Condensed Consolidating Financial Information | 3 Months Ended |
Mar. 31, 2015 |
Condensed Consolidating Financial Information [Abstract] | |
Condensed Consolidating Financial Information | Condensed Consolidating Financial Information |
The accompanying condensed consolidating financial information has been prepared and presented pursuant to SEC Regulation S-X, Rule 3-10, “Financial Statements of Guarantors and Issuers of Guaranteed Securities Registered or Being Registered.” Each of the subsidiary guarantors is 100% owned by HealthSouth, and all guarantees are full and unconditional and joint and several, subject to certain customary conditions for release. HealthSouth’s investments in its consolidated subsidiaries, as well as guarantor subsidiaries’ investments in nonguarantor subsidiaries and nonguarantor subsidiaries’ investments in guarantor subsidiaries, are presented under the equity method of accounting with the related investment presented within the line items Intercompany receivable and Intercompany payable in the accompanying condensed consolidating balance sheets. |
The terms of our credit agreement allow us to declare and pay cash dividends on our common stock so long as: (1) we are not in default under our credit agreement and (2) our senior secured leverage ratio (as defined in our credit agreement) remains less than or equal to 1.75x. The terms of our senior note indenture allow us to declare and pay cash dividends on our common stock so long as (1) we are not in default, (2) the consolidated coverage ratio (as defined in the indenture) exceeds 2x or we are otherwise allowed under the indenture to incur debt, and (3) we have capacity under the indenture’s restricted payments covenant to declare and pay dividends. See Note 8, Long-term Debt, to the consolidated financial statements accompanying the 2014 Form 10-K. |
In the first quarter of 2015, we revised our condensed consolidating balance sheet as of December 31, 2014 to correct the classification of $51.4 million of net noncurrent deferred tax liabilities of our Nonguarantor Subsidiaries from noncurrent Deferred income tax assets to Other long-term liabilities. The impact of this revision was to increase total assets and increase liabilities for Nonguarantor Subsidiaries, with an offset to Eliminating Entries. This revision is not material to the related financial statements as of and for the year ended December 31, 2014 and had no impact on our condensed consolidated balance sheet as of December 31, 2014. |
Periodically, certain wholly owned subsidiaries of HealthSouth make dividends or distributions of available cash and/or intercompany receivable balances to their parents. In addition, HealthSouth makes contributions to certain wholly owned subsidiaries. When made, these dividends, distributions, and contributions impact the Intercompany receivable, Intercompany payable, and HealthSouth shareholders’ equity line items in the accompanying condensed consolidating balance sheet but have no impact on the consolidated financial statements of HealthSouth Corporation. |
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| Three Months Ended March 31, 2015 |
| HealthSouth Corporation | | Guarantor Subsidiaries | | Nonguarantor Subsidiaries | | Eliminating Entries | | HealthSouth Consolidated |
| (In Millions) |
Net operating revenues | $ | 5.3 | | | $ | 456.8 | | | $ | 303.2 | | | $ | (24.7 | ) | | $ | 740.6 | |
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Less: Provision for doubtful accounts | — | | | (9.0 | ) | | (2.6 | ) | | — | | | (11.6 | ) |
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Net operating revenues less provision for doubtful accounts | 5.3 | | | 447.8 | | | 300.6 | | | (24.7 | ) | | 729 | |
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Operating expenses: | | | | | | | | | | | | | | |
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Salaries and benefits | 8.1 | | | 211.1 | | | 170 | | | (4.1 | ) | | 385.1 | |
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Other operating expenses | 9.5 | | | 63.1 | | | 41 | | | (10.4 | ) | | 103.2 | |
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Occupancy costs | 1.1 | | | 15.3 | | | 5.9 | | | (10.2 | ) | | 12.1 | |
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Supplies | — | | | 20.8 | | | 10.6 | | | — | | | 31.4 | |
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General and administrative expenses | 34.3 | | | — | | | 0.3 | | | — | | | 34.6 | |
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Depreciation and amortization | 2.3 | | | 19.1 | | | 10.5 | | | — | | | 31.9 | |
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Government, class action, and related settlements | 8 | | | — | | | — | | | — | | | 8 | |
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Professional fees—accounting, tax, and legal | 2.2 | | | — | | | — | | | — | | | 2.2 | |
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Total operating expenses | 65.5 | | | 329.4 | | | 238.3 | | | (24.7 | ) | | 608.5 | |
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Loss on early extinguishment of debt | 1.2 | | | — | | | — | | | — | | | 1.2 | |
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Interest expense and amortization of debt discounts and fees | 29.2 | | | 2.3 | | | 2.7 | | | (2.4 | ) | | 31.8 | |
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Other income | (2.3 | ) | | — | | | (0.6 | ) | | 2.4 | | | (0.5 | ) |
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Equity in net income of nonconsolidated affiliates | — | | | (1.6 | ) | | — | | | — | | | (1.6 | ) |
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Equity in net income of consolidated affiliates | (78.6 | ) | | (8.1 | ) | | — | | | 86.7 | | | — | |
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Management fees | (28.5 | ) | | 21.7 | | | 6.8 | | | — | | | — | |
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Income from continuing operations before income tax (benefit) expense | 18.8 | | | 104.1 | | | 53.4 | | | (86.7 | ) | | 89.6 | |
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Provision for income tax (benefit) expense | (24.0 | ) | | 39.6 | | | 14.7 | | | — | | | 30.3 | |
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Income from continuing operations | 42.8 | | | 64.5 | | | 38.7 | | | (86.7 | ) | | 59.3 | |
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Loss from discontinued operations, net of tax | (0.3 | ) | | — | | | — | | | — | | | (0.3 | ) |
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Net Income | 42.5 | | | 64.5 | | | 38.7 | | | (86.7 | ) | | 59 | |
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Less: Net income attributable to noncontrolling interests | — | | | — | | | (16.5 | ) | | — | | | (16.5 | ) |
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Net income attributable to HealthSouth | $ | 42.5 | | | $ | 64.5 | | | $ | 22.2 | | | $ | (86.7 | ) | | $ | 42.5 | |
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Comprehensive income | $ | 42.6 | | | $ | 64.5 | | | $ | 38.7 | | | $ | (86.7 | ) | | $ | 59.1 | |
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Comprehensive income attributable to HealthSouth | $ | 42.6 | | | $ | 64.5 | | | $ | 22.2 | | | $ | (86.7 | ) | | $ | 42.6 | |
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| Three Months Ended March 31, 2014 |
| HealthSouth Corporation | | Guarantor Subsidiaries | | Nonguarantor Subsidiaries | | Eliminating Entries | | HealthSouth Consolidated |
| (In Millions) |
Net operating revenues | $ | 3.8 | | | $ | 427 | | | $ | 182.2 | | | $ | (21.8 | ) | | $ | 591.2 | |
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Less: Provision for doubtful accounts | — | | | (5.5 | ) | | (2.0 | ) | | — | | | (7.5 | ) |
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Net operating revenues less provision for doubtful accounts | 3.8 | | | 421.5 | | | 180.2 | | | (21.8 | ) | | 583.7 | |
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Operating expenses: | | | | | | | | | |
Salaries and benefits | 5.6 | | | 196.9 | | | 87.3 | | | (3.7 | ) | | 286.1 | |
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Other operating expenses | 4.9 | | | 59.8 | | | 28.5 | | | (8.7 | ) | | 84.5 | |
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Occupancy costs | 1 | | | 14.3 | | | 4.5 | | | (9.3 | ) | | 10.5 | |
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Supplies | — | | | 19.6 | | | 8 | | | — | | | 27.6 | |
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General and administrative expenses | 30.7 | | | — | | | — | | | — | | | 30.7 | |
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Depreciation and amortization | 2.9 | | | 17.9 | | | 5.6 | | | — | | | 26.4 | |
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Professional fees—accounting, tax, and legal | 1.6 | | | — | | | — | | | — | | | 1.6 | |
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Total operating expenses | 46.7 | | | 308.5 | | | 133.9 | | | (21.7 | ) | | 467.4 | |
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Interest expense and amortization of debt discounts and fees | 25.3 | | | 2.2 | | | 0.7 | | | (0.3 | ) | | 27.9 | |
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Other income | (0.2 | ) | | (1.2 | ) | | (0.6 | ) | | 0.3 | | | (1.7 | ) |
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Equity in net income of nonconsolidated affiliates | — | | | (4.3 | ) | | — | | | — | | | (4.3 | ) |
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Equity in net income of consolidated affiliates | (67.9 | ) | | (6.8 | ) | | — | | | 74.7 | | | — | |
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Management fees | (26.6 | ) | | 20.4 | | | 6.2 | | | — | | | — | |
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Income from continuing operations before income tax (benefit) expense | 26.5 | | | 102.7 | | | 40 | | | (74.8 | ) | | 94.4 | |
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Provision for income tax (benefit) expense | (20.3 | ) | | 42.5 | | | 10.6 | | | — | | | 32.8 | |
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Income from continuing operations | 46.8 | | | 60.2 | | | 29.4 | | | (74.8 | ) | | 61.6 | |
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Loss from discontinued operations, net of tax | (0.1 | ) | | — | | | — | | | — | | | (0.1 | ) |
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Net Income | 46.7 | | | 60.2 | | | 29.4 | | | (74.8 | ) | | 61.5 | |
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Less: Net income attributable to noncontrolling interests | — | | | — | | | (14.8 | ) | | — | | | (14.8 | ) |
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Net income attributable to HealthSouth | $ | 46.7 | | | $ | 60.2 | | | $ | 14.6 | | | $ | (74.8 | ) | | $ | 46.7 | |
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Comprehensive income | $ | 46.8 | | | $ | 60.2 | | | $ | 29.4 | | | $ | (74.8 | ) | | $ | 61.6 | |
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Comprehensive income attributable to HealthSouth | $ | 46.8 | | | $ | 60.2 | | | $ | 14.6 | | | $ | (74.8 | ) | | $ | 46.8 | |
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| As of March 31, 2015 |
| HealthSouth Corporation | | Guarantor Subsidiaries | | Nonguarantor Subsidiaries | | Eliminating Entries | | HealthSouth Consolidated |
| (In Millions) |
Assets | | | | | | | | | |
Current assets: | | | | | | | | | |
Cash and cash equivalents | $ | 189.6 | | | $ | 1 | | | 17.7 | | | $ | — | | | $ | 208.3 | |
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Accounts receivable, net | — | | | 214.1 | | | 123.8 | | | — | | | 337.9 | |
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Deferred income tax assets | 125.3 | | | 39.8 | | | 23.3 | | | — | | | 188.4 | |
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Other current assets | 67.6 | | | 16.7 | | | 119.1 | | | (72.0 | ) | | 131.4 | |
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Total current assets | 382.5 | | | 271.6 | | | 283.9 | | | (72.0 | ) | | 866 | |
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Property and equipment, net | 13.7 | | | 744.6 | | | 254 | | | — | | | 1,012.30 | |
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Goodwill | — | | | 279.6 | | | 810.4 | | | — | | | 1,090.00 | |
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Intangible assets, net | 11.4 | | | 53 | | | 243.2 | | | — | | | 307.6 | |
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Deferred income tax assets | 136.2 | | | 17.5 | | | — | | | (51.4 | ) | | 102.3 | |
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Other long-term assets | 463 | | | 48.1 | | | 73.8 | | | (385.2 | ) | | 199.7 | |
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Intercompany receivable and investments in consolidated affiliates | 1,937.10 | | | — | | | — | | | (1,937.1 | ) | | — | |
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Total assets | $ | 2,943.90 | | | $ | 1,414.40 | | | $ | 1,665.30 | | | $ | (2,445.7 | ) | | $ | 3,577.90 | |
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Liabilities and Shareholders’ Equity | | | | | | | | | | | | | | |
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Current liabilities: | | | | | | | | | | | | | | |
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Current portion of long-term debt | $ | 156.6 | | | $ | 4.2 | | | $ | 6.5 | | | $ | (17.5 | ) | | 149.8 | |
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Accounts payable | 8.9 | | | 30.3 | | | 15.9 | | | — | | | 55.1 | |
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Accrued expenses and other current liabilities | 141.4 | | | 68.6 | | | 137.2 | | | (54.5 | ) | | 292.7 | |
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Total current liabilities | 306.9 | | | 103.1 | | | 159.6 | | | (72.0 | ) | | 497.6 | |
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Long-term debt, net of current portion | 2,007.50 | | | 82.7 | | | 417.5 | | | (385.2 | ) | | 2,122.50 | |
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Other long-term liabilities | 44 | | | 12.5 | | | 134.4 | | | (51.4 | ) | | 139.5 | |
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Intercompany payable | — | | | 322.3 | | | 210.6 | | | (532.9 | ) | | — | |
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| 2,358.40 | | | 520.6 | | | 922.1 | | | (1,041.5 | ) | | 2,759.60 | |
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Commitments and contingencies | | | | | | | | | | | | | | |
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Convertible perpetual preferred stock | 93.2 | | | — | | | — | | | — | | | 93.2 | |
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Redeemable noncontrolling interests | — | | | — | | | 84.7 | | | — | | | 84.7 | |
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Shareholders’ equity: | | | | | | | | | | | | | | |
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HealthSouth shareholders’ equity | 492.3 | | | 893.8 | | | 510.4 | | | (1,404.2 | ) | | 492.3 | |
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Noncontrolling interests | — | | | — | | | 148.1 | | | — | | | 148.1 | |
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Total shareholders’ equity | 492.3 | | | 893.8 | | | 658.5 | | | (1,404.2 | ) | | 640.4 | |
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Total liabilities and shareholders’ equity | $ | 2,943.90 | | | $ | 1,414.40 | | | $ | 1,665.30 | | | $ | (2,445.7 | ) | | $ | 3,577.90 | |
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| As of December 31, 2014 |
| HealthSouth Corporation | | Guarantor Subsidiaries | | Nonguarantor Subsidiaries | | Eliminating Entries | | HealthSouth Consolidated |
| (In Millions) |
Assets | | | | | | | | | |
Current assets: | | | | | | | | | |
Cash and cash equivalents | $ | 41.9 | | | $ | 1.5 | | | $ | 23.3 | | | $ | — | | | $ | 66.7 | |
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Accounts receivable, net | — | | | 202.6 | | | 120.6 | | | — | | | 323.2 | |
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Deferred income tax assets | 125 | | | 39.8 | | | 23.6 | | | — | | | 188.4 | |
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Other current assets | 30.9 | | | 15.1 | | | 81.1 | | | (18.8 | ) | | 108.3 | |
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Total current assets | 197.8 | | | 259 | | | 248.6 | | | (18.8 | ) | | 686.6 | |
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Property and equipment, net | 16.1 | | | 752 | | | 251.6 | | | — | | | 1,019.70 | |
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Goodwill | — | | | 279.6 | | | 804.4 | | | — | | | 1,084.00 | |
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Intangible assets, net | 11.3 | | | 50.6 | | | 244.2 | | | — | | | 306.1 | |
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Deferred income tax assets | 163.3 | | | 17.5 | | | — | | | (51.4 | ) | | 129.4 | |
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Other long-term assets | 461.3 | | | 42.5 | | | 64.3 | | | (385.1 | ) | | 183 | |
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Intercompany receivable and investments in consolidated affiliates | 1,898.70 | | | — | | | — | | | (1,898.7 | ) | | — | |
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Total assets | $ | 2,748.50 | | | $ | 1,401.20 | | | $ | 1,613.10 | | | $ | (2,354.0 | ) | | $ | 3,408.80 | |
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Liabilities and Shareholders’ Equity | | | | | | | | | | | | | | |
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Current liabilities: | | | | | | | | | | | | | | |
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Current portion of long-term debt | $ | 27.9 | | | $ | 4.2 | | | $ | 6.2 | | | $ | (17.5 | ) | | $ | 20.8 | |
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Accounts payable | 9.3 | | | 29.5 | | | 14.6 | | | — | | | 53.4 | |
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Accrued expenses and other current liabilities | 107.1 | | | 72.6 | | | 111.7 | | | (1.3 | ) | | 290.1 | |
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Total current liabilities | 144.3 | | | 106.3 | | | 132.5 | | | (18.8 | ) | | 364.3 | |
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Long-term debt, net of current portion | 1,993.70 | | | 83.9 | | | 418.3 | | | (385.1 | ) | | 2,110.80 | |
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Other long-term liabilities | 44.1 | | | 12.7 | | | 130.9 | | | (51.4 | ) | | 136.3 | |
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Intercompany payable | — | | | 368.7 | | | 195.5 | | | (564.2 | ) | | — | |
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| 2,182.10 | | | 571.6 | | | 877.2 | | | (1,019.5 | ) | | 2,611.40 | |
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Commitments and contingencies | | | | | | | | | | | | | | |
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Convertible perpetual preferred stock | 93.2 | | | — | | | — | | | — | | | 93.2 | |
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Redeemable noncontrolling interests | — | | | — | | | 84.7 | | | — | | | 84.7 | |
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Shareholders’ equity: | | | | | | | | | | | | | | |
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HealthSouth shareholders’ equity | 473.2 | | | 829.6 | | | 504.9 | | | (1,334.5 | ) | | 473.2 | |
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Noncontrolling interests | — | | | — | | | 146.3 | | | — | | | 146.3 | |
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Total shareholders’ equity | 473.2 | | | 829.6 | | | 651.2 | | | (1,334.5 | ) | | 619.5 | |
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Total liabilities and shareholders’ equity | $ | 2,748.50 | | | $ | 1,401.20 | | | $ | 1,613.10 | | | $ | (2,354.0 | ) | | $ | 3,408.80 | |
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| Three Months Ended March 31, 2015 |
| HealthSouth Corporation | | Guarantor Subsidiaries | | Nonguarantor Subsidiaries | | Eliminating Entries | | HealthSouth Consolidated |
| (In Millions) |
Net cash provided by operating activities | $ | 6.5 | | | $ | 53 | | | $ | 42.4 | | | $ | 0.1 | | | $ | 102 | |
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Cash flows from investing activities: | | | | | | | | | | | | | | |
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Purchases of property and equipment | (2.4 | ) | | (8.2 | ) | | (7.1 | ) | | — | | | (17.7 | ) |
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Capitalized software costs | (8.8 | ) | | — | | | (0.1 | ) | | — | | | (8.9 | ) |
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Acquisition of business, net of cash acquired | — | | | — | | | (7.3 | ) | | — | | | (7.3 | ) |
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Net change in restricted cash | — | | | — | | | (15.0 | ) | | — | | | (15.0 | ) |
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Other | — | | | 3.5 | | | (0.3 | ) | | — | | | 3.2 | |
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Net cash used in investing activities | (11.2 | ) | | (4.7 | ) | | (29.8 | ) | | — | | | (45.7 | ) |
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Cash flows from financing activities: | | | | | | | | | | | | | | |
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Proceeds from bond issuance | 700 | | | — | | | — | | | — | | | 700 | |
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Principal payments on debt, including pre-payments | (252.5 | ) | | (0.4 | ) | | — | | | — | | | (252.9 | ) |
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Borrowings on revolving credit facility | 35 | | | — | | | — | | | — | | | 35 | |
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Payments on revolving credit facility | (350.0 | ) | | — | | | — | | | — | | | (350.0 | ) |
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Debt amendment and issue costs | (13.7 | ) | | — | | | — | | | — | | | (13.7 | ) |
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Dividends paid on common stock | (18.6 | ) | | — | | | — | | | — | | | (18.6 | ) |
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Dividends paid on convertible perpetual preferred stock | (1.6 | ) | | — | | | — | | | — | | | (1.6 | ) |
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Distributions paid to noncontrolling interests of consolidated affiliates | — | | | — | | | (13.2 | ) | | — | | | (13.2 | ) |
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Other | 1.7 | | | (0.6 | ) | | (0.7 | ) | | (0.1 | ) | | 0.3 | |
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Change in intercompany advances | 52.1 | | | (47.8 | ) | | (4.3 | ) | | — | | | — | |
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Net cash provided by (used in) financing activities | 152.4 | | | (48.8 | ) | | (18.2 | ) | | (0.1 | ) | | 85.3 | |
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Increase (decrease) in cash and cash equivalents | 147.7 | | | (0.5 | ) | | (5.6 | ) | | — | | | 141.6 | |
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Cash and cash equivalents at beginning of period | 41.9 | | | 1.5 | | | 23.3 | | | — | | | 66.7 | |
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Cash and cash equivalents at end of period | $ | 189.6 | | | $ | 1 | | | $ | 17.7 | | | $ | — | | | $ | 208.3 | |
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| Three Months Ended March 31, 2014 |
| HealthSouth Corporation | | Guarantor Subsidiaries | | Nonguarantor Subsidiaries | | Eliminating Entries | | HealthSouth Consolidated |
| (In Millions) |
Net cash provided by operating activities | $ | 18.4 | | | $ | 59.2 | | | $ | 29.5 | | | $ | — | | | $ | 107.1 | |
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Cash flows from investing activities: | | | | | | | | | | | | | | |
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Purchases of property and equipment | (7.6 | ) | | (38.9 | ) | | (10.1 | ) | | — | | | (56.6 | ) |
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Capitalized software costs | (2.1 | ) | | (1.5 | ) | | (3.4 | ) | | — | | | (7.0 | ) |
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Net change in restricted cash | — | | | — | | | (5.5 | ) | | — | | | (5.5 | ) |
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Other | 0.9 | | | 2.2 | | | (1.8 | ) | | — | | | 1.3 | |
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Net cash used in investing activities | (8.8 | ) | | (38.2 | ) | | (20.8 | ) | | — | | | (67.8 | ) |
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Cash flows from financing activities: | | | | | | | | | | | | | | |
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Principal payments on debt, including pre-payments | — | | | (0.4 | ) | | (0.9 | ) | | — | | | (1.3 | ) |
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Borrowings on revolving credit facility | 40 | | | — | | | — | | | — | | | 40 | |
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Payments on revolving credit facility | (42.0 | ) | | — | | | — | | | — | | | (42.0 | ) |
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Repurchases of common stock, including fees and expenses | (26.3 | ) | | — | | | — | | | — | | | (26.3 | ) |
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Dividends paid on common stock | (15.8 | ) | | — | | | — | | | — | | | (15.8 | ) |
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Dividends paid on convertible perpetual preferred stock | (1.6 | ) | | — | | | — | | | — | | | (1.6 | ) |
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Distributions paid to noncontrolling interests of consolidated affiliates | — | | | — | | | (12.0 | ) | | — | | | (12.0 | ) |
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Proceeds from exercising stock warrants | 6.3 | | | — | | | — | | | — | | | 6.3 | |
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Other | 3.5 | | | (0.6 | ) | | (0.9 | ) | | — | | | 2 | |
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Change in intercompany advances | 17.2 | | | (22.0 | ) | | 4.8 | | | — | | | — | |
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Net cash used in financing activities | (18.7 | ) | | (23.0 | ) | | (9.0 | ) | | — | | | (50.7 | ) |
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Decrease in cash and cash equivalents | (9.1 | ) | | (2.0 | ) | | (0.3 | ) | | — | | | (11.4 | ) |
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Cash and cash equivalents at beginning of period | 60.5 | | | 2.3 | | | 1.7 | | | — | | | 64.5 | |
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Cash and cash equivalents at end of period | $ | 51.4 | | | $ | 0.3 | | | $ | 1.4 | | | $ | — | | | $ | 53.1 | |
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