Cover Page
Cover Page - shares | 3 Months Ended | |
Mar. 31, 2022 | Apr. 29, 2022 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Period End Date | Mar. 31, 2022 | |
Entity File Number | 001-40361 | |
Entity Registrant Name | AGILITI, INC. \DE | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 83-1608463 | |
Entity Address, Address Line One | 11095 Viking Drive | |
Entity Address, City or Town | Eden Prairie | |
Entity Address, State or Province | MN | |
Entity Address, Postal Zip Code | 55344 | |
City Area Code | 952 | |
Local Phone Number | 893-3200 | |
Title of 12(b) Security | Common Stock | |
Trading Symbol | AGTI | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 132,798,787 | |
Document Fiscal Year Focus | 2022 | |
Document Fiscal Period Focus | Q1 | |
Entity Central Index Key | 0001749704 | |
Current Fiscal Year End Date | --12-31 | |
Amendment Flag | false |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Current assets: | ||
Cash and cash equivalents | $ 52,103 | $ 74,325 |
Accounts receivable, less allowance for credit losses of $3,006 at March 31, 2022 and $2,902 at December 31, 2021 | 213,547 | 209,308 |
Inventories | 55,954 | 55,307 |
Prepaid expenses | 14,614 | 18,549 |
Other current assets | 6,453 | 395 |
Total current assets | 342,671 | 357,884 |
Property and equipment, net | 256,667 | 258,370 |
Goodwill | 1,213,121 | 1,213,121 |
Operating lease right-of-use assets | 85,960 | 80,676 |
Other intangibles, net | 551,996 | 573,159 |
Other | 36,846 | 32,537 |
Total assets | 2,487,261 | 2,515,747 |
Current liabilities: | ||
Current portion of long-term debt | 17,693 | 17,534 |
Current portion of operating lease liability | 22,883 | 22,826 |
Current portion of obligation under tax receivable agreement | 29,397 | 29,187 |
Accounts payable | 57,454 | 53,851 |
Accrued compensation | 36,396 | 47,951 |
Accrued interest | 3,269 | 3,473 |
Deferred revenue | 6,918 | 5,808 |
Other accrued expenses | 29,539 | 27,900 |
Total current liabilities | 203,549 | 208,530 |
Long-term debt, less current portion | 1,103,785 | 1,174,968 |
Obligation under tax receivable agreement, pension and other long-term liabilities | 31,196 | 29,629 |
Operating lease liability, less current portion | 73,142 | 63,241 |
Deferred income taxes, net | 149,571 | 143,307 |
Commitments and contingencies (Note 11) | ||
Equity: | ||
Common stock, $0.0001 par value; 350,000,000 shares authorized; 131,476,924 and 130,950,061 shares issued and outstanding at March 31, 2022 and December 31, 2021 | 13 | 13 |
Additional paid-in capital | 943,517 | 938,888 |
Accumulated deficit | (24,594) | (44,486) |
Accumulated other comprehensive income | 6,966 | 1,537 |
Total Agiliti, Inc. and Subsidiaries equity | 925,902 | 895,952 |
Noncontrolling interest | 116 | 120 |
Total equity | 926,018 | 896,072 |
Total liabilities and equity | $ 2,487,261 | $ 2,515,747 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Condensed Consolidated Balance Sheets | ||
Accounts receivable, allowance for doubtful accounts (in dollars) | $ 3,006 | $ 2,902 |
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Number of common shares authorized | 350,000,000 | 350,000,000 |
Number of common shares issued | 131,476,924 | 130,950,061 |
Common stock, shares outstanding | 131,476,924 | 130,950,061 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Condensed Consolidated Statements of Operations | ||
Revenue | $ 294,444 | $ 235,245 |
Cost of revenue | 170,817 | 133,922 |
Gross margin | 123,627 | 101,323 |
Selling, general and administrative expense | 86,138 | 69,224 |
Operating income | 37,489 | 32,099 |
Interest expense | 10,664 | 18,021 |
Income before income taxes and noncontrolling interest | 26,825 | 14,078 |
Income tax expense | 6,905 | 4,495 |
Consolidated net income | 19,920 | 9,583 |
Net income attributable to noncontrolling interest | 28 | 30 |
Net income attributable to Agiliti, Inc. and Subsidiaries | $ 19,892 | $ 9,553 |
Basic income per share | $ 0.15 | $ 0.10 |
Diluted income per share | $ 0.14 | $ 0.09 |
Weighted-average common shares outstanding: | ||
Basic | 131,148,108 | 99,103,933 |
Diluted | 139,426,334 | 106,090,703 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Condensed Consolidated Statements of Comprehensive Income | ||
Consolidated net income | $ 19,920 | $ 9,583 |
Other comprehensive income: | ||
Gain on minimum pension liability, net of tax of $0 and $19 | 55 | |
Gain on cash flow hedge, net of tax of $1,866 and $271 | 5,429 | 796 |
Total other comprehensive income | 5,429 | 851 |
Comprehensive income | 25,349 | 10,434 |
Comprehensive income attributable to noncontrolling interest | 28 | 30 |
Comprehensive income attributable to Agiliti, Inc. and Subsidiaries | $ 25,321 | $ 10,404 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Comprehensive Income (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Condensed Consolidated Statements of Comprehensive Income | ||
Gain on minimum pension liability, tax | $ 0 | $ 19 |
Gain on cash flow hedge, tax | $ 1,866 | $ 271 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Equity - USD ($) $ in Thousands | Common Stock | Additional Paid-in Capital | Accumulated Deficit | Accumulated Other Comprehensive Income (Loss) | Total Agiliti, Inc.and Subsidiaries | Noncontrolling Interests | Total |
Balance at Dec. 31, 2020 | $ 10 | $ 513,902 | $ (68,492) | $ (3,619) | $ 441,801 | $ 144 | $ 441,945 |
Increase (Decrease) in Equity | |||||||
Net income | 9,553 | 9,553 | 30 | 9,583 | |||
Other comprehensive income | 851 | 851 | 851 | ||||
Share-based compensation | 2,412 | 2,412 | 2,412 | ||||
Dividend forfeited, net of payable | 12 | 12 | 12 | ||||
Proceeds from issuance of common stock | 11,300 | 11,300 | 11,300 | ||||
Cash distributions to noncontrolling interests | (50) | (50) | |||||
Balance at Mar. 31, 2021 | 10 | 527,626 | (58,939) | (2,768) | 465,929 | 124 | 466,053 |
Balance at Dec. 31, 2021 | 13 | 938,888 | (44,486) | 1,537 | 895,952 | 120 | 896,072 |
Increase (Decrease) in Equity | |||||||
Net income | 19,892 | 19,892 | 28 | 19,920 | |||
Other comprehensive income | 5,429 | 5,429 | 5,429 | ||||
Share-based compensation | 4,425 | 4,425 | 4,425 | ||||
Stock options exercised | 978 | 978 | 978 | ||||
Shares forfeited for taxes | (792) | (792) | (792) | ||||
Dividend forfeited, net of payable | 18 | 18 | 18 | ||||
Cash distributions to noncontrolling interests | (32) | (32) | |||||
Balance at Mar. 31, 2022 | $ 13 | $ 943,517 | $ (24,594) | $ 6,966 | $ 925,902 | $ 116 | $ 926,018 |
Condensed Consolidated Statem_5
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Cash flows from operating activities: | ||
Consolidated net income | $ 19,920 | $ 9,583 |
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | ||
Depreciation | 22,498 | 26,217 |
Amortization | 23,358 | 18,399 |
Remeasurement of tax receivable agreement | 4,148 | |
Provision for credit (gains) losses | (27) | 18 |
Provision for inventory obsolescence | 325 | 1,532 |
Non-cash share-based compensation expense | 4,637 | 2,412 |
Gain on sales and disposals of equipment | (593) | (647) |
Deferred income taxes | 4,398 | 3,932 |
Changes in operating assets and liabilities: | ||
Accounts receivable | (6,212) | 2,898 |
Inventories | (972) | 3,641 |
Other operating assets | 1,132 | 226 |
Accounts payable | 5,351 | 1,361 |
Other operating liabilities | (6,691) | (10,811) |
Net cash provided by operating activities | 67,124 | 62,909 |
Cash flows from investing activities: | ||
Medical equipment purchases | (10,005) | (4,415) |
Property and office equipment purchases | (5,215) | (3,915) |
Proceeds from disposition of property and equipment | 644 | 1,003 |
Acquisitions, net of cash acquired | (450,198) | |
Net cash used in investing activities | (14,576) | (457,525) |
Cash flows from financing activities: | ||
Proceeds under revolver | 10,000 | |
Proceeds under term loan | 198,052 | |
Payments under term loan | (71,474) | (2,840) |
Payments of principal under finance lease liability | (2,223) | (2,051) |
Payments under tax receivable agreement | (748) | |
Distributions to noncontrolling interests | (32) | (50) |
Proceeds from exercise of stock options | 978 | |
Dividend and equity distribution payment | (906) | (924) |
Shares forfeited for taxes | (792) | |
Payments of contingent consideration | (321) | |
Net cash provided by (used in) financing activities | (74,770) | 201,439 |
Net change in cash and cash equivalents | (22,222) | (193,177) |
Cash and cash equivalents at the beginning of period | 74,325 | 206,505 |
Cash and cash equivalents at the end of period | 52,103 | 13,328 |
Supplemental cash flow information: | ||
Interest paid | 9,523 | 19,746 |
Income taxes (refund) paid | $ 604 | $ (715) |
Basis of Presentation
Basis of Presentation | 3 Months Ended |
Mar. 31, 2022 | |
Basis of Presentation | |
Basis of Presentation | 1. Description of Business Agiliti, Inc. and its consolidated subsidiaries (Federal Street Acquisition Corp (“FSAC”), Agiliti Holdco, Inc. and Agiliti Health, Inc. and subsidiaries (“we”, “our”, “us”, the “Company” or “Agiliti”)) is a nationwide provider of healthcare technology management and service solutions to the United States healthcare industry. Agiliti, Inc. owns 100% of FSAC. FSAC owns 100% of Agiliti Holdco, Inc. Agiliti Holdco, Inc. owns 100% of Agiliti Health, Inc. Agiliti Health, Inc. owns 100% of Agiliti Surgical, Inc., Agiliti Imaging, Inc., Agiliti Surgical Equipment Repair, Inc. (formerly known as Northfield Medical, Inc.) and Sizewise Rentals, LLC. Agiliti Health, Inc. and its subsidiaries are the only entities with operations. All other entities have no material assets, liabilities, cash flows or operations other than their investment and ownership of Agiliti Health, Inc. and subsidiaries. Initial Public Offering On April 22, 2021, our registration statement on Form S-1 (File No. 333-253947) related to our initial public offering (“IPO”) was declared effective by the SEC, and our common stock began trading on the New York Stock Exchange (“NYSE”) on April 23, 2021. Our IPO closed on April 27, 2021. Basis of Presentation The interim condensed consolidated financial statements have been prepared by the Company without audit. Certain information and disclosures normally included in consolidated financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) have been condensed or omitted. As such, the information included in this Quarterly Report on Form 10-Q should be read in conjunction with the audited consolidated financial statements and the related notes thereto in the Company’s Annual report on Form 10-K for the year ended December 31, 2021 filed with the Securities and Exchange Commission (“SEC”) on March 8, 2022 (“2021 Form 10-K Report”). The interim condensed consolidated financial statements presented herein as of March 31, 2022, reflect, in the opinion of management, all adjustments necessary for a fair presentation of the financial position, results of operations, comprehensive income, equity and cash flows for the periods presented. These adjustments are all of a normal, recurring nature. The results of operations for any interim period are not necessarily indicative of results for the full year. We are required to make estimates and assumptions about future events in preparing condensed consolidated financial statements in conformity with GAAP. These estimates and assumptions affect the amounts of assets, liabilities, revenue and expenses at the date of the unaudited condensed consolidated financial statements. While we believe that our past estimates and assumptions have been materially accurate, our current estimates are subject to change if different assumptions as to the outcome of future events are made. We evaluate our estimates and judgments on an ongoing basis and predicate those estimates and judgments on historical experience and on various other factors that we believe to be reasonable under the circumstances. We make adjustments to our assumptions and judgments when facts and circumstances dictate. Since future events and their effects cannot be determined with absolute certainty, actual results may differ from the estimates used in preparing the accompanying unaudited condensed consolidated financial statements. A description of our significant accounting policies is included in the audited consolidated financial statements. There have been no material changes to these policies for the quarter ended March 31, 2022. |
Recent Accounting Pronouncement
Recent Accounting Pronouncements | 3 Months Ended |
Mar. 31, 2022 | |
Recent Accounting Pronouncements | |
Recent Accounting Pronouncements | 2. Standards Adopted No recent accounting pronouncements have been issued or adopted since those discussed in the 2021 Form 10-K Report that are of material significance, or have potential material significance, to the Company. Standards Not Yet Adopted In October 2021, the FASB issued ASU No. 2021-08 Business Combinations (Topic 805)-Accounting for Contract Assets and Contract Liabilities from Contracts with Customers In March 2020, the FASB issued ASU No. 2020-04 Reference Rate Reform (Topic 848) Facilitation of the Effects of Reference Rate Reform on Financial Reporting |
Revenue Recognition
Revenue Recognition | 3 Months Ended |
Mar. 31, 2022 | |
Revenue Recognition | |
Revenue Recognition | 3. Customer arrangements typically have multiple performance obligations to provide equipment solutions, clinical engineering and/or onsite equipment managed services on a per use and/or over time basis. Contractual prices are established within our customer arrangements that are representative of stand-alone selling prices. Taxes assessed by a governmental authority that are both imposed on and concurrent with a specific revenue-producing transaction, that are collected by the Company from a customer, are excluded from revenue. The Company’s performance obligations that are satisfied at a point in time are recognized when the service is performed or equipment is delivered to the customer. For performance obligations satisfied over time, the Company uses a straight-line method to recognize revenue ratably over the contract period, as this coincides with the Company’s performance under the contract. In the following table, revenue is disaggregated by service solution: Three Months Ended March 31, (in thousands) 2022 2021 Equipment Solutions $ 121,855 $ 82,471 Clinical Engineering 102,799 75,106 Onsite Managed Services 69,790 77,668 Total revenue $ 294,444 $ 235,245 The Company capitalizes contract costs incurred in obtaining new contracts. The contract asset included in other long-term assets in the condensed consolidated balance sheets as of March 31, 2022 and December 31, 2021 was $16.8 and $15.9 million, respectively. Capitalized costs are amortized over the expected life of the related contracts, which is estimated to be five years. The Company had a balance of $6.9 and $5.8 million of deferred revenue as of March 31, 2022 and December 31, 2021, respectively. During the three months ended March 31, 2022, $1.0 million of revenue was recognized that was included in deferred revenue at the beginning of the period. |
Acquisitions
Acquisitions | 3 Months Ended |
Mar. 31, 2022 | |
Acquisitions | |
Acquisitions | 4. On October 1, 2021, we completed a stock purchase agreement to purchase all of the outstanding capital stock of Sizewise Rentals, LLC (“Sizewise”), a privately held manufacturer and distributor of specialty patient handling equipment, for a total consideration of approximately $234.8 million (“Sizewise Acquisition”). The results of Sizewise’s operations have been included in the consolidated financial statements since October 1, 2021. The following summarizes the fair values of assets acquired and liabilities assumed at the date of the Sizewise Acquisition within our consolidated balance sheet as of December 31, 2021: (in thousands) Cash $ 9,977 Accounts receivable 31,005 Inventories 27,911 Other current assets 2,968 Property and equipment 59,042 Goodwill 87,867 Operating lease right-of-use assets 16,754 Other intangibles 67,700 Other long-term assets 10,368 Accounts payable (3,362) Accrued compensation (12,576) Other accrued expenses (4,525) Operating lease liability (16,953) Other long-term liabilities (9,924) Deferred income taxes (31,470) Total purchase price $ 234,782 On March 19, 2021, we completed a stock purchase agreement to purchase all of the outstanding capital stock of Northfield Medical, Inc. (“Northfield”), a company specializing in the service and repair of medical equipment and instruments for a total consideration of approximately $472.3 million (“Northfield Acquisition”). The consideration consisted of $461.0 million of cash paid and $11.3 million in issuance of 752,328 shares of common stock. The results of Northfield’s operations have been included in the consolidated financial statements since March 19, 2021. During the year ended December 31, 2021, adjustments affecting the fair values of assets acquired and liabilities assumed decreased accounts receivable $0.2 million, increased goodwill $1.3 million, increased accounts payable $0.1 million, and increased deferred income taxes $1.0 million. All adjustments net to zero. The following summarizes the fair values of assets acquired and liabilities assumed at the date of acquisition within our consolidated balance sheet as of December 31, 2021: (in thousands) Cash $ 10,767 Accounts receivable 16,786 Inventories 5,810 Other current assets 502 Property and equipment 11,713 Goodwill 306,678 Operating lease right-of-use assets 4,815 Other intangibles 183,700 Accounts payable (7,412) Accrued compensation (7,948) Other accrued expenses (9,620) Finance lease liability (2,340) Operating lease liability (5,025) Other long-term liabilities (837) Deferred income taxes (35,324) Total purchase price $ 472,265 The following unaudited pro forma consolidated results of operations assume the Sizewise and Northfield acquisitions had occurred on January 1, 2021. The unaudited pro forma consolidated financial information should not be relied upon as necessarily being indicative of the historical results that would have been obtained if the acquisitions had actually closed on that date, nor the results that may be obtained in the future: Three Months Ended March 31, (unaudited, in thousands) 2022 2021 Revenue $ 294,444 $ 301,530 Net income attributable to Agiliti, Inc. and Subsidiaries 19,892 12,422 Included in the determination of pro forma net income for the three months ended March 31, 2021 are pro forma charges for various purchase accounting adjustments. These pro forma adjustments included depreciation and amortization of assets acquired and interest expense on additional debt to finance the acquisition. Income taxes are provided at the estimated statutory rate. Revenue and net income for the three months ended March 31, 2022 are as reported. |
Fair Value Measurements
Fair Value Measurements | 3 Months Ended |
Mar. 31, 2022 | |
Fair Value Measurements | |
Fair Value Measurements | 5. Financial assets and liabilities measured at fair value on a recurring basis as of March 31, 2022 and December 31, 2021 are summarized in the following tables by type of inputs applicable to the fair value measurements: Fair Value at March 31, 2022 (in thousands) Level 1 Level 2 Level 3 Total Assets: Deferred compensation assets $ 2,416 $ — $ — $ 2,416 Interest rate swap — 9,389 — 9,389 Total Assets $ 2,416 $ 9,389 $ — $ 11,805 Liabilities: Obligation under tax receivable agreement — — 40,090 40,090 Deferred compensation liabilities 2,416 — — 2,416 Total Liabilities $ 2,416 $ — $ 40,090 $ 42,506 Fair Value at December 31, 2021 (in thousands) Level 1 Level 2 Level 3 Total Assets: Deferred compensation assets $ 2,452 $ — $ — $ 2,452 Interest rate swap — 2,093 — 2,093 Total Assets $ 2,452 $ 2,093 $ — $ 4,545 Liabilities: Contingent consideration $ — $ — $ 500 $ 500 Obligation under tax receivable agreement — — 39,880 39,880 Deferred compensation liabilities 2,452 — — 2,452 Total Liabilities $ 2,452 $ — $ 40,380 $ 42,832 A description of the inputs used in the valuation of assets and liabilities is summarized as follows: Level 1 — Inputs represent unadjusted quoted prices for identical assets or liabilities exchanged in active markets. Level 2 — Inputs include directly or indirectly observable inputs other than Level 1 inputs such as quoted prices for similar assets or liabilities exchanged in active or inactive markets; quoted prices for identical assets or liabilities exchanged in inactive markets; other inputs that are considered in fair value determinations of the assets or liabilities, such as interest rates and yield curves that are observable at commonly quoted intervals, volatilities, prepayment speeds, loss severities, credit risks and default rates; and inputs that are derived principally from or corroborated by observable market data by correlation or other means. Level 3 — Inputs include unobservable inputs used in the measurement of assets and liabilities. Management is required to use its own assumptions regarding unobservable inputs because there is little, if any, market activity in the assets or liabilities or related observable inputs that can be corroborated at the measurement date. Measurements of non-exchange traded derivative contract assets and liabilities are primarily based on valuation models, discounted cash flow models or other valuation techniques that are believed to be used by market participants. Unobservable inputs require management to make certain projections and assumptions about the information that would be used by market participants in pricing assets or liabilities. The deferred compensation assets are held in mutual funds. The fair value of the deferred compensation assets and liabilities is based on the quoted market prices for the mutual funds and thus represents a Level 1 fair value measurement. On January 4, 2019, we entered into a tax receivable agreement (“TRA”) with our former owners. The fair value of the obligation under the TRA was estimated using company specific assumptions that are not observable in the market and thus represents a Level 3 fair value measurement. Management’s estimate of the valuation of the obligation under the TRA is based on a Monte Carlo model which involves the use of projected cash flows of the Company, a discount rate, and historical deferred tax assets subject to the agreement. There were no remeasurement adjustments or payments made under the TRA during the three months ended March 31, 2022. We made a remeasurement adjustment of $4.1 million and payment of $0.7 million during the three months ended March 31, 2021. In May 2020, we entered into an interest rate swap agreement to manage our interest rate exposure. For additional information on the interest swap agreement, see Note 8, Long-Term Debt. The carrying value of interest rate swap contracts is at fair value, which is determined based on current interest rate and forward interest rates as of the balance sheet date and is classified within Level 2. In January 2022, the contingent consideration liability was reduced to zero due to a $0.5 million earn-out payment made to the previous owners of a surgical laser equipment solutions company, in which we acquired assets on December 11, 2020, based on achievement of certain revenue results. Fair Value of Other Financial Instruments The Company considers that the carrying amount of financial instruments, including accounts receivable, accounts payable and accrued liabilities approximates fair value due to their short maturities. The fair value of our outstanding First Lien Term Loan (as defined in Note 8, Long-Term Debt) as of March 31, 2022 and December 31, 2021, is based on the quoted market price for the same or similar issues of debt, which represents a Level 2 fair value measurement, is approximately: March 31, 2022 December 31, 2021 Carrying Fair Carrying Fair (in thousands) Value Value Value Value First Lien Term Loan $ 1,097,073 $ 1,103,260 $ 1,167,649 $ 1,174,871 (1) The carrying value of the First Lien Term Loan is net of unamortized deferred financing costs of $ 9.8 and $ 10.4 million and unamortized debt discount of $ 4.7 and $ 5.0 million as of March 31, 2022 and December 31, 2021 , respectively. |
Selected Financial Statement In
Selected Financial Statement Information | 3 Months Ended |
Mar. 31, 2022 | |
Selected Financial Statement Information | |
Selected Financial Statement Information | 6. Property and Equipment Our Property and Equipment is grouped into Medical Equipment and Property and Office Equipment. four Depreciation and amortization of property and office equipment is provided on the straight-line method over the lesser of the remaining useful life or lease term for leasehold improvements and three to ten years for office equipment. The cost and accumulated depreciation or amortization of property and equipment retired or sold is eliminated from their respective accounts and the resulting gain or loss is recorded in selling, general and administrative expense in the period the asset is retired or sold March 31, December 31, (in thousands) 2022 2021 Medical equipment $ 366,730 $ 359,284 Less: Accumulated depreciation (222,116) (209,516) Medical equipment, net 144,614 149,768 Leasehold improvements 43,898 39,026 Office equipment and vehicles 141,812 135,643 185,710 174,669 Less: Accumulated depreciation (73,657) (66,067) Property and office equipment, net 112,053 108,602 Total property and equipment, net $ 256,667 $ 258,370 Depreciation expense recognized during the three months ended March 31, 2022 and 2021 was $22.5 million and $26.2 million, respectively. There were no impairment charges on property and equipment during the three months ended March 31, 2022 and 2021. Goodwill and Other Intangible Assets Our goodwill as of March 31, 2022 and December 31, 2021 consists of the following: (in thousands) Balance at December 31, 2021 $ 1,213,121 Acquisitions — Balance at March 31, 2022 $ 1,213,121 There were no impairment losses recorded on goodwill through March 31, 2022. Our other intangible assets as of March 31, 2022 and December 31, 2021 consist of the following: March 31, 2022 Accumulated (in thousands) Gross Amortization Net Finite-life intangibles Customer relationship $ 756,889 $ (214,885) $ 542,004 Non-compete agreements 5,505 (4,452) 1,053 Trade names 7,806 (1,052) 6,754 Developed technology 2,300 (115) 2,185 Total other intangible assets $ 772,500 $ (220,504) $ 551,996 December 31, 2021 Accumulated (in thousands) Gross Amortization Net Finite-life intangibles Customer relationship $ 756,889 $ (194,312) $ 562,577 Non-compete agreements 14,613 (13,222) 1,391 Trade names 9,179 (2,230) 6,949 Developed technology 2,300 (58) 2,242 Total other intangible assets $ 782,981 $ (209,822) $ 573,159 Our other intangible assets are amortized over their estimated economic lives of three Total amortization expense related to intangible assets was $21.2 and $16.5 million for the three months ended March 31, 2022 and 2021, respectively. There were no impairment charges during the three months ended March 31, 2022 and 2021 with respect to other intangible assets. The estimated future amortization expense for identifiable intangible assets during the remainder of 2022 and the next five years is as follows: (in thousands) Remainder of 2022 $ 69,328 2023 75,846 2024 69,462 2025 63,138 2026 56,766 2027 50,301 Supplementary Cash Flow Information Supplementary cash flow information is as follows: Three Months Ended March 31, (in thousands) 2022 2021 Non-cash activities: Property and equipment purchases included in accounts payable (at end of period) $ 1,037 $ 4,336 Finance lease assets and liability additions 1,655 1,131 Operating lease right-of-use assets and operating lease liability additions 15,189 664 Issuance of common stock related to acquisition — 11,300 |
Share-Based Compensation
Share-Based Compensation | 3 Months Ended |
Mar. 31, 2022 | |
Share-Based Compensation | |
Share-Based Compensation | 7. The 2018 Omnibus Incentive Plan (“2018 Plan”) provides for the issuance of 16.7 million nonqualified stock options, restricted stock units and performance restricted stock units to any of the Company’s executives, other key employees and certain non-employee directors. The stock options allow for the purchase of shares of common stock of the Company at prices equal to the stock’s fair market value at the date of grant. Options granted had a ten-year contractual term and vest over one one The shares issued to a grantee upon the exercise of such grantee’s options will be subject to certain restrictions on transferability as provided in the 2018 Plan. Grantees are subject to non-competition, non-solicitation and confidentiality requirements as set forth in their respective stock option grant agreements. Forfeited options, restricted stock units and performance restricted stock units are available for future issue. We determine the fair value of stock options using the Black-Scholes option pricing model. The estimated fair value of options, including the effect of estimated forfeitures, is recognized as an expense on a straight-line basis over the options’ expected vesting periods. In connection with our IPO, we granted certain of our employees, including our named executive officers, restricted stock units, performance restricted stock units, and stock options under the 2018 Plan with respect to approximately 1.6 million shares of the Company’s common stock. In connection with the IPO, we adopted an Employee Stock Purchase Plan (“ESPP”). A total of 2.0 million shares of our common stock are reserved for issuance under the ESPP. Employees are permitted to purchase the Company’s common stock at 85% of market value at the end of the six-month offering period ending on April 30 and October 31 each year. The Company recognizes share-based compensation expense for the discount received by participating employees. No shares were issued under the ESPP as of March 31, 2022. The Company recognized $0.2 million share-based compensation expense for the discount received by participating employees for the three months ended March 31, 2022. Remaining authorized options, restricted stock units and performance restricted stock units available for future issuance were 6.6 million shares at March 31, 2022. |
Long-Term Debt
Long-Term Debt | 3 Months Ended |
Mar. 31, 2022 | |
Long-Term Debt. | |
Long-Term Debt | 8. Long-term debt consists of the following: March 31, December 31, (in thousands) 2022 2021 First Lien Term Loan $ 1,111,597 $ 1,183,071 Finance lease liability 26,046 26,621 1,137,643 1,209,692 Less: unamortized deferred financing costs and debt discount (16,165) (17,190) 1,121,478 1,192,502 Less: Current portion of long-term debt (17,693) (17,534) Total long-term debt $ 1,103,785 $ 1,174,968 First Lien Credit Facilities. The First Lien Credit Agreement originally provided for a seven-year senior secured delayed draw term loan facility in an aggregate principal amount of $660 million (the “First Lien Term Loan”) and a five-year senior secured revolving credit facility in an aggregate principal amount of $150 million (the “Revolving Loan”), together (“First Lien Credit Facilities”). In February 2020, we increased our principal First Lien Term Loan facility by $125 million and the revolving loan facility by $40 million. In October 2020 and March 2021, we further increased our principal First Lien Term Loan facility by $150 million and $200 million, respectively. All terms to the First Lien Term Loan remained the same, except these additional loans are subject to an interest rate floor of 0.75%. The First Lien Term Loan amortizes in equal quarterly installments, commencing on June 30, 2019, in an aggregate annual amount equal to 1.00% of the original principal amount of such term loan, with the balance due and payable at maturity unless prepaid prior thereto. Borrowings under the First Lien Credit Facilities bear interest, at Agiliti Health, Inc.’s option, at a rate per annum equal to an applicable margin (the “Applicable Margin”) over either (a) a base rate determined by reference to the highest of (1) the prime lending rate published in the Wall Street Journal, (2) the federal funds effective rate plus 1/2 The First Lien Credit Facilities contain a number of negative covenants that, among other things, restrict, subject to certain exceptions, the ability of Agiliti Health, Inc. and the guarantors thereunder to incur additional indebtedness and guarantee indebtedness; create or incur liens; engage in mergers or consolidations; sell, transfer or otherwise dispose of assets; pay dividends and distributions or repurchase capital stock; prepay, redeem or repurchase certain indebtedness; make investments, loans and advances; enter into agreements which limit the ability of Agiliti Health, Inc. and the guarantors thereunder to incur liens on assets; and enter into amendments to certain junior lien and subordinated indebtedness in a manner materially adverse to the lenders. Solely with respect to the Revolving Loan, commencing with the fiscal quarter ending June 30, 2019, the Company is required to maintain a leverage ratio not to exceed 7:1 when the aggregate principal amount of outstanding Revolving Loans and drawn Letters of Credit, on the last day of the most recent fiscal quarter, exceeds 35% of the total revolving credit commitments. On April 27, 2021, the Company entered into Amendment No. 4 (the “Amendment”) to the First Lien Credit Agreement. Pursuant to the Amendment, (i) the existing Revolving Loan was terminated and a new revolving credit facility was incurred under the First Lien Credit Agreement in an aggregate principle amount of $250.0 million (the “New Revolving Credit Facility”); (ii) the interest rate margin for borrowings under the New Revolving Credit Facility was set at LIBOR plus plus plus ratio is less than or equal to 3.25:1.00 and (iv) borrowings under the New Revolving Credit Facility mature the earlier of (x) six months prior to the then-existing final maturity date of the related term loans and (y) January 4, 2026. In connection with the Amendment above, the Company incurred loss on extinguishment of debt of $0.3 million related to the write-off of unamortized deferred financing cost on the revolving credit facility. In October 2021, in connection with the closing of Sizewise Rentals, LLC (“Sizewise”), we entered into Amendment No. 5 to the First Lien Credit Agreement. This amendment provides for a $150 million incremental term loan facility, the proceeds of which were used, together with cash on hand, to finance the Sizewise acquisition. This incremental term loan facility has terms identical to those applicable to the Initial Term Loans and the February 2020 Amendment (each as defined in the First Lien Credit Agreement), including as to pricing and interest, tenor, rights of payment and prepayment and right of security. Except as described above, the Amendment has substantially the same terms as the First Lien Credit Agreement, and amendments thereto, including customary covenants and events of default. Interest Rate Swap. The interest rate swap agreement qualifies for cash flow hedge accounting under ASC Topic 815, “Derivatives and Hedging.” Both at inception and on an on-going basis, we must perform an effectiveness test. The fair value of the interest rate swap agreement at March 31, 2022 was $9.4 million, of which $6.2 million is included in other current assets and $3.2 million is included in other long-term assets on our condensed consolidated balance sheet. The change in fair value was recorded as a component of accumulated other comprehensive loss on our condensed consolidated balance sheet, net of tax, since the instrument was determined to be an effective hedge at March 31, 2022. We have not recorded any amounts due to ineffectiveness for any periods presented. As a result of our interest rate swap agreement, we expect the effective interest rate on $350.0 million and $150.0 million of our First Lien Term Loan to be 0.3396% and 0.3290%, respectively, plus the Applicable Margin through June 2023. We were in compliance with all financial debt covenants for all periods presented. |
Leases
Leases | 3 Months Ended |
Mar. 31, 2022 | |
Leases | |
Leases | 9. We lease facilities under operating lease agreements, which include both monthly and longer-term arrangements. Our finance leases consist primarily of leased vehicles. The lease assets and liabilities are as follows: March 31, December 31, (in thousands) 2022 2021 Lease Assets Classification Operating lease assets Operating lease right-of-use assets $ 85,960 $ 80,676 Finance lease assets Property and equipment (1) 25,815 26,098 Total leased assets $ 111,775 $ 106,774 Lease Liabilities Current: Operating Current portion of operating lease liability $ 22,883 $ 22,826 Finance Current portion of long-term debt 8,295 8,136 Noncurrent: Operating Operating lease liability, less current portion 73,142 63,241 Finance Long-term debt, less current portion 17,751 18,485 Total lease liabilities $ 122,071 $ 112,688 (1) Finance lease assets are recorded net of accumulated depreciation of $ 23.5 and $ 20.4 million as of March 31, 2022 and December 31, 2021 , respectively. The lease cost for the three months ended March 31, 2022 and 2021 was as follows: Three Months Ended March 31, (in thousands) 2022 2021 Lease Cost Finance lease cost: Amortization of right-of-use assets $ 2,145 $ 2,192 Interest on lease liabilities 192 182 Operating lease cost 7,275 4,306 Short-term lease cost 245 156 Variable lease cost 1,506 1,461 Total lease cost $ 11,363 $ 8,297 The maturity of lease liabilities at March 31, 2022 was as follows: Operating Finance (in thousands) Leases Leases Total 2022 remaining $ 18,640 $ 6,931 $ 25,571 2023 22,905 5,259 28,164 2024 19,895 4,049 23,944 2025 16,165 3,081 19,246 2026 12,333 2,347 14,680 Thereafter 11,310 6,960 18,270 Total lease payments $ 101,248 $ 28,627 $ 129,875 Less: Interest 5,223 2,581 7,804 Present value of lease liabilities $ 96,025 $ 26,046 $ 122,071 The lease term and discount rate at March 31, 2022 were as follows: March 31, 2022 Lease Term and Discount Rate Weighted-average remaining lease term (years) Operating leases 5.0 Finance leases 2.5 Weighted-average discount rate Operating leases 2.2 % Finance leases 2.3 % Other information related to cash paid related to lease liabilities and lease assets obtained for the three months ended March 31, 2022 and 2021 was as follows: Three Months Ended March 31, (in thousands) 2022 2021 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows for finance leases $ 192 $ 183 Operating cash flows for operating leases 6,352 4,210 Financing cash flows for finance leases 2,223 2,051 Lease asset obtained in exchange for new finance lease liabilities 1,655 1,131 Lease asset obtained in exchange for new operating lease liabilities 15,189 664 |
Dividend
Dividend | 3 Months Ended |
Mar. 31, 2022 | |
Dividend | |
Dividend | 10. In November 2019, the Company declared a $2.23 dividend per share that was paid to holders of common stock and is paid upon vesting to holders of restricted stock units and performance restricted stock units. Dividends paid during each of the three months ended March 31, 2022 and 2021 was $0.9 million. Dividends payable was $0.3 million as of March 31, 2022, all of which was included in accounts payable, and $1.2 million as of December 31, 2021, of which $0.9 million was included in accounts payable and $0.3 million was included in other long-term liabilities. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2022 | |
Commitments and Contingencies. | |
Commitments and Contingencies | 11. The Company, in the ordinary course of business, is subject to liability claims related to employees and the equipment that it rents and services. Asserted claims are subject to many uncertainties and the outcome of individual matters is not predictable. For certain claims where the loss is probable, a provision is recorded based on the Company’s best estimate. While the ultimate resolution of these actions may have an impact on the Company’s financial results for a particular reporting period, management believes that any such resolution would not have a material adverse effect on the financial position, results of operations or cash flows of the Company and the chance of a negative outcome on outstanding litigation is considered remote. |
Related Party Transaction
Related Party Transaction | 3 Months Ended |
Mar. 31, 2022 | |
Related Party Transaction | |
Related Party Transaction | 12. Since January 2019, we have been controlled by THL Agiliti LLC, an affiliate of Thomas H. Lee Partners, L.P., our principal stockholder. On January 4, 2019, the Company entered into an advisory services agreement (the “Advisory Services Agreement”) with Agiliti Holdco, Inc., Agiliti Health, Inc. and THL Managers VIII, LLC (the “Advisor”). Pursuant to the Advisory Services Agreement, the Advisor provided management, consulting and other advisory services to the Company. In consideration for these services, the Company paid to the Advisor (i) a non-refundable periodic retainer fee in an aggregate amount per fiscal quarter equal to the greater of (a) $375,000 or (b) 1% of the consolidated Adjusted EBITDA (as defined in the Advisory Services Agreement) for the immediately preceding fiscal quarter or such other amount as may be mutually agreed, with the first such payment to be made on April 15, 2019, (ii) fees in amounts to be mutually agreed upon in connection with any financing or refinancing, dividend, recapitalization, acquisition, disposition and spin-off or split-off transaction, (iii) in the case of an initial public offering (“IPO”), in addition to the fees under clauses (i) and (ii), an amount equal to the net present value of the higher periodic fee that would have been payable from the date of such IPO until the scheduled termination date of the Advisory Services Agreement, and (iv) fees for other management, consulting and other advisory services to be discussed in good faith among the parties. The companies also paid expenses incurred by the Advisor, its consultants and certain other parties affiliated with Advisor. Total professional services fees incurred to the Advisor were $0.6 million for the three months ended March 31, 2021. The Advisory Services Agreement was terminated upon the completion of the IPO. |
Employee Benefit Plans
Employee Benefit Plans | 3 Months Ended |
Mar. 31, 2022 | |
Employee Benefit Plans | |
Employee Benefit Plans | 13. Pension plan benefits are to be paid to eligible employees after retirement based primarily on years of credited service and participants’ compensation. The Company uses a December 31 measurement date. Effective December 31, 2002, the Company froze the benefits under the pension plan. The components of net periodic benefit cost are as follows: Three Months Ended March 31, (in thousands) 2022 2021 Interest cost $ 211 $ 197 Expected return on plan assets (285) (277) Recognized net actuarial loss — 73 Net periodic benefit cost $ (74) $ (7) The Company made no contributions to the pension plan during the three months ended March 31, 2022. The Company expects to make additional contributions of approximately $0.7 million for the remaining of 2022. |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2022 | |
Income Taxes | |
Income Taxes | 14. For the three months ended March 31, 2022 and 2021, the Company recorded income tax expense of $6.9 million and $4.5 million, respectively. The income tax expense for the three months ended March 31, 2022 is primarily due to the tax-effect of pre-tax income from operations plus addbacks for non-deductible expenses related to executive compensation disallowed under Internal Revenue Code Section 162(m) and windfall benefits received from exercised stock options. The income tax expense for the three months ended March 31, 2021 is primarily related to operating income, addbacks for non-deductible transaction costs and the remeasurement of the tax receivable agreement. |
Concentration
Concentration | 3 Months Ended |
Mar. 31, 2022 | |
Concentration | |
Concentration | 15. For the three months ended March 31, 2022, approximately 11.6% of total revenue related to various contracts with the U.S. Department of Health and Human Services ( “ ” “ ” On February 28, 2022, the Company entered into a new 12 6 6 |
Earnings Per Share
Earnings Per Share | 3 Months Ended |
Mar. 31, 2022 | |
Earnings Per Share | |
Earnings Per Share | 16. The following is a reconciliation of the basic and diluted number of shares used in computing earnings per share: Three Months Ended March 31, 2022 2021 Basic weighted average shares outstanding 131,148,108 99,103,933 Net effect of dilutive stock awards based upon the treasury stock method 8,278,226 6,986,770 Dilutive weighted average shares outstanding 139,426,334 106,090,703 Basic earnings per share $ 0.15 $ 0.10 Diluted earnings per share $ 0.14 $ 0.09 Anti-dilutive share-based awards excluded from the calculation of dilutive earnings per share 9,203 — |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Revenue Recognition | |
Summary of revenue disaggregated | Three Months Ended March 31, (in thousands) 2022 2021 Equipment Solutions $ 121,855 $ 82,471 Clinical Engineering 102,799 75,106 Onsite Managed Services 69,790 77,668 Total revenue $ 294,444 $ 235,245 |
Acquisitions (Tables)
Acquisitions (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Acquisitions | |
Summary of pro forma information | Three Months Ended March 31, (unaudited, in thousands) 2022 2021 Revenue $ 294,444 $ 301,530 Net income attributable to Agiliti, Inc. and Subsidiaries 19,892 12,422 |
Sizewise Acquisition | |
Acquisitions | |
Schedule of the fair values of the assets acquired and liabilities assumed at the acquisition date | (in thousands) Cash $ 9,977 Accounts receivable 31,005 Inventories 27,911 Other current assets 2,968 Property and equipment 59,042 Goodwill 87,867 Operating lease right-of-use assets 16,754 Other intangibles 67,700 Other long-term assets 10,368 Accounts payable (3,362) Accrued compensation (12,576) Other accrued expenses (4,525) Operating lease liability (16,953) Other long-term liabilities (9,924) Deferred income taxes (31,470) Total purchase price $ 234,782 |
Northfield Acquisition | |
Acquisitions | |
Schedule of the fair values of the assets acquired and liabilities assumed at the acquisition date | (in thousands) Cash $ 10,767 Accounts receivable 16,786 Inventories 5,810 Other current assets 502 Property and equipment 11,713 Goodwill 306,678 Operating lease right-of-use assets 4,815 Other intangibles 183,700 Accounts payable (7,412) Accrued compensation (7,948) Other accrued expenses (9,620) Finance lease liability (2,340) Operating lease liability (5,025) Other long-term liabilities (837) Deferred income taxes (35,324) Total purchase price $ 472,265 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Fair Value Measurements | |
Schedule of fair value of assets and liabilities measured on a recurring basis | Fair Value at March 31, 2022 (in thousands) Level 1 Level 2 Level 3 Total Assets: Deferred compensation assets $ 2,416 $ — $ — $ 2,416 Interest rate swap — 9,389 — 9,389 Total Assets $ 2,416 $ 9,389 $ — $ 11,805 Liabilities: Obligation under tax receivable agreement — — 40,090 40,090 Deferred compensation liabilities 2,416 — — 2,416 Total Liabilities $ 2,416 $ — $ 40,090 $ 42,506 Fair Value at December 31, 2021 (in thousands) Level 1 Level 2 Level 3 Total Assets: Deferred compensation assets $ 2,452 $ — $ — $ 2,452 Interest rate swap — 2,093 — 2,093 Total Assets $ 2,452 $ 2,093 $ — $ 4,545 Liabilities: Contingent consideration $ — $ — $ 500 $ 500 Obligation under tax receivable agreement — — 39,880 39,880 Deferred compensation liabilities 2,452 — — 2,452 Total Liabilities $ 2,452 $ — $ 40,380 $ 42,832 |
Schedule of carrying value and fair value of long term debt | The Company considers that the carrying amount of financial instruments, including accounts receivable, accounts payable and accrued liabilities approximates fair value due to their short maturities. The fair value of our outstanding First Lien Term Loan (as defined in Note 8, Long-Term Debt) as of March 31, 2022 and December 31, 2021, is based on the quoted market price for the same or similar issues of debt, which represents a Level 2 fair value measurement, is approximately: March 31, 2022 December 31, 2021 Carrying Fair Carrying Fair (in thousands) Value Value Value Value First Lien Term Loan $ 1,097,073 $ 1,103,260 $ 1,167,649 $ 1,174,871 (1) The carrying value of the First Lien Term Loan is net of unamortized deferred financing costs of $ 9.8 and $ 10.4 million and unamortized debt discount of $ 4.7 and $ 5.0 million as of March 31, 2022 and December 31, 2021 , respectively. |
Selected Financial Statement _2
Selected Financial Statement Information (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Selected Financial Statement Information | |
Schedule of property and equipment | March 31, December 31, (in thousands) 2022 2021 Medical equipment $ 366,730 $ 359,284 Less: Accumulated depreciation (222,116) (209,516) Medical equipment, net 144,614 149,768 Leasehold improvements 43,898 39,026 Office equipment and vehicles 141,812 135,643 185,710 174,669 Less: Accumulated depreciation (73,657) (66,067) Property and office equipment, net 112,053 108,602 Total property and equipment, net $ 256,667 $ 258,370 |
Schedule of goodwill | (in thousands) Balance at December 31, 2021 $ 1,213,121 Acquisitions — Balance at March 31, 2022 $ 1,213,121 |
Schedule of other intangible assets | March 31, 2022 Accumulated (in thousands) Gross Amortization Net Finite-life intangibles Customer relationship $ 756,889 $ (214,885) $ 542,004 Non-compete agreements 5,505 (4,452) 1,053 Trade names 7,806 (1,052) 6,754 Developed technology 2,300 (115) 2,185 Total other intangible assets $ 772,500 $ (220,504) $ 551,996 December 31, 2021 Accumulated (in thousands) Gross Amortization Net Finite-life intangibles Customer relationship $ 756,889 $ (194,312) $ 562,577 Non-compete agreements 14,613 (13,222) 1,391 Trade names 9,179 (2,230) 6,949 Developed technology 2,300 (58) 2,242 Total other intangible assets $ 782,981 $ (209,822) $ 573,159 |
Schedule of estimated future amortization expense for identifiable intangible assets | (in thousands) Remainder of 2022 $ 69,328 2023 75,846 2024 69,462 2025 63,138 2026 56,766 2027 50,301 |
Summary of supplementary cash flow information | Supplementary cash flow information is as follows: Three Months Ended March 31, (in thousands) 2022 2021 Non-cash activities: Property and equipment purchases included in accounts payable (at end of period) $ 1,037 $ 4,336 Finance lease assets and liability additions 1,655 1,131 Operating lease right-of-use assets and operating lease liability additions 15,189 664 Issuance of common stock related to acquisition — 11,300 |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Long-Term Debt. | |
Schedule of long-term debt | March 31, December 31, (in thousands) 2022 2021 First Lien Term Loan $ 1,111,597 $ 1,183,071 Finance lease liability 26,046 26,621 1,137,643 1,209,692 Less: unamortized deferred financing costs and debt discount (16,165) (17,190) 1,121,478 1,192,502 Less: Current portion of long-term debt (17,693) (17,534) Total long-term debt $ 1,103,785 $ 1,174,968 |
Leases (Tables)
Leases (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Leases | |
Summary of lease assets and liabilities | March 31, December 31, (in thousands) 2022 2021 Lease Assets Classification Operating lease assets Operating lease right-of-use assets $ 85,960 $ 80,676 Finance lease assets Property and equipment (1) 25,815 26,098 Total leased assets $ 111,775 $ 106,774 Lease Liabilities Current: Operating Current portion of operating lease liability $ 22,883 $ 22,826 Finance Current portion of long-term debt 8,295 8,136 Noncurrent: Operating Operating lease liability, less current portion 73,142 63,241 Finance Long-term debt, less current portion 17,751 18,485 Total lease liabilities $ 122,071 $ 112,688 (1) Finance lease assets are recorded net of accumulated depreciation of $ 23.5 and $ 20.4 million as of March 31, 2022 and December 31, 2021 , respectively. |
Summary of lease cost | Three Months Ended March 31, (in thousands) 2022 2021 Lease Cost Finance lease cost: Amortization of right-of-use assets $ 2,145 $ 2,192 Interest on lease liabilities 192 182 Operating lease cost 7,275 4,306 Short-term lease cost 245 156 Variable lease cost 1,506 1,461 Total lease cost $ 11,363 $ 8,297 |
Summary of maturity of lease liabilities | Operating Finance (in thousands) Leases Leases Total 2022 remaining $ 18,640 $ 6,931 $ 25,571 2023 22,905 5,259 28,164 2024 19,895 4,049 23,944 2025 16,165 3,081 19,246 2026 12,333 2,347 14,680 Thereafter 11,310 6,960 18,270 Total lease payments $ 101,248 $ 28,627 $ 129,875 Less: Interest 5,223 2,581 7,804 Present value of lease liabilities $ 96,025 $ 26,046 $ 122,071 |
Summary of lease term and discount rate | March 31, 2022 Lease Term and Discount Rate Weighted-average remaining lease term (years) Operating leases 5.0 Finance leases 2.5 Weighted-average discount rate Operating leases 2.2 % Finance leases 2.3 % |
Summary of additional information of leases | Three Months Ended March 31, (in thousands) 2022 2021 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows for finance leases $ 192 $ 183 Operating cash flows for operating leases 6,352 4,210 Financing cash flows for finance leases 2,223 2,051 Lease asset obtained in exchange for new finance lease liabilities 1,655 1,131 Lease asset obtained in exchange for new operating lease liabilities 15,189 664 |
Employee Benefit Plans (Tables)
Employee Benefit Plans (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Employee Benefit Plans | |
Schedule of components of net periodic pension costs | Three Months Ended March 31, (in thousands) 2022 2021 Interest cost $ 211 $ 197 Expected return on plan assets (285) (277) Recognized net actuarial loss — 73 Net periodic benefit cost $ (74) $ (7) |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Earnings Per Share | |
Summary of earnings per share, basic and diluted | Three Months Ended March 31, 2022 2021 Basic weighted average shares outstanding 131,148,108 99,103,933 Net effect of dilutive stock awards based upon the treasury stock method 8,278,226 6,986,770 Dilutive weighted average shares outstanding 139,426,334 106,090,703 Basic earnings per share $ 0.15 $ 0.10 Diluted earnings per share $ 0.14 $ 0.09 Anti-dilutive share-based awards excluded from the calculation of dilutive earnings per share 9,203 — |
Basis of Presentation (Details)
Basis of Presentation (Details) | Mar. 31, 2022 |
Agiliti, Inc. | Federal Street Acquisition Corp [Member] | |
Non controlling interest, ownership percentage by parent | 100.00% |
Federal Street Acquisition Corp [Member] | Agiliti Holdco Inc [Member] | |
Non controlling interest, ownership percentage by parent | 100.00% |
Agiliti Holdco Inc [Member] | Agiliti Health Inc [Member] | |
Non controlling interest, ownership percentage by parent | 100.00% |
Agiliti Health Inc [Member] | Agiliti Surgical Inc., Agiliti Imaging, Inc. Northfield Medical, Inc. and Sizewise Rentals, LLC [Member] | |
Non controlling interest, ownership percentage by parent | 100.00% |
Revenue Recognition (Details)
Revenue Recognition (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | |
Revenues by service solution | |||
Revenue | $ 294,444 | $ 235,245 | |
Contract asset | $ 16,800 | $ 15,900 | |
Capitalized costs amortization period | 5 years | 5 years | |
Deferred revenue | $ 6,918 | $ 5,808 | |
Deferred revenue recognized | 1,000 | ||
Equipment Solutions | |||
Revenues by service solution | |||
Revenue | 121,855 | 82,471 | |
Clinical Engineering | |||
Revenues by service solution | |||
Revenue | 102,799 | 75,106 | |
On Site Managed Services | |||
Revenues by service solution | |||
Revenue | $ 69,790 | $ 77,668 |
Acquisitions (Details)
Acquisitions (Details) - USD ($) $ in Thousands | Oct. 01, 2021 | Mar. 19, 2021 | Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 |
Cost of acquired entity | |||||
Goodwill | $ 1,213,121 | $ 1,213,121 | |||
Operating lease liability | (96,025) | ||||
Sizewise Acquisition | |||||
Cost of acquired entity | |||||
Total purchase price | $ 234,800 | ||||
Cash | 9,977 | ||||
Accounts receivable | 31,005 | ||||
Inventories | 27,911 | ||||
Other current assets | 2,968 | ||||
Property and equipment | 59,042 | ||||
Goodwill | 87,867 | ||||
Operating lease right-of-use assets | 16,754 | ||||
Other intangibles | 67,700 | ||||
Other long-term assets | 10,368 | ||||
Accounts payable | (3,362) | ||||
Accrued compensation | (12,576) | ||||
Other accrued expenses | (4,525) | ||||
Operating lease liability | (16,953) | ||||
Other long-term liabilities | (9,924) | ||||
Deferred income taxes | (31,470) | ||||
Total purchase price | 234,782 | ||||
Northfield Acquisition | |||||
Acquisitions | |||||
Increase (decrease) to accounts receivable | 200 | ||||
Increase (decrease) to goodwill | 1,300 | ||||
Increase (decrease) to accounts payable | 100 | ||||
Increase (decrease) deferred income taxes | 1,000 | ||||
Cost of acquired entity | |||||
Total purchase price | $ 472,300 | ||||
Cash paid | 461,000 | ||||
Cash | 10,767 | ||||
Accounts receivable | 16,786 | ||||
Inventories | 5,810 | ||||
Other current assets | 502 | ||||
Property and equipment | 11,713 | ||||
Goodwill | 306,678 | ||||
Operating lease right-of-use assets | 4,815 | ||||
Other intangibles | 183,700 | ||||
Accounts payable | (7,412) | ||||
Accrued compensation | (7,948) | ||||
Other accrued expenses | (9,620) | ||||
Finance lease liability | (2,340) | ||||
Operating lease liability | (5,025) | ||||
Other long-term liabilities | (837) | ||||
Deferred income taxes | (35,324) | ||||
Total purchase price | $ 472,265 | ||||
Business combination, consideration through equity, value | $ 11,300 | ||||
Business combination, consideration through equity, number of shares issued | 752,328 | ||||
Business acquisition pro forma information | |||||
Revenue | 294,444 | $ 301,530 | |||
Net income attributable to Agiliti, Inc. and Subsidiaries | $ 19,892 | $ 12,422 |
Fair Value Measurements - Sched
Fair Value Measurements - Schedule of fair value of assets and liabilities measured on a recurring basis (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Level 1 | ||
Assets: | ||
Deferred compensation assets | $ 2,452 | |
Total Assets | 2,452 | |
Liabilities: | ||
Deferred compensation liabilities | 2,452 | |
Total Liabilities | 2,452 | |
Level 2 | ||
Assets: | ||
Interest rate swap | 2,093 | |
Total Assets | 2,093 | |
Level 3 | ||
Liabilities: | ||
Contingent consideration | 500 | |
Obligation under tax receivable agreement | 39,880 | |
Total Liabilities | 40,380 | |
Recurring basis | ||
Assets: | ||
Deferred compensation assets | $ 2,416 | 2,452 |
Interest rate swap | 9,389 | 2,093 |
Total Assets | 11,805 | 4,545 |
Liabilities: | ||
Contingent consideration | 500 | |
Obligation under tax receivable agreement | 40,090 | 39,880 |
Deferred compensation liabilities | 2,416 | 2,452 |
Total Liabilities | 42,506 | $ 42,832 |
Recurring basis | Level 1 | ||
Assets: | ||
Deferred compensation assets | 2,416 | |
Total Assets | 2,416 | |
Liabilities: | ||
Deferred compensation liabilities | 2,416 | |
Total Liabilities | 2,416 | |
Recurring basis | Level 2 | ||
Assets: | ||
Interest rate swap | 9,389 | |
Total Assets | 9,389 | |
Recurring basis | Level 3 | ||
Liabilities: | ||
Obligation under tax receivable agreement | 40,090 | |
Total Liabilities | $ 40,090 |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Details) - USD ($) $ in Millions | 1 Months Ended | 3 Months Ended |
Jan. 31, 2022 | Mar. 31, 2021 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Increase in liability due to remeasurement adjustment | $ 4.1 | |
Payments under tax receivable agreement | $ 0.7 | |
Surgical laser equipment service provider | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Contingent consideration | $ 0 | |
Earn out payment | $ 0.5 |
Fair Value Measurements - Sch_2
Fair Value Measurements - Schedule of carrying value and fair value of long term debt (Details) - First Lien Term Loan - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Debt Instrument [Line Items] | ||
Carrying Value | $ 1,097,073 | $ 1,167,649 |
Fair Value | 1,103,260 | 1,174,871 |
Unamortized deferred financing costs | 9,800 | 10,400 |
Unamortized debt discount | $ 4,700 | $ 5,000 |
Selected Financial Statement _3
Selected Financial Statement Information - Property and equipment (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | |
Property and Equipment | |||
Medical equipment | $ 366,730 | $ 359,284 | |
Less: Accumulated depreciation | (222,116) | (209,516) | |
Medical equipment, net | 144,614 | 149,768 | |
Property and office equipment | 185,710 | 174,669 | |
Less: Accumulated depreciation and amortization | (73,657) | (66,067) | |
Property and office equipment, net | 112,053 | 108,602 | |
Total property and equipment, net | 256,667 | 258,370 | |
Depreciation | 22,498 | $ 26,217 | |
Intangible asset impairment charge | 0 | $ 0 | |
Leasehold improvements | |||
Property and Equipment | |||
Property and office equipment | 43,898 | 39,026 | |
Office equipment and vehicles | |||
Property and Equipment | |||
Property and office equipment | $ 141,812 | $ 135,643 | |
Medical Equipment | Maximum | |||
Property and Equipment | |||
Estimated useful life | 7 years | ||
Medical Equipment | Minimum | |||
Property and Equipment | |||
Estimated useful life | 4 years | ||
Office Equipment | Maximum | |||
Property and Equipment | |||
Estimated useful life | 10 years | ||
Office Equipment | Minimum | |||
Property and Equipment | |||
Estimated useful life | 3 years |
Selected Financial Statement _4
Selected Financial Statement Information - Goodwill and Other Intangible Assets (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | |
Goodwill | |||
Balance at the beginning of the period | $ 1,213,121 | ||
Balance at the end of the period | 1,213,121 | ||
Impairment, goodwill | 0 | ||
Other intangible assets | |||
Accumulated Amortization | (220,504) | $ (209,822) | |
Cost, intangible assets excluding goodwill | 772,500 | 782,981 | |
Net intangible assets excluding goodwill | 551,996 | 573,159 | |
Total amortization expense | 21,200 | $ 16,500 | |
Intangible asset impairment charge | $ 0 | $ 0 | |
Maximum | |||
Other intangible assets | |||
Estimated remaining useful life | 15 years | ||
Minimum | |||
Other intangible assets | |||
Estimated remaining useful life | 3 years | ||
Customer relationship | |||
Other intangible assets | |||
Cost, finite lived intangible assets | $ 756,889 | 756,889 | |
Accumulated Amortization | (214,885) | (194,312) | |
Net, finite lived intangible assets | 542,004 | 562,577 | |
Non-compete agreements | |||
Other intangible assets | |||
Cost, finite lived intangible assets | 5,505 | 14,613 | |
Accumulated Amortization | (4,452) | (13,222) | |
Net, finite lived intangible assets | 1,053 | 1,391 | |
Trade names | |||
Other intangible assets | |||
Cost, finite lived intangible assets | 7,806 | 9,179 | |
Accumulated Amortization | (1,052) | (2,230) | |
Net, finite lived intangible assets | 6,754 | 6,949 | |
Developed technology | |||
Other intangible assets | |||
Cost, finite lived intangible assets | 2,300 | 2,300 | |
Accumulated Amortization | (115) | (58) | |
Net, finite lived intangible assets | $ 2,185 | $ 2,242 |
Selected Financial Statement _5
Selected Financial Statement Information - Future Estimated Amortization Expense (Details) $ in Thousands | Mar. 31, 2022USD ($) |
Future estimation amortization expense | |
Remainder of 2022 | $ 69,328 |
2023 | 75,846 |
2024 | 69,462 |
2025 | 63,138 |
2026 | 56,766 |
2027 | $ 50,301 |
Selected Financial Statement _6
Selected Financial Statement Information - Summary of Supplementary Cash Flow Information (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Non-cash activities: | ||
Property and equipment purchases included in accounts payable (at end of period) | $ 1,037 | $ 4,336 |
Finance lease assets and liability additions | 1,655 | 1,131 |
Operating lease right-of-use assets and operating lease liability additions | $ 15,189 | 664 |
Issuance of common stock related to acquisition | $ 11,300 |
Share-Based Compensation - Narr
Share-Based Compensation - Narrative (Details) - USD ($) $ in Millions | Apr. 27, 2021 | Mar. 31, 2022 | Jan. 04, 2019 |
Stock-based compensation | |||
Number of stock, granted | 1,600,000 | ||
2018 Omnibus Incentive Plan | |||
Stock-based compensation | |||
Shares authorized under the plan | 16,700,000 | ||
Common shares reserved for future issuance | 6,600,000 | ||
Share-based compensation arrangement by share-based payment award, options, granted contractual term | 10 years | ||
Employee Stock Purchase Plan ("ESPP") | |||
Stock-based compensation | |||
Common shares reserved for future issuance | 2,000,000 | ||
Shares issued under ESPP | 0 | ||
Non-cash share-based compensation expense | $ 0.2 | ||
Options | |||
Stock-based compensation | |||
Percentage of shares to be purchased at market value | 85.00% | ||
Options | 2018 Omnibus Incentive Plan | Maximum | |||
Stock-based compensation | |||
Share-based compensation arrangement by share-based payment award, options, vested term | 4 years | ||
Options | 2018 Omnibus Incentive Plan | Minimum | |||
Stock-based compensation | |||
Share-based compensation arrangement by share-based payment award, options, vested term | 1 year | ||
Restricted Stock Units (RSUs) | 2018 Omnibus Incentive Plan | Maximum | |||
Stock-based compensation | |||
Share-based compensation arrangement by share-based payment award, options, vested term | 4 years | ||
Restricted Stock Units (RSUs) | 2018 Omnibus Incentive Plan | Minimum | |||
Stock-based compensation | |||
Share-based compensation arrangement by share-based payment award, options, vested term | 1 year | ||
Performance Restricted Stock Units | 2018 Omnibus Incentive Plan | |||
Stock-based compensation | |||
Share-based compensation arrangement by share-based payment award, options, vested term | 3 years |
Long-Term Debt (Details)
Long-Term Debt (Details) - USD ($) $ in Thousands | Apr. 27, 2021 | Jan. 04, 2019 | Oct. 31, 2021 | Oct. 31, 2020 | Feb. 29, 2020 | Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | May 31, 2020 | Jun. 30, 2019 |
Long-Term Debt | ||||||||||
Long-term debt current and noncurrent | $ 1,137,643 | $ 1,209,692 | ||||||||
Less: unamortized deferred financing costs and debt discount | (16,165) | (17,190) | ||||||||
Long-term debt | 1,121,478 | 1,192,502 | ||||||||
Less: Current portion of long-term debt | (17,693) | (17,534) | ||||||||
Total long-term debt | 1,103,785 | 1,174,968 | ||||||||
Loan installments payment | 1.00% | |||||||||
Interest Rate Swap | ||||||||||
Long-Term Debt | ||||||||||
Aggregate outstanding principal amount | $ 500,000 | |||||||||
Interest Rate Derivative Assets, at Fair Value | 9,400 | |||||||||
Interest Rate Swap | Other accrued expenses | ||||||||||
Long-Term Debt | ||||||||||
Interest Rate Derivative Assets, at Fair Value | 6,200 | |||||||||
Interest Rate Swap | Other Long-term Assets | ||||||||||
Long-Term Debt | ||||||||||
Interest Rate Derivative Assets, at Fair Value | 3,200 | |||||||||
First Lien Term Loan | ||||||||||
Long-Term Debt | ||||||||||
Long-term debt current and noncurrent | $ 1,111,597 | 1,183,071 | ||||||||
Interest rate (as a percent) | 0.75% | |||||||||
Unamortized deferred financing costs | $ 9,800 | 10,400 | ||||||||
Aggregate outstanding principal amount | $ 660,000 | |||||||||
Margin over base rate (as a percent) | 1.00% | |||||||||
Debt instrument, term | 7 years | |||||||||
Unamortized debt discount | $ 4,700 | 5,000 | ||||||||
Term Loan Facility, Increase (Decrease), Net | $ 150,000 | $ 150,000 | $ 125,000 | $ 200,000 | ||||||
Percent of total revolving credit commitments | 35.00% | |||||||||
First Lien Term Loan | Interest Rate Swap | Debt One | ||||||||||
Long-Term Debt | ||||||||||
Aggregate outstanding principal amount | $ 350,000 | |||||||||
Interest rate at period end | 0.3396% | |||||||||
First Lien Term Loan | Interest Rate Swap | Debt Two | ||||||||||
Long-Term Debt | ||||||||||
Aggregate outstanding principal amount | $ 150,000 | |||||||||
Interest rate at period end | 0.329% | |||||||||
First Lien Term Loan | Federal Funds Effective Swap Rate | ||||||||||
Long-Term Debt | ||||||||||
Margin over base rate (as a percent) | 0.50% | |||||||||
Revolving Credit Facility | ||||||||||
Long-Term Debt | ||||||||||
Aggregate outstanding principal amount | $ 150,000 | |||||||||
Debt instrument, term | 5 years | |||||||||
Line of Credit Facility, Increase (Decrease), Net | $ 40,000 | |||||||||
Leverage Ratio | 7 | |||||||||
Finance Lease Liability | ||||||||||
Long-Term Debt | ||||||||||
Long-term debt current and noncurrent | $ 26,046 | $ 26,621 | ||||||||
New Revolving Credit Facility | ||||||||||
Long-Term Debt | ||||||||||
Aggregate outstanding principal amount | $ 250,000 | |||||||||
Write off of Deferred Debt Issuance Cost | $ 300 | |||||||||
New Revolving Credit Facility | LIBOR | ||||||||||
Long-Term Debt | ||||||||||
Margin over base rate (as a percent) | 2.75% | |||||||||
New Revolving Credit Facility | First Lien Leverage Ratio Less Than Or Equal To Three Point Seven Five Ratio To One | ||||||||||
Long-Term Debt | ||||||||||
Leverage Ratio | 3.75 | |||||||||
New Revolving Credit Facility | First Lien Leverage Ratio Less Than Or Equal To Three Point Seven Five Ratio To One | LIBOR | ||||||||||
Long-Term Debt | ||||||||||
Margin over base rate (as a percent) | 2.50% | |||||||||
New Revolving Credit Facility | First Lien Leverage Ratio Less Than Or Equal To Three Point Two Five Ratio To One | ||||||||||
Long-Term Debt | ||||||||||
Margin over base rate (as a percent) | 2.25% | |||||||||
Leverage Ratio | 3.25 | |||||||||
New Revolving Credit Facility | First Lien Leverage Ratio Greater Than Three Point Two Five Ratio To One | ||||||||||
Long-Term Debt | ||||||||||
Percentage of commitment fee | 0.375% | |||||||||
New Revolving Credit Facility | Leverage Ratio Less Than or Equal to Three Point Two Five Ratio to One | ||||||||||
Long-Term Debt | ||||||||||
Percentage of commitment fee | 0.25% |
Leases - Summary of lease asset
Leases - Summary of lease assets and liabilities (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Lease Assets | ||
Operating lease assets | $ 85,960 | $ 80,676 |
Finance lease assets | $ 25,815 | $ 26,098 |
Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration] | Property, Plant and Equipment, Net | Property, Plant and Equipment, Net |
Total leased assets | $ 111,775 | $ 106,774 |
Current | ||
Operating | 22,883 | 22,826 |
Finance | $ 8,295 | $ 8,136 |
Finance Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration] | Long-term Debt and Lease Obligation, Current | Long-term Debt and Lease Obligation, Current |
Noncurrent | ||
Operating | $ 73,142 | $ 63,241 |
Finance | $ 17,751 | $ 18,485 |
Finance Lease, Liability, Noncurrent, Statement of Financial Position [Extensible Enumeration] | Long-term Debt and Lease Obligation | Long-term Debt and Lease Obligation |
Total lease liabilities | $ 122,071 | $ 112,688 |
Leases - Accumulated depreciati
Leases - Accumulated depreciation (Details) - USD ($) $ in Millions | Mar. 31, 2022 | Dec. 31, 2021 |
Disclosure Of Lease Assets And Liabilities [Abstract] | ||
Finance lease assets, accumulated depreciation | $ 23.5 | $ 20.4 |
Leases - Summary of lease cost
Leases - Summary of lease cost (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Lease, Cost [Abstract] | ||
Amortization of right-of-use assets | $ 2,145 | $ 2,192 |
Interest on lease liabilities | 192 | 182 |
Operating lease cost | 7,275 | 4,306 |
Short-term lease cost | 245 | 156 |
Variable lease cost | 1,506 | 1,461 |
Total lease cost | $ 11,363 | $ 8,297 |
Leases - Summary of maturity of
Leases - Summary of maturity of lease liabilities (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Disclosure Of Maturity Of Lease Liabilities [Abstract] | ||
Operating Leases, Remaining of 2022 | $ 18,640 | |
Operating Leases, 2023 | 22,905 | |
Operating Leases, 2024 | 19,895 | |
Operating Leases, 2025 | 16,165 | |
Operating Leases, 2026 | 12,333 | |
Operating Leases, Thereafter | 11,310 | |
Operating Leases, Total lease payments | 101,248 | |
Operating Leases, Less: Interest | 5,223 | |
Operating Leases, Present value of lease liabilities | 96,025 | |
Finance Leases, Remaining of 2022 | 6,931 | |
Finance Leases, 2023 | 5,259 | |
Finance Leases, 2024 | 4,049 | |
Finance Leases, 2025 | 3,081 | |
Finance Leases, 2026 | 2,347 | |
Finance Leases, Thereafter | 6,960 | |
Finance Leases, Total lease payments | 28,627 | |
Finance Leases, Less: Interest | 2,581 | |
Finance Leases, Present value of lease liabilities | 26,046 | |
Remaining of 2022 | 25,571 | |
2023 | 28,164 | |
2024 | 23,944 | |
2025 | 19,246 | |
2026 | 14,680 | |
Thereafter | 18,270 | |
Total lease payments | 129,875 | |
Less: Interest | 7,804 | |
Present value of lease liabilities | $ 122,071 | $ 112,688 |
Leases - Summary of lease term
Leases - Summary of lease term and discount rate (Details) | Mar. 31, 2022 |
Weighted-average remaining lease term (years) | |
Operating leases | 5 years |
Finance leases | 2 years 6 months |
Weighted-average discount rate | |
Operating leases | 2.20% |
Finance leases | 2.30% |
Leases - Summary of additional
Leases - Summary of additional information of leases (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Disclosure Of Additional Information Of Lease [Abstract] | ||
Operating cash flows for finance leases | $ 192 | $ 183 |
Operating cash flows for operating leases | 6,352 | 4,210 |
Financing cash flows for finance leases | 2,223 | 2,051 |
Lease asset obtained in exchange for new finance lease liabilities | 1,655 | 1,131 |
Lease asset obtained in exchange for new operating lease liabilities | $ 15,189 | $ 664 |
Dividend (Details)
Dividend (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | |||
Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | Nov. 30, 2019 | |
Dividends payable, current | $ 0.3 | |||
Dividend payable, current and noncurrent | $ 1.2 | |||
Accounts Payable [Member] | ||||
Dividend payable, current and noncurrent | 0.9 | |||
Other long-term liabilities | ||||
Dividend payable, current and noncurrent | $ 0.3 | |||
Dividend Paid [Member] | ||||
Dividend amount | $ 0.9 | $ 0.9 | ||
Restricted stock unit and Performance Restricted Stock Unit Holders [Member] | ||||
Dividend payable amount per share | $ 2.23 |
Related Party Transaction (Deta
Related Party Transaction (Details) - Advisory Services Agreement - USD ($) | Jan. 04, 2019 | Mar. 31, 2021 |
Professional Service Fee [Member] | ||
Related Party Transaction | ||
Amount incurred | $ 600,000 | |
Minimum | ||
Related Party Transaction | ||
Related party transaction retainer fees for services specified amount | $ 375,000 | |
Related party transaction retainer fees for services as percentage of adjusted EBITDA | 1.00% |
Employee Benefit Plans (Details
Employee Benefit Plans (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Change in Accumulated Other Comprehensive Loss | ||
Income tax expense related to pension | $ 0 | $ (19) |
Defined benefit pension plan | ||
Net Periodic Benefit Cost | ||
Interest cost | 211 | 197 |
Expected return on plan assets | (285) | (277) |
Recognized net actuarial loss | 73 | |
Net periodic benefit cost | (74) | $ (7) |
Contributions | ||
Employer contribution | 0 | |
Expected contribution in 2022 | $ 700 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Income Taxes | ||
Income tax expense | $ 6,905 | $ 4,495 |
Concentration (Details)
Concentration (Details) | Feb. 28, 2022 | Mar. 31, 2022 |
Sole Source Agreement [Member] | Health and Human Services And Assistant Secretary of Preparedness and Response [Member] | ||
Concentration | ||
Term of agreement | 12 months | |
Initial base term | 6 months | |
Option term | 6 months | |
Total revenue | US Department Of Health and Human Services | Geographic Concentration Risk | ||
Concentration | ||
Concentration risk (as a percent) | 11.60% |
Earnings Per Share - Summary of
Earnings Per Share - Summary of Earnings Per Share, Basic and Diluted (Details) - $ / shares | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Earnings Per Share | ||
Basic weighted average shares outstanding | 131,148,108 | 99,103,933 |
Net effect of dilutive stock awards based upon the treasury stock method | 8,278,226 | 6,986,770 |
Dilutive weighted average shares outstanding | 139,426,334 | 106,090,703 |
Basic earnings per share | $ 0.15 | $ 0.10 |
Diluted earnings per share | $ 0.14 | $ 0.09 |
Anti-dilutive share-based awards excluded from the calculation of dilutive earnings per share | 9,203 |