Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2022 | May 04, 2022 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Mar. 31, 2022 | |
Document Fiscal Year Focus | 2022 | |
Document Fiscal Period Focus | Q1 | |
Trading Symbol | ACHC | |
Entity Registrant Name | Acadia Healthcare Company, Inc. | |
Entity Central Index Key | 0001520697 | |
Current Fiscal Year End Date | --12-31 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Title of 12(b) Security | Common Stock, $.01 par value | |
Security Exchange Name | NASDAQ | |
Entity File Number | 001-35331 | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 45-2492228 | |
Entity Address, Address Line One | 6100 Tower Circle | |
Entity Address, Address Line Two | Suite 1000 | |
Entity Address, City or Town | Franklin | |
Entity Address, State or Province | TN | |
Entity Address, Postal Zip Code | 37067 | |
City Area Code | 615 | |
Local Phone Number | 861-6000 | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Entity Common Stock, Shares Outstanding | 90,526,686 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Current assets: | ||
Cash and cash equivalents | $ 140,367 | $ 133,813 |
Accounts receivable, net | 299,022 | 281,332 |
Other current assets | 90,710 | 79,886 |
Total current assets | 530,099 | 495,031 |
Property and equipment, net | 1,795,791 | 1,771,159 |
Goodwill | 2,200,659 | 2,199,937 |
Intangible assets, net | 70,319 | 70,145 |
Deferred tax assets | 3,047 | 3,080 |
Operating lease right-of-use assets | 139,264 | 133,761 |
Other assets | 95,460 | 94,965 |
Total assets | 4,834,639 | 4,768,078 |
Current liabilities: | ||
Current portion of long-term debt | 21,250 | 18,594 |
Accounts payable | 104,209 | 98,575 |
Accrued salaries and benefits | 138,092 | 137,845 |
Current portion of operating lease liabilities | 25,170 | 23,348 |
Other accrued liabilities | 122,030 | 126,499 |
Total current liabilities | 410,751 | 404,861 |
Long-term debt | 1,463,848 | 1,478,626 |
Deferred tax liabilities | 77,604 | 74,368 |
Operating lease liabilities | 120,560 | 116,841 |
Other liabilities | 117,062 | 110,505 |
Total liabilities | 2,189,825 | 2,185,201 |
Redeemable noncontrolling interests | 70,304 | 65,388 |
Equity: | ||
Preferred stock, $0.01 par value; 10,000,000 shares authorized, no shares issued | ||
Common stock, $0.01 par value; 180,000,000 shares authorized; 89,661,341 and 89,028,158 issued and outstanding at March 31, 2022 and December 31, 2021, respectively | 897 | 890 |
Additional paid-in capital | 2,632,527 | 2,636,350 |
Accumulated deficit | (58,914) | (119,751) |
Total equity | 2,574,510 | 2,517,489 |
Total liabilities and equity | $ 4,834,639 | $ 4,768,078 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - $ / shares | Mar. 31, 2022 | Dec. 31, 2021 |
Statement Of Financial Position [Abstract] | ||
Preferred stock, par value | $ 0.01 | $ 0.01 |
Preferred stock, authorized | 10,000,000 | 10,000,000 |
Preferred stock, issued | 0 | 0 |
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 180,000,000 | 180,000,000 |
Common stock, shares issued | 89,661,341 | 89,028,158 |
Common stock, shares outstanding | 89,661,341 | 89,028,158 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Income (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Income Statement [Abstract] | ||
Revenue | $ 616,653 | $ 551,199 |
Salaries, wages and benefits (including equity-based compensation expense of $7,925 and $7,034, respectively) | 335,762 | 304,333 |
Professional fees | 36,911 | 31,617 |
Supplies | 23,699 | 21,322 |
Rents and leases | 11,249 | 9,412 |
Other operating expenses | 81,425 | 72,010 |
Depreciation and amortization | 28,926 | 24,894 |
Interest expense, net | 15,787 | 29,027 |
Debt extinguishment costs | 24,650 | |
Transaction-related expenses | 3,582 | 4,610 |
Total expenses | 537,341 | 521,875 |
Income from continuing operations before income taxes | 79,312 | 29,324 |
Provision for income taxes | 17,402 | 6,204 |
Income from continuing operations | 61,910 | 23,120 |
Loss from discontinued operations, net of taxes | (12,641) | |
Net income | 61,910 | 10,479 |
Net income attributable to noncontrolling interests | (1,073) | (762) |
Net income attributable to Acadia Healthcare Company, Inc. | $ 60,837 | $ 9,717 |
Basic earnings per share attributable to Acadia Healthcare Company, Inc. stockholders: | ||
Income from continuing operations attributable to Acadia Healthcare Company, Inc. | $ 0.68 | $ 0.25 |
Loss from discontinued operations | (0.14) | |
Net income attributable to Acadia Healthcare Company, Inc. | 0.68 | 0.11 |
Diluted earnings per share attributable to Acadia Healthcare Company, Inc. stockholders: | ||
Income from continuing operations attributable to Acadia Healthcare Company, Inc. | 0.67 | 0.25 |
Loss from discontinued operations | (0.14) | |
Net income attributable to Acadia Healthcare Company, Inc. | $ 0.67 | $ 0.11 |
Weighted-average shares outstanding: | ||
Basic | 89,258 | 88,242 |
Diluted | 91,012 | 89,941 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Income (Unaudited) (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Income Statement [Abstract] | ||
Equity-based compensation expense | $ 7,925 | $ 7,034 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Comprehensive Income (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Statement Of Income And Comprehensive Income [Abstract] | ||
Net income | $ 61,910 | $ 10,479 |
Other comprehensive income: | ||
Foreign currency translation loss | (4,260) | |
Gain on derivative instruments, net of tax of $0.1 million | 19 | |
U.K. Sale | 375,606 | |
Other comprehensive income | 371,365 | |
Comprehensive income | 61,910 | 381,844 |
Comprehensive income attributable to noncontrolling interests | (1,073) | (762) |
Comprehensive income attributable to Acadia Healthcare Company, Inc. | $ 60,837 | $ 381,082 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Comprehensive Income (Unaudited) (Parenthetical) $ in Millions | 3 Months Ended |
Mar. 31, 2022USD ($) | |
Statement Of Income And Comprehensive Income [Abstract] | |
Gain on derivative instruments, tax | $ 0.1 |
Condensed Consolidated Statem_5
Condensed Consolidated Statements of Equity (Unaudited) - USD ($) $ in Thousands | Total | Common Stock [Member] | Additional Paid-in Capital [Member] | Accumulated Other Comprehensive Loss [Member] | Accumulated Deficit [Member] |
Balance at Dec. 31, 2020 | $ 1,899,456 | $ 880 | $ 2,580,327 | $ (371,365) | $ (310,386) |
Balance, shares at Dec. 31, 2020 | 88,024,000 | ||||
Common stock issued under stock incentive plans | 12,740 | $ 7 | 12,733 | ||
Common stock issued under stock incentive plans, shares | 705,000 | ||||
Repurchase of shares for payroll tax withholding, net of proceeds from stock option exercises | (4,521) | (4,521) | |||
Equity-based compensation expense | 7,034 | 7,034 | |||
Other | 2,208 | 2,208 | |||
Other comprehensive income | 371,365 | 371,365 | |||
Net income attributable to Acadia Healthcare Company, Inc. | 9,717 | 9,717 | |||
Balance at Mar. 31, 2021 | 2,297,999 | $ 887 | 2,597,781 | (300,669) | |
Balance, shares at Mar. 31, 2021 | 88,729,000 | ||||
Balance at Dec. 31, 2020 | $ 1,899,456 | $ 880 | 2,580,327 | $ (371,365) | (310,386) |
Balance, shares at Dec. 31, 2020 | 88,024,000 | ||||
Common stock issued under stock incentive plans, shares | 558,322 | ||||
Balance at Dec. 31, 2021 | $ 2,517,489 | $ 890 | 2,636,350 | (119,751) | |
Balance, shares at Dec. 31, 2021 | 89,028,158 | 89,028,000 | |||
Balance at Mar. 31, 2021 | $ 2,297,999 | $ 887 | 2,597,781 | (300,669) | |
Balance, shares at Mar. 31, 2021 | 88,729,000 | ||||
Common stock issued under stock incentive plans | 5,622 | $ 2 | 5,620 | ||
Common stock issued under stock incentive plans, shares | 188,000 | ||||
Repurchase of shares for payroll tax withholding, net of proceeds from stock option exercises | (580) | (580) | |||
Equity-based compensation expense | 9,031 | 9,031 | |||
Net income attributable to Acadia Healthcare Company, Inc. | 44,514 | 44,514 | |||
Balance at Jun. 30, 2021 | 2,356,586 | $ 889 | 2,611,852 | (256,155) | |
Balance, shares at Jun. 30, 2021 | 88,917,000 | ||||
Common stock issued under stock incentive plans | 3,255 | $ 1 | 3,254 | ||
Common stock issued under stock incentive plans, shares | 89,000 | ||||
Repurchase of shares for payroll tax withholding, net of proceeds from stock option exercises | (444) | (444) | |||
Equity-based compensation expense | 8,923 | 8,923 | |||
Net income attributable to Acadia Healthcare Company, Inc. | 66,126 | 66,126 | |||
Balance at Sep. 30, 2021 | 2,434,446 | $ 890 | 2,623,585 | (190,029) | |
Balance, shares at Sep. 30, 2021 | 89,006,000 | ||||
Common stock issued under stock incentive plans | 412 | 412 | |||
Common stock issued under stock incentive plans, shares | 22,000 | ||||
Repurchase of shares for payroll tax withholding, net of proceeds from stock option exercises | (189) | (189) | |||
Equity-based compensation expense | 12,542 | 12,542 | |||
Net income attributable to Acadia Healthcare Company, Inc. | 70,278 | 70,278 | |||
Balance at Dec. 31, 2021 | $ 2,517,489 | $ 890 | 2,636,350 | (119,751) | |
Balance, shares at Dec. 31, 2021 | 89,028,158 | 89,028,000 | |||
Common stock issued under stock incentive plans | $ 3,749 | $ 7 | 3,742 | ||
Common stock issued under stock incentive plans, shares | 110,559 | 633,000 | |||
Repurchase of shares for payroll tax withholding, net of proceeds from stock option exercises | $ (15,490) | (15,490) | |||
Equity-based compensation expense | 7,925 | 7,925 | |||
Net income attributable to Acadia Healthcare Company, Inc. | 60,837 | 60,837 | |||
Balance at Mar. 31, 2022 | $ 2,574,510 | $ 897 | $ 2,632,527 | $ (58,914) | |
Balance, shares at Mar. 31, 2022 | 89,661,341 | 89,661,000 |
Condensed Consolidated Statem_6
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Operating activities: | ||
Net income | $ 61,910 | $ 10,479 |
Adjustments to reconcile net income to net cash provided by continuing operating activities: | ||
Depreciation and amortization | 28,926 | 24,894 |
Amortization of debt issuance costs | 808 | 1,646 |
Equity-based compensation expense | 7,925 | 7,034 |
Deferred income taxes | 3,269 | 3,962 |
Loss from discontinued operations, net of taxes | 12,641 | |
Debt extinguishment costs | 24,650 | |
Other | (478) | 1,737 |
Change in operating assets and liabilities, net of effect of acquisitions: | ||
Accounts receivable, net | (18,222) | (2,490) |
Other current assets | (16,638) | 75 |
Other assets | (202) | (3,570) |
Accounts payable and other accrued liabilities | 10,501 | (3,979) |
Accrued salaries and benefits | 246 | 2,915 |
Other liabilities | 6,298 | (4,210) |
Government relief funds | (7,556) | |
Net cash provided by continuing operating activities | 76,787 | 75,784 |
Net cash provided by discontinued operating activities | 253 | |
Net cash provided by operating activities | 76,787 | 76,037 |
Investing activities: | ||
Cash paid for capital expenditures | (50,527) | (58,682) |
Proceeds from U.K. Sale | 1,511,020 | |
Settlement of foreign currency derivatives | (84,795) | |
Proceeds from sale of property and equipment | 1,294 | 134 |
Other | (460) | (74) |
Net cash (used in) provided by investing activities | (49,693) | 1,367,603 |
Financing activities: | ||
Borrowings on long-term debt | 425,000 | |
Borrowings on revolving credit facility | 430,000 | |
Principal payments on revolving credit facility | (10,000) | (270,000) |
Principal payments on long-term debt | (2,656) | |
Repayment of long-term debt | (2,224,603) | |
Payment of debt issuance costs | (9,935) | |
Repurchase of shares for payroll tax withholding, net of proceeds from stock option exercises | (11,741) | 8,219 |
Contributions from noncontrolling partners in joint ventures | 4,290 | 1,000 |
Distributions to noncontrolling partners in joint ventures | (447) | (377) |
Other | 14 | (6,793) |
Net cash used in financing activities | (20,540) | (1,647,489) |
Effect of exchange rate changes on cash | 4,067 | |
Net increase (decrease) in cash and cash equivalents | 6,554 | (199,782) |
Cash and cash equivalents at beginning of the period | 133,813 | 378,697 |
Cash and cash equivalents at end of the period | $ 140,367 | $ 178,915 |
Description of Business and Bas
Description of Business and Basis of Presentation | 3 Months Ended |
Mar. 31, 2022 | |
Accounting Policies [Abstract] | |
Description of Business and Basis of Presentation | 1. Description of Business and Basis of Presentation Description of Business Acadia Healthcare Company, Inc. (the “Company”) develops and operates inpatient psychiatric facilities, residential treatment centers, group homes, substance abuse facilities and facilities providing outpatient behavioral healthcare services to serve the behavioral health and recovery needs of communities throughout the United States (“U.S.”) and Puerto Rico. At March 31, 2022, the Company operated 238 behavioral healthcare facilities with approximately 10,600 beds in 40 states and Puerto Rico. On January 19, 2021, the Company completed the sale of its operations in the United Kingdom (“U.K.”) to RemedcoUK Limited, a company organized under the laws of England and Wales and owned by funds managed or advised by Waterland Private Equity Fund VII (the “U.K. Sale”). The U.K. Sale allowed the Company to reduce its indebtedness and focus on the Company’s U.S. operations. As a result of the U.K. Sale, the Company reported, for all periods presented, results of operations and cash flows of the U.K. operations as discontinued operations in the accompanying financial statements. See Note 9 – U.K. Sale. Basis of Presentation The business of the Company is conducted through limited liability companies, partnerships and C-corporations. The Company’s consolidated financial statements include the accounts of the Company and all subsidiaries controlled by the Company through its direct or indirect ownership of majority interests and exclusive rights granted to the Company as the controlling member of an entity. All intercompany accounts and transactions have been eliminated in consolidation. The accompanying consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial information. Accordingly, they do not include all of the information and notes required by GAAP for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for fair presentation of the Company’s financial position and results of operations have been included. The Company’s fiscal year ends on December 31 and interim results are not necessarily indicative of results for a full year or any other interim period. The condensed consolidated balance sheet at December 31, 2021 has been derived from the audited financial statements as of that date. The information contained in these condensed consolidated financial statements should be read in conjunction with the Company’s consolidated financial statements and notes thereto for the fiscal year ended December 31, 2021 included in the Company’s Annual Report on Form 10-K filed with the Securities and Exchange Commission (the “SEC”) on March 1, 2022. The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. Actual results could differ from those estimates. During March 2020, the global pandemic of the novel coronavirus known as COVID-19 (“COVID-19”) began to affect the Company’s facilities, employees, patients, communities, business operations and financial performance, as well as the broader U.S. and U.K. economies and financial markets. At many of the Company’s facilities, employees and/or patients have tested positive for COVID-19. The Company is committed to protecting the health of its communities and continues to respond to the evolving COVID- 19 situation while taking steps to provide quality care and protect the health and safety of patients and employees. Nevertheless, the Company could continue to be impacted by COVID-19 if new strains of the virus cause additional disruptions. The COVID-19 pandemic could have a material adverse effect on its results of operations, financial condition, cash flows and ability to service its indebtedness and may affect the amounts reported in the consolidated financial statements including those related to collectability of accounts receivable as well as professional and general liability reserves, tax assets and liabilities and may result in a potential impairment of goodwill and long-lived assets. Certain reclassifications have been made to the prior year to conform to the current year presentation. |
Recently Issued Accounting Stan
Recently Issued Accounting Standards | 3 Months Ended |
Mar. 31, 2022 | |
Accounting Changes And Error Corrections [Abstract] | |
Recently Issued Accounting Standards | 2. Recently Issued Accounting Standards In November 2021, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update (“ASU”) 2021-10, “Government Assistance (Topic 832)” (“ASU 2021-10”). ASU 2021-10 provides guidance to increase the transparency of government assistance including the disclosure of (1) the types of assistance, (2) an entity’s accounting for the assistance, and (3) the effect of the assistance on an entity’s financial statements. ASU 2021-10 applies to all business entities except for not-for-profit entities within the scope of Topic 958, Not-for-Profit Entities, and employee benefit plans within the scope of Topic 960, Plan Accounting—Defined Benefit Pension Plans, Topic 962, Plan Accounting—Defined Contribution Pension Plans, and Topic 965, Plan Accounting—Health and Welfare Benefit Plans that account for a transaction with a government by applying a grant or contribution accounting model by analogy to other accounting guidance (for example, a grant model within IAS 20, Accounting for Government Grants and Disclosure of Government Assistance, or Subtopic 958-605, Not-For-Profit Entities—Revenue Recognition). ASU 2021-10 is effective for fiscal years beginning after December 15, 2021. Early adoption is permitted. The Company is evaluating t he impact of ASU 2021-10 on the Company’s consolidated financial statements . In March 2020, the FASB issued ASU 2020-04, “Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting |
Revenue
Revenue | 3 Months Ended |
Mar. 31, 2022 | |
Revenue From Contract With Customer [Abstract] | |
Revenue | 3 . Revenue Revenue is primarily derived from services rendered to patients for inpatient psychiatric and substance abuse care, outpatient psychiatric care and residential treatment. The services provided by the Company have no fixed duration and can be terminated by the patient or the facility at any time, and therefore, each treatment is its own stand-alone contract. As the Company’s performance obligations relate to contracts with a duration of one year or less, the Company elected the optional exemption in Accounting Standards Codification (“ASC”) ASC 606-10-50-14(a). Therefore, the Company is not required to disclose the transaction price for the remaining performance obligations at the end of the reporting period or when the Company expects to recognize the revenue. The Company has minimal unsatisfied performance obligations at the end of the reporting period as its patients typically are under no obligation to remain admitted in the Company’s facilities. The Company disaggregates revenue from contracts with customers by service type and by payor. The Company’s facilities and services provided by the facilities can generally be classified into the following categories: acute inpatient psychiatric facilities; specialty treatment facilities; and residential treatment centers. Acute inpatient psychiatric facilities. Acute inpatient psychiatric facilities provide a high level of care in order to stabilize patients that are either a threat to themselves or to others. The acute setting provides 24-hour observation, daily intervention and monitoring by psychiatrists. Specialty treatment facilities . Specialty treatment facilities include residential recovery facilities, eating disorder facilities and comprehensive treatment centers. The Company provides a comprehensive continuum of care for adults with addictive disorders and co-occurring mental disorders. Inpatient, including detoxification and rehabilitation, partial hospitalization and outpatient treatment programs give patients access to the least restrictive level of care. Residential treatment centers . Residential treatment centers treat patients with behavioral disorders in a non-hospital setting, including outdoor programs. The facilities balance therapy activities with social, academic and other activities. The table below presents total revenue attributed to each category (in thousands): Three Months Ended March 31, 2022 2021 Acute inpatient psychiatric facilities $ 310,748 $ 267,359 Specialty treatment facilities 233,640 211,757 Residential treatment centers 72,265 68,649 Other — 3,434 Revenue $ 616,653 $ 551,199 The Company receives payments from the following sources for services rendered in its facilities: (i) state governments under their respective Medicaid and other programs; (ii) commercial insurers; (iii) the federal government under the Medicare program administered by the Centers for Medicare and Medicaid Services (“CMS”); and (iv) individual patients and clients. The Company determines the transaction price based on established billing rates reduced by contractual adjustments provided to third-party payors, discounts provided to uninsured patients and implicit price concessions. Contractual adjustments and discounts are based on contractual agreements, discount policies and historical experience. Implicit price concessions are based on historical collection experience. Most of the Company’s f acilities have contracts containing variable consideration. However, it is unlikely a significant reversal of revenue will occur when the uncertainty is resolved, and therefore, the Company has included the variable consideration in the estimated transaction price. Subsequent changes resulting from a patient’s ability to pay are recorded as bad debt expense, which is included as a component of other operating expenses in the condensed cons olidated statements of operations . Bad debt expense for the three months ended March 31, 2022 and 202 1 was not significant. The following table presents the Company’s revenue by payor type and as a percentage of revenue (in thousands): Three Months Ended March 31, 2022 2021 Amount % Amount % Commercial $ 194,693 31.6 % $ 162,702 29.5 % Medicare 94,582 15.3 % 86,185 15.6 % Medicaid 299,914 48.6 % 274,620 49.8 % Self-Pay 19,785 3.2 % 22,443 4.1 % Other 7,679 1.3 % 5,249 1.0 % Revenue $ 616,653 100.0 % $ 551,199 100.0 % Contract liabilities consisted of unearned revenue from CMS’ Accelerated and Advance Payment Program and other advances. In April 2020, the Company received approximately $45 million from CMS’ Accelerated and Advance Payment Program for Medicare providers. Of the $45 million of advance payments received in 2020, the Company repaid approximately $25 million of advance payments during 2021 and made additional payments of approximately $8 million during the three months ended March 31, 2022. The Company will continue to repay the remaining balance throughout the rest of 2022. Contract liabilities of $26.3 million and $30.4 million are included in other accrued liabilities at March 31, 2022 and December 31, 2021, respectively, on the condensed consolidated balance sheets. A summary of the activity in contract liabilities is as follows (in thousands): Balance at December 31, 2021 $ 30,371 Payments received 5,612 Revenue recognized (2,127 ) Medicare advance repayments (7,556 ) Balance at March 31, 2022 $ 26,300 |
Earnings Per Share
Earnings Per Share | 3 Months Ended |
Mar. 31, 2022 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | 4 . The following table sets forth the computation of basic and diluted earnings per share for the three months ended March 31, 2022 and 2021 (in thousands, except per share amounts): Three Months Ended March 31, 2022 2021 Numerator: Income from continuing operations attributable to Acadia Healthcare Company, Inc. $ 60,837 $ 22,358 Loss from discontinued operations — (12,641 ) Net income attributable to Acadia Healthcare Company, Inc. $ 60,837 $ 9,717 Denominator: Weighted average shares outstanding for basic earnings per share 89,258 88,242 Effects of dilutive instruments 1,754 1,699 Shares used in computing diluted earnings per common share 91,012 89,941 Basic earnings per share attributable to Acadia Healthcare Company, Inc. stockholders: Income from continuing operations attributable to Acadia Healthcare Company, Inc. $ 0.68 $ 0.25 Loss from discontinued operations — (0.14 ) Net income attributable to Acadia Healthcare Company, Inc. $ 0.68 $ 0.11 Diluted earnings per share attributable to Acadia Healthcare Company, Inc. stockholders: Income from continuing operations attributable to Acadia Healthcare Company, Inc. $ 0.67 $ 0.25 Loss from discontinued operations — (0.14 ) Net income attributable to Acadia Healthcare Company, Inc. $ 0.67 $ 0.11 Approximately 0.7 million shares of common stock issuable upon exercise of outstanding stock option awards were excluded from the calculation of diluted earnings per share for both the three months ended March 31, 2022 and 2021, because their effect would have been anti-dilutive. |
Acquisitions
Acquisitions | 3 Months Ended |
Mar. 31, 2022 | |
Business Combinations [Abstract] | |
Acquisitions | 5 . Acquisitions The Company’s strategy is to acquire and develop behavioral healthcare facilities and improve operating results within its facilities and its other behavioral healthcare operations. On December 31, 2021, the Company acquired the equity of CenterPointe Behavioral Health System, LLC and certain related entities (“CenterPointe”) for cash consideration of approximately $139 million. The acquisition was funded through a combination of cash on hand and a $70.0 million draw on the Company’s revolving credit facility. CenterPointe operates four acute inpatient hospitals with 306 beds and ten outpatient locations primarily in Missouri. The preliminary fair values of assets acquired and liabilities assumed in the CenterPointe acquisition were as follows (in thousands): Cash $ 5,640 Accounts receivable, net 9,697 Other current assets 2,087 Property and equipment 35,670 Goodwill 97,844 Intangible assets 825 Deferred tax assets 1,573 Operating lease right-of-use assets 29,245 Total assets acquired 182,581 Accounts payable 3,820 Accrued salaries and benefits 3,585 Current portion of operating lease liabilities 2,569 Other accrued liabilities 1,277 Operating lease liabilities 26,675 Total liabilities assumed 37,926 Net assets acquired $ 144,655 The fair values assigned to certain assets acquired and liabilities assumed by the Company have been estimated on a preliminary basis and are subject to change as new facts and circumstances emerge that were present at the date of acquisition. Specifically, the Company is further assessing the valuation of intangible assets and certain tax matters as well as certain receivables and assumed liabilities of CenterPointe. The qualitative factors comprising the goodwill acquired in the CenterPointe acquisition include the value of the business and efficiencies derived through synergies expected by the elimination of certain redundant corporate functions and expenses, coordination of services provided across the combined network of facilities, achievement of operating efficiencies by benchmarking performance and applying best practices. Transaction-related expenses Transaction-related expenses represent costs primarily related to legal, accounting, termination, restructuring, management transition, acquisition and other similar costs. Transaction-related expenses comprised the following costs for the three months ended March 31, 2022 and 2021 (in thousands): Three Months Ended March 31, 2022 2021 Legal, accounting and other acquisition-related costs $ 589 $ 1,787 Termination and restructuring costs 1,958 2,823 Management transition costs 1,035 — $ 3,582 $ 4,610 |
Other Current Assets
Other Current Assets | 3 Months Ended |
Mar. 31, 2022 | |
Deferred Costs Capitalized Prepaid And Other Assets Disclosure [Abstract] | |
Other Current Assets | 6 . Other Current Assets Other current assets consisted of the following (in thousands): March 31, 2022 December 31, 2021 Other receivables 18,341 10,786 Prepaid expenses $ 18,166 $ 22,292 Assets held for sale 14,758 15,808 Workers’ compensation deposits – current portion 12,000 12,000 Income taxes receivable 10,251 1,523 Insurance receivable – current portion 9,016 10,807 Inventory 4,768 4,786 Other 3,410 1,884 Other current assets $ 90,710 $ 79,886 |
Property and Equipment
Property and Equipment | 3 Months Ended |
Mar. 31, 2022 | |
Property Plant And Equipment [Abstract] | |
Property and Equipment | 7 . Property and Equipment Property and equipment consisted of the following at March 31, 2022 and December 31, 2021 (in thousands): March 31, 2022 December 31, 2021 Land $ 156,139 $ 154,376 Building and improvements 1,694,282 1,683,560 Equipment 259,132 253,100 Construction in progress 255,697 221,249 2,365,250 2,312,285 Less: accumulated depreciation (569,459 ) (541,126 ) Property and equipment, net $ 1,795,791 $ 1,771,159 The Company has recorded assets held for sale within other current assets on the condensed consolidated balance sheets for closed properties actively marketed of $14.8 million and $15.8 million as of March 31, 2022 and December 31, 2021, respectively. |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets | 3 Months Ended |
Mar. 31, 2022 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Goodwill and Other Intangible Assets | 8 . Goodwill and Other Intangible Assets Other identifiable intangible assets and related accumulated amortization consisted of the following at March 31, 2022 and December 31, 2021 (in thousands): Gross Carrying Amount Accumulated Amortization March 31, 2022 December 31, 2021 March 31, 2022 December 31, 2021 Intangible assets subject to amortization: Non-compete agreements $ 1,131 $ 1,131 $ (1,131 ) $ (1,131 ) Intangible assets not subject to amortization: Licenses and accreditations 11,600 11,600 — — Trade names 40,435 40,435 — — Certificates of need 18,284 18,110 — — 70,319 70,145 — — Total $ 71,450 $ 71,276 $ (1,131 ) $ (1,131 ) All of the Company’s definite-lived intangible assets are fully amortized. The Company’s licenses and accreditations, trade names and certificate of need intangible assets have indefinite lives and are, therefore, not subject to amortization. The following table summarizes changes in goodwill for 2022 (in thousands): Balance at December 31, 2021 $ 2,199,937 Adjustments related to 2021 acquisition 722 Balance at March 31, 2022 $ 2,200,659 |
U.K. Sale
U.K. Sale | 3 Months Ended |
Mar. 31, 2022 | |
Discontinued Operations And Disposal Groups [Abstract] | |
U.K. Sale | 9 . U.K. Sale On January 19, 2021, the Company completed the U.K. Sale pursuant to a Share Purchase Agreement in which it sold all of the securities of AHC-WW Jersey Limited, a private limited liability company incorporated in Jersey and a subsidiary of the Company, which constituted the entirety of the Company’s U.K. business operations. The Company used the net proceeds of approximately $1,425 million (excluding cash retained by the buyer) along with cash from the balance sheet to reduce debt by $1,640 million during the first quarter of 2021 as described in N As a result of the U.K. Sale, the Company reported, for all periods presented, results of operations and cash flows of the U.K. operations as discontinued operations in the accompanying financial statements. For the three months ended March 31, 2021, results of operations of the U.K. operations were as follows (in thousands): March 31, 2021 Revenue $ 62,520 Salaries, wages and benefits 35,937 Professional fees 6,815 Supplies 2,217 Rents and leases 2,509 Other operating expenses 6,682 Interest expense, net 10 Loss on sale 13,490 Transaction-related expenses 6,265 Total expenses 73,925 Loss from discontinued operations before income taxes (11,405 ) Benefit from income taxes 1,236 Loss from discontinued operations, net of taxes $ (12,641 ) |
The CARES Act
The CARES Act | 3 Months Ended |
Mar. 31, 2022 | |
Extraordinary And Unusual Items [Abstract] | |
The CARES Act | 1 0 . The CARES Act As part of the Coronavirus Aid, Relief and Economic Security Act (the “CARES Act”), the U.S. government announced it would offer $100 billion of relief to eligible healthcare providers. On April 24, 2020, then President Trump signed into law the Paycheck Protection Program and Health Care Enhancement Act (the “PPP Act”). Among other things, the PPP Act allocated $75 billion to eligible healthcare providers to help offset COVID-19 related losses and expenses. The $75 billion allocated under the PPP Act is in addition to the $100 billion allocated to healthcare providers for the same purposes in the CARES Act and has been disbursed to providers under terms and conditions similar to the CARES Act funds. During the three months ended June 30, 2020, the Company participated in certain relief programs offered through the CARES Act, including receipt of approximately $19.7 million relating to the initial portions of the Public Health and Social Services Emergency Fund (the “PHSSE Fund”), also known as the Provider Relief Fund, and approximately $45 million of payments from the CMS Accelerated and Advance Payment Program. In August 2020, the Company received approximately $12.8 million of additional funds from the PHSSE Fund. Of the $45 million of advance payments received in 2020, the Company repaid approximately $25 million of advance payments during 2021 and made additional payments of approximately $8 million during the three months ended March 31, 2022. The Company will continue to repay the remaining balance throughout the rest of 2022. In addition, the Company received a 2% increase in facilities’ Medicare reimbursement rate as a result of the temporary suspension of Medicare sequestration from May 1, 2020, to March 31, 2022. In April 2021, the Company received $24.2 million of additional funds from the PHSSE Fund. During the fourth quarter of 2021, the Company recorded $17.9 million of income from provider relief fund related to PHSSE funds received in 2021. The remaining unrecognized funds of $6.3 million are included in other accrued liabilities on the consolidated balance sheet at March 31, 2022 and December 31, 2021. The CARES Act also provides for certain federal income and other tax changes. The Company received a cash benefit of approximately $39 million for 2020 relating to the delay of payment of the employer portion of Social Security payroll taxes. The Company repaid half of the $39 million of payroll tax deferrals during the third quarter of 2021 and expects to repay the remaining portion in the second half of 2022, which is included in accrued salaries and benefits on the condensed consolidated balance sheets as of March 31, 2022 and December 31, 2021. |
Other Accrued Liabilities
Other Accrued Liabilities | 3 Months Ended |
Mar. 31, 2022 | |
Other Liabilities Disclosure [Abstract] | |
Other Accrued Liabilities | 1 1 . Other Accrued Liabilities Other accrued liabilities consisted of the following (in thousands): March 31, 2022 December 31, 2021 Unearned Income $ 26,300 $ 30,371 Accrued expenses 24,347 26,791 Accrued interest 17,490 17,418 Government relief funds 13,787 12,718 Cost report payable 13,318 6,487 Insurance liability – current portion 11,923 11,923 Accrued property taxes 8,046 8,375 Finance lease liabilities 990 990 Income taxes payable 213 5,540 Other 5,616 5,886 Other accrued liabilities $ 122,030 $ 126,499 |
Long-Term Debt
Long-Term Debt | 3 Months Ended |
Mar. 31, 2022 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | 1 2 . Long-Term Debt Long-term debt consisted of the following (in thousands): March 31, 2022 December 31, 2021 New Credit Facility: Term Loan A $ 414,375 $ 417,031 Revolving Line of Credit 160,000 170,000 5.500% Senior Notes due 2028 450,000 450,000 5.000% Senior Notes due 2029 475,000 475,000 Less: unamortized debt issuance costs, discount and premium (14,277 ) (14,811 ) 1,485,098 1,497,220 Less: current portion (21,250 ) (18,594 ) Long-term debt $ 1,463,848 $ 1,478,626 New Credit Facility The Company entered into a new senior credit facility (the “New Credit Facility”) on March 17, 2021. This New Credit Facility provides for a $600.0 million senior secured revolving credit facility (the “Revolving Facility”) and a $425.0 million senior secured term loan facility (the “Term Loan Facility” and, together with the Revolving Facility, the “Senior Facilities”), each maturing on March 17, 2026 unless extended in accordance with the terms of the New Credit Facility. The Revolving Facility further provides for (i) up to $20.0 million to be utilized for the issuance of letters of credit and (ii) the availability of a swingline facility under which the Company may borrow up to $20.0 million. As a part of the closing of the New Credit Facility on March 17, 2021, the Company (i) refinanced and terminated the Company’s prior credit facilities under the Amended and Restated Credit Agreement, dated as of December 31, 2012 (the “Prior Credit Facility”) and (ii) financed the redemption of all of the Company’s outstanding 5.625% Senior Notes due 2023 (the “5.625% Senior Notes”). During the three months ended March 31, 2022, the Company repaid $10.0 million of the balance outstanding on the Revolving Facility. The Company had $436.8 million of availability under the Revolving Facility and had standby letters of credit outstanding of $3.2 million related to security for the payment of claims required by its workers’ compensation insurance program at March 31, 2022. The New Credit Facility requires quarterly term loan principal repayments for the Term Loan Facility of $5.3 million for June 30, 2022 to March 31, 2024, $8.0 million for June 30, 2024 to March 31, 2025, $10.6 million for June 30, 2025 to December 31, 2025, with the remaining principal balance of the Term Loan Facility due on the maturity date of March 17, 2026. The Company has the ability to increase the amount of the Senior Facilities, which may take the form of increases to the Revolving Facility or the Term Loan Facility or the issuance of one or more incremental term loan facilities (collectively, the “Incremental Facilities”), upon obtaining additional commitments from new or existing lenders and the satisfaction of customary conditions precedent for such Incremental Facilities. Such Incremental Facilities may not exceed the sum of (i) the greater of $480.0 million and an amount equal to 100% of Consolidated EBITDA (as defined in the New Credit Facility) of the Company and its Restricted Subsidiaries (as defined in the New Credit Facility) (as determined for the four fiscal quarter period most recently ended for which financial statements are available), and (ii) additional amounts so long as, after giving effect thereto, the Consolidated Senior Secured Net Leverage Ratio (as defined in the New Credit Facility) does not exceed 3.5 to 1.0. Subject to certain exceptions, substantially all of the Company’s existing and subsequently acquired or organized direct or indirect wholly-owned U.S. subsidiaries are required to guarantee the repayment of the Company’s obligations under the New Credit Facility. Borrowings under the Senior Facilities bear interest at a floating rate, which will initially be, at the Company’s option, either (i) adjusted LIBOR plus 1.50% or (ii) an alternative base rate plus 0.50% (in each case, subject to adjustment based on the Company’s consolidated total net leverage ratio). An unused fee initially set at 0.20% per annum (subject to adjustment based on the Company’s consolidated total net leverage ratio) is payable quarterly in arrears based on the actual daily undrawn portion of the commitments in respect of the Revolving Facility. The New Credit Facility contains customary representations and affirmative and negative covenants, including limitations on the Company’s and its subsidiaries’ ability to incur additional debt, grant or permit additional liens, make investments and acquisitions, merge or consolidate with others, dispose of assets, pay dividends and distributions, pay junior indebtedness and enter into affiliate transactions, in each case, subject to customary exceptions. In addition, the New Credit Facility contains financial covenants requiring the Company on a consolidated basis to maintain, as of the last day of any consecutive four fiscal quarter period, a consolidated total net leverage ratio of not more than 5.0 to 1.0 and an interest coverage ratio of at least 3.0 to 1.0. The New Credit Facility also includes events of default customary for facilities of this type and upon the occurrence of such events of default, among other things, all outstanding loans under the Senior Facilities may be accelerated and/or the lenders’ commitments terminated. At March 31, 2022 , the Company was in compliance with such covenants. Prior Credit Facility The Company entered into a senior secured credit facility (the “Senior Secured Credit Facility”) on April 1, 2011. On December 31, 2012, the Company entered into the Prior Credit Facility which amended and restated the Senior Secured Credit Facility. The Company amended the Prior Credit Facility from time to time as described in the Company’s prior filings with the SEC. On January 5, 2021, the Company made a voluntary payment of $105.0 million on the Term Loan B Facility Tranche B-4 (“Tranche B-4 Facility”). On January 19, 2021, the Company used a portion of the net proceeds from the U.K. Sale to repay the outstanding balances of $311.7 million of its TLA Facility and $767.9 million of its Tranche B-4 Facility of the Prior Credit Facility Senior Notes 5.500% Senior Notes due 2028 On June 24, 2020, the Company issued $450.0 million of 5.500% Senior Notes due 2028 (the “5.500% Senior Notes”). The 5.500% Senior Notes mature on July 1, 2028 and bear interest at a rate of 5.500% per annum, payable semi-annually in arrears on January 1 and July 1 of each year, commencing on January 1, 2021. 5.000% Senior Notes due 2029 On October 14, 2020, the Company issued $475.0 million of 5.000% Senior Notes due 2029 (the “5.000% Senior Notes”). The 5.000% Senior Notes mature on April 15, 2029 and bear interest at a rate of 5.000% per annum, payable semi-annually in arrears on April 15 and October 15 of each year, commencing on April 15, 2021. The Company used the net proceeds of the 5.000% Senior Notes to prepay approximately $453.3 million of the outstanding borrowings on its existing Term Loan B Facility Tranche B-3 (“Tranche B-3 Facility”) and used the remaining net proceeds for general corporate purposes and to pay related fees and expenses in connection with the offering. In connection with the 5.000% Senior Notes, the Company recorded a debt extinguishment charge of $2.9 million, including the write-off of discount and deferred financing costs of the Tranche B-3 Facility, which was recorded in debt extinguishment costs in the consolidated statement of operations for the year ended December 31, 2020. The indentures governing the 5.500% Senior Notes and the 5.000% Senior Notes (together, the “Senior Notes”) contain covenants that, among other things, limit the Company’s ability and the ability of its restricted subsidiaries to: (i) pay dividends, redeem stock or make other distributions or investments; (ii) incur additional debt or issue certain preferred stock; (iii) transfer or sell assets; (iv) engage in certain transactions with affiliates; (v) create restrictions on dividends or other payments by the restricted subsidiaries; (vi) merge, consolidate or sell substantially all of the Company’s assets; and (vii) create liens on assets. The Senior Notes issued by the Company are guaranteed by each of the Company’s subsidiaries that guarantee the Company’s obligations under the New Credit Facility. The guarantees are full and unconditional and joint and several. The Company may redeem the Senior Notes at its option, in whole or part, at the dates and amounts set forth in the indentures. 5.625% Senior Notes due 2023 On February 11, 2015, the Company issued $375.0 million of 5.625% Senior Notes. On September 21, 2015, the Company issued $275.0 million of additional 5.625% Senior Notes. The additional notes formed a single class of debt securities with the 5.625% Senior Notes issued in February 2015. Giving effect to this issuance, the Company had outstanding an aggregate of $650.0 million of 5.625% Senior Notes. The 5.625% Senior Notes were to mature on February 15, 2023 and bear interest at a rate of 5.625% per annum, payable semi-annually in arrears on February 15 and August 15 of each year. On March 17, 2021, the Company redeemed the 5.625% Senior Notes. 6.500% Senior Notes due 2024 On February 16, 2016, the Company issued $390.0 million of 6.500% Senior Notes due 2024 (the “6.500% Senior Notes”). The 6.500% Senior Notes were to mature on March 1, 2024 and bear interest at a rate of 6.500% per annum, payable semi-annually in arrears on March 1 and September 1 of each year, beginning on September 1, 2016. On March 1, 2021, the Company redeemed the 6.500% Senior Notes. Redemption of 5.625% Senior Notes and 6.500% Senior Notes On January 29, 2021, the Company issued conditional notices of full redemption providing for the redemption in full of $650 million of 5.625% Senior Notes and $390 million of 6.500% Senior Notes to the holders of such notes. On March 1, 2021, the Company satisfied and discharged the indentures governing the 6.500% Senior Notes. In connection with the redemption of the 6.500% Senior Notes, the Company recorded debt extinguishment costs of $10.5 million, including $6.3 million cash paid for breakage costs and the write-off of deferred financing costs of $4.2 million in the condensed consolidated statement of operations. On March 17, 2021, the Company satisfied and discharged the indentures governing the 5.625% Senior Notes. In connection with the redemption of the 5.625% Senior Notes, the Company recorded debt extinguishment costs of $3.3 million, including the write-off of deferred financing and premiums costs in the condensed consolidated statement of operations. |
Noncontrolling Interests
Noncontrolling Interests | 3 Months Ended |
Mar. 31, 2022 | |
Noncontrolling Interest [Abstract] | |
Noncontrolling Interests | 1 3 . Noncontrolling Interests Noncontrolling interests in the consolidated financial statements represents the portion of equity held by noncontrolling partners in the Company’s non-wholly owned subsidiaries. At March 31, 2022, the Company operated six facilities through non-wholly owned subsidiaries. The Company owns between 60% and 86% of the equity interests of these entities and noncontrolling partners own the remaining equity interests. The initial value of the noncontrolling interests is based on the fair value of contributions. The Company consolidates the operations of each facility based on its status as primary beneficiary, as further discussed in Note 14 – Variable Interest Entities. The noncontrolling interests are reflected as redeemable noncontrolling interests on the accompanying condensed consolidated balance sheets based on put rights that could require the Company to purchase the noncontrolling interests upon the occurrence of a change in control. The components of redeemable noncontrolling interests are as follows (in thousands): Balance at December 31, 2021 $ 65,388 Contributions from noncontrolling partners in joint ventures 4,290 Net income attributable to noncontrolling interests 1,073 Distributions to noncontrolling partners in joint ventures (447 ) Balance at March 31, 2022 $ 70,304 |
Variable Interest Entities
Variable Interest Entities | 3 Months Ended |
Mar. 31, 2022 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Variable Interest Entities | 1 4 . Variable Interest Entities For legal entities where the Company has a financial relationship, the Company evaluates whether it has a variable interest and determines if the entity is considered a variable interest entity (“VIE”). If the Company concludes an entity is a VIE and the Company is the primary beneficiary, the entity is consolidated. The primary beneficiary analysis is a qualitative analysis based on power and benefits. A reporting entity has a controlling financial interest in a VIE and must consolidate the VIE if it has both power and benefits. It must have the power to direct the activities that most significantly impact the VIE’s economic performance and the obligation to absorb losses of the VIE that potentially could be significant to the VIE or the right to receive benefits from the VIE that potentially could be significant to the VIE. At March 31, 2022, the Company operated six facilities through non-wholly owned subsidiaries. The Company owns between 60% and 86% of the equity interests of these entities, and noncontrolling partners own the remaining equity interests. The Company manages each of these facilities, is responsible for the day to day operations and, therefore, has the obligation to absorb losses or receive benefits from the VIE that could potentially be significant to the VIE. These activities include, but are not limited to, behavioral healthcare services, human resource and employment-related decisions, marketing and finance. The terms of the agreements governing each of the Company’s VIEs prohibit the Company from using the assets of each VIE to satisfy the obligations of other entities. The consolidated VIEs assets and liabilities in the Company’s condensed consolidated balance sheets are shown below (in thousands): March 31, 2022 December 31, 2021 Cash and cash equivalents $ 27,159 $ 26,360 Accounts receivable, net 19,854 20,144 Other current assets 1,570 1,304 Total current assets 48,583 47,808 Property and equipment, net 236,765 220,793 Goodwill 34,945 34,945 Intangible assets, net 10,490 10,490 Operating lease right-of-use assets 6,524 6,603 Total assets $ 337,307 $ 320,639 Accounts payable $ 3,736 $ 3,690 Accrued salaries and benefits 6,139 5,656 Current portion of operating lease liabilities 206 197 Other accrued liabilities 8,325 6,818 Total current liabilities 18,406 16,361 Operating lease liabilities 6,614 6,666 Other liabilities 1,083 1,083 Total liabilities $ 26,103 $ 24,110 |
Equity-Based Compensation
Equity-Based Compensation | 3 Months Ended |
Mar. 31, 2022 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Equity-Based Compensation | 1 5 . Equity-Based Compensation Equity Incentive Plans The Company issues stock-based awards, including stock options, restricted stock and restricted stock units, to certain officers, employees and non-employee directors under the Acadia Healthcare Company, Inc. Incentive Compensation Plan (the “Equity Incentive Plan”). At March 31, 2022, a maximum of 12,700,000 shares of the Company’s common stock were authorized for issuance as stock options, restricted stock and restricted stock units or other share-based compensation under the Equity Incentive Plan, of which 3,913,868 were available for future grant. Stock options may be granted for terms of up to 10 years. The Company recognizes expense on all share-based awards on a straight-line basis over the requisite service period of the entire award. Grants to employees generally vest in annual increments of 25% each year, commencing one year after the date of grant. The exercise prices of stock options are equal to the most recent closing price of the Company’s common stock on the most recent trading date prior to the date of grant. The Company recognized $7.9 million and $7.0 million in equity-based compensation expense for the three months ended March 31, 2022 and 2021, respectively. At March 31, 2022, there was $49.3 million of unrecognized compensation expense related to unvested options, restricted stock and restricted stock units, which is expected to be recognized over the remaining weighted average vesting period of 1.5 years. The Company recognized a deferred income tax benefit of $2.0 million and $1.8 million for the three months ended March 31, 2022 and 2021, respectively, related to equity-based compensation expense. Stock Options Stock option activity during 2021 and 2022 was as follows: Number of Options Weighted Average Exercise Price Weighted Average Remaining Contractual Term (in years) Aggregate Intrinsic Value (in thousands) Options outstanding at January 1, 2021 1,510,306 $ 37.56 7.35 $ 1,414 Options granted 324,320 57.53 9.31 851 Options exercised (558,322 ) 39.45 N/A 11,118 Options cancelled (170,235 ) 40.08 N/A N/A Options outstanding at December 31, 2021 1,106,069 42.07 7.49 19,988 Options granted 306,120 53.65 9.91 1,406 Options exercised (110,559 ) 33.91 N/A 3,202 Options cancelled (31,530 ) 46.24 N/A N/A Options outstanding at March 31, 2022 1,270,100 $ 45.47 7.94 $ 16,483 Options exercisable at December 31, 2021 324,409 $ 43.24 5.48 $ 5,575 Options exercisable at March 31, 2022 458,705 $ 42.76 6.26 $ 7,331 Fair values are estimated using the Black-Scholes option pricing model. The following table summarizes the grant-date fair value of options and the assumptions used to develop the fair value estimates for options granted during the three months ended March 31, 2022 and year ended December 31, 2021: March 31, 2022 December 31, 2021 Weighted average grant-date fair value of options $ 19.67 $ 20.64 Risk-free interest rate 1.9 % 0.9 % Expected volatility 39 % 40 % Expected life (in years) 5.0 5.0 The Company’s estimate of expected volatility for stock options is based upon the volatility of its stock price over the expected life of the award. The risk-free interest rate is the approximate yield on U.S. Treasury Strips having a life equal to the expected option life on the date of grant. The expected life is an estimate of the number of years an option will be held before it is exercised. Other Stock-Based Awards Restricted stock activity during 2021 and 2022 was as follows: Number of Shares Weighted Average Grant-Date Fair Value Unvested at January 1, 2021 1,022,996 $ 28.41 Granted 352,430 58.32 Cancelled (82,751 ) 39.63 Vested (366,048 ) 30.81 Unvested at December 31, 2021 926,627 $ 37.84 Granted 272,740 53.87 Cancelled (31,545 ) 42.54 Vested (292,748 ) 30.41 Unvested at March 31, 2022 875,074 $ 45.15 Restricted stock unit activity during 2021 and 2022 was as follows: Number of Units Weighted Average Grant-Date Fair Value Unvested at January 1, 2021 1,073,062 $ 20.15 Granted 149,416 61.52 Performance adjustment 465,993 25.49 Cancelled — — Vested (184,051 ) 42.30 Unvested at December 31, 2021 1,504,420 $ 23.20 Granted — — Performance adjustment 116,608 28.19 Cancelled — — Vested (518,474 ) 43.16 Unvested at March 31, 2022 1,102,554 $ 14.35 Restricted stock awards are time-based vesting awards that vest over a period of three or four years and are subject to continuing service of the employee or non-employee director over the ratable vesting periods. The fair values of the restricted stock awards were determined based on the closing price of the Company’s common stock on the trading date immediately prior to the grant date. Restricted stock units are granted to employees and are subject to Company performance compared to pre-established targets. In addition to Company performance, these performance-based restricted stock units are subject to the continuing service of the employee during the two- or three-year The fair values of restricted stock units were determined based on the closing price of the Company’s common stock on the trading date immediately prior to the grant date for units subject to performance conditions. |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2022 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 1 6 . Income Taxes The provision for income taxes for the three months ended March 31, 2022 and 2021 reflects effective tax rates of 21.9% and 21.2%, respectively. The three months ended March 31, 2022 includes tax benefits related to settlements of employee equity compensation awards and legal entity restructuring. As the Company continues to monitor the implications of potential tax legislation in each of its jurisdictions, the Company may adjust its estimates and record additional amounts for tax assets and liabilities. Any adjustments to the Company’s tax assets and liabilities could materially impact its provision for income taxes and its effective tax rate in the periods in which they are made. |
Fair Value Measurements
Fair Value Measurements | 3 Months Ended |
Mar. 31, 2022 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | 1 7 . Fair Value Measurements The carrying amounts reported for cash and cash equivalents, accounts receivable, other current assets, accounts payable and other current liabilities approximate fair value because of the short-term maturity of these instruments. The carrying amounts and fair values of the Company’s New Credit Facility, 5.500% Senior Notes, and 5.000% Senior Notes at March 31, 2022 and December 31, 2021 were as follows (in thousands): Carrying Amount Fair Value March 31, 2022 December 31, 2021 March 31, 2022 December 31, 2021 New Credit Facility $ 571,927 $ 584,418 $ 571,927 $ 584,418 5.500% Senior Notes due 2028 $ 444,091 $ 443,894 $ 444,668 $ 466,577 5.000% Senior Notes due 2029 $ 469,080 $ 468,908 $ 463,075 $ 481,802 The Company’s New Credit Facility, 5.500% Senior Notes, and 5.000% Senior Notes were categorized as Level 2 in the GAAP fair value hierarchy. Fair values were based on trading activity among the Company’s lenders and the average bid and ask price as determined using published rates. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2022 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 1 8 . Commitments and Contingencies Professional and General Liability A portion of the Company’s professional liability risks are insured through a wholly-owned insurance subsidiary. The Company is self-insured for professional liability claims up to $10.0 million and has obtained reinsurance coverage from a third party to cover claims in excess of the retention limit. The reinsurance policy has a coverage limit of $60.0 million in the aggregate. The Company’s reinsurance receivables are recognized consistent with the related liabilities and include known claims and any incurred but not reported claims that are covered by current insurance policies in place. Legal Proceedings The Company is, from time to time, subject to various claims, lawsuits, governmental investigations and regulatory actions, including claims for damages for personal injuries, medical malpractice, overpayments, breach of contract, securities law violations, tort and employment related claims. In these actions, plaintiffs request a variety of damages, including, in some instances, punitive and other types of damages that may not be covered by insurance. In addition, healthcare companies are subject to numerous investigations by various governmental agencies. Certain of the Company’s individual facilities have received, and from time to time, other facilities may receive, subpoenas, civil investigative demands, audit requests and other inquiries from, and may be subject to investigation by, federal and state agencies. These investigations can result in repayment obligations, and violations of the False Claims Act can result in substantial monetary penalties and fines, the imposition of a corporate integrity agreement and exclusion from participation in governmental health programs. In addition, the federal False Claims Act permits private parties to bring qui tam, or “whistleblower,” suits against companies that submit false claims for payments to, or improperly retain overpayments from, the government. Some states have adopted similar state whistleblower and false claims provisions. On April 1, 2019, a consolidated complaint was filed against the Company and certain former and current officers in the lawsuit styled St. Clair County Employees’ Retirement System v. Acadia Healthcare Company, Inc., et al., Case No. 3:19-cv-00988, which is pending in the United States District Court for the Middle District of Tennessee. The complaint purports to be brought on behalf of a class consisting of all persons (other than defendants) who purchased securities of the Company between April 30, 2014 and November 15, 2018, and alleges that defendants violated Sections 10(b) and 20(a) of the Securities Exchange Act of 1934 (the “Exchange Act”) and Rule 10b-5 promulgated thereunder. At this time, the Company is not able to quantify any potential liability in connection with this litigation because the case is in its early stages. On February 21, 2019, a purported stockholder filed a related derivative action on behalf of the Company against certain former and current officers and directors in the lawsuit styled Davydov v. Joey A. Jacobs, et al., Case No. 3:19-cv-00167, which is pending in the United States District Court for the Middle District of Tennessee. The complaint alleges claims for violations of Section 10(b) and 14(a) of the Exchange Act, breach of fiduciary duty, waste of corporate assets, and unjust enrichment. On May 23, 2019, a purported stockholder filed a second related derivative action on behalf of the Company against certain former and current officers and directors in the lawsuit styled Beard v. Jacobs, et al., Case No. 3:19-cv-0441, which is pending the United States District Court for the Middle District of Tennessee. The complaint alleges claims for violations of Sections 10(b), 14(a), and 21D of the Exchange Act, breach of fiduciary duty, waste of corporate assets, unjust enrichment, and insider selling. On June 11, 2019, the Davydov and Beard actions were consolidated. On February 16, 2021, the parties filed a stipulation staying the case. On October 23, 2020, a purported stockholder filed a third related derivative action on behalf of the Company against former and current officers and directors in the lawsuit styled Pfenning v. Jacobs, et al., Case No. 2020-0915-JRS, which is pending in the Court of Chancery of the State of Delaware. The complaint alleges claims for breach of fiduciary duty. On February 17, 2021, the court entered an order staying the case. At this time, the Company is not able to quantify any potential liability in connection with this litigation because the cases are in their early stages. In the fall of 2017, the Office of Inspector General (“OIG”) issued subpoenas to three of the Company’s facilities requesting certain documents from January 2013 to the date of the subpoenas. The U.S. Attorney’s Office for the Middle District of Florida issued a civil investigative demand to one of the Company’s facilities in December 2017 requesting certain documents from November 2012 to the date of the demand. In April 2019, the OIG issued subpoenas relating to six additional facilities requesting certain documents and information from January 2013 to the date of the subpoenas. The government’s investigation of each of these facilities is focused on claims not eligible for payment because of alleged violations of certain regulatory requirements relating to, among other things, medical necessity, admission eligibility, discharge decisions, length of stay and patient care issues. The Company is cooperating with the government’s investigation but is not able to quantify any potential liability in connection with these investigations. |
Derivatives
Derivatives | 3 Months Ended |
Mar. 31, 2022 | |
Derivative Instruments And Hedging Activities Disclosure [Abstract] | |
Derivatives | 19 . Derivatives The Company entered into foreign currency forward contracts during the year ended December 31, 2020 in connection with certain transfers of cash between the U.S. and U.K. under the Company’s cash management and foreign currency risk management programs. Foreign currency forward contracts limit the economic risk of changes in the exchange rate between USD and GBP associated with cash transfers. In August 2019, the Company also entered into multiple cross currency swap agreements with an aggregate notional amount of $650.0 million to manage foreign currency risk by effectively converting a portion of its fixed-rate USD-denominated senior notes, including the semi-annual interest payments thereunder, to fixed-rate GBP-denominated debt of £538.1 million. During the term of the swap agreements, the Company received semi-annual interest payments in USD from the counterparties at fixed interest rates, and the Company made semi-annual interest payments in GBP to the counterparties at fixed interest rates. The interest payments under the cross-currency swap agreements resulted in £25.4 million of annual cash flows from the Company’s U.K. business being converted to $35.8 million. In conjunction with the U.K. Sale in January 2021, the Company settled its cross currency swap liability and outstanding forward contracts as shown in investing activities in the condensed consolidated statements of cash flows. |
Financial Information for the C
Financial Information for the Company and Its Subsidiaries | 3 Months Ended |
Mar. 31, 2022 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Financial Information for the Company and Its Subsidiaries | 2 0 . Financial Information for the Company and Its Subsidiaries The Company conducts substantially all of its business through its subsidiaries. The 5.500% Senior Notes and 5.000% Senior Notes are jointly and severally guaranteed on an unsecured senior basis by all of the Company’s subsidiaries that guarantee the Company’s obligations under the New Credit Facility. Summarized financial information is presented below is consistent with the condensed consolidated financial statements of the Company, except transactions between combining entities have been eliminated. Financial information for the combined non-guarantor entities has been excluded. Presented below is condensed financial information for the combined wholly-owned subsidiary guarantors at March 31, 2022 and December 31, 2021, and for the three months ended March 31, 2022. Summarized balance sheet information (in thousands): March 31, 2022 December 31, 2021 Current assets $ 453,748 $ 422,113 Property and equipment, net 1,534,615 1,525,569 Goodwill 2,087,700 2,086,978 Total noncurrent assets 3,908,572 3,893,087 Current liabilities 388,834 385,044 Long-term debt 1,447,937 1,460,046 Total noncurrent liabilities 1,753,630 1,752,271 Redeemable noncontrolling interests — — Total equity 2,219,856 2,177,885 Summarized operating results information (in thousands): Three Months Ended March 31, 2022 Revenue $ 569,806 Income before income taxes 72,712 Net income 56,687 Net income attributable to Acadia Healthcare Company, Inc. 56,687 |
Revenue (Tables)
Revenue (Tables) - U.S. Facilities [Member] | 3 Months Ended |
Mar. 31, 2022 | |
Schedule of Revenue Attributed to Each Category | The table below presents total revenue attributed to each category (in thousands): Three Months Ended March 31, 2022 2021 Acute inpatient psychiatric facilities $ 310,748 $ 267,359 Specialty treatment facilities 233,640 211,757 Residential treatment centers 72,265 68,649 Other — 3,434 Revenue $ 616,653 $ 551,199 |
Schedule of Revenue and Percentage Generated by Each Payor Type | The following table presents the Company’s revenue by payor type and as a percentage of revenue (in thousands): Three Months Ended March 31, 2022 2021 Amount % Amount % Commercial $ 194,693 31.6 % $ 162,702 29.5 % Medicare 94,582 15.3 % 86,185 15.6 % Medicaid 299,914 48.6 % 274,620 49.8 % Self-Pay 19,785 3.2 % 22,443 4.1 % Other 7,679 1.3 % 5,249 1.0 % Revenue $ 616,653 100.0 % $ 551,199 100.0 % |
Summary of the Activity in Contract Liabilities | A summary of the activity in contract liabilities is as follows (in thousands): Balance at December 31, 2021 $ 30,371 Payments received 5,612 Revenue recognized (2,127 ) Medicare advance repayments (7,556 ) Balance at March 31, 2022 $ 26,300 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Earnings Per Share [Abstract] | |
Computation of Basic and Diluted Earnings Per Share | The following table sets forth the computation of basic and diluted earnings per share for the three months ended March 31, 2022 and 2021 (in thousands, except per share amounts): Three Months Ended March 31, 2022 2021 Numerator: Income from continuing operations attributable to Acadia Healthcare Company, Inc. $ 60,837 $ 22,358 Loss from discontinued operations — (12,641 ) Net income attributable to Acadia Healthcare Company, Inc. $ 60,837 $ 9,717 Denominator: Weighted average shares outstanding for basic earnings per share 89,258 88,242 Effects of dilutive instruments 1,754 1,699 Shares used in computing diluted earnings per common share 91,012 89,941 Basic earnings per share attributable to Acadia Healthcare Company, Inc. stockholders: Income from continuing operations attributable to Acadia Healthcare Company, Inc. $ 0.68 $ 0.25 Loss from discontinued operations — (0.14 ) Net income attributable to Acadia Healthcare Company, Inc. $ 0.68 $ 0.11 Diluted earnings per share attributable to Acadia Healthcare Company, Inc. stockholders: Income from continuing operations attributable to Acadia Healthcare Company, Inc. $ 0.67 $ 0.25 Loss from discontinued operations — (0.14 ) Net income attributable to Acadia Healthcare Company, Inc. $ 0.67 $ 0.11 |
Acquisitions (Tables)
Acquisitions (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Business Combinations [Abstract] | |
Summary of Preliminary Fair Values of Assets Acquired and Liabilities Assumed | The preliminary fair values of assets acquired and liabilities assumed in the CenterPointe acquisition were as follows (in thousands): Cash $ 5,640 Accounts receivable, net 9,697 Other current assets 2,087 Property and equipment 35,670 Goodwill 97,844 Intangible assets 825 Deferred tax assets 1,573 Operating lease right-of-use assets 29,245 Total assets acquired 182,581 Accounts payable 3,820 Accrued salaries and benefits 3,585 Current portion of operating lease liabilities 2,569 Other accrued liabilities 1,277 Operating lease liabilities 26,675 Total liabilities assumed 37,926 Net assets acquired $ 144,655 |
Transaction Related Expenses as Incurred | Transaction-related expenses comprised the following costs for the three months ended March 31, 2022 and 2021 (in thousands): Three Months Ended March 31, 2022 2021 Legal, accounting and other acquisition-related costs $ 589 $ 1,787 Termination and restructuring costs 1,958 2,823 Management transition costs 1,035 — $ 3,582 $ 4,610 |
Other Current Assets (Tables)
Other Current Assets (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Deferred Costs Capitalized Prepaid And Other Assets Disclosure [Abstract] | |
Other Current Assets | Other current assets consisted of the following (in thousands): March 31, 2022 December 31, 2021 Other receivables 18,341 10,786 Prepaid expenses $ 18,166 $ 22,292 Assets held for sale 14,758 15,808 Workers’ compensation deposits – current portion 12,000 12,000 Income taxes receivable 10,251 1,523 Insurance receivable – current portion 9,016 10,807 Inventory 4,768 4,786 Other 3,410 1,884 Other current assets $ 90,710 $ 79,886 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Property Plant And Equipment [Abstract] | |
Summary of Property and Equipment | Property and equipment consisted of the following at March 31, 2022 and December 31, 2021 (in thousands): March 31, 2022 December 31, 2021 Land $ 156,139 $ 154,376 Building and improvements 1,694,282 1,683,560 Equipment 259,132 253,100 Construction in progress 255,697 221,249 2,365,250 2,312,285 Less: accumulated depreciation (569,459 ) (541,126 ) Property and equipment, net $ 1,795,791 $ 1,771,159 |
Goodwill and Other Intangible_2
Goodwill and Other Intangible Assets (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Other Identifiable Intangible Assets and Related Accumulated Amortization | Other identifiable intangible assets and related accumulated amortization consisted of the following at March 31, 2022 and December 31, 2021 (in thousands): Gross Carrying Amount Accumulated Amortization March 31, 2022 December 31, 2021 March 31, 2022 December 31, 2021 Intangible assets subject to amortization: Non-compete agreements $ 1,131 $ 1,131 $ (1,131 ) $ (1,131 ) Intangible assets not subject to amortization: Licenses and accreditations 11,600 11,600 — — Trade names 40,435 40,435 — — Certificates of need 18,284 18,110 — — 70,319 70,145 — — Total $ 71,450 $ 71,276 $ (1,131 ) $ (1,131 ) |
Summary of Changes in Goodwill | The following table summarizes changes in goodwill for 2022 (in thousands): Balance at December 31, 2021 $ 2,199,937 Adjustments related to 2021 acquisition 722 Balance at March 31, 2022 $ 2,200,659 |
U.K. Sale (Tables)
U.K. Sale (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Discontinued Operations And Disposal Groups [Abstract] | |
Schedule of Financial Condition, Results of Operations and Cash Flows of U.K. Operations as Discontinued Operations | For the three months ended March 31, 2021, results of operations of the U.K. operations were as follows (in thousands): March 31, 2021 Revenue $ 62,520 Salaries, wages and benefits 35,937 Professional fees 6,815 Supplies 2,217 Rents and leases 2,509 Other operating expenses 6,682 Interest expense, net 10 Loss on sale 13,490 Transaction-related expenses 6,265 Total expenses 73,925 Loss from discontinued operations before income taxes (11,405 ) Benefit from income taxes 1,236 Loss from discontinued operations, net of taxes $ (12,641 ) |
Other Accrued Liabilities (Tabl
Other Accrued Liabilities (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Other Liabilities Disclosure [Abstract] | |
Summary of Other Accrued Liabilities | Other accrued liabilities consisted of the following (in thousands): March 31, 2022 December 31, 2021 Unearned Income $ 26,300 $ 30,371 Accrued expenses 24,347 26,791 Accrued interest 17,490 17,418 Government relief funds 13,787 12,718 Cost report payable 13,318 6,487 Insurance liability – current portion 11,923 11,923 Accrued property taxes 8,046 8,375 Finance lease liabilities 990 990 Income taxes payable 213 5,540 Other 5,616 5,886 Other accrued liabilities $ 122,030 $ 126,499 |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Debt Disclosure [Abstract] | |
Components of Long-Term Debt | Long-term debt consisted of the following (in thousands): March 31, 2022 December 31, 2021 New Credit Facility: Term Loan A $ 414,375 $ 417,031 Revolving Line of Credit 160,000 170,000 5.500% Senior Notes due 2028 450,000 450,000 5.000% Senior Notes due 2029 475,000 475,000 Less: unamortized debt issuance costs, discount and premium (14,277 ) (14,811 ) 1,485,098 1,497,220 Less: current portion (21,250 ) (18,594 ) Long-term debt $ 1,463,848 $ 1,478,626 |
Noncontrolling Interests (Table
Noncontrolling Interests (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Noncontrolling Interest [Abstract] | |
Summary of Redeemable Noncontrolling Interests | The components of redeemable noncontrolling interests are as follows (in thousands): Balance at December 31, 2021 $ 65,388 Contributions from noncontrolling partners in joint ventures 4,290 Net income attributable to noncontrolling interests 1,073 Distributions to noncontrolling partners in joint ventures (447 ) Balance at March 31, 2022 $ 70,304 |
Variable Interest Entities (Tab
Variable Interest Entities (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Schedule of Consolidated VIEs Assets and Liabilities | The consolidated VIEs assets and liabilities in the Company’s condensed consolidated balance sheets are shown below (in thousands): March 31, 2022 December 31, 2021 Cash and cash equivalents $ 27,159 $ 26,360 Accounts receivable, net 19,854 20,144 Other current assets 1,570 1,304 Total current assets 48,583 47,808 Property and equipment, net 236,765 220,793 Goodwill 34,945 34,945 Intangible assets, net 10,490 10,490 Operating lease right-of-use assets 6,524 6,603 Total assets $ 337,307 $ 320,639 Accounts payable $ 3,736 $ 3,690 Accrued salaries and benefits 6,139 5,656 Current portion of operating lease liabilities 206 197 Other accrued liabilities 8,325 6,818 Total current liabilities 18,406 16,361 Operating lease liabilities 6,614 6,666 Other liabilities 1,083 1,083 Total liabilities $ 26,103 $ 24,110 |
Equity-Based Compensation (Tabl
Equity-Based Compensation (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Stock Option Activity | Stock option activity during 2021 and 2022 was as follows: Number of Options Weighted Average Exercise Price Weighted Average Remaining Contractual Term (in years) Aggregate Intrinsic Value (in thousands) Options outstanding at January 1, 2021 1,510,306 $ 37.56 7.35 $ 1,414 Options granted 324,320 57.53 9.31 851 Options exercised (558,322 ) 39.45 N/A 11,118 Options cancelled (170,235 ) 40.08 N/A N/A Options outstanding at December 31, 2021 1,106,069 42.07 7.49 19,988 Options granted 306,120 53.65 9.91 1,406 Options exercised (110,559 ) 33.91 N/A 3,202 Options cancelled (31,530 ) 46.24 N/A N/A Options outstanding at March 31, 2022 1,270,100 $ 45.47 7.94 $ 16,483 Options exercisable at December 31, 2021 324,409 $ 43.24 5.48 $ 5,575 Options exercisable at March 31, 2022 458,705 $ 42.76 6.26 $ 7,331 |
Schedule of Stock Options Valuation Assumptions | The following table summarizes the grant-date fair value of options and the assumptions used to develop the fair value estimates for options granted during the three months ended March 31, 2022 and year ended December 31, 2021: March 31, 2022 December 31, 2021 Weighted average grant-date fair value of options $ 19.67 $ 20.64 Risk-free interest rate 1.9 % 0.9 % Expected volatility 39 % 40 % Expected life (in years) 5.0 5.0 |
Restricted Stock Activity | Restricted stock activity during 2021 and 2022 was as follows: Number of Shares Weighted Average Grant-Date Fair Value Unvested at January 1, 2021 1,022,996 $ 28.41 Granted 352,430 58.32 Cancelled (82,751 ) 39.63 Vested (366,048 ) 30.81 Unvested at December 31, 2021 926,627 $ 37.84 Granted 272,740 53.87 Cancelled (31,545 ) 42.54 Vested (292,748 ) 30.41 Unvested at March 31, 2022 875,074 $ 45.15 |
Restricted Stock Unit Activity | Restricted stock unit activity during 2021 and 2022 was as follows: Number of Units Weighted Average Grant-Date Fair Value Unvested at January 1, 2021 1,073,062 $ 20.15 Granted 149,416 61.52 Performance adjustment 465,993 25.49 Cancelled — — Vested (184,051 ) 42.30 Unvested at December 31, 2021 1,504,420 $ 23.20 Granted — — Performance adjustment 116,608 28.19 Cancelled — — Vested (518,474 ) 43.16 Unvested at March 31, 2022 1,102,554 $ 14.35 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Fair Value Disclosures [Abstract] | |
Carrying Amounts and Fair Values of Company's Credit Facilities and Contingent Consideration Liabilities | The carrying amounts and fair values of the Company’s New Credit Facility, 5.500% Senior Notes, and 5.000% Senior Notes at March 31, 2022 and December 31, 2021 were as follows (in thousands): Carrying Amount Fair Value March 31, 2022 December 31, 2021 March 31, 2022 December 31, 2021 New Credit Facility $ 571,927 $ 584,418 $ 571,927 $ 584,418 5.500% Senior Notes due 2028 $ 444,091 $ 443,894 $ 444,668 $ 466,577 5.000% Senior Notes due 2029 $ 469,080 $ 468,908 $ 463,075 $ 481,802 |
Financial Information for the_2
Financial Information for the Company and Its Subsidiaries (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Summarized Balance Sheet | Summarized balance sheet information (in thousands): March 31, 2022 December 31, 2021 Current assets $ 453,748 $ 422,113 Property and equipment, net 1,534,615 1,525,569 Goodwill 2,087,700 2,086,978 Total noncurrent assets 3,908,572 3,893,087 Current liabilities 388,834 385,044 Long-term debt 1,447,937 1,460,046 Total noncurrent liabilities 1,753,630 1,752,271 Redeemable noncontrolling interests — — Total equity 2,219,856 2,177,885 |
Summarized Statements of Income (Loss) | Summarized operating results information (in thousands): Three Months Ended March 31, 2022 Revenue $ 569,806 Income before income taxes 72,712 Net income 56,687 Net income attributable to Acadia Healthcare Company, Inc. 56,687 |
Description of Business and B_2
Description of Business and Basis of Presentation - Additional Information (Detail) | 3 Months Ended |
Mar. 31, 2022FacilityBedState | |
Accounting Policies [Abstract] | |
Number of facilities | Facility | 238 |
Number of beds | Bed | 10,600 |
Number of operating states | State | 40 |
Revenue - Schedule of Revenue A
Revenue - Schedule of Revenue Attributed to Each Category (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Disaggregation of Revenue [Line Items] | ||
Revenue | $ 616,653 | $ 551,199 |
U.S. Facilities [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 616,653 | 551,199 |
U.S. Facilities [Member] | Acute Inpatient Psychiatric Facilities [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 310,748 | 267,359 |
U.S. Facilities [Member] | Specialty Treatment Facilities [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 233,640 | 211,757 |
U.S. Facilities [Member] | Residential Treatment Centers [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | $ 72,265 | 68,649 |
U.S. Facilities [Member] | Other [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | $ 3,434 |
Revenue - Schedule of Revenue_2
Revenue - Schedule of Revenue and Percentage Generated by Each Payor Type (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Health Care Organization, Receivable and Revenue Disclosures [Line Items] | ||
Revenue | $ 616,653 | $ 551,199 |
U.S. Facilities [Member] | ||
Health Care Organization, Receivable and Revenue Disclosures [Line Items] | ||
Revenue | $ 616,653 | $ 551,199 |
Revenue, Percentage | 100.00% | 100.00% |
U.S. Facilities [Member] | Commercial [Member] | ||
Health Care Organization, Receivable and Revenue Disclosures [Line Items] | ||
Revenue | $ 194,693 | $ 162,702 |
Revenue, Percentage | 31.60% | 29.50% |
U.S. Facilities [Member] | Medicare [Member] | ||
Health Care Organization, Receivable and Revenue Disclosures [Line Items] | ||
Revenue | $ 94,582 | $ 86,185 |
Revenue, Percentage | 15.30% | 15.60% |
U.S. Facilities [Member] | Medicaid [Member] | ||
Health Care Organization, Receivable and Revenue Disclosures [Line Items] | ||
Revenue | $ 299,914 | $ 274,620 |
Revenue, Percentage | 48.60% | 49.80% |
U.S. Facilities [Member] | Self-Pay [Member] | ||
Health Care Organization, Receivable and Revenue Disclosures [Line Items] | ||
Revenue | $ 19,785 | $ 22,443 |
Revenue, Percentage | 3.20% | 4.10% |
U.S. Facilities [Member] | Other [Member] | ||
Health Care Organization, Receivable and Revenue Disclosures [Line Items] | ||
Revenue | $ 7,679 | $ 5,249 |
Revenue, Percentage | 1.30% | 1.00% |
Revenue - Additional Informatio
Revenue - Additional Information (Detail) - Medicare [Member] - USD ($) $ in Millions | 1 Months Ended | 3 Months Ended | 12 Months Ended |
Apr. 30, 2020 | Mar. 31, 2022 | Dec. 31, 2021 | |
Disaggregation of Revenue [Line Items] | |||
Additional repayment of advanced payments | $ 8 | ||
CARES Act [Member] | |||
Disaggregation of Revenue [Line Items] | |||
Repayment of advanced payments | 25 | ||
CARES Act [Member] | CMS' Accelerated and Advance Payment Program [Member] | |||
Disaggregation of Revenue [Line Items] | |||
Amount of advance payment received | $ 45 | ||
Repayment of advanced payments description | In April 2020, the Company received approximately $45 million from CMS’ Accelerated and Advance Payment Program for Medicare providers. Of the $45 million of advance payments received in 2020, the Company repaid approximately $25 million of advance payments during 2021 and made additional payments of approximately $8 million during the three months ended March 31, 2022. The Company will continue to repay the remaining balance throughout the rest of 2022. | ||
Repayment of advanced payments period | 2020 | ||
Repayment of advanced payments | 25 | $ 45 | |
Additional repayment of advanced payments | 8 | ||
CARES Act [Member] | CMS' Accelerated and Advance Payment Program [Member] | Other Accrued Liabilities [Member] | |||
Disaggregation of Revenue [Line Items] | |||
Contract liabilities | $ 26.3 | $ 30.4 |
Revenue - Summary of the Activi
Revenue - Summary of the Activity in Contract Liabilities (Detail) - Unearned Revenue [Member] $ in Thousands | 3 Months Ended |
Mar. 31, 2022USD ($) | |
Disaggregation of Revenue [Line Items] | |
Beginning Balance | $ 30,371 |
Payments received | 5,612 |
Revenue recognized | (2,127) |
Medicare advance repayments | (7,556) |
Ending Balance | $ 26,300 |
Earnings Per Share - Computatio
Earnings Per Share - Computation of Basic and Diluted Earnings Per Share (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | ||||
Mar. 31, 2022 | Dec. 31, 2021 | Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | |
Numerator: | |||||
Income from continuing operations attributable to Acadia Healthcare Company, Inc. | $ 60,837 | $ 22,358 | |||
Loss from discontinued operations | (12,641) | ||||
Net income attributable to Acadia Healthcare Company, Inc. | $ 60,837 | $ 70,278 | $ 66,126 | $ 44,514 | $ 9,717 |
Denominator: | |||||
Weighted average shares outstanding for basic earnings per share | 89,258 | 88,242 | |||
Effects of dilutive instruments | 1,754 | 1,699 | |||
Shares used in computing diluted earnings per common share | 91,012 | 89,941 | |||
Basic earnings per share attributable to Acadia Healthcare Company, Inc. stockholders: | |||||
Income from continuing operations attributable to Acadia Healthcare Company, Inc. | $ 0.68 | $ 0.25 | |||
Loss from discontinued operations | (0.14) | ||||
Net income attributable to Acadia Healthcare Company, Inc. | 0.68 | 0.11 | |||
Diluted earnings per share attributable to Acadia Healthcare Company, Inc. stockholders: | |||||
Income from continuing operations attributable to Acadia Healthcare Company, Inc. | 0.67 | 0.25 | |||
Loss from discontinued operations | (0.14) | ||||
Net income attributable to Acadia Healthcare Company, Inc. | $ 0.67 | $ 0.11 |
Earnings Per Share - Additional
Earnings Per Share - Additional Information (Detail) - shares shares in Millions | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Earnings Per Share [Abstract] | ||
Excluded common stock for computation of diluted earnings per share | 0.7 | 0.7 |
Acquisitions - Additional Infor
Acquisitions - Additional Information (Detail) $ in Millions | Dec. 31, 2021USD ($)BedHospitalLocation | Mar. 31, 2022Bed |
Business Acquisition [Line Items] | ||
Number of beds | Bed | 10,600 | |
CenterPointe Behavioral Health System, LLC [Member] | ||
Business Acquisition [Line Items] | ||
Business acquisition cash consideration | $ | $ 139 | |
Revolving Facility | $ | $ 70 | |
Number of acute inpatient hospitals | Hospital | 4 | |
Number of beds | Bed | 306 | |
Number of outpatient locations | Location | 10 |
Acquisitions - Summary of Preli
Acquisitions - Summary of Preliminary Fair Values of Assets Acquired and Liabilities Assumed (Detail) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Business Acquisition [Line Items] | ||
Goodwill | $ 2,200,659 | $ 2,199,937 |
CenterPointe Behavioral Health System, LLC [Member] | ||
Business Acquisition [Line Items] | ||
Cash | 5,640 | |
Accounts receivable, net | 9,697 | |
Other current assets | 2,087 | |
Property and equipment | 35,670 | |
Goodwill | 97,844 | |
Intangible assets | 825 | |
Deferred tax assets | 1,573 | |
Operating lease right-of-use assets | 29,245 | |
Total assets acquired | 182,581 | |
Accounts payable | 3,820 | |
Accrued salaries and benefits | 3,585 | |
Current portion of operating lease liabilities | 2,569 | |
Other accrued liabilities | 1,277 | |
Operating lease liabilities | 26,675 | |
Total liabilities assumed | 37,926 | |
Net assets acquired | $ 144,655 |
Acquisitions - Transaction Rela
Acquisitions - Transaction Related Expenses as Incurred (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Business Combinations [Abstract] | ||
Legal, accounting and other acquisition-related costs | $ 589 | $ 1,787 |
Termination and restructuring costs | 1,958 | 2,823 |
Management transition costs | 1,035 | |
Transaction-related expenses | $ 3,582 | $ 4,610 |
Other Current Assets - Other Cu
Other Current Assets - Other Current Assets (Detail) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Deferred Costs Capitalized Prepaid And Other Assets Disclosure [Abstract] | ||
Other receivables | $ 18,341 | $ 10,786 |
Prepaid expenses | 18,166 | 22,292 |
Assets held for sale | 14,758 | 15,808 |
Workers’ compensation deposits – current portion | 12,000 | 12,000 |
Income taxes receivable | 10,251 | 1,523 |
Insurance receivable – current portion | 9,016 | 10,807 |
Inventory | 4,768 | 4,786 |
Other | 3,410 | 1,884 |
Other current assets | $ 90,710 | $ 79,886 |
Property and Equipment - Summar
Property and Equipment - Summary of Property and Equipment (Detail) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | $ 2,365,250 | $ 2,312,285 |
Less: accumulated depreciation | (569,459) | (541,126) |
Property and equipment, net | 1,795,791 | 1,771,159 |
Land [Member] | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | 156,139 | 154,376 |
Building and Improvements [Member] | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | 1,694,282 | 1,683,560 |
Equipment [Member] | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | 259,132 | 253,100 |
Construction in Progress [Member] | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | $ 255,697 | $ 221,249 |
Property and Equipment - Additi
Property and Equipment - Additional Information (Detail) - USD ($) $ in Millions | Mar. 31, 2022 | Dec. 31, 2021 |
Other Assets | ||
Property Plant And Equipment [Line Items] | ||
Assets held for sale | $ 14.8 | $ 15.8 |
Goodwill and Other Intangible_3
Goodwill and Other Intangible Assets - Other Identifiable Intangible Assets and Related Accumulated Amortization (Detail) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Schedule Of Finite and Indefinite Lived Other Intangible Assets [Line Items] | ||
Intangible assets not subject to amortization, Gross Carrying Amount | $ 70,319 | $ 70,145 |
Total | 71,450 | 71,276 |
Intangible assets not subject to amortization, Accumulated Amortization | 0 | 0 |
Total | (1,131) | (1,131) |
Non-Compete Agreements [Member] | ||
Schedule Of Finite and Indefinite Lived Other Intangible Assets [Line Items] | ||
Intangible assets subject to amortization, Gross Carrying Amount | 1,131 | 1,131 |
Intangible assets subject to amortization, Accumulated Amortization | (1,131) | (1,131) |
Licenses and Accreditations [Member] | ||
Schedule Of Finite and Indefinite Lived Other Intangible Assets [Line Items] | ||
Intangible assets not subject to amortization, Gross Carrying Amount | 11,600 | 11,600 |
Intangible assets not subject to amortization, Accumulated Amortization | 0 | 0 |
Trade Names [Member] | ||
Schedule Of Finite and Indefinite Lived Other Intangible Assets [Line Items] | ||
Intangible assets not subject to amortization, Gross Carrying Amount | 40,435 | 40,435 |
Intangible assets not subject to amortization, Accumulated Amortization | 0 | 0 |
Certificates of Need [Member] | ||
Schedule Of Finite and Indefinite Lived Other Intangible Assets [Line Items] | ||
Intangible assets not subject to amortization, Gross Carrying Amount | 18,284 | 18,110 |
Intangible assets not subject to amortization, Accumulated Amortization | $ 0 | $ 0 |
Goodwill and Other Intangible_4
Goodwill and Other Intangible Assets - Summary of Changes in Goodwill (Detail) $ in Thousands | 3 Months Ended |
Mar. 31, 2022USD ($) | |
Business Combinations [Abstract] | |
Goodwill balance | $ 2,199,937 |
Adjustments related to 2021 acquisition | 722 |
Goodwill balance | $ 2,200,659 |
U.K. Sale - Additional Informat
U.K. Sale - Additional Information (Detail) - USD ($) $ in Thousands | Jan. 19, 2021 | Mar. 31, 2021 |
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||
Gross proceeds from sale of business | $ 1,511,020 | |
Discontinued Operations [Member] | U.K. Sales [Member] | ||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||
Gross proceeds from sale of business | $ 1,525,000 | |
Settlement of existing foreign currency hedging liabilities | 85,000 | |
Net proceeds from sale of business | $ 1,425,000 | |
Cash from the balance sheet to reduce debt, amount | $ 1,640,000 |
U.K. Sale - Result of Operation
U.K. Sale - Result of Operation (Detail) $ in Thousands | 3 Months Ended |
Mar. 31, 2021USD ($) | |
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | |
Loss from discontinued operations, net of taxes | $ (12,641) |
Discontinued Operations [Member] | U.K. Sales [Member] | |
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | |
Revenue | 62,520 |
Salaries, wages and benefits | 35,937 |
Professional fees | 6,815 |
Supplies | 2,217 |
Rents and leases | 2,509 |
Other operating expenses | 6,682 |
Interest expense, net | 10 |
Loss on sale | 13,490 |
Transaction-related expenses | 6,265 |
Total expenses | 73,925 |
Loss from discontinued operations before income taxes | (11,405) |
Benefit from income taxes | 1,236 |
Loss from discontinued operations, net of taxes | $ (12,641) |
The CARES Act - Additional Info
The CARES Act - Additional Information (Detail) - USD ($) $ in Millions | Apr. 24, 2020 | Apr. 30, 2021 | Aug. 31, 2020 | Mar. 31, 2022 | Sep. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2021 |
C A R E S Act [Line Items] | |||||||
Expected repay of payroll tax deferrals | $ 39 | ||||||
Medicare [Member] | |||||||
C A R E S Act [Line Items] | |||||||
Additional repayment of advanced payments | $ 8 | ||||||
CARES Act [Member] | |||||||
C A R E S Act [Line Items] | |||||||
Offer of eligible relief amount | $ 100 | ||||||
Additional offer of eligible relief amount | $ 75 | ||||||
Remaining unrecognized funds | 6.3 | $ 6.3 | |||||
Cash benefit relating to delay of payment of social security payroll taxes | 39 | ||||||
CARES Act [Member] | Medicare [Member] | |||||||
C A R E S Act [Line Items] | |||||||
Repayment of advanced payments | $ 25 | ||||||
Percentage of increase in medicare reimbursement rate | 2.00% | ||||||
CARES Act [Member] | Public Health and Social Services Emergency Fund [Member] | |||||||
C A R E S Act [Line Items] | |||||||
Receipt of CARES Act of 2020 aid amount | $ 19.7 | ||||||
Receipt of additional CARES Act of 2020 aid amount | $ 24.2 | $ 12.8 | |||||
Income from relief fund | $ 17.9 | ||||||
CARES Act [Member] | CMS' Accelerated and Advance Payment Program [Member] | Medicare [Member] | |||||||
C A R E S Act [Line Items] | |||||||
Amount of advance payment received | $ 45 |
Other Accrued Liabilities - Sum
Other Accrued Liabilities - Summary of Other Accrued Liabilities (Detail) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Accounts Payable And Accrued Liabilities Current [Abstract] | ||
Unearned Income | $ 26,300 | $ 30,371 |
Accrued expenses | 24,347 | 26,791 |
Accrued interest | 17,490 | 17,418 |
Government relief funds | 13,787 | 12,718 |
Cost report payable | 13,318 | 6,487 |
Insurance liability – current portion | 11,923 | 11,923 |
Accrued property taxes | 8,046 | 8,375 |
Finance lease liabilities | 990 | 990 |
Income taxes payable | 213 | 5,540 |
Other | 5,616 | 5,886 |
Other accrued liabilities | $ 122,030 | $ 126,499 |
Long-Term Debt - Components of
Long-Term Debt - Components of Long-Term Debt (Detail) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 | Mar. 17, 2021 |
Debt Instrument [Line Items] | |||
Less: unamortized debt issuance costs, discount and premium | $ (14,277) | $ (14,811) | |
Long-term debt | 1,485,098 | 1,497,220 | |
Less: current portion | (21,250) | (18,594) | |
Long-term debt | 1,463,848 | 1,478,626 | |
New Credit Facility [Member] | Term Loan A [Member] | |||
Debt Instrument [Line Items] | |||
Revolving Facility | 414,375 | 417,031 | $ 425,000 |
New Credit Facility [Member] | Senior Secured Revolving Line of Credit [Member] | |||
Debt Instrument [Line Items] | |||
Revolving Facility | 160,000 | 170,000 | $ 600,000 |
5.500% Senior Notes due 2028 [Member] | |||
Debt Instrument [Line Items] | |||
Senior Notes | 450,000 | 450,000 | |
5.000% Senior Notes due 2029 [Member] | |||
Debt Instrument [Line Items] | |||
Senior Notes | $ 475,000 | $ 475,000 |
Long-Term Debt - Components o_2
Long-Term Debt - Components of Long-Term Debt (Parenthetical) (Detail) | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2022 | Dec. 31, 2021 | Oct. 14, 2020 | Jun. 24, 2020 | |
5.000% Senior Notes due 2029 [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt instrument interest rate | 5.00% | 5.00% | 5.00% | |
Senior notes maturity year | 2029 | 2029 | ||
5.500% Senior Notes due 2028 [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt instrument interest rate | 5.50% | 5.50% | 5.50% | |
Senior notes maturity year | 2028 | 2028 |
Long-Term Debt (New Credit Faci
Long-Term Debt (New Credit Facility) - Additional Information (Detail) - USD ($) | Mar. 17, 2021 | Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 |
Debt Instrument [Line Items] | ||||
Repayments of revolving facility | $ 10,000,000 | $ 270,000,000 | ||
New Credit Facility [Member] | ||||
Debt Instrument [Line Items] | ||||
Date entered into an agreement | Mar. 17, 2021 | |||
Repayments of revolving facility | $ 10,000,000 | |||
Term loan remaining balance due date | Mar. 17, 2026 | |||
Maximum incremental debt amount | $ 480,000,000 | |||
Incremental debt amount maximum percentage of consolidated EBITDA | 100.00% | |||
Consolidated senior secured net leverage ratio | 350.00% | |||
Maximum consolidated net leverage ratio | 500.00% | |||
Minimum interest coverage ratio | 300.00% | |||
New Credit Facility [Member] | London Interbank Offered Rate (LIBOR) [Member] | ||||
Debt Instrument [Line Items] | ||||
Basis spread on variable rate | 1.50% | |||
New Credit Facility [Member] | Base Rate Loans [Member] | ||||
Debt Instrument [Line Items] | ||||
Basis spread on variable rate | 0.50% | |||
New Credit Facility [Member] | June 30, 2022 to March 31, 2024 [Member] | ||||
Debt Instrument [Line Items] | ||||
Term loan principal repayments | $ 5,300,000 | |||
New Credit Facility [Member] | June 30, 2024 to March 31, 2025 [Member] | ||||
Debt Instrument [Line Items] | ||||
Term loan principal repayments | 8,000,000 | |||
New Credit Facility [Member] | June 30, 2025 to December 31, 2025 [Member] | ||||
Debt Instrument [Line Items] | ||||
Term loan principal repayments | 10,600,000 | |||
New Credit Facility [Member] | Senior Secured Revolving Line of Credit [Member] | ||||
Debt Instrument [Line Items] | ||||
Line of credit outstanding principal amount | $ 600,000,000 | 160,000,000 | $ 170,000,000 | |
Debt instrument maturity date | Mar. 17, 2026 | |||
Amount available under revolving line of credit | $ 436,800,000 | |||
Unused fee payable percentage | 0.20% | |||
New Credit Facility [Member] | Term Loan A- Facility [Member] | ||||
Debt Instrument [Line Items] | ||||
Line of credit outstanding principal amount | $ 425,000,000 | $ 414,375,000 | $ 417,031,000 | |
Debt instrument maturity date | Mar. 17, 2026 | |||
New Credit Facility [Member] | Letters of Credit [Member] | ||||
Debt Instrument [Line Items] | ||||
Line of credit outstanding principal amount | $ 20,000,000 | |||
New Credit Facility [Member] | Swingline Facility [Member] | ||||
Debt Instrument [Line Items] | ||||
Line of credit outstanding principal amount | $ 20,000,000 | |||
New Credit Facility [Member] | Standby Letters of Credit [Member] | ||||
Debt Instrument [Line Items] | ||||
Line of credit outstanding principal amount | $ 3,200,000 | |||
Amended and Restated Credit Agreement [Member] | ||||
Debt Instrument [Line Items] | ||||
Agreement termination date | Mar. 17, 2021 |
Long-Term Debt (Prior Credit Fa
Long-Term Debt (Prior Credit Facility) - Additional Information (Detail) - USD ($) $ in Thousands | Jan. 19, 2021 | Jan. 05, 2021 | Dec. 31, 2012 | Apr. 01, 2011 | Mar. 31, 2021 |
Debt Instrument [Line Items] | |||||
Debt extinguishment costs | $ (24,650) | ||||
Term Loan A- Facility [Member] | |||||
Debt Instrument [Line Items] | |||||
Repayments of credit facility | $ 311,700 | ||||
Tranche B-4 Facilities [Member] | |||||
Debt Instrument [Line Items] | |||||
Repayments of credit facility | $ 767,900 | $ 105,000 | |||
Prior Credit Facility [Member] | |||||
Debt Instrument [Line Items] | |||||
Date entered into an agreement | Dec. 31, 2012 | Apr. 1, 2011 | |||
Debt extinguishment costs | $ 10,900 |
Long-Term Debt (5.500% Senior N
Long-Term Debt (5.500% Senior Notes due 2028) - Additional Information (Detail) - 5.500% Senior Notes due 2028 [Member] - USD ($) $ in Millions | Jun. 24, 2020 | Mar. 31, 2022 | Dec. 31, 2021 |
Debt Instrument [Line Items] | |||
Issued Senior Notes | $ 450 | ||
Debt instrument interest rate | 5.50% | 5.50% | 5.50% |
Debt instrument maturity date | Jul. 1, 2028 | ||
Interest on the notes | payable semi-annually in arrears on January 1 and July 1 of each year, commencing on January 1, 2021 |
Long-Term Debt (5.000% Senior N
Long-Term Debt (5.000% Senior Notes due 2029) - Additional Information (Detail) - USD ($) $ in Thousands | Oct. 14, 2020 | Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 |
Debt Instrument [Line Items] | ||||
Debt extinguishment costs | $ (24,650) | |||
5.000% Senior Notes due 2029 [Member] | ||||
Debt Instrument [Line Items] | ||||
Issued Senior Notes | $ 475,000 | |||
Debt instrument interest rate | 5.00% | 5.00% | 5.00% | |
Debt instrument maturity date | Apr. 15, 2029 | |||
Interest on the notes | payable semi-annually in arrears on April 15 and October 15 of each year, commencing on April 15, 2021. | |||
Tranche B-3 Facility [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt extinguishment charge | $ 453,300 | |||
Debt extinguishment costs | $ 2,900 |
Long-Term Debt (5.625% Senior N
Long-Term Debt (5.625% Senior Notes due 2023) - Additional Information (Detail) - 5.625% Senior Notes Due 2023 [Member] - USD ($) | 3 Months Ended | ||
Mar. 31, 2022 | Sep. 21, 2015 | Feb. 11, 2015 | |
Debt Instrument [Line Items] | |||
Issued Senior Notes | $ 275,000,000 | $ 375,000,000 | |
Debt instrument interest rate | 5.625% | 5.625% | |
Senior Notes | $ 650,000,000 | ||
Debt instrument maturity date | Feb. 15, 2023 | ||
Interest on the notes | payable semi-annually in arrears on February 15 and August 15 of each year | ||
Debt instrument, redemption date | Mar. 17, 2021 |
Long-Term Debt (6.500% Senior N
Long-Term Debt (6.500% Senior Notes due 2024) - Additional Information (Detail) - 6.500% Senior Notes Due 2024 [Member] - USD ($) | Feb. 16, 2016 | Mar. 31, 2022 |
Debt Instrument [Line Items] | ||
Issued Senior Notes | $ 390,000,000 | |
Debt instrument interest rate | 6.50% | |
Debt instrument maturity date | Mar. 1, 2024 | |
Interest on the notes | payable semi-annually in arrears on March 1 and September 1 of each year, beginning on September 1, 2016 | |
Debt instrument, redemption date | Mar. 1, 2021 |
Long-Term Debt (Redemption of 5
Long-Term Debt (Redemption of 5.625% Senior Notes and 6.500% Senior Notes) - Additional Information (Detail) - USD ($) $ in Thousands | Mar. 17, 2021 | Mar. 01, 2021 | Jan. 29, 2021 | Mar. 31, 2021 |
Debt Instrument [Line Items] | ||||
Debt extinguishment costs | $ (24,650) | |||
Redemption of 5.625% Senior Notes [Member] | ||||
Debt Instrument [Line Items] | ||||
Senior Notes | $ 650,000 | |||
Debt instrument interest rate | 5.625% | |||
Debt extinguishment costs | $ 3,300 | |||
Redemption of 6.500% Senior Notes [Member] | ||||
Debt Instrument [Line Items] | ||||
Senior Notes | $ 390,000 | |||
Debt instrument interest rate | 6.50% | |||
Debt extinguishment costs | $ 10,500 | |||
Cash paid for breakage costs | 6,300 | |||
Write off of deferred financing costs | $ 4,200 | |||
Redemption of 5.625% Senior Notes and 6.500% Senior Notes [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, redemption date | Jan. 29, 2021 |
Noncontrolling Interests - Addi
Noncontrolling Interests - Additional Information (Detail) | 3 Months Ended |
Mar. 31, 2022Facility | |
Noncontrolling Interest [Line Items] | |
Number of facilities operated by non-wholly owned subsidiaries | 6 |
Non-Wholly Owned Subsidiaries [Member] | Minimum [Member] | |
Noncontrolling Interest [Line Items] | |
Equity ownership interests percentage in the facility | 60.00% |
Non-Wholly Owned Subsidiaries [Member] | Maximum [Member] | |
Noncontrolling Interest [Line Items] | |
Equity ownership interests percentage in the facility | 86.00% |
Noncontrolling Interests - Summ
Noncontrolling Interests - Summary of Redeemable Noncontrolling Interests (Detail) $ in Thousands | 3 Months Ended |
Mar. 31, 2022USD ($) | |
Noncontrolling Interest [Abstract] | |
Beginning Balance | $ 65,388 |
Contributions from noncontrolling partners in joint ventures | 4,290 |
Net income attributable to noncontrolling interests | 1,073 |
Distributions to noncontrolling partners in joint ventures | (447) |
Ending Balance | $ 70,304 |
Variable Interest Entities - Ad
Variable Interest Entities - Additional Information (Detail) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022USD ($)Facility | Dec. 31, 2021USD ($) | |
Variable Interest Entity [Line Items] | ||
Consolidated assets | $ 4,834,639 | $ 4,768,078 |
Consolidated liabilities | $ 2,189,825 | 2,185,201 |
Variable Interest Entity, Primary Beneficiary [Member] | ||
Variable Interest Entity [Line Items] | ||
Number of facilities operated through non-wholly owned subsidiaries | Facility | 6 | |
Consolidated assets | $ 337,307 | 320,639 |
Consolidated liabilities | $ 26,103 | $ 24,110 |
Variable Interest Entity, Primary Beneficiary [Member] | Minimum [Member] | ||
Variable Interest Entity [Line Items] | ||
Variable interest entity, ownership percentage | 60.00% | |
Variable Interest Entity, Primary Beneficiary [Member] | Maximum [Member] | ||
Variable Interest Entity [Line Items] | ||
Variable interest entity, ownership percentage | 86.00% |
Variable Interest Entities - Sc
Variable Interest Entities - Schedule of Consolidated VIEs Assets and Liabilities (Detail) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Variable Interest Entity [Line Items] | ||
Cash and cash equivalents | $ 140,367 | $ 133,813 |
Accounts receivable, net | 299,022 | 281,332 |
Other current assets | 90,710 | 79,886 |
Total current assets | 530,099 | 495,031 |
Property and equipment, net | 1,795,791 | 1,771,159 |
Goodwill | 2,200,659 | 2,199,937 |
Intangible assets, net | 70,319 | 70,145 |
Operating lease right-of-use assets | 139,264 | 133,761 |
Total assets | 4,834,639 | 4,768,078 |
Accounts payable | 104,209 | 98,575 |
Accrued salaries and benefits | 138,092 | 137,845 |
Current portion of operating lease liabilities | 25,170 | 23,348 |
Other accrued liabilities | 122,030 | 126,499 |
Total current liabilities | 410,751 | 404,861 |
Operating lease liabilities | 120,560 | 116,841 |
Other liabilities | 117,062 | 110,505 |
Total liabilities | 2,189,825 | 2,185,201 |
Variable Interest Entity, Primary Beneficiary [Member] | ||
Variable Interest Entity [Line Items] | ||
Cash and cash equivalents | 27,159 | 26,360 |
Accounts receivable, net | 19,854 | 20,144 |
Other current assets | 1,570 | 1,304 |
Total current assets | 48,583 | 47,808 |
Property and equipment, net | 236,765 | 220,793 |
Goodwill | 34,945 | 34,945 |
Intangible assets, net | 10,490 | 10,490 |
Operating lease right-of-use assets | 6,524 | 6,603 |
Total assets | 337,307 | 320,639 |
Accounts payable | 3,736 | 3,690 |
Accrued salaries and benefits | 6,139 | 5,656 |
Current portion of operating lease liabilities | 206 | 197 |
Other accrued liabilities | 8,325 | 6,818 |
Total current liabilities | 18,406 | 16,361 |
Operating lease liabilities | 6,614 | 6,666 |
Other liabilities | 1,083 | 1,083 |
Total liabilities | $ 26,103 | $ 24,110 |
Equity-Based Compensation - Add
Equity-Based Compensation - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Authorized common stock | 12,700,000 | |
Annual increments in employee grants | 25.00% | |
Equity incentive plan available for future grant | 3,913,868 | |
Stock options, contractual term | 10 years | |
Equity-based compensation expense | $ 7,925 | $ 7,034 |
Unrecognized compensation expense related to unvested options | $ 49,300 | |
Vesting period | 1 year 6 months | |
Deferred income tax benefit | 3,269 | $ 3,962 |
Stock Compensation Plan [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Deferred income tax benefit | $ 2,000 | $ 1,800 |
Restricted Stock Award [Member] | Minimum [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Vesting period | 3 years | |
Restricted Stock Award [Member] | Maximum [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Vesting period | 4 years | |
Restricted Stock Units [Member] | Minimum [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Vesting period | 2 years | |
Number of shares issuable at the end of the vesting period, percentage | 0.00% | |
Restricted Stock Units [Member] | Maximum [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Vesting period | 3 years | |
Number of shares issuable at the end of the vesting period, percentage | 200.00% |
Equity-Based Compensation - Sto
Equity-Based Compensation - Stock Option Activity (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |||
Options outstanding, Beginning balance | 1,106,069 | 1,510,306 | |
Options granted | 306,120 | 324,320 | |
Options exercised | (110,559) | (558,322) | |
Options cancelled | (31,530) | (170,235) | |
Options outstanding, Ending balance | 1,270,100 | 1,106,069 | 1,510,306 |
Options exercisable, Ending balance | 458,705 | 324,409 | |
Options outstanding, Weighted Average Exercise Price, Beginning balance | $ 42.07 | $ 37.56 | |
Options granted, Weighted Average Exercise Price | 53.65 | 57.53 | |
Options exercised, Weighted Average Exercise Price | 33.91 | 39.45 | |
Options cancelled, Weighted Average Exercise Price | 46.24 | 40.08 | |
Options outstanding, Weighted Average Exercise Price, Ending balance | 45.47 | 42.07 | $ 37.56 |
Options exercisable, Weighted Average Exercise Price, Ending balance | $ 42.76 | $ 43.24 | |
Options outstanding, Weighted Average Remaining Contractual Term | 7 years 11 months 8 days | 7 years 5 months 26 days | 7 years 4 months 6 days |
Options granted, Weighted Average Remaining Contractual Term | 9 years 10 months 28 days | 9 years 3 months 21 days | |
Options exercisable, Weighted Average Remaining Contractual Term, Ending balance | 6 years 3 months 3 days | 5 years 5 months 23 days | |
Options outstanding, Aggregate Intrinsic Value | $ 16,483 | $ 19,988 | $ 1,414 |
Options granted, Aggregate Intrinsic Value | 1,406 | 851 | |
Options exercised, Aggregate Intrinsic Value | 3,202 | 11,118 | |
Options exercisable, Aggregate Intrinsic Value, Ending balance | $ 7,331 | $ 5,575 |
Equity-Based Compensation - Sch
Equity-Based Compensation - Schedule of Stock Options Valuation Assumptions (Detail) - $ / shares | 3 Months Ended | 12 Months Ended |
Mar. 31, 2022 | Dec. 31, 2021 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | ||
Weighted average grant-date fair value of options | $ 19.67 | $ 20.64 |
Risk-free interest rate | 1.90% | 0.90% |
Expected volatility | 39.00% | 40.00% |
Expected life (in years) | 5 years | 5 years |
Equity-Based Compensation - Res
Equity-Based Compensation - Restricted Stock Activity (Detail) - Restricted Stock Award [Member] - $ / shares | 3 Months Ended | 12 Months Ended |
Mar. 31, 2022 | Dec. 31, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Unvested, Number of Shares/Units, Beginning balance | 926,627 | 1,022,996 |
Granted, Number of Shares | 272,740 | 352,430 |
Cancelled, Number of Shares | (31,545) | (82,751) |
Vested, Number of Shares | (292,748) | (366,048) |
Unvested, Number of Shares/Units, Ending balance | 875,074 | 926,627 |
Unvested, Weighted Average Grant-Date Fair Value, Beginning balance | $ 37.84 | $ 28.41 |
Granted, Weighted Average Grant-Date Fair Value | 53.87 | 58.32 |
Cancelled, Weighted Average Grant-Date Fair Value | 42.54 | 39.63 |
Vested, Weighted Average Grant-Date Fair Value | 30.41 | 30.81 |
Unvested, Weighted Average Grant-Date Fair Value, Ending balance | $ 45.15 | $ 37.84 |
Equity-Based Compensation - R_2
Equity-Based Compensation - Restricted Stock Unit Activity (Detail) - Restricted Stock Units [Member] - $ / shares | 3 Months Ended | 12 Months Ended |
Mar. 31, 2022 | Dec. 31, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Unvested, Number of Shares/Units, Beginning balance | 1,504,420 | 1,073,062 |
Granted, Number of Units | 149,416 | |
Performance adjustment, Number of Units | 116,608 | 465,993 |
Vested, Number of Units | (518,474) | (184,051) |
Unvested, Number of Shares/Units, Ending balance | 1,102,554 | 1,504,420 |
Unvested, Weighted Average Grant-Date Fair Value, Beginning balance | $ 23.20 | $ 20.15 |
Granted, Weighted Average Grant-Date Fair Value | 61.52 | |
Performance adjustment, Weighted Average Grant-Date Fair Value | 28.19 | 25.49 |
Vested, Weighted Average Grant-Date Fair Value | 43.16 | 42.30 |
Unvested, Weighted Average Grant-Date Fair Value, Ending balance | $ 14.35 | $ 23.20 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Income Tax Disclosure [Abstract] | ||
Effective tax rates | 21.90% | 21.20% |
Fair Value Measurements - Carry
Fair Value Measurements - Carrying Amounts and Fair Values of Company's Credit Facilities and Contingent Consideration Liabilities (Detail) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Carrying Amount [Member] | New Credit Facility [Member] | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Revolving Facility | $ 571,927 | $ 584,418 |
Carrying Amount [Member] | 5.500% Senior Notes due 2028 [Member] | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Senior Notes | 444,091 | 443,894 |
Carrying Amount [Member] | 5.000% Senior Notes due 2029 [Member] | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Senior Notes | 469,080 | 468,908 |
Fair Value [Member] | New Credit Facility [Member] | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Senior Secured | 571,927 | 584,418 |
Fair Value [Member] | 5.500% Senior Notes due 2028 [Member] | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Senior Notes | 444,668 | 466,577 |
Fair Value [Member] | 5.000% Senior Notes due 2029 [Member] | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Senior Notes | $ 463,075 | $ 481,802 |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Detail) | Mar. 31, 2022 | Dec. 31, 2021 | Oct. 14, 2020 | Jun. 24, 2020 |
5.500% Senior Notes due 2028 [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt instrument interest rate | 5.50% | 5.50% | 5.50% | |
5.000% Senior Notes due 2029 [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt instrument interest rate | 5.00% | 5.00% | 5.00% |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) | 3 Months Ended |
Mar. 31, 2022USD ($) | |
Loss Contingencies [Line Items] | |
Maximum professional liability aggregate policy limit | $ 60,000,000 |
Maximum [Member] | |
Loss Contingencies [Line Items] | |
Maximum self insured professional liability limit per claim | $ 10,000,000 |
Derivatives - Additional Inform
Derivatives - Additional Information (Detail) - 1 months ended Aug. 31, 2019 - Cross Currency Swap Assets [Member] | USD ($) | GBP (£) | GBP (£) |
Derivative [Line Items] | |||
Notional amount | $ 650,000,000 | £ 538,100,000 | |
Cross currency swap agreement cash flow due to interest payment | $ 35,800,000 | £ 25,400,000 |
Financial Information for the_3
Financial Information for the Company and Its Subsidiaries - Additional Information (Detail) | Mar. 31, 2022 |
5.500% Senior Notes Due 2028 [Member] | |
Line of Credit Facility [Line Items] | |
Debt instrument interest rate | 5.50% |
5.000% Senior Notes Due 2029 [Member] | |
Line of Credit Facility [Line Items] | |
Debt instrument interest rate | 5.00% |
Financial Information for the_4
Financial Information for the Company and Its Subsidiaries - Summarized Balance Sheet (Detail) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 | Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Dec. 31, 2020 |
Condensed Financial Statements, Captions [Line Items] | ||||||
Current assets | $ 530,099 | $ 495,031 | ||||
Property and equipment, net | 1,795,791 | 1,771,159 | ||||
Goodwill | 2,200,659 | 2,199,937 | ||||
Current liabilities | 410,751 | 404,861 | ||||
Long-term debt | 1,463,848 | 1,478,626 | ||||
Redeemable noncontrolling interests | 70,304 | 65,388 | ||||
Total equity | 2,574,510 | 2,517,489 | $ 2,434,446 | $ 2,356,586 | $ 2,297,999 | $ 1,899,456 |
Parent [Member] | ||||||
Condensed Financial Statements, Captions [Line Items] | ||||||
Current assets | 453,748 | 422,113 | ||||
Property and equipment, net | 1,534,615 | 1,525,569 | ||||
Goodwill | 2,087,700 | 2,086,978 | ||||
Total noncurrent assets | 3,908,572 | 3,893,087 | ||||
Current liabilities | 388,834 | 385,044 | ||||
Long-term debt | 1,447,937 | 1,460,046 | ||||
Total noncurrent liabilities | 1,753,630 | 1,752,271 | ||||
Total equity | $ 2,219,856 | $ 2,177,885 |
Financial Information for the_5
Financial Information for the Company and Its Subsidiaries - Summarized Statements of Income (Loss) (Detail) - USD ($) $ in Thousands | 3 Months Ended | ||||
Mar. 31, 2022 | Dec. 31, 2021 | Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | |
Condensed Financial Statements, Captions [Line Items] | |||||
Revenue | $ 616,653 | $ 551,199 | |||
Income before income taxes | 79,312 | 29,324 | |||
Net income | 61,910 | 10,479 | |||
Net income attributable to Acadia Healthcare Company, Inc. | 60,837 | $ 70,278 | $ 66,126 | $ 44,514 | $ 9,717 |
Parent [Member] | |||||
Condensed Financial Statements, Captions [Line Items] | |||||
Revenue | 569,806 | ||||
Income before income taxes | 72,712 | ||||
Net income | 56,687 | ||||
Net income attributable to Acadia Healthcare Company, Inc. | $ 56,687 |