Genesis Healthcare (GENN) 10-Q 9 Aug 19 2019 Q2 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	6 Months Ended
	Jun. 30, 2019	Aug. 08, 2019
Document and Entity Information [Line Items]
Document Type	10-Q
Document Period End Date	Jun. 30, 2019
Entity Registrant Name	Genesis Healthcare, Inc.
Entity Current Reporting Status	Yes
Entity Filer Category	Accelerated Filer
Entity Interactive Data Current	Yes
Entity Small Business	true
Entity Emerging Growth Company	false
Entity Shell Company	false
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2019
Document Fiscal Period Focus	Q2
Entity Central Index Key	0001351051
Amendment Flag	false
Class A Common Stock
Document and Entity Information [Line Items]
Entity Common Stock, Shares Outstanding		107,413,398
Class B Common Stock
Document and Entity Information [Line Items]
Entity Common Stock, Shares Outstanding		744,396
Class C Common Stock
Document and Entity Information [Line Items]
Entity Common Stock, Shares Outstanding		56,620,453

Consolidated Balance Sheets

Consolidated Balance Sheets - USD ($) $ in Thousands	Jun. 30, 2019	Dec. 31, 2018
Current assets:
Cash and cash equivalents	$ 11,857	$ 20,865
Restricted cash and equivalents	32,600	73,762
Restricted investments in marketable securities	35,950	35,631
Accounts receivable	558,907	622,717
Prepaid expenses	67,038	82,747
Other current assets	33,702	36,528
Assets held for sale	6,574	3,375
Total current assets	746,628	875,625
Property and equipment, net of accumulated depreciation of $438,610 and $976,802 at June 30, 2019 and December 31, 2018, respectively	673,911	2,887,554
Finance lease right-of-use assets, net of accumulated amortization of $65,889 at June 30, 2019	516,537
Operating lease right-of-use assets	2,200,252
Restricted cash and equivalents	52,334	47,649
Restricted investments in marketable securities	108,500	100,522
Other long-term assets	119,479	125,595
Deferred income taxes	5,482	5,867
Identifiable intangible assets, net of accumulated amortization of $70,992 and $99,160 at June 30, 2019 and December 31, 2018, respectively	92,397	119,082
Goodwill	85,642	85,642
Assets held for sale	41,418	16,087
Total assets	4,642,580	4,263,623
Current liabilities:
Current installments of long-term debt	108,639	122,531
Current installments of finance lease obligations	2,678
Current installments of finance lease obligations under Topic 840		2,171
Current installments of operating lease obligations	110,156
Current installments of financing obligations under Topic 840		2,001
Accounts payable	230,474	234,786
Accrued expenses	218,105	227,813
Accrued compensation	155,639	172,726
Self-insurance reserves	137,111	149,545
Current portion of liabilities held for sale	1,257	639
Total current liabilities	964,059	912,212
Long-term liabilities:
Long-term debt	1,142,079	1,082,933
Finance lease obligations	839,196
Finance lease obligations under Topic 840		967,942
Operating lease obligations	2,250,790
Financing obligations		2,732,939
Deferred income taxes	5,999	6,281
Self-insurance reserves	435,920	453,993
Liabilities held for sale	55,038	25,942
Other long-term liabilities	82,478	126,247
Commitments and contingencies
Stockholders’ deficit:
Additional paid-in-capital	248,287	270,408
Accumulated deficit	(1,044,997)	(1,609,828)
Accumulated other comprehensive income (loss)	541	(262)
Total stockholders’ deficit before noncontrolling interests	(796,004)	(1,339,520)
Noncontrolling interests	(336,975)	(705,346)
Total stockholders' deficit	(1,132,979)	(2,044,866)
Total liabilities and stockholders’ deficit	4,642,580	4,263,623
Class A Common Stock
Stockholders’ deficit:
Common stock	107	101
Class B Common Stock
Stockholders’ deficit:
Common stock	1	1
Class C Common Stock
Stockholders’ deficit:
Common stock	$ 57	$ 60

Consolidated Balance Sheets (Pa

Consolidated Balance Sheets (Parentheticals) - USD ($) $ in Thousands	Jun. 30, 2019	Dec. 31, 2018
Other assets:
Accumulated depreciation on property and equipment	$ 438,610	$ 976,802
Accumulated amortization on finance lease ROU asset	65,889
Accumulated amortization on intangible assets	$ 70,992	$ 99,160
Class A Common Stock
Stockholders’ deficit:
Common stock, par value (in dollars per share)	$ 0.001	$ 0.001
Common stock, authorized (in shares)	1,000,000,000	1,000,000,000
Common stock, issued (in shares)	107,413,398	101,235,935
Common stock, shares, outstanding (in shares)	107,413,398	101,235,935
Class B Common Stock
Stockholders’ deficit:
Common stock, par value (in dollars per share)	$ 0.001	$ 0.001
Common stock, authorized (in shares)	20,000,000	20,000,000
Common stock, issued (in shares)	744,396	744,396
Common stock, shares, outstanding (in shares)	744,396	744,396
Class C Common Stock
Stockholders’ deficit:
Common stock, par value (in dollars per share)	$ 0.001	$ 0.001
Common stock, authorized (in shares)	150,000,000	150,000,000
Common stock, issued (in shares)	56,620,453	59,700,801
Common stock, shares, outstanding (in shares)	56,620,453	59,700,801

Consolidated Statements of Oper

Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2019	Jun. 30, 2018	Jun. 30, 2019	Jun. 30, 2018
CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)
Net revenues	$ 1,145,052	$ 1,272,360	$ 2,306,692	$ 2,573,432
Salaries, wages and benefits	626,159	705,754	1,268,569	1,441,524
Other operating expenses	332,528	370,555	675,066	754,715
General and administrative costs	35,562	39,046	71,094	78,921
Lease expense	94,586		188,647
Lease expense under Topic 840		32,111		65,182
Depreciation and amortization expense	28,268	63,495	66,463	114,998
Interest expense	52,975	117,955	104,491	232,992
(Gain) loss on early extinguishment of debt	(24)	(501)	(24)	9,785
Investment income	(2,143)	(1,631)	(4,007)	(2,678)
Other (income) loss	(23,413)	(22,220)	(40,330)	(22,152)
Transaction costs	8,823	3,112	10,084	15,207
Long-lived asset impairments	900	27,257	900	55,617
Goodwill and identifiable intangible asset impairments		1,132		1,132
Equity in net (income) loss of unconsolidated affiliates	(24)	38	(85)	258
Loss before income tax benefit	(9,145)	(63,743)	(34,176)	(172,069)
Income tax benefit	(162)	(886)	(111)	(539)
Net loss	(8,983)	(62,857)	(34,065)	(171,530)
Less net loss attributable to noncontrolling interests	4,164	23,245	13,983	63,380
Net loss attributable to Genesis Healthcare, Inc.	$ (4,819)	$ (39,612)	$ (20,082)	$ (108,150)
Basic and Diluted:
Weighted-average shares outstanding for loss from continuing operations per share	106,846	100,596	105,289	99,430
Net loss per common share:
Net loss attributable to Genesis Healthcare, Inc.	$ (0.05)	$ (0.39)	$ (0.19)	$ (1.09)

Consolidated Statements of Comp

Consolidated Statements of Comprehensive Loss - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2019	Jun. 30, 2018	Jun. 30, 2019	Jun. 30, 2018
CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS
Net loss	$ (8,983)	$ (62,857)	$ (34,065)	$ (171,530)
Net unrealized gain (loss) on marketable securities, net of tax	622	277	1,118	(61)
Comprehensive loss	(8,361)	(62,580)	(32,947)	(171,591)
Less: comprehensive loss attributable to noncontrolling interests	3,948	23,275	13,668	63,534
Comprehensive loss attributable to Genesis Healthcare, Inc.	$ (4,413)	$ (39,305)	$ (19,279)	$ (108,057)

Consolidated Statements of Stoc

Consolidated Statements of Stockholders' Deficit - USD ($) shares in Thousands, $ in Thousands	Common StockClass A Common Stock	Common StockClass B Common Stock	Common StockClass C Common Stock	Additional Paid-In Capital	Accumulated Deficit	Accumulated Other Comprehensive income (loss)	Stockholders' deficit	Noncontrolling interests	Total
Balance, beginning of period at Dec. 31, 2017	$ 97	$ 1	$ 61	$ 290,573	$ (1,374,597)	$ (362)	$ (1,084,227)	$ (595,905)	$ (1,680,132)
Balance, beginning of period (in shares) at Dec. 31, 2017	97,101	744	61,561
Increase (decrease) in stockholders' deficit
Net loss					(68,538)		(68,538)	(40,135)	(108,673)
Net unrealized gain (loss) on marketable securities, net of tax						(214)	(214)	(124)	(338)
Share-based compensation				2,427			2,427		2,427
Issuance of common stock, shares	40
Conversion of common stock among classes	$ 1		$ (1)	(8,635)			(8,635)	8,635
Conversion of common stock among classes (in shares)	830		(830)
Distributions to noncontrolling interests								(14)	(14)
Balance, end of period at Mar. 31, 2018	$ 98	$ 1	$ 60	284,365	(1,443,135)	(576)	(1,159,187)	(627,543)	(1,786,730)
Balance, end of period (in shares) at Mar. 31, 2018	97,971	744	60,731
Balance, beginning of period at Dec. 31, 2017	$ 97	$ 1	$ 61	290,573	(1,374,597)	(362)	(1,084,227)	(595,905)	(1,680,132)
Balance, beginning of period (in shares) at Dec. 31, 2017	97,101	744	61,561
Increase (decrease) in stockholders' deficit
Net loss									(171,530)
Net unrealized gain (loss) on marketable securities, net of tax									(61)
Balance, end of period at Jun. 30, 2018	$ 101	$ 1	$ 59	266,210	(1,482,747)	(269)	(1,216,645)	(631,101)	(1,847,746)
Balance, end of period (in shares) at Jun. 30, 2018	101,009	744	59,701
Balance, beginning of period at Mar. 31, 2018	$ 98	$ 1	$ 60	284,365	(1,443,135)	(576)	(1,159,187)	(627,543)	(1,786,730)
Balance, beginning of period (in shares) at Mar. 31, 2018	97,971	744	60,731
Increase (decrease) in stockholders' deficit
Net loss					(39,612)		(39,612)	(23,245)	(62,857)
Net unrealized gain (loss) on marketable securities, net of tax						307	307	(30)	277
Share-based compensation				2,130			2,130		2,130
Issuance of common stock	$ 2			(2)
Issuance of common stock, shares	2,008
Conversion of common stock among classes	$ 1		$ (1)	(20,283)			(20,283)	20,283
Conversion of common stock among classes (in shares)	1,030		(1,030)
Distributions to noncontrolling interests								(566)	(566)
Balance, end of period at Jun. 30, 2018	$ 101	$ 1	$ 59	266,210	(1,482,747)	(269)	(1,216,645)	(631,101)	(1,847,746)
Balance, end of period (in shares) at Jun. 30, 2018	101,009	744	59,701
Balance, beginning of period at Dec. 31, 2018	$ 101	$ 1	$ 60	270,408	(1,609,828)	(262)	(1,339,520)	(705,346)	(2,044,866)
Balance, beginning of period (in shares) at Dec. 31, 2018	101,236	744	59,701
Increase (decrease) in stockholders' deficit
Net loss					(15,263)		(15,263)	(9,819)	(25,082)
Net unrealized gain (loss) on marketable securities, net of tax						397	397	99	496
Share-based compensation				2,087			2,087		2,087
Issuance of common stock, shares	100
Conversion of common stock among classes	$ 3		$ (3)	(18,175)			(18,175)	18,175
Conversion of common stock among classes (in shares)	3,081		(3,081)
Distributions to noncontrolling interests				64			64	(1,202)	(1,138)
Contributions from noncontrolling interests								18,500	18,500
Cumulative effect of accounting change					584,913		584,913	340,129	925,042
Balance, end of period at Mar. 31, 2019	$ 104	$ 1	$ 57	254,384	(1,040,178)	135	(785,497)	(339,464)	(1,124,961)
Balance, end of period (in shares) at Mar. 31, 2019	104,417	744	56,620
Balance, beginning of period at Dec. 31, 2018	$ 101	$ 1	$ 60	270,408	(1,609,828)	(262)	(1,339,520)	(705,346)	(2,044,866)
Balance, beginning of period (in shares) at Dec. 31, 2018	101,236	744	59,701
Increase (decrease) in stockholders' deficit
Net loss									(34,065)
Net unrealized gain (loss) on marketable securities, net of tax									1,118
Balance, end of period at Jun. 30, 2019	$ 107	$ 1	$ 57	248,287	(1,044,997)	541	(796,004)	(336,975)	(1,132,979)
Balance, end of period (in shares) at Jun. 30, 2019	107,413	744	56,620
Balance, beginning of period at Mar. 31, 2019	$ 104	$ 1	$ 57	254,384	(1,040,178)	135	(785,497)	(339,464)	(1,124,961)
Balance, beginning of period (in shares) at Mar. 31, 2019	104,417	744	56,620
Increase (decrease) in stockholders' deficit
Net loss					(4,819)		(4,819)	(4,164)	(8,983)
Net unrealized gain (loss) on marketable securities, net of tax						406	406	216	622
Share-based compensation				1,748			1,748		1,748
Issuance of common stock	$ 3			(3)
Issuance of common stock, shares	2,996
Conversion of common stock among classes				(7,842)			(7,842)	7,842
Distributions to noncontrolling interests								(1,405)	(1,405)
Balance, end of period at Jun. 30, 2019	$ 107	$ 1	$ 57	$ 248,287	$ (1,044,997)	$ 541	$ (796,004)	$ (336,975)	$ (1,132,979)
Balance, end of period (in shares) at Jun. 30, 2019	107,413	744	56,620

Consolidated Statements of Cash

Consolidated Statements of Cash Flows - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2019	Jun. 30, 2018
Cash flows from operating activities
Net loss	$ (34,065)	$ (171,530)
Adjustments to reconcile net loss to net cash provided by operating activities:
Non-cash interest and leasing arrangements, net	13,818	39,016
Other non-cash gains, net	(40,330)	(22,152)
Share based compensation	3,835	4,557
Depreciation and amortization expense	66,463	114,998
Operating lease right-of-use asset amortization	59,529
Provision for losses on accounts receivable	(746)	(1,613)
Equity in net (income) loss of unconsolidated affiliates	(85)	258
Benefit for deferred taxes	(1,114)	(943)
Long-lived asset impairments	900	55,617
Goodwill and identifiable intangible asset impairments		1,132
(Gain) loss on early extinguishment of debt	(630)	9,300
Changes in assets and liabilities:
Accounts receivable	61,415	22,986
Accounts payable and other accrued expenses and other	(50,864)	(40,157)
Operating lease obligations	(42,045)
Net cash provided by operating activities	36,081	11,469
Cash flows from investing activities:
Capital expenditures	36,550	27,151
Purchase of marketable securities	(27,269)	(40,043)
Proceeds on maturity or sale of marketable securities	20,517	33,085
Purchases of assets	(252,475)
Sales of assets	134,373
Restricted deposits	(1,224)	(873)
Other, net	420	(100)
Net cash used in investing activities	(162,208)	(35,082)
Cash flows from financing activities:
Borrowings under revolving credit facilities	2,372,000	1,747,284
Repayments under revolving credit facilities	(2,382,934)	(1,726,455)
Proceeds from issuance of long-term debt	170,565	562,386
Repayment of long-term debt	(89,966)	(457,424)
Repayment of finance lease obligations	(1,271)
Debt issuance costs	(3,708)	(16,678)
Debt settlement costs		(485)
Contributions from noncontrolling interests	18,500
Distributions to noncontrolling interests and stockholders	(2,544)	(581)
Net cash provided by financing activities	80,642	108,047
Net (decrease) increase in cash, cash equivalents and restricted cash and equivalents	(45,485)	84,434
Cash, cash equivalents and restricted cash and equivalents:
Beginning of period	142,276	58,638
End of period	96,791	143,072
Supplemental cash flow information:
Interest paid	91,543	192,831
Net taxes paid	1,610	4,104
Non-cash investing and financing activities:
Finance lease obligations, net write-down due to lease activity	(131,842)
Finance lease obligations, net write-down due to lease activity under ASC 840		(34,980)
Assets subject to finance lease obligations, net (gross-up) write-down due to lease activity	(530,025)
Assets subject to capital lease obligations, net (gross-up) write-down due to lease activity, under ASC 840		34,980
Operating lease obligations, net gross-up due to lease activity	2,408,557
Assets subject to operating leases, net (gross-up) due to lease activity	(2,264,702)
Financing obligations, net write-down due to lease activity	(2,734,940)
Financing obligations, net write-down due to lease activity under ASC 840		(125,783)
Assets subject to financing obligations, net write-down due to lease activity	$ 1,718,507
Assets subject to financing obligations, net write-down due to lease activity under ASC 840		$ 113,254

General Information

General Information	6 Months Ended
	Jun. 30, 2019
General Information
General Information	(1) General Informatio Description of Business Genesis Healthcare, Inc. is a healthcare services company that through its subsidiaries (collectively, the Company or Genesis), owns and operates skilled nursing facilities, assisted/senior living facilities and a rehabilitation therapy business. The Company has an administrative services company that provides a full complement of administrative and consultative services that allows its affiliated operators and third-party operators with whom the Company contracts to better focus on delivery of healthcare services. At June 30, 2019, the Company provides inpatient services through 407 skilled nursing, assisted/senior living and behavioral health centers located in 29 states. Revenues of the Company’s owned, leased and otherwise consolidated inpatient businesses constitute approximately 87% of its revenues. The Company provides a range of rehabilitation therapy services, including speech pathology, physical therapy, occupational therapy and respiratory therapy. These services are provided by rehabilitation therapists and assistants employed or contracted at substantially all of the centers operated by the Company, as well as by contract to healthcare facilities operated by others. The Company has expanded its delivery model for providing rehabilitation services to community-based and at-home settings, as well as internationally in China. After the elimination of intercompany revenues, the rehabilitation therapy services business constitutes approximately 11% of the Company’s revenues. The Company provides an array of other specialty medical services, including management services, physician services, staffing services, and other healthcare related services, which comprise the balance of the Company’s revenues. Basis of Presentation The accompanying consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (U.S. GAAP). In the opinion of management, the consolidated financial statements include all necessary adjustments for a fair presentation of the financial position and results of operations for the periods presented. The consolidated financial statements of the Company include the accounts of the Company and its wholly-owned subsidiaries. All significant intercompany transactions have been eliminated in consolidation. The Company presents noncontrolling interests within the stockholders’ deficit section of its consolidated balance sheets. The Company presents the amount of net loss attributable to Genesis Healthcare, Inc. and net loss attributable to noncontrolling interests in its consolidated statements of operations. The consolidated financial statements include the accounts of all entities controlled by the Company through its ownership of a majority voting interest and the accounts of any variable interest entities (VIEs) where the Company is subject to a majority of the risk of loss from the VIE's activities, or entitled to receive a majority of the entity's residual returns, or both. The Company assesses the requirements related to the consolidation of VIEs, including a qualitative assessment of control and economics that considers which entity has the power to direct the activities that "most significantly impact" the VIE's economic performance and has the obligation to absorb losses of, or the right to receive benefits that could be potentially significant to the VIE. In the first quarter of 2019, the Company entered into a partnership that acquired the real property of 15 skilled nursing facilities that are leased to the Company. The partnership qualifies as a consolidated VIE. See Note – 3 “ Significant Transactions and Events – Next Partnership .” The accompanying unaudited consolidated financial statements have been prepared in accordance with the instructions for Form 10-Q and do not include all of the disclosures normally required by U.S. GAAP or those normally required in annual reports on Form 10-K. Accordingly, these financial statements should be read in conjunction with the audited consolidated financial statements of the Company for the year ended December 31, 2018 filed with the U.S. Securities and Exchange Commission (the SEC) on Form 10-K on March 18, 2019. Certain prior year disclosure amounts have been reclassified to conform to current period presentation. Financial Condition and Liquidity Considerations The accompanying consolidated financial statements have been prepared on the basis that the Company will continue as a going concern, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. In evaluating the Company’s ability to continue as a going concern, management considered the conditions and events that could raise substantial doubt about the Company’s ability to continue as a going concern for 12 months following the date the Company’s financial statements were issued (August 9, 2019). Management considered the recent results of operations as well as the Company’s current financial condition and liquidity sources, including current funds available, forecasted future cash flows and the Company’s conditional and unconditional obligations due before August 9, 2020. Based upon such considerations, management determined that there are no known or knowable conditions or events that raise substantial doubt about the Company’s ability to continue as a going concern for 12 months following the date of issuance of these financial statements (August 9, 2019). The Company’s results of operations continue to be negatively impacted by the persistent pressure of healthcare reforms enacted in recent years. This challenging operating environment has been most acute in the Company’s inpatient segment, but also has had a detrimental effect on the Company’s rehabilitation therapy segment and its customers. In recent years, the Company has implemented a number of cost mitigation strategies to offset the negative financial implications of this challenging operating environment. The Company expects to continue to pursue cost mitigation and other strategies in 2019 in response to the operating environment and liquidity requirements. During the six months ended June 30, 2019, the Company amended, or obtained waivers related to, the financial covenants of all of its material debt and lease agreements to account for these ongoing changes in its capital structure and business conditions. Although the Company is and projects to be in compliance with all of its material debt and lease covenants through August 9, 2020, the ongoing uncertainty related to the impact of healthcare reform initiatives may have an adverse impact on the Company’s ability to remain in compliance with the covenants. Should the Company fail to comply with its debt and lease covenants at a future measurement date it could, absent necessary and timely waivers and/or amendments, be in default under certain of its existing debt and lease agreements. To the extent any cross-default provisions apply, the default could have a more significant impact on the Company’s financial position. Recently Adopted Accounting Pronouncements In February 2016, the Financial Accounting Standards Board (FASB) established Accounting Standards Codification (ASC) Topic 842, Leases (Topic 842), by issuing Accounting Standards Update (ASU) No. 2016-02, which requires lessees to recognize leases on-balance sheet and disclose key information about leasing arrangements. Topic 842 was subsequently amended by ASU No. 2018-01, Land Easement Practical Expedient for Transition to Topic 842 ; ASU No. 2018-10, Codification Improvements to Topic 842, Leases ; and ASU No. 2018-11, Targeted Improvements . The new standard establishes a right-of-use (ROU) model that requires a lessee to recognize a ROU asset and lease liability on the balance sheet for all leases with a term longer than 12 months. Leases will be classified as finance or operating, with classification affecting the pattern and classification of expense recognition in the statement of operations. The Company adopted the new standard on January 1, 2019. The Company elected the option to apply the transition requirements in Topic 842 at the effective date of January 1, 2019 with the effects of initially applying Topic 842 recognized as a cumulative-effect adjustment to accumulated deficit in the period of adoption. Consequently, financial information has not been updated and the disclosures required under the new standard have not been provided for dates and periods before January 1, 2019. The new standard provides a number of optional practical expedients in transition. The Company has elected the ‘package of practical expedients’, which permit it to not reassess its prior conclusions about lease identification, lease classification and initial direct costs. The Company did not elect the use-of-hindsight or the practical expedient pertaining to land easements; the latter is not applicable to the Company. The adoption of the new standard had a material effect on the Company’s financial statements. The most significant effects relate to (1) the recognition of new ROU assets and lease liabilities on its balance sheet for real estate operating leases; (2) the derecognition of existing assets and liabilities for sale-leaseback transactions (including those arising from build-to-suit lease arrangements for which construction is complete and the Company is leasing the constructed asset) that historically did not qualify for sale accounting; and (3) providing significant new disclosures about its leasing activities. Upon adoption, the Company: · Recognized operating lease liabilities of $0.6 billion based on the present value of the remaining minimum rental payments as determined in accordance with Topic 842 for leases that had historically been accounted for as operating leases under the previous leasing standards. The Company recognized corresponding ROU assets of approximately $0.5 billion based on the operating lease liabilities, adjusted for existing straight-line lease liabilities, existing assets and liabilities related to favorable and unfavorable terms of operating leases previously recognized in respect of business combinations, and the impairment of the ROU assets. The resulting net impact of $0.1 billion associated with this change in accounting was recognized as an increase to opening accumulated deficit as of January 1, 2019. · Derecognized existing financing obligations of $2.7 billion and existing property and equipment of $1.7 billion. The Company recognized new operating lease liabilities and corresponding ROU assets of $1.9 billion on its balance sheet for the associated leases. The resulting net impact of $1.0 billion associated with this change in accounting was recognized as a reduction to opening accumulated deficit as of January 1, 2019. The new standard also provides practical expedients for an entity’s ongoing accounting. The Company elected the short-term lease recognition exemption for all leases that qualify. This means, for those leases that qualify, the Company does not recognize ROU assets or lease liabilities, and this includes not recognizing ROU assets or lease liabilities for existing short-term leases of those assets in transition. See Note 8 – “ Leases. ” In February 2018, the FASB issued ASU 2018-02, Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income , which permits entities to reclassify the disproportionate income tax effects of the Tax Cuts and Jobs Act (Tax Reform Act) on items within accumulated other comprehensive income (loss) to retained earnings. These disproportionate income tax effect items are referred to as "stranded tax effects." Amendments in this update only relate to the reclassification of the income tax effects of the Tax Reform Act. Other accounting guidance that requires the effect of changes in tax laws or rates to be included in net income from continuing operations is not affected by this update. The Company adopted the new standard on January 1, 2019. The adoption of ASU 2018-02 did not have a material impact on the Company’s consolidated financial statements. Recently Issued Accounting Pronouncements In August 2018, the FASB issued ASU 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework – Changes to the Disclosure Requirements for Fair Value Measurement , which simplifies the fair value measurement disclosure requirements. The standard is effective for fiscal years beginning after December 15, 2019, with early adoption permitted. The Company is currently evaluating the effect that the standard will have on its consolidated financial statements and related disclosures. In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses: Measurement of Credit Losses on Financial Instruments , which is intended to improve financial reporting by requiring earlier recognition of credit losses on certain financial assets, such as available-for-sale debt securities. The standard replaces the current incurred loss impairment model that recognizes losses when a probable threshold is met with a requirement to recognize lifetime expected credit losses immediately when a financial asset is originated or purchased. Further, the FASB issued ASU 2019-04 and ASU 2019-05 to provide additional guidance on the credit losses standard. The standard is effective for fiscal years beginning after December 15, 2019, including interim periods within those annual periods, with early adoption permitted for fiscal years beginning after December 15, 2018. The Company is currently evaluating the effect that the standard will have on its consolidated financial statements and related disclosures.

Certain Significant Risks and U

Certain Significant Risks and Uncertainties	6 Months Ended
	Jun. 30, 2019
Certain Significant Risks and Uncertainties
Certain Significant Risks and Uncertainties	(2) Certain Significant Risks and Uncertainties Revenue Sources The Company receives revenues from Medicare, Medicaid, private insurance, self-pay residents, other third-party payors and long-term care facilities that utilize its rehabilitation therapy and other services. The Company’s inpatient services segment derives approximately 78% of its revenue from Medicare and various state Medicaid programs. The following table depicts the Company’s inpatient services segment revenue by source for the three and six months ended June 30, 2019 and 2018: Three months ended June 30, Six months ended June 30, 2019 2018 2019 2018 Medicare 20 % 22 % 20 % 22 % Medicaid 58 % 57 % 58 % 56 % Insurance 12 % 12 % 12 % 13 % Private 8 % 8 % 7 % 8 % Other 2 % 1 % 3 % 1 % Total 100 % 100 % 100 % 100 % The sources and amounts of the Company’s revenues are determined by a number of factors, including licensed bed capacity and occupancy rates of inpatient facilities, the mix of patients and the rates of reimbursement among payors. Likewise, payment for ancillary medical services, including services provided by the Company’s rehabilitation therapy services business, varies based upon the type of payor and payment methodologies. Changes in the case mix of the patients as well as payor mix among Medicare, Medicaid and private pay can significantly affect the Company’s profitability. It is not possible to quantify fully the effect of legislative changes, the interpretation or administration of such legislation or other governmental initiatives on the Company’s business and the business of the customers served by the Company’s rehabilitation therapy business. The potential impact of reforms to the United States healthcare system, including potential material changes to the delivery of healthcare services and the reimbursement paid for such services by the government or other third party payors, is uncertain at this time. Also, initiatives among managed care payors, conveners and referring acute care hospital systems to reduce lengths of stay and avoidable hospital admissions and to divert referrals to home health or other community-based care settings could have an adverse impact on the Company’s business. Accordingly, there can be no assurance that the impact of any future healthcare legislation, regulation or actions by participants in the health care continuum will not adversely affect the Company’s business. There can be no assurance that payments under governmental and private third-party payor programs will be timely, will remain at levels similar to present levels or will, in the future, be sufficient to cover the costs allocable to patients eligible for reimbursement pursuant to such programs. The Company’s financial condition and results of operations are and will continue to be affected by the reimbursement process, which in the healthcare industry is complex and can involve lengthy delays between the time that revenue is recognized and the time that reimbursement amounts are settled. Laws and regulations governing the Medicare and Medicaid programs, and the Company’s business generally, are complex and are often subject to a number of ambiguities in their application and interpretation. The Company believes that it is in substantial compliance with all applicable laws and regulations. However, from time to time the Company and its affiliates are subject to pending or threatened lawsuits and investigations involving allegations of potential wrongdoing, some of which may be material or involve significant costs to resolve and/or defend, or may lead to other adverse effects on the Company and its affiliates including, but not limited to, fines, penalties and exclusion from participation in the Medicare and/or Medicaid programs. Concentration of Credit Risk The Company is exposed to the credit risk of its third-party customers, many of whom are in similar lines of business as the Company and are exposed to the same systemic industry risks of operations as the Company, resulting in a concentration of risk. These include organizations that utilize the Company’s rehabilitation services, staffing services and physician service offerings, engaged in similar business activities or having economic features that would cause their ability to meet contractual obligations, including those to the Company, to be similarly affected by changes in regulatory and systemic industry conditions. Management assesses its exposure to loss on accounts at the customer level. The greatest concentration of risk exists in the Company’s rehabilitation therapy services business where it has over 160 distinct customers, many being chain operators with more than one location. One customer, which is a related party of the Company, comprises $29.6 million, approximately 32%, of the gross outstanding contract receivables in the rehabilitation services business at June 30, 2019. See Note 11 – “Related Party Transactions.” One former customer comprises $9.1 million, approximately 10%, of the gross outstanding contract receivables in the rehabilitation services business at June 30, 2019. An adverse event impacting the solvency of these large customers resulting in their insolvency or other economic distress would have a material impact on the Company. The Company’s business is subject to a number of other known and unknown risks and uncertainties, which are discussed in Part II. Item 1A, “ Risk Factors” of the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2018, which was filed with the SEC on March 18, 2019, and in the Company’s Quarterly Reports on Form 10-Q, including the risk factors discussed herein in Part II. Item 1A. Covenant Compliance Should the Company fail to comply with its debt and lease covenants at a future measurement date, it could, absent necessary and timely waivers and/or amendments, be in default under certain of its existing debt and lease agreements. To the extent any cross-default provisions may apply, the default could have an even more significant impact on the Company’s financial position. Although the Company is in compliance, and projects to remain in compliance, with the covenants required by its material debt and lease agreements, the ongoing uncertainty related to the impact of healthcare reform initiatives may have an adverse impact on the Company’s ability to remain in compliance with its financial covenants. Such uncertainty includes changes in reimbursement patterns, patient admission patterns, bundled payment arrangements, as well as potential changes to the Patient Protection and Affordable Care Act of 2010, among others. The Company’s ability to maintain compliance with financial covenants required by its debt and lease agreements depends in part on management’s ability to increase revenues and control costs. Due to continuing changes in the healthcare industry, as well as the uncertainty with respect to changing referral patterns, patient mix, and reimbursement rates, it is possible that future operating performance may not generate sufficient operating results to maintain compliance with its quarterly debt and lease covenant requirements. There can be no assurance that the confluence of these and other factors will not impede the Company’s ability to meet covenants required by its debt and lease agreements in the future.

Significant Transactions and Ev

Significant Transactions and Events	6 Months Ended
	Jun. 30, 2019
Significant Transactions And Events
Significant Transactions and Events	(3) Significant Transactions and Events Next Partnership On January 31, 2019, Welltower Inc. (Welltower) sold the real estate of 15 facilities to a real estate partnership (Next Partnership), of which the Company acquired a 46% membership interest for $16.0 million. The remaining interest is held by Next Healthcare (Next), a related party. See Note 11 – “ Related Party Transactions .” The Company will continue to operate these facilities pursuant to a new master lease with the Next Partnership. The term of the master lease is 15 years with two five-year renewal options available. The Company will pay annual rent of $19.5 million, with no rent escalators for the first five years and an escalator of 2% beginning in the sixth lease year and thereafter. The Company also obtained a fixed price purchase option to acquire all of the real property of the facilities. The purchase option is exercisable between lease years five and seven, reducing in price each successive year down to a 10% premium over the original purchase price. In accordance with U.S. GAAP, the Company has concluded the Next Partnership qualifies as a VIE and the Company is the primary beneficiary. As such, the Company has consolidated all of the accounts of the Next Partnership in the accompanying financial statements. The Next Partnership acquired all 22 skilled nursing facilities for a purchase price of $252.5 million but immediately sold seven of these facilities for $79.0 million. The initial consolidation of the remaining 15 facilities resulted in property and equipment of $173.5 million, non-recourse debt of $165.7 million, net of debt issuance costs, and non-controlling interest of $18.5 million. The Company has not finalized the analysis of the consideration and purchase price allocation and will continue to review this during the measurement period. The impact of consolidation on the accompanying consolidated statement of operations was not material for the six months ended June 30, 2019 apart from non-recurring transaction costs of $5.3 million. Divestiture of Non-Strategic Facilities Between January 31, 2019 and February 7, 2019, the Company divested nine facilities located in New Jersey and Ohio that were subject to the master lease with Welltower (the Welltower Master Lease). The nine divested facilities had aggregate annual revenue of $90.2 million and annual pre-tax net loss of $6.0 million. The Company recognized a loss on exit reserves of $3.3 million. On April 1, 2019, the Company divested the operations of one behavioral health center located in California upon the lease’s expiration. The center generated annual revenues of $3.1 million and pre-tax net loss of $0.3 million. The divestiture resulted in a loss of $0.1 million. On May 1, 2019, the Company divested the operations of two skilled nursing facilities located in Connecticut that were subject to the Welltower Master Lease. The facilities generated annual revenues of $18.0 million and pre-tax net loss of $1.6 million. The divestiture resulted in a loss of $0.8 million. On May 1, 2019, the Company divested the real property and operations of five skilled nursing facilities in California for a sale price of $56.5 million. See Note 7 – “Property and Equipment.” Loan repayments of $41.8 million were paid on the facilities at closing, as discussed in Note 9 – “Long-Term Debt – Real Estate Loans” and “Long-Term Debt – HUD Insured Loans.” The Company incurred prepayment penalties and other closing costs of $2.4 million at settlement. The facilities generated annual revenues of $53.0 million and pre-tax net income of $1.6 million. The divestiture resulted in a gain of $25.0 million. On June 30, 2019, the Company divested the operations of one skilled nursing facility in Ohio. The facility generated annual revenues of $6.7 million and pre-tax net loss of $1.3 million. The Company recognized a loss of $0.3 million on the exit of operations. Acquisitions On June 1, 2019, the Company acquired the operations of one skilled nursing facility in New Mexico. The new facility has approximately 80 beds and generates approximate annual net revenue of $3.4 million. The facility is leased from Omega Healthcare Investors, Inc. (Omega) and is classified as an operating lease. The Company expects the facility’s 2019 pre-tax net income to be de minimis. Lease Amendments Between January 31, 2019 and February 7, 2019, the Company amended the Welltower Master Lease several times to reflect the lease termination of 24 facilities, including the 15 facilities sold and now leased from the Next Partnership. As a result of the lease termination on the 24 facilities, the Company received annual rent credits of $23.4 million from Welltower. ROU assets and lease obligations of $221.3 million and $241.6 million, respectively, were written off resulting in a gain of $20.3 million. On March 8, 2019, the Company amended a master lease agreement for 19 skilled nursing facilities. The amendment extended the lease term by five years through October 31, 2026, removed the Company’s option to purchase certain facilities under the lease and adjusted certain financial covenants. In conjunction with the amendment, one facility located in Ohio was closed. The facility generated annual revenues of $7.7 million and pre-tax net loss of $1.6 million. The divestiture resulted in a loss of $0.2 million. On May 1, 2019, the Company amended the Welltower Master Lease to reflect the lease termination of two facilities and received annual rent credits of $0.6 million. ROU assets and lease obligations of $5.1 million and $5.6 million, respectively, were written off resulting in a gain of $0.5 million. Gains and losses associated with transactions, such as divestitures, acquisitions and lease amendments, are included in other income in the consolidated statements of operations. See Note 12 – “ Other Income .”

Net Revenues and Accounts Recei

Net Revenues and Accounts Receivable	6 Months Ended
	Jun. 30, 2019
Net Revenues and Accounts Receivable
Net Revenues and Accounts Receivable	(4) Net Revenues and Accounts Receivable Revenue Streams Inpatient Services The Company generates revenues primarily by providing services to patients within its facilities. The Company uses interdisciplinary teams of experienced medical professionals to provide services prescribed by physicians. These teams include registered nurses, licensed practical nurses, certified nursing assistants and other professionals who provide individualized comprehensive nursing care. Many of the Company’s facilities are equipped to provide specialty care, such as on-site dialysis, ventilator care, cardiac and pulmonary management, as well as standard services, such as room and board, special nutritional programs, social services, recreational activities and related healthcare and other services. The Company assesses collectibility on all accounts prior to providing services. Rehabilitation Therapy Services The Company generates revenues by providing rehabilitation therapy services, including speech-language pathology, physical therapy, occupational therapy and respiratory therapy at its skilled nursing facilities and assisted/senior living facilities, as well as facilities of third-party skilled nursing operators and other outpatient settings. The majority of revenues generated by rehabilitation therapy services rendered are billed to contracted third party providers. Other Services The Company generates revenues by providing an array of other specialty medical services, including physician services, staffing services, and other healthcare related services. Revenue Recognition The Company generates revenues, primarily by providing healthcare services to its customers. Revenues are recognized when control of the promised good or service is transferred to our customers, in an amount that reflects the consideration to which the Company expects to be entitled from patients, third-party payors (including government programs and insurers) and others, in exchange for those goods and services. Performance obligations are determined based on the nature of the services provided. The majority of the Company’s healthcare services represent a bundle of services that are not capable of being distinct and as such, are treated as a single performance obligation satisfied over time as services are rendered. The Company also provides certain ancillary services which are not included in the bundle of services, and as such, are treated as separate performance obligations satisfied at a point in time, if and when those services are rendered. The Company determines the transaction price based on contractually agreed-upon amounts or rates, adjusted for estimates of variable consideration, such as implicit price concessions. The Company utilizes the expected value method to determine the amount of variable consideration that should be included to arrive at the transaction price, using contractual agreements and historical reimbursement experience within each payor type. Variable consideration also exists in the form of settlements with Medicare and Medicaid as a result of retroactive adjustments due to audits and reviews. The Company applies constraint to the transaction price, such that net revenues are recorded only to the extent that it is probable that a significant reversal in the amount of the cumulative revenue recognized will not occur in the future. If actual amounts of consideration ultimately received differ from the Company’s estimates, the Company adjusts these estimates, which would affect net revenues in the period such variances become known. Adjustments arising from a change in the transaction price were not significant for the three and six months ended June 30, 2019 and 2018. The Company has elected a practical expedient to not adjust the promised amount of consideration for the effects of a significant financing component due to its expectation that the period between the time the service is provided and the time payment is received will be one year or less. The Company recognizes revenue in the statements of operations and contract assets on the consolidated balance sheets only when services have been provided. Since the Company has performed its obligation under the contract, it has unconditional rights to the consideration recorded as contract assets and therefore classifies those billed and unbilled contract assets as accounts receivable. Payments that the Company receives from customers in advance of providing services represent contract liabilities. Such payments primarily relate to private pay patients, which are billed monthly in advance. The Company had no material contract liabilities or activity as of and for the three and six months ended June 30, 2019 and 2018. Disaggregation of Revenues The Company disaggregates revenue from contracts with customers by reportable operating segments and payor type. The Company notes that disaggregation of revenue into these categories achieves the disclosure objectives to depict how the nature, amount, timing and uncertainty of revenue and cash flows are affected by economic factors. The payment terms and conditions within the Company's revenue-generating contracts vary by contract type and payor source. Payments are generally received within 30 to 60 days after billing. See Note 6 – “ Segment Information .” The composition of net revenues by payor type and operating segment for the three and six months ended June 30, 2019 and 2018 are as follows (in thousands): Three months ended June 30, 2019 Rehabilitation Inpatient Therapy Other Services Services Services Total Medicare $ 201,007 $ 22,992 $ — $ 223,999 Medicaid 577,097 573 — 577,670 Insurance 114,619 5,916 — 120,535 Private 79,127 92 — 79,219 Third party providers — 88,108 20,486 108,594 Other 17,648 3,254 14,133 35,035 Total net revenues $ 989,498 $ 120,935 $ 34,619 $ 1,145,052 Three months ended June 30, 2018 Rehabilitation Inpatient Therapy Other Services Services Services Total Medicare $ 232,594 $ 23,622 $ — $ 256,216 Medicaid 619,735 465 — 620,200 Insurance 132,824 6,095 — 138,919 Private 87,079 92 — 87,171 Third party providers — 108,474 22,476 130,950 Other 18,377 7,039 13,488 38,904 Total net revenues $ 1,090,609 $ 145,787 $ 35,964 $ 1,272,360 (1) Includes Assisted/Senior living revenue of $23.7 million and $23.7 million for the three months ended June 30, 2019 and 2018, respectively. Such amounts do not represent contracts with customers under ASC 606. (2) Primarily consists of revenue from Veteran Affairs and administration of third party facilities. (3) Includes net revenues from all payors generated by the other services, excluding third party providers. Six months ended June 30, 2019 Rehabilitation Inpatient Therapy Other Services Services Services Total Medicare $ 408,975 $ 45,744 $ — $ 454,719 Medicaid 1,158,045 1,128 — 1,159,173 Insurance 239,699 11,150 — 250,849 Private 156,060 204 — 156,264 Third party providers — 177,637 41,094 218,731 Other 34,211 5,912 26,833 66,956 Total net revenues $ 1,996,990 $ 241,775 $ 67,927 $ 2,306,692 Six months ended June 30, 2018 Rehabilitation Inpatient Therapy Other Services Services Services Total Medicare $ 483,819 $ 46,105 $ — $ 529,924 Medicaid 1,241,168 1,040 — 1,242,208 Insurance 275,829 12,609 — 288,438 Private 173,740 251 — 173,991 Third party providers — 219,164 45,506 264,670 Other 36,384 10,449 27,368 74,201 Total net revenues $ 2,210,940 $ 289,618 $ 72,874 $ 2,573,432 (1) Includes Assisted/Senior living revenue of $47.4 million and $47.2 million for the six months ended June 30, 2019 and 2018, respectively. Such amounts do not represent contracts with customers under ASC 606. (2) Primarily consists of revenue from Veteran Affairs and administration of third party facilities. (3) Includes net revenues from all payors generated by the other services, excluding third party providers.

Loss Per Share

Loss Per Share	6 Months Ended
	Jun. 30, 2019
Loss Per Share
Loss Per Share	(5) Loss Per Share The Company has three classes of common stock. Classes A and B are identical in economic and voting interests. Class C has a 1:1 voting ratio with each of the other two classes, representing the voting interests of the noncontrolling interest of the legacy FC-GEN Operations Investment, LLC (FC-GEN) owners. Class C common stock is a participating security; however, it shares in a de minimis economic interest and is therefore excluded from the denominator of the basic earnings (loss) per share (EPS) calculation. Basic EPS was computed by dividing net loss by the weighted-average number of outstanding common shares for the period. Diluted EPS is computed by dividing net loss plus the effect of any assumed conversions by the weighted-average number of outstanding common shares after giving effect to all potential dilutive common stock. A reconciliation of the numerator and denominator used in the calculation of basic and diluted net loss per common share follows (in thousands, except per share data): Three months ended June 30, Six months ended June 30, 2019 2018 2019 2018 Numerator: Loss from continuing operations $ (8,983) $ (62,857) $ (34,065) $ (171,530) Less: Net loss attributable to noncontrolling interests (4,164) (23,245) (13,983) (63,380) Net loss attributable to Genesis Healthcare, Inc. $ (4,819) $ (39,612) $ (20,082) $ (108,150) Denominator: Weighted-average shares outstanding for basic and diluted net loss per share 106,846 100,596 105,289 99,430 Basic and diluted net loss per common share: Net loss attributable to Genesis Healthcare, Inc. $ (0.05) $ (0.39) $ (0.19) $ (1.09) The computation of diluted net loss per common share excludes the effects of anti-dilutive shares attributable to the assumed conversion of noncontrolling interests, unvested restricted stock units under the 2015 Omnibus Equity Incentive Plan, and stock warrants, which were 57.5 million and 58.4 million for the three and six months ended June 30, 2019, respectively, and 61.7 million and 61.8 million for the three and six months ended June 30, 2018, respectively. As of June 30, 2019, there were 56.6 million units attributable to the noncontrolling interests outstanding.

Segment Information

Segment Information	6 Months Ended
	Jun. 30, 2019
Segment Information
Segment Information	(6) Segment Information The Company has three reportable operating segments: (i) inpatient services; (ii) rehabilitation therapy services; and (iii) other services. For additional information on these reportable segments, see Note 1 – “ General Information – Description of Business .” A summary of the Company’s segmented revenues follows (in thousands, except percentages): Three months ended June 30, 2019 2018 Increase / (Decrease) Revenue Revenue Revenue Revenue Dollars Percentage Dollars Percentage Dollars Percentage Revenues: Inpatient services: Skilled nursing facilities $ 964,541 84.2 % $ 1,065,310 83.7 % $ (100,769) (9.5) % Assisted/Senior living facilities 23,702 2.1 % 23,742 1.9 % (40) (0.2) % Administration of third party facilities 2,054 0.2 % 2,300 0.2 % (246) (10.7) % Elimination of administrative services (799) (0) % (743) (0.1) % (56) 7.5 % Inpatient services, net 989,498 86.4 % 1,090,609 85.7 % (101,111) (9.3) % Rehabilitation therapy services: Total therapy services 192,906 16.8 % 234,674 18.4 % (41,768) (17.8) % Elimination of intersegment rehabilitation therapy services (71,971) (6.3) % (88,887) (7.0) % 16,916 (19.0) % Third party rehabilitation therapy services, net 120,935 10.5 % 145,787 11.4 % (24,852) (17.0) % Other services: Total other services 45,489 4.0 % 42,946 3.4 % 2,543 5.9 % Elimination of intersegment other services (10,870) (0.9) % (6,982) (0.5) % (3,888) 55.7 % Third party other services, net 34,619 3.1 % 35,964 2.9 % (1,345) (3.7) % Net revenues $ 1,145,052 100.0 % $ 1,272,360 100.0 % $ (127,308) (10.0) % Six months ended June 30, 2019 2018 Increase / (Decrease) Revenue Revenue Revenue Revenue Dollars Percentage Dollars Percentage Dollars Percentage Revenues: Inpatient services: Skilled nursing facilities $ 1,946,937 84.3 % $ 2,160,612 84.0 % $ (213,675) (9.9) % Assisted/Senior living facilities 47,351 2.1 % 47,246 1.8 % 105 0.2 % Administration of third party facilities 4,301 0.2 % 4,552 0.2 % (251) (5.5) % Elimination of administrative services (1,599) — % (1,470) — % (129) 8.8 % Inpatient services, net 1,996,990 86.6 % 2,210,940 86.0 % (213,950) (9.7) % Rehabilitation therapy services: Total therapy services 387,977 16.8 % 471,251 18.3 % (83,274) (17.7) % Elimination of intersegment rehabilitation therapy services (146,202) (6.3) % (181,633) (7.1) % 35,431 (19.5) % Third party rehabilitation therapy services, net 241,775 10.5 % 289,618 11.2 % (47,843) (16.5) % Other services: Total other services 87,607 3.8 % 85,774 3.3 % 1,833 2.1 % Elimination of intersegment other services (19,680) (0.9) % (12,900) (0.5) % (6,780) 52.6 % Third party other services, net 67,927 2.9 % 72,874 2.8 % (4,947) (6.8) % Net revenues $ 2,306,692 100.0 % $ 2,573,432 100.0 % $ (266,740) (10.4) % A summary of the Company’s unaudited condensed consolidated statement of operations follows (in thousands): Three months ended June 30, 2019 Rehabilitation Inpatient Therapy Other Services Services Services Corporate Eliminations Consolidated Net revenues $ 990,297 $ 192,906 $ 45,325 $ 164 $ (83,640) $ 1,145,052 Salaries, wages and benefits 442,028 154,855 29,276 — — 626,159 Other operating expenses 389,637 12,130 14,402 — (83,641) 332,528 General and administrative costs — — — 35,562 — 35,562 Lease expense 93,557 335 338 356 — 94,586 Depreciation and amortization expense 22,328 3,112 174 2,654 — 28,268 Interest expense 29,051 13 8 23,903 — 52,975 Gain on early extinguishment of debt — — — (24) — (24) Investment income — — — (2,143) — (2,143) Other (income) loss (23,474) — 61 — — (23,413) Transaction costs — — — 8,823 — 8,823 Long-lived asset impairments 900 — — — — 900 Equity in net loss (income) of unconsolidated affiliates — — — 1,910 (1,934) (24) Income (loss) before income tax benefit 36,270 22,461 1,066 (70,877) 1,935 (9,145) Income tax benefit — — — (162) — (162) Income (loss) from continuing operations $ 36,270 $ 22,461 $ 1,066 $ (70,715) $ 1,935 $ (8,983) Three months ended June 30, 2018 Rehabilitation Inpatient Therapy Other Services Services Services Corporate Eliminations Consolidated Net revenues $ 1,091,352 $ 234,674 $ 42,926 $ 20 $ (96,612) $ 1,272,360 Salaries, wages and benefits 489,778 187,946 28,030 — — 705,754 Other operating expenses 439,224 14,400 13,544 — (96,613) 370,555 General and administrative costs — — — 39,046 — 39,046 Lease expense 31,494 — 316 301 — 32,111 Depreciation and amortization expense 56,750 3,138 168 3,439 — 63,495 Interest expense 93,028 13 9 24,905 — 117,955 Gain on early extinguishment of debt — — — (501) — (501) Investment income — — — (1,631) — (1,631) Other income (22,220) — — — — (22,220) Transaction costs — — — 3,112 — 3,112 Long-lived asset impairment charges 27,257 — — — — 27,257 Goodwill and identifiable intangible asset impairments 1,132 — — — — 1,132 Equity in net (income) loss of unconsolidated affiliates — — — (352) 390 38 (Loss) income before income tax benefit (25,091) 29,177 859 (68,299) (389) (63,743) Income tax benefit — — — (886) — (886) (Loss) income from continuing operations $ (25,091) $ 29,177 $ 859 $ (67,413) $ (389) $ (62,857) Six months ended June 30, 2019 Rehabilitation Inpatient Therapy Other Services Services Services Corporate Eliminations Consolidated Net revenues $ 1,998,589 $ 387,977 $ 87,390 $ 217 $ (167,481) $ 2,306,692 Salaries, wages and benefits 898,790 311,947 57,832 — — 1,268,569 Other operating expenses 791,569 23,087 27,891 — (167,481) 675,066 General and administrative costs — — — 71,094 — 71,094 Lease expense 186,523 665 680 779 — 188,647 Depreciation and amortization expense 54,200 6,276 348 5,639 — 66,463 Interest expense 56,091 27 17 48,356 — 104,491 Gain on early extinguishment of debt — — — (24) — (24) Investment income — — — (4,007) — (4,007) Other (income) loss (40,315) (76) 61 — — (40,330) Transaction costs — — — 10,084 — 10,084 Long-lived asset impairments 900 — — — — 900 Equity in net loss (income) of unconsolidated affiliates — — — 1,386 (1,471) (85) Income (loss) before income tax benefit 50,831 46,051 561 (133,090) 1,471 (34,176) Income tax benefit — — — (111) — (111) Income (loss) from continuing operations $ 50,831 $ 46,051 $ 561 $ (132,979) $ 1,471 $ (34,065) Six months ended June 30, 2018 Rehabilitation Inpatient Therapy Other Services Services Services Corporate Eliminations Consolidated Net revenues $ 2,212,410 $ 471,251 $ 85,721 $ 53 $ (196,003) $ 2,573,432 Salaries, wages and benefits 996,808 387,777 56,939 — — 1,441,524 Other operating expenses 895,025 28,816 26,878 — (196,004) 754,715 General and administrative costs — — — 78,921 — 78,921 Lease expense 63,928 — 643 611 — 65,182 Depreciation and amortization expense 101,080 6,332 337 7,249 — 114,998 Interest expense 186,647 27 18 46,300 — 232,992 Loss on early extinguishment of debt — — — 9,785 — 9,785 Investment income — — — (2,678) — (2,678) Other (income) loss (22,230) — 78 — — (22,152) Transaction costs — — — 15,207 — 15,207 Long-lived asset impairments 55,617 — — — — 55,617 Goodwill and identifiable intangible asset impairments 1,132 — — — — 1,132 Equity in net (income) loss of unconsolidated affiliates — — — (506) 764 258 (Loss) income before income tax benefit (65,597) 48,299 828 (154,836) (763) (172,069) Income tax benefit — — — (539) — (539) (Loss) income from continuing operations $ (65,597) $ 48,299 $ 828 $ (154,297) $ (763) $ (171,530) The following table presents the segment assets as of June 30, 2019 compared to December 31, 2018 (in thousands): June 30, 2019 December 31, 2018 Inpatient services $ 4,192,932 $ 3,735,778 Rehabilitation therapy services 304,758 329,687 Other services 36,984 36,240 Corporate and eliminations 107,906 161,918 Total assets $ 4,642,580 $ 4,263,623 The following table presents segment goodwill as of June 30, 2019 compared to December 31, 2018 (in thousands): Inpatient Rehabilitation Therapy Services Other Services Consolidated Balance at December 31, 2018 Goodwill 351,470 73,814 11,828 437,112 Accumulated impairment losses (351,470) — — (351,470) $ — $ 73,814 $ 11,828 $ 85,642 Balance at June 30, 2019 Goodwill 351,470 73,814 11,828 437,112 Accumulated impairment losses (351,470) — — (351,470) $ — $ 73,814 $ 11,828 $ 85,642

Property and Equipment

Property and Equipment	6 Months Ended
	Jun. 30, 2019
Property and Equipment
Property and Equipment	(7) Property and Equipment Property and equipment consisted of the following as of June 30, 2019 and December 31, 2018 (in thousands): June 30, 2019 December 31, 2018 Land, buildings and improvements $ 712,926 $ 469,575 Finance lease land, buildings and improvements — 693,546 Financing obligation land, buildings and improvements — 2,274,211 Equipment, furniture and fixtures 396,842 417,684 Construction in progress 2,753 9,340 Gross property and equipment 1,112,521 3,864,356 Less: accumulated depreciation (438,610) (976,802) Net property and equipment $ 673,911 $ 2,887,554 On January 1, 2019, the Company derecognized net financing obligation land and buildings of $1.7 billion and reclassified net finance lease land and buildings of $0.6 billion to finance lease ROU assets within the consolidated balance sheets due to the adoption of Topic 842. See Note 1 – “General Information - Recently Adopted Accounting Pronouncements” and Note 8 – “Leases.” Additionally, improvements of approximately $12.7 million and $73.6 million, which were historically associated with finance leases (referred to as “capital leases” prior to the adoption of Topic 842) and financing obligations, respectively, have been reclassified to “Land, buildings and improvements.” During the first quarter of 2019, the Company consolidated the financial statements of the Next Partnership. See Note 3 – “ Significant Transactions and Events – Next Partnership .” The consolidation resulted in an increase to “Land, buildings and improvements” of $173.5 million. During the first quarter of 2019, the Company classified eight skilled nursing facilities and one assisted/senior living facility in California as assets held for sale. See Note 14 – “Assets Held for Sale.” On May 1, 2019, the Company divested the real property and operations of five of these facilities, resulting in a total net reduction of property and equipment of $27.9 million, which was primarily classified in the “Land, buildings and improvements” line item. See Note 3 – “Significant Transactions and Events – Divestiture of Non-Strategic Facilities.” At June 30, 2019, the Company still classified the property and equipment of three California facilities as assets held for sale, with one facility having been removed from the sale agreement, resulting in a total net reduction of property and equipment of $25.3 million, which was primarily classified in the “Land, buildings and improvements” line item.

Leases

Leases	6 Months Ended
	Jun. 30, 2019
Leases
Lessee operating and finance leases	(8) Leases The Company leases the majority of the skilled nursing facilities and assisted/senior living facilities used in its operations, most of which are subject to triple-net leases, meaning that in addition to rent, the Company is responsible for paying property taxes, insurance, and maintenance and repair costs. As of June 30, 2019, the Company leased approximately 78% of its centers; 49% were leased pursuant to master lease agreements with four landlords. The Company also leases certain office space, land, and equipment. The Company’s real estate leases generally have initial lease terms of 10 to 15 years or more and typically include one or more options to renew, with renewal terms that generally extend the lease term for an additional five to ten years or more. Exercise of the renewal options is generally subject to the satisfaction of certain conditions which vary by contract and generally follow payment terms that are consistent with those in place during the initial term. The Company assesses renewal options using a “reasonably certain” threshold, which is understood to be a high threshold and, therefore, the majority of its leases’ terms do not include renewal periods for accounting purposes. For leases where the Company is reasonably certain to exercise its renewal option, the option periods are included within the lease term and, therefore, the measurement of the ROU asset and lease liability. The payment structure of the Company’s leases generally contain annual escalation clauses that are either fixed or variable in nature, some of which are dependent upon published indices. Leases with an initial term of 12 months or less are not recorded on the balance sheet; expense for these leases is recognized on a straight-line basis over the lease term as an other operating expense. Certain leases include options for the Company to purchase the leased asset. For such leases, the Company assesses the likelihood of exercising the purchase option using a “reasonably certain” threshold, which is understood to be a high threshold and, therefore, purchase options are generally accounted for when a compelling economic reason to exercise the option exists. Certain leases include options to terminate the lease, the terms and conditions of which vary by contract. Such options allow the contract parties to terminate their obligations under the lease contract, typically in return for an agreed financial consideration. The Company’s lease agreements do not contain any material residual value guarantees. The Company leases certain facilities from affiliates of related parties. See Note 11 – “Related Party Transactions.” The Company makes certain assumptions in determining the discount rate. As most of the Company’s leases do not provide an implicit rate, the Company uses its incremental borrowing rate for collateralized borrowings, based on the information available at commencement date, in determining the present value of lease payments. In order to apply the incremental borrowing rate, a portfolio approach was utilized to group assets based on similar lease terms in a manner whereby the Company reasonably expects that the application does not differ materially from application to individual leases. Subsequent to lease commencement date, the Company reassesses lease classification when there is a contract modification that is not accounted for as a separate contract, a change in lease term, or a change in the assessment of whether the lessee is reasonably certain to exercise an option to purchase the underlying asset. This reassessment is made using current facts, circumstances and conditions. As a result of a lease’s modification, the remaining consideration in the contract is reallocated to lease and non-lease components, as applicable, and the lease liability is remeasured using the applicable discount rate at the effective date of the modification. The remeasurement of the lease liability will result in adjustment to the corresponding ROU asset, unless the lease is fully or partially terminated, in which case, a gain or loss will be recognized. Lease Transactions During the six months ended June 30, 2019, the Company amended, extended and partially terminated several material lease agreements resulting in ROU asset and liability adjustments. The Welltower Master Lease was amended multiple times between January 31, 2019 and February 7, 2019 due to the divestiture and lease termination of 24 skilled nursing facilities. The Company was granted an annual rent credit of $23.4 million. A lease modification analysis was performed and the remaining 49 facilities subject to the master lease were classified as operating leases. Finance lease ROU assets and liabilities of $61.5 million and $130.2 million, respectively, were written off. On a net basis, operating lease ROU assets and liabilities of $159.8 million and $111.3 million, respectively, were written down and a gain on the partial lease termination was recorded for $20.3 million. See Note – 3 “ Significant Transactions and Events – Next Partnership” and “ Significant Transactions and Events – Divestiture of Non-Strategic Facilities .” See Note 12 – “ Other Income .” On January 31, 2019, the Company entered into a new master lease agreement with Next to lease 15 skilled nursing facilities for an initial term of 15 years plus two five-year renewal options. The Company has concluded it is the primary beneficiary of the Next Partnership and has consolidated the financial statements of the 15 real estate entities. As such, the ROU assets and liabilities related to this lease agreement have been fully eliminated in the Company’s consolidated financial statements. See Note – 3 “ Significant Transactions and Events – Next Partnership.” On March 8, 2019, the Company exercised a five-year renewal option on one master lease agreement with a third party landlord relating to 19 facilities extending the lease term through October 31, 2026. The renewal option period was not included in the initial operating lease ROU asset and liability as it was not determined to be reasonably certain of exercising upon the Company’s transition to Topic 842 on January 1, 2019. The extension resulted in an operating lease ROU asset and liability step-up of $77.2 million. On May 1, 2019, the Company amended the Welltower Master Lease to reflect the lease termination of two facilities and received annual rent credits of $0.6 million. ROU assets and lease obligations of $5.1 million and $5.6 million, respectively, were written off resulting in a gain of $0.5 million. The maturity of total operating and finance lease obligations at June 30, 2019 is as follows (in thousands): Year ending December 31, Operating Leases Finance Leases (1) 2019 (excluding six months ended June 30, 2019) $ 169,795 $ 38,549 2020 342,545 79,083 2021 345,496 80,509 2022 339,823 82,016 2023 337,495 83,568 Thereafter 3,047,236 2,944,589 Total lease payments 4,582,390 3,308,314 Less interest (2,221,444) (2,466,440) Total lease obligations 2,360,946 841,874 Less current portion (110,156) (2,678) Long-term lease obligations $ 2,250,790 $ 839,196 (1) Finance lease payments include $2.3 billion related to options to extend lease terms that are reasonably certain of being exercised. The Company’s future minimum commitments under finance leases (formerly capital leases), financing obligations, and operating leases as of December 31, 2018 were as follows (in thousands): Year ending December 31, Finance Leases Financing Obligations Operating Leases 2019 $ 88,793 $ 237,335 $ 110,755 2020 89,397 242,052 109,391 2021 91,292 245,311 106,031 2022 93,281 242,214 84,003 2023 95,376 247,852 76,701 Thereafter 3,325,042 6,661,624 373,753 Total future minimum lease payments 3,783,181 7,876,388 $ 860,634 Less amount representing interest (2,813,068) (5,141,448) Total lease obligation 970,113 $ 2,734,940 Less current portion (2,171) (2,001) Long-term obligation $ 967,942 $ 2,732,939 Three months ended Six months ended Lease Cost Classification June 30, 2019 June 30, 2019 Operating lease cost Lease expense $ 94,586 $ 188,647 Finance lease cost: Amortization of finance lease right-of-use assets Depreciation and amortization expense 6,630 13,488 Interest on finance lease obligations Interest expense 21,840 44,632 Total finance lease expense 28,470 58,120 Variable lease cost Other operating expenses 10,559 21,330 Short-term leases Other operating expenses 6,439 12,615 Total lease cost $ 140,054 $ 280,712 The following table provides remaining lease term and discount rates by lease classification as of June 30, 2019: Lease Term and Discount Rate June 30, 2019 Weighted-average remaining lease term (years) Operating leases 13.5 Finance leases 30.2 Weighted-average discount rate Operating leases Finance leases The following table includes supplemental lease information for the three and six months ended June 30, 2019 (in thousands): Three months ended Six months ended Other information June 30, 2019 June 30, 2019 Cash paid for amounts included in the measurement of lease obligations Operating cash flows from operating leases $ 84,309 $ 171,928 Operating cash flows from finance leases 19,008 40,451 Financing cash flows from finance leases 696 1,271 Right of use assets obtained in exchange for new lease obligations Operating leases - 77,166 Lease Covenants Certain lease agreements contain a number of restrictive covenants that, among other things, and subject to certain exceptions, impose operating and financial restrictions on the Company and its subsidiaries. These leases also require the Company to meet defined financial covenants, including a minimum level of consolidated liquidity, a maximum consolidated net leverage ratio and a minimum consolidated fixed charge coverage. These leases include cross-default provisions with each other and certain material debt instruments. The Company has master lease agreements with Welltower, Sabra Health Care REIT, Inc., Omega and Second Spring Healthcare Investments (Second Spring) (collectively, the Master Lease Agreements). The Master Lease Agreements each contain a number of financial, affirmative and negative covenants, including a maximum leverage ratio, a minimum fixed charge coverage ratio, and minimum liquidity. At June 30, 2019, the Company is in compliance with the financial covenants contained in the Master Lease Agreements. The Company has two master lease agreements with Cindat Best Years Welltower JV LLC (CBYW) involving 28 of its facilities. The Company did not meet certain financial covenants contained in one of the master lease agreements involving nine of its facilities at June 30, 2019. On August 2, 2019, the Company received a waiver for these covenant breaches through October 1, 2020. At June 30, 2019, the Company is in compliance with the financial covenants contained in the other master lease agreement. At June 30, 2019, the Company did not meet certain financial covenants contained in three leases related to five of its facilities. The Company is and expects to continue to be current in the timely payment of its obligations under such leases. These leases do not have cross default provisions, nor do they trigger cross default provisions in any of the Company’s other loan or lease agreements. The Company will continue to work with the related credit parties to amend such leases and the related financial covenants. The Company does not believe the breach of such financial covenants at June 30, 2019 will have a material adverse impact on it. The Company has been afforded certain cure rights to such defaults by posting collateral in the form of additional letters of credit or security deposit. The Company’s ability to maintain compliance with its lease covenants depends in part on management’s ability to increase revenue and control costs. Due to continuing changes in the healthcare industry, as well as the uncertainty with respect to changing referral patterns, patient mix, and reimbursement rates, it is possible that future operating performance may not generate sufficient operating results to maintain compliance with its quarterly lease covenant compliance requirements. Should the Company fail to comply with its lease covenants at a future measurement date, it would, absent necessary and timely waivers and/or amendments, be in default under certain of its existing lease agreements. To the extent any cross-default provisions may apply, the default would have an even more significant impact on the Company’s financial position.

Long-Term Debt

Long-Term Debt	6 Months Ended
	Jun. 30, 2019
Long-Term Debt.
Long-Term Debt	(9) Long-Term Debt Long-term debt at June 30, 2019 and December 31, 2018 consisted of the following (in thousands): June 30, 2019 December 31, 2018 Asset based lending facilities, net of debt issuance costs of $9,975 and $11,335 at June 30, 2019 and December 31, 2018, respectively $ 369,715 $ 419,289 Term loan agreements, net of debt issuance costs of $1,367 and $1,851 and debt premium balance of $6,130 and $8,446 at June 30, 2019 and December 31, 2018, respectively 190,126 184,652 Real estate loans, net of debt issuance costs of $4,603 and $5,360 and debt premium balance of $24,159 and $28,992 at June 30, 2019 and December 31, 2018, respectively 278,426 307,690 HUD insured loans, net of debt issuance costs of $4,620 and $5,247 and debt premium balance of $0 and $860 at June 30, 2019 and December 31, 2018, respectively 135,112 181,762 Notes payable 80,124 81,398 Mortgages and other secured debt (recourse) 5,647 4,190 Mortgages and other secured debt (non-recourse), net of debt issuance costs of $3,487 and $187 and debt premium balance of $1,471 and $1,520 at June 30, 2019 and December 31, 2018, respectively 191,568 26,483 1,250,718 1,205,464 Less: Current installments of long-term debt (108,639) (122,531) Long-term debt $ 1,142,079 $ 1,082,933 Asset Based Lending Facilities On March 6, 2018, the Company entered into a new asset based lending facility agreement with MidCap Funding IV Trust and MidCap Financial Trust (collectively, MidCap). The agreement initially provided for a $555.0 million asset based lending facility comprised of (a) a $325.0 million first lien term loan facility, (b) a $200.0 million first lien revolving credit facility and (c) a $30.0 million delayed draw term loan facility (collectively, the ABL Credit Facilities). The commitments under the delayed draw term loan facility will be reduced to $20.0 million in the year 2020. On June 5, 2019, the ABL Credit Facilities were amended to simultaneously increase the aggregate revolving credit facility commitment by $40.0 million and partially prepay the first lien term loan facility by $40.0 million. The resulting commitment levels of the revolving credit facility and first lien term loan facility were $240.0 million and $285.0 million, respectively. The ABL Credit Facilities have a five-year term set to mature on March 6, 2023. The ABL Credit Facilities include a springing maturity clause that would accelerate its maturity 90 days prior to the maturity of the Term Loan Agreements, Welltower Real Estate Loans or MidCap Real Estate Loans (each defined below), in the event those agreements are not extended or refinanced. The revolving credit facility includes a swinging lockbox arrangement whereby the Company transfers all funds deposited within its designated lockboxes to MidCap on a daily basis and then draws from the revolving credit facility as needed. In accordance with U.S. GAAP, the Company has presented the entire revolving credit facility borrowings balance of $94.7 million in current installments of long-term debt at June 30, 2019. Despite this classification, the Company expects that it will have the ability to borrow and repay on the revolving credit facility through its maturity on March 6, 2023. Cash proceeds of $52.3 million received under the ABL Credit Facilities remain in a restricted account. This amount is pledged to cash collateralize letters of credit. The Company has classified this deposit and all cash account balances subject to deposit account control agreements that were sprung under the ABL Credit Facilities as restricted cash and equivalents on the consolidated balance sheets at June 30, 2019 and December 31, 2018. Borrowings under the term loan and revolving credit facility components of the ABL Credit Facilities bear interest at a 90-day LIBOR rate (subject to a floor of 0.5%) plus an applicable margin of 6%. Borrowings under the delayed draw component bear interest at a 90-day LIBOR rate (subject to a floor of 1%) plus an applicable margin of 11%. Borrowing levels under the term loan and revolving credit facility components of the ABL Credit Facilities are limited to a borrowing base that is computed based upon the level of eligible accounts receivable. In addition to paying interest on the outstanding principal borrowed under the revolving credit facility, the Company is required to pay a commitment fee to the lenders for any unutilized commitments. The commitment fee rate equals 0.5% per annum on the revolving credit facility and 2% on the delayed draw term loan facility. The term loan facility and revolving credit facility include a termination fee equal to 2% if the loans are prepaid within the first year, 1% if the loans are prepaid after year one and before year two, and 0.5% thereafter. The term loan facility and revolving credit facility include an exit fee equal to $1.6 million and $1.0 million, respectively, due and payable on the earlier of the loans retirement or on the maturity date. The ABL Credit Facilities contain representations and warranties, affirmative covenants, negative covenants, financial covenants and events of default and security interests that are customarily required for similar financings. Financial covenants include a minimum consolidated fixed charge coverage ratio, a maximum leverage ratio and minimum liquidity. Borrowings and interest rates under the ABL Credit Facilities were as follows at June 30, 2019 (dollars in thousands): Weighted Average ABL Credit Facilities Commitment Borrowings Interest Term loan facility $ 285,000 $ 285,000 8.32 % Revolving credit facility (Non-HUD) 168,000 57,177 8.32 % Revolving credit facility (HUD) 72,000 19,514 8.32 % Delayed draw term loan facility 30,000 18,000 13.32 % $ 555,000 $ 379,691 8.56 % As of June 30, 2019, the Company had a total borrowing base capacity of $411.3 million with outstanding borrowings under the ABL Credit Facilities of $379.7 million, leaving the Company with approximately $31.6 million of available borrowing capacity under the ABL Credit Facilities. Term Loan Agreements The Company and certain of its affiliates, including FC-GEN (the Borrower) are party to a term loan agreement, as amended, (the Term Loan Agreement) with an affiliate of Welltower and an affiliate of Omega. The Term Loan Agreement originally provided for term loans (the Term Loans) in the aggregate principal amount of $120.0 million and later expanded to $160.0 million. The Term Loan Agreement was amended on May 9, 2019 to extend the maturity date from July 29, 2020 to November 30, 2021. The original Term Loan for $120.0 million bears interest at a rate equal to 10.0% per annum, with up to 5.0% per annum to be paid in kind. The additional Term Loan for $40.0 million bears interest at a rate equal to 14.0% per annum, with up to 9.0% per annum to be paid in kind. As of June 30, 2019, the Term Loans had an outstanding principal balance of $185.4 million, including a net debt premium balance of $6.1 million. The Term Loan Agreement is secured by a first priority lien on the equity interests of the subsidiaries of the Company and the Borrower as well as certain other assets of the Company, the Borrower and their subsidiaries, subject to certain exceptions. The Term Loan Agreement is also secured by a junior lien on the assets that secure the ABL Credit Facilities on a first priority basis. Welltower and Omega, or their respective affiliates, are each currently landlords under certain master lease agreements to which the Company and/or its affiliates are tenants. The Term Loan Agreement contains financial, affirmative and negative covenants, and events of default that are customary for debt securities of this type. Financial covenants include four maintenance covenants which require the Company to maintain a maximum leverage ratio, a minimum interest coverage ratio, a minimum fixed charge coverage ratio and maximum capital expenditures. The most restrictive financial covenant is the minimum interest coverage ratio which requires the Company to maintain a coverage ratio, as defined therein, of no less than 1.70 to 1.0 through December 31, 2020, and increasing to 1.80 to 1.0 thereafter. Real Estate Loans On March 30, 2018, the Company entered into two real estate loans with MidCap (MidCap Real Estate Loans) with combined available proceeds of $75.0 million, $73.0 million of which was drawn as of June 30, 2019. The MidCap Real Estate Loans are secured by 15 skilled nursing facilities and are subject to a five-year term maturing on March 30, 2023. The maturity of the MidCap Real Estate Loans will accelerate in the event the ABL Credit Facilities are repaid in full and terminated. The loans, which were interest only in the first year, are subject to an annual interest rate equal to 30-day LIBOR (subject to a floor of 1.5%) plus an applicable margin of 5.85%. Beginning April 1, 2019, mandatory principal payments commenced, with the balance of the loans to be repaid at maturity. Proceeds from the MidCap Real Estate Loans were used to repay partially the Welltower Real Estate Loans (defined below). On May 1, 2019, the Company divested the real property and operations of five skilled nursing facilities in California, three of which were subject to the MidCap Real Estate Loans. The Company used the sale proceeds to repay $27.7 million on the MidCap Real Estate Loans. See Note 3 – “Significant Transactions and Events – Divestiture of Non-Strategic Facilities.” The MidCap Real Estate Loans have an outstanding balance of $45.1 million at June 30, 2019. On November 8, 2018, one of the MidCap Real Estate Loans was amended with an additional borrowing of $10.0 million. The proceeds were used to retire a maturing mortgage loan on a corporate office building. The office building has been added as collateral and the loan maturity remains March 30, 2023. The $10.0 million additional loan is subject to an annual interest rate equal to 30-day LIBOR (subject to a floor of 2.0%) plus an applicable margin of 6.25% with principal amortizing immediately and the balance due at maturity. The loan has an outstanding balance of $9.9 million at June 30, 2019. The Company is subject to multiple real estate loan agreements with Welltower (Welltower Real Estate Loans). The Welltower Real Estate Loans are subject to payments of interest only during the term with a balloon payment due at maturity, provided, that to the extent the subsidiaries receive any net proceeds from the sale and/or refinance of the underlying facilities such net proceeds are required to be used to repay the outstanding principal balance of the Welltower Real Estate Loans. Each Welltower Real Estate Loan has a maturity date of January 1, 2022 and an annual interest rate of 12.0%, of which 7.0% will be paid in cash and 5.0% will be paid in kind. The Company agreed to make commercially reasonable efforts to secure commitments to repay no less than $105.0 million of the Welltower Real Estate Loan obligations. As of June 30, 2019, the Company has not yet secured the total required repayments or commitments. As a result, the annual cash component of the interest payments was increased by approximately $2.0 million with a corresponding decrease in the paid in kind component of interest. At June 30, 2019, the Welltower Real Estate Loans are secured by a mortgage lien on the real property and a second lien on certain receivables of the operators of the five remaining facilities subject to the Welltower Real Estate Loans. The Welltower Real Estate Loans contain a conversion option, whereby up to $50.0 million of the balance can be converted into Class A common stock of the Company or a 10-year note bearing 2% paid in kind interest. The conversion option is available to the Company upon the satisfaction of certain conditions, the most significant include: the raise of new capital and application thereof to existing Welltower debt instruments, the repayment of $105.0 million to Welltower, as described above, the partial repayment of the Term Loans, and the partial repayment of the Welltower Real Estate Loans, such that the remaining outstanding principal balance does not exceed $50.0 million. As of June 30, 2019, the Welltower Real Estate Loans have an outstanding principal balance of $203.9 million, including a debt premium balance of $24.2 million. HUD Insured Loans As of June 30, 2019, the Company has 23 skilled nursing facility loans insured by the U.S. Department of Housing and Urban Development (HUD) with a combined aggregate principal balance of $196.8 million, including a debt premium balance of $3.0 million. The HUD insured loans have an original amortization term of 30 to 35 years and an average remaining term of 29 years with fixed interest rates ranging from 3.0% to 4.2% and a weighted average interest rate of 3.4%. Depending on the mortgage agreement, prepayments are generally allowed only after 12 months from the inception of the mortgage. Prepayments are subject to a penalty of 10% of the remaining principal balances in the first year and the prepayment penalty decreases each subsequent year by 1% until no penalty is required thereafter. Any further HUD insured loans will require additional HUD approval. All HUD insured loans are non-recourse loans to the Company. All loans are subject to HUD regulatory agreements that require escrow reserve funds to be deposited with the loan servicer for mortgage insurance premiums, property taxes, insurance and for capital replacement expenditures. As of June 30, 2019, the Company has total escrow reserve funds of $19.6 million with the loan servicer that are reported within prepaid expenses. On May 1, 2019, the Company divested the real property and operations of five skilled nursing facilities in California, two of which were subject to HUD insured loans totaling $14.2 million. The Company used the sale proceeds to retire these loans. See Note 3 – “Significant Transactions and Events – Divestiture of Non-Strategic Facilities.” At June 30, 2019, the HUD loans of six skilled nursing facilities were reclassified as assets held for sale in the consolidated balance sheets. These six skilled nursing facilities had an aggregate principal balance of $56.3 million, net of debt issuance costs and debt premiums, and aggregate escrow reserve funds of $6.6 million. The sale of one of the facilities was completed on August 1, 2019 and the sales of the remaining five facilities are expected to be completed in 2019. See Note 14 – “ Assets Held for Sale ” and Note 17 – “Subsequent Events.” Notes Payable On January 17, 2018, the Company converted $19.6 million of its trade payables into a note payable. The note, as amended, will be repaid in equal monthly installments through December 2019 at an annual interest rate of 5.75% and has an outstanding balance of $4.0 million at June 30, 2019. In connection with Welltower’s sale of 64 skilled nursing facilities to Second Spring on November 1, 2016, the Company issued a note totaling $51.2 million to Welltower. The note accrues cash interest at 3% and paid-in-kind interest at 7%. Cash interest is paid and paid-in-kind interest accretes the principal amount semi-annually every May 1 and November 1. The note was amended on May 9, 2019 to extend the maturity date from October 30, 2020 to December 15, 2021. Upon the satisfaction of certain conditions, including the repayment of the Term Loans, repayment of the other note payable, noted below, to Welltower, and partial repayment of the Welltower Real Estate Loans, the outstanding note balance in excess of $6.0 million will be forgiven by Welltower. The note has an outstanding accreted balance of $62.1 million at June 30, 2019. In connection with Welltower’s sale of 28 skilled nursing facilities to CBYW on December 23, 2016, the Company issued a note totaling $11.7 million to Welltower. The note accrues cash interest at 3% and paid-in-kind interest at 7%. Cash interest is paid and paid-in-kind interest accretes the principal amount semi-annually every June 15 and December 15. The note matures on December 15, 2021, and has an outstanding accreted principal balance of $14.1 million at June 30, 2019. Other Debt Mortgages and other secured debt (recourse). The Company carries mortgage loans and notes payable on certain of its corporate office buildings and other acquired assets. The loans are secured by the underlying real property and have fixed or variable rates of interest with a weighted average interest rate of 1.6% at June 30, 2019, with maturity dates ranging from 2019 to 2020. Mortgages and other secured debt (non-recourse). Loans are carried by certain of the Company’s consolidated joint ventures and VIEs. The loans consist principally of revenue bonds and secured bank loans. Loans are secured by the underlying real and personal property of individual facilities and have fixed or variable rates of interest with a weighted average interest rate of 5.1% at June 30, 2019. Maturity dates range from 2022 to 2034. Loans are labeled “ non-recourse” because neither the Company nor any of its wholly owned subsidiaries is obligated to perform under the respective loan agreements. The aggregate principal balance of these loans includes a $1.5 million debt premium on one debt instrument. In the six months ended June 30, 2019, the Company consolidated the financial statements of the Next Partnership. See Note 3 – “ Significant Transactions and Events – Next Partnership .” The Next Partnership’s debt consists of a three-year term loan in the amount of $142.1 million and a 10-year mezzanine loan in the amount of $27.0 million. Debt Covenants The ABL Credit Facilities, the Term Loan Agreement and the Welltower Real Estate Loans (collectively, the Credit Facilities) each contain a number of financial, affirmative and negative covenants, including a maximum leverage ratio, a minimum interest coverage ratio, a minimum fixed charge coverage ratio, minimum liquidity and maximum capital expenditures. The Credit Facilities include cross-default provisions with each other and certain material lease agreements. At June 30, 2019, the Company was in compliance with its financial covenants contained in the Credit Facilities. The Company’s ability to maintain compliance with its debt covenants depends in part on management’s ability to increase revenue and control costs. Due to continuing changes in the healthcare industry, as well as the uncertainty with respect to changing referral patterns, patient mix, and reimbursement rates, it is possible that future operating performance may not generate sufficient operating results to maintain compliance with its quarterly debt covenant compliance requirements. Should the Company fail to comply with its debt covenants at a future measurement date, it would, absent necessary and timely waivers and/or amendments, be in default under certain of its existing credit agreements. To the extent any cross-default provisions may apply, the default would have an even more significant impact on the Company’s financial position. The maturity of total debt of $1,243.0 million, excluding debt issuance costs and other non-cash debt discounts and premiums, at June 30, 2019 is as follows (in thousands): Twelve months ended June 30, 2020 $ 108,688 2021 6,835 2022 614,065 2023 350,200 2024 9,015 Thereafter 154,207 Total debt maturity $ 1,243,010

Income Taxes

Income Taxes	6 Months Ended
	Jun. 30, 2019
Income Taxes
Income Taxes	(10) Income Taxes The Company effectively owns 65.7% of FC-GEN, which is an entity taxed as a partnership for U.S. income tax purposes and the Company’s only source of taxable income. FC-GEN is subject to income taxes in several U.S. state and local jurisdictions. The income taxes assessed by these jurisdictions are included in the Company’s tax provision, but at its 65.7% ownership of FC-GEN. For the three months ended June 30, 2019, the Company recorded income tax benefit of $0.2 million from continuing operations, representing an effective tax rate of 1.8%, compared to income tax benefit of $0.9 million from continuing operations, representing an effective tax rate of 1.4%, for the same period in 2018. For the six months ended June 30, 2019, the Company recorded income tax benefit of $0.1 million from continuing operations, representing an effective tax rate of 0.3%, compared to income tax benefit of $0.5 million from continuing operations, representing an effective tax rate of 0.3%, for the same period in 2018. The Company continues to assess the requirement for, and amount of, a valuation allowance in accordance with the “more likely than not” standard. Management had previously determined that the Company would not realize its deferred tax assets and established a valuation allowance against the deferred tax assets. As of June 30, 2019, management has determined that the valuation allowance is still necessary. The Company’s Bermuda captive insurance company is expected to produce a minimal U.S. federal taxable loss in 2019. The captive is expected to generate positive pre-tax income in future periods to off-set its deferred tax assets. The 2019 U.S. federal taxable loss cannot be carried back but can be carried forward indefinitely. The Company provides rehabilitation therapy services within the People’s Republic of China and Hong Kong. At June 30, 2019, these business operations do not comprise a significant portion of the Company’s overall operating results. Management does not anticipate these operations will generate significant taxable income in the near term. The operations currently do not have a material effect on the Company’s effective tax rate. Exchange Rights and Tax Receivable Agreement The owners of FC-GEN have the right to exchange their membership units in FC-GEN , along with an equivalent number of Class C shares, for shares of Class A common stock of the Company or cash, at the Company’s option. As a result of such exchanges, the Company’s membership interest in FC-GEN would increase and its purchase price would be reflected in its share of the tax basis of FC-GEN’s tangible and intangible assets. Any resulting increases in tax basis are likely to increase tax depreciation and amortization deductions and, therefore, reduce the amount of income tax the Company would otherwise be required to pay in the future. Any such increase would also result in a decreased gain (or increased loss) on future dispositions of the affected assets. There were exchanges of 3,080,348 FC-GEN units and Class C shares in the six months ended June 30, 2019 equating to 3,080,883 Class A shares. The exchanges during the six months ended June 30, 2019 resulted in a $13.7 million internal revenue code (IRC) Section 754 tax basis step-up in the tax deductible goodwill of FC-GEN. There were exchanges of 1,860,592 FC-GEN units and Class C shares in the six months ended June 30, 2018 equating to 1,860,912 Class A shares. The exchanges during the six months ended June 30, 2018 resulted in a $9.5 million IRC Section 754 tax basis step-up in the tax deductible goodwill of FC-GEN. The Company is party to a tax receivable agreement (TRA) with the owners of FC-GEN. The agreement provides for the payment by the Company to the owners of FC-GEN of 90% of the cash savings, if any, in U.S. federal, state and local income tax that the Company actually realizes as a result of (i) the increases in tax basis attributable to the owners of FC-GEN and (ii) tax benefits related to imputed interest deemed to be paid by the Company as a result of the TRA. Under the TRA, the benefits deemed realized by the Company as a result of the increase in tax basis attributable to the owners of FC-GEN generally will be computed by comparing the actual income tax liability of the Company to the amount of such taxes that the Company would have been required to pay had there been no such increase in tax basis. Estimating the amount of payments that may be made under the TRA is by its nature imprecise, insofar as the calculation of amounts payable depends on a variety of factors. The actual increase in tax basis and deductions, as well as the amount and timing of any payments under the TRA, will vary depending upon a number of factors, including: · the timing of exchanges – for instance, the increase in any tax deductions will vary depending on the fair value of the depreciable or amortizable assets of FC-GEN and its subsidiaries at the time of each exchange, which fair value may fluctuate over time; · the price of shares of Company Class A common stock at the time of the exchange—the increase in any tax deductions, and the tax basis increase in other assets of FC-GEN and its subsidiaries is directly proportional to the price of shares of Company Class A common stock at the time of the exchange; · the amount and timing of the Company’s income – the Company is required to pay 90% of the deemed benefits as and when deemed realized. If FC-GEN does not have taxable income, the Company is generally not required (absent a change of control or circumstances requiring an early termination payment) to make payments under the TRA for that taxable year because no benefit will have been actually realized. However, any tax benefits that do not result in realized benefits in a given tax year likely will generate tax attributes that may be utilized to generate benefits in previous or future tax years. The utilization of such tax attributes will result in payments under the TRA; and · future tax rates of jurisdictions in which the Company has tax liability. The TRA also provides that upon certain mergers, asset sales, other forms of business combinations or other changes of control, FC-GEN (or its successor’s) obligations under the TRA would be based on certain assumptions defined in the TRA. As a result of these assumptions, FC-GEN could be required to make payments under the TRA that are greater or less than the specified percentage of the actual benefits realized by the Company that are subject to the TRA. In addition, if FC-GEN elects to terminate the TRA early, it would be required to make an early termination payment, which upfront payment may be made significantly in advance of the anticipated future tax benefits. Payments generally are due under the TRA within a specified period of time following the filing of FC-GEN’s U.S. federal and state income tax return for the taxable year with respect to which the payment obligation arises. Payments under the TRA generally will be based on the tax reporting positions that FC-GEN will determine. Although FC-GEN does not expect the IRS to challenge the Company’s tax reporting positions, FC-GEN will not be reimbursed for any overpayments previously made under the TRA, but any overpayments will reduce future payments. As a result, in certain circumstances, payments could be made under the TRA in excess of the benefits that FC-GEN actually realizes in respect of the tax attributes subject to the TRA. The term of the TRA generally will continue until all applicable tax benefits have been utilized or expired, unless the Company exercises its right to terminate the TRA and make an early termination payment. In certain circumstances (such as certain changes in control, the election of the Company to exercise its right to terminate the agreement and make an early termination payment or an IRS challenge to a tax basis increase) it is possible that cash payments under the TRA may exceed actual cash savings.

Related Party Transactions

Related Party Transactions	6 Months Ended
	Jun. 30, 2019
Related Party Transactions
Related Party Transactions	(11) The Company provides rehabilitation services to certain facilities owned and operated by a customer in which certain members of the Company’s board of directors and board observers beneficially own a majority ownership interest in the aggregate. These services resulted in net revenues of $29.9 million and $59.8 million in the three and six months ended June 30, 2019, respectively, as compared to net revenues of $32.8 million and $65.6 million in the three and six months ended June 30, 2018, respectively. The services resulted in net accounts receivable balances of $29.6 million and $32.3 million at June 30, 2019 and December 31, 2018, respectively. In addition, the Company has a note receivable for $56.2 million due from the related party customer. The Company has posted a $55.0 million reserve against the note receivable and deems this reserve prudent given the delays in collection on account of this related party customer. Further, the reserve represents the judgment of management, and does not indicate a forgiveness of any amount of the outstanding accounts receivable owed by this related party customer. The Company is monitoring the financial condition of this customer and will adjust the reserve levels accordingly as new information about their outlook is available. Certain members of the Company’s board of directors and board observers indirectly beneficially hold ownership interests in FC Compassus LLC (Compassus) totaling less than 10% in the aggregate. The Company is party to certain immaterial preferred provider and affiliation agreements with Compassus. Separately, the Company has a note receivable balance of $21.0 million from Compassus outstanding at June 30, 2019. The note, which is comprised of principal of $12.0 million and accrued interest, is associated with the Company’s sale of its hospice and home health operations to Compassus, which was completed during 2016. Certain members of the Company’s board of directors and board observers indirectly beneficially hold ownership interests in Trident USA totaling less than 10% in the aggregate. The Company is party to mobile radiology and laboratory/diagnostic services agreements with Trident USA. Fees for these services were $1.2 million and $3.8 million in the three and six months ended June 30, 2019, respectively, compared to $3.4 million and $6.6 million in the three and six months ended June 30, 2018, respectively. Certain subsidiaries of the Company are subject to a lease and a purchase option of 12 centers in New Hampshire and Florida from 12 separate limited liability companies affiliated with Next (the Next Landlord Entities). The lease was effective June 1, 2018 and the initial annualized rent to be paid is $13.0 million. The purchase option will become exercisable in the fifth lease year. In addition, certain subsidiaries of the Company are subject to a lease and a purchase option of 15 centers in Pennsylvania, New Jersey, Connecticut, Massachusetts and West Virginia from 15 separate limited liability companies affiliated with the Next Landlord Entities. The Company owns a 46% membership interest in the Next Partnership. The lease was effective February 1, 2019 and the initial annualized rent to be paid is $19.5 million. The purchase option is exercisable for a period of time in the fifth, sixth and seventh lease years. See Note 3 – “ Significant Transactions and Events – Next Partnership .” Certain members of the Company’s board of directors each directly or indirectly hold an ownership interest in the Next Landlord Entities totaling approximately 4% in the aggregate. These members have earned acquisition fees, and may earn asset management fees and other fees with respect to the Next Landlord Entities. As of June 30, 2019, Welltower held approximately 8.9% of the shares of the Company’s Class A Common Stock, representing approximately 5.8% of the voting power of the Company’s voting securities. The Company is party to a master lease with an affiliate of Welltower. The initial term of the master lease expires on January 31, 2037 and the Company has one eleven-year renewal option. Beginning January 1, 2019, annual rent escalators under the master lease were 2.0%. During the three and six months ended June 30, 2019, the Company paid rent of approximately $18.1 million and $38.2 million, respectively, to Welltower. The Company holds options to purchase certain facilities subject to the master lease. At June 30, 2019, the Company leased 47 facilities from Welltower. The Company and certain of its affiliates are also party to certain debt instruments with Welltower. See Note 9 – “ Long-Term Debt – Term Loan Agreements, ” “ Long-Term Debt – Real Estate Loans, ” and “ Long-Term Debt – Notes Payable .” In the third quarter of 2018, the Company began providing rehabilitation services to five health care centers operated by affiliates of NSPR Centers, LLC (NSpire). Certain members of the Company’s board of directors and board observers beneficially own in the aggregate a majority of the ownership interests in NSpire. The Company recorded net revenues of $1.8 million and $3.6 million, respectively, for services provided to NSpire in the three and six months ended June 30, 2019. The services resulted in net accounts receivable balances of $1.2 million and $1.1 million at June 30, 2019 and December 31, 2018, respectively.

Other Income

Other Income	6 Months Ended
	Jun. 30, 2019
Other (Income) Loss.
Other Income	(12) In the the three and six months ended June 30, 2019 and 2018, the Company completed multiple transactions, including the divestiture of numerous skilled nursing facilities and the termination or modification of certain lease agreements. See Note 3 – “ Significant Transactions and Events .” These transactions resulted in a net (gain) loss recorded as other income in the consolidated statements of operations. The following table summarizes those net (gains) losses (in thousands): Three months ended June 30, Six months ended June 30, 2019 2018 2019 2018 Gain on sale of owned assets $ (27,345) $ — $ (27,345) $ — Loss recognized for exit costs associated with divestiture of operations 4,578 7,368 7,921 9,074 Gain on partial master lease termination (646) — (20,906) — Gain on lease terminations and amendments - unamortized straight-lining, favorable and unfavorable lease balances — (8,379) — (10,017) Gain on lease terminations and amendments - unamortized financing lease and capital lease obligations — (21,209) — (21,209) Total other income $ (23,413) $ (22,220) $ (40,330) $ (22,152)

Asset Impairment Charges

Asset Impairment Charges	6 Months Ended
	Jun. 30, 2019
Goodwill and Identifiable Intangible Assets
Asset Impairment Charges	(13) Long-Lived Assets with a Definite Useful Life In each quarter, the Company’s long-lived assets with a definite useful life are tested for impairment at the lowest levels for which there are identifiable cash flows. The Company estimated the future net undiscounted cash flows expected to be generated from the use of the long-lived assets and then compared the estimated undiscounted cash flows to the carrying amount of the long-lived assets. The cash flow period was based on the remaining useful lives of the primary asset in each long-lived asset group, principally a building in the inpatient segment and customer relationship assets in the rehabilitation therapy services segment. During the three and six months ended June 30, 2019, the Company recognized impairment charges in the inpatient segment of $0.9 million. During the three and six months ended June 30, 2018, the Company recognized impairment charges in the inpatient segment totaling $27.3 million and $55.6 million, respectively.

Assets Held for Sale

Assets Held for Sale	6 Months Ended
	Jun. 30, 2019
Assets Held for Sale
Assets Held for Sale	(14) In the normal course of business, the Company continually evaluates the performance of its operating units, with an emphasis on selling or closing underperforming or non-strategic assets. These assets are evaluated to determine whether they qualify as assets held for sale or discontinued operations. The assets and liabilities of a disposal group classified as held for sale shall be presented separately in the asset and liability sections, respectively, of the statement of financial position in the period in which they are identified only. Assets held for sale that qualify as discontinued operations are removed from the results of continuing operations. The results of operations in the current and prior year periods, along with any cost to exit such businesses in the year of discontinuation, are classified as discontinued operations in the consolidated statements of operations. In the year ended December 31, 2018, the Company identified a disposal group of seven skilled nursing facilities operated by the Company in the state of Texas that qualified as assets held for sale. The Company is party to a purchase and sale agreement, as amended, to sell the facilities for $20.1 million. Four of the facilities are subject to Welltower Real Estate Loans and three of the facilities are subject to HUD-insured loans. The disposal group does not meet the criteria as a discontinued operation. The sale of the real estate of the seven skilled nursing facilities is expected to close in 2019 and marks an exit from the inpatient business in Texas. In the six months ended June 30, 2019, the Company identified a disposal group of eight skilled nursing facilities and one assisted/senior living facility operated by the Company in the state of California that qualified as assets held for sale. The Company is party to a purchase and sale agreement, as amended, to sell the facilities for $88.8 million. During the three months ended June 30, 2019, one of the nine facilities was removed from the purchase and sale agreement and is no longer classified as held for sale as of June 30, 2019. On May 1, 2019, five of the facilties were sold. See Note 3 – “Significant Transactions and Events – Divestiture of Non-Strategic Facilities.” The remaining three facilities are subject to HUD-insured loans. On August 1, 2019, the assisted/senior living facility was sold. See Note 17 – “ Subsequent Events .” Closing on the remaining two facilities is subject to licensure and other regulatory approvals and is expected to occur in 2019. The disposal group does not meet the criteria as a discontinued operation. No gain or loss was recognized in the statements of operations for the disposal group. In total, the Company has classified as assets held for sale in its consolidated balance sheets as of June 30, 2019 and December 31, 2018, the real property and other balances associated with 10 facilities and seven facilities, respectively. The following table sets forth the major classes of assets and liabilities included as part of the disposal groups (in thousands): June 30, 2019 December 31, 2018 Current assets: Prepaid expenses $ 6,574 $ 3,375 Long-term assets: Property and equipment, net of accumulated depreciation of $8,045 and $3,640 at June 30, 2019 and December 31, 2018, respectively 41,418 16,087 Total assets $ 47,992 $ 19,462 Current liabilities: Current installments of long-term debt $ 1,257 $ 639 Long-term liabilities: Long-term debt 55,038 25,942 Total liabilities $ 56,295 $ 26,581

Commitments and Contingencies

Commitments and Contingencies	6 Months Ended
	Jun. 30, 2019
Commitments and Contingencies
Commitments and Contingencies	(15) Loss Reserves For Certain Self-Insured Programs General and Professional Liability and Workers’ Compensation The Company self-insures for certain insurable risks, including general and professional liabilities and workers’ compensation liabilities through the use of self-insurance or retrospective and self-funded insurance policies and other hybrid policies, which vary among states in which the Company operates, including wholly owned captive insurance subsidiaries, to provide for potential liabilities for general and professional liability claims and workers’ compensation claims. Policies are typically written for a duration of 12 months and are measured on a “claims made” basis. Regarding workers’ compensation, the Company self-insures to its deductible and purchases statutorily required insurance coverage in excess of its deductible. There is a risk that amounts funded by the Company’s self-insurance programs may not be sufficient to respond to all claims asserted under those programs. Insurance reserves represent estimates of future claims payments. This liability includes an estimate of the development of reported losses and losses incurred but not reported. Provisions for changes in insurance reserves are made in the period of the related coverage. The Company also considers amounts that may be recovered from excess insurance carriers in estimating the ultimate net liability for such risks. The Company’s management employs its judgment and periodic independent actuarial analysis in determining the adequacy of certain self-insured workers’ compensation and general and professional liability obligations recorded as liabilities in the Company’s financial statements. The Company evaluates the adequacy of its self-insurance reserves on a semi-annual basis or more frequently when it is aware of changes to its incurred loss patterns that could impact the accuracy of those reserves. The methods of making such estimates and establishing the resulting reserves are reviewed periodically and are based on historical paid claims information and nationwide nursing home trends. The foundation for most of these methods is the Company’s actual historical reported and/or paid loss data. Any adjustments resulting therefrom are reflected in current earnings. Claims are paid over varying periods, and future payments may be different than the estimated reserves. The Company utilizes a combination of third-party administrators (TPAs), in-house adjusters, and legal counsel, along with systems designed to maintain and process claims, to provide it with the data utilized in its assessments of reserve adequacy. Where TPAs are utilized, they operate under the oversight of the Company’s in-house risk management and legal functions. These functions and systems ensure that the claims are properly administered so that the historical data is reliable for estimation purposes. Case reserves, which are approved by the Company’s legal and risk management departments, are determined based on an estimate of the ultimate settlement and/or ultimate loss exposure of individual claims. The reserves for loss for workers’ compensation risks are discounted based on actuarial estimates of claim payment patterns using a discount rate for the current policy year of 1.8%. The discount rates are based upon the risk-free rate for the appropriate duration for the respective policy year. The removal of discounting would have resulted in an increased reserve for workers’ compensation risks of $9.5 million and $8.3 million as of June 30, 2019 and December 31, 2018, respectively. The reserves for general and professional liability are recorded on an undiscounted basis. For the three months ended June 30, 2019 and 2018, the provision for general and professional liability risk totaled $5.4 million and $26.0, respectively. For the six months ended June 30, 2019 and 2018, the provision for general and professional liability risk totaled $26.8 million and $54.2 million, respectively. The reduction in the provision for general and professional liability for the three and six months ended June 30, 2019 is the result of favorable prior year claim development and lower current year loss exposures. The favorable development is due to the combination of the ongoing impact of tort reform, claim settlements, and other risk management initiatives. The reserves for general and professional liability were $402.2 million and $435.3 million as of June 30, 2019 and December 31, 2018, respectively. For the three months ended, June 30, 2019, and 2018, the provision for workers’ compensation risk totaled $13.4 million and $11.1 million, respectively. For the six months ended June 30, 2019 and 2018, the provision for workers’ compensation risk totaled $28.6 million and $26.4 million, respectively. The reserves for workers’ compensation risks were $170.8 million and $168.3 million as of June 30, 2019 and December 31, 2018, respectively. Health Insurance The Company offers employees an option to participate in self-insured health plans. Health insurance claims are paid as they are submitted to the plans’ administrators. The Company maintains an accrual for claims that have been incurred but not yet reported to the plans’ administrators and therefore have not yet been paid. This accrual for incurred but not yet reported claims was $15.3 million and $16.6 million as of June 30, 2019 and December 31, 2018, respectively. The liability for the self-insured health plan is recorded in accrued compensation in the consolidated balance sheets. Although management believes that the amounts provided in the Company’s consolidated financial statements are adequate and reasonable, there can be no assurances that the ultimate liability for such self-insured risks will not exceed management’s estimates. Legal Proceedings The Company and certain of its subsidiaries are involved in various litigation and regulatory investigations arising in the ordinary course of business. While there can be no assurance, based on the Company’s evaluation of information currently available, management does not believe the results of such litigation and regulatory investigations would have a material adverse effect on the results of operations, financial position or cash flows of the Company. However, the Company’s assessment of materiality may be affected by limited information (particularly in the early stages of government investigations). Accordingly, the Company’s assessment of materiality may change in the future based upon availability of discovery and further developments in the proceedings at issue. The results of legal proceedings are inherently uncertain, and material adverse outcomes are possible. From time to time the Company may enter into confidential discussions regarding the potential settlement of pending investigations or litigation. There are a variety of factors that influence the Company’s decisions to settle and the amount it may choose to pay, including the strength of the Company’s case, developments in the investigation or litigation, the behavior of other interested parties, the demand on management time and the possible distraction of the Company’s employees associated with the case and/or the possibility that the Company may be subject to an injunction or other equitable remedy. The settlement of any pending investigation, litigation or other proceedings could require the Company to make substantial settlement payments and result in its incurring substantial costs.

Fair Value of Financial Instrum

Fair Value of Financial Instruments	6 Months Ended
	Jun. 30, 2019
Fair Value of Financial Instruments
Fair Value of Financial Instruments	(16) The Company’s financial instruments consist primarily of cash and cash equivalents, restricted cash and equivalents, restricted investments in marketable securities, accounts receivable, accounts payable and current and long-term debt. The Company’s financial instruments, other than its accounts receivable and accounts payable, are spread across a number of large financial institutions whose credit ratings the Company monitors and believes do not currently carry a material risk of non-performance. Recurring Fair Value Measures Fair value is defined as an exit price (i.e., the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date). The fair value hierarchy prioritizes the inputs to valuation techniques used to measure fair value into three broad levels as shown below. An instrument’s classification within the fair value hierarchy is determined based on the lowest level input that is significant to the fair value measurement. Level 1 — Quoted prices (unadjusted) in active markets for identical assets or liabilities. Level 2 — Inputs that are observable for the asset or liability, either directly or indirectly through market corroboration, for substantially the full term of the asset or liability. Level 3 — Inputs that are unobservable for the asset or liability based on the Company’s own assumptions (about the assumptions market participants would use in pricing the asset or liability). The tables below present the Company’s assets and liabilities measured at fair value on a recurring basis as of June 30, 2019 and December 31, 2018, aggregated by the level in the fair value hierarchy within which those measurements fall (in thousands): Fair Value Measurements at Reporting Date Using Quoted Prices in Significant Active Markets for Significant Other Unobservable June 30, Identical Assets Observable Inputs Inputs Assets: 2019 (Level 1) (Level 2) (Level 3) Cash and cash equivalents $ 11,857 $ 11,857 $ — $ — Restricted cash and equivalents 84,934 84,934 — — Restricted investments in marketable securities 144,450 49,889 94,561 — Total $ 241,241 $ 146,680 $ 94,561 $ — Fair Value Measurements at Reporting Date Using Quoted Prices in Significant Active Markets for Significant Other Unobservable December 31, Identical Assets Observable Inputs Inputs Assets: 2018 (Level 1) (Level 2) (Level 3) Cash and cash equivalents $ 20,865 $ 20,865 $ — $ — Restricted cash and equivalents 121,411 121,411 — — Restricted investments in marketable securities 136,153 40,699 95,454 — Total $ 278,429 $ 182,975 $ 95,454 $ — The Company places its cash and cash equivalents, restricted cash and equivalents and restricted investments in marketable securities in quality financial instruments and limits the amount invested in any one institution or in any one type of instrument. The Company has not experienced any significant losses on such investments. Many of the Company’s financial instruments have quoted prices but are traded less frequently, instruments whose fair value has been derived using a model where inputs to the model are directly observable in the market, or can be derived principally from or corroborated by observable market data, and instruments that are fairly valued using other financial instruments, the parameters of which can be directly observed. These financial instruments have been reported as Level 2 measurements. Debt Instruments The table below shows the carrying amounts and estimated fair values, net of debt issuance costs and other non-cash debt discounts and premiums, of the Company’s primary long-term debt instruments (in thousands): June 30, 2019 December 31, 2018 Carrying Value Fair Value Carrying Value Fair Value Asset based lending facilities $ 369,715 $ 369,715 $ 419,289 $ 419,289 Term loan agreements 190,126 190,126 184,652 184,652 Real estate loans 278,426 278,426 307,690 307,690 HUD insured loans 135,112 135,112 181,762 180,950 Notes payable 80,124 80,124 81,398 81,398 Mortgages and other secured debt (recourse) 5,647 5,647 4,190 4,190 Mortgages and other secured debt (non-recourse) 191,568 191,568 26,483 26,483 $ 1,250,718 $ 1,250,718 $ 1,205,464 $ 1,204,652 The fair value of debt is based upon market prices or is computed using discounted cash flow analysis, based on the Company’s estimated borrowing rate at the end of each fiscal period presented. The majority of the Company’s debt instruments contain variable rates that are based upon current market prices, or have been refinanced within the recent past. Consequently, management believes the carrying value of these debt instruments approximates fair value. The Company believes this approach approximates the exit price notion of fair value measurement and the inputs to the pricing models qualify as Level 2 measurements. Non-Recurring Fair Value Measures The Company recently applied the fair value measurement principles to certain of its non-recurring nonfinancial assets in connection with an impairment test . The following tables presents the Company’s hierarchy for nonfinancial assets measured at fair value on a non-recurring basis (in thousands): Impairment Charges - Carrying Value Six months ended June 30, 2019 June 30, 2019 Assets: Property and equipment, net $ 673,911 $ 900 Finance lease right-of-use assets, net 516,537 — Operating lease right-of-use assets 2,200,252 — Intangible assets, net 92,397 — Goodwill 85,642 — Impairment Charges - Carrying Value Six months ended December 31, 2018 June 30, 2018 Assets: Property and equipment, net $ 2,887,554 $ 55,617 Intangible assets, net 119,082 1,132 Goodwill 85,642 — The fair value allocation related to the Company’s acquisitions and the fair value of tangible and intangible assets related to the Company’s impairment analysis are determined using a discounted cash flow approach, which is a significant unobservable input (Level 3). The Company estimates the fair value using the income approach, which is a discounted cash flow technique. These valuation methods required management to make various assumptions, including, but not limited to, future profitability, cash flows and discount rates. The Company’s estimates are based upon historical trends, management’s knowledge and experience and overall economic factors, including projections of future earnings potential. Developing discounted future cash flows in applying the income approach requires the Company to evaluate its intermediate to longer-term strategies, including, but not limited to, estimates of revenue growth, operating margins, capital requirements, inflation and working capital management. The development of appropriate rates to discount the estimated future cash flows requires the selection of risk premiums, which can materially affect the present value of future cash flows. The Company estimated the fair value of acquired tangible and intangible assets using discounted cash flow techniques that included an estimate of future cash flows, consistent with overall cash flow projections used to determine the purchase price paid to acquire the business, discounted at a rate of return that reflects the relative risk of the cash flows. The Company believes the estimates and assumptions used in the valuation methods are reasonable.

Subsequent Events

Subsequent Events	6 Months Ended
	Jun. 30, 2019
Subsequent Events.
Subsequent Events	(17) Subsequent Events On July 1, 2019, the Company completed the closure of one skilled nursing facility in Massachusetts that remains subject to a master lease with Omega. The facility generated annual revenues of $5.4 million and pre-tax net loss of $1.7 million. The closure resulted in a loss on exit of $0.2 million recognized in the six months ended June 30, 2019. On July 1, 2019, the Company divested the operations of three skilled nursing facilities located in Ohio that were subject to a master lease with Omega. The facilities generated annual revenues of $21.6 million and pre-tax net loss of $0.3 million. The divestiture resulted in a loss of $0.8 million recognized in the six months ended June 30, 2019. Upon divestiture, the Company received an annual rent credit of $1.9 million. On August 1, 2019, the Company divested the operations of six leased skilled nursing facilities located in Ohio, marking an exit from the inpatient business in this state. The facilities generated annual revenues of $39.2 million and pre-tax net loss of $1.9 million. On August 1, 2019, the Company divested the operations and sold the real property of one assisted/senior living facility located in California for a sale price of $4.7 million. The facility generated annual revenues of $2.7 million and pre-tax net loss of $0.2 million. The facility has been classified as an asset held for sale at June 30, 2019. See Note 14 – “Assets Held for Sale.” On August 1, 2019, the Company divested the operations of one leased skilled nursing facility in Utah. The facility generated annual revenues of $4.7 million and pre-tax net loss of $0.6 million. The Company is currently assessing the impact that the August 1, 2019 divestitures will have on its consolidated financial statements.

General Information (Policies)

General Information (Policies)	6 Months Ended
	Jun. 30, 2019
General Information
Description of Business	Description of Business Genesis Healthcare, Inc. is a healthcare services company that through its subsidiaries (collectively, the Company or Genesis), owns and operates skilled nursing facilities, assisted/senior living facilities and a rehabilitation therapy business. The Company has an administrative services company that provides a full complement of administrative and consultative services that allows its affiliated operators and third-party operators with whom the Company contracts to better focus on delivery of healthcare services. At June 30, 2019, the Company provides inpatient services through 407 skilled nursing, assisted/senior living and behavioral health centers located in 29 states. Revenues of the Company’s owned, leased and otherwise consolidated inpatient businesses constitute approximately 87% of its revenues. The Company provides a range of rehabilitation therapy services, including speech pathology, physical therapy, occupational therapy and respiratory therapy. These services are provided by rehabilitation therapists and assistants employed or contracted at substantially all of the centers operated by the Company, as well as by contract to healthcare facilities operated by others. The Company has expanded its delivery model for providing rehabilitation services to community-based and at-home settings, as well as internationally in China. After the elimination of intercompany revenues, the rehabilitation therapy services business constitutes approximately 11% of the Company’s revenues. The Company provides an array of other specialty medical services, including management services, physician services, staffing services, and other healthcare related services, which comprise the balance of the Company’s revenues.
Basis of Presentation	Basis of Presentation The accompanying consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (U.S. GAAP). In the opinion of management, the consolidated financial statements include all necessary adjustments for a fair presentation of the financial position and results of operations for the periods presented. The consolidated financial statements of the Company include the accounts of the Company and its wholly-owned subsidiaries. All significant intercompany transactions have been eliminated in consolidation. The Company presents noncontrolling interests within the stockholders’ deficit section of its consolidated balance sheets. The Company presents the amount of net loss attributable to Genesis Healthcare, Inc. and net loss attributable to noncontrolling interests in its consolidated statements of operations. The consolidated financial statements include the accounts of all entities controlled by the Company through its ownership of a majority voting interest and the accounts of any variable interest entities (VIEs) where the Company is subject to a majority of the risk of loss from the VIE's activities, or entitled to receive a majority of the entity's residual returns, or both. The Company assesses the requirements related to the consolidation of VIEs, including a qualitative assessment of control and economics that considers which entity has the power to direct the activities that "most significantly impact" the VIE's economic performance and has the obligation to absorb losses of, or the right to receive benefits that could be potentially significant to the VIE. In the first quarter of 2019, the Company entered into a partnership that acquired the real property of 15 skilled nursing facilities that are leased to the Company. The partnership qualifies as a consolidated VIE. See Note – 3 “ Significant Transactions and Events – Next Partnership .” The accompanying unaudited consolidated financial statements have been prepared in accordance with the instructions for Form 10-Q and do not include all of the disclosures normally required by U.S. GAAP or those normally required in annual reports on Form 10-K. Accordingly, these financial statements should be read in conjunction with the audited consolidated financial statements of the Company for the year ended December 31, 2018 filed with the U.S. Securities and Exchange Commission (the SEC) on Form 10-K on March 18, 2019. Certain prior year disclosure amounts have been reclassified to conform to current period presentation.
Financial Condition and Liquidity Considerations	Financial Condition and Liquidity Considerations The accompanying consolidated financial statements have been prepared on the basis that the Company will continue as a going concern, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. In evaluating the Company’s ability to continue as a going concern, management considered the conditions and events that could raise substantial doubt about the Company’s ability to continue as a going concern for 12 months following the date the Company’s financial statements were issued (August 9, 2019). Management considered the recent results of operations as well as the Company’s current financial condition and liquidity sources, including current funds available, forecasted future cash flows and the Company’s conditional and unconditional obligations due before August 9, 2020. Based upon such considerations, management determined that there are no known or knowable conditions or events that raise substantial doubt about the Company’s ability to continue as a going concern for 12 months following the date of issuance of these financial statements (August 9, 2019). The Company’s results of operations continue to be negatively impacted by the persistent pressure of healthcare reforms enacted in recent years. This challenging operating environment has been most acute in the Company’s inpatient segment, but also has had a detrimental effect on the Company’s rehabilitation therapy segment and its customers. In recent years, the Company has implemented a number of cost mitigation strategies to offset the negative financial implications of this challenging operating environment. The Company expects to continue to pursue cost mitigation and other strategies in 2019 in response to the operating environment and liquidity requirements. During the six months ended June 30, 2019, the Company amended, or obtained waivers related to, the financial covenants of all of its material debt and lease agreements to account for these ongoing changes in its capital structure and business conditions. Although the Company is and projects to be in compliance with all of its material debt and lease covenants through August 9, 2020, the ongoing uncertainty related to the impact of healthcare reform initiatives may have an adverse impact on the Company’s ability to remain in compliance with the covenants. Should the Company fail to comply with its debt and lease covenants at a future measurement date it could, absent necessary and timely waivers and/or amendments, be in default under certain of its existing debt and lease agreements. To the extent any cross-default provisions apply, the default could have a more significant impact on the Company’s financial position.
Recent Accounting Pronouncements	Recently Adopted Accounting Pronouncements In February 2016, the Financial Accounting Standards Board (FASB) established Accounting Standards Codification (ASC) Topic 842, Leases (Topic 842), by issuing Accounting Standards Update (ASU) No. 2016-02, which requires lessees to recognize leases on-balance sheet and disclose key information about leasing arrangements. Topic 842 was subsequently amended by ASU No. 2018-01, Land Easement Practical Expedient for Transition to Topic 842 ; ASU No. 2018-10, Codification Improvements to Topic 842, Leases ; and ASU No. 2018-11, Targeted Improvements . The new standard establishes a right-of-use (ROU) model that requires a lessee to recognize a ROU asset and lease liability on the balance sheet for all leases with a term longer than 12 months. Leases will be classified as finance or operating, with classification affecting the pattern and classification of expense recognition in the statement of operations. The Company adopted the new standard on January 1, 2019. The Company elected the option to apply the transition requirements in Topic 842 at the effective date of January 1, 2019 with the effects of initially applying Topic 842 recognized as a cumulative-effect adjustment to accumulated deficit in the period of adoption. Consequently, financial information has not been updated and the disclosures required under the new standard have not been provided for dates and periods before January 1, 2019. The new standard provides a number of optional practical expedients in transition. The Company has elected the ‘package of practical expedients’, which permit it to not reassess its prior conclusions about lease identification, lease classification and initial direct costs. The Company did not elect the use-of-hindsight or the practical expedient pertaining to land easements; the latter is not applicable to the Company. The adoption of the new standard had a material effect on the Company’s financial statements. The most significant effects relate to (1) the recognition of new ROU assets and lease liabilities on its balance sheet for real estate operating leases; (2) the derecognition of existing assets and liabilities for sale-leaseback transactions (including those arising from build-to-suit lease arrangements for which construction is complete and the Company is leasing the constructed asset) that historically did not qualify for sale accounting; and (3) providing significant new disclosures about its leasing activities. Upon adoption, the Company: · Recognized operating lease liabilities of $0.6 billion based on the present value of the remaining minimum rental payments as determined in accordance with Topic 842 for leases that had historically been accounted for as operating leases under the previous leasing standards. The Company recognized corresponding ROU assets of approximately $0.5 billion based on the operating lease liabilities, adjusted for existing straight-line lease liabilities, existing assets and liabilities related to favorable and unfavorable terms of operating leases previously recognized in respect of business combinations, and the impairment of the ROU assets. The resulting net impact of $0.1 billion associated with this change in accounting was recognized as an increase to opening accumulated deficit as of January 1, 2019. · Derecognized existing financing obligations of $2.7 billion and existing property and equipment of $1.7 billion. The Company recognized new operating lease liabilities and corresponding ROU assets of $1.9 billion on its balance sheet for the associated leases. The resulting net impact of $1.0 billion associated with this change in accounting was recognized as a reduction to opening accumulated deficit as of January 1, 2019. The new standard also provides practical expedients for an entity’s ongoing accounting. The Company elected the short-term lease recognition exemption for all leases that qualify. This means, for those leases that qualify, the Company does not recognize ROU assets or lease liabilities, and this includes not recognizing ROU assets or lease liabilities for existing short-term leases of those assets in transition. See Note 8 – “ Leases. ” In February 2018, the FASB issued ASU 2018-02, Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income , which permits entities to reclassify the disproportionate income tax effects of the Tax Cuts and Jobs Act (Tax Reform Act) on items within accumulated other comprehensive income (loss) to retained earnings. These disproportionate income tax effect items are referred to as "stranded tax effects." Amendments in this update only relate to the reclassification of the income tax effects of the Tax Reform Act. Other accounting guidance that requires the effect of changes in tax laws or rates to be included in net income from continuing operations is not affected by this update. The Company adopted the new standard on January 1, 2019. The adoption of ASU 2018-02 did not have a material impact on the Company’s consolidated financial statements. Recently Issued Accounting Pronouncements In August 2018, the FASB issued ASU 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework – Changes to the Disclosure Requirements for Fair Value Measurement , which simplifies the fair value measurement disclosure requirements. The standard is effective for fiscal years beginning after December 15, 2019, with early adoption permitted. The Company is currently evaluating the effect that the standard will have on its consolidated financial statements and related disclosures. In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses: Measurement of Credit Losses on Financial Instruments , which is intended to improve financial reporting by requiring earlier recognition of credit losses on certain financial assets, such as available-for-sale debt securities. The standard replaces the current incurred loss impairment model that recognizes losses when a probable threshold is met with a requirement to recognize lifetime expected credit losses immediately when a financial asset is originated or purchased. Further, the FASB issued ASU 2019-04 and ASU 2019-05 to provide additional guidance on the credit losses standard. The standard is effective for fiscal years beginning after December 15, 2019, including interim periods within those annual periods, with early adoption permitted for fiscal years beginning after December 15, 2018. The Company is currently evaluating the effect that the standard will have on its consolidated financial statements and related disclosures.

Certain Significant Risks and_2

Certain Significant Risks and Uncertainties (Tables)	6 Months Ended
	Jun. 30, 2019
Certain Significant Risks and Uncertainties
Schedule of revenue by major source (in thousands)	Three months ended June 30, Six months ended June 30, 2019 2018 2019 2018 Medicare 20 % 22 % 20 % 22 % Medicaid 58 % 57 % 58 % 56 % Insurance 12 % 12 % 12 % 13 % Private 8 % 8 % 7 % 8 % Other 2 % 1 % 3 % 1 % Total 100 % 100 % 100 % 100 %

Net Revenues and Accounts Rec_2

Net Revenues and Accounts Receivable (Tables)	6 Months Ended
	Jun. 30, 2019
Net Revenues and Accounts Receivable
Schedule of revenues by revenue source	Three months ended June 30, 2019 Rehabilitation Inpatient Therapy Other Services Services Services Total Medicare $ 201,007 $ 22,992 $ — $ 223,999 Medicaid 577,097 573 — 577,670 Insurance 114,619 5,916 — 120,535 Private 79,127 92 — 79,219 Third party providers — 88,108 20,486 108,594 Other 17,648 3,254 14,133 35,035 Total net revenues $ 989,498 $ 120,935 $ 34,619 $ 1,145,052 Three months ended June 30, 2018 Rehabilitation Inpatient Therapy Other Services Services Services Total Medicare $ 232,594 $ 23,622 $ — $ 256,216 Medicaid 619,735 465 — 620,200 Insurance 132,824 6,095 — 138,919 Private 87,079 92 — 87,171 Third party providers — 108,474 22,476 130,950 Other 18,377 7,039 13,488 38,904 Total net revenues $ 1,090,609 $ 145,787 $ 35,964 $ 1,272,360 (1) Includes Assisted/Senior living revenue of $23.7 million and $23.7 million for the three months ended June 30, 2019 and 2018, respectively. Such amounts do not represent contracts with customers under ASC 606. (2) Primarily consists of revenue from Veteran Affairs and administration of third party facilities. (3) Includes net revenues from all payors generated by the other services, excluding third party providers. Six months ended June 30, 2019 Rehabilitation Inpatient Therapy Other Services Services Services Total Medicare $ 408,975 $ 45,744 $ — $ 454,719 Medicaid 1,158,045 1,128 — 1,159,173 Insurance 239,699 11,150 — 250,849 Private 156,060 204 — 156,264 Third party providers — 177,637 41,094 218,731 Other 34,211 5,912 26,833 66,956 Total net revenues $ 1,996,990 $ 241,775 $ 67,927 $ 2,306,692 Six months ended June 30, 2018 Rehabilitation Inpatient Therapy Other Services Services Services Total Medicare $ 483,819 $ 46,105 $ — $ 529,924 Medicaid 1,241,168 1,040 — 1,242,208 Insurance 275,829 12,609 — 288,438 Private 173,740 251 — 173,991 Third party providers — 219,164 45,506 264,670 Other 36,384 10,449 27,368 74,201 Total net revenues $ 2,210,940 $ 289,618 $ 72,874 $ 2,573,432 (1) Includes Assisted/Senior living revenue of $47.4 million and $47.2 million for the six months ended June 30, 2019 and 2018, respectively. Such amounts do not represent contracts with customers under ASC 606. (2) Primarily consists of revenue from Veteran Affairs and administration of third party facilities. (3) Includes net revenues from all payors generated by the other services, excluding third party providers.

Loss Per Share (Tables)

Loss Per Share (Tables)	6 Months Ended
	Jun. 30, 2019
Loss Per Share
Reconciliation of the numerator and denominator used in the calculation of net income per share	Three months ended June 30, Six months ended June 30, 2019 2018 2019 2018 Numerator: Loss from continuing operations $ (8,983) $ (62,857) $ (34,065) $ (171,530) Less: Net loss attributable to noncontrolling interests (4,164) (23,245) (13,983) (63,380) Net loss attributable to Genesis Healthcare, Inc. $ (4,819) $ (39,612) $ (20,082) $ (108,150) Denominator: Weighted-average shares outstanding for basic and diluted net loss per share 106,846 100,596 105,289 99,430 Basic and diluted net loss per common share: Net loss attributable to Genesis Healthcare, Inc. $ (0.05) $ (0.39) $ (0.19) $ (1.09)

Segment Information (Tables)

Segment Information (Tables)	6 Months Ended
	Jun. 30, 2019
Segment Information
Summary of segmented revenues	A summary of the Company’s segmented revenues follows (in thousands, except percentages): Three months ended June 30, 2019 2018 Increase / (Decrease) Revenue Revenue Revenue Revenue Dollars Percentage Dollars Percentage Dollars Percentage Revenues: Inpatient services: Skilled nursing facilities $ 964,541 84.2 % $ 1,065,310 83.7 % $ (100,769) (9.5) % Assisted/Senior living facilities 23,702 2.1 % 23,742 1.9 % (40) (0.2) % Administration of third party facilities 2,054 0.2 % 2,300 0.2 % (246) (10.7) % Elimination of administrative services (799) (0) % (743) (0.1) % (56) 7.5 % Inpatient services, net 989,498 86.4 % 1,090,609 85.7 % (101,111) (9.3) % Rehabilitation therapy services: Total therapy services 192,906 16.8 % 234,674 18.4 % (41,768) (17.8) % Elimination of intersegment rehabilitation therapy services (71,971) (6.3) % (88,887) (7.0) % 16,916 (19.0) % Third party rehabilitation therapy services, net 120,935 10.5 % 145,787 11.4 % (24,852) (17.0) % Other services: Total other services 45,489 4.0 % 42,946 3.4 % 2,543 5.9 % Elimination of intersegment other services (10,870) (0.9) % (6,982) (0.5) % (3,888) 55.7 % Third party other services, net 34,619 3.1 % 35,964 2.9 % (1,345) (3.7) % Net revenues $ 1,145,052 100.0 % $ 1,272,360 100.0 % $ (127,308) (10.0) % Six months ended June 30, 2019 2018 Increase / (Decrease) Revenue Revenue Revenue Revenue Dollars Percentage Dollars Percentage Dollars Percentage Revenues: Inpatient services: Skilled nursing facilities $ 1,946,937 84.3 % $ 2,160,612 84.0 % $ (213,675) (9.9) % Assisted/Senior living facilities 47,351 2.1 % 47,246 1.8 % 105 0.2 % Administration of third party facilities 4,301 0.2 % 4,552 0.2 % (251) (5.5) % Elimination of administrative services (1,599) — % (1,470) — % (129) 8.8 % Inpatient services, net 1,996,990 86.6 % 2,210,940 86.0 % (213,950) (9.7) % Rehabilitation therapy services: Total therapy services 387,977 16.8 % 471,251 18.3 % (83,274) (17.7) % Elimination of intersegment rehabilitation therapy services (146,202) (6.3) % (181,633) (7.1) % 35,431 (19.5) % Third party rehabilitation therapy services, net 241,775 10.5 % 289,618 11.2 % (47,843) (16.5) % Other services: Total other services 87,607 3.8 % 85,774 3.3 % 1,833 2.1 % Elimination of intersegment other services (19,680) (0.9) % (12,900) (0.5) % (6,780) 52.6 % Third party other services, net 67,927 2.9 % 72,874 2.8 % (4,947) (6.8) % Net revenues $ 2,306,692 100.0 % $ 2,573,432 100.0 % $ (266,740) (10.4) %
Summary of condensed consolidated statements of operations, Total assets and Goodwill	A summary of the Company’s unaudited condensed consolidated statement of operations follows (in thousands): Three months ended June 30, 2019 Rehabilitation Inpatient Therapy Other Services Services Services Corporate Eliminations Consolidated Net revenues $ 990,297 $ 192,906 $ 45,325 $ 164 $ (83,640) $ 1,145,052 Salaries, wages and benefits 442,028 154,855 29,276 — — 626,159 Other operating expenses 389,637 12,130 14,402 — (83,641) 332,528 General and administrative costs — — — 35,562 — 35,562 Lease expense 93,557 335 338 356 — 94,586 Depreciation and amortization expense 22,328 3,112 174 2,654 — 28,268 Interest expense 29,051 13 8 23,903 — 52,975 Gain on early extinguishment of debt — — — (24) — (24) Investment income — — — (2,143) — (2,143) Other (income) loss (23,474) — 61 — — (23,413) Transaction costs — — — 8,823 — 8,823 Long-lived asset impairments 900 — — — — 900 Equity in net loss (income) of unconsolidated affiliates — — — 1,910 (1,934) (24) Income (loss) before income tax benefit 36,270 22,461 1,066 (70,877) 1,935 (9,145) Income tax benefit — — — (162) — (162) Income (loss) from continuing operations $ 36,270 $ 22,461 $ 1,066 $ (70,715) $ 1,935 $ (8,983) Three months ended June 30, 2018 Rehabilitation Inpatient Therapy Other Services Services Services Corporate Eliminations Consolidated Net revenues $ 1,091,352 $ 234,674 $ 42,926 $ 20 $ (96,612) $ 1,272,360 Salaries, wages and benefits 489,778 187,946 28,030 — — 705,754 Other operating expenses 439,224 14,400 13,544 — (96,613) 370,555 General and administrative costs — — — 39,046 — 39,046 Lease expense 31,494 — 316 301 — 32,111 Depreciation and amortization expense 56,750 3,138 168 3,439 — 63,495 Interest expense 93,028 13 9 24,905 — 117,955 Gain on early extinguishment of debt — — — (501) — (501) Investment income — — — (1,631) — (1,631) Other income (22,220) — — — — (22,220) Transaction costs — — — 3,112 — 3,112 Long-lived asset impairment charges 27,257 — — — — 27,257 Goodwill and identifiable intangible asset impairments 1,132 — — — — 1,132 Equity in net (income) loss of unconsolidated affiliates — — — (352) 390 38 (Loss) income before income tax benefit (25,091) 29,177 859 (68,299) (389) (63,743) Income tax benefit — — — (886) — (886) (Loss) income from continuing operations $ (25,091) $ 29,177 $ 859 $ (67,413) $ (389) $ (62,857) Six months ended June 30, 2019 Rehabilitation Inpatient Therapy Other Services Services Services Corporate Eliminations Consolidated Net revenues $ 1,998,589 $ 387,977 $ 87,390 $ 217 $ (167,481) $ 2,306,692 Salaries, wages and benefits 898,790 311,947 57,832 — — 1,268,569 Other operating expenses 791,569 23,087 27,891 — (167,481) 675,066 General and administrative costs — — — 71,094 — 71,094 Lease expense 186,523 665 680 779 — 188,647 Depreciation and amortization expense 54,200 6,276 348 5,639 — 66,463 Interest expense 56,091 27 17 48,356 — 104,491 Gain on early extinguishment of debt — — — (24) — (24) Investment income — — — (4,007) — (4,007) Other (income) loss (40,315) (76) 61 — — (40,330) Transaction costs — — — 10,084 — 10,084 Long-lived asset impairments 900 — — — — 900 Equity in net loss (income) of unconsolidated affiliates — — — 1,386 (1,471) (85) Income (loss) before income tax benefit 50,831 46,051 561 (133,090) 1,471 (34,176) Income tax benefit — — — (111) — (111) Income (loss) from continuing operations $ 50,831 $ 46,051 $ 561 $ (132,979) $ 1,471 $ (34,065) Six months ended June 30, 2018 Rehabilitation Inpatient Therapy Other Services Services Services Corporate Eliminations Consolidated Net revenues $ 2,212,410 $ 471,251 $ 85,721 $ 53 $ (196,003) $ 2,573,432 Salaries, wages and benefits 996,808 387,777 56,939 — — 1,441,524 Other operating expenses 895,025 28,816 26,878 — (196,004) 754,715 General and administrative costs — — — 78,921 — 78,921 Lease expense 63,928 — 643 611 — 65,182 Depreciation and amortization expense 101,080 6,332 337 7,249 — 114,998 Interest expense 186,647 27 18 46,300 — 232,992 Loss on early extinguishment of debt — — — 9,785 — 9,785 Investment income — — — (2,678) — (2,678) Other (income) loss (22,230) — 78 — — (22,152) Transaction costs — — — 15,207 — 15,207 Long-lived asset impairments 55,617 — — — — 55,617 Goodwill and identifiable intangible asset impairments 1,132 — — — — 1,132 Equity in net (income) loss of unconsolidated affiliates — — — (506) 764 258 (Loss) income before income tax benefit (65,597) 48,299 828 (154,836) (763) (172,069) Income tax benefit — — — (539) — (539) (Loss) income from continuing operations $ (65,597) $ 48,299 $ 828 $ (154,297) $ (763) $ (171,530) The following table presents the segment assets as of June 30, 2019 compared to December 31, 2018 (in thousands): June 30, 2019 December 31, 2018 Inpatient services $ 4,192,932 $ 3,735,778 Rehabilitation therapy services 304,758 329,687 Other services 36,984 36,240 Corporate and eliminations 107,906 161,918 Total assets $ 4,642,580 $ 4,263,623 The following table presents segment goodwill as of June 30, 2019 compared to December 31, 2018 (in thousands): Inpatient Rehabilitation Therapy Services Other Services Consolidated Balance at December 31, 2018 Goodwill 351,470 73,814 11,828 437,112 Accumulated impairment losses (351,470) — — (351,470) $ — $ 73,814 $ 11,828 $ 85,642 Balance at June 30, 2019 Goodwill 351,470 73,814 11,828 437,112 Accumulated impairment losses (351,470) — — (351,470) $ — $ 73,814 $ 11,828 $ 85,642

Property and Equipment (Tables)

Property and Equipment (Tables)	6 Months Ended
	Jun. 30, 2019
Property and Equipment
Schedule of property and equipment	June 30, 2019 December 31, 2018 Land, buildings and improvements $ 712,926 $ 469,575 Finance lease land, buildings and improvements — 693,546 Financing obligation land, buildings and improvements — 2,274,211 Equipment, furniture and fixtures 396,842 417,684 Construction in progress 2,753 9,340 Gross property and equipment 1,112,521 3,864,356 Less: accumulated depreciation (438,610) (976,802) Net property and equipment $ 673,911 $ 2,887,554

Leases (Tables)

Leases (Tables)	6 Months Ended
	Jun. 30, 2019
Leases
Schedule of finance lease liability maturities	Year ending December 31, Operating Leases Finance Leases (1) 2019 (excluding six months ended June 30, 2019) $ 169,795 $ 38,549 2020 342,545 79,083 2021 345,496 80,509 2022 339,823 82,016 2023 337,495 83,568 Thereafter 3,047,236 2,944,589 Total lease payments 4,582,390 3,308,314 Less interest (2,221,444) (2,466,440) Total lease obligations 2,360,946 841,874 Less current portion (110,156) (2,678) Long-term lease obligations $ 2,250,790 $ 839,196 (1) Finance lease payments include $2.3 billion related to options to extend lease terms that are reasonably certain of being exercised.
Schedule of operating lease liability maturities	Year ending December 31, Operating Leases Finance Leases (1) 2019 (excluding six months ended June 30, 2019) $ 169,795 $ 38,549 2020 342,545 79,083 2021 345,496 80,509 2022 339,823 82,016 2023 337,495 83,568 Thereafter 3,047,236 2,944,589 Total lease payments 4,582,390 3,308,314 Less interest (2,221,444) (2,466,440) Total lease obligations 2,360,946 841,874 Less current portion (110,156) (2,678) Long-term lease obligations $ 2,250,790 $ 839,196
Schedule of future minimum lease commitments under ASC 840	The Company’s future minimum commitments under finance leases (formerly capital leases), financing obligations, and operating leases as of December 31, 2018 were as follows (in thousands): Year ending December 31, Finance Leases Financing Obligations Operating Leases 2019 $ 88,793 $ 237,335 $ 110,755 2020 89,397 242,052 109,391 2021 91,292 245,311 106,031 2022 93,281 242,214 84,003 2023 95,376 247,852 76,701 Thereafter 3,325,042 6,661,624 373,753 Total future minimum lease payments 3,783,181 7,876,388 $ 860,634 Less amount representing interest (2,813,068) (5,141,448) Total lease obligation 970,113 $ 2,734,940 Less current portion (2,171) (2,001) Long-term obligation $ 967,942 $ 2,732,939
Schedule of components of lease costs	Three months ended Six months ended Lease Cost Classification June 30, 2019 June 30, 2019 Operating lease cost Lease expense $ 94,586 $ 188,647 Finance lease cost: Amortization of finance lease right-of-use assets Depreciation and amortization expense 6,630 13,488 Interest on finance lease obligations Interest expense 21,840 44,632 Total finance lease expense 28,470 58,120 Variable lease cost Other operating expenses 10,559 21,330 Short-term leases Other operating expenses 6,439 12,615 Total lease cost $ 140,054 $ 280,712
Schedule of quantitative information associated with operating and finance leases	Lease Term and Discount Rate June 30, 2019 Weighted-average remaining lease term (years) Operating leases 13.5 Finance leases 30.2 Weighted-average discount rate Operating leases Finance leases The following table includes supplemental lease information for the three and six months ended June 30, 2019 (in thousands): Three months ended Six months ended Other information June 30, 2019 June 30, 2019 Cash paid for amounts included in the measurement of lease obligations Operating cash flows from operating leases $ 84,309 $ 171,928 Operating cash flows from finance leases 19,008 40,451 Financing cash flows from finance leases 696 1,271 Right of use assets obtained in exchange for new lease obligations Operating leases - 77,166

Long-term Debt (Tables)

Long-term Debt (Tables)	6 Months Ended
	Jun. 30, 2019
Long-Term Debt.
Schedule of long-term debt	June 30, 2019 December 31, 2018 Asset based lending facilities, net of debt issuance costs of $9,975 and $11,335 at June 30, 2019 and December 31, 2018, respectively $ 369,715 $ 419,289 Term loan agreements, net of debt issuance costs of $1,367 and $1,851 and debt premium balance of $6,130 and $8,446 at June 30, 2019 and December 31, 2018, respectively 190,126 184,652 Real estate loans, net of debt issuance costs of $4,603 and $5,360 and debt premium balance of $24,159 and $28,992 at June 30, 2019 and December 31, 2018, respectively 278,426 307,690 HUD insured loans, net of debt issuance costs of $4,620 and $5,247 and debt premium balance of $0 and $860 at June 30, 2019 and December 31, 2018, respectively 135,112 181,762 Notes payable 80,124 81,398 Mortgages and other secured debt (recourse) 5,647 4,190 Mortgages and other secured debt (non-recourse), net of debt issuance costs of $3,487 and $187 and debt premium balance of $1,471 and $1,520 at June 30, 2019 and December 31, 2018, respectively 191,568 26,483 1,250,718 1,205,464 Less: Current installments of long-term debt (108,639) (122,531) Long-term debt $ 1,142,079 $ 1,082,933
Schedule of borrowings and interest rates under ABL Credit Facility	Borrowings and interest rates under the ABL Credit Facilities were as follows at June 30, 2019 (dollars in thousands): Weighted Average ABL Credit Facilities Commitment Borrowings Interest Term loan facility $ 285,000 $ 285,000 8.32 % Revolving credit facility (Non-HUD) 168,000 57,177 8.32 % Revolving credit facility (HUD) 72,000 19,514 8.32 % Delayed draw term loan facility 30,000 18,000 13.32 % $ 555,000 $ 379,691 8.56 %
Schedule of maturity of total debt	The maturity of total debt of $1,243.0 million, excluding debt issuance costs and other non-cash debt discounts and premiums, at June 30, 2019 is as follows (in thousands): Twelve months ended June 30, 2020 $ 108,688 2021 6,835 2022 614,065 2023 350,200 2024 9,015 Thereafter 154,207 Total debt maturity $ 1,243,010

Other Income (Tables)

Other Income (Tables)	6 Months Ended
	Jun. 30, 2019
Other (Income) Loss.
Summary of Net (Gain) Loss Recorded as Other Income	Three months ended June 30, Six months ended June 30, 2019 2018 2019 2018 Gain on sale of owned assets $ (27,345) $ — $ (27,345) $ — Loss recognized for exit costs associated with divestiture of operations 4,578 7,368 7,921 9,074 Gain on partial master lease termination (646) — (20,906) — Gain on lease terminations and amendments - unamortized straight-lining, favorable and unfavorable lease balances — (8,379) — (10,017) Gain on lease terminations and amendments - unamortized financing lease and capital lease obligations — (21,209) — (21,209) Total other income $ (23,413) $ (22,220) $ (40,330) $ (22,152)

Assets Held for Sale (Tables)

Assets Held for Sale (Tables)	6 Months Ended
	Jun. 30, 2019
Assets Held for Sale
Schedule of major classes of assets and liabilities included as part of the disposal groups	June 30, 2019 December 31, 2018 Current assets: Prepaid expenses $ 6,574 $ 3,375 Long-term assets: Property and equipment, net of accumulated depreciation of $8,045 and $3,640 at June 30, 2019 and December 31, 2018, respectively 41,418 16,087 Total assets $ 47,992 $ 19,462 Current liabilities: Current installments of long-term debt $ 1,257 $ 639 Long-term liabilities: Long-term debt 55,038 25,942 Total liabilities $ 56,295 $ 26,581

Fair Value of Financial Instr_2

Fair Value of Financial Instruments (Tables)	6 Months Ended
	Jun. 30, 2019
Fair Value of Financial Instruments
Schedule of fair value of assets measured on a recurring basis	The tables below present the Company’s assets and liabilities measured at fair value on a recurring basis as of June 30, 2019 and December 31, 2018, aggregated by the level in the fair value hierarchy within which those measurements fall (in thousands): Fair Value Measurements at Reporting Date Using Quoted Prices in Significant Active Markets for Significant Other Unobservable June 30, Identical Assets Observable Inputs Inputs Assets: 2019 (Level 1) (Level 2) (Level 3) Cash and cash equivalents $ 11,857 $ 11,857 $ — $ — Restricted cash and equivalents 84,934 84,934 — — Restricted investments in marketable securities 144,450 49,889 94,561 — Total $ 241,241 $ 146,680 $ 94,561 $ — Fair Value Measurements at Reporting Date Using Quoted Prices in Significant Active Markets for Significant Other Unobservable December 31, Identical Assets Observable Inputs Inputs Assets: 2018 (Level 1) (Level 2) (Level 3) Cash and cash equivalents $ 20,865 $ 20,865 $ — $ — Restricted cash and equivalents 121,411 121,411 — — Restricted investments in marketable securities 136,153 40,699 95,454 — Total $ 278,429 $ 182,975 $ 95,454 $ —
Schedule of carrying amounts and estimated fair values of long-term debt, net of issuance costs and other non-cash debt discounts and premiums	June 30, 2019 December 31, 2018 Carrying Value Fair Value Carrying Value Fair Value Asset based lending facilities $ 369,715 $ 369,715 $ 419,289 $ 419,289 Term loan agreements 190,126 190,126 184,652 184,652 Real estate loans 278,426 278,426 307,690 307,690 HUD insured loans 135,112 135,112 181,762 180,950 Notes payable 80,124 80,124 81,398 81,398 Mortgages and other secured debt (recourse) 5,647 5,647 4,190 4,190 Mortgages and other secured debt (non-recourse) 191,568 191,568 26,483 26,483 $ 1,250,718 $ 1,250,718 $ 1,205,464 $ 1,204,652
Schedule of hierarchy of nonfinancial assets measured at fair value on a nonrecurring basis	Impairment Charges - Carrying Value Six months ended June 30, 2019 June 30, 2019 Assets: Property and equipment, net $ 673,911 $ 900 Finance lease right-of-use assets, net 516,537 — Operating lease right-of-use assets 2,200,252 — Intangible assets, net 92,397 — Goodwill 85,642 — Impairment Charges - Carrying Value Six months ended December 31, 2018 June 30, 2018 Assets: Property and equipment, net $ 2,887,554 $ 55,617 Intangible assets, net 119,082 1,132 Goodwill 85,642 —

General Information (Details)

General Information (Details)	3 Months Ended		6 Months Ended
	Jun. 30, 2019state	Jun. 30, 2018	Jun. 30, 2019statefacility	Jun. 30, 2018
Revenue | Product Concentration Risk
Concentration risk
Concentration risk (as a percent)	100.00%	100.00%	100.00%	100.00%
Rehabilitation therapy service | Revenue | Product Concentration Risk
Concentration risk
Concentration risk (as a percent)	10.50%	11.40%	10.50%	11.20%
Inpatient Services
Description of business
Number of skilled nursing, assisted/senior living and behavioral health centers through which inpatient services are provided			407
Number of states with facilities | state	29		29
Inpatient Services | Revenue | Product Concentration Risk
Concentration risk
Concentration risk (as a percent)	86.40%	85.70%	86.60%	86.00%
Skilled Nursing Facility
Concentration risk
Number of facilities leased from VIE in partnership			15

General Information - Recently

General Information - Recently Adopted Accounting Pronouncements (Details) - USD ($) $ in Thousands	Jan. 01, 2019	Jun. 30, 2019
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Operating lease liability		$ 2,360,946
Operating lease right-of-use assets		$ 2,200,252
ASU 2016-02
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Prior periods not restated upon adoption of ASU	true
Operating lease liability	$ 600,000
Operating lease right-of-use assets	500,000
Increase in accumulated deficit	100,000
Net financing obligation derecognized	2,700,000
Property and equipment derecognized from PP&E due to adoption of Topic 842	1,700,000
New operating lease liabilities	1,900,000
New operating lease right of use asset	1,900,000
Decrease in accumulated deficit	$ 1,000,000
Practical expedients package adoption	true
Use-of-hindsight practical expedient election	false
Land easement practical expedient election	false

Certain Significant Risks and_3

Certain Significant Risks and Uncertainties - Revenue Sources (Details) - Government contracts - Inpatient Services	3 Months Ended		6 Months Ended
	Jun. 30, 2019	Jun. 30, 2018	Jun. 30, 2019	Jun. 30, 2018
Revenue Sources
Concentration Risk, Percentage	100.00%	100.00%	100.00%	100.00%
Medicare
Revenue Sources
Concentration Risk, Percentage	20.00%	22.00%	20.00%	22.00%
Medicaid
Revenue Sources
Concentration Risk, Percentage	58.00%	57.00%	58.00%	56.00%
Insurance
Revenue Sources
Concentration Risk, Percentage	12.00%	12.00%	12.00%	13.00%
Private
Revenue Sources
Concentration Risk, Percentage	8.00%	8.00%	7.00%	8.00%
Other
Revenue Sources
Concentration Risk, Percentage	2.00%	1.00%	3.00%	1.00%
Revenue | Medicare and Medicaid
Revenue Sources
Concentration Risk, Percentage			78.00%

Certain Significant Risks and_4

Certain Significant Risks and Uncertainties - Concentration of Credit Risk (Details) - Credit Concentration Risk [Member] - Accounts Receivable - Rehabilitation Services $ in Millions	6 Months Ended
	Jun. 30, 2019USD ($)customer
Minimum
Concentration Risk
Number of distinct customers	160
Group Of Largest Customers
Concentration Risk
Concentration risk (as a percent)	10.00%
Number of former customers representing approximately 10% of gross outstanding contract receivables	1
Contract receivables, net | $	$ 9.1
Related Party Customer
Concentration Risk
Concentration risk (as a percent)	32.00%
Number of large customers comprising over 31% of the net outstanding contract receivables	1
Contract receivables, net | $	$ 29.6

Significant Transactions and _2

Significant Transactions and Events - Next Partnership (Details) $ in Thousands	May 01, 2019facility	Mar. 08, 2019facility	Jan. 31, 2019USD ($)facilityitem	Nov. 01, 2016item	Jun. 30, 2019USD ($)	Jun. 30, 2019USD ($)	Mar. 31, 2019USD ($)
Acquisitions, Lease Amendments and Terminations
Number of facilities sold	5			64
Annual rent					$ 94,586	$ 188,647
Next Joint Venture
Acquisitions, Lease Amendments and Terminations
Ownership interest in joint venture properties			46.00%
Next Partnership
Variable Interest Entity [Abstract]
Purchase price of facilities acquired			$ 252,500
Proceeds from sale of facilities			79,000
Property and equipment consolidated in VIE			173,500				$ 173,500
Non-recourse debt			165,700
Non-controlling interest			$ 18,500
Transaction costs						$ 5,300
Next Partnership | Skilled Nursing Facility
Acquisitions, Lease Amendments and Terminations
Number of facilities sold | facility			7
Variable Interest Entity [Abstract]
Number of facilities acquired | facility			22
Number of facilities included in consolidation of VIE | facility			15
Next Joint Venture
Acquisitions, Lease Amendments and Terminations
Payment for investment in joint venture			$ 16,000
Number of years after the start of lease the fixed price purchase option becomes exercisable			5 years
Latest number of years after start of lease the fixed price purchase option may be exercised			7 years
Fixed price purchase option premium percentage			10.00%
Next master lease agreement | Skilled Nursing Facility
Acquisitions, Lease Amendments and Terminations
Number of facilities sold | facility		19
Term of operating lease			15 years
Number of renewal options | item			2
Operating lease renewal term (in years)		5 years	5 years
Next master lease agreement | Next Joint Venture
Acquisitions, Lease Amendments and Terminations
Term of operating lease			15 years
Number of renewal options | item			2
Operating lease renewal term (in years)			5 years
Annual rent			$ 19,500
Annual Escalators (as a percent)			2.00%
Next master lease agreement | Next Joint Venture | Skilled Nursing Facility
Acquisitions, Lease Amendments and Terminations
Annual Escalators (as a percent)			0.00%
Welltower
Acquisitions, Lease Amendments and Terminations
Number of facilities sold | facility			15

Significant Transactions and _3

Significant Transactions and Events - Divestiture of Non-Strategic Facilities (Details) $ in Thousands

Jun. 30, 2019USD ($)facility

Jun. 01, 2019USD ($)facilityitem

May 01, 2019USD ($)facility

Apr. 01, 2019USD ($)facility

Mar. 08, 2019USD ($)facility

Feb. 07, 2019USD ($)facility

Jan. 31, 2019facility

Nov. 01, 2016item

Jun. 30, 2019USD ($)

Jun. 30, 2018USD ($)

Jun. 30, 2019USD ($)

Jun. 30, 2018USD ($)

Dec. 31, 2018USD ($)

Mar. 31, 2019facility

Skilled Nursing Facility Divestitures

Number Of Facilities Sold

5

64

Other Nonoperating Income (Expense)

$ 23,413

$ 22,220

$ 40,330

$ 22,152

Skilled Nursing Facilities

Skilled Nursing Facility Divestitures

Number of facilities presented as assets held for sale | facility

8

California | Divestiture of real property and operations | Skilled Nursing Facilities

Skilled Nursing Facility Divestitures

Number of facilities divested or closed | facility

5

Annual revenues

$ 53,000

Pre-tax net income (loss)

1,600

Gain (loss) recognized in disposal group

25,000

Sales price

56,500

Repayments of loans

41,800

Prepayment penalties and other closing costs at extinguishment

$ 2,400

California | Disposed by sale | Skilled Nursing Facilities

Skilled Nursing Facility Divestitures

Number Of Facilities Sold | facility

5

California | Lease termination | Behavioral Health Center

Skilled Nursing Facility Divestitures

Number of facilities divested or closed | facility

1

Annual revenues

$ 3,100

Pre-tax net income (loss)

300

Gain (loss) recognized in disposal group

$ 100

California | Assets held for sale. | Skilled Nursing Facilities

Skilled Nursing Facility Divestitures

Gain (loss) recognized in disposal group

0

Sales price

$ 88,800

$ 88,800

88,800

Texas | Assets held for sale. | Skilled Nursing Facilities

Skilled Nursing Facility Divestitures

Sales price

$ 20,100

New Jersey And Ohio

Skilled Nursing Facility Divestitures

Annual revenues

90,200

Pre-tax net income (loss)

$ 6,000

Gain (loss) recognized in disposal group

$ 3,300

Ohio | Divestiture of operations | Skilled Nursing Facilities

Skilled Nursing Facility Divestitures

Number of facilities divested or closed | facility

1

Annual revenues

$ 6,700

Pre-tax net income (loss)

1,300

Gain (loss) recognized in disposal group

$ 300

Welltower Master Lease

Skilled Nursing Facility Divestitures

Number of facilities terminated from master lease agreement | facility

2

24

Annual rent credit granted on termination

$ 600

$ 23,400

Write-off of finance lease ROU assets

5,100

221,300

Write-off of finance lease liabilities

5,600

241,600

Gain on partial lease termination

$ 500

$ 20,300

Number Of Facilities Sold | facility

15

Welltower Master Lease | Connecticut | Divestiture of operations | Skilled Nursing Facilities

Skilled Nursing Facility Divestitures

Number of facilities divested or closed | facility

2

Annual revenues

$ 18,000

Pre-tax net income (loss)

1,600

Gain (loss) recognized in disposal group

$ 800

Welltower Master Lease | New Jersey And Ohio | Divestiture

Skilled Nursing Facility Divestitures

Number of facilities divested or closed | facility

9

Welltower

Skilled Nursing Facility Divestitures

Number Of Facilities Sold | facility

15

Skilled Nursing Facility | California | Divestiture of real property and operations

Skilled Nursing Facility Divestitures

Number of facilities divested or closed | facility

5

Skilled Nursing Facility | Ohio

Skilled Nursing Facility Divestitures

Number of facilities divested or closed | facility

1

Annual revenues

$ 7,700

Pre-tax net income (loss)

1,600

Gain (loss) recognized in disposal group

$ 200

Skilled Nursing Facility | Omega | Massachusetts

Skilled Nursing Facility Divestitures

Gain (loss) recognized in disposal group

(200)

Skilled Nursing Facility | Omega | Ohio | Divestiture

Skilled Nursing Facility Divestitures

Gain (loss) recognized in disposal group

$ (800)

Skilled Nursing Facility | Omega | New Mexico

Skilled Nursing Facility Divestitures

Number of facilities acquired | facility

1

Number of beds in facilities | item

80

Annual net revenue from acquired operations

$ 3,400

Net Revenues and Accounts Rec_3

Net Revenues and Accounts Receivable - Adoption of ASC 606 (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2019	Jun. 30, 2018	Jun. 30, 2019	Jun. 30, 2018
Net Revenues and Accounts Receivable
Operating expenses	$ 332,528	$ 370,555	$ 675,066	$ 754,715
Contract liabilities	$ 0		$ 0
Practical expedient
Election of practical expedient regarding financing component			true

Net Revenues and Accounts Rec_4

Net Revenues and Accounts Receivable - Disaggregation (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2019	Jun. 30, 2018	Jun. 30, 2019	Jun. 30, 2018
Disaggregation of revenue
Net revenues				$ 2,573,432
Net revenues	$ 1,145,052
Total net revenues	1,145,052	$ 1,272,360	$ 2,306,692	2,573,432
Revenue not accounted for under Topic 606	23,700	23,700
Inpatient Services
Disaggregation of revenue
Net revenues				2,210,940
Total net revenues	989,498	1,090,609	1,996,990	2,210,940
Rehabilitation therapy service
Disaggregation of revenue
Net revenues	120,935	145,787	241,775	289,618
Total net revenues		145,787	241,775
Other Services
Disaggregation of revenue
Net revenues	34,619	35,964	67,927	72,874
Total net revenues		35,964	67,927
Medicare
Disaggregation of revenue
Net revenues	223,999	256,216	454,719	529,924
Medicare | Inpatient Services
Disaggregation of revenue
Net revenues	201,007	232,594	408,975	483,819
Medicare | Rehabilitation therapy service
Disaggregation of revenue
Net revenues	22,992	23,622	45,744	46,105
Medicaid
Disaggregation of revenue
Net revenues	577,670	620,200	1,159,173	1,242,208
Medicaid | Inpatient Services
Disaggregation of revenue
Net revenues	577,097	619,735	1,158,045	1,241,168
Medicaid | Rehabilitation therapy service
Disaggregation of revenue
Net revenues	573	465	1,128	1,040
Insurance
Disaggregation of revenue
Net revenues	120,535	138,919	250,849	288,438
Insurance | Inpatient Services
Disaggregation of revenue
Net revenues	114,619	132,824	239,699	275,829
Insurance | Rehabilitation therapy service
Disaggregation of revenue
Net revenues	5,916	6,095	11,150	12,609
Private
Disaggregation of revenue
Net revenues			156,264	173,991
Net revenues	79,219	87,171
Private | Inpatient Services
Disaggregation of revenue
Net revenues	79,127	87,079	156,060	173,740
Private | Rehabilitation therapy service
Disaggregation of revenue
Net revenues	92	92	204	251
Assisted living | Inpatient Services
Disaggregation of revenue
Revenue not accounted for under Topic 606			47,400	47,200
Third party providers
Disaggregation of revenue
Net revenues	108,594	130,950	218,731	264,670
Third party providers | Rehabilitation therapy service
Disaggregation of revenue
Net revenues	88,108	108,474	177,637	219,164
Third party providers | Other Services
Disaggregation of revenue
Net revenues	20,486	22,476	41,094	45,506
Other
Disaggregation of revenue
Net revenues	35,035	38,904	66,956	74,201
Other | Inpatient Services
Disaggregation of revenue
Net revenues	17,648	18,377	34,211	36,384
Other | Rehabilitation therapy service
Disaggregation of revenue
Net revenues	3,254	7,039	5,912	10,449
Other | Other Services
Disaggregation of revenue
Net revenues	$ 14,133	$ 13,488	$ 26,833	$ 27,368

Loss Per Share - Calculation of

Loss Per Share - Calculation of Basic (Details) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended				6 Months Ended
	Jun. 30, 2019USD ($)$ / sharesshares	Mar. 31, 2019USD ($)	Jun. 30, 2018USD ($)$ / sharesshares	Mar. 31, 2018USD ($)	Jun. 30, 2019USD ($)class$ / sharesshares	Jun. 30, 2018USD ($)$ / sharesshares
Income Per Share, Basic, by Common Class, Including Two Class Method [Line Items]
Number of classes of common stock | class					3
Numerator:
Loss from continuing operations	$ (8,983)	$ (25,082)	$ (62,857)	$ (108,673)	$ (34,065)	$ (171,530)
Less: Net loss attributable to noncontrolling interests	(4,164)		(23,245)		(13,983)	(63,380)
Net loss attributable to Genesis Healthcare, Inc	$ (4,819)		$ (39,612)		$ (20,082)	$ (108,150)
Denominator:
Weighted-average shares outstanding for basic and diluted net loss per share | shares	106,846		100,596		105,289	99,430
Basic and diluted net loss per common share:
Net loss attributable to Genesis Healthcare, Inc. | $ / shares	$ (0.05)		$ (0.39)		$ (0.19)	$ (1.09)
Class C Common Stock
Income Per Share, Basic, by Common Class, Including Two Class Method [Line Items]
Voting ratio					1
Number of classes of stock that share voting ratio | class					2
Noncontrolling interests
Numerator:
Loss from continuing operations	$ (4,164)	$ (9,819)	$ (23,245)	$ (40,135)

Loss Per Share - Antidilutive S

Loss Per Share - Antidilutive Securities (Details) - shares shares in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2019	Jun. 30, 2018	Jun. 30, 2019	Jun. 30, 2018
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Number of units attributed to the noncontrolling interests outstanding			56.6
Assumed conversion of noncontrolling interests, unvested restricted stock units and stock warrants
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive shares	57.5	61.7	58.4	61.8

Segment Information - Segment R

Segment Information - Segment Reporting (Details) $ in Thousands	3 Months Ended				6 Months Ended
	Jun. 30, 2019USD ($)	Mar. 31, 2019USD ($)	Jun. 30, 2018USD ($)	Mar. 31, 2018USD ($)	Jun. 30, 2019USD ($)segment	Jun. 30, 2018USD ($)
Segment Reporting Information
Number of Reportable Segments | segment					3
Net revenues						$ 2,573,432
Net revenues	$ 1,145,052		$ 1,272,360		$ 2,306,692	2,573,432
Increase (Decrease) in Net Revenue From Prior Period	(127,308)				(266,740)
Salaries, wages and benefits	626,159		705,754		1,268,569	1,441,524
Other operating expenses	332,528		370,555		675,066	754,715
General and administrative costs	35,562		39,046		71,094	78,921
Lease expense	94,586				188,647
Lease expense under Topic 840			32,111			65,182
Depreciation and amortization expense	28,268		63,495		66,463	114,998
Interest expense	52,975		117,955		104,491	232,992
(Gain) loss on early extinguishment of debt	(24)		(501)		(24)	9,785
Investment income	(2,143)		(1,631)		(4,007)	(2,678)
Other (income) loss	(23,413)		(22,220)		(40,330)	(22,152)
Transaction costs	8,823		3,112		10,084	15,207
Long-lived asset impairments	900		27,257		900	55,617
Goodwill and identifiable intangible asset impairments			1,132			1,132
Equity in net (income) loss of unconsolidated affiliates	(24)		38		(85)	258
Loss before income tax benefit	(9,145)		(63,743)		(34,176)	(172,069)
Income tax benefit	(162)		(886)		(111)	(539)
Net loss	$ (8,983)	$ (25,082)	$ (62,857)	$ (108,673)	$ (34,065)	$ (171,530)
Product Concentration Risk | Revenue
Segment Reporting Information
Concentration Risk, Percentage	100.00%		100.00%		100.00%	100.00%
Increase (Decrease) in Net Revenue as Percent of Prior Period Revenue	(10.00%)				(10.40%)
Inpatient Services
Segment Reporting Information
Net revenues						$ 2,210,940
Net revenues	$ 989,498		$ 1,090,609		$ 1,996,990	$ 2,210,940
Increase (Decrease) in Net Revenue From Prior Period	$ (101,111)				$ (213,950)
Inpatient Services | Product Concentration Risk | Revenue
Segment Reporting Information
Concentration Risk, Percentage	86.40%		85.70%		86.60%	86.00%
Increase (Decrease) in Net Revenue as Percent of Prior Period Revenue	(9.30%)				(9.70%)
Inpatient Services | Skilled Nursing Facilities
Segment Reporting Information
Net revenues	$ 964,541		$ 1,065,310		$ 1,946,937	$ 2,160,612
Increase (Decrease) in Net Revenue From Prior Period	$ (100,769)				$ (213,675)
Inpatient Services | Skilled Nursing Facilities | Product Concentration Risk | Revenue
Segment Reporting Information
Concentration Risk, Percentage	84.20%		83.70%		84.30%	84.00%
Increase (Decrease) in Net Revenue as Percent of Prior Period Revenue	(9.50%)				(9.90%)
Inpatient Services | Assisted Senior Living Facilities
Segment Reporting Information
Revenues outside scope of ASC 606	$ 23,702		$ 23,742		$ 47,351	$ 47,246
Increase (Decrease) in Net Revenue From Prior Period	$ (40)				$ 105
Inpatient Services | Assisted Senior Living Facilities | Product Concentration Risk | Revenue
Segment Reporting Information
Concentration Risk, Percentage	2.10%		1.90%		2.10%	1.80%
Increase (Decrease) in Net Revenue as Percent of Prior Period Revenue	(0.20%)				0.20%
Inpatient Services | Administration of third party facilities
Segment Reporting Information
Net revenues	$ 2,054		$ 2,300		$ 4,301	$ 4,552
Increase (Decrease) in Net Revenue From Prior Period	$ (246)				$ (251)
Inpatient Services | Administration of third party facilities | Product Concentration Risk | Revenue
Segment Reporting Information
Concentration Risk, Percentage	0.20%		0.20%		0.20%	0.20%
Increase (Decrease) in Net Revenue as Percent of Prior Period Revenue	(10.70%)				(5.50%)
Rehabilitation therapy service
Segment Reporting Information
Net revenues	$ 120,935		$ 145,787		$ 241,775	$ 289,618
Net revenues			$ 145,787		241,775
Increase (Decrease) in Net Revenue From Prior Period	$ (24,852)				$ (47,843)
Rehabilitation therapy service | Product Concentration Risk | Revenue
Segment Reporting Information
Concentration Risk, Percentage	10.50%		11.40%		10.50%	11.20%
Increase (Decrease) in Net Revenue as Percent of Prior Period Revenue	(17.00%)				(16.50%)
Rehabilitation therapy service | Therapy Services
Segment Reporting Information
Net revenues	$ 192,906		$ 234,674		$ 387,977	$ 471,251
Increase (Decrease) in Net Revenue From Prior Period	$ (41,768)				$ (83,274)
Rehabilitation therapy service | Therapy Services | Product Concentration Risk | Revenue
Segment Reporting Information
Concentration Risk, Percentage	16.80%		18.40%		16.80%	18.30%
Increase (Decrease) in Net Revenue as Percent of Prior Period Revenue	(17.80%)				(17.70%)
Other Services
Segment Reporting Information
Net revenues	$ 34,619		$ 35,964		$ 67,927	$ 72,874
Net revenues			$ 35,964		67,927
Increase (Decrease) in Net Revenue From Prior Period	$ (1,345)				$ (4,947)
Other Services | Product Concentration Risk | Revenue
Segment Reporting Information
Concentration Risk, Percentage	3.10%		2.90%		2.90%	2.80%
Increase (Decrease) in Net Revenue as Percent of Prior Period Revenue	(3.70%)				(6.80%)
Other Services | Other Services
Segment Reporting Information
Net revenues	$ 45,489		$ 42,946		$ 87,607	$ 85,774
Increase (Decrease) in Net Revenue From Prior Period	$ 2,543				$ 1,833
Other Services | Other Services | Product Concentration Risk | Revenue
Segment Reporting Information
Concentration Risk, Percentage	4.00%		3.40%		3.80%	3.30%
Increase (Decrease) in Net Revenue as Percent of Prior Period Revenue	5.90%				2.10%
Operating Segments | Inpatient Services
Segment Reporting Information
Net revenues	$ 990,297		$ 1,091,352		$ 1,998,589	$ 2,212,410
Salaries, wages and benefits	442,028		489,778		898,790	996,808
Other operating expenses	389,637		439,224		791,569	895,025
Lease expense	93,557				186,523
Lease expense under Topic 840			31,494			63,928
Depreciation and amortization expense	22,328		56,750		54,200	101,080
Interest expense	29,051		93,028		56,091	186,647
Other (income) loss	(23,474)		(22,220)		(40,315)	(22,230)
Long-lived asset impairments	900		27,257		900	55,617
Goodwill and identifiable intangible asset impairments			1,132			1,132
Loss before income tax benefit	36,270		(25,091)		50,831	(65,597)
Net loss	36,270		(25,091)		50,831	(65,597)
Operating Segments | Rehabilitation therapy service
Segment Reporting Information
Net revenues	192,906		234,674		387,977	471,251
Salaries, wages and benefits	154,855		187,946		311,947	387,777
Other operating expenses	12,130		14,400		23,087	28,816
Lease expense	335				665
Depreciation and amortization expense	3,112		3,138		6,276	6,332
Interest expense	13		13		27	27
Other (income) loss					(76)
Loss before income tax benefit	22,461		29,177		46,051	48,299
Net loss	22,461		29,177		46,051	48,299
Operating Segments | Other Services
Segment Reporting Information
Net revenues	45,325		42,926		87,390	85,721
Salaries, wages and benefits	29,276		28,030		57,832	56,939
Other operating expenses	14,402		13,544		27,891	26,878
Lease expense	338				680
Lease expense under Topic 840			316			643
Depreciation and amortization expense	174		168		348	337
Interest expense	8		9		17	18
Other (income) loss	61				61	78
Loss before income tax benefit	1,066		859		561	828
Net loss	1,066		859		561	828
Corporate, Non-Segment
Segment Reporting Information
Net revenues	164		20		217	53
General and administrative costs	35,562		39,046		71,094	78,921
Lease expense	356				779
Lease expense under Topic 840			301			611
Depreciation and amortization expense	2,654		3,439		5,639	7,249
Interest expense	23,903		24,905		48,356	46,300
(Gain) loss on early extinguishment of debt	(24)		(501)		(24)	9,785
Investment income	(2,143)		(1,631)		(4,007)	(2,678)
Transaction costs	8,823		3,112		10,084	15,207
Equity in net (income) loss of unconsolidated affiliates	1,910		(352)		1,386	(506)
Loss before income tax benefit	(70,877)		(68,299)		(133,090)	(154,836)
Income tax benefit	(162)		(886)		(111)	(539)
Net loss	(70,715)		(67,413)		(132,979)	(154,297)
Elimination
Segment Reporting Information
Net revenues	(83,640)		(96,612)		(167,481)	(196,003)
Other operating expenses	(83,641)		(96,613)		(167,481)	(196,004)
Equity in net (income) loss of unconsolidated affiliates	(1,934)		390		(1,471)	764
Loss before income tax benefit	1,935		(389)		1,471	(763)
Net loss	1,935		(389)		1,471	(763)
Elimination | Inpatient Services
Segment Reporting Information
Net revenues	(799)		$ (743)		(1,599)	(1,470)
Increase (Decrease) in Net Revenue From Prior Period	$ (56)				$ (129)
Elimination | Inpatient Services | Product Concentration Risk | Revenue
Segment Reporting Information
Concentration Risk, Percentage	0.00%		(0.10%)
Increase (Decrease) in Net Revenue as Percent of Prior Period Revenue	7.50%				8.80%
Elimination | Rehabilitation therapy service
Segment Reporting Information
Net revenues	$ (71,971)		$ (88,887)		$ (146,202)	$ (181,633)
Increase (Decrease) in Net Revenue From Prior Period	$ 16,916				$ 35,431
Elimination | Rehabilitation therapy service | Product Concentration Risk | Revenue
Segment Reporting Information
Concentration Risk, Percentage	(6.30%)		(7.00%)		(6.30%)	(7.10%)
Increase (Decrease) in Net Revenue as Percent of Prior Period Revenue	(19.00%)				(19.50%)
Elimination | Other Services
Segment Reporting Information
Net revenues	$ (10,870)		$ (6,982)
Increase (Decrease) in Net Revenue From Prior Period	$ (3,888)
Elimination | Other Services | Product Concentration Risk | Revenue
Segment Reporting Information
Concentration Risk, Percentage	(0.90%)		(0.50%)
Increase (Decrease) in Net Revenue as Percent of Prior Period Revenue	55.70%
Elimination | Other Services | Other Services
Segment Reporting Information
Net revenues					$ (19,680)	$ (12,900)
Increase (Decrease) in Net Revenue From Prior Period					$ (6,780)
Elimination | Other Services | Other Services | Product Concentration Risk | Revenue
Segment Reporting Information
Concentration Risk, Percentage					(0.90%)	(0.50%)
Increase (Decrease) in Net Revenue as Percent of Prior Period Revenue					52.60%

Segment Information - Assets an

Segment Information - Assets and Goodwill by Segment (Details) - USD ($) $ in Thousands	Jun. 30, 2019	Dec. 31, 2018
Segment Reporting, Asset Reconciling Item
Segment total assets	$ 4,642,580	$ 4,263,623
Corporate and Eliminations
Segment Reporting, Asset Reconciling Item
Segment total assets	107,906	161,918
Inpatient Services
Segment Reporting, Asset Reconciling Item
Segment total assets	4,192,932	3,735,778
Rehabilitation therapy service
Segment Reporting, Asset Reconciling Item
Segment total assets	304,758	329,687
Other Services
Segment Reporting, Asset Reconciling Item
Segment total assets	$ 36,984	$ 36,240

Segment Information - segment g

Segment Information - segment goodwill (Details) - USD ($) $ in Thousands	Jun. 30, 2019	Dec. 31, 2018
Goodwill [Line Items]
Goodwill	$ 437,112	$ 437,112
Accumulated impairment losses	(351,470)	(351,470)
Goodwill, net	85,642	85,642
Inpatient Services
Goodwill [Line Items]
Goodwill	351,470	351,470
Accumulated impairment losses	(351,470)	(351,470)
Rehabilitation therapy service
Goodwill [Line Items]
Goodwill	73,814	73,814
Goodwill, net	73,814	73,814
Other Services
Goodwill [Line Items]
Goodwill	11,828	11,828
Goodwill, net	$ 11,828	$ 11,828

Property and Equipment (Details

Property and Equipment (Details) - USD ($) $ in Thousands	Jun. 30, 2019	Dec. 31, 2018
Property, Plant and Equipment [Line Items]
Gross property and equipment	$ 1,112,521	$ 3,864,356
Less accumulated depreciation	(438,610)	(976,802)
Net property and equipment	673,911	2,887,554
Land, Buildings and Improvements
Property, Plant and Equipment [Line Items]
Gross property and equipment	712,926	469,575
Capital lease land, buildings and improvements
Property, Plant and Equipment [Line Items]
Gross property and equipment		693,546
Financing obligation land, buildings and improvements
Property, Plant and Equipment [Line Items]
Gross property and equipment		2,274,211
Equipment, furniture and fixtures
Property, Plant and Equipment [Line Items]
Gross property and equipment	396,842	417,684
Construction in progress
Property, Plant and Equipment [Line Items]
Gross property and equipment	$ 2,753	$ 9,340

Property and Equipment - Lease

Property and Equipment - Lease updates (Details) $ in Millions	May 01, 2019USD ($)facility	Nov. 01, 2016item	Jun. 30, 2019USD ($)facility	Mar. 31, 2019USD ($)facility	Jan. 31, 2019USD ($)	Jan. 01, 2019USD ($)
Assets held for sale
Number of facilities sold	5	64
Amount reclassified from property and equipment to assets held for sale	$ 27.9
Number of facilities removed from the purchase and sale agreement | facility			1
ASU 2016-02
Property, Plant and Equipment [Line Items]
Property and equipment derecognized from PP&E due to adoption of Topic 842						$ 1,700
Skilled Nursing Facilities
Assets held for sale
Number of facilities presented as assets held for sale | facility				8
Assisted Or Senior Living Facility
Assets held for sale
Number of facilities presented as assets held for sale | facility				1
Land, Buildings and Improvements
Assets held for sale
Amount reclassified from property and equipment to assets held for sale			$ 25.3
Capital lease land, buildings and improvements | ASU 2016-02
Property, Plant and Equipment [Line Items]
Net finance lease reclassified to ROU assets						600
Improvements reclassified to Land, buildings and improvements			12.7
Financing obligation land, buildings and improvements | ASU 2016-02
Property, Plant and Equipment [Line Items]
Property and equipment derecognized from PP&E due to adoption of Topic 842						$ 1,700
Improvements reclassified to Land, buildings and improvements			$ 73.6
Next Partnership
Assets held for sale
Property and equipment consolidated in VIE				$ 173.5	$ 173.5

Leases - General (Details)

Leases - General (Details)	6 Months Ended
	Jun. 30, 2019item
Lease disclosures
Percentage of centers that are leased properties	78.00%
Percentage of centers under master lease agreements	49.00%
Number of landlords with master lease agreements	4
Lessee, Operating Lease, Existence of Option to Extend [true false]	true
Lessee, Finance Lease, Existence of Option to Extend [true false]	true
Lessee, Operating Lease, Existence of Option to Terminate [true false]	true
Lessee, Finance Lease, Existence of Option to Terminate [true false]	true
Minimum
Lease disclosures
Term of operating lease	10 years
Term of finance lease	10 years
Operating lease renewal term (in years)	5 years
Finance lease renewal term (in years)	5 years
Maximum
Lease disclosures
Term of operating lease	15 years
Term of finance lease	15 years
Operating lease renewal term (in years)	10 years
Finance lease renewal term (in years)	10 years

Leases - Lease Transactions (De

Leases - Lease Transactions (Details) $ in Millions	May 01, 2019USD ($)facility	Mar. 08, 2019USD ($)facility	Feb. 07, 2019USD ($)facility	Jan. 31, 2019facilityitem	Jun. 30, 2019USD ($)facility
Lessee Lease Disclosures [Abstract]
Number of facilities under master lease agreement reclassified to operating leases | facility					49
Renewal term exercised (in years)		5 years
Number of facilities under third party landlord master lease agreement | facility		19
Step-up in operating lease ROU		$ 77.2
Step-up in operating lease liabilities		$ 77.2
Minimum
Lessee Lease Disclosures [Abstract]
Term of operating lease					10 years
Operating lease renewal term (in years)					5 years
Maximum
Lessee Lease Disclosures [Abstract]
Term of operating lease					15 years
Operating lease renewal term (in years)					10 years
Disposal Group Not Discontinued Operations Divestiture And Lease Termination
Lessee Lease Disclosures [Abstract]
Gain on partial lease termination					$ 20.3
Disposal Group Not Discontinued Operations Divestiture And Lease Termination | Skilled Nursing Facilities
Lessee Lease Disclosures [Abstract]
Number of facilities divested or closed | facility					24
Annual rent credit granted on termination					$ 23.4
Write-off of finance lease ROU assets					61.5
Write-off of finance lease liabilities					130.2
Write-off of operating lease ROU assets					159.8
Write-off of operating lease liabilities					$ 111.3
Next master lease agreement | Skilled Nursing Facility
Lessee Lease Disclosures [Abstract]
Number Of Facilities Under New Master Lease Agreement | facility				15
Term of operating lease				15 years
Number of renewal options | item				2
Operating lease renewal term (in years)		5 years		5 years
Welltower Master Lease
Lessee Lease Disclosures [Abstract]
Number of facilities terminated from master lease agreement | facility	2		24
Annual rent credit granted on termination	$ 0.6		$ 23.4
Write-off of finance lease ROU assets	5.1		221.3
Write-off of finance lease liabilities	5.6		241.6
Gain on partial lease termination	$ 0.5		$ 20.3

Leases - Lease Maturities (Deta

Leases - Lease Maturities (Details) $ in Thousands	Jun. 30, 2019USD ($)
Maturity of operating lease obligations
2019 (excluding six months ended June 30, 2019)	$ 169,795
2020	342,545
2021	345,496
2022	339,823
2023	337,495
Thereafter	3,047,236
Total operating lease payments	4,582,390
Less interest	(2,221,444)
Total operating lease obligations	2,360,946
Less current portion	(110,156)
Long-term operating lease obligations	2,250,790
Maturity of finance lease obligations
2019 (excluding six months ended June 30, 2019)	38,549
2020	79,083
2021	80,509
2022	82,016
2023	83,568
Thereafter	2,944,589
Total finance lease payments	3,308,314
Less interest	(2,466,440)
Total finance lease obligations	841,874
Less current portion	(2,678)
Long-term finance lease obligations	839,196
Leases additional information
Portion of finance lease payments due related to options to extend lease terms	$ 2,300,000

Lease - Future Minimum Capital

Lease - Future Minimum Capital and Operating Lease Payments (Details) $ in Thousands	Dec. 31, 2018USD ($)
Capital lease future minimum payments under ASC 840
2019	$ 88,793
2020	89,397
2021	91,292
2022	93,281
2023	95,376
Thereafter	3,325,042
Total future minimum lease payments	3,783,181
Less amount representing interest	(2,813,068)
Capital lease obligation	970,113
Less current portion	(2,171)
Finance lease obligations under Topic 840	967,942
Financing obligations under ASC 840
2019	237,335
2020	242,052
2021	245,311
2022	242,214
2023	247,852
Thereafter	6,661,624
Total future minimum lease payments	7,876,388
Less amount representing interest	(5,141,448)
Financing obligations	2,734,940
Less current portion	(2,001)
Long-term financing obligations	2,732,939
Operating leases future minimum payments under ASC 840
2019	110,755
2020	109,391
2021	106,031
2022	84,003
2023	76,701
Thereafter	373,753
Total future minimum lease payments	860,634
Current capital lease obligation	$ 2,171

Leases - Lease costs (Details)

Leases - Lease costs (Details) - USD ($) $ in Thousands	3 Months Ended	6 Months Ended
	Jun. 30, 2019	Jun. 30, 2019
Components of lease cost
Total lease cost	$ 140,054	$ 280,712
Finance lease cost
Total finance lease expense	28,470	58,120
Operating Lease Expense [Member]
Components of lease cost
Operating lease cost	94,586	188,647
Depreciation And Amortization Expense [Member]
Finance lease cost
Amortization of finance lease right-of-use assets	6,630	13,488
Interest Expense [Member]
Finance lease cost
Interest on finance lease liabilities	21,840	44,632
Other Operating Expense [Member]
Components of lease cost
Variable lease cost	10,559	21,330
Short-term leases	$ 6,439	$ 12,615

Leases - Quantitative informati

Leases - Quantitative information (Details) $ in Thousands	3 Months Ended	6 Months Ended
	Jun. 30, 2019USD ($)	Jun. 30, 2019USD ($)
Lease Term and Discount Rate
Weighted-average remaining lease term - operating leases	13 years 6 months	13 years 6 months
Weighted-average remaining lease term - finance leases	30 years 2 months 12 days	30 years 2 months 12 days
Weighted-average discount rate - operating leases	11.00%	11.00%
Weighted-average discount rate - finance leases	10.70%	10.70%
Other information
Operating cash flows from operating leases	$ 84,309	$ 171,928
Operating cash flows from finance leases	19,008	40,451
Financing cash flows from finance leases	$ 696	1,271
Right of use assets obtained in exchange for new lease obligations, operating lease		$ 77,166

Lease - Lease covenants (Detail

Lease - Lease covenants (Details)	6 Months Ended
	Jun. 30, 2019agreementfacility
Lease Covenants
Number of leases with unmet financial covenants | agreement	3
Number of facilities under leases with unmet financial covenants | facility	5
Welltower - CBYW
Lease Covenants
Number of master lease agreements | agreement	2
Number of facilities in the master lease agreement | facility	28
Number of leases with unmet financial covenants | agreement	1
Number of facilities under leases with unmet financial covenants | facility	9

Long-Term Debt (Details)

Long-Term Debt (Details) - USD ($) $ in Thousands	Jun. 30, 2019	Dec. 31, 2018
Long-term debt
Total long-term debt	$ 1,250,718	$ 1,205,464
Current installments of long-term debt	(108,639)	(122,531)
Long-term debt	1,142,079	1,082,933
ABL Credit Facilities
Long-term debt
Total long-term debt	369,715	419,289
Debt issuance costs	9,975	11,335
Term Loan
Long-term debt
Total long-term debt	190,126	184,652
Debt issuance costs	1,367	1,851
Debt premium	6,130	8,446
Real estate loans
Long-term debt
Total long-term debt	278,426	307,690
Debt issuance costs	4,603	5,360
Debt premium	24,159	28,992
HUD insured loans
Long-term debt
Total long-term debt	135,112	181,762
Debt issuance costs	4,620	5,247
Debt premium	0	860
HUD insured loans | Skilled Nursing Facilities
Long-term debt
Debt premium	3,000
Welltower Notes
Long-term debt
Total long-term debt	80,124	81,398
Mortgages and other secured debt (recourse)
Long-term debt
Total long-term debt	5,647	4,190
Mortgages and other secured debt (non-recourse)
Long-term debt
Total long-term debt	191,568	26,483
Debt issuance costs	3,487	187
Debt premium	1,471	$ 1,520
Assets held for sale. | HUD insured loans | Skilled Nursing Facilities
Long-term debt
Total long-term debt	$ 56,300

Long-Term Debt - New Asset Base

Long-Term Debt - New Asset Based Lending Facilities (Details) $ in Thousands	Jun. 05, 2019USD ($)	Mar. 06, 2018USD ($)	Jun. 30, 2019USD ($)	Jun. 30, 2018USD ($)	Dec. 31, 2020USD ($)
Debt Instrument [Line Items]
Payment of first lien term loan facility			$ 2,382,934	$ 1,726,455
Revolving credit facility borrowings			$ 379,691
Weighted Average Interest Rate			8.56%
Total borrowing base capacity			$ 555,000
ABL Credit Facilities
Debt Instrument [Line Items]
Number of days prior to maturity of various loan agreements that the maturity of the credit facilities may be accelerated		90 days
Restricted Cash and Cash Equivalents			$ 52,300
Term Loan And Revolving Credit Facility
Debt Instrument [Line Items]
Termination fees, if loan repaid within next twelve months			2
Termination fees, if loan repaid after year one and before year two			1
Termination fees, if loan repaid after year two			0.5
First Lien Term Loan Facility
Debt Instrument [Line Items]
Debt instrument exit fees amount			$ 1,600
Revolving credit facility borrowings			$ 285,000
Weighted Average Interest Rate			8.32%
Total borrowing base capacity			$ 285,000
First Lien Revolving Credit Facility
Debt Instrument [Line Items]
Debt instrument exit fees amount			1,000
Revolving credit facility (Non-HUD)
Debt Instrument [Line Items]
Revolving credit facility borrowings			$ 57,177
Weighted Average Interest Rate			8.32%
Total borrowing base capacity			$ 168,000
HUD Tranche
Debt Instrument [Line Items]
Revolving credit facility borrowings			$ 19,514
Weighted Average Interest Rate			8.32%
Total borrowing base capacity			$ 72,000
Delayed Draw Term Loan Facility
Debt Instrument [Line Items]
Commitment fee rate (as percentage)			2.00%
Revolving credit facility borrowings			$ 18,000
Weighted Average Interest Rate			13.32%
Total borrowing base capacity			$ 30,000
Delayed Draw Term Loan Facility | Forecast
Debt Instrument [Line Items]
Face amount of debt					$ 20,000
New Asset Based Lending Facilities | ABL Credit Facilities
Debt Instrument [Line Items]
Face amount of debt		$ 555,000
Term of debt		5 years
New Asset Based Lending Facilities | First Lien Term Loan Facility
Debt Instrument [Line Items]
Face amount of debt		$ 325,000
New Asset Based Lending Facilities | First Lien Revolving Credit Facility
Debt Instrument [Line Items]
Face amount of debt		200,000
New Asset Based Lending Facilities | Delayed Draw Term Loan Facility
Debt Instrument [Line Items]
Face amount of debt		$ 30,000
New Asset Based Lending Facilities | 90-Day LIBOR | Term Loan And Revolving Credit Facility
Debt Instrument [Line Items]
Floor rate (as a percent)		0.50%
Applicable margin		6.00%
New Asset Based Lending Facilities | 90-Day LIBOR | Delayed Draw Term Loan Facility
Debt Instrument [Line Items]
Floor rate (as a percent)		1.00%
Applicable margin		11.00%
Revolving Credit Facility
Debt Instrument [Line Items]
Commitment fee rate (as percentage)			0.50%
Revolving credit facility borrowings			$ 379,700
Total borrowing base capacity			411,300
Available borrowing capacity under the ABL Credit Facilities			31,600
Revolving Credit Facility | Long Term Debt Current | ABL Credit Facilities
Debt Instrument [Line Items]
Revolving credit facility borrowings			$ 94,700
Revolving Credit Facility Amendment | New Asset Based Lending Facilities | ABL Credit Facilities
Debt Instrument [Line Items]
Revolving credit facility borrowings	$ 240,000
Revolving Credit Facility Amendment | New Asset Based Lending Facilities | First Lien Term Loan Facility
Debt Instrument [Line Items]
Payment of first lien term loan facility	40,000
Revolving credit facility borrowings	285,000
Revolving Credit Facility Amendment | New Asset Based Lending Facilities | Revolving credit facility (Non-HUD)
Debt Instrument [Line Items]
Increase in aggregate revolving credit facility	$ 40,000

Long-Term Debt - Term Loan Agre

Long-Term Debt - Term Loan Agreement (Details) $ in Thousands	6 Months Ended	12 Months Ended
	Jun. 30, 2019USD ($)item	Dec. 31, 2020	Dec. 31, 2018USD ($)	Mar. 06, 2018
Term Loan Facility and New Term Loan Agreement
Debt, Weighted Average Interest Rate	8.56%
Term Loan
Term Loan Facility and New Term Loan Agreement
Non-cash debt premium	$ 6,130		$ 8,446
Term Loan | Term Loan Amendment
Term Loan Facility and New Term Loan Agreement
Fixed interest rate				14.00%
Term Loan Amendment
Term Loan Facility and New Term Loan Agreement
Additional Term Loan	40,000
Term Loan Amendment | Term Loan Amendment
Term Loan Facility and New Term Loan Agreement
Aggregate principal amount	160,000
Fixed interest rate				10.00%
Term Loan Amendment | Minimum
Term Loan Facility and New Term Loan Agreement
Paid-in-kind interest rate				5.00%
Term Loan Amendment | Maximum
Term Loan Facility and New Term Loan Agreement
Paid-in-kind interest rate				9.00%
New Term Loan Facility [Member]
Term Loan Facility and New Term Loan Agreement
Outstanding principal balance under term loan facility	$ 185,400
Number of maintenance covenants | item	4
Non-cash debt premium	$ 6,100
New Term Loan Facility [Member] | Forecast
Term Loan Facility and New Term Loan Agreement
Leverage ratio		1.80%
New Term Loan Facility [Member] | Maximum
Term Loan Facility and New Term Loan Agreement
Leverage ratio	1.70%
Affiliate Of Welltower Inc And Affiliate Of Omega Healthcare Investors Inc | Term Loan
Term Loan Facility and New Term Loan Agreement
Aggregate principal amount	$ 120,000

Long-Term Debt - Real Estate Lo

Long-Term Debt - Real Estate Loans (Details) $ in Thousands	Jun. 30, 2019USD ($)	May 01, 2019USD ($)facility	Nov. 08, 2018USD ($)loan	Apr. 01, 2018USD ($)	Jun. 30, 2019USD ($)facilityitem	Dec. 31, 2018USD ($)	Mar. 30, 2018USD ($)loan
Long-term debt
Weighted Average Interest Rate	8.56%				8.56%
Real estate loans
Long-term debt
Non-cash debt premium	$ 24,159				$ 24,159	$ 28,992
Mid Cap Real Estate Loans
Long-term debt
Number of real estate loans | loan							2
Aggregate principal amount							$ 75,000
Term of debt					5 years
Amount drawn on loan	73,000
Number of facilities pledged | facility					15
Repayments of Debt		$ 27,700
Aggregate principal balance	45,100				$ 45,100
Mid Cap Real Estate Loans | LIBOR
Long-term debt
Floor rate (as a percent)					1.50%
Applicable margin					5.85%
Mid Cap Real Estate Loan One [Member]
Long-term debt
Number of real estate loans | loan			1
Additional borrowings			$ 10,000
Aggregate principal balance	9,900				$ 9,900
Mid Cap Real Estate Loan One [Member] | 30-day LIBOR
Long-term debt
Floor rate (as a percent)			2.00%
Applicable margin			6.25%
Welltower Real Estate Loans
Long-term debt
Number of facilities pledged | item					5
Aggregate principal balance	203,900				$ 203,900
Non-cash debt premium	$ 24,200				$ 24,200
Welltower Real Estate Loans | Welltower Real Estate Loan Amendments
Long-term debt
Term of debt					10 years
Fixed interest rate	12.00%				12.00%
Cash interest rate	7.00%				7.00%
Paid-in-kind interest rate	5.00%				5.00%
Amount of increase to cash component of interest payments					$ 2,000
Repayment required for conversion option, condition					105,000
Outstanding principal balance	$ 50,000				$ 50,000
Welltower Real Estate Loans | Welltower Real Estate Loan Amendments | Minimum
Long-term debt
Amount that must be repaid by date certain to maintain the decreased cash pay interest rate				$ 105,000
Welltower Real Estate Loans | Welltower Real Estate Loan Amendments | Maximum
Long-term debt
Paid-in-kind interest rate	2.00%				2.00%
Debt conversion option					$ 50,000
Skilled Nursing Facility | California | Divestiture of real property and operations
Long-term debt
Number of facilities divested or closed | facility		5
Skilled Nursing Facility | California | Mid Cap Real Estate Loans | Divestiture of real property and operations
Long-term debt
Number of facilities divested or closed | facility		3

Long-Term Debt - HUD Insured Lo

Long-Term Debt - HUD Insured Loans (Details) $ in Thousands	Aug. 01, 2019facility	May 01, 2019USD ($)facility	Nov. 01, 2016item	Jun. 30, 2019USD ($)facility	Jun. 30, 2018USD ($)	Dec. 31, 2019facility	Dec. 31, 2018USD ($)
Long-term debt
Weighted Average Interest Rate				8.56%
Debt instrument retired | $				$ 89,966	$ 457,424
Number Of Facilities Classified As Held For Sale				3
Number Of Facilities Sold		5	64
HUD insured loans
Long-term debt
Debt premium | $				$ 0			$ 860
Debt instrument average remaining term (in years)				29 years
Weighted Average Interest Rate				3.40%
Debt instrument period in which prepayment is not allowed (in months)				12 months
Prepayment penalty (as a percentage)				10.00%
Decrease in prepayment penalty (as a percentage)				1.00%
Debt instrument retired | $		$ 14,200
HUD insured loans | Minimum
Long-term debt
Term of debt				30 years
Fixed interest rate				3.00%
HUD insured loans | Maximum
Long-term debt
Term of debt				35 years
Fixed interest rate				4.20%
HUD insured loans | Skilled Nursing Facilities
Long-term debt
Number of debt instruments insured by HUD				23
Principal balance outstanding | $				$ 196,800
Debt premium | $				3,000
HUD insured loans | Prepaid Expenses and Other Current Assets
Long-term debt
Escrow reserve funds | $				$ 19,600
HUD insured loans | Assets held for sale. | Skilled Nursing Facilities
Long-term debt
Number Of Facilities Classified As Held For Sale				6
Net debt issuance costs, debt premiums and escrow reserve funds | $				$ 6,600
Skilled Nursing Facility | Assets held for sale. | Forecast
Long-term debt
Number Of Facilities Sold						5
Skilled Nursing Facility | Assets held for sale. | Subsequent Events
Long-term debt
Number Of Facilities Sold	1
California | Assets held for sale.
Long-term debt
Number Of Facilities Classified As Held For Sale				10
California | Skilled Nursing Facility | Divestiture of real property and operations
Long-term debt
Number of facilities divested or closed		5
California | Skilled Nursing Facility | HUD insured loans | Divestiture of real property and operations
Long-term debt
Number of facilities divested or closed		2

Long-Term Debt - Notes Payable

Long-Term Debt - Notes Payable (Details) $ in Thousands	May 01, 2019facility	Jan. 17, 2018USD ($)	Dec. 23, 2016USD ($)item	Nov. 01, 2016USD ($)item	Jun. 30, 2019USD ($)	Jun. 30, 2018USD ($)	Jun. 30, 2019USD ($)	Jun. 30, 2018USD ($)
Long-term debt
Number Of Facilities Sold	5			64
Loss on early extinguishment of debt					$ 24	$ 501	$ 24	$ (9,785)
Short-term notes payable
Long-term debt
Debt converted		$ 19,600
Fixed interest rate		5.75%
Note outstanding balance					4,000		4,000
Welltower Inc
Long-term debt
Number Of Facilities Sold | item			28
Welltower Notes | Welltower Inc
Long-term debt
Loan forgiven on conditions							6,000
Welltower note payable due October 30, 2020 | Welltower Inc
Long-term debt
Principal balance outstanding					62,100		62,100
Cash interest rate				3.00%
Paid-in-kind interest rate				7.00%
Aggregate principal amount				$ 51,200
Note Payable Due December 15 2021
Long-term debt
Principal balance outstanding					$ 14,100		$ 14,100
Cash interest rate			3.00%
Paid-in-kind interest rate			7.00%
Aggregate principal amount			$ 11,700

Long-Term Debt - Other (Details

Long-Term Debt - Other (Details) $ in Millions	6 Months Ended
	Jun. 30, 2019USD ($)loan	Jan. 31, 2019USD ($)
Long-term debt
Weighted Average Interest Rate	8.56%
Mortgages and other secured debt (recourse)
Long-term debt
Weighted Average Interest Rate	1.60%
Mortgages and other secured debt (non-recourse)
Long-term debt
Weighted Average Interest Rate	5.10%
Debt premium available to offset non-recourse loans	$ 1.5
Number of debt instruments with a debt premium | loan	1
Next Partnership
Long-term debt
Non-recourse debt		$ 165.7
Next Partnership | Three-year term loan
Long-term debt
Term of debt	3 years
Non-recourse debt	$ 142.1
Next Partnership | 10-year mezzanine loan
Long-term debt
Term of debt	10 years
Non-recourse debt	$ 27

Long-Term Debt - Debt Covenants

Long-Term Debt - Debt Covenants (Details) $ in Thousands	Jun. 30, 2019USD ($)
Twelve months ended December 31,
2020	$ 108,688
2021	6,835
2022	614,065
2023	350,200
2024	9,015
Thereafter	154,207
Total long-term debt	$ 1,243,010

Income Taxes - Reconciliation (

Income Taxes - Reconciliation (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2019	Jun. 30, 2018	Jun. 30, 2019	Jun. 30, 2018
Income Tax Expense (Benefit), Continuing Operations, Income Tax Reconciliation
Effective tax rate	1.80%	1.40%	0.30%	0.30%
Income tax benefit	$ (162)	$ (886)	$ (111)	$ (539)
FC-GEN Operations Investment, LLC
Income Tax Expense (Benefit), Continuing Operations, Income Tax Reconciliation
Business Acquisition, Percentage of Voting Interests Acquired	65.70%		65.70%

Income Taxes - Exchange Rights

Income Taxes - Exchange Rights and Tax Receivable Agreement (Details) - USD ($) $ in Millions	6 Months Ended
	Jun. 30, 2019	Jun. 30, 2018
FC-GEN Operations Investment, LLC
Goodwill Tax Deductible Amount Tax Basis Step Up	$ 13.7	$ 9.5
Tax receivable agreement, potential payment as percentage of cash savings	90.00%
F C Gen Units And Class C Shares
Number of membership units and Class C shares exchanged for Class A shares	3,080,348	1,860,592
Class A Common Stock
Number of Class A shares issued in exchange for membership units and Class C shares	3,080,883	1,860,912

Related Party Transactions (Det

Related Party Transactions (Details) $ in Thousands	Jun. 01, 2018USD ($)facilityitem	Jun. 30, 2019USD ($)facility	Jun. 30, 2018USD ($)	Jun. 30, 2019USD ($)facilityitem	Jun. 30, 2018USD ($)	Feb. 01, 2019USD ($)	Dec. 31, 2018USD ($)
Related Party Transaction
Options to renew				true
Lease cost		$ 140,054		$ 280,712
Maximum
Related Party Transaction
Operating lease renewal term (in years)		10 years		10 years
Rehabilitation Services
Related Party Transaction
Net revenue from related party			$ 32,800		$ 65,600
Net accounts receivable from related party		$ 29,600		$ 29,600			$ 32,300
Rehabilitation Services
Related Party Transaction
Net revenue from related party		29,900		59,800
Reserves posted against note receivable				55,000
Notes receivable from related party		56,200		56,200
FC Compassus LLC | Disposed by sale | Hospice And Home Health Operations
Related Party Transaction
Principal amount of notes receivable		12,000		12,000
Notes receivable from related party		21,000		21,000
NSpire
Related Party Transaction
Net revenue from related party		1,800		3,600
Net accounts receivable from related party		$ 1,200		$ 1,200			$ 1,100
Number of facilities under lease and purchase option | facility		5		5
Trident USA | Mobile Radiology And Laboratory Diagnostic Services [Member]
Related Party Transaction
Amount of services in period		$ 1,200	$ 3,400	$ 3,800	$ 6,600
Trident USA | Mobile Radiology And Laboratory Diagnostic Services [Member] | Maximum
Related Party Transaction
Aggregate ownership interest in counterparty indirectly held by certain board members, as a percent				10.00%
Next Landlord Entities
Related Party Transaction
Initial annualized lease rent paid	$ 13,000					$ 19,500
Next Landlord Entities | Board of directors
Related Party Transaction
Ownership interest percentage		4.00%		4.00%
Next Landlord Entities | New Hampshire And Florida [Member]
Related Party Transaction
Number of facilities under lease and purchase option | facility	12
Number of LLCs affiliated with Next Healthcare | item	12
Next Landlord Entities | Pennsylvania, New Jersey, Connecticut, Massachusetts and West Virginia
Related Party Transaction
Ownership interest percentage		46.00%		46.00%
Number of facilities under lease and purchase option | facility		15		15
Number of LLCs affiliated with Next Healthcare | item				15
Welltower Inc
Related Party Transaction
Number of facilities under lease and purchase option | facility		47		47
Shares of the Company’s		8.90%		8.90%
Operating lease renewal term (in years)		11 years		11 years
Options to renew				true
Annual rent escalators		2.00%		2.00%
Lease cost		$ 18,100		$ 38,200
Welltower Inc | Class A Common Stock
Related Party Transaction
Voting power		5.80%		5.80%
Board of directors | Disposed by sale | Hospice And Home Health Operations
Related Party Transaction
Aggregate ownership interest in counterparty indirectly held by certain board members, as a percent				10.00%

Other Income (Details)

Other Income (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2019	Jun. 30, 2018	Jun. 30, 2019	Jun. 30, 2018
Other (Income) Loss.
Gain on sale of owned assets	$ (27,345)		$ (27,345)
Loss recognized for exit costs associated with divestiture of operations	4,578	$ 7,368	7,921	$ 9,074
Gain on partial master lease termination	(646)		(20,906)
Gain on lease terminations and amendments - unamortized straight-lining, favorable and unfavorable lease balances		(8,379)		(10,017)
Gain on lease terminations and amendments - unamortized financing lease and capital lease obligations		(21,209)		(21,209)
Total other (income) loss	$ (23,413)	$ (22,220)	$ (40,330)	$ (22,152)

Asset Impairment Charges (Detai

Asset Impairment Charges (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2019	Jun. 30, 2018	Jun. 30, 2019	Jun. 30, 2018
Asset Impairment Charges
Reporting Unit, Name of Segment [Extensible List]	us-gaap:InpatientServicesMember	us-gaap:InpatientServicesMember	us-gaap:InpatientServicesMember	us-gaap:InpatientServicesMember
Inpatient Services
Asset Impairment Charges
Impairment of Long-Lived Assets Held-for-use	$ 0.9	$ 27.3	$ 0.9	$ 55.6

Assets Held for Sale (Details)

Assets Held for Sale (Details) $ in Thousands	May 01, 2019facility	Nov. 01, 2016item	Jun. 30, 2019USD ($)facility	Jun. 30, 2019USD ($)facility	Dec. 31, 2019facility	Dec. 31, 2018USD ($)facility
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Number of facilities classified as held for sale			3	3
Number of facilities sold	5	64
Number of facilities removed from the purchase and sale agreement				1
Assets held for sale.
Assets and Liabilities of Disposal Group
Prepaid expenses | $			$ 6,574	$ 6,574		$ 3,375
Property and equipment, net of accumulated depreciation of $16,723 and $3,640 at June 30, 2019 and December 31, 2018, respectively | $			41,418	41,418		16,087
Accumulated depreciation | $			8,045	8,045		3,640
Total Assets | $			47,992	47,992		19,462
Current installments of long-term debt | $			1,257	1,257		639
Long-term debt | $			55,038	55,038		25,942
Total Liabilities | $			$ 56,295	$ 56,295		$ 26,581
Texas | Assets held for sale.
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Number of facilities classified as held for sale						7
Texas | Skilled Nursing Facilities | Assets held for sale.
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Number of facilities classified as held for sale						7
Sales consideration amount | $						$ 20,100
Texas | Skilled Nursing Facilities | Assets held for sale. | Forecast
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Number of facilities sold					7
Texas | Skilled Nursing Facilities | Assets held for sale. | Welltower Real Estate Loans
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Number of facilities classified as held for sale						4
Texas | Skilled Nursing Facilities | Assets held for sale. | HUD insured loans
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Number of facilities classified as held for sale						3
California | Assets held for sale.
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Number of facilities classified as held for sale			10	10
California | Skilled Nursing Facilities
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Number of facilities classified as held for sale			8	8
Number of facilities removed from the purchase and sale agreement			1
California | Skilled Nursing Facilities | Disposed by sale
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Number of facilities sold	5
California | Skilled Nursing Facilities | Assets held for sale.
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Sales consideration amount | $			$ 88,800	$ 88,800
Gain (loss) recognized in disposal group | $				$ 0
California | Skilled Nursing Facilities | Assets held for sale. | HUD insured loans
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Number of facilities classified as held for sale	3
California | Assisted Or Senior Living Facility
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Number of facilities classified as held for sale			1	1

Commitments and Contingencies -

Commitments and Contingencies - Self Insurance Risks (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2019	Jun. 30, 2018	Jun. 30, 2019	Jun. 30, 2018	Dec. 31, 2018
Commitments and Contingencies
Workers' Compensation discount rate (as a percentage)			1.80%
Potential effect of discounting on Workers Compensation reserve	$ 9.5		$ 9.5		$ 8.3
Provision for general and professional liability	5.4	$ 26	26.8	$ 54.2
Reserve for general and professional liability	402.2		402.2		435.3
Provision for workers' compensation	13.4	$ 11.1	28.6	$ 26.4
Reserve for workers' compensation risks	170.8		170.8		168.3
Health insurance reserve	$ 15.3		$ 15.3		$ 16.6

Fair Value of Financial Instr_3

Fair Value of Financial Instruments - Recurring measures (Details) - Fair Value, Measurements, Recurring - USD ($) $ in Thousands	Jun. 30, 2019	Dec. 31, 2018
Assets, Fair Value Disclosure [Abstract]
Cash and cash equivalents	$ 11,857	$ 20,865
Restricted cash and equivalents	84,934	121,411
Restricted investments in marketable securities	144,450	136,153
Assets, Fair Value Disclosure, Total	241,241	278,429
Level 1
Assets, Fair Value Disclosure [Abstract]
Cash and cash equivalents	11,857	20,865
Restricted cash and equivalents	84,934	121,411
Restricted investments in marketable securities	49,889	40,699
Assets, Fair Value Disclosure, Total	146,680	182,975
Level 2
Assets, Fair Value Disclosure [Abstract]
Restricted investments in marketable securities	94,561	95,454
Assets, Fair Value Disclosure, Total	$ 94,561	$ 95,454

Fair Value of Financial Instr_4

Fair Value of Financial Instruments - Debt Instruments (Details) - USD ($) $ in Thousands	Jun. 30, 2019	Dec. 31, 2018
Financial Liabilities Fair Value Disclosure [Abstract]
Principal balance outstanding, net	$ 1,250,718	$ 1,205,464
Asset based lending facilities
Financial Liabilities Fair Value Disclosure [Abstract]
Principal balance outstanding, net	369,715	419,289
Term Loan
Financial Liabilities Fair Value Disclosure [Abstract]
Principal balance outstanding, net	190,126	184,652
Real estate loans
Financial Liabilities Fair Value Disclosure [Abstract]
Principal balance outstanding, net	278,426	307,690
HUD insured loans
Financial Liabilities Fair Value Disclosure [Abstract]
Principal balance outstanding, net	135,112	181,762
Welltower Notes
Financial Liabilities Fair Value Disclosure [Abstract]
Principal balance outstanding, net	80,124	81,398
Mortgages and other secured debt (recourse)
Financial Liabilities Fair Value Disclosure [Abstract]
Principal balance outstanding, net	5,647	4,190
Mortgages and other secured debt (non-recourse)
Financial Liabilities Fair Value Disclosure [Abstract]
Principal balance outstanding, net	191,568	26,483
Level 2
Financial Liabilities Fair Value Disclosure [Abstract]
Fair Value	1,250,718	1,204,652
Level 2 | Asset based lending facilities
Financial Liabilities Fair Value Disclosure [Abstract]
Fair Value	369,715	419,289
Level 2 | Term Loan
Financial Liabilities Fair Value Disclosure [Abstract]
Fair Value	190,126	184,652
Level 2 | Real estate loans
Financial Liabilities Fair Value Disclosure [Abstract]
Fair Value	278,426	307,690
Level 2 | HUD insured loans
Financial Liabilities Fair Value Disclosure [Abstract]
Fair Value	135,112	180,950
Level 2 | Welltower Notes
Financial Liabilities Fair Value Disclosure [Abstract]
Fair Value	80,124	81,398
Level 2 | Mortgages and other secured debt (recourse)
Financial Liabilities Fair Value Disclosure [Abstract]
Fair Value	5,647	4,190
Level 2 | Mortgages and other secured debt (non-recourse)
Financial Liabilities Fair Value Disclosure [Abstract]
Fair Value	$ 191,568	$ 26,483

Fair Value of Financial Instr_5

Fair Value of Financial Instruments - Nonrecurring measures (Details) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2019	Jun. 30, 2018	Dec. 31, 2018
Non-recurring Fair Value Measures
Finance lease right-of-use assets, net	$ 516,537
Operating lease right-of-use assets	2,200,252
Fair Value, Measurements, Nonrecurring [Member]
Non-recurring Fair Value Measures
Property and equipment, net	673,911		$ 2,887,554
Finance lease right-of-use assets, net	516,537
Operating lease right-of-use assets	2,200,252
Intangible assets	92,397		119,082
Goodwill	85,642		$ 85,642
Property and equipment, Impairment charges	$ 900	$ 55,617
Intangible assets, Impairment Loss		$ 1,132

Subsequent Events (Details)

Subsequent Events (Details) $ in Millions	Aug. 01, 2019USD ($)facility	Jul. 01, 2019USD ($)facility	May 01, 2019facility	Mar. 08, 2019USD ($)facility	Nov. 01, 2016item	Jun. 30, 2019USD ($)
Subsequent Event [Line Items]
Number of facilities sold			5		64
Ohio | Skilled Nursing Facility
Subsequent Event [Line Items]
Number of facilities divested or closed | facility				1
Annual revenues				$ 7.7
Pre-tax net income (loss)				1.6
Gain (loss) recognized in disposal group				$ 0.2
Omega | Massachusetts | Skilled Nursing Facility
Subsequent Event [Line Items]
Gain (loss) recognized in disposal group						$ (0.2)
Omega | Massachusetts | Subsequent Events | Skilled Nursing Facility
Subsequent Event [Line Items]
Number of facilities divested or closed | facility		1
Annual revenues		$ 5.4
Pre-tax net income (loss)		$ (1.7)
Divestiture | Omega | Ohio | Skilled Nursing Facility
Subsequent Event [Line Items]
Gain (loss) recognized in disposal group						$ (0.8)
Divestiture | Omega | Ohio | Subsequent Events | Skilled Nursing Facility
Subsequent Event [Line Items]
Number of facilities divested or closed | facility		3
Annual revenues		$ 21.6
Pre-tax net income (loss)		(0.3)
Annual rent credit granted on termination		$ 1.9
Divestiture of real property and operations | California | Skilled Nursing Facility
Subsequent Event [Line Items]
Number of facilities divested or closed | facility			5
Divestiture of operations | Ohio | Subsequent Events | Leased Skilled Nursing Facility
Subsequent Event [Line Items]
Number of facilities divested or closed | facility	6
Annual revenues	$ 39.2
Pre-tax net income (loss)	$ (1.9)
Divestiture of operations | Utah | Subsequent Events | Leased Skilled Nursing Facility
Subsequent Event [Line Items]
Number of facilities divested or closed | facility	1
Annual revenues	$ 4.7
Pre-tax net income (loss)	$ (0.6)
Assets held for sale. | Subsequent Events | Skilled Nursing Facility
Subsequent Event [Line Items]
Number of facilities sold | facility	1
Assets held for sale. | California | Subsequent Events | Assisted Senior Living Facilities
Subsequent Event [Line Items]
Number of facilities sold | facility	1
Sales price of divested real property and operations	$ 4.7
Annual revenues	2.7
Pre-tax net income (loss)	$ (0.2)
HUD insured loans | Divestiture of real property and operations | California | Skilled Nursing Facility
Subsequent Event [Line Items]
Number of facilities divested or closed | facility			2
Mid Cap Real Estate Loans | Divestiture of real property and operations | California | Skilled Nursing Facility
Subsequent Event [Line Items]
Number of facilities divested or closed | facility			3