Select Medical (SEM) 10-Q 2 Aug 18 2018 Q2 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	6 Months Ended
	Jun. 30, 2018	Jul. 31, 2018
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	Jun. 30, 2018
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity Filer Category	Large Accelerated Filer
Entity Common Stock, Shares Outstanding		135,376,051
Document Fiscal Year Focus	2,018
Document Fiscal Period Focus	Q2

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets (unaudited) - USD ($) $ in Thousands	Jun. 30, 2018	Dec. 31, 2017
Current Assets:
Cash and cash equivalents	$ 141,029	$ 122,549
Accounts receivable	775,610	691,732
Prepaid income taxes	14,488	31,387
Other current assets	88,215	75,158
Total Current Assets	1,019,342	920,826
Property and equipment, net	965,844	912,591
Goodwill	3,314,606	2,782,812
Identifiable intangible assets, net	451,932	326,519
Other assets	213,076	184,418
Total Assets	5,964,800	5,127,166
Current Liabilities:
Overdrafts	23,292	29,463
Current portion of long-term debt and notes payable	24,479	22,187
Accounts payable	131,830	128,194
Accrued payroll	149,967	160,562
Accrued vacation	109,958	92,875
Accrued interest	13,293	19,885
Accrued other	170,067	143,166
Income taxes payable	4,425	9,071
Total Current Liabilities	627,311	605,403
Long-term debt, net of current portion	3,386,209	2,677,715
Non-current deferred tax liability	150,694	124,917
Other non-current liabilities	172,427	145,709
Total Liabilities	4,336,641	3,553,744
Commitments and contingencies (Note 10)
Redeemable non-controlling interests	616,232	640,818
Stockholders’ Equity:
Common stock	134	134
Capital in excess of par	474,812	463,499
Retained earnings (accumulated deficit)	420,525	359,735
Total Select Medical Holdings Corporation and Select Medical Corporation Stockholders’ Equity	895,471	823,368
Non-controlling interests	116,456	109,236
Total Equity	1,011,927	932,604
Total Liabilities and Equity	5,964,800	5,127,166
Select Medical Corporation
Current Assets:
Cash and cash equivalents	141,029	122,549
Accounts receivable	775,610	691,732
Prepaid income taxes	14,488	31,387
Other current assets	88,215	75,158
Total Current Assets	1,019,342	920,826
Property and equipment, net	965,844	912,591
Goodwill	3,314,606	2,782,812
Identifiable intangible assets, net	451,932	326,519
Other assets	213,076	184,418
Total Assets	5,964,800	5,127,166
Current Liabilities:
Overdrafts	23,292	29,463
Current portion of long-term debt and notes payable	24,479	22,187
Accounts payable	131,830	128,194
Accrued payroll	149,967	160,562
Accrued vacation	109,958	92,875
Accrued interest	13,293	19,885
Accrued other	170,067	143,166
Income taxes payable	4,425	9,071
Total Current Liabilities	627,311	605,403
Long-term debt, net of current portion	3,386,209	2,677,715
Non-current deferred tax liability	150,694	124,917
Other non-current liabilities	172,427	145,709
Total Liabilities	4,336,641	3,553,744
Commitments and contingencies (Note 10)
Redeemable non-controlling interests	616,232	640,818
Stockholders’ Equity:
Common stock	0	0
Capital in excess of par	959,173	947,370
Retained earnings (accumulated deficit)	(63,702)	(124,002)
Total Select Medical Holdings Corporation and Select Medical Corporation Stockholders’ Equity	895,471	823,368
Non-controlling interests	116,456	109,236
Total Equity	1,011,927	932,604
Total Liabilities and Equity	$ 5,964,800	$ 5,127,166

Condensed Consolidated Balance3

Condensed Consolidated Balance Sheets (unaudited) (Parenthetical) - $ / shares	Jun. 30, 2018	Dec. 31, 2017
Common stock, par value (in dollars per share)	$ 0.001	$ 0.001
Common stock, shares authorized (in shares)	700,000,000	700,000,000
Common stock, shares issued (in shares)	134,326,823	134,114,715
Common stock, shares outstanding (in shares)	134,326,823	134,114,715
Select Medical Corporation
Common stock, par value (in dollars per share)	$ 0.01	$ 0.01
Common stock, shares issued (in shares)	100	100
Common stock, shares outstanding (in shares)	100	100

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations (unaudited) - USD ($) shares in Thousands, $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017	Jun. 30, 2018	Jun. 30, 2017
Net operating revenues	$ 1,296,210	$ 1,102,465	$ 2,549,174	$ 2,193,982
Costs and expenses:
Cost of services	1,094,731	920,194	2,160,544	1,849,332
General and administrative	29,194	28,275	60,976	56,350
Depreciation and amortization	51,724	38,333	98,495	80,872
Total costs and expenses	1,175,649	986,802	2,320,015	1,986,554
Income (loss) from operations	120,561	115,663	229,159	207,428
Other income and expense:
Loss on early retirement of debt			(10,255)	(19,719)
Equity in earnings of unconsolidated subsidiaries	4,785	5,666	9,482	11,187
Non-operating gain	6,478	0	6,877	(49)
Interest expense	(50,159)	(37,655)	(97,322)	(78,508)
Income before income taxes	81,665	83,674	137,941	120,339
Income tax expense	21,106	32,374	33,400	45,576
Net income	60,559	51,300	104,541	74,763
Less: Net income attributable to non-controlling interests	14,048	9,245	24,291	16,838
Net income attributable to Select Medical Holdings Corporation and Select Medical Corporation	$ 46,511	$ 42,055	$ 80,250	$ 57,925
Income per common share:
Basic (in dollars per share)	$ 0.35	$ 0.32	$ 0.60	$ 0.44
Diluted (in dollars per share)	$ 0.35	$ 0.32	$ 0.60	$ 0.44
Weighted average shares outstanding:
Basic (in shares)	129,830	128,624	129,761	128,544
Diluted (in shares)	129,924	128,777	129,871	128,703
Select Medical Corporation
Net operating revenues	$ 1,296,210	$ 1,102,465	$ 2,549,174	$ 2,193,982
Costs and expenses:
Cost of services	1,094,731	920,194	2,160,544	1,849,332
General and administrative	29,194	28,275	60,976	56,350
Depreciation and amortization	51,724	38,333	98,495	80,872
Total costs and expenses	1,175,649	986,802	2,320,015	1,986,554
Income (loss) from operations	120,561	115,663	229,159	207,428
Other income and expense:
Loss on early retirement of debt			(10,255)	(19,719)
Equity in earnings of unconsolidated subsidiaries	4,785	5,666	9,482	11,187
Non-operating gain	6,478	0	6,877	(49)
Interest expense	(50,159)	(37,655)	(97,322)	(78,508)
Income before income taxes	81,665	83,674	137,941	120,339
Income tax expense	21,106	32,374	33,400	45,576
Net income	60,559	51,300	104,541	74,763
Less: Net income attributable to non-controlling interests	14,048	9,245	24,291	16,838
Net income attributable to Select Medical Holdings Corporation and Select Medical Corporation	$ 46,511	$ 42,055	$ 80,250	$ 57,925

Condensed Consolidated Stateme5

Condensed Consolidated Statements of Changes in Equity and Income (unaudited) - 6 months ended Jun. 30, 2018 - USD ($) $ in Thousands	Total	Select Medical Corporation	Common Stock	Common StockSelect Medical Corporation	Capital in Excess of Par	Capital in Excess of ParSelect Medical Corporation	Retained Earnings (Accumulated Deficit)	Retained Earnings (Accumulated Deficit)Select Medical Corporation	Total Stockholders’ Equity	Total Stockholders’ EquitySelect Medical Corporation	Non-controlling Interests	Non-controlling InterestsSelect Medical Corporation
Balance at Dec. 31, 2017	$ 640,818	$ 640,818
Redeemable Non-controlling Interests
Net income attributable to non-controlling interests	16,652	16,652
Issuance and exchange of non-controlling interests	163,659	163,659
Distributions to and purchases of non-controlling interests	(215,084)	(215,084)
Redemption adjustment on non-controlling interests	9,551	9,551
Other	636	636
Balance at Jun. 30, 2018	$ 616,232	$ 616,232
Balance (in shares) at Dec. 31, 2017	134,114,715	100	134,115,000	0
Balance at Dec. 31, 2017	$ 932,604	$ 932,604	$ 134	$ 0	$ 463,499	$ 947,370	$ 359,735	$ (124,002)	$ 823,368	$ 823,368	$ 109,236	$ 109,236
Increase (Decrease) in Stockholders' Equity
Net income	80,250	80,250					80,250	80,250	80,250	80,250
Net income attributable to non-controlling interests	7,639	7,639									7,639	7,639
Issuance of restricted stock (in shares)			174,000
Issuance of restricted stock	0		$ 0		0
Forfeitures of unvested restricted stock (in shares)			(88,000)
Forfeitures of unvested restricted stock	0		$ 0		0
Vesting of restricted stock	9,562				9,562				9,562
Repurchase of common shares (in shares)			(49,000)
Repurchase of common shares	(889)		$ 0		(490)		(399)		(889)
Exercise of stock options (in shares)			175,000
Exercise of stock options	1,620		$ 0		1,620				1,620
Additional investment by Holdings		1,620				1,620				1,620
Dividends declared and paid to Holdings		(889)						(889)		(889)
Contribution related to restricted stock award issuances by Holdings		9,562				9,562				9,562
Issuance and exchange of non-controlling interests	77,815	77,815			1,553	1,553	74,341	74,341	75,894	75,894	1,921	1,921
Distributions to and purchases of non-controlling interests	(87,601)	(87,601)			(932)	(932)	(83,617)	(83,617)	(84,549)	(84,549)	(3,052)	(3,052)
Redemption adjustment on non-controlling interests	(9,551)	(9,551)					(9,551)	(9,551)	(9,551)	(9,551)
Other	$ 478	$ 478					(234)	(234)	(234)	(234)	712	712
Balance (in shares) at Jun. 30, 2018	134,326,823	100	134,327,000	0
Balance at Jun. 30, 2018	$ 1,011,927	$ 1,011,927	$ 134	$ 0	$ 474,812	$ 959,173	$ 420,525	$ (63,702)	$ 895,471	$ 895,471	$ 116,456	$ 116,456

Condensed Consolidated Stateme6

Condensed Consolidated Statements of Cash Flows (unaudited) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017
Operating activities
Net income	$ 104,541	$ 74,763
Adjustments to reconcile net income to net cash provided by operating activities:
Distributions from unconsolidated subsidiaries	7,830	10,933
Depreciation and amortization	98,495	80,872
Provision for bad debts	102	745
Equity in earnings of unconsolidated subsidiaries	(9,482)	(11,187)
Loss on extinguishment of debt	484	6,527
Gain on sale of assets and businesses	(6,980)	(9,523)
Stock compensation expense	10,911	9,270
Amortization of debt discount, premium and issuance costs	6,486	5,974
Deferred income taxes	(1,691)	(1,474)
Changes in operating assets and liabilities, net of effects of business combinations:
Accounts receivable	(5,774)	(140,949)
Other current assets	(3,011)	(5,557)
Other assets	6,684	4,621
Accounts payable	(5,462)	759
Accrued expenses	1,207	(4,833)
Income taxes	12,610	19,399
Net cash provided by (used in) operating activities	216,950	40,340
Investing activities
Business combinations, net of cash acquired	(517,704)	(18,508)
Purchases of property and equipment	(81,648)	(105,302)
Investment in businesses	(3,291)	(9,874)
Proceeds from sale of assets and businesses	6,672	34,552
Net cash provided by (used in) investing activities	(595,971)	(99,132)
Financing activities
Borrowings on revolving facilities	265,000	630,000
Payments on revolving facilities	(345,000)	(550,000)
Proceeds from term loans	779,904	1,139,487
Payments on term loans	(5,750)	(1,173,692)
Revolving facility debt issuance costs	(1,333)	(4,392)
Borrowings of other debt	19,928	9,444
Principal payments on other debt	(11,521)	(10,437)
Repurchase of common stock	(889)	(600)
Dividends paid to Holdings	0	0
Proceeds from exercise of stock options	1,620	963
Equity investment by Holdings	0	0
Decrease in overdrafts	(6,171)	(5,228)
Proceeds from issuance of non-controlling interests	2,926	3,553
Distributions to non-controlling interests	(301,213)	(5,536)
Net cash provided by (used in) financing activities	397,501	33,562
Net increase (decrease) in cash and cash equivalents	18,480	(25,230)
Cash and cash equivalents at beginning of period	122,549	99,029
Cash and cash equivalents at end of period	141,029	73,799
Supplemental Information
Cash paid for interest	97,338	76,650
Cash paid for taxes	22,480	27,626
Non-cash equity exchange for acquisition of U.S. HealthWorks	238,000	0
Select Medical Corporation
Operating activities
Net income	104,541	74,763
Adjustments to reconcile net income to net cash provided by operating activities:
Distributions from unconsolidated subsidiaries	7,830	10,933
Depreciation and amortization	98,495	80,872
Provision for bad debts	102	745
Equity in earnings of unconsolidated subsidiaries	(9,482)	(11,187)
Loss on extinguishment of debt	484	6,527
Gain on sale of assets and businesses	(6,980)	(9,523)
Stock compensation expense	10,911	9,270
Amortization of debt discount, premium and issuance costs	6,486	5,974
Deferred income taxes	(1,691)	(1,474)
Changes in operating assets and liabilities, net of effects of business combinations:
Accounts receivable	(5,774)	(140,949)
Other current assets	(3,011)	(5,557)
Other assets	6,684	4,621
Accounts payable	(5,462)	759
Accrued expenses	1,207	(4,833)
Income taxes	12,610	19,399
Net cash provided by (used in) operating activities	216,950	40,340
Investing activities
Business combinations, net of cash acquired	(517,704)	(18,508)
Purchases of property and equipment	(81,648)	(105,302)
Investment in businesses	(3,291)	(9,874)
Proceeds from sale of assets and businesses	6,672	34,552
Net cash provided by (used in) investing activities	(595,971)	(99,132)
Financing activities
Borrowings on revolving facilities	265,000	630,000
Payments on revolving facilities	(345,000)	(550,000)
Proceeds from term loans	779,904	1,139,487
Payments on term loans	(5,750)	(1,173,692)
Revolving facility debt issuance costs	(1,333)	(4,392)
Borrowings of other debt	19,928	9,444
Principal payments on other debt	(11,521)	(10,437)
Repurchase of common stock	0	0
Dividends paid to Holdings	(889)	(600)
Proceeds from exercise of stock options	0	0
Equity investment by Holdings	1,620	963
Decrease in overdrafts	(6,171)	(5,228)
Proceeds from issuance of non-controlling interests	2,926	3,553
Distributions to non-controlling interests	(301,213)	(5,536)
Net cash provided by (used in) financing activities	397,501	33,562
Net increase (decrease) in cash and cash equivalents	18,480	(25,230)
Cash and cash equivalents at beginning of period	122,549	99,029
Cash and cash equivalents at end of period	141,029	73,799
Supplemental Information
Cash paid for interest	97,338	76,650
Cash paid for taxes	22,480	27,626
Non-cash equity exchange for acquisition of U.S. HealthWorks	$ 238,000	$ 0

Basis of Presentation

Basis of Presentation	6 Months Ended
	Jun. 30, 2018
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Basis of Presentation	Basis of Presentation The unaudited condensed consolidated financial statements of Select Medical Holdings Corporation (“Holdings”) include the accounts of its wholly owned subsidiary, Select Medical Corporation (“Select”). Holdings conducts substantially all of its business through Select and its subsidiaries. Holdings and Select and its subsidiaries are collectively referred to as the “Company.” The unaudited condensed consolidated financial statements of the Company as of June 30, 2018 , and for the three and six month periods ended June 30, 2017 and 2018 , have been prepared pursuant to the rules and regulations of the Securities Exchange Commission (the “SEC”) for interim reporting and accounting principles generally accepted in the United States of America (“GAAP”). Accordingly, certain information and disclosures required by GAAP, which are normally included in the notes to consolidated financial statements, have been condensed or omitted pursuant to those rules and regulations, although the Company believes the disclosure is adequate to make the information presented not misleading. 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 six months ended June 30, 2018 , are not necessarily indicative of the results to be expected for the full fiscal year ending December 31, 2018 . These unaudited condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto for the year ended December 31, 2017 , contained in the Company’s Annual Report on Form 10-K filed with the SEC on February 22, 2018.

Accounting Policies

Accounting Policies	6 Months Ended
	Jun. 30, 2018
Accounting Policies [Abstract]
Accounting Policies	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, including disclosure of contingencies, at the date of the financial statements and reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Recent Accounting Pronouncements Lease Accounting Beginning in February 2016, the Financial Accounting Standards Board (the “FASB”) issued several Accounting Standards Updates (“ASU”) which established Topic 842, Leases (the “standard”). This standard includes a lessee accounting model that recognizes two types of leases: finance and operating. This standard requires that a lessee recognize on the balance sheet assets and liabilities for all leases with lease terms of more than twelve months. Lessees will need to recognize almost all leases on the balance sheet as a right-of-use asset and a lease liability. For income statement purposes, the FASB retained the dual model, requiring leases to be classified as either operating or finance. The recognition, measurement, and presentation of expenses and cash flows arising from a lease by a lessee will depend on its classification as finance or operating lease. For short-term leases of twelve months or less, lessees are permitted to make an accounting election by class of underlying asset not to recognize right-of-use assets or lease liabilities. If the alternative is elected, lease expense would be recognized generally on the straight-line basis over the respective lease term. The amendments in the standard will take effect for public companies for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. Earlier application is permitted as of the beginning of an interim or annual reporting period. A modified retrospective approach is required for leases that exist or are entered into after the beginning of the earliest comparative period in the financial statements. Upon adoption, the Company will recognize significant assets and liabilities on the consolidated balance sheets as a result of the operating lease obligations of the Company. Operating lease expense will still be recognized as rent expense on a straight-line basis over the respective lease terms in the consolidated statements of operations. The Company will implement the new standard beginning January 1, 2019. The Company has completed its inventory of leases and has begun to implement a new IT platform to account for leases under the new standard. The Company is currently validating the data in the IT platform to ensure it is complete and accurate. The Company’s remaining implementation efforts are focused on designing accounting processes, disclosure processes, and internal controls in order to account for its leases under the new standard. Recently Adopted Accounting Pronouncements Revenue from Contracts with Customers Beginning in May 2014, the FASB issued several Accounting Standards Updates which established Topic 606, Revenue from Contracts with Customers (the “standard”). This standard supersedes existing revenue recognition requirements and seeks to eliminate most industry-specific guidance under current GAAP. 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. The Company adopted the new standard on January 1, 2018, using the full retrospective transition method. Adoption of the revenue recognition standard impacted the Company’s reported results as follows: Three Months Ended June 30, 2017 As Reported As Adjusted (1) Adoption Impact (in thousands) Condensed Consolidated Statements of Operations Net operating revenues $ 1,120,675 $ 1,102,465 $ (18,210 ) Bad debt expense 18,174 (36 ) (18,210 ) Six Months Ended June 30, 2017 As Reported As Adjusted (1) Adoption Impact (in thousands) Condensed Consolidated Statements of Operations Net operating revenues $ 2,232,036 $ 2,193,982 $ (38,054 ) Bad debt expense 38,799 745 (38,054 ) Condensed Consolidated Statements of Cash Flows Provision for bad debts 38,799 745 $ (38,054 ) Changes in accounts receivable (179,003 ) (140,949 ) 38,054 _____________________________________________________________ (1) Bad debt expense is now included in cost of services on the condensed consolidated statements of operations. December 31, 2017 As Reported As Adjusted Adoption Impact (in thousands) Condensed Consolidated Balance Sheets Accounts receivable $ 767,276 $ 691,732 $ (75,544 ) Allowance for doubtful accounts 75,544 — (75,544 ) Accounts receivable $ 691,732 $ 691,732 $ — The Company has presented the applicable disclosures about the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with customers in Note 7. Income Taxes In October 2016, the FASB issued ASU 2016-16, Income Taxes (Topic 740), and Intra-Entity Transfers of Assets Other Than Inventory. Previous GAAP prohibited the recognition of current and deferred income taxes for an intra-entity asset transfer until the asset has been sold to an outside party. The ASU requires an entity to recognize the income tax consequences of an intra‑entity transfer of an asset other than inventory when the transfer occurs. The Company adopted the guidance effective January 1, 2018. Adoption of the guidance did not have a material impact on the Company’s consolidated financial statements.

Acquisitions

Acquisitions	6 Months Ended
	Jun. 30, 2018
Business Combinations [Abstract]
Acquisitions	Acquisitions U.S. HealthWorks Acquisition On February 1, 2018, Concentra Inc. (“Concentra”) acquired all of the issued and outstanding shares of stock of U.S. HealthWorks, Inc. (“U.S. HealthWorks”), an occupational medicine and urgent care service provider, pursuant to the terms of an Equity Purchase and Contribution Agreement (the “Purchase Agreement”) dated as of October 22, 2017, by and among Concentra, U.S. HealthWorks, Concentra Group Holdings, LLC (“Concentra Group Holdings”), Concentra Group Holdings Parent, LLC (“Concentra Group Holdings Parent”) and Dignity Health Holding Corporation (“DHHC”). For the six months ended June 30, 2018, the Company recognized $2.9 million of U.S. HealthWorks acquisition costs which are included in general and administrative expense. In connection with the closing of the transaction, Concentra Group Holdings made distributions to its equity holders and redeemed certain of its outstanding equity interests from existing minority equity holders. Subsequently, Concentra Group Holdings and a wholly owned subsidiary of Concentra Group Holdings Parent merged, with Concentra Group Holdings surviving the merger and becoming a wholly owned subsidiary of Concentra Group Holdings Parent. As a result of the merger, the equity interests of Concentra Group Holdings outstanding after the redemption described above were exchanged for membership interests in Concentra Group Holdings Parent. Concentra acquired U.S. HealthWorks for $753.0 million . The Purchase Agreement provides for certain post-closing adjustments for cash, indebtedness, transaction expenses, and working capital. DHHC, a subsidiary of Dignity Health, was issued a 20% equity interest in Concentra Group Holdings Parent, which was valued at $238.0 million . The remainder of the purchase price was paid in cash. Select retained a majority voting interest in Concentra Group Holdings Parent following the closing of the transaction. For the U.S. HealthWorks acquisition, the Company allocated the purchase price to tangible and identifiable intangible assets acquired and liabilities assumed based on their preliminary estimated fair values in accordance with the provisions of Accounting Standards Codification Topic 805, Business Combinations . The Company is in the process of completing its assessment of the acquisition-date fair values of the assets acquired and the liabilities assumed and determining the estimated useful lives of long-lived assets and finite-lived intangible assets; therefore, the values set forth below are subject to adjustment during the measurement period. The amount of these potential adjustments could be significant. The Company expects to complete its purchase price allocation activities by December 31, 2018. The following table reconciles the preliminary allocation of estimated fair value to identifiable net assets and goodwill to the consideration given for the acquired business (in thousands): Identifiable tangible assets $ 181,189 Identifiable intangible assets 140,406 Goodwill 534,347 Total assets 855,942 Total liabilities 102,942 Consideration given $ 753,000 A preliminary estimate for goodwill of $534.3 million has been recognized for the business combination, representing the excess of the consideration given over the fair value of identifiable net assets acquired. The value of goodwill is derived from U.S. HealthWorks’ future earnings potential and its assembled workforce. Goodwill has been assigned to the Concentra reporting unit and is not deductible for tax purposes. However, prior to its acquisition by the Company, U.S. HealthWorks completed certain acquisitions that resulted in tax deductible goodwill with an estimated value of $83.1 million , which the Company will deduct through 2032. For the three months ended June 30, 2018, U.S. HealthWorks had net operating revenues of $139.4 million which is reflected in the Company’s consolidated statements of operations. For the period February 1, 2018 through June 30, 2018, U.S. HealthWorks had net operating revenues of $229.4 million which is reflected in the Company’s consolidated statements of operations for the six months ended June 30, 2018. Due to the integrated nature of our operations, it is not practicable to separately identify earnings of U.S. HealthWorks on a stand-alone basis. Pro Forma Results The following pro forma unaudited results of operations have been prepared assuming the acquisition of U.S. HealthWorks occurred on January 1, 2017. These results are not necessarily indicative of results of future operations nor of the results that would have occurred had the acquisition been consummated on the aforementioned date. Three Months Ended June 30, Six Months Ended June 30, 2017 2018 2017 2018 (in thousands, except per share amounts) Net revenue $ 1,243,221 $ 1,296,210 $ 2,471,705 $ 2,596,755 Net income 51,080 62,612 66,668 107,524 Net income attributable to the Company 38,954 48,563 46,070 82,365 Income per common share: Basic $ 0.29 $ 0.36 $ 0.35 $ 0.61 Diluted $ 0.29 $ 0.36 $ 0.35 $ 0.61 The pro forma financial information is based on the preliminary allocation of the purchase price of the U.S. HealthWorks acquisition and is therefore subject to adjustment upon finalizing the purchase price allocation, as described above, during the measurement period. The net income tax impact was calculated at a statutory rate, as if U.S. HealthWorks had been a subsidiary of the Company as of January 1, 2017. For the six months ended June 30, 2017 , pro forma results were adjusted to include the U.S. HealthWorks acquisition costs recognized by the Company during 2017 and 2018, which were approximately $5.7 million . For the six months ended June 30, 2018 , pro forma results were adjusted to exclude approximately $2.9 million of U.S. HealthWorks acquisition costs which were recognized by the Company during the period.

Intangible Assets

Intangible Assets	6 Months Ended
	Jun. 30, 2018
Goodwill and Intangible Assets Disclosure [Abstract]
Intangible Assets	Intangible Assets Goodwill The following table shows changes in the carrying amounts of goodwill by reporting unit for the six months ended June 30, 2018 : Critical Illness Recovery Hospital (1) Rehabilitation Hospital (1) Outpatient Rehabilitation Concentra Total (in thousands) Balance as of December 31, 2017 $ 1,045,220 $ 415,528 $ 647,522 $ 674,542 $ 2,782,812 Acquired — 1,118 2,465 535,595 539,178 Measurement period adjustment — — — (1,248 ) (1,248 ) Sold — — (6,136 ) — (6,136 ) Balance as of June 30, 2018 $ 1,045,220 $ 416,646 $ 643,851 $ 1,208,889 $ 3,314,606 _______________________________________________________________________________ (1) The critical illness recovery hospital reporting unit was previously referred to as the long term acute care reporting unit. The rehabilitation hospital reporting unit was previously referred to as the inpatient rehabilitation reporting unit. Identifiable Intangible Assets The following table provides the gross carrying amounts, accumulated amortization, and net carrying amounts for the Company’s identifiable intangible assets: December 31, 2017 June 30, 2018 Gross Carrying Amount Accumulated Amortization Net Carrying Amount Gross Carrying Amount Accumulated Amortization Net Carrying Amount (in thousands) Indefinite-lived intangible assets: Trademarks $ 166,698 $ — $ 166,698 $ 166,698 $ — $ 166,698 Certificates of need 19,155 — 19,155 19,173 — 19,173 Accreditations 1,895 — 1,895 1,895 — 1,895 Finite-lived intangible assets: Trademarks — — — 5,000 (2,083 ) 2,917 Customer relationships 143,953 (38,281 ) 105,672 278,969 (49,617 ) 229,352 Favorable leasehold interests 13,295 (4,319 ) 8,976 13,553 (5,148 ) 8,405 Non-compete agreements 28,023 (3,900 ) 24,123 28,472 (4,980 ) 23,492 Total identifiable intangible assets $ 373,019 $ (46,500 ) $ 326,519 $ 513,760 $ (61,828 ) $ 451,932 The Company’s accreditations and indefinite-lived trademarks have renewal terms and the costs to renew these intangible assets are expensed as incurred. At June 30, 2018 , the accreditations and indefinite-lived trademarks have a weighted average time until next renewal of 1.5 years and 8.7 years , respectively. The Company’s finite-lived customer relationships, non-compete agreements, and trademarks amortize over their estimated useful lives. Amortization expense was $4.3 million and $7.8 million for the three months ended June 30, 2017 and 2018 , respectively. Amortization expense was $8.7 million and $14.2 million for the six months ended June 30, 2017 and 2018 , respectively. The Company’s leasehold interests have finite lives and are amortized to rent expense over the remaining term of their respective leases to reflect a market rent per period based upon the market conditions present at the acquisition date.

Long-Term Debt and Notes Payabl

Long-Term Debt and Notes Payable	6 Months Ended
	Jun. 30, 2018
Debt Disclosure [Abstract]
Long-Term Debt and Notes Payable	Long-Term Debt and Notes Payable For purposes of this indebtedness footnote, references to Select exclude Concentra because the Concentra credit facilities are non-recourse to Holdings and Select. As of June 30, 2018 , the Company’s long-term debt and notes payable are as follows (in thousands): Principal Outstanding Unamortized Premium (Discount) Unamortized Issuance Costs Carrying Value Fair Value Select: 6.375% senior notes $ 710,000 $ 664 $ (5,601 ) $ 705,063 $ 718,094 Credit facilities: Revolving facility 150,000 — — 150,000 138,000 Term loans 1,135,625 (11,444 ) (11,504 ) 1,112,677 1,148,401 Other 43,680 — (500 ) 43,180 43,180 Total Select debt 2,039,305 (10,780 ) (17,605 ) 2,010,920 2,047,675 Concentra: Credit facilities: Term loans 1,414,175 (3,288 ) (21,720 ) 1,389,167 1,414,840 Other 10,601 — — 10,601 10,601 Total Concentra debt 1,424,776 (3,288 ) (21,720 ) 1,399,768 1,425,441 Total debt $ 3,464,081 $ (14,068 ) $ (39,325 ) $ 3,410,688 $ 3,473,116 Principal maturities of the Company’s long-term debt and notes payable are approximately as follows (in thousands): 2018 2019 2020 2021 2022 Thereafter Total Select: 6.375% senior notes $ — $ — $ — $ 710,000 $ — $ — $ 710,000 Credit facilities: Revolving facility — — — — 150,000 — 150,000 Term loans 5,750 11,500 11,500 11,500 11,500 1,083,875 1,135,625 Other 6,119 3,321 25,285 221 — 8,734 43,680 Total Select debt 11,869 14,821 36,785 721,721 161,500 1,092,609 2,039,305 Concentra: Credit facilities: Term loans — — 5,719 12,365 1,156,091 240,000 1,414,175 Other 2,860 3,418 322 320 308 3,373 10,601 Total Concentra debt 2,860 3,418 6,041 12,685 1,156,399 243,373 1,424,776 Total debt $ 14,729 $ 18,239 $ 42,826 $ 734,406 $ 1,317,899 $ 1,335,982 $ 3,464,081 As of December 31, 2017 , the Company’s long-term debt and notes payable are as follows (in thousands): Principal Outstanding Unamortized Premium (Discount) Unamortized Issuance Costs Carrying Value Fair Value Select: 6.375% senior notes $ 710,000 $ 778 $ (6,553 ) $ 704,225 $ 727,750 Credit facilities: Revolving facility 230,000 — — 230,000 211,600 Term loans 1,141,375 (12,445 ) (12,500 ) 1,116,430 1,154,215 Other 36,877 — (533 ) 36,344 36,344 Total Select debt 2,118,252 (11,667 ) (19,586 ) 2,086,999 2,129,909 Concentra: Credit facilities: Term loans 619,175 (2,257 ) (10,668 ) 606,250 625,173 Other 6,653 — — 6,653 6,653 Total Concentra debt 625,828 (2,257 ) (10,668 ) 612,903 631,826 Total debt $ 2,744,080 $ (13,924 ) $ (30,254 ) $ 2,699,902 $ 2,761,735 Select Credit Facilities On March 22, 2018, Select entered into Amendment No. 1 to the senior secured credit agreement (the “Select credit agreement”) dated March 6, 2017. The Select credit agreement originally provided for $1.6 billion in senior secured credit facilities comprised of $1.15 billion in term loans (the “Select term loans”) and a $450.0 million revolving credit facility (the “Select revolving facility” and together with the Select term loans, the “Select credit facilities”), including a $75.0 million sublimit for the issuance of standby letters of credit. Amendment No. 1 (i) decreased the applicable interest rate on the Select term loans from the Adjusted LIBO Rate (as defined in the Select credit agreement and subject to an Adjusted LIBO floor of 1.00% ) plus 3.50% to the Adjusted LIBO Rate plus a percentage ranging from 2.50% to 2.75% , or from the Alternative Base Rate (as defined in the Select credit agreement and subject to an Alternate Base Rate floor of 2.00% ) plus 2.50% to the Alternative Base Rate plus a percentage ranging from 1.50% to 1.75% , in each case based on Select’s total net leverage ratio (as defined in the Select credit agreement); (ii) decreased the applicable interest rate on the loans outstanding under the Select revolving credit facility from the Adjusted LIBO Rate plus a percentage ranging from 3.00% to 3.25% to the Adjusted LIBO Rate plus a percentage ranging from 2.50% to 2.75% , or from the Alternative Base Rate plus a percentage ranging from 2.00% to 2.25% to the Alternative Base Rate plus a percentage ranging from 1.50% to 1.75% , in each case based on Select’s total net leverage ratio; (iii) extended the maturity date for the Select term loans from March 6, 2024 to March 6, 2025; and (iv) made certain other technical amendments to the Select credit agreement as set forth therein. Concentra Credit Facilities Concentra First Lien Credit Agreement On February 1, 2018, Concentra entered into an amendment to its first lien credit agreement (the “Concentra first lien credit agreement”) dated June 1, 2015, by and among Concentra, as the borrower, Concentra Holdings, Inc., a subsidiary of Concentra Group Holdings Parent, JPMorgan Chase Bank, N.A., as the administrative agent and the collateral agent, and the other lenders party thereto. Concentra used borrowings under the Concentra first lien credit agreement and the Concentra second lien credit agreement, as described below, together with cash on hand, to pay the purchase price for all of the issued and outstanding stock of U.S. HealthWorks to DHHC and to finance the redemption and reorganization transactions executed under the Purchase Agreement (as described in Note 3), as well as to pay fees and expenses associated with the financing. Concentra amended the Concentra first lien credit agreement to, among other things, provide for (i) an additional $555.0 million in tranche B term loans that, along with the existing tranche B term loans under the Concentra first lien credit agreement, have a maturity date of June 1, 2022 (collectively, the “Concentra first lien term loan”) and (ii) an additional $25.0 million to the $50.0 million , five -year revolving credit facility under the terms of the existing Concentra first lien credit agreement. The tranche B term loans bear interest at a rate equal to the Adjusted LIBO Rate (as defined in the Concentra first lien credit agreement) plus 2.75% (subject to an Adjusted LIBO Rate floor of 1.00% ) for Eurodollar Borrowings (as defined in the Concentra first lien credit agreement), or Alternate Base Rate (as defined in the Concentra first lien credit agreement) plus 1.75% (subject to an Alternate Base Rate floor of 2.00% ) for ABR Borrowings (as defined in the Concentra first lien credit agreement). All other material terms and conditions applicable to the original tranche B term loan commitments are applicable to the additional tranche B term loans created under the Concentra first lien credit agreement. Concentra Second Lien Credit Agreement On February 1, 2018, Concentra 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”) with Concentra Holdings, Inc., Wells Fargo Bank, National Association, as the administrative agent and the collateral agent, and the other lenders party thereto. The Concentra second lien credit agreement provided for $240.0 million in term loans (the “Concentra second lien term loan” and, together with the Concentra first lien term loan, the “Concentra term loans”) with a maturity date of June 1, 2023. Borrowings under the Concentra second lien credit agreement bear interest at a rate equal to the Adjusted LIBO Rate (as defined in the Concentra second lien credit agreement) plus 6.50% (subject to an Adjusted LIBO Rate floor of 1.00% ), or Alternate Base Rate (as defined in the Concentra second lien credit agreement) plus 5.50% (subject to an Alternate Base Rate floor of 2.00% ). In the event that, on or prior to February 1, 2019, Concentra prepays any of the Concentra second lien term loan to refinance such term loans, Concentra shall pay a premium of 2.00% of the aggregate principal amount of the Concentra second lien term loan prepaid. If Concentra prepays any of the Concentra second lien term loan to refinance such term loans on or prior to February 1, 2020, Concentra shall pay a premium of 1.00% of the aggregate principal amount of the Concentra second lien term loan prepaid. Concentra will be required to prepay borrowings under the Concentra second lien term loan with (i) 100% of the net cash proceeds received from non-ordinary course asset sales or other dispositions, or as a result of a casualty or condemnation, subject to reinvestment provisions and other customary carveouts and the payment of certain indebtedness secured by liens, (ii) 100% of the net cash proceeds received from the issuance of debt obligations other than certain permitted debt obligations, and (iii) 50% of excess cash flow (as defined in the Concentra second lien credit agreement) if Concentra’s leverage ratio is greater than 4.25 to 1.00 and 25% of excess cash flow if Concentra’s leverage ratio is less than or equal to 4.25 to 1.00 and greater than 3.75 to 1.00 , in each case, reduced by the aggregate amount of term loans and certain debt optionally prepaid during the applicable fiscal year and the aggregate amount of senior revolving commitments reduced permanently during the applicable fiscal year (other than in connection with a refinancing). Concentra will not be required to prepay borrowings with excess cash flow if Concentra’s leverage ratio is less than or equal to 3.75 to 1.00 . The Concentra second lien credit agreement also contains a number of affirmative and restrictive covenants, including limitations on mergers, consolidations and dissolutions; sales of assets; investments and acquisitions; indebtedness; liens; affiliate transactions; and dividends and restricted payments. The Concentra second lien credit agreement contains events of default for non-payment of principal and interest when due (subject to a grace period for interest), cross-default and cross-acceleration provisions and an event of default that would be triggered by a change of control. The borrowings under the Concentra second lien term loan are guaranteed, on a second lien basis, by Concentra Holdings, Inc., Concentra, and certain domestic subsidiaries of Concentra and will be guaranteed by Concentra’s future domestic subsidiaries (other than Excluded Subsidiaries and Consolidated Practices, each as defined in the Concentra second lien credit agreement). The borrowings under the Concentra second lien term loan are secured by substantially all of Concentra’s and its domestic subsidiaries’ existing and future property and assets and by a pledge of Concentra’s capital stock, the capital stock of certain of Concentra’s domestic subsidiaries and up to 65% of the voting capital stock and 100% of the non-voting capital stock of Concentra’s foreign subsidiaries, if any. Loss on Early Retirement of Debt The amendments to the Select credit facilities and Concentra credit facilities resulted in losses on early retirement of debt totaling $10.3 million for the six months ended June 30, 2018. The losses on early retirement of debt consisted of $0.5 million of debt extinguishment losses and $9.8 million of debt modification losses during the six months ended June 30, 2018. Fair Value The Company considers the inputs in the valuation process to be Level 2 in the fair value hierarchy for Select’s 6.375% senior notes and for its credit facilities. 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. The fair values of the Select credit facilities and the Concentra credit facilities were based on quoted market prices for this debt in the syndicated loan market. The fair value of Select’s 6.375% senior notes was based on quoted market prices. The carrying amount of other debt, principally short-term notes payable, approximates fair value.

Segment Information

Segment Information	6 Months Ended
	Jun. 30, 2018
Segment Reporting [Abstract]
Segment Information	Segment Information The Company identifies its operating segments according to how the chief operating decision maker evaluates financial performance and allocates resources. During the year ended December 31, 2017, the Company changed its internal segment reporting structure which is reflective of how the Company now manages its business operations, reviews operating performance, and allocates resources. The Company’s reportable segments include the critical illness recovery hospital segment (previously referred to as the long term acute care segment), rehabilitation hospital segment (previously referred to as the inpatient rehabilitation segment), outpatient rehabilitation segment, and Concentra segment. Prior year results for the three and six months ended June 30, 2017, presented herein have been recast to conform to the current presentation. The Company previously disclosed financial information for the following reportable segments: specialty hospitals, outpatient rehabilitation, and Concentra. Other activities include the Company’s corporate shared services and certain other non-consolidating joint ventures and minority investments in other healthcare related businesses. The Company evaluates performance of the segments based on Adjusted EBITDA. Adjusted EBITDA is defined as earnings excluding interest, income taxes, depreciation and amortization, gain (loss) on early retirement of debt, stock compensation expense, acquisition costs associated with U.S. HealthWorks, non-operating gain (loss), and equity in earnings (losses) of unconsolidated subsidiaries. The Company has provided additional information regarding its reportable segments, such as total assets, which contributes to the understanding of the Company and provides useful information to the users of the consolidated financial statements. 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 June 30, Six Months Ended June 30, 2017 2018 2017 2018 (in thousands) Net operating revenues: (1) Critical illness recovery hospital (2) $ 439,194 $ 442,452 $ 884,317 $ 907,128 Rehabilitation hospital (2) 151,378 173,769 296,203 348,543 Outpatient rehabilitation 254,984 267,183 505,355 524,564 Concentra 256,887 412,823 507,476 768,939 Other 22 (17 ) 631 — Total Company $ 1,102,465 $ 1,296,210 $ 2,193,982 $ 2,549,174 Adjusted EBITDA: Critical illness recovery hospital (2) $ 75,043 $ 60,725 $ 147,380 $ 133,697 Rehabilitation hospital (2) 23,129 28,195 39,457 54,971 Outpatient rehabilitation 41,926 41,947 73,277 72,472 Concentra 43,061 72,568 85,653 130,365 Other (24,479 ) (25,207 ) (48,197 ) (50,045 ) Total Company $ 158,680 $ 178,228 $ 297,570 $ 341,460 Total assets: Critical illness recovery hospital (2) $ 1,989,618 $ 1,828,038 $ 1,989,618 $ 1,828,038 Rehabilitation hospital (2) 665,999 867,175 665,999 867,175 Outpatient rehabilitation 982,811 979,678 982,811 979,678 Concentra 1,310,483 2,174,931 1,310,483 2,174,931 Other 105,300 114,978 105,300 114,978 Total Company $ 5,054,211 $ 5,964,800 $ 5,054,211 $ 5,964,800 Purchases of property and equipment, net: Critical illness recovery hospital (2) $ 9,771 $ 12,849 $ 20,714 $ 23,321 Rehabilitation hospital (2) 26,920 8,080 48,334 20,997 Outpatient rehabilitation 6,201 8,018 12,874 15,356 Concentra 7,601 10,121 16,287 16,742 Other 4,156 2,963 7,093 5,232 Total Company $ 54,649 $ 42,031 $ 105,302 $ 81,648 A reconciliation of Adjusted EBITDA to income before income taxes is as follows: Three Months Ended June 30, 2017 Critical Illness Recovery Hospital (2) Rehabilitation Hospital (2) Outpatient Rehabilitation Concentra Other Total (in thousands) Adjusted EBITDA $ 75,043 $ 23,129 $ 41,926 $ 43,061 $ (24,479 ) Depreciation and amortization (10,917 ) (4,537 ) (5,878 ) (15,429 ) (1,572 ) Stock compensation expense — — — (264 ) (4,420 ) Income (loss) from operations $ 64,126 $ 18,592 $ 36,048 $ 27,368 $ (30,471 ) $ 115,663 Equity in earnings of unconsolidated subsidiaries 5,666 Interest expense (37,655 ) Income before income taxes $ 83,674 Three Months Ended June 30, 2018 Critical Illness Recovery Hospital (2) Rehabilitation Hospital (2) Outpatient Rehabilitation Concentra Other Total (in thousands) Adjusted EBITDA $ 60,725 $ 28,195 $ 41,947 $ 72,568 $ (25,207 ) Depreciation and amortization (11,952 ) (6,015 ) (6,704 ) (24,697 ) (2,356 ) Stock compensation expense — — — (1,138 ) (4,846 ) U.S. HealthWorks acquisition costs — — — 41 — Income (loss) from operations $ 48,773 $ 22,180 $ 35,243 $ 46,774 $ (32,409 ) $ 120,561 Equity in earnings of unconsolidated subsidiaries 4,785 Non-operating gain 6,478 Interest expense (50,159 ) Income before income taxes $ 81,665 Six Months Ended June 30, 2017 Critical Illness Recovery Hospital (2) Rehabilitation Hospital (2) Outpatient Rehabilitation Concentra Other Total (in thousands) Adjusted EBITDA $ 147,380 $ 39,457 $ 73,277 $ 85,653 $ (48,197 ) Depreciation and amortization (23,959 ) (9,995 ) (12,218 ) (31,552 ) (3,148 ) Stock compensation expense — — — (570 ) (8,700 ) Income (loss) from operations $ 123,421 $ 29,462 $ 61,059 $ 53,531 $ (60,045 ) $ 207,428 Loss on early retirement of debt (19,719 ) Equity in earnings of unconsolidated subsidiaries 11,187 Non-operating loss (49 ) Interest expense (78,508 ) Income before income taxes $ 120,339 Six Months Ended June 30, 2018 Critical Illness Recovery Hospital (2) Rehabilitation Hospital (2) Outpatient Rehabilitation Concentra Other Total (in thousands) Adjusted EBITDA $ 133,697 $ 54,971 $ 72,472 $ 130,365 $ (50,045 ) Depreciation and amortization (23,010 ) (11,737 ) (13,341 ) (45,844 ) (4,563 ) Stock compensation expense — — — (1,349 ) (9,562 ) U.S. HealthWorks acquisition costs — — — (2,895 ) — Income (loss) from operations $ 110,687 $ 43,234 $ 59,131 $ 80,277 $ (64,170 ) $ 229,159 Loss on early retirement of debt (10,255 ) Equity in earnings of unconsolidated subsidiaries 9,482 Non-operating gain 6,877 Interest expense (97,322 ) Income before income taxes $ 137,941 _______________________________________________________________________________ (1) Net operating revenues were retrospectively conformed to reflect the adoption Topic 606, Revenue from Contracts with Customers. (2) The critical illness recovery hospital segment was previously referred to as the long term acute care segment. The rehabilitation hospital segment was previously referred to as the inpatient rehabilitation segment.

Revenue from Contracts with Cus

Revenue from Contracts with Customers	6 Months Ended
	Jun. 30, 2018
Revenue from Contract with Customer [Abstract]
Revenue from Contracts with Customers	Revenue from Contracts with Customers Net operating revenues consist primarily of patient service revenues generated from services provided to patients and other revenues for services provided to healthcare institutions under contractual arrangements. The following tables disaggregate the Company’s net operating revenues by operating segment for the three and six months ended June 30, 2017 and 2018 : Three Months Ended June 30, 2017 Critical Illness Recovery Hospital (1) Rehabilitation Hospital (1) Outpatient Rehabilitation Concentra (in thousands) Patient service revenues: Medicare $ 228,733 $ 62,089 $ 38,119 $ 571 Non-Medicare 207,875 51,434 189,009 254,107 Total patient services revenues 436,608 113,523 227,128 254,678 Other revenues 2,586 37,855 27,856 2,209 Total net operating revenues $ 439,194 $ 151,378 $ 254,984 $ 256,887 Three Months Ended June 30, 2018 Critical Illness Recovery Hospital (1) Rehabilitation Hospital (1) Outpatient Rehabilitation Concentra (in thousands) Patient service revenues: Medicare $ 225,857 $ 73,054 $ 41,475 $ 517 Non-Medicare 213,083 62,387 194,611 409,922 Total patient services revenues 438,940 135,441 236,086 410,439 Other revenues 3,512 38,328 31,097 2,384 Total net operating revenues $ 442,452 $ 173,769 $ 267,183 $ 412,823 Six Months Ended June 30, 2017 Critical Illness Recovery Hospital (1) Rehabilitation Hospital (1) Outpatient Rehabilitation Concentra (in thousands) Patient service revenues: Medicare $ 465,170 $ 119,593 $ 74,817 $ 1,116 Non-Medicare 414,500 98,677 372,812 501,908 Total patient services revenues 879,670 218,270 447,629 503,024 Other revenues 4,647 77,933 57,726 4,452 Total net operating revenues $ 884,317 $ 296,203 $ 505,355 $ 507,476 Six Months Ended June 30, 2018 Critical Illness Recovery Hospital (1) Rehabilitation Hospital (1) Outpatient Rehabilitation Concentra (in thousands) Patient service revenues: Medicare $ 466,849 $ 145,895 $ 79,665 $ 1,145 Non-Medicare 433,089 124,289 383,511 763,174 Total patient services revenues 899,938 270,184 463,176 764,319 Other revenues 7,190 78,359 61,388 4,620 Total net operating revenues $ 907,128 $ 348,543 $ 524,564 $ 768,939 _______________________________________________________________________________ (1) The critical illness recovery hospital segment was previously referred to as the long term acute care segment. The rehabilitation hospital segment was previously referred to as the inpatient rehabilitation segment. Patient Services Revenue Patient services revenue is recognized when obligations under the terms of the contract are satisfied; generally, this occurs as the Company provides healthcare services, as each service provided is distinct and future services rendered are not dependent on previously rendered services. Patient service revenues are recognized at an amount equal to the consideration the Company expects to receive in exchange for providing healthcare services to its patients. These amounts are due from patients; third-party payors, including health insurers and government programs; and other payors. Medicare : Medicare is a federal program that provides medical insurance benefits to persons age 65 and over, some disabled persons, and persons with end stage renal disease. Amounts we receive for treatment of patients covered by the Medicare program are generally less than the standard billing rates; accordingly, the Company recognizes revenue based on amounts which are reimbursable by Medicare under prospective payment systems and provisions of cost-reimbursement and other payment methods. The amount reimbursed is derived based on the type of services provided. Non-Medicare : The Company is reimbursed for healthcare services provided from various other payor sources which include insurance companies, workers’ compensation programs, health maintenance organizations, preferred provider organizations, other managed care companies and employers, as well as patients. The Company is reimbursed by these payors using a variety of payment methodologies and the amounts the Company receives are generally less than the standard billing rates. In the critical illness recovery hospital and rehabilitation hospital segments, the Company recognizes revenue based on known contractual provisions associated with the specific payor or, where the Company has a relatively homogeneous patient population, the Company will monitor individual payors’ historical reimbursement rates to derive a per diem rate which is used to determine the amount of revenue to be recognized for services rendered. In the outpatient rehabilitation and Concentra segments, the Company recognizes revenue from payors based on known contractual provisions, negotiated amounts, or usual and customary amounts associated with the specific payor. The Company performs provision testing, using internally developed systems, whereby the Company monitors a payors’ historical reimbursement rates and compares them against the associated gross charges for the service provided. The percentage of historical reimbursed claims to gross charges is utilized to determine the amount of revenue to be recognized for services rendered. The Company is subject to potential retrospective adjustments to net operating revenues in future periods for matters related to claims processing and other price concessions. These adjustments, which are estimated based on an analysis of historical experience by payor source, are accounted for as a constraint to the amount of revenue recognized by the Company in the period services are rendered. Other Revenues The Company recognizes revenue for services provided to healthcare institutions, principally management and employee leasing services, under contractual arrangements with related parties affiliated through the Company’s equity investments and other third-party healthcare institutions. Revenue is recognized when obligations under the terms of the contract are satisfied. Revenues from these services are measured as the amount of consideration the Company expects to receive for those services.

Income Taxes

Income Taxes	6 Months Ended
	Jun. 30, 2018
Income Tax Disclosure [Abstract]
Income Taxes	Income Taxes In December 2017, the Tax Cuts and Jobs Act of 2017 (the “Act”) was signed into law which made significant changes to the Internal Revenue Code. These changes included a corporate tax rate decrease from 35.0% to 21.0% effective after December 31, 2017. Reconciliations of the statutory federal income tax rate to the effective income tax rate are as follows: Three Months Ended June 30, 2017 2018 Federal income tax at statutory rate 35.0 % 21.0 % State and local income taxes, less federal income tax benefit 3.7 4.6 Permanent differences 1.2 2.0 Valuation allowance 0.6 (0.7 ) Uncertain tax positions 0.2 0.2 Non-controlling interest (1.7 ) (1.6 ) Stock-based compensation (0.2 ) (0.6 ) Other (0.1 ) 0.9 Total effective income tax rate 38.7 % 25.8 % Six Months Ended June 30, 2017 2018 Federal income tax at statutory rate 35.0 % 21.0 % State and local income taxes, less federal income tax benefit 3.8 4.6 Permanent differences 1.1 1.9 Valuation allowance 0.1 (0.2 ) Uncertain tax positions 0.2 0.2 Non-controlling interest (1.9 ) (2.1 ) Stock-based compensation (0.4 ) (2.5 ) Other — 1.3 Total effective income tax rate 37.9 % 24.2 %

Income per Common Share

Income per Common Share	6 Months Ended
	Jun. 30, 2018
Earnings Per Share [Abstract]
Income per Common Share	Income per Common Share Holdings applies the two-class method for calculating and presenting 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 the calculation of income per share in Holdings’ condensed consolidated statements of operations and the differences between basic weighted average shares outstanding and diluted weighted average shares outstanding used to compute basic and diluted earnings per share, respectively. Three Months Ended June 30, Six Months Ended June 30, 2017 2018 2017 2018 (in thousands, except per share amounts) Numerator: Net income attributable to Select Medical Holdings Corporation $ 42,055 $ 46,511 $ 57,925 $ 80,250 Less: Earnings allocated to unvested restricted stockholders 1,341 1,517 1,849 2,630 Net income available to common stockholders $ 40,714 $ 44,994 $ 56,076 $ 77,620 Denominator: Weighted average shares—basic 128,624 129,830 128,544 129,761 Effect of dilutive securities: Stock options 153 94 159 110 Weighted average shares—diluted 128,777 129,924 128,703 129,871 Basic income per common share: $ 0.32 $ 0.35 $ 0.44 $ 0.60 Diluted income per common share: $ 0.32 $ 0.35 $ 0.44 $ 0.60

Commitments and Contingencies

Commitments and Contingencies	6 Months Ended
	Jun. 30, 2018
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Commitments and Contingencies 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 (“CMS”), 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 the Company’s operations, the Company maintains professional malpractice liability insurance and general liability insurance coverages through a number of different programs that are dependent upon such factors as the state where the Company is operating and whether the operations are wholly owned or are operated through a joint venture. For the Company’s wholly owned operations, the Company maintains insurance coverages under a combination of policies with a total annual aggregate limit of $35.0 million . The Company’s insurance for the professional liability coverage is written on a “claims-made” basis, and its commercial general liability coverage is maintained on an “occurrence” basis. These coverages apply after a self-insured retention limit is exceeded. For the Company’s joint venture operations, the Company has numerous programs that are designed to respond to the risks of the specific joint venture. The annual aggregate limit under these programs ranges from $5.0 million to $20.0 million . The policies are generally written on a “claims-made” basis. Each of these programs has either a deductible or self-insured retention limit. The Company reviews its insurance program annually and may make adjustments to the amount of insurance coverage and self-insured retentions in future years. 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. Evansville Litigation. 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 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 replaced 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 United States Department of Justice notified the District Court of its decision not to intervene in the case. In December 2015, the defendants filed a Motion to Dismiss the Second Amended Complaint on multiple grounds, including that the action is disallowed by the False Claims Act’s public disclosure bar, which disqualifies qui tam actions that are based on fraud already publicly disclosed through enumerated sources, unless the relator is an original source, and that the plaintiff‑relators did not plead their claims with sufficient particularity, as required by the Federal Rules of Civil Procedure. Thereafter, the United States filed a notice asserting a veto of the defendants’ use of the public disclosure bar for claims arising from conduct from and after March 23, 2010, which was based on certain statutory changes to the public disclosure bar language included in the Affordable Care Act. On September 30, 2016, the District Court partially granted and partially denied the defendants’ Motion to Dismiss. It ruled that the plaintiff‑relators alleged substantially the same conduct as had been publicly disclosed and that the plaintiff relators are not original sources, so that the public disclosure bar requires dismissal of all non‑retaliation claims arising from conduct before March 23, 2010. The District Court also ruled that the statutory changes to the public disclosure bar gave the United States the power to veto its applicability to claims arising from conduct on and after March 23, 2010, and therefore did not dismiss those claims based on the public disclosure bar. However, the District Court ruled that the plaintiff‑relators did not plead certain of their claims relating to interrupted stay manipulation and premature discharging of patients with the requisite particularity, and dismissed those claims. The District Court declined to dismiss the plaintiff relators’ claims arising from conduct from and after March 23, 2010 relating to delayed discharging of patients and up-coding and the plaintiff relators’ retaliation claims. The plaintiff-relators then proposed a case management plan seeking nationwide discovery involving all of the Company’s LTCHs for the period from March 23, 2010 through the present and allowing discovery that would facilitate the use of statistical sampling to prove liability, which the defendants opposed. In April 2018, a U.S. magistrate judge ruled that plaintiff‑relators’ discovery will be limited to only SSH-Evansville for the period from March 23, 2010 through September 30, 2016, and that the plaintiff‑relators will be required to prove the fraud that they allege on a claim-by-claim basis, rather than using statistical sampling. The plaintiff-relators have appealed this decision to the District Judge. 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. Knoxville Litigation. On July 13, 2015, the United States 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. In November 2015, the defendants filed a Motion to Dismiss the Complaint on multiple grounds. The defendants first argued that False Claims Act’s first‑to‑file bar required dismissal of plaintiff‑relator’s claims. Under the first‑to‑file bar, if a qui tam case is pending, no person may bring a related action based on the facts underlying the first action. The defendants asserted that the plaintiff‑relator’s claims were based on the same underlying facts as were asserted in the Evansville litigation, discussed above. The defendants also argued that the plaintiff‑relator’s claims must be dismissed under the public disclosure bar, and because the plaintiff‑relator did not plead his claims with sufficient particularity. In June 2016, the District Court granted the defendants’ Motion to Dismiss and dismissed with prejudice the plaintiff‑relator’s lawsuit in its entirety. The District Court ruled that the first‑to‑file bar precludes all but one of the plaintiff‑relator’s claims, and that the remaining claim must also be dismissed because the plaintiff‑relator failed to plead it with sufficient particularity. In July 2016, the plaintiff‑relator filed a Notice of Appeal to the United States Court of Appeals for the Sixth Circuit. Then, on October 11, 2016, the plaintiff‑relator filed a Motion to Remand the case to the District Court for further proceedings, arguing that the September 30, 2016 decision in the Evansville litigation, discussed above, undermines the basis for the District Court’s dismissal. After the Court of Appeals denied the Motion to Remand, the plaintiff‑relator then sought an indicative ruling from the District Court that it would vacate its prior dismissal ruling and allow plaintiff‑relator to supplement his Complaint, but the District Court denied such request. In December 2017, the Court of Appeals, relying on the public disclosure bar, denied the appeal of the plaintiff‑relator and affirmed the judgment of the District Court. In February 2018, the Court of Appeals denied a petition for rehearing that the plaintiff-relator filed in January 2018. Wilmington Litigation. On January 19, 2017, the United States District Court for the District of Delaware unsealed a qui tam Complaint in United States of America and State of Delaware ex rel. Theresa Kelly v. Select Specialty Hospital-Wilmington, Inc. (“SSH‑Wilmington”), Select Specialty Hospitals, Inc., Select Employment Services, Inc., Select Medical Corporation, and Crystal Cheek, No. 16‑347‑LPS. The Complaint was initially filed under seal in May 2016 by a former chief nursing officer at SSH‑Wilmington and was unsealed after the United States filed a Notice of Election to Decline Intervention in January 2017. The corporate defendants were served in March 2017. In the complaint, the plaintiff‑relator alleges that the Select defendants and an individual defendant, who is a former health information manager at SSH‑Wilmington, violated the False Claims Act and the Delaware False Claims and Reporting Act based on allegedly falsifying medical practitioner signatures on medical records and failing to properly examine the credentials of medical practitioners at SSH‑Wilmington. In response to the Select defendants’ motion to dismiss the Complaint, in May 2017 the plaintiff-relator filed an Amended Complaint asserting the same causes of action. The Select defendants filed a Motion to Dismiss the Amended Complaint based on numerous grounds, including that the Amended Complaint did not plead any alleged fraud with sufficient particularity, failed to plead that the alleged fraud was material to the government’s payment decision, failed to plead sufficient facts to establish that the Select defendants knowingly submitted false claims or records, and failed to allege any reverse false claim. In March 2018, the District Court dismissed the plaintiff‑relator’s claims related to the alleged failure to properly examine medical practitioners’ credentials, her reverse false claims allegations, and her claim that defendants violated the Delaware False Claims and Reporting Act. It denied the defendant’s motion to dismiss claims that the allegedly falsified medical practitioner signatures violated the False Claims Act. Separately, the District Court dismissed the individual defendant due to plaintiff-relator’s failure to timely serve the amended complaint upon her. In March 2017, the plaintiff-relator initiated a second action by filing a Complaint in the Superior Court of the State of Delaware in Theresa Kelly v. Select Medical Corporation, Select Employment Services, Inc., and SSH‑Wilmington, C.A. No. N17C-03-293 CLS. The Delaware Complaint alleges that the defendants retaliated against her in violation of the Delaware Whistleblowers’ Protection Act for reporting the same alleged violations that are the subject of the federal Amended Complaint. The defendants filed a motion to dismiss, or alternatively to stay, the Delaware Complaint based on the pending federal Amended Complaint and the failure to allege facts to support a violation of the Delaware Whistleblowers’ Protection Act. In January 2018, the Court stayed the Delaware Complaint pending the outcome of the federal case. The Company intends to vigorously defend these actions, but at this time the Company is unable to predict the timing and outcome of this matter. Contract Therapy Subpoena. On May 18, 2017, the Company received a subpoena from the U.S. Attorney’s Office for the District of New Jersey seeking various documents principally relating to the Company’s contract therapy division, which contracted to furnish rehabilitation therapy services to residents of skilled nursing facilities (“SNFs”) and other providers. The Company operated its contract therapy division through a subsidiary until March 31, 2016, when the Company sold the stock of the subsidiary. The subpoena seeks documents that appear to be aimed at assessing whether therapy services were furnished and billed in compliance with Medicare SNF billing requirements, including whether therapy services were coded at inappropriate levels and whether excessive or unnecessary therapy was furnished to justify coding at higher paying levels. The Company does not know whether the subpoena has been issued in connection with a qui tam lawsuit or in connection with possible civil, criminal or administrative proceedings by the government. The Company is producing documents in response to the subpoena and intends to fully cooperate with this investigation. At this time, the Company is unable to predict the timing and outcome of this matter.

Condensed Consolidating Financi

Condensed Consolidating Financial Information	6 Months Ended
	Jun. 30, 2018
Disclosure Text Block Supplement [Abstract]
Condensed Consolidating Financial Information	Condensed Consolidating Financial Information Select’s 6.375% senior notes are fully and unconditionally and jointly and severally guaranteed, except for customary limitations, on a senior basis by all of Select’s wholly owned subsidiaries (the “Subsidiary Guarantors”). The Subsidiary Guarantors are defined as subsidiaries 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” and Concentra Group Holdings Parent and its subsidiaries, 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. 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. Certain reclassifications have been made to prior reported amounts in order to conform to the current year guarantor structure. Select Medical Corporation Condensed Consolidating Balance Sheet June 30, 2018 (unaudited) Select (Parent Company Only) Subsidiary Guarantors Non-Guarantor Subsidiaries Non-Guarantor Concentra Consolidating and Eliminating Adjustments Consolidated Select Medical Corporation (in thousands) Assets Current Assets: Cash and cash equivalents $ 15,074 $ 6,360 $ 4,396 $ 115,199 $ — $ 141,029 Accounts receivable — 439,614 129,585 206,411 — 775,610 Intercompany receivables — 1,672,980 80,189 — (1,753,169 ) (a) — Prepaid income taxes 10,691 — — 3,797 — 14,488 Other current assets 13,897 28,254 10,075 35,989 — 88,215 Total Current Assets 39,662 2,147,208 224,245 361,396 (1,753,169 ) 1,019,342 Property and equipment, net 37,157 616,853 84,834 227,000 — 965,844 Investment in affiliates 4,566,506 132,640 — — (4,699,146 ) (b)(c) — Goodwill — 2,105,717 — 1,208,889 — 3,314,606 Identifiable intangible assets, net 3 103,119 4,968 343,842 — 451,932 Other assets 35,011 119,499 34,360 33,804 (9,598 ) (e) 213,076 Total Assets $ 4,678,339 $ 5,225,036 $ 348,407 $ 2,174,931 $ (6,461,913 ) $ 5,964,800 Liabilities and Equity Current Liabilities: Overdrafts $ 23,292 $ — $ — $ — $ — $ 23,292 Current portion of long-term debt and notes payable 17,390 527 967 5,595 — 24,479 Accounts payable 9,929 71,355 18,508 32,038 — 131,830 Intercompany payables 1,672,980 80,189 — — (1,753,169 ) (a) — Accrued payroll 8,649 89,842 3,650 47,826 — 149,967 Accrued vacation 4,551 61,895 14,091 29,421 — 109,958 Accrued interest 6,926 11 20 6,336 — 13,293 Accrued other 39,928 64,563 15,172 50,404 — 170,067 Income taxes payable 2,387 — — 2,038 — 4,425 Total Current Liabilities 1,786,032 368,382 52,408 173,658 (1,753,169 ) 627,311 Long-term debt, net of current portion 1,958,529 90 33,417 1,394,173 — 3,386,209 Non-current deferred tax liability — 89,230 820 70,242 (9,598 ) (e) 150,694 Other non-current liabilities 38,307 63,983 9,482 60,655 — 172,427 Total Liabilities 3,782,868 521,685 96,127 1,698,728 (1,762,767 ) 4,336,641 Redeemable non-controlling interests — — — 18,549 597,683 (d) 616,232 Stockholders’ Equity: Common stock 0 — — — — 0 Capital in excess of par 959,173 — — — — 959,173 Retained earnings (accumulated deficit) (63,702 ) 1,478,075 (20,267 ) (3,529 ) (1,454,279 ) (c)(d) (63,702 ) Subsidiary investment — 3,225,276 272,547 455,753 (3,953,576 ) (b)(d) — Total Select Medical Corporation Stockholders’ Equity 895,471 4,703,351 252,280 452,224 (5,407,855 ) 895,471 Non-controlling interests — — — 5,430 111,026 (d) 116,456 Total Equity 895,471 4,703,351 252,280 457,654 (5,296,829 ) 1,011,927 Total Liabilities and Equity $ 4,678,339 $ 5,225,036 $ 348,407 $ 2,174,931 $ (6,461,913 ) $ 5,964,800 _______________________________________________________________________________ (a) Elimination of intercompany balances. (b) Elimination of investments in consolidated subsidiaries. (c) Elimination of investments in consolidated subsidiaries’ earnings. (d) Reclassification of equity attributable to non-controlling interests. (e) Reclassification 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 June 30, 2018 (unaudited) Select (Parent Company Only) Subsidiary Guarantors Non-Guarantor Subsidiaries Non-Guarantor Concentra Consolidating and Eliminating Adjustments Consolidated Select Medical Corporation (in thousands) Net operating revenues $ (17 ) $ 690,766 $ 192,638 $ 412,823 $ — $ 1,296,210 Costs and expenses: Cost of services 799 589,707 162,832 341,393 — 1,094,731 General and administrative 29,208 27 — (41 ) — 29,194 Depreciation and amortization 2,355 20,535 4,137 24,697 — 51,724 Total costs and expenses 32,362 610,269 166,969 366,049 — 1,175,649 Income (loss) from operations (32,379 ) 80,497 25,669 46,774 — 120,561 Other income and expense: Intercompany interest and royalty fees 7,553 (3,629 ) (3,609 ) (315 ) — — Intercompany management fees 55,416 (43,931 ) (11,485 ) — — — Equity in earnings of unconsolidated subsidiaries — 4,776 9 — — 4,785 Non-operating gain 1,654 4,824 — — — 6,478 Interest income (expense) (29,412 ) 188 (186 ) (20,749 ) — (50,159 ) Income before income taxes 2,832 42,725 10,398 25,710 — 81,665 Income tax expense 831 14,254 145 5,876 — 21,106 Equity in earnings of consolidated subsidiaries 44,510 6,840 — — (51,350 ) (a) — Net income 46,511 35,311 10,253 19,834 (51,350 ) 60,559 Less: Net income attributable to non-controlling interests — 12 3,413 10,623 — 14,048 Net income attributable to Select Medical Corporation $ 46,511 $ 35,299 $ 6,840 $ 9,211 $ (51,350 ) $ 46,511 _______________________________________________________________________________ (a) Elimination of equity in earnings of consolidated subsidiaries. Select Medical Corporation Condensed Consolidating Statement of Operations For the Six Months Ended June 30, 2018 (unaudited) Select (Parent Company Only) Subsidiary Guarantors Non-Guarantor Subsidiaries Non-Guarantor Concentra Consolidating and Eliminating Adjustments Consolidated Select Medical Corporation (in thousands) Net operating revenues $ — $ 1,397,178 $ 383,057 $ 768,939 $ — $ 2,549,174 Costs and expenses: Cost of services 1,525 1,197,733 321,363 639,923 — 2,160,544 General and administrative 58,015 66 — 2,895 — 60,976 Depreciation and amortization 4,562 39,982 8,107 45,844 — 98,495 Total costs and expenses 64,102 1,237,781 329,470 688,662 — 2,320,015 Income (loss) from operations (64,102 ) 159,397 53,587 80,277 — 229,159 Other income and expense: Intercompany interest and royalty fees 15,672 (7,924 ) (7,240 ) (508 ) — — Intercompany management fees 116,148 (93,471 ) (22,677 ) — — — Loss on early retirement of debt (2,229 ) — — (8,026 ) — (10,255 ) Equity in earnings of unconsolidated subsidiaries — 9,460 22 — — 9,482 Non-operating gain 1,654 5,223 — — — 6,877 Interest income (expense) (60,483 ) 121 (337 ) (36,623 ) — (97,322 ) Income before income taxes 6,660 72,806 23,355 35,120 — 137,941 Income tax expense 1,345 26,189 238 5,628 — 33,400 Equity in earnings of consolidated subsidiaries 74,935 15,123 — — (90,058 ) (a) — Net income 80,250 61,740 23,117 29,492 (90,058 ) 104,541 Less: Net income attributable to non-controlling interests — 97 7,994 16,200 — 24,291 Net income attributable to Select Medical Corporation $ 80,250 $ 61,643 $ 15,123 $ 13,292 $ (90,058 ) $ 80,250 _______________________________________________________________________________ (a) Elimination of equity in earnings of consolidated subsidiaries. Select Medical Corporation Condensed Consolidating Statement of Cash Flows For the Six Months Ended June 30, 2018 (unaudited) Select (Parent Company Only) Subsidiary Guarantors Non-Guarantor Subsidiaries Non-Guarantor Concentra Consolidating and Eliminating Adjustments Consolidated Select Medical Corporation (in thousands) Operating activities Net income $ 80,250 $ 61,740 $ 23,117 $ 29,492 $ (90,058 ) (a) $ 104,541 Adjustments to reconcile net income to net cash provided by operating activities: Distributions from unconsolidated subsidiaries — 7,800 30 — — 7,830 Depreciation and amortization 4,562 39,982 8,107 45,844 — 98,495 Provision for bad debts — 41 — 61 — 102 Equity in earnings of unconsolidated subsidiaries — (9,460 ) (22 ) — — (9,482 ) Equity in earnings of consolidated subsidiaries (74,935 ) (15,123 ) — — 90,058 (a) — Loss on extinguishment of debt 115 — — 369 — 484 Gain on sale of assets and businesses (1,642 ) (5,338 ) — — — (6,980 ) Stock compensation expense 9,562 — — 1,349 — 10,911 Amortization of debt discount, premium and issuance costs 3,553 — — 2,933 — 6,486 Deferred income taxes 664 1,056 40 (3,451 ) — (1,691 ) Changes in operating assets and liabilities, net of effects of business combinations: Accounts receivable — 9,838 (6,857 ) (8,755 ) — (5,774 ) Other current assets (876 ) 1,927 2,956 (7,018 ) — (3,011 ) Other assets 945 (9,261 ) 1,110 13,890 — 6,684 Accounts payable (1,470 ) (7,516 ) 1,864 1,660 — (5,462 ) Accrued expenses (15,020 ) 14,589 4,914 (3,276 ) — 1,207 Income taxes 14,757 4,401 1 (6,549 ) — 12,610 Net cash provided by operating activities 20,465 94,676 35,260 66,549 — 216,950 Investing activities Business combinations, net of cash acquired — (2,666 ) (22 ) (515,016 ) — (517,704 ) Purchases of property and equipment (5,232 ) (44,865 ) (14,809 ) (16,742 ) — (81,648 ) Investment in businesses — (3,286 ) — (5 ) — (3,291 ) Proceeds from sale of assets and businesses 1,655 5,017 — — — 6,672 Net cash used in investing activities (3,577 ) (45,800 ) (14,831 ) (531,763 ) — (595,971 ) Financing activities Borrowings on revolving facilities 265,000 — — — — 265,000 Payments on revolving facilities (345,000 ) — — — — (345,000 ) Proceeds from term loans (financing costs) (11 ) — — 779,915 — 779,904 Payments on term loans (5,750 ) — — — — (5,750 ) Revolving facility debt issuance costs (837 ) — — (496 ) — (1,333 ) Borrowings of other debt 5,549 — 9,820 4,559 — 19,928 Principal payments on other debt (5,987 ) (261 ) (2,400 ) (2,873 ) — (11,521 ) Dividends paid to Holdings (889 ) — — — — (889 ) Equity investment by Holdings 1,620 — — — — 1,620 Intercompany 90,589 (45,661 ) (27,290 ) (17,638 ) — — Decrease in overdrafts (6,171 ) — — — — (6,171 ) Proceeds from issuance of non-controlling interests — — 957 1,969 — 2,926 Distributions to non-controlling interests — (1,450 ) (1,681 ) (298,082 ) — (301,213 ) Net cash provided by (used in) financing activities (1,887 ) (47,372 ) (20,594 ) 467,354 — 397,501 Net increase (decrease) in cash and cash equivalents 15,001 1,504 (165 ) 2,140 — 18,480 Cash and cash equivalents at beginning of period 73 4,856 4,561 113,059 — 122,549 Cash and cash equivalents at end of period $ 15,074 $ 6,360 $ 4,396 $ 115,199 $ — $ 141,029 _______________________________________________________________________________ (a) Elimination of equity in earnings of consolidated subsidiaries. Select Medical Corporation Condensed Consolidating Balance Sheet December 31, 2017 (unaudited) Select (Parent Company Only) Subsidiary Guarantors Non-Guarantor Subsidiaries Non-Guarantor Concentra Consolidating and Eliminating Adjustments Consolidated Select Medical Corporation (in thousands) Assets Current Assets: Cash and cash equivalents $ 73 $ 4,856 $ 4,561 $ 113,059 $ — $ 122,549 Accounts receivable — 449,493 122,728 119,511 — 691,732 Intercompany receivables — 1,598,212 60,707 — (1,658,919 ) (a) — Prepaid income taxes 22,704 5,703 31 2,949 — 31,387 Other current assets 13,021 30,209 13,031 18,897 — 75,158 Total Current Assets 35,798 2,088,473 201,058 254,416 (1,658,919 ) 920,826 Property and equipment, net 39,836 623,085 79,013 170,657 — 912,591 Investment in affiliates 4,524,385 124,104 — — (4,648,489 ) (b)(c) — Goodwill — 2,108,270 — 674,542 — 2,782,812 Identifiable intangible assets, net — 104,067 5,046 217,406 — 326,519 Other assets 36,494 98,575 35,440 23,898 (9,989 ) (e) 184,418 Total Assets $ 4,636,513 $ 5,146,574 $ 320,557 $ 1,340,919 $ (6,317,397 ) $ 5,127,166 Liabilities and Equity Current Liabilities: Overdrafts $ 29,463 $ — $ — $ — $ — $ 29,463 Current portion of long-term debt and notes payable 16,635 740 2,212 2,600 — 22,187 Accounts payable 12,504 85,489 17,475 12,726 — 128,194 Intercompany payables 1,598,212 60,707 — — (1,658,919 ) (a) — Accrued payroll 16,736 98,887 4,819 40,120 — 160,562 Accrued vacation 4,083 58,355 12,295 18,142 — 92,875 Accrued interest 17,479 7 6 2,393 — 19,885 Accrued other 39,219 57,378 12,599 33,970 — 143,166 Income taxes payable — 1,302 30 7,739 — 9,071 Total Current Liabilities 1,734,331 362,865 49,436 117,690 (1,658,919 ) 605,403 Long-term debt, net of current portion 2,042,555 127 24,730 610,303 — 2,677,715 Non-current deferred tax liability — 88,376 780 45,750 (9,989 ) (e) 124,917 Other non-current liabilities 36,259 56,721 8,138 44,591 — 145,709 Total Liabilities 3,813,145 508,089 83,084 818,334 (1,668,908 ) 3,553,744 Redeemable non-controlling interests — — — 16,270 624,548 (d) 640,818 Stockholders’ Equity: Common stock 0 — — — — 0 Capital in excess of par 947,370 — — — — 947,370 Retained earnings (accumulated deficit) (124,002 ) 1,416,857 (35,942 ) 64,626 (1,445,541 ) (c)(d) (124,002 ) Subsidiary investment — 3,221,628 273,415 437,779 (3,932,822 ) (b)(d) — Total Select Medical Corporation Stockholders’ Equity 823,368 4,638,485 237,473 502,405 (5,378,363 ) 823,368 Non-controlling interests — — — 3,910 105,326 (d) 109,236 Total Equity 823,368 4,638,485 237,473 506,315 (5,273,037 ) 932,604 Total Liabilities and Equity $ 4,636,513 $ 5,146,574 $ 320,557 $ 1,340,919 $ (6,317,397 ) $ 5,127,166 _______________________________________________________________________________ (a) Elimination of intercompany balances. (b) Elimination of investments in consolidated subsidiaries. (c) Elimination of investments in consolidated subsidiaries’ earnings. (d) Reclassification of equity attributable to non-controlling interests. (e) Reclassification 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 June 30, 2017 (unaudited) Select (Parent Company Only) Subsidiary Guarantors Non-Guarantor Subsidiaries Non-Guarantor Concentra Consolidating and Eliminating Adjustments Consolidated Select Medical Corporation (in thousands) Net operating revenues $ 23 $ 681,564 $ 163,991 $ 256,887 $ — $ 1,102,465 Costs and expenses: Cost of services 644 564,781 140,679 214,090 — 920,194 General and administrative 28,227 48 — — — 28,275 Depreciation and amortization 1,573 18,182 3,149 15,429 — 38,333 Total costs and expenses 30,444 583,011 143,828 229,519 — 986,802 Income (loss) from operations (30,421 ) 98,553 20,163 27,368 — 115,663 Other income and expense: Intercompany interest and royalty fees 8,195 (4,735 ) (3,460 ) — — — Intercompany management fees 63,504 (53,414 ) (10,090 ) — — — Equity in earnings of unconsolidated subsidiaries — 5,646 20 — — 5,666 Interest expense (30,081 ) (49 ) (87 ) (7,438 ) — (37,655 ) Income before income taxes 11,197 46,001 6,546 19,930 — 83,674 Income tax expense (benefit) (2,324 ) 27,473 143 7,082 — 32,374 Equity in earnings of consolidated subsidiaries 28,534 4,189 — — (32,723 ) (a) — Net income 42,055 22,717 6,403 12,848 (32,723 ) 51,300 Less: Net income (loss) attributable to non-controlling interests — (39 ) 2,214 7,070 — 9,245 Net income attributable to Select Medical Corporation $ 42,055 $ 22,756 $ 4,189 $ 5,778 $ (32,723 ) $ 42,055 _______________________________________________________________________________ (a) Elimination of equity in earnings of consolidated subsidiaries. Select Medical Corporation Condensed Consolidating Statement of Operations For the Six Months Ended June 30, 2017 (unaudited) Select (Parent Company Only) Subsidiary Guarantors Non-Guarantor Subsidiaries Non-Guarantor Concentra Consolidating and Eliminating Adjustments Consolidated Select Medical Corporation (in thousands) Net operating revenues $ 631 $ 1,364,617 $ 321,258 $ 507,476 $ — $ 2,193,982 Costs and expenses: Cost of services 1,176 1,150,810 274,953 422,393 — 1,849,332 General and administrative 56,263 87 — — — 56,350 Depreciation and amortization 3,148 39,553 6,619 31,552 — 80,872 Total costs and expenses 60,587 1,190,450 281,572 453,945 — 1,986,554 Income (loss) from operations (59,956 ) 174,167 39,686 53,531 — 207,428 Other income and expense: Intercompany interest and royalty fees 16,895 (9,701 ) (7,194 ) — — — Intercompany management fees 125,202 (106,011 ) (19,191 ) — — — Loss on early retirement of debt (19,719 ) — — — — (19,719 ) Equity in earnings of unconsolidated subsidiaries — 11,139 48 — — 11,187 Non-operating loss — (49 ) — — — (49 ) Interest expense (63,485 ) (1 ) (85 ) (14,937 ) — (78,508 ) Income (loss) before income taxes (1,063 ) 69,544 13,264 38,594 — 120,339 Income tax expense (benefit) (2,198 ) 33,573 283 13,918 — 45,576 Equity in earnings of consolidated subsidiaries 56,790 9,734 — — (66,524 ) (a) — Net income 57,925 45,705 12,981 24,676 (66,524 ) 74,763 Less: Net income (loss) attributable to non-controlling interests — (3 ) 3,247 13,594 — 16,838 Net income attributable to Select Medical Corporation $ 57,925 $ 45,708 $ 9,734 $ 11,082 $ (66,524 ) $ 57,925 _______________________________________________________________________________ (a) Elimination of equity in earnings of consolidated subsidiaries. Select Medical Corporation Condensed Consolidating Statement of Cash Flows For the Six Months Ended June 30, 2017 (unaudited) Select (Parent Company Only) Subsidiary Guarantors Non-Guarantor Subsidiaries Non-Guarantor Concentra Consolidating and Eliminating Adjustments Consolidated Select Medical Corporation (in thousands) Operating activities Net income $ 57,925 $ 45,705 $ 12,981 $ 24,676 $ (66,524 ) (a) $ 74,763 Adjustments to reconcile net income to net cash provided by (used in) operating activities: Distributions from unconsolidated subsidiaries — 10,902 31 — — 10,933 Depreciation and amortization 3,148 39,553 6,619 31,552 — 80,872 Provision for bad debts — 715 — 30 — 745 Equity in earnings of unconsolidated subsidiaries — (11,139 ) (48 ) — — (11,187 ) Equity in earnings of consolidated subsidiaries (56,790 ) (9,734 ) — — 66,524 (a) — Loss on extinguishment of debt 6,527 — — — — 6,527 Gain on sale of assets and businesses (8 ) (4,828 ) (4,687 ) — — (9,523 ) Stock compensation expense 8,700 — — 570 — 9,270 Amortization of debt discount, premium and issuance costs 4,342 — — 1,632 — 5,974 Deferred income taxes 5,987 — — (7,461 ) — (1,474 ) Changes in operating assets and liabilities, net of effects of business combinations: Accounts receivable — (104,767 ) (22,291 ) (13,891 ) — (140,949 ) Other current assets (5,631 ) 6,047 (3,112 ) (2,861 ) — (5,557 ) Other assets 3,184 (16,925 ) 17,426 936 — 4,621 Accounts payable (413 ) (1,697 ) 137 2,732 — 759 Accrued expenses (5,618 ) (4,507 ) 8,394 (3,102 ) — (4,833 ) Income taxes 9,366 — — 10,033 — 19,399 Net cash provided by (used in) operating activities 30,719 (50,675 ) 15,450 44,846 — 40,340 Investing activities Business combinations, net of cash acquired — (2,305 ) — (16,203 ) — (18,508 ) Purchases of property and equipment (7,093 ) (72,005 ) (9,917 ) (16,287 ) — (105,302 ) Investment in businesses — (9,874 ) — — — (9,874 ) Proceeds from sale of assets and businesses 8 15,007 19,537 — — 34,552 Net cash provided by (used in) investing activities (7,085 ) (69,177 ) 9,620 (32,490 ) — (99,132 ) Financing activities Borrowings on revolving facilities 630,000 — — — — 630,000 Payments on revolving facilities (550,000 ) — — — — (550,000 ) Proceeds from term loans 1,139,487 — — — — 1,139,487 Payments on term loans (1,150,627 ) — — (23,065 ) — (1,173,692 ) Revolving facility debt issuance costs (4,392 ) — — — — (4,392 ) Borrowings of other debt 6,572 — 105 2,767 — 9,444 Principal payments on other debt (7,353 ) (204 ) (1,183 ) (1,697 ) — (10,437 ) Dividends paid to Holdings (600 ) — — — — (600 ) Equity investment by Holdings 963 — — — — 963 Intercompany (93,455 ) 119,128 (25,673 ) — — — Decrease in overdrafts (5,228 ) — — — — (5,228 ) Proceeds from issuance of non-controlling interests — — 3,553 — — 3,553 Distributions to non-controlling interests — (6 ) (1,982 ) (3,548 ) — (5,536 ) Net cash provided by (used in) financing activities (34,633 ) 118,918 (25,180 ) (25,543 ) — 33,562 Net decrease in cash and cash equivalents (10,999 ) (934 ) (110 ) (13,187 ) — (25,230 ) Cash and cash equivalents at beginning of period 11,071 6,467 5,056 76,435 — 99,029 Cash and cash equivalents at end of period $ 72 $ 5,533 $ 4,946 $ 63,248 $ — $ 73,799 _______________________________________________________________________________ (a) Elimination of equity in earnings of consolidated subsidiaries.

Accounting Policies (Policies)

Accounting Policies (Policies)	6 Months Ended
	Jun. 30, 2018
Accounting Policies [Abstract]
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, including disclosure of contingencies, at the date of the financial statements and reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.
Recent and Recently Adopted Accounting Pronouncements	Recent Accounting Pronouncements Lease Accounting Beginning in February 2016, the Financial Accounting Standards Board (the “FASB”) issued several Accounting Standards Updates (“ASU”) which established Topic 842, Leases (the “standard”). This standard includes a lessee accounting model that recognizes two types of leases: finance and operating. This standard requires that a lessee recognize on the balance sheet assets and liabilities for all leases with lease terms of more than twelve months. Lessees will need to recognize almost all leases on the balance sheet as a right-of-use asset and a lease liability. For income statement purposes, the FASB retained the dual model, requiring leases to be classified as either operating or finance. The recognition, measurement, and presentation of expenses and cash flows arising from a lease by a lessee will depend on its classification as finance or operating lease. For short-term leases of twelve months or less, lessees are permitted to make an accounting election by class of underlying asset not to recognize right-of-use assets or lease liabilities. If the alternative is elected, lease expense would be recognized generally on the straight-line basis over the respective lease term. The amendments in the standard will take effect for public companies for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. Earlier application is permitted as of the beginning of an interim or annual reporting period. A modified retrospective approach is required for leases that exist or are entered into after the beginning of the earliest comparative period in the financial statements. Upon adoption, the Company will recognize significant assets and liabilities on the consolidated balance sheets as a result of the operating lease obligations of the Company. Operating lease expense will still be recognized as rent expense on a straight-line basis over the respective lease terms in the consolidated statements of operations. The Company will implement the new standard beginning January 1, 2019. The Company has completed its inventory of leases and has begun to implement a new IT platform to account for leases under the new standard. The Company is currently validating the data in the IT platform to ensure it is complete and accurate. The Company’s remaining implementation efforts are focused on designing accounting processes, disclosure processes, and internal controls in order to account for its leases under the new standard. Recently Adopted Accounting Pronouncements Revenue from Contracts with Customers Beginning in May 2014, the FASB issued several Accounting Standards Updates which established Topic 606, Revenue from Contracts with Customers (the “standard”). This standard supersedes existing revenue recognition requirements and seeks to eliminate most industry-specific guidance under current GAAP. 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. The Company adopted the new standard on January 1, 2018, using the full retrospective transition method. Adoption of the revenue recognition standard impacted the Company’s reported results as follows: Three Months Ended June 30, 2017 As Reported As Adjusted (1) Adoption Impact (in thousands) Condensed Consolidated Statements of Operations Net operating revenues $ 1,120,675 $ 1,102,465 $ (18,210 ) Bad debt expense 18,174 (36 ) (18,210 ) Six Months Ended June 30, 2017 As Reported As Adjusted (1) Adoption Impact (in thousands) Condensed Consolidated Statements of Operations Net operating revenues $ 2,232,036 $ 2,193,982 $ (38,054 ) Bad debt expense 38,799 745 (38,054 ) Condensed Consolidated Statements of Cash Flows Provision for bad debts 38,799 745 $ (38,054 ) Changes in accounts receivable (179,003 ) (140,949 ) 38,054 _____________________________________________________________ (1) Bad debt expense is now included in cost of services on the condensed consolidated statements of operations. December 31, 2017 As Reported As Adjusted Adoption Impact (in thousands) Condensed Consolidated Balance Sheets Accounts receivable $ 767,276 $ 691,732 $ (75,544 ) Allowance for doubtful accounts 75,544 — (75,544 ) Accounts receivable $ 691,732 $ 691,732 $ — The Company has presented the applicable disclosures about the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with customers in Note 7. Income Taxes In October 2016, the FASB issued ASU 2016-16, Income Taxes (Topic 740), and Intra-Entity Transfers of Assets Other Than Inventory. Previous GAAP prohibited the recognition of current and deferred income taxes for an intra-entity asset transfer until the asset has been sold to an outside party. The ASU requires an entity to recognize the income tax consequences of an intra‑entity transfer of an asset other than inventory when the transfer occurs. The Company adopted the guidance effective January 1, 2018. Adoption of the guidance did not have a material impact on the Company’s consolidated financial statements.

Accounting Policies (Tables)

Accounting Policies (Tables)	6 Months Ended
	Jun. 30, 2018
Accounting Policies [Abstract]
Schedule of effects on financial statement lines for adoption of new standard	The Company adopted the new standard on January 1, 2018, using the full retrospective transition method. Adoption of the revenue recognition standard impacted the Company’s reported results as follows: Three Months Ended June 30, 2017 As Reported As Adjusted (1) Adoption Impact (in thousands) Condensed Consolidated Statements of Operations Net operating revenues $ 1,120,675 $ 1,102,465 $ (18,210 ) Bad debt expense 18,174 (36 ) (18,210 ) Six Months Ended June 30, 2017 As Reported As Adjusted (1) Adoption Impact (in thousands) Condensed Consolidated Statements of Operations Net operating revenues $ 2,232,036 $ 2,193,982 $ (38,054 ) Bad debt expense 38,799 745 (38,054 ) Condensed Consolidated Statements of Cash Flows Provision for bad debts 38,799 745 $ (38,054 ) Changes in accounts receivable (179,003 ) (140,949 ) 38,054 _____________________________________________________________ (1) Bad debt expense is now included in cost of services on the condensed consolidated statements of operations. December 31, 2017 As Reported As Adjusted Adoption Impact (in thousands) Condensed Consolidated Balance Sheets Accounts receivable $ 767,276 $ 691,732 $ (75,544 ) Allowance for doubtful accounts 75,544 — (75,544 ) Accounts receivable $ 691,732 $ 691,732 $ —

Acquisitions (Tables)

Acquisitions (Tables)	6 Months Ended
	Jun. 30, 2018
Acquisitions
Schedule of pro forma unaudited results of operations	The following pro forma unaudited results of operations have been prepared assuming the acquisition of U.S. HealthWorks occurred on January 1, 2017. These results are not necessarily indicative of results of future operations nor of the results that would have occurred had the acquisition been consummated on the aforementioned date. Three Months Ended June 30, Six Months Ended June 30, 2017 2018 2017 2018 (in thousands, except per share amounts) Net revenue $ 1,243,221 $ 1,296,210 $ 2,471,705 $ 2,596,755 Net income 51,080 62,612 66,668 107,524 Net income attributable to the Company 38,954 48,563 46,070 82,365 Income per common share: Basic $ 0.29 $ 0.36 $ 0.35 $ 0.61 Diluted $ 0.29 $ 0.36 $ 0.35 $ 0.61
U.S. HealthWorks
Acquisitions
Schedule of reconciliation of preliminary allocation of fair value to identifiable net assets and goodwill acquired to the consideration given for the acquired business	The following table reconciles the preliminary allocation of estimated fair value to identifiable net assets and goodwill to the consideration given for the acquired business (in thousands): Identifiable tangible assets $ 181,189 Identifiable intangible assets 140,406 Goodwill 534,347 Total assets 855,942 Total liabilities 102,942 Consideration given $ 753,000

Intangible Assets (Tables)

Intangible Assets (Tables)	6 Months Ended
	Jun. 30, 2018
Goodwill and Intangible Assets Disclosure [Abstract]
Schedule of carrying amount of goodwill	The following table shows changes in the carrying amounts of goodwill by reporting unit for the six months ended June 30, 2018 : Critical Illness Recovery Hospital (1) Rehabilitation Hospital (1) Outpatient Rehabilitation Concentra Total (in thousands) Balance as of December 31, 2017 $ 1,045,220 $ 415,528 $ 647,522 $ 674,542 $ 2,782,812 Acquired — 1,118 2,465 535,595 539,178 Measurement period adjustment — — — (1,248 ) (1,248 ) Sold — — (6,136 ) — (6,136 ) Balance as of June 30, 2018 $ 1,045,220 $ 416,646 $ 643,851 $ 1,208,889 $ 3,314,606 _______________________________________________________________________________ (1) The critical illness recovery hospital reporting unit was previously referred to as the long term acute care reporting unit. The rehabilitation hospital reporting unit was previously referred to as the inpatient rehabilitation reporting unit.
Schedule of carrying value and amortization of identifiable intangible assets	The following table provides the gross carrying amounts, accumulated amortization, and net carrying amounts for the Company’s identifiable intangible assets: December 31, 2017 June 30, 2018 Gross Carrying Amount Accumulated Amortization Net Carrying Amount Gross Carrying Amount Accumulated Amortization Net Carrying Amount (in thousands) Indefinite-lived intangible assets: Trademarks $ 166,698 $ — $ 166,698 $ 166,698 $ — $ 166,698 Certificates of need 19,155 — 19,155 19,173 — 19,173 Accreditations 1,895 — 1,895 1,895 — 1,895 Finite-lived intangible assets: Trademarks — — — 5,000 (2,083 ) 2,917 Customer relationships 143,953 (38,281 ) 105,672 278,969 (49,617 ) 229,352 Favorable leasehold interests 13,295 (4,319 ) 8,976 13,553 (5,148 ) 8,405 Non-compete agreements 28,023 (3,900 ) 24,123 28,472 (4,980 ) 23,492 Total identifiable intangible assets $ 373,019 $ (46,500 ) $ 326,519 $ 513,760 $ (61,828 ) $ 451,932

Long-Term Debt and Notes Paya22

Long-Term Debt and Notes Payable (Tables)	6 Months Ended
	Jun. 30, 2018
Debt Disclosure [Abstract]
Schedule of Company's long-term debt and notes payable	As of December 31, 2017 , the Company’s long-term debt and notes payable are as follows (in thousands): Principal Outstanding Unamortized Premium (Discount) Unamortized Issuance Costs Carrying Value Fair Value Select: 6.375% senior notes $ 710,000 $ 778 $ (6,553 ) $ 704,225 $ 727,750 Credit facilities: Revolving facility 230,000 — — 230,000 211,600 Term loans 1,141,375 (12,445 ) (12,500 ) 1,116,430 1,154,215 Other 36,877 — (533 ) 36,344 36,344 Total Select debt 2,118,252 (11,667 ) (19,586 ) 2,086,999 2,129,909 Concentra: Credit facilities: Term loans 619,175 (2,257 ) (10,668 ) 606,250 625,173 Other 6,653 — — 6,653 6,653 Total Concentra debt 625,828 (2,257 ) (10,668 ) 612,903 631,826 Total debt $ 2,744,080 $ (13,924 ) $ (30,254 ) $ 2,699,902 $ 2,761,735 As of June 30, 2018 , the Company’s long-term debt and notes payable are as follows (in thousands): Principal Outstanding Unamortized Premium (Discount) Unamortized Issuance Costs Carrying Value Fair Value Select: 6.375% senior notes $ 710,000 $ 664 $ (5,601 ) $ 705,063 $ 718,094 Credit facilities: Revolving facility 150,000 — — 150,000 138,000 Term loans 1,135,625 (11,444 ) (11,504 ) 1,112,677 1,148,401 Other 43,680 — (500 ) 43,180 43,180 Total Select debt 2,039,305 (10,780 ) (17,605 ) 2,010,920 2,047,675 Concentra: Credit facilities: Term loans 1,414,175 (3,288 ) (21,720 ) 1,389,167 1,414,840 Other 10,601 — — 10,601 10,601 Total Concentra debt 1,424,776 (3,288 ) (21,720 ) 1,399,768 1,425,441 Total debt $ 3,464,081 $ (14,068 ) $ (39,325 ) $ 3,410,688 $ 3,473,116
Schedule of principal maturities of the Company's long-term debt and notes payable	Principal maturities of the Company’s long-term debt and notes payable are approximately as follows (in thousands): 2018 2019 2020 2021 2022 Thereafter Total Select: 6.375% senior notes $ — $ — $ — $ 710,000 $ — $ — $ 710,000 Credit facilities: Revolving facility — — — — 150,000 — 150,000 Term loans 5,750 11,500 11,500 11,500 11,500 1,083,875 1,135,625 Other 6,119 3,321 25,285 221 — 8,734 43,680 Total Select debt 11,869 14,821 36,785 721,721 161,500 1,092,609 2,039,305 Concentra: Credit facilities: Term loans — — 5,719 12,365 1,156,091 240,000 1,414,175 Other 2,860 3,418 322 320 308 3,373 10,601 Total Concentra debt 2,860 3,418 6,041 12,685 1,156,399 243,373 1,424,776 Total debt $ 14,729 $ 18,239 $ 42,826 $ 734,406 $ 1,317,899 $ 1,335,982 $ 3,464,081

Segment Information (Tables)

Segment Information (Tables)	6 Months Ended
	Jun. 30, 2018
Segment Reporting [Abstract]
Schedule of selected financial data for the Company's reportable segments	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 June 30, Six Months Ended June 30, 2017 2018 2017 2018 (in thousands) Net operating revenues: (1) Critical illness recovery hospital (2) $ 439,194 $ 442,452 $ 884,317 $ 907,128 Rehabilitation hospital (2) 151,378 173,769 296,203 348,543 Outpatient rehabilitation 254,984 267,183 505,355 524,564 Concentra 256,887 412,823 507,476 768,939 Other 22 (17 ) 631 — Total Company $ 1,102,465 $ 1,296,210 $ 2,193,982 $ 2,549,174 Adjusted EBITDA: Critical illness recovery hospital (2) $ 75,043 $ 60,725 $ 147,380 $ 133,697 Rehabilitation hospital (2) 23,129 28,195 39,457 54,971 Outpatient rehabilitation 41,926 41,947 73,277 72,472 Concentra 43,061 72,568 85,653 130,365 Other (24,479 ) (25,207 ) (48,197 ) (50,045 ) Total Company $ 158,680 $ 178,228 $ 297,570 $ 341,460 Total assets: Critical illness recovery hospital (2) $ 1,989,618 $ 1,828,038 $ 1,989,618 $ 1,828,038 Rehabilitation hospital (2) 665,999 867,175 665,999 867,175 Outpatient rehabilitation 982,811 979,678 982,811 979,678 Concentra 1,310,483 2,174,931 1,310,483 2,174,931 Other 105,300 114,978 105,300 114,978 Total Company $ 5,054,211 $ 5,964,800 $ 5,054,211 $ 5,964,800 Purchases of property and equipment, net: Critical illness recovery hospital (2) $ 9,771 $ 12,849 $ 20,714 $ 23,321 Rehabilitation hospital (2) 26,920 8,080 48,334 20,997 Outpatient rehabilitation 6,201 8,018 12,874 15,356 Concentra 7,601 10,121 16,287 16,742 Other 4,156 2,963 7,093 5,232 Total Company $ 54,649 $ 42,031 $ 105,302 $ 81,648
Schedule of reconciliation of Adjusted EBITDA to income before income taxes	A reconciliation of Adjusted EBITDA to income before income taxes is as follows: Three Months Ended June 30, 2017 Critical Illness Recovery Hospital (2) Rehabilitation Hospital (2) Outpatient Rehabilitation Concentra Other Total (in thousands) Adjusted EBITDA $ 75,043 $ 23,129 $ 41,926 $ 43,061 $ (24,479 ) Depreciation and amortization (10,917 ) (4,537 ) (5,878 ) (15,429 ) (1,572 ) Stock compensation expense — — — (264 ) (4,420 ) Income (loss) from operations $ 64,126 $ 18,592 $ 36,048 $ 27,368 $ (30,471 ) $ 115,663 Equity in earnings of unconsolidated subsidiaries 5,666 Interest expense (37,655 ) Income before income taxes $ 83,674 Three Months Ended June 30, 2018 Critical Illness Recovery Hospital (2) Rehabilitation Hospital (2) Outpatient Rehabilitation Concentra Other Total (in thousands) Adjusted EBITDA $ 60,725 $ 28,195 $ 41,947 $ 72,568 $ (25,207 ) Depreciation and amortization (11,952 ) (6,015 ) (6,704 ) (24,697 ) (2,356 ) Stock compensation expense — — — (1,138 ) (4,846 ) U.S. HealthWorks acquisition costs — — — 41 — Income (loss) from operations $ 48,773 $ 22,180 $ 35,243 $ 46,774 $ (32,409 ) $ 120,561 Equity in earnings of unconsolidated subsidiaries 4,785 Non-operating gain 6,478 Interest expense (50,159 ) Income before income taxes $ 81,665 Six Months Ended June 30, 2017 Critical Illness Recovery Hospital (2) Rehabilitation Hospital (2) Outpatient Rehabilitation Concentra Other Total (in thousands) Adjusted EBITDA $ 147,380 $ 39,457 $ 73,277 $ 85,653 $ (48,197 ) Depreciation and amortization (23,959 ) (9,995 ) (12,218 ) (31,552 ) (3,148 ) Stock compensation expense — — — (570 ) (8,700 ) Income (loss) from operations $ 123,421 $ 29,462 $ 61,059 $ 53,531 $ (60,045 ) $ 207,428 Loss on early retirement of debt (19,719 ) Equity in earnings of unconsolidated subsidiaries 11,187 Non-operating loss (49 ) Interest expense (78,508 ) Income before income taxes $ 120,339 Six Months Ended June 30, 2018 Critical Illness Recovery Hospital (2) Rehabilitation Hospital (2) Outpatient Rehabilitation Concentra Other Total (in thousands) Adjusted EBITDA $ 133,697 $ 54,971 $ 72,472 $ 130,365 $ (50,045 ) Depreciation and amortization (23,010 ) (11,737 ) (13,341 ) (45,844 ) (4,563 ) Stock compensation expense — — — (1,349 ) (9,562 ) U.S. HealthWorks acquisition costs — — — (2,895 ) — Income (loss) from operations $ 110,687 $ 43,234 $ 59,131 $ 80,277 $ (64,170 ) $ 229,159 Loss on early retirement of debt (10,255 ) Equity in earnings of unconsolidated subsidiaries 9,482 Non-operating gain 6,877 Interest expense (97,322 ) Income before income taxes $ 137,941 _______________________________________________________________________________ (1) Net operating revenues were retrospectively conformed to reflect the adoption Topic 606, Revenue from Contracts with Customers. (2) The critical illness recovery hospital segment was previously referred to as the long term acute care segment. The rehabilitation hospital segment was previously referred to as the inpatient rehabilitation segment.

Revenue from Contracts with C24

Revenue from Contracts with Customers (Tables)	6 Months Ended
	Jun. 30, 2018
Revenue from Contract with Customer [Abstract]
Schedule of disaggregation of net operating revenues by operating segment	The following tables disaggregate the Company’s net operating revenues by operating segment for the three and six months ended June 30, 2017 and 2018 : Three Months Ended June 30, 2017 Critical Illness Recovery Hospital (1) Rehabilitation Hospital (1) Outpatient Rehabilitation Concentra (in thousands) Patient service revenues: Medicare $ 228,733 $ 62,089 $ 38,119 $ 571 Non-Medicare 207,875 51,434 189,009 254,107 Total patient services revenues 436,608 113,523 227,128 254,678 Other revenues 2,586 37,855 27,856 2,209 Total net operating revenues $ 439,194 $ 151,378 $ 254,984 $ 256,887 Three Months Ended June 30, 2018 Critical Illness Recovery Hospital (1) Rehabilitation Hospital (1) Outpatient Rehabilitation Concentra (in thousands) Patient service revenues: Medicare $ 225,857 $ 73,054 $ 41,475 $ 517 Non-Medicare 213,083 62,387 194,611 409,922 Total patient services revenues 438,940 135,441 236,086 410,439 Other revenues 3,512 38,328 31,097 2,384 Total net operating revenues $ 442,452 $ 173,769 $ 267,183 $ 412,823 Six Months Ended June 30, 2017 Critical Illness Recovery Hospital (1) Rehabilitation Hospital (1) Outpatient Rehabilitation Concentra (in thousands) Patient service revenues: Medicare $ 465,170 $ 119,593 $ 74,817 $ 1,116 Non-Medicare 414,500 98,677 372,812 501,908 Total patient services revenues 879,670 218,270 447,629 503,024 Other revenues 4,647 77,933 57,726 4,452 Total net operating revenues $ 884,317 $ 296,203 $ 505,355 $ 507,476 Six Months Ended June 30, 2018 Critical Illness Recovery Hospital (1) Rehabilitation Hospital (1) Outpatient Rehabilitation Concentra (in thousands) Patient service revenues: Medicare $ 466,849 $ 145,895 $ 79,665 $ 1,145 Non-Medicare 433,089 124,289 383,511 763,174 Total patient services revenues 899,938 270,184 463,176 764,319 Other revenues 7,190 78,359 61,388 4,620 Total net operating revenues $ 907,128 $ 348,543 $ 524,564 $ 768,939 _______________________________________________________________________________ (1) The critical illness recovery hospital segment was previously referred to as the long term acute care segment. The rehabilitation hospital segment was previously referred to as the inpatient rehabilitation segment.

Income Taxes (Tables)

Income Taxes (Tables)	6 Months Ended
	Jun. 30, 2018
Income Tax Disclosure [Abstract]
Schedule of reconciliations of the statutory federal income tax rate to the effective income tax rate	Reconciliations of the statutory federal income tax rate to the effective income tax rate are as follows: Three Months Ended June 30, 2017 2018 Federal income tax at statutory rate 35.0 % 21.0 % State and local income taxes, less federal income tax benefit 3.7 4.6 Permanent differences 1.2 2.0 Valuation allowance 0.6 (0.7 ) Uncertain tax positions 0.2 0.2 Non-controlling interest (1.7 ) (1.6 ) Stock-based compensation (0.2 ) (0.6 ) Other (0.1 ) 0.9 Total effective income tax rate 38.7 % 25.8 % Six Months Ended June 30, 2017 2018 Federal income tax at statutory rate 35.0 % 21.0 % State and local income taxes, less federal income tax benefit 3.8 4.6 Permanent differences 1.1 1.9 Valuation allowance 0.1 (0.2 ) Uncertain tax positions 0.2 0.2 Non-controlling interest (1.9 ) (2.1 ) Stock-based compensation (0.4 ) (2.5 ) Other — 1.3 Total effective income tax rate 37.9 % 24.2 %

Income per Common Share (Tables

Income per Common Share (Tables)	6 Months Ended
	Jun. 30, 2018
Earnings Per Share [Abstract]
Schedule of computation of basic and diluted earnings per share	The following table sets forth the calculation of income per share in Holdings’ condensed consolidated statements of operations and the differences between basic weighted average shares outstanding and diluted weighted average shares outstanding used to compute basic and diluted earnings per share, respectively. Three Months Ended June 30, Six Months Ended June 30, 2017 2018 2017 2018 (in thousands, except per share amounts) Numerator: Net income attributable to Select Medical Holdings Corporation $ 42,055 $ 46,511 $ 57,925 $ 80,250 Less: Earnings allocated to unvested restricted stockholders 1,341 1,517 1,849 2,630 Net income available to common stockholders $ 40,714 $ 44,994 $ 56,076 $ 77,620 Denominator: Weighted average shares—basic 128,624 129,830 128,544 129,761 Effect of dilutive securities: Stock options 153 94 159 110 Weighted average shares—diluted 128,777 129,924 128,703 129,871 Basic income per common share: $ 0.32 $ 0.35 $ 0.44 $ 0.60 Diluted income per common share: $ 0.32 $ 0.35 $ 0.44 $ 0.60

Condensed Consolidating Finan27

Condensed Consolidating Financial Information (Tables) - Select Medical Corporation	6 Months Ended
	Jun. 30, 2018
Condensed Financial Statements, Captions [Line Items]
Schedule of Condensed Consolidating Balance Sheet	Condensed Consolidating Balance Sheet December 31, 2017 (unaudited) Select (Parent Company Only) Subsidiary Guarantors Non-Guarantor Subsidiaries Non-Guarantor Concentra Consolidating and Eliminating Adjustments Consolidated Select Medical Corporation (in thousands) Assets Current Assets: Cash and cash equivalents $ 73 $ 4,856 $ 4,561 $ 113,059 $ — $ 122,549 Accounts receivable — 449,493 122,728 119,511 — 691,732 Intercompany receivables — 1,598,212 60,707 — (1,658,919 ) (a) — Prepaid income taxes 22,704 5,703 31 2,949 — 31,387 Other current assets 13,021 30,209 13,031 18,897 — 75,158 Total Current Assets 35,798 2,088,473 201,058 254,416 (1,658,919 ) 920,826 Property and equipment, net 39,836 623,085 79,013 170,657 — 912,591 Investment in affiliates 4,524,385 124,104 — — (4,648,489 ) (b)(c) — Goodwill — 2,108,270 — 674,542 — 2,782,812 Identifiable intangible assets, net — 104,067 5,046 217,406 — 326,519 Other assets 36,494 98,575 35,440 23,898 (9,989 ) (e) 184,418 Total Assets $ 4,636,513 $ 5,146,574 $ 320,557 $ 1,340,919 $ (6,317,397 ) $ 5,127,166 Liabilities and Equity Current Liabilities: Overdrafts $ 29,463 $ — $ — $ — $ — $ 29,463 Current portion of long-term debt and notes payable 16,635 740 2,212 2,600 — 22,187 Accounts payable 12,504 85,489 17,475 12,726 — 128,194 Intercompany payables 1,598,212 60,707 — — (1,658,919 ) (a) — Accrued payroll 16,736 98,887 4,819 40,120 — 160,562 Accrued vacation 4,083 58,355 12,295 18,142 — 92,875 Accrued interest 17,479 7 6 2,393 — 19,885 Accrued other 39,219 57,378 12,599 33,970 — 143,166 Income taxes payable — 1,302 30 7,739 — 9,071 Total Current Liabilities 1,734,331 362,865 49,436 117,690 (1,658,919 ) 605,403 Long-term debt, net of current portion 2,042,555 127 24,730 610,303 — 2,677,715 Non-current deferred tax liability — 88,376 780 45,750 (9,989 ) (e) 124,917 Other non-current liabilities 36,259 56,721 8,138 44,591 — 145,709 Total Liabilities 3,813,145 508,089 83,084 818,334 (1,668,908 ) 3,553,744 Redeemable non-controlling interests — — — 16,270 624,548 (d) 640,818 Stockholders’ Equity: Common stock 0 — — — — 0 Capital in excess of par 947,370 — — — — 947,370 Retained earnings (accumulated deficit) (124,002 ) 1,416,857 (35,942 ) 64,626 (1,445,541 ) (c)(d) (124,002 ) Subsidiary investment — 3,221,628 273,415 437,779 (3,932,822 ) (b)(d) — Total Select Medical Corporation Stockholders’ Equity 823,368 4,638,485 237,473 502,405 (5,378,363 ) 823,368 Non-controlling interests — — — 3,910 105,326 (d) 109,236 Total Equity 823,368 4,638,485 237,473 506,315 (5,273,037 ) 932,604 Total Liabilities and Equity $ 4,636,513 $ 5,146,574 $ 320,557 $ 1,340,919 $ (6,317,397 ) $ 5,127,166 _______________________________________________________________________________ (a) Elimination of intercompany balances. (b) Elimination of investments in consolidated subsidiaries. (c) Elimination of investments in consolidated subsidiaries’ earnings. (d) Reclassification of equity attributable to non-controlling interests. (e) Reclassification of non-current deferred tax asset to report net non-current deferred tax liability in consolidation. Condensed Consolidating Balance Sheet June 30, 2018 (unaudited) Select (Parent Company Only) Subsidiary Guarantors Non-Guarantor Subsidiaries Non-Guarantor Concentra Consolidating and Eliminating Adjustments Consolidated Select Medical Corporation (in thousands) Assets Current Assets: Cash and cash equivalents $ 15,074 $ 6,360 $ 4,396 $ 115,199 $ — $ 141,029 Accounts receivable — 439,614 129,585 206,411 — 775,610 Intercompany receivables — 1,672,980 80,189 — (1,753,169 ) (a) — Prepaid income taxes 10,691 — — 3,797 — 14,488 Other current assets 13,897 28,254 10,075 35,989 — 88,215 Total Current Assets 39,662 2,147,208 224,245 361,396 (1,753,169 ) 1,019,342 Property and equipment, net 37,157 616,853 84,834 227,000 — 965,844 Investment in affiliates 4,566,506 132,640 — — (4,699,146 ) (b)(c) — Goodwill — 2,105,717 — 1,208,889 — 3,314,606 Identifiable intangible assets, net 3 103,119 4,968 343,842 — 451,932 Other assets 35,011 119,499 34,360 33,804 (9,598 ) (e) 213,076 Total Assets $ 4,678,339 $ 5,225,036 $ 348,407 $ 2,174,931 $ (6,461,913 ) $ 5,964,800 Liabilities and Equity Current Liabilities: Overdrafts $ 23,292 $ — $ — $ — $ — $ 23,292 Current portion of long-term debt and notes payable 17,390 527 967 5,595 — 24,479 Accounts payable 9,929 71,355 18,508 32,038 — 131,830 Intercompany payables 1,672,980 80,189 — — (1,753,169 ) (a) — Accrued payroll 8,649 89,842 3,650 47,826 — 149,967 Accrued vacation 4,551 61,895 14,091 29,421 — 109,958 Accrued interest 6,926 11 20 6,336 — 13,293 Accrued other 39,928 64,563 15,172 50,404 — 170,067 Income taxes payable 2,387 — — 2,038 — 4,425 Total Current Liabilities 1,786,032 368,382 52,408 173,658 (1,753,169 ) 627,311 Long-term debt, net of current portion 1,958,529 90 33,417 1,394,173 — 3,386,209 Non-current deferred tax liability — 89,230 820 70,242 (9,598 ) (e) 150,694 Other non-current liabilities 38,307 63,983 9,482 60,655 — 172,427 Total Liabilities 3,782,868 521,685 96,127 1,698,728 (1,762,767 ) 4,336,641 Redeemable non-controlling interests — — — 18,549 597,683 (d) 616,232 Stockholders’ Equity: Common stock 0 — — — — 0 Capital in excess of par 959,173 — — — — 959,173 Retained earnings (accumulated deficit) (63,702 ) 1,478,075 (20,267 ) (3,529 ) (1,454,279 ) (c)(d) (63,702 ) Subsidiary investment — 3,225,276 272,547 455,753 (3,953,576 ) (b)(d) — Total Select Medical Corporation Stockholders’ Equity 895,471 4,703,351 252,280 452,224 (5,407,855 ) 895,471 Non-controlling interests — — — 5,430 111,026 (d) 116,456 Total Equity 895,471 4,703,351 252,280 457,654 (5,296,829 ) 1,011,927 Total Liabilities and Equity $ 4,678,339 $ 5,225,036 $ 348,407 $ 2,174,931 $ (6,461,913 ) $ 5,964,800 _______________________________________________________________________________ (a) Elimination of intercompany balances. (b) Elimination of investments in consolidated subsidiaries. (c) Elimination of investments in consolidated subsidiaries’ earnings. (d) Reclassification of equity attributable to non-controlling interests. (e) Reclassification of non-current deferred tax asset to report net non-current deferred tax liability in consolidation.
Schedule of Condensed Consolidating Statement of Operations	Condensed Consolidating Statement of Operations For the Three Months Ended June 30, 2017 (unaudited) Select (Parent Company Only) Subsidiary Guarantors Non-Guarantor Subsidiaries Non-Guarantor Concentra Consolidating and Eliminating Adjustments Consolidated Select Medical Corporation (in thousands) Net operating revenues $ 23 $ 681,564 $ 163,991 $ 256,887 $ — $ 1,102,465 Costs and expenses: Cost of services 644 564,781 140,679 214,090 — 920,194 General and administrative 28,227 48 — — — 28,275 Depreciation and amortization 1,573 18,182 3,149 15,429 — 38,333 Total costs and expenses 30,444 583,011 143,828 229,519 — 986,802 Income (loss) from operations (30,421 ) 98,553 20,163 27,368 — 115,663 Other income and expense: Intercompany interest and royalty fees 8,195 (4,735 ) (3,460 ) — — — Intercompany management fees 63,504 (53,414 ) (10,090 ) — — — Equity in earnings of unconsolidated subsidiaries — 5,646 20 — — 5,666 Interest expense (30,081 ) (49 ) (87 ) (7,438 ) — (37,655 ) Income before income taxes 11,197 46,001 6,546 19,930 — 83,674 Income tax expense (benefit) (2,324 ) 27,473 143 7,082 — 32,374 Equity in earnings of consolidated subsidiaries 28,534 4,189 — — (32,723 ) (a) — Net income 42,055 22,717 6,403 12,848 (32,723 ) 51,300 Less: Net income (loss) attributable to non-controlling interests — (39 ) 2,214 7,070 — 9,245 Net income attributable to Select Medical Corporation $ 42,055 $ 22,756 $ 4,189 $ 5,778 $ (32,723 ) $ 42,055 _______________________________________________________________________________ (a) Elimination of equity in earnings of consolidated subsidiaries. Condensed Consolidating Statement of Operations For the Six Months Ended June 30, 2017 (unaudited) Select (Parent Company Only) Subsidiary Guarantors Non-Guarantor Subsidiaries Non-Guarantor Concentra Consolidating and Eliminating Adjustments Consolidated Select Medical Corporation (in thousands) Net operating revenues $ 631 $ 1,364,617 $ 321,258 $ 507,476 $ — $ 2,193,982 Costs and expenses: Cost of services 1,176 1,150,810 274,953 422,393 — 1,849,332 General and administrative 56,263 87 — — — 56,350 Depreciation and amortization 3,148 39,553 6,619 31,552 — 80,872 Total costs and expenses 60,587 1,190,450 281,572 453,945 — 1,986,554 Income (loss) from operations (59,956 ) 174,167 39,686 53,531 — 207,428 Other income and expense: Intercompany interest and royalty fees 16,895 (9,701 ) (7,194 ) — — — Intercompany management fees 125,202 (106,011 ) (19,191 ) — — — Loss on early retirement of debt (19,719 ) — — — — (19,719 ) Equity in earnings of unconsolidated subsidiaries — 11,139 48 — — 11,187 Non-operating loss — (49 ) — — — (49 ) Interest expense (63,485 ) (1 ) (85 ) (14,937 ) — (78,508 ) Income (loss) before income taxes (1,063 ) 69,544 13,264 38,594 — 120,339 Income tax expense (benefit) (2,198 ) 33,573 283 13,918 — 45,576 Equity in earnings of consolidated subsidiaries 56,790 9,734 — — (66,524 ) (a) — Net income 57,925 45,705 12,981 24,676 (66,524 ) 74,763 Less: Net income (loss) attributable to non-controlling interests — (3 ) 3,247 13,594 — 16,838 Net income attributable to Select Medical Corporation $ 57,925 $ 45,708 $ 9,734 $ 11,082 $ (66,524 ) $ 57,925 _______________________________________________________________________________ (a) Elimination of equity in earnings of consolidated subsidiaries. Condensed Consolidating Statement of Operations For the Six Months Ended June 30, 2018 (unaudited) Select (Parent Company Only) Subsidiary Guarantors Non-Guarantor Subsidiaries Non-Guarantor Concentra Consolidating and Eliminating Adjustments Consolidated Select Medical Corporation (in thousands) Net operating revenues $ — $ 1,397,178 $ 383,057 $ 768,939 $ — $ 2,549,174 Costs and expenses: Cost of services 1,525 1,197,733 321,363 639,923 — 2,160,544 General and administrative 58,015 66 — 2,895 — 60,976 Depreciation and amortization 4,562 39,982 8,107 45,844 — 98,495 Total costs and expenses 64,102 1,237,781 329,470 688,662 — 2,320,015 Income (loss) from operations (64,102 ) 159,397 53,587 80,277 — 229,159 Other income and expense: Intercompany interest and royalty fees 15,672 (7,924 ) (7,240 ) (508 ) — — Intercompany management fees 116,148 (93,471 ) (22,677 ) — — — Loss on early retirement of debt (2,229 ) — — (8,026 ) — (10,255 ) Equity in earnings of unconsolidated subsidiaries — 9,460 22 — — 9,482 Non-operating gain 1,654 5,223 — — — 6,877 Interest income (expense) (60,483 ) 121 (337 ) (36,623 ) — (97,322 ) Income before income taxes 6,660 72,806 23,355 35,120 — 137,941 Income tax expense 1,345 26,189 238 5,628 — 33,400 Equity in earnings of consolidated subsidiaries 74,935 15,123 — — (90,058 ) (a) — Net income 80,250 61,740 23,117 29,492 (90,058 ) 104,541 Less: Net income attributable to non-controlling interests — 97 7,994 16,200 — 24,291 Net income attributable to Select Medical Corporation $ 80,250 $ 61,643 $ 15,123 $ 13,292 $ (90,058 ) $ 80,250 _______________________________________________________________________________ (a) Elimination of equity in earnings of consolidated subsidiaries. Condensed Consolidating Statement of Operations For the Three Months Ended June 30, 2018 (unaudited) Select (Parent Company Only) Subsidiary Guarantors Non-Guarantor Subsidiaries Non-Guarantor Concentra Consolidating and Eliminating Adjustments Consolidated Select Medical Corporation (in thousands) Net operating revenues $ (17 ) $ 690,766 $ 192,638 $ 412,823 $ — $ 1,296,210 Costs and expenses: Cost of services 799 589,707 162,832 341,393 — 1,094,731 General and administrative 29,208 27 — (41 ) — 29,194 Depreciation and amortization 2,355 20,535 4,137 24,697 — 51,724 Total costs and expenses 32,362 610,269 166,969 366,049 — 1,175,649 Income (loss) from operations (32,379 ) 80,497 25,669 46,774 — 120,561 Other income and expense: Intercompany interest and royalty fees 7,553 (3,629 ) (3,609 ) (315 ) — — Intercompany management fees 55,416 (43,931 ) (11,485 ) — — — Equity in earnings of unconsolidated subsidiaries — 4,776 9 — — 4,785 Non-operating gain 1,654 4,824 — — — 6,478 Interest income (expense) (29,412 ) 188 (186 ) (20,749 ) — (50,159 ) Income before income taxes 2,832 42,725 10,398 25,710 — 81,665 Income tax expense 831 14,254 145 5,876 — 21,106 Equity in earnings of consolidated subsidiaries 44,510 6,840 — — (51,350 ) (a) — Net income 46,511 35,311 10,253 19,834 (51,350 ) 60,559 Less: Net income attributable to non-controlling interests — 12 3,413 10,623 — 14,048 Net income attributable to Select Medical Corporation $ 46,511 $ 35,299 $ 6,840 $ 9,211 $ (51,350 ) $ 46,511 _______________________________________________________________________________ (a) Elimination of equity in earnings of consolidated subsidiaries.
Schedule of Condensed Consolidating Statement of Cash Flows	Condensed Consolidating Statement of Cash Flows For the Six Months Ended June 30, 2017 (unaudited) Select (Parent Company Only) Subsidiary Guarantors Non-Guarantor Subsidiaries Non-Guarantor Concentra Consolidating and Eliminating Adjustments Consolidated Select Medical Corporation (in thousands) Operating activities Net income $ 57,925 $ 45,705 $ 12,981 $ 24,676 $ (66,524 ) (a) $ 74,763 Adjustments to reconcile net income to net cash provided by (used in) operating activities: Distributions from unconsolidated subsidiaries — 10,902 31 — — 10,933 Depreciation and amortization 3,148 39,553 6,619 31,552 — 80,872 Provision for bad debts — 715 — 30 — 745 Equity in earnings of unconsolidated subsidiaries — (11,139 ) (48 ) — — (11,187 ) Equity in earnings of consolidated subsidiaries (56,790 ) (9,734 ) — — 66,524 (a) — Loss on extinguishment of debt 6,527 — — — — 6,527 Gain on sale of assets and businesses (8 ) (4,828 ) (4,687 ) — — (9,523 ) Stock compensation expense 8,700 — — 570 — 9,270 Amortization of debt discount, premium and issuance costs 4,342 — — 1,632 — 5,974 Deferred income taxes 5,987 — — (7,461 ) — (1,474 ) Changes in operating assets and liabilities, net of effects of business combinations: Accounts receivable — (104,767 ) (22,291 ) (13,891 ) — (140,949 ) Other current assets (5,631 ) 6,047 (3,112 ) (2,861 ) — (5,557 ) Other assets 3,184 (16,925 ) 17,426 936 — 4,621 Accounts payable (413 ) (1,697 ) 137 2,732 — 759 Accrued expenses (5,618 ) (4,507 ) 8,394 (3,102 ) — (4,833 ) Income taxes 9,366 — — 10,033 — 19,399 Net cash provided by (used in) operating activities 30,719 (50,675 ) 15,450 44,846 — 40,340 Investing activities Business combinations, net of cash acquired — (2,305 ) — (16,203 ) — (18,508 ) Purchases of property and equipment (7,093 ) (72,005 ) (9,917 ) (16,287 ) — (105,302 ) Investment in businesses — (9,874 ) — — — (9,874 ) Proceeds from sale of assets and businesses 8 15,007 19,537 — — 34,552 Net cash provided by (used in) investing activities (7,085 ) (69,177 ) 9,620 (32,490 ) — (99,132 ) Financing activities Borrowings on revolving facilities 630,000 — — — — 630,000 Payments on revolving facilities (550,000 ) — — — — (550,000 ) Proceeds from term loans 1,139,487 — — — — 1,139,487 Payments on term loans (1,150,627 ) — — (23,065 ) — (1,173,692 ) Revolving facility debt issuance costs (4,392 ) — — — — (4,392 ) Borrowings of other debt 6,572 — 105 2,767 — 9,444 Principal payments on other debt (7,353 ) (204 ) (1,183 ) (1,697 ) — (10,437 ) Dividends paid to Holdings (600 ) — — — — (600 ) Equity investment by Holdings 963 — — — — 963 Intercompany (93,455 ) 119,128 (25,673 ) — — — Decrease in overdrafts (5,228 ) — — — — (5,228 ) Proceeds from issuance of non-controlling interests — — 3,553 — — 3,553 Distributions to non-controlling interests — (6 ) (1,982 ) (3,548 ) — (5,536 ) Net cash provided by (used in) financing activities (34,633 ) 118,918 (25,180 ) (25,543 ) — 33,562 Net decrease in cash and cash equivalents (10,999 ) (934 ) (110 ) (13,187 ) — (25,230 ) Cash and cash equivalents at beginning of period 11,071 6,467 5,056 76,435 — 99,029 Cash and cash equivalents at end of period $ 72 $ 5,533 $ 4,946 $ 63,248 $ — $ 73,799 _______________________________________________________________________________ (a) Elimination of equity in earnings of consolidated subsidiaries. Condensed Consolidating Statement of Cash Flows For the Six Months Ended June 30, 2018 (unaudited) Select (Parent Company Only) Subsidiary Guarantors Non-Guarantor Subsidiaries Non-Guarantor Concentra Consolidating and Eliminating Adjustments Consolidated Select Medical Corporation (in thousands) Operating activities Net income $ 80,250 $ 61,740 $ 23,117 $ 29,492 $ (90,058 ) (a) $ 104,541 Adjustments to reconcile net income to net cash provided by operating activities: Distributions from unconsolidated subsidiaries — 7,800 30 — — 7,830 Depreciation and amortization 4,562 39,982 8,107 45,844 — 98,495 Provision for bad debts — 41 — 61 — 102 Equity in earnings of unconsolidated subsidiaries — (9,460 ) (22 ) — — (9,482 ) Equity in earnings of consolidated subsidiaries (74,935 ) (15,123 ) — — 90,058 (a) — Loss on extinguishment of debt 115 — — 369 — 484 Gain on sale of assets and businesses (1,642 ) (5,338 ) — — — (6,980 ) Stock compensation expense 9,562 — — 1,349 — 10,911 Amortization of debt discount, premium and issuance costs 3,553 — — 2,933 — 6,486 Deferred income taxes 664 1,056 40 (3,451 ) — (1,691 ) Changes in operating assets and liabilities, net of effects of business combinations: Accounts receivable — 9,838 (6,857 ) (8,755 ) — (5,774 ) Other current assets (876 ) 1,927 2,956 (7,018 ) — (3,011 ) Other assets 945 (9,261 ) 1,110 13,890 — 6,684 Accounts payable (1,470 ) (7,516 ) 1,864 1,660 — (5,462 ) Accrued expenses (15,020 ) 14,589 4,914 (3,276 ) — 1,207 Income taxes 14,757 4,401 1 (6,549 ) — 12,610 Net cash provided by operating activities 20,465 94,676 35,260 66,549 — 216,950 Investing activities Business combinations, net of cash acquired — (2,666 ) (22 ) (515,016 ) — (517,704 ) Purchases of property and equipment (5,232 ) (44,865 ) (14,809 ) (16,742 ) — (81,648 ) Investment in businesses — (3,286 ) — (5 ) — (3,291 ) Proceeds from sale of assets and businesses 1,655 5,017 — — — 6,672 Net cash used in investing activities (3,577 ) (45,800 ) (14,831 ) (531,763 ) — (595,971 ) Financing activities Borrowings on revolving facilities 265,000 — — — — 265,000 Payments on revolving facilities (345,000 ) — — — — (345,000 ) Proceeds from term loans (financing costs) (11 ) — — 779,915 — 779,904 Payments on term loans (5,750 ) — — — — (5,750 ) Revolving facility debt issuance costs (837 ) — — (496 ) — (1,333 ) Borrowings of other debt 5,549 — 9,820 4,559 — 19,928 Principal payments on other debt (5,987 ) (261 ) (2,400 ) (2,873 ) — (11,521 ) Dividends paid to Holdings (889 ) — — — — (889 ) Equity investment by Holdings 1,620 — — — — 1,620 Intercompany 90,589 (45,661 ) (27,290 ) (17,638 ) — — Decrease in overdrafts (6,171 ) — — — — (6,171 ) Proceeds from issuance of non-controlling interests — — 957 1,969 — 2,926 Distributions to non-controlling interests — (1,450 ) (1,681 ) (298,082 ) — (301,213 ) Net cash provided by (used in) financing activities (1,887 ) (47,372 ) (20,594 ) 467,354 — 397,501 Net increase (decrease) in cash and cash equivalents 15,001 1,504 (165 ) 2,140 — 18,480 Cash and cash equivalents at beginning of period 73 4,856 4,561 113,059 — 122,549 Cash and cash equivalents at end of period $ 15,074 $ 6,360 $ 4,396 $ 115,199 $ — $ 141,029 _______________________________________________________________________________ (a) Elimination of equity in earnings of consolidated subsidiaries.

Accounting Policies (Details)

Accounting Policies (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017	Jun. 30, 2018	Jun. 30, 2017	Dec. 31, 2017
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Net operating revenues	$ 1,296,210	$ 1,102,465	$ 2,549,174	$ 2,193,982
Provision for bad debts		(36)	102	745
Changes in accounts receivable			(5,774)	(140,949)
Accounts receivable					$ 691,732
Allowance for doubtful accounts					0
Accounts receivable	$ 775,610		$ 775,610		691,732
As Reported
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Net operating revenues		1,120,675		2,232,036
Provision for bad debts		18,174		38,799
Changes in accounts receivable				(179,003)
Accounts receivable					767,276
Allowance for doubtful accounts					75,544
Accounts receivable					691,732
Accounting Standards Update 2014-09 | Adoption Impact
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Net operating revenues		(18,210)		(38,054)
Provision for bad debts		$ (18,210)		(38,054)
Changes in accounts receivable				$ 38,054
Accounts receivable					(75,544)
Allowance for doubtful accounts					(75,544)
Accounts receivable					$ 0

Acquisitions - Narrative (Detai

Acquisitions - Narrative (Details) - USD ($) $ in Thousands	Feb. 01, 2018	Jun. 30, 2018	Jun. 30, 2018	Jun. 30, 2018	Dec. 31, 2017	Jun. 30, 2017
Acquisitions
Non-cash equity exchange for acquisition of U.S. HealthWorks		$ 238,000	$ 238,000	$ 238,000		$ 0
Consideration given and net cash paid for identifiable net assets and goodwill acquired
Goodwill		3,314,606	3,314,606	3,314,606	$ 2,782,812
U.S. HealthWorks
Acquisitions
U.S. HealthWorks acquisition costs				$ 2,900
Total consideration (net of cash acquired)	$ 753,000
Estimated value of goodwill, deductible for tax purposes	83,100
Net revenues of acquiree		$ 139,400	$ 229,400
Consideration given and net cash paid for identifiable net assets and goodwill acquired
Identifiable tangible assets	181,189
Identifiable intangible assets	140,406
Goodwill	534,347
Total assets	855,942
Total liabilities	102,942
Consideration given	$ 753,000
Concentra Group Holdings Parent, LLC | U.S. HealthWorks
Acquisitions
Equity interest issued (percent)	20.00%
Non-cash equity exchange for acquisition of U.S. HealthWorks	$ 238,000

Acquisitions - Proforma Results

Acquisitions - Proforma Results and Other Acquisitions (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017	Jun. 30, 2018	Jun. 30, 2017
Pro Forma
Pro forma results of operations
Net revenue	$ 1,296,210	$ 1,243,221	$ 2,596,755	$ 2,471,705
Net income	62,612	51,080	107,524	66,668
Net income attributable to the Company	$ 48,563	$ 38,954	$ 82,365	$ 46,070
Basic income per common share (in dollars per share)	$ 0.36	$ 0.29	$ 0.61	$ 0.35
Diluted income per common share (in dollars per share)	$ 0.36	$ 0.29	$ 0.61	$ 0.35
U.S. HealthWorks
Acquisition costs
U.S. HealthWorks acquisition costs			$ 2,900
U.S. HealthWorks | Pro Forma
Acquisition costs
U.S. HealthWorks acquisition costs			$ (2,900)	$ 5,700

Intangible Assets - Carrying Am

Intangible Assets - Carrying Amount of Goodwill (Details) $ in Thousands	6 Months Ended
	Jun. 30, 2018USD ($)
Goodwill
December 31, 2017	$ 2,782,812
Acquired	539,178
Measurement period adjustment	(1,248)
Sold	(6,136)
June 30, 2018	3,314,606
Critical Illness Recovery Hospital
Goodwill
December 31, 2017	1,045,220
Acquired	0
Measurement period adjustment	0
Sold	0
June 30, 2018	1,045,220
Rehabilitation Hospital
Goodwill
December 31, 2017	415,528
Acquired	1,118
Measurement period adjustment	0
Sold	0
June 30, 2018	416,646
Outpatient Rehabilitation
Goodwill
December 31, 2017	647,522
Acquired	2,465
Measurement period adjustment	0
Sold	(6,136)
June 30, 2018	643,851
Concentra
Goodwill
December 31, 2017	674,542
Acquired	535,595
Measurement period adjustment	(1,248)
Sold	0
June 30, 2018	$ 1,208,889

Intangible Assets - Carrying Va

Intangible Assets - Carrying Value and Amortization of Identifiable Intangible Assets and Liabilities (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017	Jun. 30, 2018	Jun. 30, 2017	Dec. 31, 2017
Finite Lived And Indefinite Lived Intangible Assets By Major Class [Line Items]
Total identifiable intangible assets, Gross Carrying Amount	$ 513,760		$ 513,760		$ 373,019
Accumulated Amortization	(61,828)		(61,828)		(46,500)
Total identifiable intangible assets, Net (Excluding Goodwill), Total	451,932		451,932		326,519
Trademarks
Finite Lived And Indefinite Lived Intangible Assets By Major Class [Line Items]
Gross Carrying Amount	5,000		5,000		0
Accumulated Amortization	(2,083)		(2,083)		0
Net Carrying Amount	2,917		2,917		0
Customer relationships
Finite Lived And Indefinite Lived Intangible Assets By Major Class [Line Items]
Gross Carrying Amount	278,969		278,969		143,953
Accumulated Amortization	(49,617)		(49,617)		(38,281)
Net Carrying Amount	229,352		229,352		105,672
Favorable leasehold interests
Finite Lived And Indefinite Lived Intangible Assets By Major Class [Line Items]
Gross Carrying Amount	13,553		13,553		13,295
Accumulated Amortization	(5,148)		(5,148)		(4,319)
Net Carrying Amount	8,405		8,405		8,976
Non-compete agreements
Finite Lived And Indefinite Lived Intangible Assets By Major Class [Line Items]
Gross Carrying Amount	28,472		28,472		28,023
Accumulated Amortization	(4,980)		(4,980)		(3,900)
Net Carrying Amount	23,492		23,492		24,123
Customer relationships, non-compete agreements, and trademarks
Amortized intangible assets:
Amortization expense	7,800	$ 4,300	14,200	$ 8,700
Trademarks
Finite Lived And Indefinite Lived Intangible Assets By Major Class [Line Items]
Carrying amount	166,698		$ 166,698		166,698
Amortized intangible assets:
Weighted average time until next renewal			8 years 8 months 12 days
Certificates of need
Finite Lived And Indefinite Lived Intangible Assets By Major Class [Line Items]
Carrying amount	19,173		$ 19,173		19,155
Accreditations
Finite Lived And Indefinite Lived Intangible Assets By Major Class [Line Items]
Carrying amount	$ 1,895		$ 1,895		$ 1,895
Amortized intangible assets:
Weighted average time until next renewal			1 year 6 months

Long-Term Debt and Notes Paya33

Long-Term Debt and Notes Payable - Components of Long-Term Debt And Notes Payable (Details) - USD ($) $ in Thousands	Jun. 30, 2018	Dec. 31, 2017
Long-term debt and notes payable
Principal Outstanding	$ 3,464,081	$ 2,744,080
Unamortized Premium (Discount)	(14,068)	(13,924)
Unamortized Issuance Costs	(39,325)	(30,254)
Carrying Value	3,410,688	2,699,902
Fair Value	3,473,116	2,761,735
Select Excluding Concentra
Long-term debt and notes payable
Principal Outstanding	2,039,305	2,118,252
Unamortized Premium (Discount)	(10,780)	(11,667)
Unamortized Issuance Costs	(17,605)	(19,586)
Carrying Value	2,010,920	2,086,999
Fair Value	$ 2,047,675	2,129,909
Select Excluding Concentra | Senior notes | 6.375% Senior Notes Due June 2021
Long-term debt and notes payable
Interest rate of debt (as a percent)	6.375%
Principal Outstanding	$ 710,000	710,000
Unamortized Premium (Discount)	664	778
Unamortized Issuance Costs	(5,601)	(6,553)
Carrying Value	705,063	704,225
Fair Value	718,094	727,750
Select Excluding Concentra | Other
Long-term debt and notes payable
Principal Outstanding	43,680	36,877
Unamortized Premium (Discount)	0	0
Unamortized Issuance Costs	(500)	(533)
Carrying Value	43,180	36,344
Fair Value	43,180	36,344
Select Excluding Concentra | Revolving facility | Credit facility
Long-term debt and notes payable
Principal Outstanding	150,000	230,000
Unamortized Premium (Discount)	0	0
Unamortized Issuance Costs	0	0
Carrying Value	150,000	230,000
Fair Value	138,000	211,600
Select Excluding Concentra | Term loan | Credit facility
Long-term debt and notes payable
Principal Outstanding	1,135,625	1,141,375
Unamortized Premium (Discount)	(11,444)	(12,445)
Unamortized Issuance Costs	(11,504)	(12,500)
Carrying Value	1,112,677	1,116,430
Fair Value	1,148,401	1,154,215
Concentra Inc
Long-term debt and notes payable
Principal Outstanding	1,424,776	625,828
Unamortized Premium (Discount)	(3,288)	(2,257)
Unamortized Issuance Costs	(21,720)	(10,668)
Carrying Value	1,399,768	612,903
Fair Value	1,425,441	631,826
Concentra Inc | Other
Long-term debt and notes payable
Principal Outstanding	10,601	6,653
Unamortized Premium (Discount)	0	0
Unamortized Issuance Costs	0	0
Carrying Value	10,601	6,653
Fair Value	10,601	6,653
Concentra Inc | Term loan | Credit facility
Long-term debt and notes payable
Principal Outstanding	1,414,175	619,175
Unamortized Premium (Discount)	(3,288)	(2,257)
Unamortized Issuance Costs	(21,720)	(10,668)
Carrying Value	1,389,167	606,250
Fair Value	$ 1,414,840	$ 625,173

Long-Term Debt and Notes Paya34

Long-Term Debt and Notes Payable - Principal Maturities Of Long-Term Debt (Details) - USD ($) $ in Thousands	Jun. 30, 2018	Dec. 31, 2017
Long-term debt and notes payable
2,018	$ 14,729
2,019	18,239
2,020	42,826
2,021	734,406
2,022	1,317,899
Thereafter	1,335,982
Total	3,464,081	$ 2,744,080
Select Excluding Concentra
Long-term debt and notes payable
2,018	11,869
2,019	14,821
2,020	36,785
2,021	721,721
2,022	161,500
Thereafter	1,092,609
Total	$ 2,039,305	2,118,252
Select Excluding Concentra | Senior notes | 6.375% Senior Notes Due June 2021
Long-term debt and notes payable
Interest rate of debt (as a percent)	6.375%
2,018	$ 0
2,019	0
2,020	0
2,021	710,000
2,022	0
Thereafter	0
Total	710,000	710,000
Select Excluding Concentra | Credit facility | Revolving facility
Long-term debt and notes payable
2,018	0
2,019	0
2,020	0
2,021	0
2,022	150,000
Thereafter	0
Total	150,000	230,000
Select Excluding Concentra | Credit facility | Term loan
Long-term debt and notes payable
2,018	5,750
2,019	11,500
2,020	11,500
2,021	11,500
2,022	11,500
Thereafter	1,083,875
Total	1,135,625	1,141,375
Select Excluding Concentra | Other
Long-term debt and notes payable
2,018	6,119
2,019	3,321
2,020	25,285
2,021	221
2,022	0
Thereafter	8,734
Total	43,680	36,877
Concentra Inc
Long-term debt and notes payable
2,018	2,860
2,019	3,418
2,020	6,041
2,021	12,685
2,022	1,156,399
Thereafter	243,373
Total	1,424,776	625,828
Concentra Inc | Credit facility | Term loan
Long-term debt and notes payable
2,018	0
2,019	0
2,020	5,719
2,021	12,365
2,022	1,156,091
Thereafter	240,000
Total	1,414,175	619,175
Concentra Inc | Other
Long-term debt and notes payable
2,018	2,860
2,019	3,418
2,020	322
2,021	320
2,022	308
Thereafter	3,373
Total	$ 10,601	$ 6,653

Long-Term Debt and Notes Paya35

Long-Term Debt and Notes Payable - Select Credit Facilities (Details) - Select Excluding Concentra - Credit facility - USD ($)	Mar. 22, 2018	Mar. 06, 2017
2017 Select Credit Facilities
Long-term debt and notes payable
Current borrowing capacity		$ 1,600,000,000
Revolving facility | 2017 Select Credit Facilities
Long-term debt and notes payable
Current borrowing capacity		$ 450,000,000
Revolving facility | 2017 Select Credit Facilities | Adjusted LIBO | Minimum
Long-term debt and notes payable
Interest rate margin (as a percent)		3.00%
Revolving facility | 2017 Select Credit Facilities | Adjusted LIBO | Maximum
Long-term debt and notes payable
Interest rate margin (as a percent)		3.25%
Revolving facility | 2017 Select Credit Facilities | Alternate Base Rate | Minimum
Long-term debt and notes payable
Interest rate margin (as a percent)		2.00%
Revolving facility | 2017 Select Credit Facilities | Alternate Base Rate | Maximum
Long-term debt and notes payable
Interest rate margin (as a percent)		2.25%
Revolving facility | 2017 Select Credit Facilities Amendment | Adjusted LIBO | Minimum
Long-term debt and notes payable
Interest rate margin (as a percent)	2.50%
Revolving facility | 2017 Select Credit Facilities Amendment | Adjusted LIBO | Maximum
Long-term debt and notes payable
Interest rate margin (as a percent)	2.75%
Revolving facility | 2017 Select Credit Facilities Amendment | Alternate Base Rate | Minimum
Long-term debt and notes payable
Interest rate margin (as a percent)	1.50%
Revolving facility | 2017 Select Credit Facilities Amendment | Alternate Base Rate | Maximum
Long-term debt and notes payable
Interest rate margin (as a percent)	1.75%
Term loan | 2017 Select Credit Facilities
Long-term debt and notes payable
Aggregate principal amount		$ 1,150,000,000
Term loan | 2017 Select Credit Facilities | Adjusted LIBO Rate floor
Long-term debt and notes payable
Interest rate margin (as a percent)		1.00%
Term loan | 2017 Select Credit Facilities | Adjusted LIBO
Long-term debt and notes payable
Interest rate margin (as a percent)		3.50%
Term loan | 2017 Select Credit Facilities | Alternate Base Rate floor
Long-term debt and notes payable
Interest rate margin (as a percent)		2.00%
Term loan | 2017 Select Credit Facilities | Alternate Base Rate
Long-term debt and notes payable
Interest rate margin (as a percent)		2.50%
Term loan | 2017 Select Credit Facilities Amendment | Adjusted LIBO | Minimum
Long-term debt and notes payable
Interest rate margin (as a percent)	2.50%
Term loan | 2017 Select Credit Facilities Amendment | Adjusted LIBO | Maximum
Long-term debt and notes payable
Interest rate margin (as a percent)	2.75%
Term loan | 2017 Select Credit Facilities Amendment | Alternate Base Rate | Minimum
Long-term debt and notes payable
Interest rate margin (as a percent)	1.50%
Term loan | 2017 Select Credit Facilities Amendment | Alternate Base Rate | Maximum
Long-term debt and notes payable
Interest rate margin (as a percent)	1.75%
Letter of credit | 2017 Select Credit Facilities
Long-term debt and notes payable
Current borrowing capacity		$ 75,000,000

Long-Term Debt and Notes Paya36

Long-Term Debt and Notes Payable - Concentra Credit Facilities (Details) - Credit facility - Concentra Inc - USD ($)	Feb. 01, 2018	Jun. 01, 2015
Revolving facility
Line of Credit Facility [Line Items]
Additional borrowing capacity	$ 25,000,000
Maximum borrowing capacity		$ 50,000,000
Debt instrument term (in years)		5 years
Term loan
Line of Credit Facility [Line Items]
Additional borrowing capacity	$ 555,000,000
Adjusted LIBO | Term loan
Line of Credit Facility [Line Items]
Interest rate margin (as a percent)	2.75%
Adjusted LIBO Rate floor | Term loan
Line of Credit Facility [Line Items]
Interest rate margin (as a percent)	1.00%
Alternate Base Rate | Term loan
Line of Credit Facility [Line Items]
Interest rate margin (as a percent)	1.75%
Alternate Base Rate floor | Term loan
Line of Credit Facility [Line Items]
Interest rate margin (as a percent)	2.00%
Concentra second lien term agreement
Line of Credit Facility [Line Items]
Percentage of net cash proceeds received from non-ordinary course asset sales or other dispositions, or as a result of a casualty or condemnation to be used for prepayment of debt	100.00%
Percentage of net proceeds received from the issuance of debt obligations other than certain permitted debt obligations to be used for prepayment of debt	100.00%
Voting capital stock of domestic subsidiaries pledged (as a percent)	65.00%
Non-voting capital stock of foreign subsidiaries pledged (as a percent)	100.00%
Concentra second lien term agreement | Term loan
Line of Credit Facility [Line Items]
Aggregate principal amount	$ 240,000,000
Concentra second lien term agreement | On or prior to February 1, 2019 | Term loan
Line of Credit Facility [Line Items]
Prepayment premium rate	2.00%
Concentra second lien term agreement | On or prior to February 1, 2020 | Term loan
Line of Credit Facility [Line Items]
Prepayment premium rate	1.00%
Concentra second lien term agreement | Adjusted LIBO | Term loan
Line of Credit Facility [Line Items]
Interest rate margin (as a percent)	6.50%
Concentra second lien term agreement | Adjusted LIBO Rate floor | Term loan
Line of Credit Facility [Line Items]
Interest rate margin (as a percent)	1.00%
Concentra second lien term agreement | Alternate Base Rate | Term loan
Line of Credit Facility [Line Items]
Interest rate margin (as a percent)	5.50%
Concentra second lien term agreement | Alternate Base Rate floor | Term loan
Line of Credit Facility [Line Items]
Interest rate margin (as a percent)	2.00%
Concentra second lien term agreement | Leverage ratio greater than 4.25 to 1.00
Line of Credit Facility [Line Items]
Percentage of excess cash flow to be used for prepayment of debt	50.00%
Leverage ratio of financial maintenance covenant	4.25
Concentra second lien term agreement | Less than or equal to 4.25 to 1.00 and greater than 3.75 to 1.00
Line of Credit Facility [Line Items]
Percentage of excess cash flow to be used for prepayment of debt	25.00%
Concentra second lien term agreement | Leverage ratio less than or equal to 3.75 to 1.00
Line of Credit Facility [Line Items]
Leverage ratio of financial maintenance covenant	3.75
Concentra second lien term agreement | Maximum | Less than or equal to 4.25 to 1.00 and greater than 3.75 to 1.00
Line of Credit Facility [Line Items]
Leverage ratio of financial maintenance covenant	4.25
Concentra second lien term agreement | Minimum | Less than or equal to 4.25 to 1.00 and greater than 3.75 to 1.00
Line of Credit Facility [Line Items]
Leverage ratio of financial maintenance covenant	3.75

Long-Term Debt and Notes Paya37

Long-Term Debt and Notes Payable - Loss on Early Retirement of Debt (Details) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017
Line of Credit Facility [Line Items]
Loss on early retirement of debt	$ 10,255	$ 19,719
Credit facility
Line of Credit Facility [Line Items]
Loss on early retirement of debt	10,300
Loss on early retirement of debt, write off deferred debt issuance cost	500
Loss on early retirement of debt, debt modification losses	$ 9,800

Long-Term Debt and Notes Paya38

Long-Term Debt and Notes Payable - Fair Value (Details)	Jun. 30, 2018
Select Excluding Concentra | Senior notes | 6.375% Senior Notes Due June 2021
Long-term debt and notes payable
Interest rate of debt (as a percent)	6.375%

Segment Information - Selected

Segment Information - Selected Financial Data (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017	Jun. 30, 2018	Jun. 30, 2017	Dec. 31, 2017
Segment information
Net operating revenues	$ 1,296,210	$ 1,102,465	$ 2,549,174	$ 2,193,982
Adjusted EBITDA	178,228	158,680	341,460	297,570
Total assets	5,964,800	5,054,211	5,964,800	5,054,211	$ 5,127,166
Purchases of property and equipment, net	42,031	54,649	81,648	105,302
Operating Segments | Critical Illness Recovery Hospital
Segment information
Net operating revenues	442,452	439,194	907,128	884,317
Adjusted EBITDA	60,725	75,043	133,697	147,380
Total assets	1,828,038	1,989,618	1,828,038	1,989,618
Purchases of property and equipment, net	12,849	9,771	23,321	20,714
Operating Segments | Rehabilitation Hospital
Segment information
Net operating revenues	173,769	151,378	348,543	296,203
Adjusted EBITDA	28,195	23,129	54,971	39,457
Total assets	867,175	665,999	867,175	665,999
Purchases of property and equipment, net	8,080	26,920	20,997	48,334
Operating Segments | Outpatient Rehabilitation
Segment information
Net operating revenues	267,183	254,984	524,564	505,355
Adjusted EBITDA	41,947	41,926	72,472	73,277
Total assets	979,678	982,811	979,678	982,811
Purchases of property and equipment, net	8,018	6,201	15,356	12,874
Operating Segments | Concentra
Segment information
Net operating revenues	412,823	256,887	768,939	507,476
Adjusted EBITDA	72,568	43,061	130,365	85,653
Total assets	2,174,931	1,310,483	2,174,931	1,310,483
Purchases of property and equipment, net	10,121	7,601	16,742	16,287
Other
Segment information
Net operating revenues	(17)	22	0	631
Adjusted EBITDA	(25,207)	(24,479)	(50,045)	(48,197)
Total assets	114,978	105,300	114,978	105,300
Purchases of property and equipment, net	$ 2,963	$ 4,156	$ 5,232	$ 7,093

Segment Information - Reconcili

Segment Information - Reconciliation of Adjusted EBITDA to Income Before Taxes (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017	Jun. 30, 2018	Jun. 30, 2017
Segment information
Adjusted EBITDA	$ 178,228	$ 158,680	$ 341,460	$ 297,570
Depreciation and amortization	(51,724)	(38,333)	(98,495)	(80,872)
Income (loss) from operations	120,561	115,663	229,159	207,428
Loss on early retirement of debt			(10,255)	(19,719)
Equity in earnings of unconsolidated subsidiaries	4,785	5,666	9,482	11,187
Non-operating gain (loss)	6,478	0	6,877	(49)
Interest expense	(50,159)	(37,655)	(97,322)	(78,508)
Income before income taxes	81,665	83,674	137,941	120,339
Operating Segments | Critical Illness Recovery Hospital
Segment information
Adjusted EBITDA	60,725	75,043	133,697	147,380
Depreciation and amortization	(11,952)	(10,917)	(23,010)	(23,959)
Stock compensation expense	0	0	0	0
U.S. HealthWorks acquisition costs	0		0
Income (loss) from operations	48,773	64,126	110,687	123,421
Operating Segments | Rehabilitation Hospital
Segment information
Adjusted EBITDA	28,195	23,129	54,971	39,457
Depreciation and amortization	(6,015)	(4,537)	(11,737)	(9,995)
Stock compensation expense	0	0	0	0
U.S. HealthWorks acquisition costs	0		0
Income (loss) from operations	22,180	18,592	43,234	29,462
Operating Segments | Outpatient Rehabilitation
Segment information
Adjusted EBITDA	41,947	41,926	72,472	73,277
Depreciation and amortization	(6,704)	(5,878)	(13,341)	(12,218)
Stock compensation expense	0	0	0	0
U.S. HealthWorks acquisition costs	0		0
Income (loss) from operations	35,243	36,048	59,131	61,059
Operating Segments | Concentra
Segment information
Adjusted EBITDA	72,568	43,061	130,365	85,653
Depreciation and amortization	(24,697)	(15,429)	(45,844)	(31,552)
Stock compensation expense	(1,138)	(264)	(1,349)	(570)
U.S. HealthWorks acquisition costs	41		(2,895)
Income (loss) from operations	46,774	27,368	80,277	53,531
Other
Segment information
Adjusted EBITDA	(25,207)	(24,479)	(50,045)	(48,197)
Depreciation and amortization	(2,356)	(1,572)	(4,563)	(3,148)
Stock compensation expense	(4,846)	(4,420)	(9,562)	(8,700)
U.S. HealthWorks acquisition costs	0		0
Income (loss) from operations	$ (32,409)	$ (30,471)	$ (64,170)	$ (60,045)

Revenue from Contracts with C41

Revenue from Contracts with Customers (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017	Jun. 30, 2018	Jun. 30, 2017
Critical Illness Recovery Hospital
Disaggregation of Revenue [Line Items]
Total net operating revenues	$ 442,452	$ 439,194	$ 907,128	$ 884,317
Critical Illness Recovery Hospital | Patient services revenue
Disaggregation of Revenue [Line Items]
Total net operating revenues	438,940	436,608	899,938	879,670
Critical Illness Recovery Hospital | Medicare
Disaggregation of Revenue [Line Items]
Total net operating revenues	225,857	228,733	466,849	465,170
Critical Illness Recovery Hospital | Non-Medicare
Disaggregation of Revenue [Line Items]
Total net operating revenues	213,083	207,875	433,089	414,500
Critical Illness Recovery Hospital | Other revenues
Disaggregation of Revenue [Line Items]
Total net operating revenues	3,512	2,586	7,190	4,647
Rehabilitation Hospital
Disaggregation of Revenue [Line Items]
Total net operating revenues	173,769	151,378	348,543	296,203
Rehabilitation Hospital | Patient services revenue
Disaggregation of Revenue [Line Items]
Total net operating revenues	135,441	113,523	270,184	218,270
Rehabilitation Hospital | Medicare
Disaggregation of Revenue [Line Items]
Total net operating revenues	73,054	62,089	145,895	119,593
Rehabilitation Hospital | Non-Medicare
Disaggregation of Revenue [Line Items]
Total net operating revenues	62,387	51,434	124,289	98,677
Rehabilitation Hospital | Other revenues
Disaggregation of Revenue [Line Items]
Total net operating revenues	38,328	37,855	78,359	77,933
Outpatient Rehabilitation
Disaggregation of Revenue [Line Items]
Total net operating revenues	267,183	254,984	524,564	505,355
Outpatient Rehabilitation | Patient services revenue
Disaggregation of Revenue [Line Items]
Total net operating revenues	236,086	227,128	463,176	447,629
Outpatient Rehabilitation | Medicare
Disaggregation of Revenue [Line Items]
Total net operating revenues	41,475	38,119	79,665	74,817
Outpatient Rehabilitation | Non-Medicare
Disaggregation of Revenue [Line Items]
Total net operating revenues	194,611	189,009	383,511	372,812
Outpatient Rehabilitation | Other revenues
Disaggregation of Revenue [Line Items]
Total net operating revenues	31,097	27,856	61,388	57,726
Concentra
Disaggregation of Revenue [Line Items]
Total net operating revenues	412,823	256,887	768,939	507,476
Concentra | Patient services revenue
Disaggregation of Revenue [Line Items]
Total net operating revenues	410,439	254,678	764,319	503,024
Concentra | Medicare
Disaggregation of Revenue [Line Items]
Total net operating revenues	517	571	1,145	1,116
Concentra | Non-Medicare
Disaggregation of Revenue [Line Items]
Total net operating revenues	409,922	254,107	763,174	501,908
Concentra | Other revenues
Disaggregation of Revenue [Line Items]
Total net operating revenues	$ 2,384	$ 2,209	$ 4,620	$ 4,452

Income Taxes (Details)

Income Taxes (Details)	3 Months Ended		6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017	Jun. 30, 2018	Jun. 30, 2017
Income Tax Disclosure [Abstract]
Federal income tax at statutory rate	21.00%	35.00%	21.00%	35.00%
State and local income taxes, less federal income tax benefit	4.60%	3.70%	4.60%	3.80%
Permanent differences	2.00%	1.20%	1.90%	1.10%
Valuation allowance	(0.70%)	0.60%	(0.20%)	0.10%
Uncertain tax positions	0.20%	0.20%	0.20%	0.20%
Non-controlling interest	(1.60%)	(1.70%)	(2.10%)	(1.90%)
Stock-based compensation	(0.60%)	(0.20%)	(2.50%)	(0.40%)
Other	0.90%	(0.10%)	1.30%	0.00%
Total effective income tax rate	25.80%	38.70%	24.20%	37.90%

Income per Common Share (Detail

Income per Common Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017	Jun. 30, 2018	Jun. 30, 2017
Numerator:
Net income attributable to Select Medical Holdings Corporation	$ 46,511	$ 42,055	$ 80,250	$ 57,925
Less: Earnings allocated to unvested restricted stockholders	1,517	1,341	2,630	1,849
Net income available to common stockholders	$ 44,994	$ 40,714	$ 77,620	$ 56,076
Denominator:
Weighted average shares—basic (in shares)	129,830	128,624	129,761	128,544
Effect of dilutive securities: Stock options (in shares)	94	153	110	159
Weighted average shares—diluted (in shares)	129,924	128,777	129,871	128,703
Income per common share
Basic income per common share: (in dollars per share)	$ 0.35	$ 0.32	$ 0.60	$ 0.44
Diluted income per common share: (in dollars per share)	$ 0.35	$ 0.32	$ 0.60	$ 0.44

Commitments and Contingencies -

Commitments and Contingencies - Litigation (Details) $ in Millions	Oct. 19, 2015hospital	Jul. 13, 2015hospital	Jun. 30, 2018USD ($)
Select, SSH-Knoxville, and SSH-North Knoxville
Commitments and Contingencies
Number of current or former employees named as defendants | hospital		10
Professional liability claims
Commitments and Contingencies
Self insurance retention limit			$ 35
Amended complaint | SSH-Evansville
Commitments and Contingencies
Number of case managers identified as plaintiff | hospital	2
Minimum | Joint Venture Operations | Professional liability claims
Commitments and Contingencies
Self insurance retention limit			5
Maximum | Joint Venture Operations | Professional liability claims
Commitments and Contingencies
Self insurance retention limit			$ 20

Condensed Consolidating Finan45

Condensed Consolidating Financial Information (Details)	Jun. 30, 2018
Senior notes | Select Medical Corporation
Condensed Consolidating Financial Information
Interest rate of debt (as a percent)	6.375%

Condensed Consolidating Finan46

Condensed Consolidating Financial Information - Condensed Consolidating Balance Sheet (Details) - USD ($) $ in Thousands	Jun. 30, 2018	Dec. 31, 2017	Jun. 30, 2017	Dec. 31, 2016
Current Assets:
Cash and cash equivalents	$ 141,029	$ 122,549	$ 73,799	$ 99,029
Accounts receivable	775,610	691,732
Prepaid income taxes	14,488	31,387
Other current assets	88,215	75,158
Total Current Assets	1,019,342	920,826
Property and equipment, net	965,844	912,591
Goodwill	3,314,606	2,782,812
Identifiable intangible assets, net	451,932	326,519
Other assets	213,076	184,418
Total Assets	5,964,800	5,127,166	5,054,211
Current Liabilities:
Overdrafts	23,292	29,463
Current portion of long-term debt and notes payable	24,479	22,187
Accounts payable	131,830	128,194
Accrued payroll	149,967	160,562
Accrued vacation	109,958	92,875
Accrued interest	13,293	19,885
Accrued other	170,067	143,166
Income taxes payable	4,425	9,071
Total Current Liabilities	627,311	605,403
Long-term debt, net of current portion	3,386,209	2,677,715
Non-current deferred tax liability	150,694	124,917
Other non-current liabilities	172,427	145,709
Total Liabilities	4,336,641	3,553,744
Redeemable non-controlling interests	616,232	640,818
Stockholders’ Equity:
Common stock	134	134
Capital in excess of par	474,812	463,499
Retained earnings (accumulated deficit)	420,525	359,735
Total Select Medical Holdings Corporation and Select Medical Corporation Stockholders’ Equity	895,471	823,368
Non-controlling interests	116,456	109,236
Total Equity	1,011,927	932,604
Total Liabilities and Equity	5,964,800	5,127,166
Consolidating and Eliminating Adjustments
Current Assets:
Cash and cash equivalents	0	0	0	0
Accounts receivable	0	0
Intercompany receivables	(1,753,169)	(1,658,919)
Prepaid income taxes	0	0
Other current assets	0	0
Total Current Assets	(1,753,169)	(1,658,919)
Property and equipment, net	0	0
Investment in affiliates	(4,699,146)	(4,648,489)
Goodwill	0	0
Identifiable intangible assets, net	0	0
Other assets	(9,598)	(9,989)
Total Assets	(6,461,913)	(6,317,397)
Current Liabilities:
Overdrafts	0	0
Current portion of long-term debt and notes payable	0	0
Accounts payable	0	0
Intercompany payables	(1,753,169)	(1,658,919)
Accrued payroll	0	0
Accrued vacation	0	0
Accrued interest	0	0
Accrued other	0	0
Income taxes payable	0	0
Total Current Liabilities	(1,753,169)	(1,658,919)
Long-term debt, net of current portion	0	0
Non-current deferred tax liability	(9,598)	(9,989)
Other non-current liabilities	0	0
Total Liabilities	(1,762,767)	(1,668,908)
Redeemable non-controlling interests	597,683	624,548
Stockholders’ Equity:
Common stock	0	0
Capital in excess of par	0	0
Retained earnings (accumulated deficit)	(1,454,279)	(1,445,541)
Subsidiary investment	(3,953,576)	(3,932,822)
Total Select Medical Holdings Corporation and Select Medical Corporation Stockholders’ Equity	(5,407,855)	(5,378,363)
Non-controlling interests	111,026	105,326
Total Equity	(5,296,829)	(5,273,037)
Total Liabilities and Equity	(6,461,913)	(6,317,397)
Select (Parent Company Only) | Reportable legal entities
Current Assets:
Cash and cash equivalents	15,074	73	72	11,071
Accounts receivable	0	0
Intercompany receivables	0	0
Prepaid income taxes	10,691	22,704
Other current assets	13,897	13,021
Total Current Assets	39,662	35,798
Property and equipment, net	37,157	39,836
Investment in affiliates	4,566,506	4,524,385
Goodwill	0	0
Identifiable intangible assets, net	3	0
Other assets	35,011	36,494
Total Assets	4,678,339	4,636,513
Current Liabilities:
Overdrafts	23,292	29,463
Current portion of long-term debt and notes payable	17,390	16,635
Accounts payable	9,929	12,504
Intercompany payables	1,672,980	1,598,212
Accrued payroll	8,649	16,736
Accrued vacation	4,551	4,083
Accrued interest	6,926	17,479
Accrued other	39,928	39,219
Income taxes payable	2,387	0
Total Current Liabilities	1,786,032	1,734,331
Long-term debt, net of current portion	1,958,529	2,042,555
Non-current deferred tax liability	0	0
Other non-current liabilities	38,307	36,259
Total Liabilities	3,782,868	3,813,145
Redeemable non-controlling interests	0	0
Stockholders’ Equity:
Common stock	0	0
Capital in excess of par	959,173	947,370
Retained earnings (accumulated deficit)	(63,702)	(124,002)
Subsidiary investment	0	0
Total Select Medical Holdings Corporation and Select Medical Corporation Stockholders’ Equity	895,471	823,368
Non-controlling interests	0	0
Total Equity	895,471	823,368
Total Liabilities and Equity	4,678,339	4,636,513
Subsidiary Guarantors | Reportable legal entities
Current Assets:
Cash and cash equivalents	6,360	4,856	5,533	6,467
Accounts receivable	439,614	449,493
Intercompany receivables	1,672,980	1,598,212
Prepaid income taxes	0	5,703
Other current assets	28,254	30,209
Total Current Assets	2,147,208	2,088,473
Property and equipment, net	616,853	623,085
Investment in affiliates	132,640	124,104
Goodwill	2,105,717	2,108,270
Identifiable intangible assets, net	103,119	104,067
Other assets	119,499	98,575
Total Assets	5,225,036	5,146,574
Current Liabilities:
Overdrafts	0	0
Current portion of long-term debt and notes payable	527	740
Accounts payable	71,355	85,489
Intercompany payables	80,189	60,707
Accrued payroll	89,842	98,887
Accrued vacation	61,895	58,355
Accrued interest	11	7
Accrued other	64,563	57,378
Income taxes payable	0	1,302
Total Current Liabilities	368,382	362,865
Long-term debt, net of current portion	90	127
Non-current deferred tax liability	89,230	88,376
Other non-current liabilities	63,983	56,721
Total Liabilities	521,685	508,089
Redeemable non-controlling interests	0	0
Stockholders’ Equity:
Common stock	0	0
Capital in excess of par	0	0
Retained earnings (accumulated deficit)	1,478,075	1,416,857
Subsidiary investment	3,225,276	3,221,628
Total Select Medical Holdings Corporation and Select Medical Corporation Stockholders’ Equity	4,703,351	4,638,485
Non-controlling interests	0	0
Total Equity	4,703,351	4,638,485
Total Liabilities and Equity	5,225,036	5,146,574
Non-Guarantor Subsidiaries | Reportable legal entities
Current Assets:
Cash and cash equivalents	4,396	4,561	4,946	5,056
Accounts receivable	129,585	122,728
Intercompany receivables	80,189	60,707
Prepaid income taxes	0	31
Other current assets	10,075	13,031
Total Current Assets	224,245	201,058
Property and equipment, net	84,834	79,013
Investment in affiliates	0	0
Goodwill	0	0
Identifiable intangible assets, net	4,968	5,046
Other assets	34,360	35,440
Total Assets	348,407	320,557
Current Liabilities:
Overdrafts	0	0
Current portion of long-term debt and notes payable	967	2,212
Accounts payable	18,508	17,475
Intercompany payables	0	0
Accrued payroll	3,650	4,819
Accrued vacation	14,091	12,295
Accrued interest	20	6
Accrued other	15,172	12,599
Income taxes payable	0	30
Total Current Liabilities	52,408	49,436
Long-term debt, net of current portion	33,417	24,730
Non-current deferred tax liability	820	780
Other non-current liabilities	9,482	8,138
Total Liabilities	96,127	83,084
Redeemable non-controlling interests	0	0
Stockholders’ Equity:
Common stock	0	0
Capital in excess of par	0	0
Retained earnings (accumulated deficit)	(20,267)	(35,942)
Subsidiary investment	272,547	273,415
Total Select Medical Holdings Corporation and Select Medical Corporation Stockholders’ Equity	252,280	237,473
Non-controlling interests	0	0
Total Equity	252,280	237,473
Total Liabilities and Equity	348,407	320,557
Non-Guarantor Concentra | Reportable legal entities
Current Assets:
Cash and cash equivalents	115,199	113,059	63,248	76,435
Accounts receivable	206,411	119,511
Intercompany receivables	0	0
Prepaid income taxes	3,797	2,949
Other current assets	35,989	18,897
Total Current Assets	361,396	254,416
Property and equipment, net	227,000	170,657
Investment in affiliates	0	0
Goodwill	1,208,889	674,542
Identifiable intangible assets, net	343,842	217,406
Other assets	33,804	23,898
Total Assets	2,174,931	1,340,919
Current Liabilities:
Overdrafts	0	0
Current portion of long-term debt and notes payable	5,595	2,600
Accounts payable	32,038	12,726
Intercompany payables	0	0
Accrued payroll	47,826	40,120
Accrued vacation	29,421	18,142
Accrued interest	6,336	2,393
Accrued other	50,404	33,970
Income taxes payable	2,038	7,739
Total Current Liabilities	173,658	117,690
Long-term debt, net of current portion	1,394,173	610,303
Non-current deferred tax liability	70,242	45,750
Other non-current liabilities	60,655	44,591
Total Liabilities	1,698,728	818,334
Redeemable non-controlling interests	18,549	16,270
Stockholders’ Equity:
Common stock	0	0
Capital in excess of par	0	0
Retained earnings (accumulated deficit)	(3,529)	64,626
Subsidiary investment	455,753	437,779
Total Select Medical Holdings Corporation and Select Medical Corporation Stockholders’ Equity	452,224	502,405
Non-controlling interests	5,430	3,910
Total Equity	457,654	506,315
Total Liabilities and Equity	2,174,931	1,340,919
Select Medical Corporation
Current Assets:
Cash and cash equivalents	141,029	122,549	$ 73,799	$ 99,029
Accounts receivable	775,610	691,732
Intercompany receivables	0	0
Prepaid income taxes	14,488	31,387
Other current assets	88,215	75,158
Total Current Assets	1,019,342	920,826
Property and equipment, net	965,844	912,591
Investment in affiliates	0	0
Goodwill	3,314,606	2,782,812
Identifiable intangible assets, net	451,932	326,519
Other assets	213,076	184,418
Total Assets	5,964,800	5,127,166
Current Liabilities:
Overdrafts	23,292	29,463
Current portion of long-term debt and notes payable	24,479	22,187
Accounts payable	131,830	128,194
Intercompany payables	0	0
Accrued payroll	149,967	160,562
Accrued vacation	109,958	92,875
Accrued interest	13,293	19,885
Accrued other	170,067	143,166
Income taxes payable	4,425	9,071
Total Current Liabilities	627,311	605,403
Long-term debt, net of current portion	3,386,209	2,677,715
Non-current deferred tax liability	150,694	124,917
Other non-current liabilities	172,427	145,709
Total Liabilities	4,336,641	3,553,744
Redeemable non-controlling interests	616,232	640,818
Stockholders’ Equity:
Common stock	0	0
Capital in excess of par	959,173	947,370
Retained earnings (accumulated deficit)	(63,702)	(124,002)
Subsidiary investment	0	0
Total Select Medical Holdings Corporation and Select Medical Corporation Stockholders’ Equity	895,471	823,368
Non-controlling interests	116,456	109,236
Total Equity	1,011,927	932,604
Total Liabilities and Equity	$ 5,964,800	$ 5,127,166

Condensed Consolidating Finan47

Condensed Consolidating Financial Information - Condensed Consolidating Statement of Operations (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017	Jun. 30, 2018	Jun. 30, 2017
Condensed Financial Statements, Captions [Line Items]
Net operating revenues	$ 1,296,210	$ 1,102,465	$ 2,549,174	$ 2,193,982
Costs and expenses:
Cost of services	1,094,731	920,194	2,160,544	1,849,332
General and administrative	29,194	28,275	60,976	56,350
Depreciation and amortization	51,724	38,333	98,495	80,872
Total costs and expenses	1,175,649	986,802	2,320,015	1,986,554
Income (loss) from operations	120,561	115,663	229,159	207,428
Other income and expense:
Loss on early retirement of debt			(10,255)	(19,719)
Equity in earnings of unconsolidated subsidiaries	4,785	5,666	9,482	11,187
Non-operating gain (loss)	6,478	0	6,877	(49)
Interest income (expense)	(50,159)	(37,655)	(97,322)	(78,508)
Income before income taxes	81,665	83,674	137,941	120,339
Income tax expense (benefit)	21,106	32,374	33,400	45,576
Net income	60,559	51,300	104,541	74,763
Less: Net income (loss) attributable to non-controlling interests	14,048	9,245	24,291	16,838
Net income attributable to Select Medical Holdings Corporation and Select Medical Corporation	46,511	42,055	80,250	57,925
Consolidating and Eliminating Adjustments
Condensed Financial Statements, Captions [Line Items]
Net operating revenues	0	0	0	0
Costs and expenses:
Cost of services	0	0	0	0
General and administrative	0	0	0	0
Depreciation and amortization	0	0	0	0
Total costs and expenses	0	0	0	0
Income (loss) from operations	0	0	0	0
Other income and expense:
Intercompany interest and royalty fees	0	0	0	0
Intercompany management fees	0	0	0	0
Loss on early retirement of debt			0	0
Equity in earnings of unconsolidated subsidiaries	0	0	0	0
Non-operating gain (loss)	0		0	0
Interest income (expense)	0	0	0	0
Income before income taxes	0	0	0	0
Income tax expense (benefit)	0	0	0	0
Equity in earnings of consolidated subsidiaries	(51,350)	(32,723)	(90,058)	(66,524)
Net income	(51,350)	(32,723)	(90,058)	(66,524)
Less: Net income (loss) attributable to non-controlling interests	0	0	0	0
Net income attributable to Select Medical Holdings Corporation and Select Medical Corporation	(51,350)	(32,723)	(90,058)	(66,524)
Select (Parent Company Only) | Reportable legal entities
Condensed Financial Statements, Captions [Line Items]
Net operating revenues	(17)	23	0	631
Costs and expenses:
Cost of services	799	644	1,525	1,176
General and administrative	29,208	28,227	58,015	56,263
Depreciation and amortization	2,355	1,573	4,562	3,148
Total costs and expenses	32,362	30,444	64,102	60,587
Income (loss) from operations	(32,379)	(30,421)	(64,102)	(59,956)
Other income and expense:
Intercompany interest and royalty fees	7,553	8,195	15,672	16,895
Intercompany management fees	55,416	63,504	116,148	125,202
Loss on early retirement of debt			(2,229)	(19,719)
Equity in earnings of unconsolidated subsidiaries	0	0	0	0
Non-operating gain (loss)	1,654		1,654	0
Interest income (expense)	(29,412)	(30,081)	(60,483)	(63,485)
Income before income taxes	2,832	11,197	6,660	(1,063)
Income tax expense (benefit)	831	(2,324)	1,345	(2,198)
Equity in earnings of consolidated subsidiaries	44,510	28,534	74,935	56,790
Net income	46,511	42,055	80,250	57,925
Less: Net income (loss) attributable to non-controlling interests	0	0	0	0
Net income attributable to Select Medical Holdings Corporation and Select Medical Corporation	46,511	42,055	80,250	57,925
Subsidiary Guarantors | Reportable legal entities
Condensed Financial Statements, Captions [Line Items]
Net operating revenues	690,766	681,564	1,397,178	1,364,617
Costs and expenses:
Cost of services	589,707	564,781	1,197,733	1,150,810
General and administrative	27	48	66	87
Depreciation and amortization	20,535	18,182	39,982	39,553
Total costs and expenses	610,269	583,011	1,237,781	1,190,450
Income (loss) from operations	80,497	98,553	159,397	174,167
Other income and expense:
Intercompany interest and royalty fees	(3,629)	(4,735)	(7,924)	(9,701)
Intercompany management fees	(43,931)	(53,414)	(93,471)	(106,011)
Loss on early retirement of debt			0	0
Equity in earnings of unconsolidated subsidiaries	4,776	5,646	9,460	11,139
Non-operating gain (loss)	4,824		5,223	(49)
Interest income (expense)	188	(49)	121	(1)
Income before income taxes	42,725	46,001	72,806	69,544
Income tax expense (benefit)	14,254	27,473	26,189	33,573
Equity in earnings of consolidated subsidiaries	6,840	4,189	15,123	9,734
Net income	35,311	22,717	61,740	45,705
Less: Net income (loss) attributable to non-controlling interests	12	(39)	97	(3)
Net income attributable to Select Medical Holdings Corporation and Select Medical Corporation	35,299	22,756	61,643	45,708
Non-Guarantor Subsidiaries | Reportable legal entities
Condensed Financial Statements, Captions [Line Items]
Net operating revenues	192,638	163,991	383,057	321,258
Costs and expenses:
Cost of services	162,832	140,679	321,363	274,953
General and administrative	0	0	0	0
Depreciation and amortization	4,137	3,149	8,107	6,619
Total costs and expenses	166,969	143,828	329,470	281,572
Income (loss) from operations	25,669	20,163	53,587	39,686
Other income and expense:
Intercompany interest and royalty fees	(3,609)	(3,460)	(7,240)	(7,194)
Intercompany management fees	(11,485)	(10,090)	(22,677)	(19,191)
Loss on early retirement of debt			0	0
Equity in earnings of unconsolidated subsidiaries	9	20	22	48
Non-operating gain (loss)	0		0	0
Interest income (expense)	(186)	(87)	(337)	(85)
Income before income taxes	10,398	6,546	23,355	13,264
Income tax expense (benefit)	145	143	238	283
Equity in earnings of consolidated subsidiaries	0	0	0	0
Net income	10,253	6,403	23,117	12,981
Less: Net income (loss) attributable to non-controlling interests	3,413	2,214	7,994	3,247
Net income attributable to Select Medical Holdings Corporation and Select Medical Corporation	6,840	4,189	15,123	9,734
Non-Guarantor Concentra | Reportable legal entities
Condensed Financial Statements, Captions [Line Items]
Net operating revenues	412,823	256,887	768,939	507,476
Costs and expenses:
Cost of services	341,393	214,090	639,923	422,393
General and administrative	(41)	0	2,895	0
Depreciation and amortization	24,697	15,429	45,844	31,552
Total costs and expenses	366,049	229,519	688,662	453,945
Income (loss) from operations	46,774	27,368	80,277	53,531
Other income and expense:
Intercompany interest and royalty fees	(315)	0	(508)	0
Intercompany management fees	0	0	0	0
Loss on early retirement of debt			(8,026)	0
Equity in earnings of unconsolidated subsidiaries	0	0	0	0
Non-operating gain (loss)	0		0	0
Interest income (expense)	(20,749)	(7,438)	(36,623)	(14,937)
Income before income taxes	25,710	19,930	35,120	38,594
Income tax expense (benefit)	5,876	7,082	5,628	13,918
Equity in earnings of consolidated subsidiaries	0	0	0	0
Net income	19,834	12,848	29,492	24,676
Less: Net income (loss) attributable to non-controlling interests	10,623	7,070	16,200	13,594
Net income attributable to Select Medical Holdings Corporation and Select Medical Corporation	9,211	5,778	13,292	11,082
Select Medical Corporation
Condensed Financial Statements, Captions [Line Items]
Net operating revenues	1,296,210	1,102,465	2,549,174	2,193,982
Costs and expenses:
Cost of services	1,094,731	920,194	2,160,544	1,849,332
General and administrative	29,194	28,275	60,976	56,350
Depreciation and amortization	51,724	38,333	98,495	80,872
Total costs and expenses	1,175,649	986,802	2,320,015	1,986,554
Income (loss) from operations	120,561	115,663	229,159	207,428
Other income and expense:
Intercompany interest and royalty fees	0	0	0	0
Intercompany management fees	0	0	0	0
Loss on early retirement of debt			(10,255)	(19,719)
Equity in earnings of unconsolidated subsidiaries	4,785	5,666	9,482	11,187
Non-operating gain (loss)	6,478	0	6,877	(49)
Interest income (expense)	(50,159)	(37,655)	(97,322)	(78,508)
Income before income taxes	81,665	83,674	137,941	120,339
Income tax expense (benefit)	21,106	32,374	33,400	45,576
Equity in earnings of consolidated subsidiaries	0	0	0	0
Net income	60,559	51,300	104,541	74,763
Less: Net income (loss) attributable to non-controlling interests	14,048	9,245	24,291	16,838
Net income attributable to Select Medical Holdings Corporation and Select Medical Corporation	$ 46,511	$ 42,055	$ 80,250	$ 57,925

Condensed Consolidating Finan48

Condensed Consolidating Financial Information - Condensed Consolidating Statement of Cash Flows (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017	Jun. 30, 2018	Jun. 30, 2017
Operating activities
Net income	$ 60,559	$ 51,300	$ 104,541	$ 74,763
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
Distributions from unconsolidated subsidiaries			7,830	10,933
Depreciation and amortization	51,724	38,333	98,495	80,872
Provision for bad debts		(36)	102	745
Equity in earnings of unconsolidated subsidiaries	(4,785)	(5,666)	(9,482)	(11,187)
Loss on extinguishment of debt			484	6,527
Gain on sale of assets and businesses			(6,980)	(9,523)
Stock compensation expense			10,911	9,270
Amortization of debt discount, premium and issuance costs			6,486	5,974
Deferred income taxes			(1,691)	(1,474)
Changes in operating assets and liabilities, net of effects of business combinations:
Accounts receivable			(5,774)	(140,949)
Other current assets			(3,011)	(5,557)
Other assets			6,684	4,621
Accounts payable			(5,462)	759
Accrued expenses			1,207	(4,833)
Income taxes			12,610	19,399
Net cash provided by (used in) operating activities			216,950	40,340
Investing activities
Business combinations, net of cash acquired			(517,704)	(18,508)
Purchases of property and equipment	(42,031)	(54,649)	(81,648)	(105,302)
Investment in businesses			(3,291)	(9,874)
Proceeds from sale of assets and businesses			6,672	34,552
Net cash provided by (used in) investing activities			(595,971)	(99,132)
Financing activities
Borrowings on revolving facilities			265,000	630,000
Payments on revolving facilities			(345,000)	(550,000)
Proceeds from term loans (financing costs)			779,904	1,139,487
Payments on term loans			(5,750)	(1,173,692)
Revolving facility debt issuance costs			(1,333)	(4,392)
Borrowings of other debt			19,928	9,444
Principal payments on other debt			(11,521)	(10,437)
Dividends paid to Holdings			0	0
Equity investment by Holdings			0	0
Decrease in overdrafts			(6,171)	(5,228)
Proceeds from issuance of non-controlling interests			2,926	3,553
Distributions to non-controlling interests			(301,213)	(5,536)
Net cash provided by (used in) financing activities			397,501	33,562
Net increase (decrease) in cash and cash equivalents			18,480	(25,230)
Cash and cash equivalents at beginning of period			122,549	99,029
Cash and cash equivalents at end of period	141,029	73,799	141,029	73,799
Consolidating and Eliminating Adjustments
Operating activities
Net income	(51,350)	(32,723)	(90,058)	(66,524)
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
Distributions from unconsolidated subsidiaries			0	0
Depreciation and amortization	0	0	0	0
Provision for bad debts			0	0
Equity in earnings of unconsolidated subsidiaries	0	0	0	0
Equity in earnings of consolidated subsidiaries	51,350	32,723	90,058	66,524
Loss on extinguishment of debt			0	0
Gain on sale of assets and businesses			0	0
Stock compensation expense			0	0
Amortization of debt discount, premium and issuance costs			0	0
Deferred income taxes			0	0
Changes in operating assets and liabilities, net of effects of business combinations:
Accounts receivable			0	0
Other current assets			0	0
Other assets			0	0
Accounts payable			0	0
Accrued expenses			0	0
Income taxes			0	0
Net cash provided by (used in) operating activities			0	0
Investing activities
Business combinations, net of cash acquired			0	0
Purchases of property and equipment			0	0
Investment in businesses			0	0
Proceeds from sale of assets and businesses			0	0
Net cash provided by (used in) investing activities			0	0
Financing activities
Borrowings on revolving facilities			0	0
Payments on revolving facilities			0	0
Proceeds from term loans (financing costs)			0	0
Payments on term loans			0	0
Revolving facility debt issuance costs			0	0
Borrowings of other debt			0	0
Principal payments on other debt			0	0
Dividends paid to Holdings			0	0
Equity investment by Holdings			0	0
Intercompany			0	0
Decrease in overdrafts			0	0
Proceeds from issuance of non-controlling interests			0	0
Distributions to non-controlling interests			0	0
Net cash provided by (used in) financing activities			0	0
Net increase (decrease) in cash and cash equivalents			0	0
Cash and cash equivalents at beginning of period			0	0
Cash and cash equivalents at end of period	0	0	0	0
Select (Parent Company Only) | Reportable legal entities
Operating activities
Net income	46,511	42,055	80,250	57,925
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
Distributions from unconsolidated subsidiaries			0	0
Depreciation and amortization	2,355	1,573	4,562	3,148
Provision for bad debts			0	0
Equity in earnings of unconsolidated subsidiaries	0	0	0	0
Equity in earnings of consolidated subsidiaries	(44,510)	(28,534)	(74,935)	(56,790)
Loss on extinguishment of debt			115	6,527
Gain on sale of assets and businesses			(1,642)	(8)
Stock compensation expense			9,562	8,700
Amortization of debt discount, premium and issuance costs			3,553	4,342
Deferred income taxes			664	5,987
Changes in operating assets and liabilities, net of effects of business combinations:
Accounts receivable			0	0
Other current assets			(876)	(5,631)
Other assets			945	3,184
Accounts payable			(1,470)	(413)
Accrued expenses			(15,020)	(5,618)
Income taxes			14,757	9,366
Net cash provided by (used in) operating activities			20,465	30,719
Investing activities
Business combinations, net of cash acquired			0	0
Purchases of property and equipment			(5,232)	(7,093)
Investment in businesses			0	0
Proceeds from sale of assets and businesses			1,655	8
Net cash provided by (used in) investing activities			(3,577)	(7,085)
Financing activities
Borrowings on revolving facilities			265,000	630,000
Payments on revolving facilities			(345,000)	(550,000)
Proceeds from term loans (financing costs)			(11)	1,139,487
Payments on term loans			(5,750)	(1,150,627)
Revolving facility debt issuance costs			(837)	(4,392)
Borrowings of other debt			5,549	6,572
Principal payments on other debt			(5,987)	(7,353)
Dividends paid to Holdings			(889)	(600)
Equity investment by Holdings			1,620	963
Intercompany			90,589	(93,455)
Decrease in overdrafts			(6,171)	(5,228)
Proceeds from issuance of non-controlling interests			0	0
Distributions to non-controlling interests			0	0
Net cash provided by (used in) financing activities			(1,887)	(34,633)
Net increase (decrease) in cash and cash equivalents			15,001	(10,999)
Cash and cash equivalents at beginning of period			73	11,071
Cash and cash equivalents at end of period	15,074	72	15,074	72
Subsidiary Guarantors | Reportable legal entities
Operating activities
Net income	35,311	22,717	61,740	45,705
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
Distributions from unconsolidated subsidiaries			7,800	10,902
Depreciation and amortization	20,535	18,182	39,982	39,553
Provision for bad debts			41	715
Equity in earnings of unconsolidated subsidiaries	(4,776)	(5,646)	(9,460)	(11,139)
Equity in earnings of consolidated subsidiaries	(6,840)	(4,189)	(15,123)	(9,734)
Loss on extinguishment of debt			0	0
Gain on sale of assets and businesses			(5,338)	(4,828)
Stock compensation expense			0	0
Amortization of debt discount, premium and issuance costs			0	0
Deferred income taxes			1,056	0
Changes in operating assets and liabilities, net of effects of business combinations:
Accounts receivable			9,838	(104,767)
Other current assets			1,927	6,047
Other assets			(9,261)	(16,925)
Accounts payable			(7,516)	(1,697)
Accrued expenses			14,589	(4,507)
Income taxes			4,401	0
Net cash provided by (used in) operating activities			94,676	(50,675)
Investing activities
Business combinations, net of cash acquired			(2,666)	(2,305)
Purchases of property and equipment			(44,865)	(72,005)
Investment in businesses			(3,286)	(9,874)
Proceeds from sale of assets and businesses			5,017	15,007
Net cash provided by (used in) investing activities			(45,800)	(69,177)
Financing activities
Borrowings on revolving facilities			0	0
Payments on revolving facilities			0	0
Proceeds from term loans (financing costs)			0	0
Payments on term loans			0	0
Revolving facility debt issuance costs			0	0
Borrowings of other debt			0	0
Principal payments on other debt			(261)	(204)
Dividends paid to Holdings			0	0
Equity investment by Holdings			0	0
Intercompany			(45,661)	119,128
Decrease in overdrafts			0	0
Proceeds from issuance of non-controlling interests			0	0
Distributions to non-controlling interests			(1,450)	(6)
Net cash provided by (used in) financing activities			(47,372)	118,918
Net increase (decrease) in cash and cash equivalents			1,504	(934)
Cash and cash equivalents at beginning of period			4,856	6,467
Cash and cash equivalents at end of period	6,360	5,533	6,360	5,533
Non-Guarantor Subsidiaries | Reportable legal entities
Operating activities
Net income	10,253	6,403	23,117	12,981
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
Distributions from unconsolidated subsidiaries			30	31
Depreciation and amortization	4,137	3,149	8,107	6,619
Provision for bad debts			0	0
Equity in earnings of unconsolidated subsidiaries	(9)	(20)	(22)	(48)
Equity in earnings of consolidated subsidiaries	0	0	0	0
Loss on extinguishment of debt			0	0
Gain on sale of assets and businesses			0	(4,687)
Stock compensation expense			0	0
Amortization of debt discount, premium and issuance costs			0	0
Deferred income taxes			40	0
Changes in operating assets and liabilities, net of effects of business combinations:
Accounts receivable			(6,857)	(22,291)
Other current assets			2,956	(3,112)
Other assets			1,110	17,426
Accounts payable			1,864	137
Accrued expenses			4,914	8,394
Income taxes			1	0
Net cash provided by (used in) operating activities			35,260	15,450
Investing activities
Business combinations, net of cash acquired			(22)	0
Purchases of property and equipment			(14,809)	(9,917)
Investment in businesses			0	0
Proceeds from sale of assets and businesses			0	19,537
Net cash provided by (used in) investing activities			(14,831)	9,620
Financing activities
Borrowings on revolving facilities			0	0
Payments on revolving facilities			0	0
Proceeds from term loans (financing costs)			0	0
Payments on term loans			0	0
Revolving facility debt issuance costs			0	0
Borrowings of other debt			9,820	105
Principal payments on other debt			(2,400)	(1,183)
Dividends paid to Holdings			0	0
Equity investment by Holdings			0	0
Intercompany			(27,290)	(25,673)
Decrease in overdrafts			0	0
Proceeds from issuance of non-controlling interests			957	3,553
Distributions to non-controlling interests			(1,681)	(1,982)
Net cash provided by (used in) financing activities			(20,594)	(25,180)
Net increase (decrease) in cash and cash equivalents			(165)	(110)
Cash and cash equivalents at beginning of period			4,561	5,056
Cash and cash equivalents at end of period	4,396	4,946	4,396	4,946
Non-Guarantor Concentra | Reportable legal entities
Operating activities
Net income	19,834	12,848	29,492	24,676
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
Distributions from unconsolidated subsidiaries			0	0
Depreciation and amortization	24,697	15,429	45,844	31,552
Provision for bad debts			61	30
Equity in earnings of unconsolidated subsidiaries	0	0	0	0
Equity in earnings of consolidated subsidiaries	0	0	0	0
Loss on extinguishment of debt			369	0
Gain on sale of assets and businesses			0	0
Stock compensation expense			1,349	570
Amortization of debt discount, premium and issuance costs			2,933	1,632
Deferred income taxes			(3,451)	(7,461)
Changes in operating assets and liabilities, net of effects of business combinations:
Accounts receivable			(8,755)	(13,891)
Other current assets			(7,018)	(2,861)
Other assets			13,890	936
Accounts payable			1,660	2,732
Accrued expenses			(3,276)	(3,102)
Income taxes			(6,549)	10,033
Net cash provided by (used in) operating activities			66,549	44,846
Investing activities
Business combinations, net of cash acquired			(515,016)	(16,203)
Purchases of property and equipment			(16,742)	(16,287)
Investment in businesses			(5)	0
Proceeds from sale of assets and businesses			0	0
Net cash provided by (used in) investing activities			(531,763)	(32,490)
Financing activities
Borrowings on revolving facilities			0	0
Payments on revolving facilities			0	0
Proceeds from term loans (financing costs)			779,915	0
Payments on term loans			0	(23,065)
Revolving facility debt issuance costs			(496)	0
Borrowings of other debt			4,559	2,767
Principal payments on other debt			(2,873)	(1,697)
Dividends paid to Holdings			0	0
Equity investment by Holdings			0	0
Intercompany			(17,638)	0
Decrease in overdrafts			0	0
Proceeds from issuance of non-controlling interests			1,969	0
Distributions to non-controlling interests			(298,082)	(3,548)
Net cash provided by (used in) financing activities			467,354	(25,543)
Net increase (decrease) in cash and cash equivalents			2,140	(13,187)
Cash and cash equivalents at beginning of period			113,059	76,435
Cash and cash equivalents at end of period	115,199	63,248	115,199	63,248
Select Medical Corporation
Operating activities
Net income	60,559	51,300	104,541	74,763
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
Distributions from unconsolidated subsidiaries			7,830	10,933
Depreciation and amortization	51,724	38,333	98,495	80,872
Provision for bad debts			102	745
Equity in earnings of unconsolidated subsidiaries	(4,785)	(5,666)	(9,482)	(11,187)
Equity in earnings of consolidated subsidiaries	0	0	0	0
Loss on extinguishment of debt			484	6,527
Gain on sale of assets and businesses			(6,980)	(9,523)
Stock compensation expense			10,911	9,270
Amortization of debt discount, premium and issuance costs			6,486	5,974
Deferred income taxes			(1,691)	(1,474)
Changes in operating assets and liabilities, net of effects of business combinations:
Accounts receivable			(5,774)	(140,949)
Other current assets			(3,011)	(5,557)
Other assets			6,684	4,621
Accounts payable			(5,462)	759
Accrued expenses			1,207	(4,833)
Income taxes			12,610	19,399
Net cash provided by (used in) operating activities			216,950	40,340
Investing activities
Business combinations, net of cash acquired			(517,704)	(18,508)
Purchases of property and equipment			(81,648)	(105,302)
Investment in businesses			(3,291)	(9,874)
Proceeds from sale of assets and businesses			6,672	34,552
Net cash provided by (used in) investing activities			(595,971)	(99,132)
Financing activities
Borrowings on revolving facilities			265,000	630,000
Payments on revolving facilities			(345,000)	(550,000)
Proceeds from term loans (financing costs)			779,904	1,139,487
Payments on term loans			(5,750)	(1,173,692)
Revolving facility debt issuance costs			(1,333)	(4,392)
Borrowings of other debt			19,928	9,444
Principal payments on other debt			(11,521)	(10,437)
Dividends paid to Holdings			(889)	(600)
Equity investment by Holdings			1,620	963
Intercompany			0	0
Decrease in overdrafts			(6,171)	(5,228)
Proceeds from issuance of non-controlling interests			2,926	3,553
Distributions to non-controlling interests			(301,213)	(5,536)
Net cash provided by (used in) financing activities			397,501	33,562
Net increase (decrease) in cash and cash equivalents			18,480	(25,230)
Cash and cash equivalents at beginning of period			122,549	99,029
Cash and cash equivalents at end of period	$ 141,029	$ 73,799	$ 141,029	$ 73,799