Select Medical (SEM) 10-Q 30 Oct 15 2015 Q3 Quarterly report Financial data

Document and Entity Information

Document and Entity Information	9 Months Ended
	Sep. 30, 2015shares
Document and Entity Information
Entity Registrant Name	SELECT MEDICAL HOLDINGS CORP
Entity Central Index Key	1,320,414
Document Type	10-Q
Document Period End Date	Sep. 30, 2015
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity Current Reporting Status	Yes
Entity Filer Category	Large Accelerated Filer
Entity Common Stock, Shares Outstanding	131,190,842
Document Fiscal Year Focus	2,015
Document Fiscal Period Focus	Q3

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets - USD ($) $ in Thousands	Sep. 30, 2015	Dec. 31, 2014
Current Assets:
Cash and cash equivalents	$ 22,635	$ 3,354
Accounts receivable, net of allowance for doubtful accounts of $46,425 and $82,278 at 2014 and 2015, respectively	574,845	444,269
Current deferred tax asset	23,346	15,991
Prepaid income taxes	2,303	17,888
Other current assets	78,402	46,142
Total Current Assets	701,531	527,644
Property and equipment, net	800,430	542,310
Goodwill	2,367,228	1,642,083
Other identifiable intangibles	258,640	72,519
Other assets	186,576	140,253
Total Assets	4,314,405	2,924,809
Current Liabilities:
Bank overdrafts	24,099	21,746
Less: current maturities	17,666	10,874
Accounts payable	118,617	108,532
Accrued payroll	132,872	97,090
Accrued vacation	72,475	63,132
Accrued interest	25,300	10,674
Accrued other	131,460	82,376
Total Current Liabilities	522,489	394,424
Long-term debt, net of current portion	2,333,078	1,542,102
Non-current deferred tax liability	182,963	109,203
Other non-current liabilities	145,277	92,855
Total Liabilities	$ 3,183,807	$ 2,138,584
Commitments and contingencies (Note 11)
Redeemable non-controlling interests	$ 257,122	$ 10,985
Stockholders' Equity:
Common stock	131	131
Capital in excess of par	419,477	413,706
Retained earnings (accumulated deficit)	405,689	325,678
Total Select Medical Holdings Corporation and Select Medical Corporation Stockholders' Equity	825,297	739,515
Non-controlling interest	48,179	35,725
Total Equity	873,476	775,240
Total Liabilities and Equity	4,314,405	2,924,809
Select
Current Assets:
Cash and cash equivalents	22,635	3,354
Accounts receivable, net of allowance for doubtful accounts of $46,425 and $82,278 at 2014 and 2015, respectively	574,845	444,269
Current deferred tax asset	23,346	15,991
Prepaid income taxes	2,303	17,888
Other current assets	78,402	46,142
Total Current Assets	701,531	527,644
Property and equipment, net	800,430	542,310
Goodwill	2,367,228	1,642,083
Other identifiable intangibles	258,640	72,519
Other assets	186,576	140,253
Total Assets	4,314,405	2,924,809
Current Liabilities:
Bank overdrafts	24,099	21,746
Less: current maturities	17,666	10,874
Accounts payable	118,617	108,532
Accrued payroll	132,872	97,090
Accrued vacation	72,475	63,132
Accrued interest	25,300	10,674
Accrued other	131,460	82,376
Total Current Liabilities	522,489	394,424
Long-term debt, net of current portion	2,333,078	1,542,102
Non-current deferred tax liability	182,963	109,203
Other non-current liabilities	145,277	92,855
Total Liabilities	$ 3,183,807	$ 2,138,584
Commitments and contingencies (Note 11)
Redeemable non-controlling interests	$ 257,122	$ 10,985
Stockholders' Equity:
Common stock	0	0
Capital in excess of par	898,968	885,407
Retained earnings (accumulated deficit)	(73,671)	(145,892)
Total Select Medical Holdings Corporation and Select Medical Corporation Stockholders' Equity	825,297	739,515
Non-controlling interest	48,179	35,725
Total Equity	873,476	775,240
Total Liabilities and Equity	$ 4,314,405	$ 2,924,809

Condensed Consolidated Balance3

Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands	Sep. 30, 2015	Dec. 31, 2014
Accounts receivable, allowance for doubtful accounts (in dollars)	$ 82,278	$ 46,425
Common stock, par value (in dollars per share)	$ 0.001	$ 0.001
Common stock, shares authorized	700,000,000	700,000,000
Common stock, shares issued	131,190,842	131,233,308
Common stock, shares outstanding	131,190,842	131,233,308
Select
Common stock, par value (in dollars per share)	$ 0.01	$ 0.01
Common stock, shares issued	100	100
Common stock, shares outstanding	100	100

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands	3 Months Ended	9 Months Ended
	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014
Net operating revenues	$ 758,069	$ 2,703,531	$ 2,293,409
Costs and expenses:
Cost of services	644,392	2,309,213	1,926,037
General and administrative	19,719	67,917	57,219
Bad debt expense	10,357	43,243	32,490
Depreciation and amortization	17,584	70,668	51,009
Total costs and expenses	692,052	2,491,041	2,066,755
Income from operations	66,017	212,490	226,654
Other income and expense:
Loss on early retirement of debt			(2,277)
Equity in earnings of unconsolidated subsidiaries	1,988	12,788	4,135
Gain on sale of equity investment		29,647
Interest expense	(21,753)	(79,728)	(64,032)
Income before income taxes	46,252	175,197	164,480
Income tax expense	17,956	65,048	63,823
Net income	28,296	110,149	100,657
Less: Net income attributable to non-controlling interests	1,766	8,740	5,742
Net income attributable to Select Medical Holdings Corporation and Select Medical Corporation	$ 26,530	$ 101,409	$ 94,915
Income per common share:
Basic (in dollars per share)	$ 0.20	$ 0.77	$ 0.71
Diluted (in dollars per share)	0.20	0.77	0.71
Dividends paid per share	$ 0.10	$ 0.10	$ 0.30
Weighted average shares outstanding:
Basic (in dollars per share)	126,639	127,541	129,706
Diluted (in dollars per share)	127,029	127,844	130,177
Select
Net operating revenues	$ 758,069	$ 2,703,531	$ 2,293,409
Costs and expenses:
Cost of services	644,392	2,309,213	1,926,037
General and administrative	19,719	67,917	57,219
Bad debt expense	10,357	43,243	32,490
Depreciation and amortization	17,584	70,668	51,009
Total costs and expenses	692,052	2,491,041	2,066,755
Income from operations	66,017	212,490	226,654
Other income and expense:
Loss on early retirement of debt			(2,277)
Equity in earnings of unconsolidated subsidiaries	1,988	12,788	4,135
Gain on sale of equity investment		29,647
Interest expense	(21,753)	(79,728)	(64,032)
Income before income taxes	46,252	175,197	164,480
Income tax expense	17,956	65,048	63,823
Net income	28,296	110,149	100,657
Less: Net income attributable to non-controlling interests	1,766	8,740	5,742
Net income attributable to Select Medical Holdings Corporation and Select Medical Corporation	$ 26,530	$ 101,409	$ 94,915

Condensed Consolidated Stateme5

Condensed Consolidated Statement of Changes in Equity and Income - 9 months ended Sep. 30, 2015 - USD ($) shares in Thousands, $ in Thousands	Comprehensive IncomeSelect	Comprehensive Income	Common StockSelect	Common Stock	Capital in Excess of ParSelect	Capital in Excess of Par	Retained Earnings (Accumulated Deficit)Select	Retained Earnings (Accumulated Deficit)	Non-controlling InterestsSelect	Non-controlling Interests	Select	Total
Balance at Dec. 31, 2014			$ 0	$ 131	$ 885,407	$ 413,706	$ (145,892)	$ 325,678	$ 35,725	$ 35,725	$ 775,240	$ 775,240
Balance (in shares) at Dec. 31, 2014			0	131,233
Increase (Decrease) in Stockholders' Equity
Net income	$ 109,259	$ 109,259					101,409	101,409	7,850	7,850	109,259	109,259
Net income - attributable to redeemable non-controlling interests	890	890
Total comprehensive income	$ 110,149	$ 110,149
Issuance and vesting of restricted stock				$ 0		9,849						9,849
Issuance and vesting of restricted stock (in shares)				1,158
Repurchase of common shares				$ 0		(7,790)		(7,286)				(15,076)
Repurchase of common shares (in shares)				(1,378)
Tax benefit from stock based awards					383	383					383	383
Stock option expense						41						41
Exercise of stock options				$ 0		1,604						1,604
Exercise of stock options (in shares)				178
Additional investment by Holdings					1,604						1,604
Dividends paid to common stockholders							(28,205)	(13,129)			(28,205)	(13,129)
Contribution related to restricted stock awards and stock option issuances by Holdings					9,890						9,890
Non-controlling interests acquired in business combination									3,470	3,470	3,470	3,470
Distributions to non-controlling interests									(5,881)	(5,881)	(5,881)	(5,881)
Purchase of non-controlling interests					(5)	(5)					(5)	(5)
Exchange of ownership interests with non-controlling interests					1,689	1,689			6,975	6,975	8,664	8,664
Other				$ 0			(983)	(983)	40	40	(943)	(943)
Balance at Sep. 30, 2015			$ 0	$ 131	$ 898,968	$ 419,477	$ (73,671)	$ 405,689	$ 48,179	$ 48,179	$ 873,476	$ 873,476
Balance (in shares) at Sep. 30, 2015			0	131,191

Condensed Consolidated Stateme6

Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014
Operating activities
Net income	$ 110,149	$ 100,657
Adjustments to reconcile net income to net cash provided by operating activities:
Distributions from unconsolidated subsidiaries	11,814	11,939
Depreciation and amortization	70,668	51,009
Provision for bad debts	43,243	32,490
Equity in earnings of unconsolidated subsidiaries	(12,788)	(4,135)
Loss on early retirement of debt		2,277
Gain on sale of assets and businesses	(1,264)	(1,236)
Gain on sale of equity investment	(29,647)
Stock compensation expense	9,244	7,391
Amortization of debt discount, premium and issuance costs	6,746	5,651
Deferred income taxes	(6,925)	2,844
Changes in operating assets and liabilities, net of effects from acquisition of businesses:
Accounts receivable	(48,778)	(52,924)
Other current assets	(4,580)	491
Other assets	4,540	(2,267)
Accounts payable	3,047	2,276
Accrued expenses	32,716	(17)
Income taxes	15,246	(4,203)
Net cash provided by operating activities	203,431	152,243
Investing activities
Purchases of property and equipment	(113,992)	(73,350)
Proceeds from sale of assets	1,542
Investment in businesses	(1,703)	(3,135)
Proceeds from sale of equity investment	33,096
Acquisition of businesses, net of cash acquired	(1,049,872)	(1,211)
Net cash used in investing activities	(1,130,929)	(77,696)
Financing activities
Borrowings on revolving facilities	840,000	675,000
Payments on revolving facilities	(675,000)	(655,000)
Payments on Select term loans	(26,884)	(33,994)
Issuance of 6.375% senior notes, includes premium		111,650
Proceeds from Concentra term loans, net of discounts	646,875
Borrowings of other debt	11,041	7,036
Principal payments on other debt	(13,167)	(11,696)
Debt issuance costs	(23,300)	(4,434)
Dividends paid to common stockholders	(13,129)	(40,257)
Repurchase of common stock	(13,622)	(129,057)
Proceeds from issuance of common stock	1,604	5,545
Proceeds from issuance of non-controlling interest	217,065	185
Proceeds from bank overdrafts	2,353	10,304
Tax benefit from stock based awards	383
Distributions to non-controlling interests	(7,440)	(3,119)
Net cash provided by (used in) financing activities	946,779	(67,837)
Net increase in cash and cash equivalents	19,281	6,710
Cash and cash equivalents at beginning of period	3,354	4,319
Cash and cash equivalents at end of period	22,635	11,029
Supplemental Cash Flow Information
Cash paid for interest	59,937	47,782
Cash paid for taxes	55,905	65,184
Select
Operating activities
Net income	110,149	100,657
Adjustments to reconcile net income to net cash provided by operating activities:
Distributions from unconsolidated subsidiaries	11,814	11,939
Depreciation and amortization	70,668	51,009
Provision for bad debts	43,243	32,490
Equity in earnings of unconsolidated subsidiaries	(12,788)	(4,135)
Loss on early retirement of debt		2,277
Gain on sale of assets and businesses	(1,264)	(1,236)
Gain on sale of equity investment	(29,647)
Stock compensation expense	9,244	7,391
Amortization of debt discount, premium and issuance costs	6,746	5,651
Deferred income taxes	(6,925)	2,844
Changes in operating assets and liabilities, net of effects from acquisition of businesses:
Accounts receivable	(48,778)	(52,924)
Other current assets	(4,580)	491
Other assets	4,540	(2,267)
Accounts payable	3,047	2,276
Accrued expenses	32,716	(17)
Income taxes	15,246	(4,203)
Net cash provided by operating activities	203,431	152,243
Investing activities
Purchases of property and equipment	(113,992)	(73,350)
Proceeds from sale of assets	1,542
Investment in businesses	(1,703)	(3,135)
Proceeds from sale of equity investment	33,096
Acquisition of businesses, net of cash acquired	(1,049,872)	(1,211)
Net cash used in investing activities	(1,130,929)	(77,696)
Financing activities
Borrowings on revolving facilities	840,000	675,000
Payments on revolving facilities	(675,000)	(655,000)
Payments on Select term loans	(26,884)	(33,994)
Issuance of 6.375% senior notes, includes premium		111,650
Proceeds from Concentra term loans, net of discounts	646,875
Borrowings of other debt	11,041	7,036
Principal payments on other debt	(13,167)	(11,696)
Debt issuance costs	(23,300)	(4,434)
Dividends paid to Holdings	(26,751)	(169,314)
Equity investment by Holdings	1,604	5,545
Proceeds from issuance of non-controlling interest	217,065	185
Proceeds from bank overdrafts	2,353	10,304
Tax benefit from stock based awards	383
Distributions to non-controlling interests	(7,440)	(3,119)
Net cash provided by (used in) financing activities	946,779	(67,837)
Net increase in cash and cash equivalents	19,281	6,710
Cash and cash equivalents at beginning of period	3,354	4,319
Cash and cash equivalents at end of period	22,635	11,029
Supplemental Cash Flow Information
Cash paid for interest	59,937	47,782
Cash paid for taxes	$ 55,905	$ 65,184

Condensed Consolidated Stateme7

Condensed Consolidated Statements of Cash Flows (Parenthetical)	Sep. 30, 2015	Dec. 31, 2014	Sep. 30, 2014
6.375% senior notes | Select
Long-term debt and notes payable
Interest rate of debt (as a percent)	6.375%	6.375%	6.375%

Basis of Presentation

Basis of Presentation	9 Months Ended
	Sep. 30, 2015
Basis of Presentation
Basis of Presentation	1. Basis of Presentation The unaudited condensed consolidated financial statements of Select Medical Holdings Corporation (“Holdings”) and Select Medical Corporation (“Select”) as of September 30, 2015, and for the three and nine month periods ended September 30, 2014 and 2015, have been prepared in accordance with generally accepted accounting principles (“GAAP”). In the opinion of management, such information contains all adjustments, which are normal and recurring in nature, necessary for a fair statement of the financial position, results of operations, and cash flow for such periods. All significant intercompany transactions and balances have been eliminated. The results of operations for the three and nine months ended September 30, 2015 are not necessarily indicative of the results to be expected for the full fiscal year ending December 31, 2015. Holdings and Select, and their subsidiaries, are collectively referred to as the “Company.” The condensed consolidated financial statements of Holdings include the accounts of its wholly-owned subsidiary Select. Holdings conducts substantially all of its business through Select and its subsidiaries. Certain information and disclosures normally included in the notes to consolidated financial statements have been condensed or omitted consistent with the rules and regulations of the Securities and Exchange Commission (the “SEC”), although the Company believes the disclosure is adequate to make the information presented not misleading. The accompanying unaudited condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto for the year ended December 31, 2014, contained in the Company’s Annual Report on Form 10-K filed with the SEC on February 25, 2015.

Accounting Policies

Accounting Policies	9 Months Ended
	Sep. 30, 2015
Accounting Policies
Accounting Policies	2. Accounting Policies Use of Estimates The preparation of 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 reported amounts of revenues and expenses during the reporting period. Actual results could differ materially from those estimates. Redeemable Non-Controlling Interests The interests held by other parties in subsidiaries, limited liability companies, and limited partnerships owned and controlled by the Company are generally reported as a component of stockholders’ equity. Some of those non-controlling interests consist of outside owners that have certain “put rights,” that are currently exercisable, and that, if exercised, require the Company to purchase the member’s non-controlling interest. These redeemable non-controlling interests that are currently redeemable, or considered probable of becoming redeemable, have been adjusted to their approximate redemption values, and are reported outside of the stockholders’ equity section. As of September 30, 2015 and December 31, 2014, the Company believes the redemption values of the non-controlling ownership interests approximates the fair value of those interests classified as redeemable non-controlling interests. The changes in the redeemable non-controlling interests amounts for the nine months ended September 30, 2015 are as follows (in thousands): Balance at December 31, 2014 — redeemable non-controlling interests $ Issuance of redeemable non-controlling interests Redeemable non-controlling interests acquired in business combination Changes in the redemption amounts of redeemable non-controlling interests Net income attributable to redeemable non-controlling interests Distributions to redeemable non-controlling interests ) Repurchase of redeemable non-controlling interests ) Balance at September 30, 2015 — redeemable non-controlling interests $ Recent Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2014-09, Revenue from Contracts with Customers , which supersedes most of the current revenue recognition requirements. The core principle of the new guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. New disclosures about the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with customers are also required. The original standard was effective for fiscal years beginning after December 15, 2016; however, in July 2015, the FASB approved a one-year deferral of this standard, with a new effective date for fiscal years beginning after December 15, 2017. The Company is currently evaluating the standard to determine the impact it will have on its consolidated financial statements. In April and August 2015, the FASB issued ASU No. 2015-03 and ASU No. 2015-15, Interest- Imputation of Interest , respectively, to simplify the presentation of debt issuance costs. The standard requires debt issuance costs be presented in the balance sheet as a direct deduction from the carrying value of the debt liability. The FASB clarified that debt issuance costs related to line-of-credit arrangements can be presented as an asset and amortized over the term of the arrangement. The guidance is effective for annual fiscal periods beginning after December 15, 2015. Early adoption is permitted, however the Company will defer. The Company is currently evaluating the standard to determine the impact it will have on its consolidated financial statements. In September 2015, the FASB issued ASU No. 2015-16 , Simplifying the Accounting for Measurement-Period Adjustments, which changes the reporting requirement for retrospective adjustments to provisional amounts in the measurement period. The amendments in this update require an entity to present separately on the face of the income statement or disclose in the notes, the portion of the amount recorded in current-period earnings by line item that would have been recorded in previous reporting periods if the adjustment to the provisional amounts had been recognized as of the acquisition date. The revised guidance is effective for annual fiscal periods beginning after December 15, 2015. Early adoption is permitted and the Company intends to prospectively adopt ASU No. 2015-16, as applicable.

Concentra Acquisition

Concentra Acquisition	9 Months Ended
	Sep. 30, 2015
Concentra Acquisition
Concentra Acquisition	3. Concentra Acquisition On June 1, 2015, MJ Acquisition Corporation, a joint venture that Select created with Welsh, Carson, Anderson & Stowe XII, L.P. (“WCAS”), consummated the acquisition of Concentra Inc. (“Concentra”), the indirect operating subsidiary of Concentra Group Holdings, LLC (“Group Holdings”), and its subsidiaries. Pursuant to the terms of the stock purchase agreement (the “Purchase Agreement”), dated as of March 22, 2015, by and among MJ Acquisition Corporation, Concentra and Humana Inc. (“Humana”) , MJ Acquisition Corporation acquired 100% of the issued and outstanding equity securities of Concentra from Humana for $1,047.2 million, net of $3.8 million of cash acquired. Select entered into a Subscription Agreement (the “Subscription Agreement”), by and among Select, WCAS, Group Holdings and the other members of Group Holdings. Pursuant to the Subscription Agreement, Select purchased Class A equity interests of Group Holdings for an aggregate purchase price of $217.9 million, representing a majority (50.1%) of the voting equity interests in Group Holdings. WCAS and the other members purchased Class A interests of Group Holdings for an aggregate purchase price of $217.1 million, representing a 49.9% share of the voting equity interests of Group Holdings. MJ Acquisition Corporation entered into the Concentra credit facilities (Refer to Footnote 7 - Indebtedness) to fund a portion of the purchase price for all of the issued and outstanding stock of Concentra. Concentra, as the surviving entity of the merger between MJ Acquisition Corporation and Concentra, became the borrower under the Concentra credit facilities. Group Holdings contributed cash of $435.0 million, to MJ Acquisition Corporation. MJ Acquisition Corporation used the cash, together with $650.0 million in borrowings under the Concentra credit facilities, to pay the purchase price. Select owns 50.1% of the voting interests of Group Holdings, the indirect parent of Concentra. Concentra’s financial results are consolidated with Select’s as of June 1, 2015. Group Holdings issued a non-controlling interest valued at $217.1 million. Concentra, formed in 1979, is one of the largest providers of occupational health, consumer health, physical therapy and veteran’s healthcare services in the United States based on the number of facilities. As of September 30, 2015, Concentra operated 300 freestanding medical centers in 38 states, 141 medical facilities located at the workplaces of Concentra’s employer customers and 34 Department of Veterans Affairs community-based outpatient clinics. The Concentra acquisition is being accounted for under the provisions of Accounting Standards Codification (“ASC”) 805, Business Combinations. The Company will allocate the purchase price to tangible and identifiable intangible assets acquired and liabilities assumed based on their estimated fair values. The Company is in the process of completing its assessment of fair values for identifiable tangible and intangible assets, and liabilities assumed; therefore, the values set forth below are subject to adjustment during the measurement period for such activities as estimating useful lives of long-lived assets and finite lived intangibles and completing assessment of fair values by obtaining appraisals. The amount of these potential adjustments could be significant. The Company expects to complete its purchase price allocation activities by December 31, 2015. The following table summarizes the preliminary allocation of the purchase price to the fair value of identifiable assets acquired and liabilities assumed, in accordance with the acquisition method of accounting (in thousands): Cash and cash equivalents $ Identifiable tangible assets, excluding cash and cash equivalents Identifiable intangible assets Goodwill Total assets Total current liabilities Total non-current liabilities Non-controlling interests Total liabilities Net assets acquired Less: Cash and cash equivalents acquired Net cash paid $ Goodwill of $715.3 million has been preliminarily recognized in the transaction, representing the excess of the purchase price over the value of the tangible and intangible assets acquired and liabilities assumed. The factors considered in determining the goodwill that resulted from the Concentra purchase price included Concentra’s future earnings potential and the value of Concentra’s assembled workforce. The goodwill has been allocated to the Concentra segment and is not deductible for tax purposes. However, prior to its acquisition by MJ Acquisition Corporation, Concentra completed certain acquisitions that resulted in goodwill with an estimated value of $21.1 million that is deductible for tax purposes, which the Company will deduct through 2025. For the three months ended September 30, 2015, Concentra contributed net revenue of $259.0 million and net income of approximately $0.3 million which is reflected in the Company’s consolidated statement of operations. For the period of June 1, 2015 through September 30, 2015, Concentra contributed net revenue of $345.8 million and a net loss of approximately $0.1 million which is reflected in the Company’s consolidated statement of operations. We incurred $4.7 million of acquisition costs in the nine months ended September 30, 2015. Acquisition costs consist of legal, advisory, and due diligence fees and expenses. The following pro forma unaudited results of operations have been prepared assuming the acquisition of Concentra occurred January 1, 2014. These results are not necessarily indicative of results of future operations nor of the results that would have actually occurred had the acquisition been consummated January 1, 2014. Three Months Ended September 30, Nine Months Ended September 30, 2014 2015 2014 2015 (in thousands, except per share amounts) Net revenue $ $ $ $ Net income Income per common share: Basic $ $ $ $ Diluted $ $ $ $ The pro forma financial information is based on the preliminary allocation of the purchase price and therefore subject to adjustment upon finalizing the purchase price allocation during the measurement period. The net income tax impact was calculated at a statutory rate, as if Concentra had been a subsidiary of the company as of January 1, 2014. Pro forma results for the three months ended September 30, 2014 were adjusted to include approximately $12.1 million of interest expense, an income tax benefit of approximately $2.5 million, approximately $0.5 million of rent expense, and approximately $0.2 million in net loss attributable to non-controlling interests. Results for the same period were also adjusted to exclude amortization expense of approximately $1.0 million. Pro forma results for the nine months ended September 30, 2015 were adjusted to include approximately $19.8 million of interest expense, an income tax benefit of approximately $3.5 million, approximately $1.3 million in net income attributable to non-controlling interests, and approximately $0.9 million of rent expense. Results for the same period were also adjusted to exclude seller costs of $6.0 million, Concentra acquisition costs of $4.7 million, and amortization expense of approximately $1.8 million. Pro forma results for the nine months ended September 30, 2014 were adjusted to include approximately $36.1 million of interest expense, an income tax benefit of approximately $7.5 million, $4.7 million of Concentra acquisition costs, approximately $2.2 million of net loss attributable to non-controlling interests, and approximately $1.4 million of rent expense. Results for the same period were also adjusted to exclude amortization expense of approximately $3.1 million.

Property and Equipment

Property and Equipment	9 Months Ended
	Sep. 30, 2015
Property and Equipment
Property and Equipment	4. Property and Equipment Property and equipment consists of the following: December 31, 2014 September 30, 2015 (in thousands) Land $ $ Leasehold improvements Buildings and improvements Furniture and equipment Construction-in-progress Total property and equipment Accumulated depreciation and amortization ) ) Property and equipment, net $ $ Depreciation expense was $28.5 million and $17.4 million for the three months ended September 30, 2015 and 2014, respectively. Depreciation expense was $66.3 million and $50.6 million for the nine months ended September 30, 2015 and 2014, respectively.

Intangible Assets

Intangible Assets	9 Months Ended
	Sep. 30, 2015
Intangible Assets
Intangible Assets	5. Intangible Assets The net carrying value of the Company’s goodwill and identifiable intangible assets consist of the following: December 31, 2014 September 30, 2015 (in thousands) Goodwill $ $ Identifiable intangibles: Trademarks $ $ Certificates of need Accreditations Customer relationships — Total identifiable intangibles $ $ Amortization expense was $3.0 million and $0.2 for the three months ended September 30, 2015 and 2014, respectively. Amortization expense was $4.4 million and $0.4 million for the nine months ended September 30, 2015 and 2014, respectively. The Company’s accreditations and trademarks have renewal terms. The costs to renew these intangibles are expensed as incurred. At September 30, 2015, the accreditations and trademarks have a weighted average time until next renewal of approximately 1.5 years and 4.1 years, respectively. The changes in the carrying amount of goodwill for the Company’s reportable segments for the nine months ended September 30, 2015 are as follows: Specialty Hospitals Outpatient Rehabilitation Concentra Total (in thousands) Balance as of December 31, 2014 $ $ $ — $ Goodwill acquired — Measurement period adjustment ) — Disposal of business — ) — ) Balance as of September 30, 2015 $ $ $ $ Refer to Footnote 3 — Concentra Acquisition for details of the goodwill acquired during the period.

Investments in Unconsolidated S

Investments in Unconsolidated Subsidiaries	9 Months Ended
	Sep. 30, 2015
Investments in Unconsolidated Subsidiaries.
Investments in Unconsolidated Subsidiaries	6. Investments in Unconsolidated Subsidiaries During the three months ended September 30, 2015, the Company sold an equity investment in an unconsolidated subsidiary of a start-up healthcare company for $33.1 million, which resulted in a gain on the sale of an equity investment of $29.6 million. The gain on sale of the equity investment was classified as non-operating income in the condensed consolidated statements of operations for the three months and nine months ended September 30, 2015. The proceeds of $33.1 million were classified as cash provided from an investing activity in the condensed consolidated statements of cash flows for the nine months ended September 30, 2015. For the nine months ended September 30, 2015 and 2014, the Company received cash distributions of $11.8 million and $11.9 million, respectively. The cash distributions were determined to be a return on capital from certain of its unconsolidated equity investments and were classified as cash provided by operating activities in its condensed consolidated statements of cash flows. The prior-year amount was reclassified in order to conform to the current year presentation.

Indebtedness

Indebtedness	9 Months Ended
	Sep. 30, 2015
Indebtedness
Indebtedness	7. Indebtedness For purposes of this indebtedness footnote, references to Select exclude Concentra, because the Concentra credit facilities are non-recourse to Holdings and Select. The components of long-term debt and notes payable are as follows: December 31, 2014 September 30, 2015 (in thousands) Select 6.375% senior notes(1) $ $ Select credit facilities: Select revolving facility Select term loans(2) Other - Select Total Select debt Less: Select current maturities Select long-term debt maturities $ $ Concentra credit facilities: Concentra revolving facility $ — Concentra term loans(3) Other - Concentra Total Concentra debt Less: Concentra current maturities Concentra long-term debt maturities $ Total current maturities $ $ Total long-term debt maturities Total debt $ $ (1) Includes unamortized premium of $1.5 million and $1.3 million at December 31, 2014 and September 30, 2015, respectively. (2) Includes unamortized discounts of $4.2 million and $3.1 million at December 31, 2014 and September 30, 2015, respectively. (3) Includes unamortized discounts of $3.0 million at September 30, 2015. Excess Cash Flow Payment On March 4, 2015, Select made a principal prepayment of $26.9 million associated with the Select series D term loan and Select series E term loan (collectively, the “Select term loans”) in accordance with the provision in the Select credit facilities (as defined below) that requires mandatory prepayments of term loans as a result of annual excess cash flow as defined in the Select credit facilities. Select revolving facility On May 20, 2015 Select entered into an additional credit extension amendment of its revolving credit facility (the “Select revolving facility” and together with the Select term loans, the “Select credit facilities”) to obtain $100.0 million of incremental revolving commitments. The revolving commitments mature on March 1, 2018. Concentra credit facilities Concentra first lien credit agreement On June 1, 2015, MJ Acquisition Corporation, as the initial borrower, entered into a first lien credit agreement (the “Concentra first lien credit agreement”). Concentra, as the surviving entity of the merger between MJ Acquisition Corporation and Concentra, became the borrower. The Concentra first lien credit agreement provides for $500.0 million in first lien loans comprised of a $450.0 million, seven-year term loan (“Concentra first lien term loan”) and a $50.0 million, five-year revolving credit facility (“Concentra revolving facility”). The borrowings under the Concentra first lien credit agreement are guaranteed, on a first lien basis, by Concentra Holdings, Inc., the direct parent of Concentra. Select and Holdings are not parties to the Concentra first lien credit agreement and are not obligors with respect to Concentra’s debt under such agreement. Borrowings under the Concentra first lien credit agreement will bear interest at a rate equal to: · in the case of the Concentra first lien term loan, Adjusted LIBO (as defined in the Concentra first lien credit agreement) plus 3.00% (subject to an Adjusted LIBO floor of 1.00%), or Alternate Base Rate (as defined in the Concentra first lien credit agreement) plus 2.00% (subject to an Alternate Base Rate floor of 2.00%); and · in the case of the Concentra revolving facility, Adjusted LIBO plus a percentage ranging from 2.75% to 3.00%, or Alternate Base Rate plus a percentage ranging from 1.75% to 2.00%, in each case based on Concentra’s leverage ratio. The Concentra first lien term loan will amortize in equal quarterly installments, in aggregate annual amounts equal to 0.25% of the original principal amount of the first lien term loan commencing on September 30, 2015. The balance of the Concentra first lien term loan will be payable on June 1, 2022. The Concentra revolving facility matures on June 1, 2020. Concentra second lien credit agreement On June 1, 2015, MJ Acquisition Corporation, as the initial borrower, entered into a second lien credit agreement (the “Concentra second lien credit agreement” and, together with the Concentra first lien credit agreement, the “Concentra credit facilities”). Concentra, as the surviving entity of the merger between MJ Acquisition Corporation and Concentra, became the borrower. The Concentra second lien credit agreement provides for a $200.0 million eight-year second lien term loan (“Concentra second lien term loan” and, together with the Concentra first lien term loans, the “Concentra term loans”). The borrowings under the Concentra second lien credit agreement are guaranteed, on a second lien basis, by Concentra Holdings, Inc., the direct parent of Concentra. Select and Holdings are not parties to the Concentra second lien credit agreement and are not obligors with respect to Concentra’s debt under such agreement. Borrowings under the Concentra second lien term loan will bear interest at a rate equal to Adjusted LIBO Rate (as defined in the Concentra second lien credit agreement) plus 8.00% (subject to an Adjusted LIBO floor of 1.00%), or Alternate Base Rate (as defined in the Concentra second lien credit agreement) plus 7.00% (subject to an Alternate Base Rate floor of 2.00%). In the event that, on or prior to June 1, 2016, Concentra prepays any of the Concentra second lien term loan to refinance such term loan, Concentra shall pay a premium of 2.00% of the aggregate principal amount of the Concentra second lien term loan prepaid and if Concentra prepays any of the Concentra second lien term loan to refinance such term loan on or prior to June 1, 2017, Concentra shall pay a premium of 1.00% of the aggregate principal amount of the Concentra second lien term loan prepaid. The Concentra second lien term loan will be payable on June 1, 2023. Maturities of Long-Term Debt and Notes Payable Maturities of the Company’s long-term debt for the period from October 1, 2015 through December 31, 2015 and the years after 2015 are approximately as follows and are presented including the discounts on Select term loans and premium on Select’s senior notes, and including the discounts on Concentra credit facilities: Select Concentra Total (in thousands) October 1 – December 31, 2015 $ $ $ 2016 2017 2018 2019 2020 and beyond Total $ $ $ Loss on Early Retirement of Debt On March 4, 2014, Select amended the Select term loans under the Select credit facilities. During the nine months ended September 30, 2014, the Company recognized a loss of $2.3 million for unamortized debt issuance costs, unamortized original issue discount and certain fees incurred related to the Select term loans modifications.

Fair Value

Fair Value	9 Months Ended
	Sep. 30, 2015
Fair Value
Fair Value	8. Fair Value Financial instruments include cash and cash equivalents, notes payable, and long-term debt. The carrying amount of cash and cash equivalents approximates fair value because of the short-term maturity of these instruments. The carrying value of the Select credit facilities was $836.0 million and $975.2 million at December 31, 2014 and September 30, 2015, respectively. The fair value of the Select credit facilities was $816.6 million and $960.6 million at December 31, 2014 and September 30, 2015, respectively. The fair value of the Select credit facilities was based on quoted market prices for this debt in the syndicated loan market. The carrying value of Select’s 6.375% senior notes was $711.5 million and $711.3 million at December 31, 2014 and September 30, 2015, respectively. The fair value of Select’s 6.375% senior notes was $722.4 million and $695.8 million at December 31, 2014 and September 30, 2015, respectively. The fair value of this debt was based on quoted market prices. The carrying value of the Concentra term loans was $645.9 million at September 30, 2015. The fair value of the Concentra term loans, was $649.3 million at September 30, 2015. The fair value of Concentra term loans was based on quoted market prices for this debt in the syndicated loan market. The Company considers the inputs in the valuation process to be Level 2 in the fair value hierarchy. Level 2 in the fair value hierarchy is defined as inputs that are observable for the asset or liability, either directly or indirectly, which includes quoted prices for identical assets or liabilities in markets that are not active.

Segment Information

Segment Information	9 Months Ended
	Sep. 30, 2015
Segment Information
Segment Information	9. Segment Information The Company’s reportable segments consist of: (i) specialty hospitals, (ii) outpatient rehabilitation, and (iii) Concentra. Other activities include the Company’s corporate services and certain other non-consolidating joint ventures and minority investments in other healthcare related businesses. The outpatient rehabilitation reportable segment has two operating segments: outpatient rehabilitation clinics and contract therapy. These operating segments are aggregated for reporting purposes as they have common economic characteristics and provide a similar service to a similar patient base. The accounting policies of the segments are the same as those described in the summary of significant accounting policies. The Company evaluates performance of the segments based on Adjusted EBITDA. Adjusted EBITDA is defined as net income before interest, income taxes, depreciation and amortization, gain (loss) on early retirement of debt, stock compensation expense, Concentra acquisition costs, equity in earnings (losses) of unconsolidated subsidiaries, and gain on sale of equity investment. The following tables summarize selected financial data for the Company’s reportable segments. The segment results of Holdings are identical to those of Select. Three Months Ended September 30, 2014 Specialty Hospitals Outpatient Rehabilitation Concentra(1) Other Total (in thousands) Net operating revenues $ $ $ $ Adjusted EBITDA ) Total assets Capital expenditures Three Months Ended September 30, 2015 Specialty Hospitals Outpatient Rehabilitation Concentra Other Total (in thousands) Net operating revenues $ $ $ $ $ Adjusted EBITDA ) Total assets Capital expenditures Nine Months Ended September 30, 2014 Specialty Hospitals Outpatient Rehabilitation Concentra(1) Other Total (in thousands) Net operating revenues $ $ $ $ Adjusted EBITDA ) Total assets Capital expenditures Nine Months Ended September 30, 2015 Specialty Hospitals Outpatient Rehabilitation Concentra(1) Other Total (in thousands) Net operating revenues $ $ $ $ $ Adjusted EBITDA ) Total assets Capital expenditures A reconciliation of Adjusted EBITDA to income before income taxes is as follows: Three Months Ended September 30, 2014 Specialty Hospitals Outpatient Rehabilitation Concentra(1) Other Total (in thousands) Adjusted EBITDA $ $ $ ) Depreciation and amortization ) ) ) Stock compensation expense — — ) Income (loss) from operations $ $ $ ) $ Equity in earnings of unconsolidated subsidiaries Interest expense ) Income before income taxes $ Three Months Ended September 30, 2015 Specialty Hospitals Outpatient Rehabilitation Concentra Other Total (in thousands) Adjusted EBITDA $ $ $ $ ) Depreciation and amortization ) ) ) ) Stock compensation expense — — ) ) Income (loss) from operations $ $ $ $ ) $ Gain on sale of equity investment Equity in earnings of unconsolidated subsidiaries Interest expense ) Income before income taxes $ Nine Months Ended September 30, 2014 Specialty Hospitals Outpatient Rehabilitation Concentra(1) Other Total (in thousands) Adjusted EBITDA $ $ $ ) Depreciation and amortization ) ) ) Stock compensation expense — — ) Income (loss) from operations $ $ $ ) $ Loss on early retirement of debt ) Equity in earnings of unconsolidated subsidiaries Interest expense ) Income before income taxes $ Nine Months Ended September 30, 2015 Specialty Hospitals Outpatient Rehabilitation Concentra(1) Other Total (in thousands) Adjusted EBITDA $ $ $ $ ) Depreciation and amortization ) ) ) ) Stock compensation expense — — ) ) Concentra acquisition costs — — ) — Income (loss) from operations $ $ $ $ ) $ Gain on sale of equity investment Equity in earnings of unconsolidated subsidiaries Interest expense ) Income before income taxes $ (1) The selected financial data for the Company’s Concentra segment for the periods presented begins as of June 1, 2015, which is the date the Concentra acquisition was consummated.

Income per Common Share

Income per Common Share	9 Months Ended
	Sep. 30, 2015
Income per Common Share
Income per Common Share	10. Income per Common Share Holdings applies the two-class method for calculating income per common share. The two-class method is an earnings allocation formula that determines earnings per share for each class of stock participation rights in undistributed earnings. The following table sets forth for the periods indicated the calculation of income per common share in Holdings’ consolidated statement of operations and the differences between basic weighted average shares outstanding and diluted weighted average shares outstanding used to compute basic and diluted income per common share, respectively: For the Three Months Ended September 30, For the Nine Months Ended September 30, 2014 2015 2014 2015 (in thousands, except per share amounts) Numerator: Net income attributable to Select Medical Holdings Corporation $ $ $ $ Less: Earnings allocated to unvested restricted stockholders Net income available to common stockholders $ $ $ $ Denominator: Weighted average shares — basic Effect of dilutive securities: Stock options Weighted average shares — diluted Basic income per common share $ $ $ $ Diluted income per common share $ $ $ $

Commitment and Contingencies

Commitment and Contingencies	9 Months Ended
	Sep. 30, 2015
Commitment and Contingencies.
Commitment and Contingencies	11. Commitment and Contingencies Leases The Company leases facilities and equipment from unrelated parties under operating leases. Minimum future lease obligations on long-term non-cancelable operating leases in effect at September 30, 2015 are approximately as follows: Select Concentra Total (in thousands) October 1 – December 31, 2015 $ $ $ 2016 2017 2018 2019 Thereafter $ $ $ Total rent expense for operating leases, including cancelable leases, for the three months ended September 30, 2015 and 2014 was $59.1 million, including $14.4 million for Concentra, and $42.5 million, respectively. Total rent expense for operating leases, including cancelable leases, for the nine months ended September 30, 2015 and 2014 was $152.4 million, including $19.0 million for Concentra, and $126.3 million, respectively. Property rent expense to unrelated parties for the three months ended September 30, 2015 and 2014 was $45.9 million, including $13.5 million for Concentra, and $31.4 million, respectively. Property rent expense to unrelated parties for the nine months ended September 30, 2015 and 2014 was $114.7 million, including $18.0 million for Concentra, and $93.0 million, respectively. Construction Commitments At September 30, 2015, the Company had outstanding commitments under construction contracts related to new construction, improvements and renovations at the Company’s long term acute care properties, inpatient rehabilitation facilities, and Concentra facilities totaling approximately $37.8 million. Litigation The Company is a party to various legal actions, proceedings and claims (some of which are not insured), and regulatory and other governmental audits and investigations in the ordinary course of its business. The Company cannot predict the ultimate outcome of pending litigation, proceedings and regulatory and other governmental audits and investigations. These matters could potentially subject the Company to sanctions, damages, recoupments, fines and other penalties. The Department of Justice, Centers for Medicare & Medicaid Services or other federal and state enforcement and regulatory agencies may conduct additional investigations related to the Company’s businesses in the future that may, either individually or in the aggregate, have a material adverse effect on the Company’s business, financial position, results of operations and liquidity. To address claims arising out of our operations, we maintain professional malpractice liability insurance and general liability insurance, subject to self-insured retention of $2.0 million per medical incident for professional liability claims and $2.0 million per occurrence for general liability claims. The Company also maintains umbrella liability insurance covering claims which, due to their nature or amount, are not covered by or not fully covered by the Company’s other insurance policies. These insurance policies also do not generally cover punitive damages and are subject to various deductibles and policy limits. Significant legal actions, as well as the cost and possible lack of available insurance, could subject the Company to substantial uninsured liabilities. In the Company’s opinion, the outcome of these actions, individually or in the aggregate, will not have a material adverse effect on its financial position, results of operations, or cash flows. Healthcare providers are subject to lawsuits under the qui tam provisions of the federal False Claims Act. Qui tam lawsuits typically remain under seal (hence, usually unknown to the defendant) for some time while the government decides whether or not to intervene on behalf of a private qui tam plaintiff (known as a relator) and take the lead in the litigation. These lawsuits can involve significant monetary damages and penalties and award bounties to private plaintiffs who successfully bring the suits. The Company is and has been a defendant in these cases in the past, and may be named as a defendant in similar cases from time to time in the future. On October 19, 2015, the plaintiff-relators filed a Second Amended Complaint in United States of America, ex rel. Tracy Conroy, Pamela Schenk and Lisa Wilson v. Select Medical Corporation, Select Specialty Hospital — Evansville, LLC (“SSH-Evansville”), Select Employment Services, Inc., and Dr. Richard Sloan. The case is a civil action filed in the United States District Court for the Southern District of Indiana by private plaintiff-relators on behalf of the United States under the federal False Claims Act. The plaintiff-relators are the former CEO and two former case managers at SSH-Evansville, and the defendants currently include the Company, SSH-Evansville, a subsidiary of the Company serving as common paymaster for its employees, and a physician who practices at SSH-Evansville. The plaintiff-relators allege that that SSH-Evansville discharged patients too early or held patients too long, improperly discharged patients to and readmitted them from short stay hospitals, up-coded diagnoses at admission, and admitted patients for whom long-term acute care was not medically necessary. They also allege that the defendants engaged in retaliation in violation of federal and state law. The Second Amended Complaint replaces a prior complaint that was filed under seal on September 28, 2012 and served on the Company on February 15, 2013, after a federal magistrate judge unsealed it on January 8, 2013. All deadlines in the case had been stayed after the seal was lifted in order to allow the government time to complete its investigation and to decide whether or not to intervene. On June 19, 2015, the U.S. Department of Justice notified the court of its decision not to intervene in the case, and the court thereafter approved a case management plan imposing certain deadlines, including the filing of a Second Amended Complaint. The Company intends to vigorously defend this action, but at this time the Company is unable to predict the timing and outcome of this matter. On July 13, 2015, the federal District Court for the Eastern District of Tennessee unsealed a qui tam Complaint in Armes v. Garman, et al, No. 3:14-cv-00172-TAV-CCS, which named as defendants Select, Select Specialty Hospital — Knoxville, Inc. (“SSH-Knoxville”), Select Specialty Hospital — North Knoxville, Inc. and ten current or former employees of these facilities. The Complaint was unsealed after the United States and the State of Tennessee notified the Court on July 13, 2015 that each had decided not to intervene in the case. The Complaint is a civil action that was filed under seal on April 29, 2014 by a respiratory therapist formerly employed at SSH-Knoxville. The Complaint alleges violations of the federal False Claims Act and the Tennessee Medicaid False Claims Act based on extending patient stays to increase reimbursement and to increase average length of stay; artificially prolonging the lives of patients to increase Medicare reimbursements and decrease inspections; admitting patients who do not require medically necessary care; performing unnecessary procedures and services; and delaying performance of procedures to increase billing. The Complaint was served on some of the defendants during October 2015. The Company intends to vigorously defend this action if the relators pursue it, but at this time the Company is unable to predict the timing and outcome of this matter. On September 30, 2015, the federal District Court for the Middle District of Florida unsealed a qui tam Complaint in Benjamin A. Van Raalte, M.D., Michael J. Cascio, M.D. and John J. Murtaugh v. Healogics, Inc., et al., No. 6:14-cv-00283-GAP-KRS. In addition to naming Healogics, Inc., the Complaint names approximately 500 defendants, which are alleged to be hospitals that have contracted with Healogics, Inc. to run the hospitals’ wound care centers. One of the named defendants is “Select Medical” and Attachment 1 to the Complaint identifies Kessler Center for Wound Care in Ramsey, New Jersey, which is owned by a subsidiary of the Company that has a contract with Healogics, Inc. The Complaint, which has not yet been served on the Company, is a civil action that was filed under seal on June 30, 2014, and was unsealed after 29 States and the United States notified the Court that each had decided not to intervene in the case. The Complaint alleges that Healogics, Inc., with the cooperation of the defendant hospitals, caused the wound care centers to perform unnecessary services, to upcode for services, to provide services that were not medically necessary, and to bill for services that were not provided, all in violation of the federal False Claims Act and various state false claims acts. The Company intends to vigorously defend this action if the relators pursue it, but at this time the Company is unable to predict the timing and outcome of this matter.

Financial Information for Subsi

Financial Information for Subsidiary Guarantors and Non-Guarantor Subsidiaries under Select's 6.375% Senior Notes	9 Months Ended
	Sep. 30, 2015
Financial Information for Subsidiary Guarantors and Non-Guarantor Subsidiaries under Select's 6.375% Senior Notes
Financial Information for Subsidiary Guarantors and Non-Guarantor Subsidiaries under Select's 6.375% Senior Notes	12. Financial Information for Subsidiary Guarantors and Non-Guarantor Subsidiaries under Select’s 6.375% Senior Notes Select’s 6.375% senior notes are fully and unconditionally guaranteed, except for customary limitations, on a senior basis by all of Select’s wholly-owned subsidiaries (the “Subsidiary Guarantors”) which is defined as a subsidiary where Select or a subsidiary of Select holds all of the outstanding ownership interests. Certain of Select’s subsidiaries did not guarantee the 6.375% senior notes (the “Non-Guarantor Subsidiaries,” including Group Holdings and its subsidiaries, which were designated as Non-Guarantor subsidiaries by Select’s board of directors at the closing of the Concentra acquisition, the “Non-Guarantor Concentra”). Select conducts a significant portion of its business through its subsidiaries. Presented below is condensed consolidating financial information for Select, the Subsidiary Guarantors, the Non-Guarantor Subsidiaries, and Non-Guarantor Concentra at December 31, 2014 and September 30, 2015, and for the three and nine months ended September 30, 2014 and 2015. The equity method has been used by Select with respect to investments in subsidiaries. The equity method has been used by Subsidiary Guarantors with respect to investments in Non-Guarantor Subsidiaries. Separate financial statements for Subsidiary Guarantors are not presented. During the year ended December 31, 2014, the Company purchased the remaining outstanding non-controlling interest in a specialty hospital business changing the entity from a non-guarantor subsidiary to a guarantor subsidiary. The three and nine months ended September 30, 2014 have been retrospectively revised based on the guarantor structure that has existed since December 31, 2014. Select Medical Corporation Condensed Consolidating Balance Sheet September 30, 2015 (unaudited) Select (Parent Company Only) Subsidiary Guarantors Non-Guarantor Subsidiaries Non-Guarantor Concentra Eliminations Consolidated Select Medical Corporation (in thousands) Assets Current Assets: Cash and cash equivalents $ $ $ $ $ — $ Accounts receivable, net — — Current deferred tax asset — Intercompany receivables — — )(a) — Prepaid income taxes — — — )(e) Other current assets — Total Current Assets ) Property and equipment, net — Investment in affiliates — — )(b)(c) — Goodwill — — — Non-current deferred tax asset — — — )(d) — Other identifiable intangibles — — — Other assets — Total Assets $ $ $ $ $ ) $ Liabilities and Equity Current Liabilities: Bank overdrafts $ $ — $ — $ — $ — $ Current portion of long-term debt and notes payable — Accounts payable — Intercompany payables — — )(a) — Accrued payroll — Accrued vacation — Accrued interest — — Accrued other — Income taxes payable — — — )(e) — Total Current Liabilities ) Long-term debt, net of current portion — Non-current deferred tax liability — )(d) Other non-current liabilities — Total Liabilities ) Redeemable non-controlling interests — — — Stockholder’s Equity: Common stock — — — — Capital in excess of par — — — — Retained earnings (accumulated deficit) ) ) ) )(c) ) Subsidiary investment — )(b) — Total Select Medical Corporation Stockholder’s Equity ) Non-controlling interests — — — Total Equity ) Total Liabilities and Equity $ $ $ $ $ ) $ (a) Elimination of intercompany. (b) Elimination of investments in consolidated subsidiaries. (c) Elimination of investments in consolidated subsidiaries’ earnings. (d) Reclass of non-current deferred tax asset to report net non-current deferred tax liability in consolidation. (e) Reclass of income taxes payable to report net prepaid income taxes in consolidation. Select Medical Corporation Condensed Consolidating Statement of Operations For the Three Months Ended September 30, 2015 (unaudited) Select (Parent Company Only) Subsidiary Guarantors Non- Guarantor Subsidiaries Non-Guarantor Concentra Eliminations Consolidated Select Medical Corporation (in thousands) Net operating revenues $ $ $ $ $ — $ Costs and expenses: Cost of services — General and administrative — — — Bad debt expense — — Depreciation and amortization — Total costs and expenses — Income (loss) from operations ) — Other income and expense: Intercompany interest and royalty fees ) — — — Intercompany management fees ) ) — — — Gain on sale of equity investment — — — — Equity in earnings of unconsolidated subsidiaries — — — Interest expense ) ) ) ) — ) Income (loss) from operations before income taxes ) — Income tax expense (benefit) ) ) ) — Equity in earnings of subsidiaries — — )(a) — Net income ) Less: Net income attributable to non-controlling interests — — — Net income attributable to Select Medical Corporation $ $ $ $ $ ) $ (a) Elimination of equity in earnings of subsidiaries. Select Medical Corporation Condensed Consolidating Statement of Operations For the Nine Months Ended September 30, 2015 (unaudited) Select (Parent Company Only) Subsidiary Guarantors Non- Guarantor Subsidiaries Non-Guarantor Concentra Eliminations Consolidated Select Medical Corporation (in thousands) Net operating revenues $ $ $ $ $ — $ Costs and expenses: Cost of services — General and administrative ) — — Bad debt expense — — Depreciation and amortization — Total costs and expenses — Income (loss) from operations ) — Other income and expense: Intercompany interest and royalty fees ) — — — Intercompany management fees ) ) — — — Gain on sale of equity investment — — — Equity in earnings of unconsolidated subsidiaries — — — Interest expense ) ) ) ) — ) Income (loss) from operations before income taxes ) — Income tax expense (benefit) ) ) ) — Equity in earnings of subsidiaries — — )(a) — Net income ) Less: Net income attributable to non-controlling interests — — — Net income (loss) attributable to Select Medical Corporation $ $ $ $ ) $ ) $ (a) Elimination of equity in earnings of subsidiaries. Select Medical Corporation Condensed Consolidating Statement of Cash Flows For the Nine Months Ended September 30, 2015 (unaudited) Select (Parent Company Only) Subsidiary Guarantors Non-Guarantor Subsidiaries Non- Guarantor Concentra Eliminations Consolidated Select Medical Corporation (in thousands) Operating activities Net income $ $ $ $ $ )(a) $ Adjustments to reconcile net income to net cash provided by (used in) operating activities: Distributions from unconsolidated subsidiaries — — — Depreciation and amortization — Provision for bad debts — — Equity in earnings of unconsolidated subsidiaires — ) ) — — ) Gain on sale of assets and businesses — ) ) ) — ) Gain on sale of equity investment — ) — — — ) Stock compensation expense — — — Amortization of debt discount and issuance costs — — — Deferred income taxes ) — — — — ) Changes in operating assets and liabilities, net of effects from acquisition of businesses: Equity in earnings of subsidiaries ) ) — — (a) — Accounts receivable — ) ) ) — ) Other current assets ) ) ) ) — ) Other assets ) — — Accounts payable ) ) ) — Accrued expenses — Income taxes — — ) — Net cash provided by (used in) operating activities ) — Investing activities Purchases of property and equipment ) ) ) ) — ) Proceeds from sale of assets — — Investment in businesses — ) ) — — ) Proceeds from sale of equity investment — — — — Acquisition of businesses, net of cash acquired — — ) ) — ) Net cash used in investing activities ) ) ) ) — ) Financing activities Borrowings on revolving facilities — — — Payments on revolving facilities ) — — ) — ) Payments on Select term loans ) — — — — ) Proceeds from Concentra term loans, net of discounts — — — — Borrowings of other debt — — Principal payments on other debt ) ) ) ) — ) Debt issuance costs — — — ) — ) Proceeds from bank overdrafts — — — — Equity investment by Holdings — — — — Dividends paid to Holdings ) — — — — ) Intercompany ) ) ) — — Proceeds from issuance of non-controlling interests — — — — Tax benefit from stock based awards — — — — Distributions to non-controlling interests — — ) ) — ) Net cash provided by (used in) financing activities ) ) — Net increase (decrease) in cash and cash equivalents ) — Cash and cash equivalents at beginning of period — — Cash and cash equivalents at end of period $ $ $ $ $ — $ (a) Elimination of equity in earnings of consolidated subsidiaries. Select Medical Corporation Condensed Consolidating Balance Sheet December 31, 2014 Select (Parent Company Only) Subsidiary Guarantors Non-Guarantor Subsidiaries Eliminations Consolidated Select Medical Corporation ( in thousands) Assets Current Assets: Cash and cash equivalents $ $ $ $ — $ Accounts receivable, net — — Current deferred tax asset — Prepaid income taxes — — — Intercompany receivables — )(a) — Other current assets — Total Current Assets ) Property and equipment, net — Investment in affiliates — )(b)(c) — Goodwill — — — Non-current deferred tax asset — — )(d) — Other identifiable intangibles — — — Other assets — Total Assets $ $ $ $ ) $ Liabilities and Equity Current Liabilities: Bank overdrafts $ $ — $ — $ — $ Current portion of long-term debt and notes payable — Accounts payable — Intercompany payables — — )(a) — Accrued payroll — Accrued vacation — Accrued interest — — Accrued other — Total Current Liabilities ) Long-term debt, net of current portion — Non-current deferred tax liability — )(d) Other non-current liabilities — Total Liabilities ) Redeemable non-controlling interests — — — Stockholder’s Equity: Common stock — — — Capital in excess of par — — — Retained earnings (accumulated deficit) ) )(c) ) Subsidiary investment — )(b) — Total Select Medical Corporation Stockholder’s Equity ) Non-controlling interests — — — Total Equity ) Total Liabilities and Equity $ $ $ $ ) $ (a) Elimination of intercompany. (b) Elimination of investments in consolidated subsidiaries. (c) Elimination of investments in consolidated subsidiaries’ earnings. (d) Reclass of non-current deferred tax asset to report net non-current deferred tax liability in consolidation. Select Medical Corporation Condensed Consolidating Statement of Operations For the Three Months Ended September 30, 2014 (unaudited) Select (Parent Company Only) Subsidiary Guarantors Non- Guarantor Subsidiaries Eliminations Consolidated Select Medical Corporation (in thousands) Net operating revenues $ $ $ $ — $ Costs and expenses: Cost of services — General and administrative ) — — Bad debt expense — — Depreciation and amortization — Total costs and expenses — Income (loss) from operations ) — Other income and expense: Intercompany interest and royalty fees ) — — Intercompany management fees ) ) — — Equity in earnings of unconsolidated subsidiaries — — Interest expense ) ) ) — ) Income (loss) from operations before income taxes ) — Income tax expense (benefit) ) — Equity in earnings of subsidiaries — )(a) — Net income ) Less: Net income attributable to non-controlling interests — — Net income attributable to Select Medical Corporation $ $ $ $ ) $ (a) Elimination of equity in earnings of subsidiaries. Select Medical Corporation Condensed Consolidating Statement of Operations For the Nine Months Ended September 30, 2014 (unaudited) Select (Parent Company Only) Subsidiary Guarantors Non- Guarantor Subsidiaries Eliminations Consolidated Select Medical Corporation (in thousands) Net operating revenues $ $ $ $ — $ Costs and expenses: Cost of services — General and administrative ) — — Bad debt expense — — Depreciation and amortization — Total costs and expenses — Income (loss) from operations ) — Other income and expense: Intercompany interest and royalty fees ) — — Intercompany management fees ) ) — — Equity in earnings of unconsolidated subsidiaries — — Loss on early retirement of debt ) — — — ) Interest expense ) ) ) — ) Income (loss) from operations before income taxes ) — Income tax expense — Equity in earnings of subsidiaries — )(a) — Net income ) Less: Net income attributable to non-controlling interests — — Net income attributable to Select Medical Corporation $ $ $ $ ) $ (a) Elimination of equity in earnings of subsidiaries. Select Medical Corporation Condensed Consolidating Statement of Cash Flows For the Nine Months Ended September 30, 2014 (unaudited) Select (Parent Company Only) Subsidiary Guarantors Non- Guarantor Subsidiaries Eliminations Consolidated Select Medical Corporation (in thousands) Operating activities Net income $ $ $ $ )(a) $ Adjustments to reconcile net income to net cash provided by operating activities: Distributions from unconsolidated subsidiaries — — Depreciation and amortization — Provision for bad debts — — Equity in earnings of unconsolidated subsidiaires — ) ) — ) Loss on early retirement of debt — — — Loss (gain) on sale of assets and businesses — ) — ) Stock compensation expense — — — Amortization of debt discount, premium and issuance costs — — — Deferred income taxes — — — Changes in operating assets and liabilities, net of effects from acquisition of businesses: Equity in earnings of subsidiaries ) ) — (a) — Accounts receivable — ) ) — ) Other current assets ) — Other assets ) ) — ) Accounts payable — — Accrued expenses ) — ) Income taxes ) — — — ) Net cash provided by operating activities — Investing activities Purchases of property and equipment ) ) ) — ) Investment in businesses — ) — — ) Acquisition of businesses, net of cash acquired — ) ) — ) Net cash used in investing activities ) ) ) — ) Financing activities Borrowings on revolving credit facility — — — Payments on revolving credit facility ) — — — ) Payments on Select term loans ) — — — ) Issuance of 6.375% senior notes, includes premium — — — Borrowings of other debt — — Principal payments on other debt ) ) ) — ) Debt issuance costs ) — — — ) Proceeds from bank overdrafts — — — Equity investment by Holdings — — — Dividends paid to Holdings ) — — — ) Intercompany ) — — Proceeds from issuance of non-controlling interests — — — Distributions to non-controlling interests — — ) — ) Net cash used in financing activities ) ) ) — ) Net increase (decrease) in cash and cash equivalents ) — Cash and cash equivalents at beginning of period — Cash and cash equivalents at end of period $ $ $ $ — $ (a) Elimination of equity in earnings of consolidated subsidiaries.

Accounting Policies (Policies)

Accounting Policies (Policies)	9 Months Ended
	Sep. 30, 2015
Accounting Policies
Use of Estimates	Use of Estimates The preparation of 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 reported amounts of revenues and expenses during the reporting period. Actual results could differ materially from those estimates.
Redeemable Non-Controlling Interests	Redeemable Non-Controlling Interests The interests held by other parties in subsidiaries, limited liability companies, and limited partnerships owned and controlled by the Company are generally reported as a component of stockholders’ equity. Some of those non-controlling interests consist of outside owners that have certain “put rights,” that are currently exercisable, and that, if exercised, require the Company to purchase the member’s non-controlling interest. These redeemable non-controlling interests that are currently redeemable, or considered probable of becoming redeemable, have been adjusted to their approximate redemption values, and are reported outside of the stockholders’ equity section. As of September 30, 2015 and December 31, 2014, the Company believes the redemption values of the non-controlling ownership interests approximates the fair value of those interests classified as redeemable non-controlling interests. The changes in the redeemable non-controlling interests amounts for the nine months ended September 30, 2015 are as follows (in thousands): Balance at December 31, 2014 — redeemable non-controlling interests $ Issuance of redeemable non-controlling interests Redeemable non-controlling interests acquired in business combination Changes in the redemption amounts of redeemable non-controlling interests Net income attributable to redeemable non-controlling interests Distributions to redeemable non-controlling interests ) Repurchase of redeemable non-controlling interests ) Balance at September 30, 2015 — redeemable non-controlling interests $
Recent Accounting Pronouncements	Recent Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2014-09, Revenue from Contracts with Customers , which supersedes most of the current revenue recognition requirements. The core principle of the new guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. New disclosures about the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with customers are also required. The original standard was effective for fiscal years beginning after December 15, 2016; however, in July 2015, the FASB approved a one-year deferral of this standard, with a new effective date for fiscal years beginning after December 15, 2017. The Company is currently evaluating the standard to determine the impact it will have on its consolidated financial statements. In April and August 2015, the FASB issued ASU No. 2015-03 and ASU No. 2015-15, Interest- Imputation of Interest , respectively, to simplify the presentation of debt issuance costs. The standard requires debt issuance costs be presented in the balance sheet as a direct deduction from the carrying value of the debt liability. The FASB clarified that debt issuance costs related to line-of-credit arrangements can be presented as an asset and amortized over the term of the arrangement. The guidance is effective for annual fiscal periods beginning after December 15, 2015. Early adoption is permitted, however the Company will defer. The Company is currently evaluating the standard to determine the impact it will have on its consolidated financial statements. In September 2015, the FASB issued ASU No. 2015-16 , Simplifying the Accounting for Measurement-Period Adjustments, which changes the reporting requirement for retrospective adjustments to provisional amounts in the measurement period. The amendments in this update require an entity to present separately on the face of the income statement or disclose in the notes, the portion of the amount recorded in current-period earnings by line item that would have been recorded in previous reporting periods if the adjustment to the provisional amounts had been recognized as of the acquisition date. The revised guidance is effective for annual fiscal periods beginning after December 15, 2015. Early adoption is permitted and the Company intends to prospectively adopt ASU No. 2015-16, as applicable.

Accounting Policies (Tables)

Accounting Policies (Tables)	9 Months Ended
	Sep. 30, 2015
Accounting Policies
Schedule of redeemable non-controlling interests	The changes in the redeemable non-controlling interests amounts for the nine months ended September 30, 2015 are as follows (in thousands): Balance at December 31, 2014 — redeemable non-controlling interests $ Issuance of redeemable non-controlling interests Redeemable non-controlling interests acquired in business combination Changes in the redemption amounts of redeemable non-controlling interests Net income attributable to redeemable non-controlling interests Distributions to redeemable non-controlling interests ) Repurchase of redeemable non-controlling interests ) Balance at September 30, 2015 — redeemable non-controlling interests $

Concentra Acquisition (Tables)

Concentra Acquisition (Tables)	9 Months Ended
	Sep. 30, 2015
Concentra Acquisition
Schedule of preliminary allocation of the purchase price	The following table summarizes the preliminary allocation of the purchase price to the fair value of identifiable assets acquired and liabilities assumed, in accordance with the acquisition method of accounting (in thousands): Cash and cash equivalents $ Identifiable tangible assets, excluding cash and cash equivalents Identifiable intangible assets Goodwill Total assets Total current liabilities Total non-current liabilities Non-controlling interests Total liabilities Net assets acquired Less: Cash and cash equivalents acquired Net cash paid $
Schedule of pro forma unaudited results of operations	Three Months Ended September 30, Nine Months Ended September 30, 2014 2015 2014 2015 (in thousands, except per share amounts) Net revenue $ $ $ $ Net income Income per common share: Basic $ $ $ $ Diluted $ $ $ $

Property and Equipment (Tables)

Property and Equipment (Tables)	9 Months Ended
	Sep. 30, 2015
Property and Equipment
Schedule of property and equipment	December 31, 2014 September 30, 2015 (in thousands) Land $ $ Leasehold improvements Buildings and improvements Furniture and equipment Construction-in-progress Total property and equipment Accumulated depreciation and amortization ) ) Property and equipment, net $ $

Intangible Assets (Tables)

Intangible Assets (Tables)	9 Months Ended
	Sep. 30, 2015
Intangible Assets
Schedule of net carrying value of the Company's goodwill and identifiable intangible assets	December 31, 2014 September 30, 2015 (in thousands) Goodwill $ $ Identifiable intangibles: Trademarks $ $ Certificates of need Accreditations Customer relationships — Total identifiable intangibles $ $
Schedule of changes in the carrying amount of goodwill for the Company's reportable segments	Specialty Hospitals Outpatient Rehabilitation Concentra Total (in thousands) Balance as of December 31, 2014 $ $ $ — $ Goodwill acquired — Measurement period adjustment ) — Disposal of business — ) — ) Balance as of September 30, 2015 $ $ $ $

Indebtedness (Tables)

Indebtedness (Tables)	9 Months Ended
	Sep. 30, 2015
Indebtedness
Schedule of components of long-term debt and notes payable	December 31, 2014 September 30, 2015 (in thousands) Select 6.375% senior notes(1) $ $ Select credit facilities: Select revolving facility Select term loans(2) Other - Select Total Select debt Less: Select current maturities Select long-term debt maturities $ $ Concentra credit facilities: Concentra revolving facility $ — Concentra term loans(3) Other - Concentra Total Concentra debt Less: Concentra current maturities Concentra long-term debt maturities $ Total current maturities $ $ Total long-term debt maturities Total debt $ $ (1) Includes unamortized premium of $1.5 million and $1.3 million at December 31, 2014 and September 30, 2015, respectively. (2) Includes unamortized discounts of $4.2 million and $3.1 million at December 31, 2014 and September 30, 2015, respectively. (3) Includes unamortized discounts of $3.0 million at September 30, 2015.
Schedule of maturities of the Company's long-term debt	Select Concentra Total (in thousands) October 1 – December 31, 2015 $ $ $ 2016 2017 2018 2019 2020 and beyond Total $ $ $

Segment Information (Tables)

Segment Information (Tables)	9 Months Ended
	Sep. 30, 2015
Segment Information
Schedule of selected financial data for the Company's reportable segments	Three Months Ended September 30, 2014 Specialty Hospitals Outpatient Rehabilitation Concentra(1) Other Total (in thousands) Net operating revenues $ $ $ $ Adjusted EBITDA ) Total assets Capital expenditures Three Months Ended September 30, 2015 Specialty Hospitals Outpatient Rehabilitation Concentra Other Total (in thousands) Net operating revenues $ $ $ $ $ Adjusted EBITDA ) Total assets Capital expenditures Nine Months Ended September 30, 2014 Specialty Hospitals Outpatient Rehabilitation Concentra(1) Other Total (in thousands) Net operating revenues $ $ $ $ Adjusted EBITDA ) Total assets Capital expenditures Nine Months Ended September 30, 2015 Specialty Hospitals Outpatient Rehabilitation Concentra(1) Other Total (in thousands) Net operating revenues $ $ $ $ $ Adjusted EBITDA ) Total assets Capital expenditures
Schedule of reconciliation of Adjusted EBITDA to income before income taxes	Three Months Ended September 30, 2014 Specialty Hospitals Outpatient Rehabilitation Concentra(1) Other Total (in thousands) Adjusted EBITDA $ $ $ ) Depreciation and amortization ) ) ) Stock compensation expense — — ) Income (loss) from operations $ $ $ ) $ Equity in earnings of unconsolidated subsidiaries Interest expense ) Income before income taxes $ Three Months Ended September 30, 2015 Specialty Hospitals Outpatient Rehabilitation Concentra Other Total (in thousands) Adjusted EBITDA $ $ $ $ ) Depreciation and amortization ) ) ) ) Stock compensation expense — — ) ) Income (loss) from operations $ $ $ $ ) $ Gain on sale of equity investment Equity in earnings of unconsolidated subsidiaries Interest expense ) Income before income taxes $ Nine Months Ended September 30, 2014 Specialty Hospitals Outpatient Rehabilitation Concentra(1) Other Total (in thousands) Adjusted EBITDA $ $ $ ) Depreciation and amortization ) ) ) Stock compensation expense — — ) Income (loss) from operations $ $ $ ) $ Loss on early retirement of debt ) Equity in earnings of unconsolidated subsidiaries Interest expense ) Income before income taxes $ Nine Months Ended September 30, 2015 Specialty Hospitals Outpatient Rehabilitation Concentra(1) Other Total (in thousands) Adjusted EBITDA $ $ $ $ ) Depreciation and amortization ) ) ) ) Stock compensation expense — — ) ) Concentra acquisition costs — — ) — Income (loss) from operations $ $ $ $ ) $ Gain on sale of equity investment Equity in earnings of unconsolidated subsidiaries Interest expense ) Income before income taxes $ (1) The selected financial data for the Company’s Concentra segment for the periods presented begins as of June 1, 2015, which is the date the Concentra acquisition was consummated.

Income per Common Share (Tables

Income per Common Share (Tables)	9 Months Ended
	Sep. 30, 2015
Income per Common Share
Schedule of computation of basic and diluted income per common share	For the Three Months Ended September 30, For the Nine Months Ended September 30, 2014 2015 2014 2015 (in thousands, except per share amounts) Numerator: Net income attributable to Select Medical Holdings Corporation $ $ $ $ Less: Earnings allocated to unvested restricted stockholders Net income available to common stockholders $ $ $ $ Denominator: Weighted average shares — basic Effect of dilutive securities: Stock options Weighted average shares — diluted Basic income per common share $ $ $ $ Diluted income per common share $ $ $ $

Commitment and Contingencies (T

Commitment and Contingencies (Tables)	9 Months Ended
	Sep. 30, 2015
Commitment and Contingencies.
Schedule of minimum future lease obligations on long-term non-cancelable operating leases	Select Concentra Total (in thousands) October 1 – December 31, 2015 $ $ $ 2016 2017 2018 2019 Thereafter $ $ $

Financial Information for Sub29

Financial Information for Subsidiary Guarantors and Non-Guarantor Subsidiaries under Select's 6.375% Senior Notes (Tables) - Select	9 Months Ended
	Sep. 30, 2015
Schedule of Consolidating Balance Sheet	Condensed Consolidating Balance Sheet September 30, 2015 (unaudited) Select (Parent Company Only) Subsidiary Guarantors Non-Guarantor Subsidiaries Non-Guarantor Concentra Eliminations Consolidated Select Medical Corporation (in thousands) Assets Current Assets: Cash and cash equivalents $ $ $ $ $ — $ Accounts receivable, net — — Current deferred tax asset — Intercompany receivables — — )(a) — Prepaid income taxes — — — )(e) Other current assets — Total Current Assets ) Property and equipment, net — Investment in affiliates — — )(b)(c) — Goodwill — — — Non-current deferred tax asset — — — )(d) — Other identifiable intangibles — — — Other assets — Total Assets $ $ $ $ $ ) $ Liabilities and Equity Current Liabilities: Bank overdrafts $ $ — $ — $ — $ — $ Current portion of long-term debt and notes payable — Accounts payable — Intercompany payables — — )(a) — Accrued payroll — Accrued vacation — Accrued interest — — Accrued other — Income taxes payable — — — )(e) — Total Current Liabilities ) Long-term debt, net of current portion — Non-current deferred tax liability — )(d) Other non-current liabilities — Total Liabilities ) Redeemable non-controlling interests — — — Stockholder’s Equity: Common stock — — — — Capital in excess of par — — — — Retained earnings (accumulated deficit) ) ) ) )(c) ) Subsidiary investment — )(b) — Total Select Medical Corporation Stockholder’s Equity ) Non-controlling interests — — — Total Equity ) Total Liabilities and Equity $ $ $ $ $ ) $ (a) Elimination of intercompany. (b) Elimination of investments in consolidated subsidiaries. (c) Elimination of investments in consolidated subsidiaries’ earnings. (d) Reclass of non-current deferred tax asset to report net non-current deferred tax liability in consolidation. (e) Reclass of income taxes payable to report net prepaid income taxes in consolidation. Condensed Consolidating Balance Sheet December 31, 2014 Select (Parent Company Only) Subsidiary Guarantors Non-Guarantor Subsidiaries Eliminations Consolidated Select Medical Corporation ( in thousands) Assets Current Assets: Cash and cash equivalents $ $ $ $ — $ Accounts receivable, net — — Current deferred tax asset — Prepaid income taxes — — — Intercompany receivables — )(a) — Other current assets — Total Current Assets ) Property and equipment, net — Investment in affiliates — )(b)(c) — Goodwill — — — Non-current deferred tax asset — — )(d) — Other identifiable intangibles — — — Other assets — Total Assets $ $ $ $ ) $ Liabilities and Equity Current Liabilities: Bank overdrafts $ $ — $ — $ — $ Current portion of long-term debt and notes payable — Accounts payable — Intercompany payables — — )(a) — Accrued payroll — Accrued vacation — Accrued interest — — Accrued other — Total Current Liabilities ) Long-term debt, net of current portion — Non-current deferred tax liability — )(d) Other non-current liabilities — Total Liabilities ) Redeemable non-controlling interests — — — Stockholder’s Equity: Common stock — — — Capital in excess of par — — — Retained earnings (accumulated deficit) ) )(c) ) Subsidiary investment — )(b) — Total Select Medical Corporation Stockholder’s Equity ) Non-controlling interests — — — Total Equity ) Total Liabilities and Equity $ $ $ $ ) $ (a) Elimination of intercompany. (b) Elimination of investments in consolidated subsidiaries. (c) Elimination of investments in consolidated subsidiaries’ earnings. (d) Reclass of non-current deferred tax asset to report net non-current deferred tax liability in consolidation.
Schedule of Consolidating Statement of Operations	Condensed Consolidating Statement of Operations For the Three Months Ended September 30, 2015 (unaudited) Select (Parent Company Only) Subsidiary Guarantors Non- Guarantor Subsidiaries Non-Guarantor Concentra Eliminations Consolidated Select Medical Corporation (in thousands) Net operating revenues $ $ $ $ $ — $ Costs and expenses: Cost of services — General and administrative — — — Bad debt expense — — Depreciation and amortization — Total costs and expenses — Income (loss) from operations ) — Other income and expense: Intercompany interest and royalty fees ) — — — Intercompany management fees ) ) — — — Gain on sale of equity investment — — — — Equity in earnings of unconsolidated subsidiaries — — — Interest expense ) ) ) ) — ) Income (loss) from operations before income taxes ) — Income tax expense (benefit) ) ) ) — Equity in earnings of subsidiaries — — )(a) — Net income ) Less: Net income attributable to non-controlling interests — — — Net income attributable to Select Medical Corporation $ $ $ $ $ ) $ (a) Elimination of equity in earnings of subsidiaries. Condensed Consolidating Statement of Operations For the Nine Months Ended September 30, 2015 (unaudited) Select (Parent Company Only) Subsidiary Guarantors Non- Guarantor Subsidiaries Non-Guarantor Concentra Eliminations Consolidated Select Medical Corporation (in thousands) Net operating revenues $ $ $ $ $ — $ Costs and expenses: Cost of services — General and administrative ) — — Bad debt expense — — Depreciation and amortization — Total costs and expenses — Income (loss) from operations ) — Other income and expense: Intercompany interest and royalty fees ) — — — Intercompany management fees ) ) — — — Gain on sale of equity investment — — — Equity in earnings of unconsolidated subsidiaries — — — Interest expense ) ) ) ) — ) Income (loss) from operations before income taxes ) — Income tax expense (benefit) ) ) ) — Equity in earnings of subsidiaries — — )(a) — Net income ) Less: Net income attributable to non-controlling interests — — — Net income (loss) attributable to Select Medical Corporation $ $ $ $ ) $ ) $ (a) Elimination of equity in earnings of subsidiaries. Condensed Consolidating Statement of Operations For the Three Months Ended September 30, 2014 (unaudited) Select (Parent Company Only) Subsidiary Guarantors Non- Guarantor Subsidiaries Eliminations Consolidated Select Medical Corporation (in thousands) Net operating revenues $ $ $ $ — $ Costs and expenses: Cost of services — General and administrative ) — — Bad debt expense — — Depreciation and amortization — Total costs and expenses — Income (loss) from operations ) — Other income and expense: Intercompany interest and royalty fees ) — — Intercompany management fees ) ) — — Equity in earnings of unconsolidated subsidiaries — — Interest expense ) ) ) — ) Income (loss) from operations before income taxes ) — Income tax expense (benefit) ) — Equity in earnings of subsidiaries — )(a) — Net income ) Less: Net income attributable to non-controlling interests — — Net income attributable to Select Medical Corporation $ $ $ $ ) $ (a) Elimination of equity in earnings of subsidiaries. Condensed Consolidating Statement of Operations For the Nine Months Ended September 30, 2014 (unaudited) Select (Parent Company Only) Subsidiary Guarantors Non- Guarantor Subsidiaries Eliminations Consolidated Select Medical Corporation (in thousands) Net operating revenues $ $ $ $ — $ Costs and expenses: Cost of services — General and administrative ) — — Bad debt expense — — Depreciation and amortization — Total costs and expenses — Income (loss) from operations ) — Other income and expense: Intercompany interest and royalty fees ) — — Intercompany management fees ) ) — — Equity in earnings of unconsolidated subsidiaries — — Loss on early retirement of debt ) — — — ) Interest expense ) ) ) — ) Income (loss) from operations before income taxes ) — Income tax expense — Equity in earnings of subsidiaries — )(a) — Net income ) Less: Net income attributable to non-controlling interests — — Net income attributable to Select Medical Corporation $ $ $ $ ) $ (a) Elimination of equity in earnings of subsidiaries.
Schedule of Consolidating Statement of Cash Flows	Condensed Consolidating Statement of Cash Flows For the Nine Months Ended September 30, 2015 (unaudited) Select (Parent Company Only) Subsidiary Guarantors Non-Guarantor Subsidiaries Non- Guarantor Concentra Eliminations Consolidated Select Medical Corporation (in thousands) Operating activities Net income $ $ $ $ $ )(a) $ Adjustments to reconcile net income to net cash provided by (used in) operating activities: Distributions from unconsolidated subsidiaries — — — Depreciation and amortization — Provision for bad debts — — Equity in earnings of unconsolidated subsidiaires — ) ) — — ) Gain on sale of assets and businesses — ) ) ) — ) Gain on sale of equity investment — ) — — — ) Stock compensation expense — — — Amortization of debt discount and issuance costs — — — Deferred income taxes ) — — — — ) Changes in operating assets and liabilities, net of effects from acquisition of businesses: Equity in earnings of subsidiaries ) ) — — (a) — Accounts receivable — ) ) ) — ) Other current assets ) ) ) ) — ) Other assets ) — — Accounts payable ) ) ) — Accrued expenses — Income taxes — — ) — Net cash provided by (used in) operating activities ) — Investing activities Purchases of property and equipment ) ) ) ) — ) Proceeds from sale of assets — — Investment in businesses — ) ) — — ) Proceeds from sale of equity investment — — — — Acquisition of businesses, net of cash acquired — — ) ) — ) Net cash used in investing activities ) ) ) ) — ) Financing activities Borrowings on revolving facilities — — — Payments on revolving facilities ) — — ) — ) Payments on Select term loans ) — — — — ) Proceeds from Concentra term loans, net of discounts — — — — Borrowings of other debt — — Principal payments on other debt ) ) ) ) — ) Debt issuance costs — — — ) — ) Proceeds from bank overdrafts — — — — Equity investment by Holdings — — — — Dividends paid to Holdings ) — — — — ) Intercompany ) ) ) — — Proceeds from issuance of non-controlling interests — — — — Tax benefit from stock based awards — — — — Distributions to non-controlling interests — — ) ) — ) Net cash provided by (used in) financing activities ) ) — Net increase (decrease) in cash and cash equivalents ) — Cash and cash equivalents at beginning of period — — Cash and cash equivalents at end of period $ $ $ $ $ — $ (a) Elimination of equity in earnings of consolidated subsidiaries. Condensed Consolidating Statement of Cash Flows For the Nine Months Ended September 30, 2014 (unaudited) Select (Parent Company Only) Subsidiary Guarantors Non- Guarantor Subsidiaries Eliminations Consolidated Select Medical Corporation (in thousands) Operating activities Net income $ $ $ $ )(a) $ Adjustments to reconcile net income to net cash provided by operating activities: Distributions from unconsolidated subsidiaries — — Depreciation and amortization — Provision for bad debts — — Equity in earnings of unconsolidated subsidiaires — ) ) — ) Loss on early retirement of debt — — — Loss (gain) on sale of assets and businesses — ) — ) Stock compensation expense — — — Amortization of debt discount, premium and issuance costs — — — Deferred income taxes — — — Changes in operating assets and liabilities, net of effects from acquisition of businesses: Equity in earnings of subsidiaries ) ) — (a) — Accounts receivable — ) ) — ) Other current assets ) — Other assets ) ) — ) Accounts payable — — Accrued expenses ) — ) Income taxes ) — — — ) Net cash provided by operating activities — Investing activities Purchases of property and equipment ) ) ) — ) Investment in businesses — ) — — ) Acquisition of businesses, net of cash acquired — ) ) — ) Net cash used in investing activities ) ) ) — ) Financing activities Borrowings on revolving credit facility — — — Payments on revolving credit facility ) — — — ) Payments on Select term loans ) — — — ) Issuance of 6.375% senior notes, includes premium — — — Borrowings of other debt — — Principal payments on other debt ) ) ) — ) Debt issuance costs ) — — — ) Proceeds from bank overdrafts — — — Equity investment by Holdings — — — Dividends paid to Holdings ) — — — ) Intercompany ) — — Proceeds from issuance of non-controlling interests — — — Distributions to non-controlling interests — — ) — ) Net cash used in financing activities ) ) ) — ) Net increase (decrease) in cash and cash equivalents ) — Cash and cash equivalents at beginning of period — Cash and cash equivalents at end of period $ $ $ $ — $ (a) Elimination of equity in earnings of consolidated subsidiaries.

Accounting Policies (Details)

Accounting Policies (Details) $ in Thousands	9 Months Ended
	Sep. 30, 2015USD ($)
Redeemable Non-controlling interests
Beginning balance - redeemable non-controlling interests	$ 10,985
Issuance of redeemable non-controlling interests	217,836
Redeemable non-controlling interests acquired in business combination	28,865
Changes in the redemption amounts of non-controlling interests	981
Net income attributable to redeemable non-controlling interests	890
Distributions to redeemable non-controlling interests	(1,559)
Repurchase of redeemable non-controlling interests	(876)
Ending balance - redeemable non-controlling interests	$ 257,122

Concentra Acquisition (Details)

Concentra Acquisition (Details) $ in Thousands	Jun. 01, 2015USD ($)	Sep. 30, 2015USD ($)stateitem	Sep. 30, 2014USD ($)	Dec. 31, 2014USD ($)
Acquisition
Non-controlling interest		$ 48,179		$ 35,725
Fair value of net tangible assets acquired:
Goodwill		2,367,228		1,642,083
Net cash paid		$ 1,049,872	$ 1,211
MJ Acquisition Corporation
Acquisition
Amount borrowed under credit agreement	$ 650,000
Concentra Inc
Acquisition
Number of freestanding medical centers | item		300
Number of states in which the entity had facilities | state		38
Number of medical facilities | item		141
Number of Veterans Affairs | item		34
Select
Acquisition
Non-controlling interest		$ 48,179		35,725
Fair value of net tangible assets acquired:
Goodwill		2,367,228		$ 1,642,083
Net cash paid		$ 1,049,872	$ 1,211
Group Holdings
Acquisition
Non-controlling interest	217,100
Concentra Inc
Fair value of net tangible assets acquired:
Cash and cash equivalents	3,772
Identifiable tangible assets, excluding cash and cash equivalents	390,751
Identifiable intangible assets	190,000
Goodwill	715,304
Total assets	1,299,827
Total current liabilities	91,598
Total non-current liabilities	124,934
Non-controlling interests	32,336
Total liabilities	248,868
Net assets acquired	1,050,959
Net cash paid	$ 1,047,187
Concentra Inc | Humana | MJ Acquisition Corporation
Acquisition
Voting equity interests acquired	100.00%
Fair value of net tangible assets acquired:
Cash and cash equivalents	$ 3,800
Net cash paid	1,047,200
Group Holdings | MJ Acquisition Corporation
Acquisition
Contributed equity funds	$ 435,000
Group Holdings | Select
Acquisition
Voting equity interests acquired	50.10%
Group Holdings | Class A interests | Select
Acquisition
Voting equity interests acquired	50.10%
Fair value of net tangible assets acquired:
Aggregate purchase price	$ 217,900
Group Holdings | Other members of Group Holdings | Class A interests | WCAS
Acquisition
Voting equity interests acquired	49.90%
Fair value of net tangible assets acquired:
Aggregate purchase price	$ 217,100

Concentra Acquisition (Details

Concentra Acquisition (Details 2) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended		4 Months Ended	9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2015	Sep. 30, 2014	May. 31, 2015
Pro forma results of operations
Net revenue	$ 1,021,123	$ 1,017,953		$ 3,115,773	$ 3,051,398
Net income	$ 29,406	$ 25,011		$ 100,628	$ 88,843
Income per common share
Basic (in dollars per share)	$ 0.22	$ 0.19		$ 0.77	$ 0.67
Diluted (in dollars per share)	$ 0.22	$ 0.19		$ 0.76	$ 0.66
Interest Expense		$ 12,100		$ 19,800	$ 36,100
Income tax benefit		2,500		3,500	7,500
Rent expense		500		900	1,400
(Loss) income attributable to noncontrolling interest		(200)		1,300	(2,200)
Acquisition expense excluded from pro forma results				4,700	4,700
Amortization expense excluded from pro forma results		$ 1,000		1,800	$ 3,100
Seller costs excluded from pro forma results				6,000
Concentra Inc
Acquisition
Estimated value of goodwill, deductible for tax purposes						$ 21,100
Concentra Inc
Acquisition
Contributed net revenue	$ 259,000		$ 345,800
Operating gain (loss)	$ 300		$ 100
Acquisition costs				$ 4,700

Property and Equipment (Details

Property and Equipment (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014	Dec. 31, 2014
Property and equipment
Total property and equipment	$ 1,232,525		$ 1,232,525		$ 937,660
Accumulated depreciation and amortization	(432,095)		(432,095)		(395,350)
Property and equipment, net	800,430		800,430		542,310
Depreciation expense	28,500	$ 17,400	66,300	$ 50,600
Land
Property and equipment
Total property and equipment	74,661		74,661		71,635
Leasehold improvements
Property and equipment
Total property and equipment	287,788		287,788		155,648
Buildings and improvements
Property and equipment
Total property and equipment	407,726		407,726		396,228
Furniture and equipment
Property and equipment
Total property and equipment	355,548		355,548		272,919
Construction-in-progress
Property and equipment
Total property and equipment	$ 106,802		$ 106,802		$ 41,230

Intangible Assets (Details)

Intangible Assets (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014	Dec. 31, 2014
Intangible Assets, (including Goodwill)
Goodwill	$ 2,367,228		$ 2,367,228		$ 1,642,083
Total identifiable intangibles	258,640		258,640		72,519
Amortized intangible assets:
Amortization expense	3,000	$ 200	4,400	$ 400
Trademarks
Intangible Assets, (including Goodwill)
Total identifiable intangibles	140,709		$ 140,709		57,709
Weighted average time until next renewal			4 years 1 month 6 days
Certificates of need
Intangible Assets, (including Goodwill)
Total identifiable intangibles	12,983		$ 12,983		12,727
Accreditations
Intangible Assets, (including Goodwill)
Total identifiable intangibles	2,083		$ 2,083		$ 2,083
Weighted average time until next renewal			1 year 6 months
Customer relationships
Intangible Assets, (including Goodwill)
Total identifiable intangibles	$ 102,865		$ 102,865

Intangible Assets (Details 2)

Intangible Assets (Details 2) $ in Thousands	9 Months Ended
	Sep. 30, 2015USD ($)
Goodwill
Balance at the beginning of the period	$ 1,642,083
Goodwill acquired	711,945
Measurement period adjustment	13,228
Disposal of business	(28)
Balance at the end of the period	2,367,228
Specialty Hospitals
Goodwill
Balance at the beginning of the period	1,335,460
Goodwill acquired	9,922
Measurement period adjustment	(53)
Balance at the end of the period	1,345,329
Outpatient Rehabilitation
Goodwill
Balance at the beginning of the period	306,623
Disposal of business	(28)
Balance at the end of the period	306,595
Concentra
Goodwill
Goodwill acquired	702,023
Measurement period adjustment	13,281
Balance at the end of the period	$ 715,304

Investments in Unconsolidated36

Investments in Unconsolidated Subsidiaries (Details) - USD ($) $ in Thousands	3 Months Ended	9 Months Ended
	Sep. 30, 2015	Sep. 30, 2015	Sep. 30, 2014
Investments in Unconsolidated Subsidiaries.
Proceeds from sale of equity investment		$ 33,096
Gain on sale of equity investment	$ 29,647	29,647
Distributions from unconsolidated subsidiaries		$ 11,814	$ 11,939

Indebtedness (Details)

Indebtedness (Details) - USD ($) $ in Thousands	Jun. 01, 2015	Mar. 04, 2015	Sep. 30, 2015	Sep. 30, 2014	May. 20, 2015	Dec. 31, 2014
Long-term debt and notes payable
Total debt			$ 2,350,744			$ 1,552,976
Less: current maturities			17,666			10,874
Total long-term debt			2,333,078			1,542,102
Loss recognized associated with refinancing activities				$ 2,277
Select
Long-term debt and notes payable
Less: current maturities			17,666			10,874
Total long-term debt			2,333,078			1,542,102
Loss recognized associated with refinancing activities				2,277
Concentra Inc
Long-term debt and notes payable
Total debt			649,920
Less: current maturities			6,049
Total long-term debt			643,871
Select Excluding Concentra
Long-term debt and notes payable
Total debt			1,700,824			1,552,976
Less: current maturities			11,617			10,874
Total long-term debt			1,689,207			1,542,102
Credit facility | Select
Long-term debt and notes payable
Total debt			975,200			836,000
Revolving credit facility | Select Excluding Concentra
Long-term debt and notes payable
Total debt			225,000			60,000
Amount of incremental revolving commitments					$ 100,000
Term loans | Select
Long-term debt and notes payable
Loss recognized associated with refinancing activities				$ 2,300
Term loans | Concentra Inc
Long-term debt and notes payable
Total debt			645,886
Unamortized discounts			3,000
Term loans | Select Excluding Concentra
Long-term debt and notes payable
Total debt			750,156			775,996
Unamortized discounts			$ 3,100			$ 4,200
Principal prepayments from excess cash flow		$ 26,900
First Lien Credit Agreement | Concentra Inc
Long-term debt and notes payable
Maximum borrowing capacity	$ 500,000
Percentage of amortization of term loan	0.25%
First Lien Credit Agreement | Concentra Inc | Adjusted LIBO rate floor
Long-term debt and notes payable
Interest rate margin (as a percent)			1.00%
First Lien Credit Agreement | Concentra Inc | Alternate base rate floor
Long-term debt and notes payable
Interest rate margin (as a percent)			2.00%
First Lien Credit Agreement | Revolving credit facility | Concentra Inc
Long-term debt and notes payable
Maximum borrowing capacity	$ 50,000
Debt instrument term	5 years
First Lien Credit Agreement | Revolving credit facility | Concentra Inc | Maximum | Adjusted LIBO
Long-term debt and notes payable
Interest rate margin (as a percent)			3.00%
First Lien Credit Agreement | Revolving credit facility | Concentra Inc | Maximum | Alternate base rate
Long-term debt and notes payable
Interest rate margin (as a percent)			2.00%
First Lien Credit Agreement | Revolving credit facility | Concentra Inc | Minimum | Adjusted LIBO
Long-term debt and notes payable
Interest rate margin (as a percent)			2.75%
First Lien Credit Agreement | Revolving credit facility | Concentra Inc | Minimum | Alternate base rate
Long-term debt and notes payable
Interest rate margin (as a percent)			1.75%
First Lien Credit Agreement | Term loans | Concentra Inc
Long-term debt and notes payable
Aggregate principal amount	$ 450,000
Debt instrument term	7 years
First Lien Credit Agreement | Term loans | Concentra Inc | Adjusted LIBO
Long-term debt and notes payable
Interest rate margin (as a percent)			3.00%
First Lien Credit Agreement | Term loans | Concentra Inc | Alternate base rate
Long-term debt and notes payable
Interest rate margin (as a percent)			2.00%
Second Lien Credit Agreement | Concentra Inc | Prior to June 1, 2016
Long-term debt and notes payable
Prepayment premium (as a percent)	2.00%
Second Lien Credit Agreement | Concentra Inc | Prior to June1, 2017
Long-term debt and notes payable
Prepayment premium (as a percent)	1.00%
Second Lien Credit Agreement | Concentra Inc | Adjusted LIBO
Long-term debt and notes payable
Interest rate margin (as a percent)			8.00%
Second Lien Credit Agreement | Concentra Inc | Alternate base rate
Long-term debt and notes payable
Interest rate margin (as a percent)			7.00%
Second Lien Credit Agreement | Concentra Inc | Adjusted LIBO rate floor
Long-term debt and notes payable
Interest rate margin (as a percent)			1.00%
Second Lien Credit Agreement | Concentra Inc | Alternate base rate floor
Long-term debt and notes payable
Interest rate margin (as a percent)			2.00%
Second Lien Credit Agreement | Term loans | Concentra Inc
Long-term debt and notes payable
Maximum borrowing capacity	$ 200,000
Debt instrument term	8 years
6.375% senior notes | Select
Long-term debt and notes payable
Interest rate of debt (as a percent)			6.375%	6.375%		6.375%
6.375% senior notes | Select Excluding Concentra
Long-term debt and notes payable
Total debt			$ 711,293			$ 711,465
Unamortized premiums			1,300			1,500
Other | Concentra Inc
Long-term debt and notes payable
Total debt			4,034
Other | Select Excluding Concentra
Long-term debt and notes payable
Total debt			$ 14,375			$ 5,515

Indebtedness (Details 2)

Indebtedness (Details 2) - USD ($) $ in Thousands	Sep. 30, 2015	Dec. 31, 2014
Maturities of Long-Term Debt and Notes Payable
October 1, 2015 - December 31, 2015	$ 4,155
2,016	288,916
2,017	10,541
2,018	699,796
2,019	6,630
2020 and beyond	1,340,706
Total debt	2,350,744	$ 1,552,976
Concentra Inc
Maturities of Long-Term Debt and Notes Payable
October 1, 2015 - December 31, 2015	1,578
2,016	5,504
2,017	4,139
2,018	4,151
2,019	4,165
2020 and beyond	630,383
Total debt	649,920
Select Excluding Concentra
Maturities of Long-Term Debt and Notes Payable
October 1, 2015 - December 31, 2015	2,577
2,016	283,412
2,017	6,402
2,018	695,645
2,019	2,465
2020 and beyond	710,323
Total debt	$ 1,700,824	$ 1,552,976

Fair Value (Details)

Fair Value (Details) - USD ($) $ in Thousands	Sep. 30, 2015	Dec. 31, 2014	Sep. 30, 2014
Select Excluding Concentra
Fair Value
Carrying value	$ 1,700,824	$ 1,552,976
6.375% senior notes | Select
Fair Value
Interest rate of debt (as a percent)	6.375%	6.375%	6.375%
Fair value	$ 695,800	$ 722,400
6.375% senior notes | Select Excluding Concentra
Fair Value
Carrying value	711,293	711,465
Credit facility | Select
Fair Value
Carrying value	975,200	836,000
Fair value	960,600	816,600
Term loans | Select Excluding Concentra
Fair Value
Carrying value	750,156	$ 775,996
Term loans | Concentra Inc
Fair Value
Carrying value	645,886
Fair value	$ 649,300

Segment Information (Details)

Segment Information (Details) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2015USD ($)	Sep. 30, 2014USD ($)	Sep. 30, 2015USD ($)segment	Sep. 30, 2014USD ($)	Dec. 31, 2014USD ($)
Summary of selected financial data
Net operating revenues	$ 1,021,123	$ 758,069	$ 2,703,531	$ 2,293,409
Adjusted EBITDA	84,511	86,800	298,348	284,982
Total assets	4,314,405	2,862,077	4,314,405	2,862,077	$ 2,924,809
Capital expenditures	45,080	22,857	113,992	73,350
Operating Segments | Specialty Hospitals
Summary of selected financial data
Net operating revenues	562,328	556,335	1,753,445	1,678,793
Adjusted EBITDA	53,656	80,950	241,575	261,788
Total assets	2,333,049	2,223,808	2,333,049	2,223,808
Capital expenditures	27,494	18,167	$ 81,329	59,465
Operating Segments | Outpatient Rehabilitation
Segment information
Number of operating segments | segment			2
Summary of selected financial data
Net operating revenues	199,593	201,720	$ 603,831	614,368
Adjusted EBITDA	23,807	23,012	74,662	74,433
Total assets	541,435	531,285	541,435	531,285
Capital expenditures	4,023	3,430	11,048	9,606
Operating Segments | Concentra
Summary of selected financial data
Net operating revenues	258,969		345,798
Adjusted EBITDA	25,584		36,783
Total assets	1,332,975		1,332,975
Capital expenditures	9,640		13,494
Other
Summary of selected financial data
Net operating revenues	233	14	457	248
Adjusted EBITDA	(18,536)	(17,162)	(54,672)	(51,239)
Total assets	106,946	106,984	106,946	106,984
Capital expenditures	$ 3,923	$ 1,260	$ 8,121	$ 4,279

Segment Information (Details 2)

Segment Information (Details 2) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014
Segment information
Adjusted EBITDA	$ 84,511	$ 86,800	$ 298,348	$ 284,982
Depreciation and amortization	(31,472)	(17,584)	(70,668)	(51,009)
Income from operations	48,214	66,017	212,490	226,654
Loss on early retirement of debt				(2,277)
Gain on sale of equity investment	29,647		29,647
Equity in earnings of unconsolidated subsidiaries	6,348	1,988	12,788	4,135
Interest expense	(33,052)	(21,753)	(79,728)	(64,032)
Income before income taxes	51,157	46,252	175,197	164,480
Operating Segments | Specialty Hospitals
Segment information
Adjusted EBITDA	53,656	80,950	241,575	261,788
Depreciation and amortization	(13,782)	(13,445)	(40,409)	(38,607)
Income from operations	39,874	67,505	201,166	223,181
Operating Segments | Outpatient Rehabilitation
Segment information
Adjusted EBITDA	23,807	23,012	74,662	74,433
Depreciation and amortization	(3,247)	(3,210)	(9,564)	(9,647)
Income from operations	20,560	19,802	65,098	64,786
Operating Segments | Concentra
Segment information
Adjusted EBITDA	25,584		36,783
Depreciation and amortization	(13,316)		(17,510)
Stock compensation expense	(811)		(811)
Concentra acquisition costs			(4,715)
Income from operations	11,457		13,747
Other
Segment information
Adjusted EBITDA	(18,536)	(17,162)	(54,672)	(51,239)
Depreciation and amortization	(1,127)	(929)	(3,185)	(2,755)
Stock compensation expense	(4,014)	(3,199)	(9,664)	(7,319)
Income from operations	$ (23,677)	$ (21,290)	$ (67,521)	$ (61,313)

Income per Common Share (Detail

Income per Common Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014
Numerator:
Net income attributable to Select Medical Holdings Corporation	$ 29,406	$ 26,530	$ 101,409	$ 94,915
Less: Earnings allocated to unvested restricted stockholders	923	808	2,925	2,519
Net income available to common stockholders	$ 28,483	$ 25,722	$ 98,484	$ 92,396
Denominator:
Weighted average shares - basic	127,386	126,639	127,541	129,706
Effect of dilutive securities: Stock options (in shares)	263	390	303	471
Weighted average shares - diluted	127,649	127,029	127,844	130,177
Income per common share
Basic income per common share (in dollars per share)	$ 0.22	$ 0.20	$ 0.77	$ 0.71
Diluted income per common share (in dollars per share)	$ 0.22	$ 0.20	$ 0.77	$ 0.71

Commitment and Contingencies (D

Commitment and Contingencies (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014
Minimum future lease obligations on long term non cancelable operating leases
October 1 -- December 31, 2015	$ 52,868		$ 52,868
2,016	195,764		195,764
2,017	167,245		167,245
2,018	136,118		136,118
2,019	108,205		108,205
Thereafter	487,288		487,288
Total	1,147,488		1,147,488
Total rent expense for operating leases	59,100	$ 42,500	152,400	$ 126,300
Property rent expense to unrelated parties	45,900	$ 31,400	114,700	$ 93,000
Construction Commitments
Outstanding commitments under construction contracts	37,800		37,800
Select
Minimum future lease obligations on long term non cancelable operating leases
October 1 -- December 31, 2015	37,292		37,292
2,016	139,770		139,770
2,017	117,681		117,681
2,018	95,355		95,355
2,019	75,061		75,061
Thereafter	404,238		404,238
Total	869,397		869,397
Concentra Inc
Minimum future lease obligations on long term non cancelable operating leases
October 1 -- December 31, 2015	15,576		15,576
2,016	55,994		55,994
2,017	49,564		49,564
2,018	40,763		40,763
2,019	33,144		33,144
Thereafter	83,050		83,050
Total	278,091		278,091
Total rent expense for operating leases	14,400		19,000
Property rent expense to unrelated parties	$ 13,500		$ 18,000

Commitment and Contingencies 44

Commitment and Contingencies (Details 2) $ in Millions	Jul. 13, 2015employee	Jan. 08, 2013item	Sep. 30, 2015USD ($)stateitem
Select, SSH-Knoxville, and SSH-North Knoxville
Commitments and Contingencies
Number of current of former employees named as defendants | employee	10
Healogics Inc
Commitments and Contingencies
Number of defendants			500
Number of states not intervened | state			29
Professional liability claims
Commitments and Contingencies
Self insurance retention per occurrence | $			$ 2
General liability claims
Commitments and Contingencies
Self insurance retention per occurrence | $			$ 2
Amended complaint | SSH-Evansville
Commitments and Contingencies
Number of case managers identified as plaintiff		2
Number of physicians named as defendants		1

Financial Information for Sub45

Financial Information for Subsidiary Guarantors and Non-Guarantor Subsidiaries under Select's 6.375% Senior Notes (Details)	Sep. 30, 2015	Dec. 31, 2014	Sep. 30, 2014
6.375% senior notes | Select
Financial information for subsidiary guarantors and non-guarantor subsidiaries under select's 6.375% senior notes
Interest rate of debt (as a percent)	6.375%	6.375%	6.375%

Financial Information for Sub46

Financial Information for Subsidiary Guarantors and Non-Guarantor Subsidiaries under Select's 6.375% Senior Notes (Details 2) - USD ($) $ in Thousands	Sep. 30, 2015	Dec. 31, 2014	Sep. 30, 2014	Dec. 31, 2013
Current Assets:
Cash and cash equivalents	$ 22,635	$ 3,354	$ 11,029	$ 4,319
Accounts receivable, net	574,845	444,269
Current deferred tax asset	23,346	15,991
Prepaid income taxes	2,303	17,888
Other current assets	78,402	46,142
Total Current Assets	701,531	527,644
Property and equipment, net	800,430	542,310
Goodwill	2,367,228	1,642,083
Other identifiable intangibles	258,640	72,519
Other assets	186,576	140,253
Total Assets	4,314,405	2,924,809	2,862,077
Current Liabilities:
Bank overdrafts	24,099	21,746
Less: current maturities	17,666	10,874
Accounts payable	118,617	108,532
Accrued payroll	132,872	97,090
Accrued vacation	72,475	63,132
Accrued interest	25,300	10,674
Accrued other	131,460	82,376
Total Current Liabilities	522,489	394,424
Long-term debt, net of current portion	2,333,078	1,542,102
Non-current deferred tax liability	182,963	109,203
Other non-current liabilities	145,277	92,855
Total Liabilities	3,183,807	2,138,584
Redeemable non-controlling interests	257,122	10,985
Stockholder's Equity:
Common stock	131	131
Capital in excess of par	419,477	413,706
Retained earnings (accumulated deficit)	405,689	325,678
Total Select Medical Holdings Corporation and Select Medical Corporation Stockholders' Equity	825,297	739,515
Non-controlling interests	48,179	35,725
Total Equity	873,476	775,240
Total Liabilities and Equity	4,314,405	2,924,809
Select
Current Assets:
Cash and cash equivalents	22,635	3,354	11,029	4,319
Accounts receivable, net	574,845	444,269
Current deferred tax asset	23,346	15,991
Prepaid income taxes	2,303	17,888
Other current assets	78,402	46,142
Total Current Assets	701,531	527,644
Property and equipment, net	800,430	542,310
Goodwill	2,367,228	1,642,083
Other identifiable intangibles	258,640	72,519
Other assets	186,576	140,253
Total Assets	4,314,405	2,924,809
Current Liabilities:
Bank overdrafts	24,099	21,746
Less: current maturities	17,666	10,874
Accounts payable	118,617	108,532
Accrued payroll	132,872	97,090
Accrued vacation	72,475	63,132
Accrued interest	25,300	10,674
Accrued other	131,460	82,376
Total Current Liabilities	522,489	394,424
Long-term debt, net of current portion	2,333,078	1,542,102
Non-current deferred tax liability	182,963	109,203
Other non-current liabilities	145,277	92,855
Total Liabilities	3,183,807	2,138,584
Redeemable non-controlling interests	257,122	10,985
Stockholder's Equity:
Common stock	0	0
Capital in excess of par	898,968	885,407
Retained earnings (accumulated deficit)	(73,671)	(145,892)
Total Select Medical Holdings Corporation and Select Medical Corporation Stockholders' Equity	825,297	739,515
Non-controlling interests	48,179	35,725
Total Equity	873,476	775,240
Total Liabilities and Equity	4,314,405	2,924,809
Select | Reportable legal entities | Select Medical Corporation (Parent Company Only)
Current Assets:
Cash and cash equivalents	5,070	70	8,070	71
Current deferred tax asset	10,487	10,186
Prepaid income taxes		17,888
Other current assets	9,950	7,860
Total Current Assets	25,507	36,004
Property and equipment, net	34,428	17,521
Investment in affiliates	4,107,499	3,725,915
Non-current deferred tax asset	16,257	11,230
Other assets	26,630	32,463
Total Assets	4,210,321	3,823,133
Current Liabilities:
Bank overdrafts	24,099	21,746
Less: current maturities	8,687	8,496
Accounts payable	9,313	9,885
Intercompany payables	2,035,460	1,820,047
Accrued payroll	15,993	17,410
Accrued vacation	5,974	5,070
Accrued interest	22,255	10,596
Accrued other	41,714	39,801
Income taxes payable	763
Total Current Liabilities	2,164,258	1,933,051
Long-term debt, net of current portion	1,168,868	1,098,151
Other non-current liabilities	51,898	52,416
Total Liabilities	3,385,024	3,083,618
Stockholder's Equity:
Common stock	0	0
Capital in excess of par	898,968	885,407
Retained earnings (accumulated deficit)	(73,671)	(145,892)
Total Select Medical Holdings Corporation and Select Medical Corporation Stockholders' Equity	825,297	739,515
Total Equity	825,297	739,515
Total Liabilities and Equity	4,210,321	3,823,133
Select | Reportable legal entities | Subsidiary Guarantors
Current Assets:
Cash and cash equivalents	4,143	2,454	1,051	3,098
Accounts receivable, net	381,794	376,780
Current deferred tax asset	3,575	2,458
Intercompany receivables	2,035,460	1,698,600
Other current assets	34,930	32,919
Total Current Assets	2,459,902	2,113,211
Property and equipment, net	511,997	468,138
Investment in affiliates	83,840	82,514
Goodwill	1,651,924	1,642,083
Other identifiable intangibles	72,775	72,519
Other assets	101,960	106,843
Total Assets	4,882,398	4,485,308
Current Liabilities:
Less: current maturities	1,709	1,844
Accounts payable	91,736	84,304
Intercompany payables	142,959
Accrued payroll	80,742	79,435
Accrued vacation	48,970	49,315
Accrued interest	50	78
Accrued other	40,509	34,107
Total Current Liabilities	406,675	249,083
Long-term debt, net of current portion	427,959	364,794
Non-current deferred tax liability	113,557	112,013
Other non-current liabilities	43,726	35,576
Total Liabilities	991,917	761,466
Stockholder's Equity:
Retained earnings (accumulated deficit)	1,198,862	1,048,455
Subsidiary investment	2,691,619	2,675,387
Total Select Medical Holdings Corporation and Select Medical Corporation Stockholders' Equity	3,890,481	3,723,842
Total Equity	3,890,481	3,723,842
Total Liabilities and Equity	4,882,398	4,485,308
Select | Reportable legal entities | Non-Guarantor Subsidiaries
Current Assets:
Cash and cash equivalents	715	830	$ 1,908	$ 1,150
Accounts receivable, net	66,420	67,489
Current deferred tax asset	3,646	3,347
Intercompany receivables	142,959	121,447
Other current assets	5,375	5,363
Total Current Assets	219,115	198,476
Property and equipment, net	55,680	56,651
Other assets	694	947
Total Assets	275,489	256,074
Current Liabilities:
Less: current maturities	1,221	534
Accounts payable	12,332	14,343
Accrued payroll	367	245
Accrued vacation	9,100	8,747
Accrued other	10,295	8,468
Total Current Liabilities	33,315	32,337
Long-term debt, net of current portion	92,380	79,157
Non-current deferred tax liability	6,695	8,420
Other non-current liabilities	5,274	4,863
Total Liabilities	137,664	124,777
Redeemable non-controlling interests	11,593	10,985
Stockholder's Equity:
Retained earnings (accumulated deficit)	(380)	8,366
Subsidiary investment	83,443	76,221
Total Select Medical Holdings Corporation and Select Medical Corporation Stockholders' Equity	83,063	84,587
Non-controlling interests	43,169	35,725
Total Equity	126,232	120,312
Total Liabilities and Equity	275,489	256,074
Select | Reportable legal entities | Non-Guarantor Concentra
Current Assets:
Cash and cash equivalents	12,707
Accounts receivable, net	126,631
Current deferred tax asset	5,638
Prepaid income taxes	3,066
Other current assets	28,147
Total Current Assets	176,189
Property and equipment, net	198,325
Goodwill	715,304
Other identifiable intangibles	185,865
Other assets	57,292
Total Assets	1,332,975
Current Liabilities:
Less: current maturities	6,049
Accounts payable	5,236
Accrued payroll	35,770
Accrued vacation	8,431
Accrued interest	2,995
Accrued other	38,942
Total Current Liabilities	97,423
Long-term debt, net of current portion	643,871
Non-current deferred tax liability	78,968
Other non-current liabilities	44,379
Total Liabilities	864,641
Redeemable non-controlling interests	245,529
Stockholder's Equity:
Retained earnings (accumulated deficit)	(140)
Subsidiary investment	217,935
Total Select Medical Holdings Corporation and Select Medical Corporation Stockholders' Equity	217,795
Non-controlling interests	5,010
Total Equity	222,805
Total Liabilities and Equity	1,332,975
Select | Eliminations
Current Assets:
Intercompany receivables	(2,178,419)	(1,820,047)
Prepaid income taxes	(763)
Total Current Assets	(2,179,182)	(1,820,047)
Investment in affiliates	(4,191,339)	(3,808,429)
Non-current deferred tax asset	(16,257)	(11,230)
Total Assets	(6,386,778)	(5,639,706)
Current Liabilities:
Intercompany payables	(2,178,419)	(1,820,047)
Income taxes payable	(763)
Total Current Liabilities	(2,179,182)	(1,820,047)
Non-current deferred tax liability	(16,257)	(11,230)
Total Liabilities	(2,195,439)	(1,831,277)
Stockholder's Equity:
Retained earnings (accumulated deficit)	(1,198,342)	(1,056,821)
Subsidiary investment	(2,992,997)	(2,751,608)
Total Select Medical Holdings Corporation and Select Medical Corporation Stockholders' Equity	(4,191,339)	(3,808,429)
Total Equity	(4,191,339)	(3,808,429)
Total Liabilities and Equity	(6,386,778)	$ (5,639,706)
Concentra Inc
Current Liabilities:
Less: current maturities	6,049
Long-term debt, net of current portion	$ 643,871

Financial Information for Sub47

Financial Information for Subsidiary Guarantors and Non-Guarantor Subsidiaries under Select's 6.375% Senior Notes (Details 3) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014
Condensed Consolidating Statement of Operations
Net operating revenues	$ 1,021,123	$ 758,069	$ 2,703,531	$ 2,293,409
Costs and expenses:
Cost of services	900,949	644,392	2,309,213	1,926,037
General and administrative	22,201	19,719	67,917	57,219
Bad debt expense	18,287	10,357	43,243	32,490
Depreciation and amortization	31,472	17,584	70,668	51,009
Total costs and expenses	972,909	692,052	2,491,041	2,066,755
Income from operations	48,214	66,017	212,490	226,654
Other income and expense:
Equity in earnings of unconsolidated subsidiaries	6,348	1,988	12,788	4,135
Gain on sale of equity investment	29,647		29,647
Loss on early retirement of debt				(2,277)
Interest expense	(33,052)	(21,753)	(79,728)	(64,032)
Income before income taxes	51,157	46,252	175,197	164,480
Income tax expense	18,347	17,956	65,048	63,823
Net income	32,810	28,296	110,149	100,657
Less: Net income attributable to non-controlling interests	3,404	1,766	8,740	5,742
Net income attributable to Select Medical Holdings Corporation and Select Medical Corporation	29,406	26,530	101,409	94,915
Select
Condensed Consolidating Statement of Operations
Net operating revenues	1,021,123	758,069	2,703,531	2,293,409
Costs and expenses:
Cost of services	900,949	644,392	2,309,213	1,926,037
General and administrative	22,201	19,719	67,917	57,219
Bad debt expense	18,287	10,357	43,243	32,490
Depreciation and amortization	31,472	17,584	70,668	51,009
Total costs and expenses	972,909	692,052	2,491,041	2,066,755
Income from operations	48,214	66,017	212,490	226,654
Other income and expense:
Equity in earnings of unconsolidated subsidiaries	6,348	1,988	12,788	4,135
Gain on sale of equity investment	29,647		29,647
Loss on early retirement of debt				(2,277)
Interest expense	(33,052)	(21,753)	(79,728)	(64,032)
Income before income taxes	51,157	46,252	175,197	164,480
Income tax expense	18,347	17,956	65,048	63,823
Net income	32,810	28,296	110,149	100,657
Less: Net income attributable to non-controlling interests	3,404	1,766	8,740	5,742
Net income attributable to Select Medical Holdings Corporation and Select Medical Corporation	29,406	26,530	101,409	94,915
Select | Reportable legal entities | Select Medical Corporation (Parent Company Only)
Condensed Consolidating Statement of Operations
Net operating revenues	233	14	457	248
Costs and expenses:
Cost of services	581	549	1,591	1,479
General and administrative	22,169	19,790	63,387	58,433
Depreciation and amortization	1,128	926	3,186	2,753
Total costs and expenses	23,878	21,265	68,164	62,665
Income from operations	(23,645)	(21,251)	(67,707)	(62,417)
Other income and expense:
Intercompany interest and royalty fees	(355)	(272)	(952)	(820)
Intercompany management fees	(1,967)	33,492	37,320	107,159
Loss on early retirement of debt				(2,277)
Interest expense	(15,029)	(14,597)	(43,210)	(42,919)
Income before income taxes	(40,996)	(2,628)	(74,549)	(1,274)
Income tax expense	(13,708)	(492)	(25,644)	773
Equity in earnings of subsidiaries	56,694	28,666	150,314	96,962
Net income	29,406	26,530	101,409	94,915
Net income attributable to Select Medical Holdings Corporation and Select Medical Corporation	29,406	26,530	101,409	94,915
Select | Reportable legal entities | Subsidiary Guarantors
Condensed Consolidating Statement of Operations
Net operating revenues	644,181	645,137	1,993,777	1,973,703
Costs and expenses:
Cost of services	568,084	544,852	1,693,375	1,648,809
General and administrative	32	(71)	(185)	(1,214)
Bad debt expense	11,994	8,802	30,711	27,848
Depreciation and amortization	14,334	14,113	42,015	41,022
Total costs and expenses	594,444	567,696	1,765,916	1,716,465
Income from operations	49,737	77,441	227,861	257,238
Other income and expense:
Intercompany interest and royalty fees	347	269	932	812
Intercompany management fees	7,887	(27,764)	(18,911)	(91,179)
Equity in earnings of unconsolidated subsidiaries	6,319	1,961	12,718	4,074
Gain on sale of equity investment	29,647		29,647
Interest expense	(6,091)	(6,017)	(18,175)	(17,923)
Income before income taxes	87,846	45,890	234,072	153,022
Income tax expense	32,823	17,780	93,389	61,843
Equity in earnings of subsidiaries	1,432	941	9,724	6,271
Net income	56,455	29,051	150,407	97,450
Less: Net income attributable to non-controlling interests		150		598
Net income attributable to Select Medical Holdings Corporation and Select Medical Corporation	56,455	28,901	150,407	96,852
Select | Reportable legal entities | Non-Guarantor Subsidiaries
Condensed Consolidating Statement of Operations
Net operating revenues	117,740	112,918	363,499	319,458
Costs and expenses:
Cost of services	102,588	98,991	309,799	275,749
Bad debt expense	1,793	1,555	7,154	4,642
Depreciation and amortization	2,694	2,545	7,957	7,234
Total costs and expenses	107,075	103,091	324,910	287,625
Income from operations	10,665	9,827	38,589	31,833
Other income and expense:
Intercompany interest and royalty fees	8	3	20	8
Intercompany management fees	(5,920)	(5,728)	(18,409)	(15,980)
Equity in earnings of unconsolidated subsidiaries	29	27	70	61
Interest expense	(1,577)	(1,139)	(4,619)	(3,190)
Income before income taxes	3,205	2,990	15,651	12,732
Income tax expense	(328)	668	(1,562)	1,207
Net income	3,533	2,322	17,213	11,525
Less: Net income attributable to non-controlling interests	2,131	1,616	7,443	5,144
Net income attributable to Select Medical Holdings Corporation and Select Medical Corporation	1,402	706	9,770	6,381
Select | Reportable legal entities | Non-Guarantor Concentra
Condensed Consolidating Statement of Operations
Net operating revenues	258,969		345,798
Costs and expenses:
Cost of services	229,696		304,448
General and administrative			4,715
Bad debt expense	4,500		5,378
Depreciation and amortization	13,316		17,510
Total costs and expenses	247,512		332,051
Income from operations	11,457		13,747
Other income and expense:
Interest expense	(10,355)		(13,724)
Income before income taxes	1,102		23
Income tax expense	(440)		(1,135)
Net income	1,542		1,158
Less: Net income attributable to non-controlling interests	1,273		1,297
Net income attributable to Select Medical Holdings Corporation and Select Medical Corporation	269		(139)
Select | Eliminations
Other income and expense:
Equity in earnings of subsidiaries	(58,126)	(29,607)	(160,038)	(103,233)
Net income	(58,126)	(29,607)	(160,038)	(103,233)
Net income attributable to Select Medical Holdings Corporation and Select Medical Corporation	$ (58,126)	$ (29,607)	$ (160,038)	$ (103,233)

Financial Information for Sub48

Financial Information for Subsidiary Guarantors and Non-Guarantor Subsidiaries under Select's 6.375% Senior Notes (Details 4) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014
Operating activities
Net income	$ 32,810	$ 28,296	$ 110,149	$ 100,657
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
Distributions from unconsolidated subsidiaries			11,814	11,939
Depreciation and amortization	31,472	17,584	70,668	51,009
Provision for bad debts	18,287	10,357	43,243	32,490
Equity in earnings of unconsolidated subsidiaries	(6,348)	(1,988)	(12,788)	(4,135)
Loss on early retirement of debt				2,277
Gain on sale of assets and businesses			(1,264)	(1,236)
Gain on sale of equity investment	29,647		29,647
Stock compensation expense			9,244	7,391
Amortization of debt discount, premium and issuance costs			6,746	5,651
Deferred income taxes			(6,925)	2,844
Changes in operating assets and liabilities, net of effects from acquisition of businesses:
Accounts receivable			(48,778)	(52,924)
Other current assets			(4,580)	491
Other assets			4,540	(2,267)
Accounts payable			3,047	2,276
Accrued expenses			32,716	(17)
Income taxes			15,246	(4,203)
Net cash provided by operating activities			203,431	152,243
Investing activities
Purchases of property and equipment	(45,080)	(22,857)	(113,992)	(73,350)
Proceeds from sale of assets			1,542
Investment in businesses			(1,703)	(3,135)
Proceeds from sale of equity investment			33,096
Acquisition of businesses, net of cash acquired			(1,049,872)	(1,211)
Net cash used in investing activities			(1,130,929)	(77,696)
Financing activities
Borrowings on revolving facilities			840,000	675,000
Payments on revolving facilities			(675,000)	(655,000)
Payments on Select term loans			(26,884)	(33,994)
Proceeds from Concentra term loans, net of discounts			646,875
Issuance of 6.375% senior notes, includes premium				111,650
Borrowings of other debt			11,041	7,036
Principal payments on other debt			(13,167)	(11,696)
Debt issuance costs			(23,300)	(4,434)
Proceeds from bank overdrafts			2,353	10,304
Proceeds from issuance of non-controlling interest			217,065	185
Tax benefit from stock based awards			383
Distributions to non-controlling interests			(7,440)	(3,119)
Net cash provided by (used in) financing activities			946,779	(67,837)
Net increase in cash and cash equivalents			19,281	6,710
Cash and cash equivalents at beginning of period			3,354	4,319
Cash and cash equivalents at end of period	22,635	11,029	22,635	11,029
Select
Operating activities
Net income	32,810	28,296	110,149	100,657
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
Distributions from unconsolidated subsidiaries			11,814	11,939
Depreciation and amortization	31,472	17,584	70,668	51,009
Provision for bad debts	18,287	10,357	43,243	32,490
Equity in earnings of unconsolidated subsidiaries	(6,348)	(1,988)	(12,788)	(4,135)
Loss on early retirement of debt				2,277
Gain on sale of assets and businesses			(1,264)	(1,236)
Gain on sale of equity investment	29,647		29,647
Stock compensation expense			9,244	7,391
Amortization of debt discount, premium and issuance costs			6,746	5,651
Deferred income taxes			(6,925)	2,844
Changes in operating assets and liabilities, net of effects from acquisition of businesses:
Accounts receivable			(48,778)	(52,924)
Other current assets			(4,580)	491
Other assets			4,540	(2,267)
Accounts payable			3,047	2,276
Accrued expenses			32,716	(17)
Income taxes			15,246	(4,203)
Net cash provided by operating activities			203,431	152,243
Investing activities
Purchases of property and equipment			(113,992)	(73,350)
Proceeds from sale of assets			1,542
Investment in businesses			(1,703)	(3,135)
Proceeds from sale of equity investment			33,096
Acquisition of businesses, net of cash acquired			(1,049,872)	(1,211)
Net cash used in investing activities			(1,130,929)	(77,696)
Financing activities
Borrowings on revolving facilities			840,000	675,000
Payments on revolving facilities			(675,000)	(655,000)
Payments on Select term loans			(26,884)	(33,994)
Proceeds from Concentra term loans, net of discounts			646,875
Issuance of 6.375% senior notes, includes premium				111,650
Borrowings of other debt			11,041	7,036
Principal payments on other debt			(13,167)	(11,696)
Debt issuance costs			(23,300)	(4,434)
Proceeds from bank overdrafts			2,353	10,304
Equity investment by Holdings			1,604	5,545
Dividends paid to Holdings			(26,751)	(169,314)
Proceeds from issuance of non-controlling interest			217,065	185
Tax benefit from stock based awards			383
Distributions to non-controlling interests			(7,440)	(3,119)
Net cash provided by (used in) financing activities			946,779	(67,837)
Net increase in cash and cash equivalents			19,281	6,710
Cash and cash equivalents at beginning of period			3,354	4,319
Cash and cash equivalents at end of period	22,635	11,029	22,635	11,029
Select | Reportable legal entities | Select Medical Corporation (Parent Company Only)
Operating activities
Net income	29,406	26,530	101,409	94,915
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
Depreciation and amortization	1,128	926	3,186	2,753
Loss on early retirement of debt				2,277
Stock compensation expense			8,433	7,391
Amortization of debt discount, premium and issuance costs			5,500	5,651
Deferred income taxes			(6,925)	2,844
Changes in operating assets and liabilities, net of effects from acquisition of businesses:
Equity in earnings of subsidiaries	(56,694)	(28,666)	(150,314)	(96,962)
Other current assets			(2,090)	1,364
Other assets			5,833	3,444
Accounts payable			(572)
Accrued expenses			12,541	3,742
Income taxes			18,410	(4,203)
Net cash provided by operating activities			(4,589)	23,216
Investing activities
Purchases of property and equipment			(8,119)	(4,279)
Net cash used in investing activities			(8,119)	(4,279)
Financing activities
Borrowings on revolving facilities			830,000	675,000
Payments on revolving facilities			(665,000)	(655,000)
Payments on Select term loans			(26,884)	(33,994)
Issuance of 6.375% senior notes, includes premium				111,650
Borrowings of other debt			6,486	6,111
Principal payments on other debt			(8,800)	(7,452)
Debt issuance costs				(4,434)
Proceeds from bank overdrafts			2,353	10,304
Equity investment by Holdings			1,604	5,545
Dividends paid to Holdings			(26,751)	(169,314)
Intercompany			(95,683)	50,646
Tax benefit from stock based awards			383
Net cash provided by (used in) financing activities			17,708	(10,938)
Net increase in cash and cash equivalents			5,000	7,999
Cash and cash equivalents at beginning of period			70	71
Cash and cash equivalents at end of period	5,070	8,070	5,070	8,070
Select | Reportable legal entities | Subsidiary Guarantors
Operating activities
Net income	56,455	29,051	150,407	97,450
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
Distributions from unconsolidated subsidiaries			11,737	11,890
Depreciation and amortization	14,334	14,113	42,015	41,022
Provision for bad debts	11,994	8,802	30,711	27,848
Equity in earnings of unconsolidated subsidiaries	(6,319)	(1,961)	(12,718)	(4,074)
Gain on sale of assets and businesses			(1,257)	(1,351)
Gain on sale of equity investment	29,647		29,647
Changes in operating assets and liabilities, net of effects from acquisition of businesses:
Equity in earnings of subsidiaries	(1,432)	(941)	(9,724)	(6,271)
Accounts receivable			(35,725)	(41,937)
Other current assets			(2,006)	528
Other assets			(1,546)	(5,505)
Accounts payable			8,139	1,268
Accrued expenses			15,433	(6,113)
Net cash provided by operating activities			165,819	114,755
Investing activities
Purchases of property and equipment			(87,070)	(60,022)
Proceeds from sale of assets			1,519
Investment in businesses			(826)	(3,135)
Proceeds from sale of equity investment			33,096
Acquisition of businesses, net of cash acquired				(397)
Net cash used in investing activities			(53,281)	(63,554)
Financing activities
Principal payments on other debt			(1,313)	(1,424)
Intercompany			(109,536)	(51,824)
Net cash provided by (used in) financing activities			(110,849)	(53,248)
Net increase in cash and cash equivalents			1,689	(2,047)
Cash and cash equivalents at beginning of period			2,454	3,098
Cash and cash equivalents at end of period	4,143	1,051	4,143	1,051
Select | Reportable legal entities | Non-Guarantor Concentra
Operating activities
Net income	1,542		1,158
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
Depreciation and amortization	13,316		17,510
Provision for bad debts	4,500		5,378
Gain on sale of assets and businesses			(1)
Stock compensation expense			811
Amortization of debt discount, premium and issuance costs			1,246
Changes in operating assets and liabilities, net of effects from acquisition of businesses:
Accounts receivable			(6,968)
Other current assets			(472)
Accounts payable			(2,509)
Accrued expenses			2,029
Income taxes			(3,164)
Net cash provided by operating activities			15,018
Investing activities
Purchases of property and equipment			(13,494)
Proceeds from sale of assets			14
Acquisition of businesses, net of cash acquired			(1,047,186)
Net cash used in investing activities			(1,060,666)
Financing activities
Borrowings on revolving facilities			10,000
Payments on revolving facilities			(10,000)
Proceeds from Concentra term loans, net of discounts			646,875
Borrowings of other debt			3,008
Principal payments on other debt			(2,258)
Debt issuance costs			(23,300)
Intercompany			217,935
Proceeds from issuance of non-controlling interest			217,065
Distributions to non-controlling interests			(970)
Net cash provided by (used in) financing activities			1,058,355
Net increase in cash and cash equivalents			12,707
Cash and cash equivalents at end of period	12,707		12,707
Select | Reportable legal entities | Non-Guarantor Subsidiaries
Operating activities
Net income	3,533	2,322	17,213	11,525
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
Distributions from unconsolidated subsidiaries			77	49
Depreciation and amortization	2,694	2,545	7,957	7,234
Provision for bad debts	1,793	1,555	7,154	4,642
Equity in earnings of unconsolidated subsidiaries	(29)	(27)	(70)	(61)
Gain on sale of assets and businesses			(6)	115
Changes in operating assets and liabilities, net of effects from acquisition of businesses:
Accounts receivable			(6,085)	(10,987)
Other current assets			(12)	(1,401)
Other assets			253	(206)
Accounts payable			(2,011)	1,008
Accrued expenses			2,713	2,354
Net cash provided by operating activities			27,183	14,272
Investing activities
Purchases of property and equipment			(5,309)	(9,049)
Proceeds from sale of assets			9
Investment in businesses			(877)
Acquisition of businesses, net of cash acquired			(2,686)	(814)
Net cash used in investing activities			(8,863)	(9,863)
Financing activities
Borrowings of other debt			1,547	925
Principal payments on other debt			(796)	(2,820)
Intercompany			(12,716)	1,178
Proceeds from issuance of non-controlling interest				185
Distributions to non-controlling interests			(6,470)	(3,119)
Net cash provided by (used in) financing activities			(18,435)	(3,651)
Net increase in cash and cash equivalents			(115)	758
Cash and cash equivalents at beginning of period			830	1,150
Cash and cash equivalents at end of period	715	1,908	715	1,908
Select | Eliminations
Operating activities
Net income	(58,126)	(29,607)	(160,038)	(103,233)
Changes in operating assets and liabilities, net of effects from acquisition of businesses:
Equity in earnings of subsidiaries	$ 58,126	$ 29,607	$ 160,038	$ 103,233