Cover Page
Cover Page - shares | 3 Months Ended | |
Mar. 31, 2024 | May 06, 2024 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Mar. 31, 2024 | |
Document Transition Report | false | |
Entity File Number | 001-41406 | |
Entity Registrant Name | Enhabit, Inc. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 47-2409192 | |
Entity Address, Address Line One | 6688 N. Central Expressway | |
Entity Address, Address Line Two | Suite 1300 | |
Entity Address, City or Town | Dallas | |
Entity Address, State or Province | TX | |
Entity Address, Postal Zip Code | 75206 | |
City Area Code | 214 | |
Local Phone Number | 239-6500 | |
Title of 12(b) Security | Common Stock, par value $0.01 per share | |
Trading Symbol | EHAB | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 50,155,417 | |
Entity Central Index Key | 0001803737 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2024 | |
Document Fiscal Period Focus | Q1 | |
Amendment Flag | false |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Income (Unaudited) - USD ($) shares in Millions, $ in Millions | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Income Statement [Abstract] | ||
Net service revenue | $ 262.4 | $ 265.1 |
Revenue, Product and Service [Extensible Enumeration] | Service [Member] | Service [Member] |
Cost of service, excluding depreciation and amortization | $ 134.2 | $ 132.6 |
Cost, Product and Service [Extensible Enumeration] | Service [Member] | Service [Member] |
General and administrative expenses | $ 107.5 | $ 110.5 |
Depreciation and amortization | 7.8 | 7.8 |
Operating income | 12.9 | 14.2 |
Interest expense and amortization of debt discounts and fees | 11.1 | 9.5 |
Income before income taxes and noncontrolling interests | 1.8 | 4.7 |
Income tax expense | 0.9 | 1.5 |
Net income | 0.9 | 3.2 |
Less: Net income attributable to noncontrolling interests | 0.7 | 0.5 |
Net income attributable to Enhabit, Inc. | $ 0.2 | $ 2.7 |
Weighted average common shares outstanding: | ||
Basic (in shares) | 50.1 | 49.8 |
Diluted (in shares) | 50.4 | 50.1 |
Earnings per common share: | ||
Basic (loss) earnings per share attributable to Enhabit, Inc. common stockholders (in dollars per share) | $ 0.01 | $ 0.05 |
Diluted (loss) earnings per share attributable to Enhabit, Inc. common stockholders (in dollars per share) | $ 0.01 | $ 0.05 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Income (Unaudited) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Statement of Comprehensive Income [Abstract] | ||
Net income including noncontrolling interests | $ 0.9 | $ 3.2 |
Other comprehensive income: | ||
Unrealized gain (loss) on cash flow hedge, net of tax expense (benefit) of $0.4 and $(0.3), respectively | 1.3 | (1.1) |
Total other comprehensive income (loss) | 1.3 | (1.1) |
Comprehensive income including noncontrolling interests | 2.2 | 2.1 |
Less: Comprehensive income attributable to noncontrolling interests | 0.7 | 0.5 |
Comprehensive income attributable to Enhabit, Inc. | $ 1.5 | $ 1.6 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Comprehensive Income (Unaudited) (Parentheticals) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Statement of Comprehensive Income [Abstract] | ||
Unrealized gain on cash flow hedges, tax | $ 0.4 | $ (0.3) |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Millions | Mar. 31, 2024 | Dec. 31, 2023 | |
Current assets: | |||
Cash and cash equivalents | $ 36.5 | $ 27.4 | |
Restricted cash | 2.9 | 2.4 | |
Accounts receivable, net of allowances | 174.3 | 164.7 | |
Prepaid expenses and other current assets | 12.4 | 15.6 | |
Total current assets | 226.1 | 210.1 | |
Property and equipment, net | 20.6 | 19 | |
Operating lease right-of-use assets | 57 | 57.5 | |
Goodwill | 1,061.7 | 1,061.7 | |
Intangible assets, net | 74.6 | 80 | |
Other long-term assets | 5.2 | 5.3 | |
Total assets | [1] | 1,445.2 | 1,433.6 |
Current liabilities: | |||
Current portion of long-term debt | 22.8 | 22.5 | |
Current operating lease liabilities | 11.2 | 11.8 | |
Accounts payable | 9 | 7.6 | |
Accrued payroll | 49.1 | 38.5 | |
Refunds due patients and other third-party payors | 10.5 | 8.2 | |
Accrued medical insurance | 7.4 | 8.4 | |
Other current liabilities | 40.5 | 40.7 | |
Total current liabilities | 150.5 | 137.7 | |
Long-term debt, net of current portion | 526.7 | 530.1 | |
Long-term operating lease liabilities, net of current portion | 45.8 | 45.7 | |
Deferred income tax liabilities | 17 | 17.1 | |
Other long-term liabilities | 0.2 | 1.3 | |
Total liabilities | 740.2 | 731.9 | |
Commitments and contingencies (See Note 6) | |||
Redeemable noncontrolling interests | 5 | 5 | |
Enhabit, Inc. stockholders’ equity: | |||
Total Enhabit, Inc. stockholders’ equity | 672.3 | 669.7 | |
Noncontrolling interests | 27.7 | 27 | |
Total stockholders’ equity | 700 | 696.7 | |
Total liabilities and stockholders' equity | [1] | $ 1,445.2 | $ 1,433.6 |
[1] Our consolidated assets as of March 31, 2024 and December 31, 2023 include total assets of variable interest entities of $17.9 million and $18.0 million, respectively, that cannot be used by us to settle the obligations of other entities. Our consolidated liabilities as of March 31, 2024 and December 31, 2023 include total liabilities of the variable interest entities of $1.2 million and $0.6 million, respectively. See Note 2, Variable Interest Entities . |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - USD ($) $ in Millions | Mar. 31, 2024 | Dec. 31, 2023 | |
Assets | [1] | $ 1,445.2 | $ 1,433.6 |
Liabilities | 740.2 | 731.9 | |
VIE, Primary Beneficiary | |||
Assets | 17.9 | 18 | |
Liabilities | $ 1.2 | $ 0.6 | |
[1] Our consolidated assets as of March 31, 2024 and December 31, 2023 include total assets of variable interest entities of $17.9 million and $18.0 million, respectively, that cannot be used by us to settle the obligations of other entities. Our consolidated liabilities as of March 31, 2024 and December 31, 2023 include total liabilities of the variable interest entities of $1.2 million and $0.6 million, respectively. See Note 2, Variable Interest Entities . |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Stockholders' Equity (Unaudited) - USD ($) shares in Millions, $ in Millions | Total | Common Stock | Capital in Excess of Par Value | Other Comprehensive Income | Retained Earnings | Treasury Stock | Noncontrolling Interests |
Number of Common Shares Outstanding, beginning balance (in shares) at Dec. 31, 2022 | 50.1 | ||||||
Balance at beginning of period at Dec. 31, 2022 | $ 770.1 | $ 0.5 | $ 406.9 | $ (0.7) | $ 335 | $ 0 | $ 28.4 |
Number of Treasury Shares Outstanding, beginning balance (in shares) at Dec. 31, 2022 | 0 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net income | 3.1 | 2.7 | 0.4 | ||||
Other comprehensive income, net of tax | (1.1) | (1.1) | |||||
Distributions declared | (2.2) | (2.2) | |||||
Stock-based compensation expense | 1.5 | 1.5 | |||||
Restricted stock forfeited, including forfeitures due to net share settlement of income taxes (in shares) | 0.1 | ||||||
Restricted stock forfeited, including forfeitures due to net share settlement of income taxes | (0.5) | $ (0.5) | |||||
Number of Common Shares Outstanding, ending balance (in shares) at Mar. 31, 2023 | 50.1 | ||||||
Balance at end of period at Mar. 31, 2023 | 770.9 | $ 0.5 | 408.4 | (1.8) | 337.7 | $ (0.5) | 26.6 |
Number of Treasury Shares Outstanding, ending balance (in shares) at Mar. 31, 2023 | 0.1 | ||||||
Number of Common Shares Outstanding, beginning balance (in shares) at Dec. 31, 2023 | 50.1 | ||||||
Balance at beginning of period at Dec. 31, 2023 | 696.7 | $ 0.5 | 415.8 | (0.5) | 254.5 | $ (0.6) | 27 |
Number of Treasury Shares Outstanding, beginning balance (in shares) at Dec. 31, 2023 | 0.1 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net income | 0.9 | 0.2 | 0.7 | ||||
Other comprehensive income, net of tax | 1.3 | 1.3 | |||||
Stock-based compensation expense | 1.8 | 1.8 | |||||
Restricted stock forfeited, including forfeitures due to net share settlement of income taxes (in shares) | 0.1 | 0.1 | |||||
Restricted stock forfeited, including forfeitures due to net share settlement of income taxes | (0.7) | $ (0.7) | |||||
Number of Common Shares Outstanding, ending balance (in shares) at Mar. 31, 2024 | 50.2 | ||||||
Balance at end of period at Mar. 31, 2024 | $ 700 | $ 0.5 | $ 417.6 | $ 0.8 | $ 254.7 | $ (1.3) | $ 27.7 |
Number of Treasury Shares Outstanding, ending balance (in shares) at Mar. 31, 2024 | 0.2 |
Condensed Consolidated Statem_5
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Cash flows from operating activities: | ||
Net income | $ 0.9 | $ 3.2 |
Adjustments to reconcile net income to net cash provided by operating activities— | ||
Depreciation and amortization | 7.8 | 7.8 |
Amortization of debt related costs | 0.4 | 0.3 |
Stock-based compensation | 1.8 | 1.5 |
Deferred tax (benefit) expense | (0.5) | 0.3 |
Other | (0.3) | 0 |
Changes in assets and liabilities, net of acquisitions— | ||
Accounts receivable, net of allowances | (9.7) | (6.7) |
Prepaid expenses and other assets | 3.7 | 18.1 |
Accounts payable | 1.4 | 2.3 |
Accrued payroll | 10.7 | 12.2 |
Other liabilities | 1.1 | (9.4) |
Net cash provided by operating activities | 17.3 | 29.6 |
Cash flows from investing activities: | ||
Acquisition of businesses, net of cash acquired | 0 | (2.8) |
Purchases of property and equipment, including capitalized software costs | (1.8) | (0.6) |
Other | 0.7 | 0.2 |
Net cash used in investing activities | (1.1) | (3.2) |
Cash flows from financing activities: | ||
Principal payments on debt | (5) | (5) |
Payments on revolving credit facility | 0 | (5) |
Principal payments under finance lease obligations | (1) | (1) |
Distributions paid to noncontrolling interests of consolidated affiliates | 0 | (2.5) |
Other | (0.6) | (0.5) |
Net cash used in financing activities | (6.6) | (14) |
Increase in cash, cash equivalents, and restricted cash | 9.6 | 12.4 |
Cash, cash equivalents, and restricted cash at beginning of year | 29.8 | 27.2 |
Cash, cash equivalents, and restricted cash at end of period | 39.4 | 39.6 |
Supplemental cash flow information: | ||
Cash received for income taxes, net | (0.2) | (5.9) |
Cash paid for interest | 11.8 | 10.2 |
Supplemental schedule of noncash activities: | ||
Property and equipment additions through finance leases | 2.7 | 0.2 |
Operating lease additions | $ 3.3 | $ 7.9 |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2024 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies: Organization and Description of Business — Enhabit, Inc. (“Enhabit,” “we,” “us,” “our,” and the “Company”), incorporated in Delaware in 2014, provides a comprehensive range of Medicare-certified skilled home health and hospice services in 34 states, with a concentration in the southern half of the United States. We manage our operations and disclose financial information using two reportable segments: (1) home health and (2) hospice. See Note 7, Segment Reporting . Prior to July 1, 2022, the Company operated as a reporting segment of Encompass Health Corporation (“Encompass”). Separation from Encompass — On July 1, 2022, Encompass completed the separation of the Company through the distribution of all of the outstanding shares of common stock, par value $0.01 per share, of Enhabit to the stockholders of record of Encompass (the “Distribution”). As a result of the Distribution, Enhabit is now an independent public company, and its common stock is listed under the symbol “EHAB” on the New York Stock Exchange (the “Separation”). The Separation was completed pursuant to a separation and distribution agreement (the “Separation and Distribution Agreement”) and other agreements with Encompass related to the Separation, including, but not limited to, a tax matters agreement (the “Tax Matters Agreement”), an employee matters agreement (the “Employee Matters Agreement”), and a transition services agreement (the “Transition Services Agreement” or “TSA”). Following the Separation, certain functions continue to be provided by Encompass under the TSA or are being performed using the Company’s own resources or third‑party providers. The Company incurred certain costs in its establishment as an independent, publicly traded company and expects to incur ongoing additional costs associated with operating as an independent, publicly traded company. In early 2022, in anticipation of the Distribution, we transferred the “Encompass” trade name with a book value of $135.2 million and the related deferred tax liabilities with a book value of $31.0 million to Encompass, as they will continue to operate under the Encompass brand. See also Note 3, Long‑term Debt . Basis of Presentation and Consolidation — The accompanying unaudited condensed consolidated financial statements of the Company and its subsidiaries should be read in conjunction with the audited consolidated financial statements and accompanying notes contained in the Company’s Annual Report for the year ended December 31, 2023 on Form 10-K (the “Form 10-K”) filed with the United States Securities and Exchange Commission (the “SEC”) on March 15, 2024. The unaudited condensed consolidated financial statements have been prepared in accordance with the rules and regulations of the SEC applicable to interim financial information. Certain information and note disclosures included in financial statements prepared in accordance with generally accepted accounting principles in the United States of America (“GAAP”) have been omitted in these interim statements, as allowed by such SEC rules and regulations. The Condensed Consolidated Balance Sheet as of December 31, 2023 has been derived from audited financial statements, but it does not include all disclosures required by GAAP. However, we believe the disclosures are adequate to make the information presented not misleading. The unaudited results of operations for the interim periods shown in these financial statements are not necessarily indicative of operating results for the entire year. In our opinion, the accompanying unaudited condensed consolidated financial statements recognize all adjustments of a normal recurring nature considered necessary for a fair statement of the financial position, results of operations, and cash flows for each interim period presented. The unaudited condensed consolidated financial statements include the assets, liabilities, revenues, and expenses of all wholly owned subsidiaries, majority-owned subsidiaries over which we exercise control, and, when applicable, entities in which we have a controlling financial interest. We eliminate all intercompany accounts and transactions within the Company from our financial results. Net Service Revenue— Our Net service revenue disaggregated by payor source and segment are as follows (in millions): Home Health Hospice Consolidated Three Months Ended Three Months Ended Three Months Ended 2024 2023 2024 2023 2024 2023 Medicare $ 128.3 $ 146.0 $ 48.5 $ 47.6 $ 176.8 $ 193.6 Medicare Advantage 59.3 49.3 — — 59.3 49.3 Managed care 22.4 17.2 0.7 1.7 23.1 18.9 Medicaid 2.5 2.9 — — 2.5 2.9 Other 0.7 0.4 — — 0.7 0.4 Total $ 213.2 $ 215.8 $ 49.2 $ 49.3 $ 262.4 $ 265.1 For a discussion of our significant accounting policies, including our policy related to Net service revenue , see Note 1, Summary of Significant Accounting Policies , to the consolidated financial statements included in the Form 10-K. Earnings Per Common Share — The following table sets forth the computation of diluted weighted average common shares outstanding for the three months ended March 31, 2024 and 2023 (in millions): Three Months Ended 2024 2023 Weighted average common shares outstanding: Basic 50.1 49.8 Dilutive effect of restricted stock, restricted stock units and performance units 0.3 0.3 Diluted 50.4 50.1 A total of 0.3 million and 0.3 million options to purchase Enhabit’s shares and 2.0 million and 0.5 million shares of restricted stock awards, performance units, and restricted stock units were excluded from the diluted weighted average common shares outstanding for the three months ended March 31, 2024 and 2023, respectively, because their effects were anti-dilutive. See Note 9, Stock-Based Payments , to the consolidated financial statements included in the Form 10-K for additional information. Recent Accounting Pronouncements — In November 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2023-07, “Segment Reporting ( Topic 280 ): Improvements to Reportable Segments Disclosures.” This standard provides guidance to improve the disclosures about a public entity's reportable segments and address requests from investors for additional, more detailed information about a reportable segment's expenses. The standard is effective for fiscal years beginning after December 15, 2023 and interim periods in fiscal years beginning after December 15, 2024. Early adoption is permitted, and the disclosures in this standard are required to be applied on a retrospective basis. The Company is currently evaluating the potential impact this standard will have on its consolidated financial statements and related disclosures. In December 2023, the FASB issued ASU 2023-09, “Income Taxes ( Topic 740 ): Improvements to Income Tax Disclosures.” This standard requires disaggregated income tax disclosures on the effective tax rate reconciliation and income taxes paid. This standard is effective for annual periods beginning after December 31, 2024. Early adoption is permitted, and the disclosures in this standard are required to be applied on a prospective basis with the option to apply the standard retrospectively. The Company is currently evaluating the potential impact this standard will have on its consolidated financial statements and related disclosures. |
Variable Interest Entities (VIE
Variable Interest Entities (VIEs) | 3 Months Ended |
Mar. 31, 2024 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Variable Interest Entities (VIEs) | Variable Interest Entities (“VIEs”): As of March 31, 2024 and December 31, 2023, we consolidated two joint venture entities that are VIEs and of which we are the primary beneficiary. Our ownership percentages in these entities are 60% and 90% as of March 31, 2024. Through partnership and management agreements with or governing these entities, we manage these entities and handle all day-to-day operating decisions. Accordingly, we have the decision-making power over the activities that most significantly impact the economic performance of the VIEs and an obligation to absorb losses or receive benefits from the VIEs that could potentially be significant to the VIEs. These decisions and significant activities include, but are not limited to, marketing efforts, oversight of patient admissions, medical training, nurse and therapist scheduling, provision of healthcare services, billing, collections, and creation and maintenance of medical records. The terms of the agreements governing the VIEs prohibit us from using the assets of the VIEs to satisfy the obligations of other entities. The carrying amounts and classifications of the consolidated VIEs’ assets and liabilities, which are included in our Unaudited Condensed Consolidated Balance Sheets, are as follows (in millions): March 31, December 31, Assets Current assets: Restricted cash $ 2.2 $ 1.8 Accounts receivable, net of allowances 2.4 2.3 Other current assets — 0.5 Total current assets 4.6 4.6 Operating lease right-of-use assets 0.1 0.1 Goodwill 12.4 12.4 Intangible assets, net 0.8 0.9 Total assets $ 17.9 $ 18.0 Liabilities Current liabilities: Current operating lease liabilities $ 0.1 $ 0.1 Accrued payroll 0.3 0.2 Other current liabilities 0.7 0.2 Total current liabilities 1.1 0.5 Other long-term liabilities 0.1 0.1 Total liabilities $ 1.2 $ 0.6 |
Long-term Debt
Long-term Debt | 3 Months Ended |
Mar. 31, 2024 | |
Debt Disclosure [Abstract] | |
Long-term Debt | Long‑term Debt: Our long-term debt outstanding consists of the following (in millions): March 31, December 31, 2023 Credit Agreement— Advances under revolving credit facility $ 180.0 $ 180.0 Term loan A facility 362.3 367.1 Finance lease obligations 7.2 5.5 549.5 552.6 Less: Current portion (22.8) (22.5) Long-term debt, net of current portion $ 526.7 $ 530.1 The following table shows scheduled principal payments due on long-term debt for the next five years (in millions): Amount April 1 through December 31, 2024 $ 17.1 2025 22.1 2026 21.7 2027 491.3 Gross maturities 552.2 Less: Unamortized debt issuance costs (2.7) Total $ 549.5 In June 2022, the Company entered into a credit agreement (the “Credit Agreement”) that consists of a $400.0 million term loan A facility (the “Term Loan A Facility”) and a $350.0 million revolving credit facility (the “Revolving Credit Facility” and together with the Term Loan A Facility, the “Credit Facilities”). The Credit Facilities mature in June 2027. Interest on the loans under the Credit Facilities is calculated by reference to the Secured Overnight Financing Rate (“SOFR”) or an alternative base rate, plus an applicable interest rate margin. Enhabit may voluntarily prepay outstanding loans under the Credit Facilities at any time without premium or penalty, other than customary breakage costs with respect to SOFR loans. The Term Loan A Facility contains customary mandatory prepayments, including with respect to proceeds from asset sales and from certain incurrences of indebtedness. On June 30, 2022, we drew the full $400.0 million of the Term Loan A Facility and $170.0 million on the Revolving Credit Facility. The net proceeds of $566.6 million were distributed to Encompass prior to the completion of the Distribution. For additional information on the Separation, see Note 1, Summary of Significant Accounting Policies , to the accompanying unaudited condensed consolidated financial statements. The Term Loan A Facility amortizes by an amount per annum equal to 5.0% of the outstanding principal amount thereon as of the closing date, payable in equal quarterly installments, with the balance being payable in June 2027. The Revolving Credit Facility provides the ability to borrow and obtain letters of credit, which is subject to a $75.0 million sublimit. Obligations under the Credit Facilities are guaranteed by our existing and future wholly owned domestic material subsidiaries (the “Guarantors”), subject to certain exceptions. Borrowings under the Credit Facilities are secured by first priority liens on substantially all the assets of Enhabit and the Guarantors, subject to certain exceptions. The Credit Facilities contain representations and warranties, affirmative and negative covenants, and events of default customary for secured financings of this type, including limitations with respect to liens, fundamental changes, indebtedness, restricted payments, investments, and affiliate transactions, in each case, subject to a number of important exceptions and qualifications. On June 27, 2023, we amended the Credit Facilities (the “First Amendment”) to provide for, among other things: (i) a new tier to the pricing grid for interest rate margins when the total net leverage ratio exceeds 4.50 to 1.00; (ii) changes to the conditions concerning the Company’s total net leverage ratio that must be met for the Company to borrow incremental ratio-based amounts; (iii) an increase in the maximum permitted total net leverage ratio to 5.25 to 1.00 for the quarters ending June 30, 2023, September 30, 2023, and December 31, 2023, stepping down to 5.00 to 1.00 for the quarter ending March 31, 2024, 4.75 to 1.00 for the quarter ending June 30, 2024, and 4.50 to 1.00 for the quarter ending September 30, 2024 and thereafter; and (iv) modifications to the Company’s ability to declare and make certain restricted payments. On September 29, 2023, we entered into a Limited Waiver (the “Waiver”) with Wells Fargo Bank, National Association, as administrative agent to the other lenders (the “Administrative Agent”) under the Credit Agreement and the First Amendment. The Waiver released the Company from the requirement to comply with the total net leverage ratio and the interest coverage ratio covenants for the three months ended September 30, 2023. The Waiver also required that, until such time as the Company certified compliance with the waived financial covenants, the aggregate principal amount of the Company’s revolving loans allowed under the Credit Agreement were decreased from $350.0 million to $230.0 million. All other covenants and terms of the Credit Agreement remained unchanged and in effect. Although we were not required to be in compliance with the financial covenants as of September 30, 2023, we were in compliance with the financial covenants under the Credit Facilities. As of September 30, 2023, our forecasted results suggested there was uncertainty of meeting our covenants through a period of one year from the issuance date of the September 30, 2023 financial statements. As a result, on November 3, 2023, we amended the Credit Facilities (the “Second Amendment”) to provide for, among other things, (i) an increase in the maximum permitted Total Net Leverage Ratio (as defined in the Credit Agreement) to 6.75 to 1.00 for the quarters ending December 31, 2023 and March 31, 2024, stepping down to 6.50 to 1.00 for the quarters ending June 30, September 30 and December 31, 2024, 5.75 to 1.00 for the quarter ending March 31, 2025, and 4.50 to 1.00 for the quarter ending June 30, 2025 and thereafter; (ii) the addition of a Fixed Charge Coverage Ratio (as defined in the Credit Agreement) covenant of 1.15 to 1.00 until the end of the Covenant Adjustment Period (as defined below); (iii) no Interest Coverage Ratio (as defined in the Credit Agreement) covenant until the end of the Covenant Adjustment Period; (iv) a permanent reduction in the Revolving Credit Facility commitment from $350.0 million to $220.0 million; (v) an increase in the Applicable Commitment Fee (as defined in the Credit Agreement) during the Covenant Adjustment Period; (vi) suspension of the ability of the Company to request incremental commitments under the Credit Agreement during the Covenant Adjustment Period; (vii) an increase of 0.25% in the applicable interest rate margins on amounts outstanding under the Credit Agreement during the Covenant Adjustment Period; (viii) limits on the amount of cash the Company can keep on hand and outside the lender group during the Covenant Adjustment Period; and (ix) additional limits on permitted indebtedness and acquisitions, permitted liens, restricted payments and permitted investments during the Covenant Adjustment Period. The “Covenant Adjustment Period” begins on the date of the Second Amendment and ends on the earlier of (a) the date that the Company provides evidence of compliance with the financial covenants in the Credit Agreement, as amended, for the fiscal quarter ended June 30, 2025 and (b) the date that the Company provides evidence of compliance with the financial covenants in the Credit Agreement as in effect immediately prior to the First Amendment for the applicable quarter. Under specified circumstances, including non-compliance with any of the covenants described above and the unavailability of any waiver, amendment or other modification thereto, we may not be able to borrow under the Revolving Credit Facility. Additionally, violation of the covenants would result in an event of default under the Credit Facilities. A default that occurs, and is not cured within any applicable cure period or is not waived, would permit lenders to accelerate the maturity of the debt under the Credit Facilities and to foreclose upon any collateral securing the debt. As a result of the amendment above, our forecasted results indicate we will continue to be in compliance with those financial covenants through a period of one year from the issuance date of the March 31, 2024 financial statements. We cannot guarantee we will be in compliance with our financial covenants for each reporting period through a period of one year from the issuance date of the March 31, 2024 financial statements. As of March 31, 2024, we were in compliance with our financial covenants under the Credit Facilities. We continually evaluate our expected compliance with the covenants described above and take all appropriate steps to proactively renegotiate such covenants when appropriate. As of March 31, 2024, amounts drawn under the Term Loan A Facility and the Revolving Credit Facility had an interest rate of 7.9%. On October 20, 2022, we entered into an interest rate swap to manage our exposure to interest rate movements for a portion of our Term Loan A Facility. The interest rate swap has a $200.0 million notional value and a maturity date of October 20, 2025. Beginning in October 2022, we receive the one-month SOFR and pay a fixed rate of interest of 4.3%. See also Note 5, Derivative Instrument . The carrying amounts and estimated fair values of our long-term debt are presented in the following table (in millions): As of March 31, 2024 As of December 31, 2023 Carrying Amount Estimated Fair Value Carrying Amount Estimated Fair Value Long-term debt: Advances under revolving credit facility $ 180.0 $ 180.0 $ 180.0 $ 180.0 Term loan A facility $ 362.3 $ 353.7 $ 367.1 $ 354.4 Finance lease obligations $ 7.2 $ 7.2 $ 5.5 $ 5.5 Fair values for our long-term debt and financial commitments are determined using inputs, including quoted prices in nonactive markets, that are observable either directly or indirectly, or Level 2 inputs within the fair value hierarchy. See Note 1, Summary of Significant Accounting Policies—Fair Value Measurements , to the consolidated financial statements included in the Form 10-K. |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2024 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes: Our effective income tax rates were 50.0% and 31.9% for the three months ended March 31, 2024 and 2023, respectively. Our effective income tax rates differed from the federal statutory rate primarily due to the impact of stock‑based compensation. At the Distribution, the Company entered into the Tax Matters Agreement with Encompass. The Tax Matters Agreement governs the Company’s respective rights, responsibilities and obligations with respect to taxes (including responsibility for taxes arising in the ordinary course of business and taxes, if any, incurred as a result of any failure of the Distribution to qualify as tax-free for U.S. federal income tax purposes), entitlement to refunds, allocation of tax attributes, preparation of tax returns, control of tax contests and other matters. In addition, the Tax Matters Agreement imposes certain restrictions on the Company and its subsidiaries until the second anniversary of the Distribution (including restrictions on share issuances, business combinations, sales of assets and similar transactions) that are designed to preserve the tax-free status of the Distribution and certain related transactions. The Tax Matters Agreement provides special rules that allocate tax liabilities in the event the Distribution or certain related transactions are not tax-free. In general, under the Tax Matters Agreement, each party is responsible for any taxes imposed on Encompass or the Company that arise from the failure of the Distribution or certain related transactions to qualify as a transaction that is generally tax-free for U.S. federal income tax purposes under Section 355 of the Internal Revenue Code, to the extent that the failure to so qualify is attributable to actions, events or transactions relating to such party’s respective stock, assets or business, or a breach of the relevant covenants made by that party in the Tax Matters Agreement. |
Derivative Instrument
Derivative Instrument | 3 Months Ended |
Mar. 31, 2024 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Instrument | Derivative Instrument: In October 2022, we entered into an interest rate swap agreement with a notional value of $200.0 million with a maturity of October 20, 2025. See Note 3, Long‑term Debt . The activities of the cash flow hedge included in Accumulated other comprehensive income for the three months ended March 31, 2024 are presented in the following table (in millions): Cash Flow Hedge Balance as of December 31, 2023 $ (0.5) Unrealized gain recognized in other comprehensive income, net of tax 1.6 Reclassified to interest expense, net of tax (0.3) Balance as of March 31, 2024 $ 0.8 The fair value of derivative assets and liabilities within the Unaudited Condensed Consolidated Balance Sheets are presented in the following table (in millions): March 31, 2024 December 31, 2023 Prepaid and other current assets $ 1.2 $ 0.7 Other long-term liabilities (0.2) (1.3) Total $ 1.0 $ (0.6) Fair value for our derivative instrument is determined using inputs, including quoted prices in nonactive markets, that are observable either directly or indirectly, or Level 2 inputs within the fair value hierarchy. See Note 1, Summary of Significant Accounting Policies—Fair Value Measurements , to the consolidated financial statements included in the Form 10-K. |
Contingencies and Other Commitm
Contingencies and Other Commitments | 3 Months Ended |
Mar. 31, 2024 | |
Commitments and Contingencies Disclosure [Abstract] | |
Contingencies and Other Commitments | Contingencies and Other Commitments: We operate in a highly regulated industry in which healthcare providers are routinely subject to litigation. As a result, various lawsuits, claims, and legal and regulatory proceedings have been and can be expected to be instituted or asserted against us. The resolution of any such lawsuits, claims, or legal and regulatory proceedings could materially and adversely affect our financial position, results of operations, and cash flows in a given period. The Unaudited Condensed Consolidated Balance Sheets as of March 31, 2024 and December 31, 2023 both include $0.2 million, in Other current liabilities for claims made against the Company that are probable of loss and reasonably estimable and recoverable based on the Company’s insurance policies. Other current liabilities in the Unaudited Condensed Consolidated Balance Sheets as of March 31, 2024 and December 31, 2023 includes $9.5 million and $9.9 million, respectively, of accrued legal fees. Other Commitments— |
Segment Reporting
Segment Reporting | 3 Months Ended |
Mar. 31, 2024 | |
Segment Reporting [Abstract] | |
Segment Reporting | Segment Reporting: Our internal financial reporting and management structure is focused on the major types of services provided by the Company. We manage our operations using two operating segments that are also our reportable segments: (1) home health and (2) hospice. These reportable operating segments are consistent with information used by our Chief Executive Officer, who is our chief operating decision maker, to assess performance and allocate resources. The following is a brief description of our reportable segments: • Home Health - Our home health operations represent the nation’s fourth-largest provider of Medicare-certified skilled home health services, measured by 2022 Medicare revenues. As of March 31, 2024, we operated 255 home health locations in 34 states, with a concentration in the southern half of the United States. We are the sole owner of 244 of these locations. We retain 50.0% to 81.0% ownership in the remaining 11 jointly owned locations. Our home health services include a comprehensive range of Medicare-certified home health nursing services to adult patients in need of care. These services include, among others, skilled nursing, physical, occupational, and speech therapy, medical social work, and home health aide services. • Hospice - Our hospice operations represent one of the nation’s largest providers of Medicare-certified hospice services, measured by 2022 Medicare revenues. As of March 31, 2024, we operated 112 hospice locations in 24 states, with a concentration in the southern half of the United States. We are the sole owner of 108 of these locations. We retain 50.0% to 90.0% ownership in the remaining four jointly owned locations. Hospice care focuses on the quality of life for patients who are experiencing an advanced, life limiting illness while treating the person and symptoms of the disease, rather than the disease itself. The accounting policies of our reportable segments are the same as those described in Note 1, Summary of Significant Accounting Policies , to the consolidated financial statements included in the Form 10-K. All revenues for our services are generated through external customers. See Note 1, Summary of Significant Accounting Policies —Net Service Revenue , for the disaggregation of our revenues. No corporate overhead is allocated to either of our reportable segments. Our Chief Executive Officer evaluates the performance of our segments and allocates resources to them based on adjusted earnings before interest, taxes, depreciation, and amortization (“Segment Adjusted EBITDA”). Segment assets are not reviewed by our Chief Executive Officer and therefore are not disclosed below. Selected financial information for our reportable segments is as follows (in millions): Home Health Hospice Three Months Ended March 31, Three Months Ended March 31, 2024 2023 2024 2023 Net service revenue $ 213.2 $ 215.8 $ 49.2 $ 49.3 Cost of service, excluding depreciation and amortization 109.9 108.2 24.3 24.4 General and administrative expenses 59.5 62.9 15.7 16.3 Net income attributable to noncontrolling interests 0.6 0.4 0.1 0.1 Segment Adjusted EBITDA $ 43.2 $ 44.3 $ 9.1 $ 8.5 Segment reconciliations (in millions): Three Months Ended March 31, 2024 2023 Total Segment Adjusted EBITDA $ 52.3 $ 52.8 Non-segment general and administrative expenses (30.5) (29.8) Interest expense and amortization of debt discounts and fees (11.1) (9.5) Depreciation and amortization (7.8) (7.8) Stock-based compensation expense (1.8) (1.5) Net income attributable to noncontrolling interests 0.7 0.5 Income before income taxes and noncontrolling interests $ 1.8 $ 4.7 Additional detail regarding the revenues of our operating segments by service line follows (in millions): Three Months Ended March 31, 2024 2023 Home Health: Medicare $ 128.3 $ 146.0 Non-Medicare 82.6 67.1 Private duty (1) 2.3 2.7 Total home health 213.2 215.8 Hospice 49.2 49.3 Total net service revenue $ 262.4 $ 265.1 |
Related Party Transactions
Related Party Transactions | 3 Months Ended |
Mar. 31, 2024 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions: In connection with the Separation, as discussed above, we entered into several agreements with Encompass that govern the relationship of the parties following the Distribution, including a Separation and Distribution Agreement, a Transition Services Agreement, a Tax Matters Agreement, and an Employee Matters Agreement. The Separation and Distribution Agreement contains provisions that, among other things, relate to (i) assets, liabilities, and contracts to be transferred, assumed, and assigned to each of Enhabit and Encompass as part of the Separation, (ii) cross-indemnities principally designed to place financial responsibility for the obligations and liabilities of the Enhabit business with Enhabit and financial responsibility for the obligations and liabilities of Encompass’s remaining business with Encompass, (iii) procedures with respect to claims subject to indemnification and related matters, (iv) the allocation between Enhabit and Encompass of rights and obligations under existing insurance policies with respect to occurrences prior to completion of the Distribution, as well as the right to proceeds and the obligation to incur certain deductibles under certain insurance policies, and (v) procedures governing Enhabit’s and Encompass’s obligations and allocations of liabilities with respect to ongoing litigation matters that may implicate each of Enhabit’s business and Encompass’s business. Transition Services Agreement— Historically, Encompass provided the Company with certain services, including, but not limited to, executive oversight, treasury, legal, accounting, human resources, tax, internal audit, financial reporting, information technology and investor relations. After the Separation, some of these services continued to be provided by Encompass to the Company on a temporary basis under the Transition Services Agreement (“TSA”). As of March 31, 2024, the TSA expired under its terms. Data Analytics Investment— During 2019, we made a $2.0 million investment in Medalogix, LLC, a healthcare predictive data and analytics company (“Medalogix”); this investment is accounted for under the measurement alternative for investments. In April 2021, Medalogix entered in an agreement whereby TVG Logic Holdings, LLC (“TVG”) acquired a majority of the issued and outstanding membership interests of Medalogix for cash. The transaction closed in May 2021. As a result of the transaction, the Company received $2.0 million of cash and a minority equity investment in TVG and recorded a $1.6 million gain as part of Other income during 2021. During the three months ended March 31, 2024 and 2023, we incurred costs of approximately $1.2 million and $1.1 million, respectively, in connection with the usage of Medalogix’s analytics platforms. These costs are included in Cost of service , excluding depreciation and amortization and General and administrative expenses in the Unaudited Condensed Consolidated Statements of Income. |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Pay vs Performance Disclosure | ||
Net Income (Loss) | $ 0.2 | $ 2.7 |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended |
Mar. 31, 2024 | |
Trading Arrangements, by Individual | |
Rule 10b5-1 Arrangement Adopted | false |
Non-Rule 10b5-1 Arrangement Adopted | false |
Rule 10b5-1 Arrangement Terminated | false |
Non-Rule 10b5-1 Arrangement Terminated | false |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2024 | |
Accounting Policies [Abstract] | |
Basis of Presentation | The accompanying unaudited condensed consolidated financial statements of the Company and its subsidiaries should be read in conjunction with the audited consolidated financial statements and accompanying notes contained in the Company’s Annual Report for the year ended December 31, 2023 on Form 10-K (the “Form 10-K”) filed with the United States Securities and Exchange Commission (the “SEC”) on March 15, 2024. The unaudited condensed consolidated financial statements have been prepared in accordance with the rules and regulations of the SEC applicable to interim financial information. Certain information and note disclosures included in financial statements prepared in accordance with generally accepted accounting principles in the United States of America (“GAAP”) have been omitted in these interim statements, as allowed by such SEC rules and regulations. The Condensed Consolidated Balance Sheet as of December 31, 2023 has been derived from audited financial statements, but it does not include all disclosures required by GAAP. However, we believe the disclosures are adequate to make the information presented not misleading. |
Consolidation | The unaudited condensed consolidated financial statements include the assets, liabilities, revenues, and expenses of all wholly owned subsidiaries, majority-owned subsidiaries over which we exercise control, and, when applicable, entities in which we have a controlling financial interest. We eliminate all intercompany accounts and transactions within the Company from our financial results. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements — In November 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2023-07, “Segment Reporting ( Topic 280 ): Improvements to Reportable Segments Disclosures.” This standard provides guidance to improve the disclosures about a public entity's reportable segments and address requests from investors for additional, more detailed information about a reportable segment's expenses. The standard is effective for fiscal years beginning after December 15, 2023 and interim periods in fiscal years beginning after December 15, 2024. Early adoption is permitted, and the disclosures in this standard are required to be applied on a retrospective basis. The Company is currently evaluating the potential impact this standard will have on its consolidated financial statements and related disclosures. In December 2023, the FASB issued ASU 2023-09, “Income Taxes ( Topic 740 ): Improvements to Income Tax Disclosures.” This standard requires disaggregated income tax disclosures on the effective tax rate reconciliation and income taxes paid. This standard is effective for annual periods beginning after December 31, 2024. Early adoption is permitted, and the disclosures in this standard are required to be applied on a prospective basis with the option to apply the standard retrospectively. The Company is currently evaluating the potential impact this standard will have on its consolidated financial statements and related disclosures. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Accounting Policies [Abstract] | |
Schedule of Disaggregation of Net Service Revenue by Payor Source and Segment | Our Net service revenue disaggregated by payor source and segment are as follows (in millions): Home Health Hospice Consolidated Three Months Ended Three Months Ended Three Months Ended 2024 2023 2024 2023 2024 2023 Medicare $ 128.3 $ 146.0 $ 48.5 $ 47.6 $ 176.8 $ 193.6 Medicare Advantage 59.3 49.3 — — 59.3 49.3 Managed care 22.4 17.2 0.7 1.7 23.1 18.9 Medicaid 2.5 2.9 — — 2.5 2.9 Other 0.7 0.4 — — 0.7 0.4 Total $ 213.2 $ 215.8 $ 49.2 $ 49.3 $ 262.4 $ 265.1 |
Schedule of Diluted Weighted Average Common Shares Outstanding | The following table sets forth the computation of diluted weighted average common shares outstanding for the three months ended March 31, 2024 and 2023 (in millions): Three Months Ended 2024 2023 Weighted average common shares outstanding: Basic 50.1 49.8 Dilutive effect of restricted stock, restricted stock units and performance units 0.3 0.3 Diluted 50.4 50.1 |
Variable Interest Entities (V_2
Variable Interest Entities (VIEs) (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Variable Interest Entities | The carrying amounts and classifications of the consolidated VIEs’ assets and liabilities, which are included in our Unaudited Condensed Consolidated Balance Sheets, are as follows (in millions): March 31, December 31, Assets Current assets: Restricted cash $ 2.2 $ 1.8 Accounts receivable, net of allowances 2.4 2.3 Other current assets — 0.5 Total current assets 4.6 4.6 Operating lease right-of-use assets 0.1 0.1 Goodwill 12.4 12.4 Intangible assets, net 0.8 0.9 Total assets $ 17.9 $ 18.0 Liabilities Current liabilities: Current operating lease liabilities $ 0.1 $ 0.1 Accrued payroll 0.3 0.2 Other current liabilities 0.7 0.2 Total current liabilities 1.1 0.5 Other long-term liabilities 0.1 0.1 Total liabilities $ 1.2 $ 0.6 |
Long-term Debt (Tables)
Long-term Debt (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Debt Disclosure [Abstract] | |
Schedule of Long-Term Debt Outstanding | Our long-term debt outstanding consists of the following (in millions): March 31, December 31, 2023 Credit Agreement— Advances under revolving credit facility $ 180.0 $ 180.0 Term loan A facility 362.3 367.1 Finance lease obligations 7.2 5.5 549.5 552.6 Less: Current portion (22.8) (22.5) Long-term debt, net of current portion $ 526.7 $ 530.1 |
Schedule of Principal Payments Due on Long-term Debt | The following table shows scheduled principal payments due on long-term debt for the next five years (in millions): Amount April 1 through December 31, 2024 $ 17.1 2025 22.1 2026 21.7 2027 491.3 Gross maturities 552.2 Less: Unamortized debt issuance costs (2.7) Total $ 549.5 |
Schedule of Carrying Values and Estimated Fair Values of Long-term Debt | The carrying amounts and estimated fair values of our long-term debt are presented in the following table (in millions): As of March 31, 2024 As of December 31, 2023 Carrying Amount Estimated Fair Value Carrying Amount Estimated Fair Value Long-term debt: Advances under revolving credit facility $ 180.0 $ 180.0 $ 180.0 $ 180.0 Term loan A facility $ 362.3 $ 353.7 $ 367.1 $ 354.4 Finance lease obligations $ 7.2 $ 7.2 $ 5.5 $ 5.5 |
Derivative Instrument (Tables)
Derivative Instrument (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Cash Flow Hedges Included in Accumulated Other Comprehensive Income (Loss) | The activities of the cash flow hedge included in Accumulated other comprehensive income for the three months ended March 31, 2024 are presented in the following table (in millions): Cash Flow Hedge Balance as of December 31, 2023 $ (0.5) Unrealized gain recognized in other comprehensive income, net of tax 1.6 Reclassified to interest expense, net of tax (0.3) Balance as of March 31, 2024 $ 0.8 |
Schedule of Derivative Assets at Fair Value | The fair value of derivative assets and liabilities within the Unaudited Condensed Consolidated Balance Sheets are presented in the following table (in millions): March 31, 2024 December 31, 2023 Prepaid and other current assets $ 1.2 $ 0.7 Other long-term liabilities (0.2) (1.3) Total $ 1.0 $ (0.6) |
Schedule of Derivative Liabilities at Fair Value | The fair value of derivative assets and liabilities within the Unaudited Condensed Consolidated Balance Sheets are presented in the following table (in millions): March 31, 2024 December 31, 2023 Prepaid and other current assets $ 1.2 $ 0.7 Other long-term liabilities (0.2) (1.3) Total $ 1.0 $ (0.6) |
Segment Reporting (Tables)
Segment Reporting (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Segment Reporting [Abstract] | |
Schedule of Selected Financial Information | Selected financial information for our reportable segments is as follows (in millions): Home Health Hospice Three Months Ended March 31, Three Months Ended March 31, 2024 2023 2024 2023 Net service revenue $ 213.2 $ 215.8 $ 49.2 $ 49.3 Cost of service, excluding depreciation and amortization 109.9 108.2 24.3 24.4 General and administrative expenses 59.5 62.9 15.7 16.3 Net income attributable to noncontrolling interests 0.6 0.4 0.1 0.1 Segment Adjusted EBITDA $ 43.2 $ 44.3 $ 9.1 $ 8.5 |
Schedule of Segment Reconciliation | Segment reconciliations (in millions): Three Months Ended March 31, 2024 2023 Total Segment Adjusted EBITDA $ 52.3 $ 52.8 Non-segment general and administrative expenses (30.5) (29.8) Interest expense and amortization of debt discounts and fees (11.1) (9.5) Depreciation and amortization (7.8) (7.8) Stock-based compensation expense (1.8) (1.5) Net income attributable to noncontrolling interests 0.7 0.5 Income before income taxes and noncontrolling interests $ 1.8 $ 4.7 |
Schedule of Additional Detail Regarding Revenues by Service Line | Additional detail regarding the revenues of our operating segments by service line follows (in millions): Three Months Ended March 31, 2024 2023 Home Health: Medicare $ 128.3 $ 146.0 Non-Medicare 82.6 67.1 Private duty (1) 2.3 2.7 Total home health 213.2 215.8 Hospice 49.2 49.3 Total net service revenue $ 262.4 $ 265.1 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Additional Information (Details) $ / shares in Units, shares in Millions, $ in Millions | 3 Months Ended | |||
Jul. 01, 2022 $ / shares | Mar. 31, 2024 segment state shares | Mar. 31, 2023 shares | Dec. 31, 2022 USD ($) | |
Class of Stock [Line Items] | ||||
Number of states in which entity operates | state | 34 | |||
Number of reportable segments | segment | 2 | |||
Common stock, par value (in dollars per share) | $ / shares | $ 0.01 | |||
Stock conversion ratio | 0.5 | |||
Deferred tax liabilities | $ | $ 31 | |||
Options | ||||
Class of Stock [Line Items] | ||||
Antidilutive securities (in shares) | shares | 0.3 | 0.3 | ||
Restricted Stock, Performance Units, And Restricted Stock Units (RSUs) | ||||
Class of Stock [Line Items] | ||||
Antidilutive securities (in shares) | shares | 2 | 0.5 | ||
Trade Name | ||||
Class of Stock [Line Items] | ||||
Finite lived intangible asset | $ | $ 135.2 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Schedule of Disaggregation of Net Service Revenue by Payor Source and Segment (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Disaggregation of Revenue [Line Items] | ||
Net service revenue | $ 262.4 | $ 265.1 |
Medicare | ||
Disaggregation of Revenue [Line Items] | ||
Net service revenue | 176.8 | 193.6 |
Medicare Advantage | ||
Disaggregation of Revenue [Line Items] | ||
Net service revenue | 59.3 | 49.3 |
Managed care | ||
Disaggregation of Revenue [Line Items] | ||
Net service revenue | 23.1 | 18.9 |
Medicaid | ||
Disaggregation of Revenue [Line Items] | ||
Net service revenue | 2.5 | 2.9 |
Other | ||
Disaggregation of Revenue [Line Items] | ||
Net service revenue | 0.7 | 0.4 |
Home Health | ||
Disaggregation of Revenue [Line Items] | ||
Net service revenue | 213.2 | 215.8 |
Home Health | Medicare | ||
Disaggregation of Revenue [Line Items] | ||
Net service revenue | 128.3 | 146 |
Home Health | Medicare Advantage | ||
Disaggregation of Revenue [Line Items] | ||
Net service revenue | 59.3 | 49.3 |
Home Health | Managed care | ||
Disaggregation of Revenue [Line Items] | ||
Net service revenue | 22.4 | 17.2 |
Home Health | Medicaid | ||
Disaggregation of Revenue [Line Items] | ||
Net service revenue | 2.5 | 2.9 |
Home Health | Other | ||
Disaggregation of Revenue [Line Items] | ||
Net service revenue | 0.7 | 0.4 |
Hospice | ||
Disaggregation of Revenue [Line Items] | ||
Net service revenue | 49.2 | 49.3 |
Hospice | Medicare | ||
Disaggregation of Revenue [Line Items] | ||
Net service revenue | 48.5 | 47.6 |
Hospice | Medicare Advantage | ||
Disaggregation of Revenue [Line Items] | ||
Net service revenue | 0 | 0 |
Hospice | Managed care | ||
Disaggregation of Revenue [Line Items] | ||
Net service revenue | 0.7 | 1.7 |
Hospice | Medicaid | ||
Disaggregation of Revenue [Line Items] | ||
Net service revenue | 0 | 0 |
Hospice | Other | ||
Disaggregation of Revenue [Line Items] | ||
Net service revenue | $ 0 | $ 0 |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Schedule of Diluted Weighted Average Common Shares Outstanding (Details) - shares shares in Millions | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Weighted average common shares outstanding: | ||
Basic (in shares) | 50.1 | 49.8 |
Dilutive effect of restricted stock, restricted stock units and performance units (in shares) | 0.3 | 0.3 |
Diluted (in shares) | 50.4 | 50.1 |
Variable Interest Entities (V_3
Variable Interest Entities (VIEs) - Additional Information (Details) - VIE, Primary Beneficiary - entity | 3 Months Ended | |
Mar. 31, 2024 | Dec. 31, 2023 | |
Variable Interest Entity [Line Items] | ||
Number of entities consolidated | 2 | 2 |
Minimum | ||
Variable Interest Entity [Line Items] | ||
Ownership percentage | 60% | |
Maximum | ||
Variable Interest Entity [Line Items] | ||
Ownership percentage | 90% |
Variable Interest Entities (V_4
Variable Interest Entities (VIEs) (Details) - USD ($) $ in Millions | Mar. 31, 2024 | Dec. 31, 2023 | |
Current assets: | |||
Restricted cash | $ 2.9 | $ 2.4 | |
Accounts receivable, net of allowances | 174.3 | 164.7 | |
Total current assets | 226.1 | 210.1 | |
Operating lease right-of-use assets | 57 | 57.5 | |
Goodwill | 1,061.7 | 1,061.7 | |
Intangible assets, net | 74.6 | 80 | |
Total assets | [1] | 1,445.2 | 1,433.6 |
Current liabilities: | |||
Current operating lease liabilities | 11.2 | 11.8 | |
Accrued payroll | 49.1 | 38.5 | |
Other current liabilities | 40.5 | 40.7 | |
Total current liabilities | 150.5 | 137.7 | |
Other long-term liabilities | 0.2 | 1.3 | |
Total liabilities | 740.2 | 731.9 | |
VIE, Primary Beneficiary | |||
Current assets: | |||
Restricted cash | 2.2 | 1.8 | |
Accounts receivable, net of allowances | 2.4 | 2.3 | |
Other current assets | 0 | 0.5 | |
Total current assets | 4.6 | 4.6 | |
Operating lease right-of-use assets | 0.1 | 0.1 | |
Goodwill | 12.4 | 12.4 | |
Intangible assets, net | 0.8 | 0.9 | |
Total assets | 17.9 | 18 | |
Current liabilities: | |||
Current operating lease liabilities | 0.1 | 0.1 | |
Accrued payroll | 0.3 | 0.2 | |
Other current liabilities | 0.7 | 0.2 | |
Total current liabilities | 1.1 | 0.5 | |
Other long-term liabilities | 0.1 | 0.1 | |
Total liabilities | $ 1.2 | $ 0.6 | |
[1] Our consolidated assets as of March 31, 2024 and December 31, 2023 include total assets of variable interest entities of $17.9 million and $18.0 million, respectively, that cannot be used by us to settle the obligations of other entities. Our consolidated liabilities as of March 31, 2024 and December 31, 2023 include total liabilities of the variable interest entities of $1.2 million and $0.6 million, respectively. See Note 2, Variable Interest Entities . |
Long-term Debt - Schedule of Lo
Long-term Debt - Schedule of Long-Term Debt Outstanding (Details) - USD ($) $ in Millions | Mar. 31, 2024 | Dec. 31, 2023 |
Debt Instrument [Line Items] | ||
Finance lease obligations | $ 7.2 | $ 5.5 |
Long term debt including current maturities | 549.5 | 552.6 |
Less: Current portion | (22.8) | (22.5) |
Long-term debt, net of current portion | 526.7 | 530.1 |
Line of Credit | Enhabit Credit Agreement | Revolving Credit Facility | ||
Debt Instrument [Line Items] | ||
Long-term debt | 180 | 180 |
Line of Credit | Enhabit Credit Agreement | Term loan A facility | ||
Debt Instrument [Line Items] | ||
Long-term debt | $ 362.3 | $ 367.1 |
Long-term Debt - Schedule of Pr
Long-term Debt - Schedule of Principal Payments Due on Long-term Debt (Details) $ in Millions | Mar. 31, 2024 USD ($) |
Amount | |
April 1 through December 31, 2024 | $ 17.1 |
2025 | 22.1 |
2026 | 21.7 |
2027 | 491.3 |
Gross maturities | 552.2 |
Less: Unamortized debt issuance costs | (2.7) |
Total | $ 549.5 |
Long-term Debt - Additional Inf
Long-term Debt - Additional Information (Details) | 1 Months Ended | ||||||||
Nov. 03, 2023 USD ($) | Nov. 02, 2023 USD ($) | Jun. 27, 2023 | Jun. 30, 2022 USD ($) | Jun. 30, 2022 USD ($) | Mar. 31, 2024 | Sep. 29, 2023 USD ($) | Oct. 31, 2022 USD ($) | Oct. 20, 2022 USD ($) | |
Interest Rate Swap | |||||||||
Debt Instrument [Line Items] | |||||||||
Notional amount | $ 200,000,000 | $ 200,000,000 | |||||||
Fixed interest rate (as percent) | 4.30% | ||||||||
Enhabit Credit Agreement | Line of Credit | |||||||||
Debt Instrument [Line Items] | |||||||||
Distributions to Encompass | $ 566,600,000 | ||||||||
Interest rate (as percent) | 7.90% | ||||||||
Term loan A facility | Enhabit Credit Agreement | Line of Credit | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt instrument, face amount | 400,000,000 | $ 400,000,000 | |||||||
Principal borrowings on term loan | 400,000,000 | ||||||||
Percentage of outstanding principal payable in equal quarterly installments | 5% | ||||||||
Coverage leverage ratio, maximum | 4.50 | ||||||||
Term loan A facility | Enhabit Credit Agreement | Credit Agreement | Covenant Period, One | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt instrument, maximum permitted total net leverage ratio | 5.25 | ||||||||
Term loan A facility | Enhabit Credit Agreement | Credit Agreement | Covenant Period, Two | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt instrument, maximum permitted total net leverage ratio | 5 | ||||||||
Term loan A facility | Enhabit Credit Agreement | Credit Agreement | Covenant Period, Three | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt instrument, maximum permitted total net leverage ratio | 4.75 | ||||||||
Term loan A facility | Enhabit Credit Agreement | Credit Agreement | Thereafter | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt instrument, maximum permitted total net leverage ratio | 4.50 | ||||||||
Term loan A facility | The Second Amendment | Credit Agreement | |||||||||
Debt Instrument [Line Items] | |||||||||
Coverage leverage ratio, maximum | 6.75 | ||||||||
Debt instrument, maximum permitted total net leverage ratio | 1.15 | ||||||||
Term loan A facility | The Second Amendment | Credit Agreement | Covenant Period, One | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt instrument, maximum permitted total net leverage ratio | 6.50 | ||||||||
Term loan A facility | The Second Amendment | Credit Agreement | Covenant Period, Two | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt instrument, maximum permitted total net leverage ratio | 5.75 | ||||||||
Term loan A facility | The Second Amendment | Credit Agreement | Thereafter | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt instrument, maximum permitted total net leverage ratio | 4.50 | ||||||||
Revolving Credit Facility | Enhabit Credit Agreement | Line of Credit | |||||||||
Debt Instrument [Line Items] | |||||||||
Line of credit facility, maximum borrowing capacity | 350,000,000 | $ 350,000,000 | |||||||
Borrowings on revolving credit facility | 170,000,000 | ||||||||
Revolving Credit Facility | The Waiver | Minimum | Administrative Agent | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt instrument, face amount | $ 230,000,000 | ||||||||
Revolving Credit Facility | The Waiver | Maximum | Administrative Agent | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt instrument, face amount | $ 350,000,000 | ||||||||
Revolving Credit Facility | The Second Amendment | Credit Agreement | |||||||||
Debt Instrument [Line Items] | |||||||||
Commitment fee amount | $ 220,000,000 | $ 350,000,000 | |||||||
Interest rate margins | 0.25% | ||||||||
Letter of Credit | Enhabit Credit Agreement | Line of Credit | |||||||||
Debt Instrument [Line Items] | |||||||||
Line of credit facility, maximum borrowing capacity | $ 75,000,000 | $ 75,000,000 |
Long-term Debt - Schedule of Ca
Long-term Debt - Schedule of Carrying Values and Estimated Fair Values of Long-term Debt (Details) - USD ($) $ in Millions | Mar. 31, 2024 | Dec. 31, 2023 |
Line of Credit | Enhabit Credit Agreement | Carrying Amount | Revolving Credit Facility | ||
Debt Instrument [Line Items] | ||
Long-term debt, fair value | $ 180 | $ 180 |
Line of Credit | Enhabit Credit Agreement | Carrying Amount | Term loan A facility | ||
Debt Instrument [Line Items] | ||
Long-term debt, fair value | 362.3 | 367.1 |
Line of Credit | Enhabit Credit Agreement | Estimated Fair Value | Revolving Credit Facility | ||
Debt Instrument [Line Items] | ||
Long-term debt, fair value | 180 | 180 |
Line of Credit | Enhabit Credit Agreement | Estimated Fair Value | Term loan A facility | ||
Debt Instrument [Line Items] | ||
Long-term debt, fair value | 353.7 | 354.4 |
Finance lease obligations | Carrying Amount | ||
Debt Instrument [Line Items] | ||
Long-term debt, fair value | 7.2 | 5.5 |
Finance lease obligations | Estimated Fair Value | ||
Debt Instrument [Line Items] | ||
Long-term debt, fair value | $ 7.2 | $ 5.5 |
Income Taxes (Details)
Income Taxes (Details) | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Income Tax Disclosure [Abstract] | ||
Effective income tax rate reconciliation, percent | 50% | 31.90% |
Derivative Instrument - Additio
Derivative Instrument - Additional Information (Details) - USD ($) | Oct. 31, 2022 | Oct. 20, 2022 |
Interest Rate Swap | ||
Derivative [Line Items] | ||
Notional amount | $ 200,000,000 | $ 200,000,000 |
Derivative Instrument - Schedul
Derivative Instrument - Schedule of Cash Flow Hedges Included in Accumulated Other Comprehensive Income (Loss) (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Cash Flow Hedge | ||
Balance at beginning of period | $ 696.7 | $ 770.1 |
Unrealized gain recognized in other comprehensive income, net of tax | 1.3 | (1.1) |
Balance at end of period | 700 | $ 770.9 |
Interest Rate Swap | Cash Flow Hedging | Accumulated Net Gain (Loss) from Cash Flow Hedges Attributable to Parent | ||
Cash Flow Hedge | ||
Balance at beginning of period | (0.5) | |
Unrealized gain recognized in other comprehensive income, net of tax | 1.6 | |
Reclassified to interest expense, net of tax | (0.3) | |
Balance at end of period | $ 0.8 |
Derivative Instrument - Sched_2
Derivative Instrument - Schedule of Derivative Assets and Liabilities at Fair Value (Details) - Interest Rate Swap - USD ($) $ in Millions | Mar. 31, 2024 | Dec. 31, 2023 |
Derivative [Line Items] | ||
Total | $ 1 | $ (0.6) |
Prepaid Expenses and Other Current Assets | ||
Derivative [Line Items] | ||
Prepaid and other current assets | 1.2 | 0.7 |
Other Long-term Liabilities | ||
Derivative [Line Items] | ||
Prepaid and other current assets | $ (0.2) | |
Other long-term liabilities | $ (1.3) |
Contingencies and Other Commi_2
Contingencies and Other Commitments (Details) - USD ($) $ in Millions | Mar. 31, 2024 | Dec. 31, 2023 |
Commitments and Contingencies Disclosure [Abstract] | ||
Loss contingency, estimate of possible loss | $ 0.2 | $ 0.2 |
Accrued professional fees, current | 9.5 | $ 9.9 |
Other commitment, to be paid, remainder of year | 7.1 | |
Other commitment, to be paid, year one | 2 | |
Other commitment, to be paid, year two | $ 0.6 |
Segment Reporting - Additional
Segment Reporting - Additional Information (Details) | 3 Months Ended |
Mar. 31, 2024 location state segment | |
Segment Reporting Information [Line Items] | |
Number of reportable segments | segment | 2 |
Number of states in which entity operates | state | 34 |
Home Health | |
Segment Reporting Information [Line Items] | |
Number of locations | 255 |
Number of states in which entity operates | state | 34 |
Number of locations with sole ownership | 244 |
Number of jointly owned home health locations | 11 |
Home Health | Minimum | |
Segment Reporting Information [Line Items] | |
Joint venture, ownership percentage | 50% |
Home Health | Maximum | |
Segment Reporting Information [Line Items] | |
Joint venture, ownership percentage | 81% |
Hospice | |
Segment Reporting Information [Line Items] | |
Number of locations | 112 |
Number of states in which entity operates | state | 24 |
Number of locations with sole ownership | 108 |
Number of jointly owned home health locations | 4 |
Hospice | Minimum | |
Segment Reporting Information [Line Items] | |
Joint venture, ownership percentage | 50% |
Hospice | Maximum | |
Segment Reporting Information [Line Items] | |
Joint venture, ownership percentage | 90% |
Segment Reporting - Schedule of
Segment Reporting - Schedule of Selected Financial Information (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Segment Reporting Information [Line Items] | ||
Net service revenue | $ 262.4 | $ 265.1 |
Cost of service, excluding depreciation and amortization | 134.2 | 132.6 |
General and administrative expenses | 107.5 | 110.5 |
Net income attributable to noncontrolling interests | 0.7 | 0.5 |
Home Health | ||
Segment Reporting Information [Line Items] | ||
Net service revenue | 213.2 | 215.8 |
Cost of service, excluding depreciation and amortization | 109.9 | 108.2 |
General and administrative expenses | 59.5 | 62.9 |
Net income attributable to noncontrolling interests | 0.6 | 0.4 |
Segment Adjusted EBITDA | 43.2 | 44.3 |
Hospice | ||
Segment Reporting Information [Line Items] | ||
Net service revenue | 49.2 | 49.3 |
Cost of service, excluding depreciation and amortization | 24.3 | 24.4 |
General and administrative expenses | 15.7 | 16.3 |
Net income attributable to noncontrolling interests | 0.1 | 0.1 |
Segment Adjusted EBITDA | $ 9.1 | $ 8.5 |
Segment Reporting - Schedule _2
Segment Reporting - Schedule of Segment Reconciliation (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||
Non-segment general and administrative expenses | $ (107.5) | $ (110.5) |
Interest expense and amortization of debt discounts and fees | (11.1) | (9.5) |
Depreciation and amortization | (7.8) | (7.8) |
Net income attributable to noncontrolling interests | 0.7 | 0.5 |
Income before income taxes and noncontrolling interests | 1.8 | 4.7 |
Operating Segments | ||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||
Total Segment Adjusted EBITDA | 52.3 | 52.8 |
Corporate, Non-Segment | ||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||
Non-segment general and administrative expenses | (30.5) | (29.8) |
Segment Reconciling Items | ||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||
Interest expense and amortization of debt discounts and fees | (11.1) | (9.5) |
Depreciation and amortization | (7.8) | (7.8) |
Stock-based compensation expense | (1.8) | (1.5) |
Net income attributable to noncontrolling interests | $ 0.7 | $ 0.5 |
Segment Reporting - Schedule _3
Segment Reporting - Schedule of Additional Detail Regarding Revenues by Service Line (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Revenue from External Customer [Line Items] | ||
Total net service revenue | $ 262.4 | $ 265.1 |
Home Health | ||
Revenue from External Customer [Line Items] | ||
Total net service revenue | 213.2 | 215.8 |
Hospice | ||
Revenue from External Customer [Line Items] | ||
Total net service revenue | 49.2 | 49.3 |
Medicare | Home Health | ||
Revenue from External Customer [Line Items] | ||
Total net service revenue | 128.3 | 146 |
Non-Medicare | Home Health | ||
Revenue from External Customer [Line Items] | ||
Total net service revenue | 82.6 | 67.1 |
Private duty | Home Health | ||
Revenue from External Customer [Line Items] | ||
Total net service revenue | $ 2.3 | $ 2.7 |
Related Party Transactions (Det
Related Party Transactions (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2024 | Mar. 31, 2023 | Mar. 31, 2021 | Dec. 31, 2019 | |
Medalogix, LLC | ||||
Related Party Transaction [Line Items] | ||||
Payments to acquire investment | $ 2 | |||
Medalogix Analytics Platforms | Related Party | ||||
Related Party Transaction [Line Items] | ||||
Cash received | $ 2 | |||
Gain as a result of transaction | $ 1.6 | |||
Cost of service, excluding depreciation and amortization and general and administrative expenses | $ 1.2 | $ 1.1 |