||||||
Minimum [Member] | Collateralized Debt Obligations [Member] | Mortgage Loans on Real Estate [Member] | |||||||
Long-Term Debt Additional Disclosures [Line Items] | |||||||
Debt Instrument, pre-payment fee reduction, term | 3 years | ||||||
Debt Instrument, Term | 12 years | ||||||
Maximum [Member] | Collateralized Debt Obligations [Member] | Mortgage Loans on Real Estate [Member] | |||||||
Long-Term Debt Additional Disclosures [Line Items] | |||||||
Debt Instrument, pre-payment fee reduction, term | 11 years | ||||||
Debt Instrument, Term | 33 years |
Options and Awards Lead Paragra
Options and Awards Lead Paragraphs (Details) - shares shares in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Stock Issued or Granted During Period, Share-based Compensation [Abstract] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant | 3,252 | 3,252 | ||
Options Granted | 121 | 150 | 288 | 294 |
Employees [Domain] | ||||
Stock Issued or Granted During Period, Share-based Compensation [Abstract] | ||||
Stock Issued During Period, Shares, Restricted Stock Award, Gross | 52 | 51 | 214 | 181 |
Options and Awards Valuation As
Options and Awards Valuation Assumptions (Details) - shares shares in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Fair Value Assumptions and Methodology | ||||
Options Granted | 121 | 150 | 288 | 294 |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Risk Free Interest Rate | 1.49% | 1.71% | 1.40% | 1.58% |
Expected Life | 6 years 6 months | 6 years 6 months | 6 years 6 months | 6 years 6 months |
Weighted Average Volatility | 41.10% | 40.00% | 39.20% | 42.10% |
Weighted Average Dividend Yield | 0.79% | 0.62% | 0.78% | 0.63% |
Options and Awards Exercise Pri
Options and Awards Exercise Price and Fair Value (Details) - $ / shares shares in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Net of Forfeitures [Abstract] | ||||
Options Granted | 121 | 150 | 288 | 294 |
Weighted Average Exercise Price | $ 19.76 | $ 22.57 | ||
Weighted Average Fair Value of Options | 7.42 | $ 9.23 | ||
Intrinsic Value of Options Granted on Grant Date [Abstract] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Grant Date Intrinsic Value | $ 0 |
Options and Awards Options Outs
Options and Awards Options Outstanding Rollforward (Details) - $ / shares shares in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Options outstanding January 1, 2016 | 5,448 | |||
Weighted average exercise price January 1, 2016 | $ 10.36 | |||
Options vested January 1, 2016 | 2,526 | |||
Weighted Average Exercise Price of Options Vested January 1, 2016 | $ 6.35 | |||
Options Granted | 121 | 150 | 288 | 294 |
Weighted Average Exercise Price, Options Granted | $ 19.76 | $ 22.57 | ||
Options Forfeited in Period | (50) | |||
Weighted Average Exercise Price, Options Forfeited in Period | $ 12.56 | |||
Options Exercised in Period | (288) | |||
Weighted Average Exercise Price, Options Exercised in Period | $ 5.90 | |||
Options outstanding June 30, 2016 | 5,398 | 5,398 | ||
Weighted average exercise price June 30, 2016 | $ 11.08 | $ 11.08 | ||
Options vested June 30, 2016 | 2,795 | 2,795 | ||
Weighted Average Exercise Price of Options Vested June 30, 2016 | $ 7.52 | $ 7.52 |
Options and Awards Options Ou76
Options and Awards Options Outstanding by Exercise Price (Details) $ / shares in Units, shares in Thousands, $ in Thousands | 6 Months Ended |
Jun. 30, 2016USD ($)$ / sharesshares | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Number of Outstanding Options | 5,398 |
Black-Scholes Fair Value | $ | $ 26,715 |
Stock Options Vested and Exercisable | 2,795 |
2,006 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Exercise Price, Lower Range Limit | $ / shares | $ 1.93 |
Exercise Price, Upper Range Limit | $ / shares | $ 2.05 |
Number of Outstanding Options | 44 |
Black-Scholes Fair Value | $ | $ 115 |
Remaining Contractual Life (Years) | 1 year |
Stock Options Vested and Exercisable | 44 |
2,008 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Exercise Price, Lower Range Limit | $ / shares | $ 2.56 |
Exercise Price, Upper Range Limit | $ / shares | $ 4.06 |
Number of Outstanding Options | 457 |
Black-Scholes Fair Value | $ | $ 675 |
Remaining Contractual Life (Years) | 2 years |
Stock Options Vested and Exercisable | 457 |
2,009 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Exercise Price, Lower Range Limit | $ / shares | $ 4.06 |
Exercise Price, Upper Range Limit | $ / shares | $ 4.56 |
Number of Outstanding Options | 621 |
Black-Scholes Fair Value | $ | $ 1,329 |
Remaining Contractual Life (Years) | 3 years |
Stock Options Vested and Exercisable | 621 |
2,010 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Exercise Price, Lower Range Limit | $ / shares | $ 4.77 |
Exercise Price, Upper Range Limit | $ / shares | $ 4.96 |
Number of Outstanding Options | 158 |
Black-Scholes Fair Value | $ | $ 382 |
Remaining Contractual Life (Years) | 4 years |
Stock Options Vested and Exercisable | 158 |
2,011 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Exercise Price, Lower Range Limit | $ / shares | $ 5.90 |
Exercise Price, Upper Range Limit | $ / shares | $ 7.99 |
Number of Outstanding Options | 194 |
Black-Scholes Fair Value | $ | $ 657 |
Remaining Contractual Life (Years) | 5 years |
Stock Options Vested and Exercisable | 158 |
2,012 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Exercise Price, Lower Range Limit | $ / shares | $ 6.56 |
Exercise Price, Upper Range Limit | $ / shares | $ 7.96 |
Number of Outstanding Options | 570 |
Black-Scholes Fair Value | $ | $ 2,101 |
Remaining Contractual Life (Years) | 6 years |
Stock Options Vested and Exercisable | 338 |
2,013 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Exercise Price, Lower Range Limit | $ / shares | $ 7.98 |
Exercise Price, Upper Range Limit | $ / shares | $ 11.49 |
Number of Outstanding Options | 661 |
Black-Scholes Fair Value | $ | $ 3,227 |
Remaining Contractual Life (Years) | 7 years |
Stock Options Vested and Exercisable | 312 |
2,014 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Exercise Price, Lower Range Limit | $ / shares | $ 10.55 |
Exercise Price, Upper Range Limit | $ / shares | $ 18.94 |
Number of Outstanding Options | 1,790 |
Black-Scholes Fair Value | $ | $ 10,109 |
Remaining Contractual Life (Years) | 8 years |
Stock Options Vested and Exercisable | 652 |
2,015 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Exercise Price, Lower Range Limit | $ / shares | $ 21.47 |
Exercise Price, Upper Range Limit | $ / shares | $ 25.24 |
Number of Outstanding Options | 616 |
Black-Scholes Fair Value | $ | $ 5,590 |
Remaining Contractual Life (Years) | 9 years |
Stock Options Vested and Exercisable | 55 |
2,016 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Exercise Price, Lower Range Limit | $ / shares | $ 19.58 |
Exercise Price, Upper Range Limit | $ / shares | $ 19.89 |
Number of Outstanding Options | 287 |
Black-Scholes Fair Value | $ | $ 2,530 |
Remaining Contractual Life (Years) | 10 years |
Stock Options Vested and Exercisable | 0 |
Options and Awards Restricted A
Options and Awards Restricted Awards Granted (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Restricted awards granted [Line Items] | ||||
Share-based Compensation, Restricted Awards, Exercise Price | $ 0 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 5 years | |||
Director [Member] | ||||
Restricted awards granted [Line Items] | ||||
Restricted Awards Grant Date Fair Value Range, Minimum | $ 21.26 | |||
Restricted Awards Grant Date Fair Value Range, Maximum | $ 23.23 | |||
Options Granted to Non-employee Directors | 8 | 16 | ||
Employees [Domain] | ||||
Restricted awards granted [Line Items] | ||||
Restricted Awards Grant Date Fair Value Range, Minimum | $ 19.58 | |||
Restricted Awards Grant Date Fair Value Range, Maximum | $ 23.23 | |||
Stock Issued During Period, Shares, Restricted Stock Award, Gross | 52 | 51 | 214 | 181 |
Options and Awards Restricted78
Options and Awards Restricted Award Rollforward (Details) - $ / shares shares in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Restricted Stock Rollforward [Line Items] | ||||
Nonvested Restricted Awards, Nonvested at January 1, 2016 | 425 | |||
Weighted Average Grant Date Fair Value, Nonvested at January 1, 2016 | $ 19.79 | |||
Weighted Average Grant Date Fair Value, Restricted Awards Granted in the Period | $ 21.06 | |||
Nonvested Restricted Awards, Vested in the Period | (198) | |||
Weighted Average Grant Date Fair Value, Restricted Awards Vested in the Period | $ 19.97 | |||
Nonvested Restricted Awards, Forfeited in the Period | (5) | |||
Weighted Average Grant Date Fair Value, Restricted Awards Forfeited in the Period | $ 18.90 | |||
Nonvested Restricted Awards, Nonvested at June 30, 2016 | 436 | 436 | ||
Weighted Average Grant Date Fair Value, Nonvested at June 30, 2016 | $ 20.34 | $ 20.34 | ||
Director [Member] | ||||
Restricted Stock Rollforward [Line Items] | ||||
Restricted Awards Grant Date Fair Value Range, Minimum | (21.26) | |||
Restricted Awards Grant Date Fair Value Range, Maximum | $ 23.23 | |||
Options Granted to Non-employee Directors | 8 | 16 | ||
Employees [Domain] | ||||
Restricted Stock Rollforward [Line Items] | ||||
Stock Issued During Period, Shares, Restricted Stock Award, Gross | 52 | 51 | 214 | 181 |
Restricted Awards Grant Date Fair Value Range, Minimum | $ (19.58) | |||
Restricted Awards Grant Date Fair Value Range, Maximum | $ 23.23 |
Options and Awards Compensation
Options and Awards Compensation Expense (Details) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Share-based compensation expense | $ 2,137 | $ 1,733 | $ 4,022 | $ 3,226 |
Employee Service Share-based Compensation, Nonvested Awards, Total Compensation Cost Not yet Recognized [Abstract] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term | 6 years 3 months | |||
Stock Options | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Share-based compensation expense | 1,319 | 1,165 | $ 2,503 | 2,121 |
Employee Service Share-based Compensation, Nonvested Awards, Total Compensation Cost Not yet Recognized [Abstract] | ||||
Employee Service Share-based Compensation, Nonvested Awards, Total Compensation Cost Not yet Recognized | $ 14,846 | $ 14,846 | ||
Employee Service Share-based Compensation, Nonvested Awards, Total Compensation Cost Not yet Recognized, Period for Recognition | 3 years 3 months | |||
Employee Service Share-based Compensation, Nonvested Awards | 2,603 | 2,603 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Expected to Vest, Number | 2,437 | 2,437 | ||
Restricted Stock Awards | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Share-based compensation expense | $ 652 | 434 | $ 1,200 | 850 |
Employee Service Share-based Compensation, Nonvested Awards, Total Compensation Cost Not yet Recognized [Abstract] | ||||
Employee Service Share-based Compensation, Nonvested Awards, Total Compensation Cost Not yet Recognized | 7,654 | $ 7,654 | ||
Employee Service Share-based Compensation, Nonvested Awards, Total Compensation Cost Not yet Recognized, Period for Recognition | 3 years 7 months | |||
Stock awards | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Share-based compensation expense | $ 166 | $ 134 | $ 319 | $ 255 |
Options and Awards Intrinsic Va
Options and Awards Intrinsic Values (Details) - Stock Options - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended |
Jun. 30, 2016 | Dec. 31, 2015 | |
Outstanding | $ 55,019 | $ 67,508 |
Vested | 37,786 | 41,128 |
Expected to Vest | 15,479 | 23,508 |
Exercised | $ 4,294 | $ 8,709 |
Options and Awards Subsidiary E
Options and Awards Subsidiary Equity Plan (Details) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Allocated Share-based Compensation Expense | $ 2,137 | $ 1,733 | $ 4,022 | $ 3,226 |
Stock awards [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Allocated Share-based Compensation Expense | $ 166 | $ 134 | 319 | $ 255 |
Stock awards [Member] | Subsidiaries [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock Granted, Value, Share-based Compensation, Gross | $ 4,623 | |||
Common Stock Required to Settle Subsidiary Shares | 226 | 0 | 226 | 0 |
Allocated Share-based Compensation Expense | $ 643 | $ 0 | $ 643 | $ 0 |
Leases (Details)
Leases (Details) $ in Thousands | Jun. 03, 2014 | Jun. 30, 2016USD ($)facilities | Jun. 30, 2015USD ($) | Jun. 30, 2016USD ($)facilitiesRenewals | Jun. 30, 2015USD ($) | Jun. 01, 2014facilities |
Operating Leased Assets [Line Items] | ||||||
Master Lease agreements | facilities | 5 | 5 | ||||
Business Exit Costs | $ | $ 7,935 | |||||
Operating Leases, Rent Expense | $ | $ 30,916 | $ 19,180 | $ 58,051 | $ 38,261 | ||
Average operating lease minimum term | 5 years | |||||
Average operating lease maximum term | 20 years | |||||
Average non-cancellable equipment leases minimum term | 3 years | |||||
Average non-cancellable equipment lease maximum term | 5 years | |||||
Facilities under master lease arrangement | facilities | 37 | 37 | ||||
Gain (Loss) on Contract Termination | $ | $ 6,512 | |||||
Mainstreet Property Group LLC[Member] [Member] | ||||||
Operating Leased Assets [Line Items] | ||||||
Lessee Leasing Arrangements, Operating Leases, Term of Contract | 15 years | |||||
Lessee Leasing Arrangements, Operating Leases, Number of Renewal Terms, Minimum | Renewals | 2 | |||||
Lessee Leasing Arrangements, Operating Leases, Renewal Term | 5 years | |||||
CareTrust REIT [Member] | ||||||
Operating Leased Assets [Line Items] | ||||||
Payments for Rent | $ | $ 14,039 | $ 14,000 | $ 28,039 | $ 28,000 | ||
Average operating lease minimum term | 12 years | |||||
Average operating lease maximum term | 19 years | |||||
Operating Leases of Lessee, Contingent Rentals, Description of Variable Rate Basis | 0.025 | |||||
Real Estate Investment Trust Spin-Off Transaction [Member] | CareTrust REIT [Member] | ||||||
Operating Leased Assets [Line Items] | ||||||
Skilled Nursing, Assisted Living and Independent Living Facilities | facilities | 93 | |||||
Master Lease agreements | facilities | 8 |
Leases Future minimum lease pay
Leases Future minimum lease payments (Details) $ in Thousands | Jun. 30, 2016USD ($) |
Future Minimum Lease Payments [Abstract] | |
2,016 | $ 66,091 |
2,017 | 136,362 |
2,018 | 143,338 |
2,019 | 142,875 |
2,020 | 142,023 |
2,021 | 141,340 |
Thereafter | 1,167,512 |
Operating Leases, Future Minimum Payments Due | $ 1,939,541 |
Commitments and Contingencies L
Commitments and Contingencies Litigation (Details) $ in Thousands | 3 Months Ended | 6 Months Ended |
Jun. 30, 2016USD ($) | Jun. 30, 2016facilities | |
Litigation [Line Items] | ||
Facilities under Medicare Probe Reviews | 11 | |
Facilities under Medicare Probe Reviews Closed | 5 | |
Facilities under Medicare Probe Reviews in Process | 6 | |
General Liability [Member] | ||
Litigation [Line Items] | ||
Litigation Settlement, Amount | $ | $ 1,586 |
Commitments and Contingencies O
Commitments and Contingencies Other Matters (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2013USD ($) | |
Other Commitments [Line Items] | |
Litigation Settlement Paid to U.S. Government | $ 48,000 |
Commitments and Contingencies C
Commitments and Contingencies Concentrations (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | Jul. 29, 2016 | Dec. 31, 2015 | |
Concentration Risk [Line Items] | ||||||
% of Revenue | 100.00% | 100.00% | 100.00% | 100.00% | ||
Total Medicaid and Medicare Revenue [Member] | ||||||
Concentration Risk [Line Items] | ||||||
Accounts receivable by payor as a percent of total accounts receivable | 57.90% | 57.90% | 58.80% | |||
% of Revenue | 66.40% | 68.50% | 65.80% | 68.80% | ||
General Liability [Member] | ||||||
Concentration Risk [Line Items] | ||||||
Litigation Settlement, Amount | $ 1,586 | |||||
Subsequent Event [Member] | ||||||
Concentration Risk [Line Items] | ||||||
Cash, Uninsured Amount | $ 1,400 |
Commitments and Contingencies87
Commitments and Contingencies Cash in Excess of FDIC Limits (Details) - USD ($) $ in Thousands | Jul. 29, 2016 | Jun. 30, 2016 |
Cash in Excess of FDIC limits [Line Items] | ||
Cash, FDIC Insured Amount | $ 250 | |
Subsequent Event [Member] | ||
Cash in Excess of FDIC limits [Line Items] | ||
Cash, Uninsured Amount | $ 1,400 |
Commitments and Contingencies G
Commitments and Contingencies General Liability Claim $ in Thousands | 3 Months Ended |
Jun. 30, 2016USD ($) | |
General Liability [Member] | |
General Liability Claim [Line Items] | |
Litigation Settlement, Amount | $ 1,586 |