U.S. Physical Therapy (USPH) 10-Q 7 Aug 17 2017 Q2 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	6 Months Ended
	Jun. 30, 2017	Aug. 07, 2017
Document And Entity Information [Abstract]
Entity Registrant Name	U S PHYSICAL THERAPY INC /NV
Entity Central Index Key	885,978
Current Fiscal Year End Date	--12-31
Entity Well-known Seasoned Issuer	No
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Filer Category	Accelerated Filer
Entity Common Stock, Shares Outstanding		12,581,237
Document Fiscal Year Focus	2,017
Document Fiscal Period Focus	Q2
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Jun. 30, 2017

CONSOLIDATED BALANCE SHEETS (un

CONSOLIDATED BALANCE SHEETS (unaudited) - USD ($) $ in Thousands	Jun. 30, 2017	Dec. 31, 2016
Current assets:
Cash and cash equivalents	$ 20,242	$ 20,047
Patient accounts receivable, less allowance for doubtful accounts of $1,859 and $1,792, respectively	46,770	38,840
Accounts receivable - other	5,662	2,649
Other current assets	6,932	4,428
Total current assets	79,606	65,964
Fixed assets:
Furniture and equipment	50,644	48,426
Leasehold improvements	27,729	26,765
Fixed assets, gross	78,373	75,191
Less accumulated depreciation and amortization	58,200	56,018
Fixed assets, net	20,173	19,173
Goodwill	267,957	226,806
Other identifiable intangible assets, net	48,321	38,060
Other assets	1,268	1,228
Total assets	417,325	351,231
Current liabilities:
Accounts payable - trade	1,613	1,634
Accrued expenses	31,235	21,756
Current portion of notes payable	2,345	1,227
Total current liabilities	35,193	24,617
Notes payable, net of current portion	4,351	4,596
Revolving line of credit	69,000	46,000
Mandatorily redeemable non-controlling interests	83,643	69,190
Deferred taxes	15,443	15,736
Deferred rent	1,789	1,575
Other long-term liabilities	0	829
Total liabilities	209,419	162,543
Redeemable non-controlling interests	11,940	0
Commitments and contingencies
U.S. Physical Therapy, Inc. ("USPH") shareholders' equity:
Preferred stock, $.01 par value, 500,000 shares authorized, no shares issued and outstanding	0	0
Common stock, $.01 par value, 20,000,000 shares authorized, 14,792,744 and 14,732,699 shares issued, respectively	147	147
Additional paid-in capital	71,197	68,687
Retained earnings	155,068	150,342
Treasury stock at cost, 2,214,737 shares	(31,628)	(31,628)
Total USPH shareholders' equity	194,784	187,548
Non-controlling interests	1,182	1,140
Total USPH shareholders' equity and non-controlling interests	195,966	188,688
Total liabilities, redeemable non-controlling interests, USPH shareholders' equity and non-controlling interests	$ 417,325	$ 351,231

CONSOLIDATED BALANCE SHEETS (u3

CONSOLIDATED BALANCE SHEETS (unaudited) (Parenthetical) - USD ($) $ in Thousands	Jun. 30, 2017	Dec. 31, 2016
Current assets:
Allowance for doubtful accounts, patient accounts receivable	$ 1,859	$ 1,792
U.S. Physical Therapy, Inc. ("USPH") shareholders' equity:
Preferred stock, par value (in dollars per share)	$ 0.01	$ 0.01
Preferred stock, shares authorized (in shares)	500,000	500,000
Preferred stock, shares issued (in shares)	0	0
Preferred stock, shares outstanding (in shares)	0	0
Common stock, par value (in dollars per share)	$ 0.01	$ 0.01
Common stock, shares authorized (in shares)	20,000,000	20,000,000
Common stock, shares issued (in shares)	14,792,744	14,732,699
Treasury stock (in shares)	2,214,737	2,214,737

CONSOLIDATED STATEMENTS OF NET

CONSOLIDATED STATEMENTS OF NET INCOME (unaudited) - USD ($) shares in Thousands, $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016	Jun. 30, 2017	Jun. 30, 2016
CONSOLIDATED STATEMENTS OF NET INCOME (unaudited) [Abstract]
Net patient revenues	$ 97,657	$ 88,433	$ 191,311	$ 173,482
Other revenues	6,594	1,997	10,505	3,856
Net revenues	104,251	90,430	201,816	177,338
Clinic operating costs:
Salaries and related costs	58,779	48,837	114,606	96,641
Rent, clinic supplies, contract labor and other	20,033	17,546	40,120	35,053
Provision for doubtful accounts	888	956	1,786	2,045
Closure costs	17	32	23	45
Total clinic operating costs	79,717	67,371	156,535	133,784
Gross margin	24,534	23,059	45,281	43,554
Corporate office costs	8,856	8,026	17,403	17,030
Operating income	15,678	15,033	27,878	26,524
Interest and other income, net	23	21	47	41
Interest expense:
Mandatorily redeemable non-controlling interests - change in redemption value	(3,923)	(1,931)	(6,592)	(4,122)
Mandatorily redeemable non-controlling interests - earnings allocable	(1,787)	(1,330)	(3,081)	(2,217)
Debt and other	(516)	(320)	(931)	(628)
Total interest expense	(6,226)	(3,581)	(10,604)	(6,967)
Income before taxes	9,475	11,473	17,321	19,598
Provision for income taxes	3,085	3,802	4,897	5,974
Net income	6,390	7,671	12,424	13,624
Less: net income attributable to non-controlling interests	(1,449)	(1,659)	(2,667)	(3,124)
Net income attributable to USPH shareholders	$ 4,941	$ 6,012	$ 9,757	$ 10,500
Basic and diluted earnings per share attributable to USPH shareholders (in dollars per share)	$ 0.39	$ 0.48	$ 0.78	$ 0.84
Shares used in computation - basic (in shares)	12,579	12,511	12,553	12,480
Shares used in computation - diluted (in shares)	12,579	12,511	12,553	12,480
Dividends declared per common share (in dollars per share)	$ 0.20	$ 0.17	$ 0.40	$ 0.34

CONSOLIDATED STATEMENTS OF CASH

CONSOLIDATED STATEMENTS OF CASH FLOWS (unaudited) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016
OPERATING ACTIVITIES
Net income including non-controlling interests	$ 12,424	$ 13,624
Adjustments to reconcile net income including non-controlling interests to net cash provided by operating activities:
Depreciation and amortization	4,789	4,158
Provision for doubtful accounts	1,786	2,045
Loss on sale of fixed assets	65	0
Equity-based awards compensation expense	2,345	2,484
Deferred income tax	(985)	2,503
Changes in operating assets and liabilities:
Increase in patient accounts receivable	(4,006)	(2,449)
(Increase) decrease in accounts receivable - other	(3,406)	53
Increase in other assets	(2,342)	(2,443)
Increase in accounts payable and accrued expenses	5,043	6,603
Increase in mandatorily redeemable non-controlling interests	6,401	4,028
Increase in other liabilities	77	447
Net cash provided by operating activities	22,191	31,053
INVESTING ACTIVITIES
Purchase of fixed assets	(3,245)	(3,453)
Purchase of businesses, net of cash acquired	(33,665)	(12,958)
Acquisitions of non-controlling interests	0	(250)
Proceeds on sale of fixed assets, net	62	42
Net cash used in investing activities	(36,848)	(16,619)
FINANCING ACTIVITIES
Distributions to non-controlling interests	(2,665)	(2,893)
Cash dividends paid to shareholders	(2,516)	(4,254)
Proceeds from revolving line of credit	49,000	93,000
Payments on revolving line of credit	(26,000)	(94,500)
Payments to settle mandatorily redeemable non-controlling interests	(2,230)	(1,136)
Principal payments on notes payable	(777)	(533)
Tax benefit from equity-based awards	0	556
Other	40	1
Net cash used in financing activities	14,852	(9,759)
Net increase in cash and cash equivalents	195	4,675
Cash and cash equivalents - beginning of period	20,047	15,778
Cash and cash equivalents - end of period	20,242	20,453
Cash paid during the period for:
Income taxes	7,516	5,513
Interest	104	512
Non-cash investing and financing transactions during the period:
Purchase of business - seller financing portion	1,650	500
Acquisition of non-controlling interest - seller financing portion	0	388
Payment to settle redeemable non-controlling interest - financing portion	0	126
Sale of non-controlling interests	$ 0	$ (148)

CONSOLIDATED STATEMENT OF SHARE

CONSOLIDATED STATEMENT OF SHAREHOLDERS' EQUITY (unaudited) - 6 months ended Jun. 30, 2017 - USD ($) shares in Thousands, $ in Thousands	Common Stock [Member]	Additional Paid-In Capital [Member]	Retained Earnings [Member]	Treasury Stock [Member]	Total Shareholders' Equity [Member]	Non-controlling Interests [Member]	Total
Beginning balance at Dec. 31, 2016	$ 147	$ 68,687	$ 150,342	$ (31,628)	$ 187,548	$ 1,140	$ 188,688
Beginning balance (in shares) at Dec. 31, 2016	14,733			(2,215)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of restricted stock	$ 0	0	0	$ 0	0	0	0
Issuance of restricted stock (in shares)	60
Compensation expense - equity-based awards	$ 0	2,345	0	0	2,345	0	2,345
Transfer of compensation liability for certain stock issued pursuant to long-term incentive plans	0	165	0	0	165	0	165
Distribution to non-controlling interest partners	0	0	0	0	0	(2,665)	(2,665)
Contributions of non-controlling interest partners	0	0	0	0	0	40	40
Dividends declared to USPT shareholders	0	0	(5,031)	0	(5,031)	0	(5,031)
Net income	0	0	9,757	0	9,757	2,667	12,424
Ending balance at Jun. 30, 2017	$ 147	$ 71,197	$ 155,068	$ (31,628)	$ 194,784	$ 1,182	$ 195,966
Ending balance (in shares) at Jun. 30, 2017	14,793			(2,215)

BASIS OF PRESENTATION AND SIGNI

BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES	6 Months Ended
	Jun. 30, 2017
BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES [Abstract]
BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES	1. BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES The consolidated financial statements include the accounts of U.S. Physical Therapy, Inc. and its subsidiaries (the “Company”). All significant intercompany transactions and balances have been eliminated. The Company primarily operates through subsidiary clinic partnerships, in which the Company generally owns a 1% general partnership interest in all the Clinic Partnerships. Our limited partnership interests range from 49% to 99% in the Clinic Partnerships. The managing therapist of each clinic owns, directly or indirectly, the remaining limited partnership interest in the majority of the clinics (hereinafter referred to as “Clinic Partnerships”). To a lesser extent, the Company operates some clinics, through wholly-owned subsidiaries, under profit sharing arrangements with therapists (hereinafter referred to as “Wholly-Owned Facilities”). The Company continues to seek to attract for employment physical therapists who have established relationships with physicians and other referral sources by offering these therapists a competitive salary and incentives based on the profitability of the clinic that they manage. The Company also looks for therapists with whom to establish new, de novo clinics to be owned jointly by the Company and such therapists; in these situations, the therapist is offered the opportunity to co-invest in the new clinic and also receives a competitive salary for managing the clinic. For multi-site clinic practices in which a controlling interest is acquired by the Company, the prior owners typically continue on as employees to manage the clinic operations, retaining a non-controlling ownership interest in the clinics and receiving a competitive salary for managing the clinic operations. In addition, we have developed satellite clinic facilities as part of existing Clinic Partnerships and Wholly-Owned facilities, with the result that a substantial number of Clinic Partnerships and Wholly-Owned facilities operate more than one clinic location. In 2017, we intend to continue to acquire clinic practices and continue to focus on developing new clinics and on opening satellite clinics where appropriate along with increasing our patient volume through marketing and new programs. During the first six months of 2017 and the year ended 2016, the Company acquired an interest in the following clinic groups: Date % Interest Acquired Number of Clinics 2017 June 2017 Acquisition June 30 60 % 9 May 2017 Acquisition May 31 70 % 4 January 2017 Acquisition January 1 70 % 17 2016 February 2016 Acquisition February 29 55 % 8 November 2016 Acquisition November 30 60 % 12 In addition to the above clinic groups, in March 2017, the Company acquired a 55% interest in a company which is a leading provider of workforce performance solutions. Services provided include onsite injury prevention and rehabilitation, performance optimization and ergonomic assessments. The majority of these services are contracted with and paid for directly by employers including a number of Fortune 500 companies. Other clients include large insurers and their contractors. Also, during the second quarter, the Company purchased the assets and business of a physical therapy clinic and consolidated its business with an existing clinic. As of June 30, 2017, the Company operated 566 clinics in 41 states. The Company also manages physical therapy facilities for third parties, primarily physicians, with 27 third-party facilities under management as of June 30, 2017. The results of operations of the acquired clinics have been included in the Company’s consolidated financial statements since the date of their respective acquisition. The Company intends to continue to pursue additional acquisition opportunities, develop new clinics and open satellite clinics. The accompanying unaudited consolidated financial statements were prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and in accordance with the instructions for Form 10-Q. However, the statements do not include all of the information and footnotes required by accounting principles generally accepted in the United States of America for complete financial statements. Management believes this report contains all necessary adjustments (consisting only of normal recurring adjustments) to present fairly, in all material respects, the Company’s financial position, results of operations and cash flows for the interim periods presented. For further information regarding the Company’s accounting policies, please read the audited financial statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2016. The Company believes, and the Chief Executive Officer, Chief Financial Officer and Corporate Controller have certified, that the financial statements included in this report present fairly, in all material respects, the Company’s financial position, results of operations and cash flows for the interim periods presented. Operating results for the six months ended June 30, 2017 are not necessarily indicative of the results the Company expects for the entire year. Please also review the Risk Factors section included in our Annual Report on Form 10-K for the year ended December 31, 2016. Clinic Partnerships For non-acquired Clinic Partnerships, the earnings and liabilities attributable to the non-controlling interests, typically owned by the managing therapist, directly or indirectly, are recorded within the balance sheets and income statements as non-controlling interests. For acquired Clinic Partnerships with mandatorily redeemable non-controlling interests, the earnings and liabilities attributable to the non-controlling interest are recorded within the statements of net income line items: Interest expense – mandatorily redeemable non-controlling interests – earnings allocable and in the balance sheet line item: Mandatorily redeemable non-controlling interests. For acquired Clinic Partnerships with redeemable non-controlling interests, the earnings attributable to the redeemable non-controlling interest are recorded within the statements of net income line item – net income attributable to non-controlling interest and the equity interests are recorded on the balance sheet as redeemable non-controlling interests. Wholly-Owned Facilities For Wholly-Owned Facilities with profit sharing arrangements, an appropriate accrual is recorded for the amount of profit sharing due to the profit sharing therapists. The amount is expensed as compensation and included in clinic operating costs – salaries and related costs. The respective liability is included in current liabilities – accrued expenses on the balance sheets. Restatement of Prior Financial Statements As disclosed in our Current Report on Form 8-K filed March 16, 2017, and further described in our Annual Report on Form 10-K for the year ended December 31, 2016 filed on June 7, 2017, prior to issuing the 2016 annual financial statements, the Company determined it had previously incorrectly accounted for the non-controlling interests in the Company’s subsidiary clinic partnerships that were mandatorily redeemable. Management and the Company’s board of directors concluded this error was material to previously issued annual and quarterly consolidated financial statements. Additional information regarding the restatement is available in the Company’s Annual Report on Form 10-K for the year ended December 31, 2016. Financial information in this Form 10-Q related to all periods prior to the quarter ended December 31, 2016 has been amended where necessary to reflect the restatement. Therefore, this Form 10-Q should be read in conjunction with the Company’s Annual Report on Form 10-K for the year ended December 31, 2016. Significant Accounting Policies Cash Equivalents The Company maintains its cash and cash equivalents at financial institutions. The combined account balances at several institutions typically exceed Federal Deposit Insurance Corporation (“FDIC”) insurance coverage and, as a result, there is a concentration of credit risk related on deposits in excess of FDIC insurance coverage. Management believes that the risk is not significant. Long-Lived Assets Fixed assets are stated at cost. Depreciation is computed on the straight-line method over the estimated useful lives of the assets. Estimated useful lives for furniture and equipment range from three to eight years and for software purchased from three to seven years. Leasehold improvements are amortized over the shorter of the lease term or estimated useful lives of the assets, which is generally three to five years. Impairment of Long-Lived Assets and Long-Lived Assets to Be Disposed Of The Company reviews property and equipment and intangible assets with finite lives for impairment upon the occurrence of certain events or circumstances which indicate that the amounts may be impaired. Assets to be disposed of are reported at the lower of the carrying amount or fair value less costs to sell. Goodwill Goodwill represents the excess of the amount paid and fair value of the non-controlling interests over the fair value of the acquired business assets, which include certain identifiable intangible assets. Historically, goodwill has been derived from acquisitions and, prior to 2009, from the purchase of some or all of a particular local management’s equity interest in an existing clinic. Effective January 1, 2009, if the purchase price of a non-controlling interest related to non-acquired Clinic Partnerships by the Company exceeds or is less than the book value at the time of purchase, any excess or shortfall is recognized as an adjustment to additional paid-in capital. The carrying value of goodwill and other identifiable intangible assets with indefinite lives are tested for impairment annually and upon the occurrence of certain events, and are written down to fair value if considered impaired. The Company evaluates goodwill for impairment on at least an annual basis (in its third quarter) by comparing the fair value of its reporting units to the carrying value of each reporting unit including related goodwill. The Company’s business is primarily made up of various clinics within partnerships. The partnerships are components of regions and are aggregated to the operating segment level for the purpose of determining the Company’s reporting units when performing its annual goodwill impairment test. In the second quarter of 2017, there were six regions. An impairment loss generally would be recognized when the carrying amount of the net assets of a reporting unit, inclusive of goodwill and other identifiable intangible assets, exceeds the estimated fair value of the reporting unit. The estimated fair value of a reporting unit is determined using two factors: (i) earnings prior to taxes, depreciation and amortization for the reporting unit multiplied by a price/earnings ratio used in the industry and (ii) a discounted cash flow analysis. A weight is assigned to each factor and the sum of each weight times the factor is considered the estimated fair value. For 2016, the factors (i.e., price/earnings ratio, discount rate and residual capitalization rate) were updated to reflect current market conditions. The evaluation of goodwill in 2016 did not result in any goodwill amounts that were deemed impaired. The Company has not identified any triggering events occurring after the testing date that would impact the impairment testing results obtained. Factors which could result in future impairment charges include but are not limited to: · cost, risks and uncertainties associated with the Company’s recent restatement of its prior financial statements due to the correction of its accounting methodology for redeemable noncontrolling partnership interests, and including any pending and future claims or proceedings relating to such matters; · changes as the result of government enacted national healthcare reform; · changes in Medicare rules and guidelines and reimbursement or failure of our clinics to maintain their Medicare certification or enrollment status; · revenue we receive from Medicare and Medicaid being subject to potential retroactive reduction; · business and regulatory conditions including federal and state regulation; · governmental and other third party payor inspections, reviews, investigations and audits; · compliance with federal and state laws and regulations relating to the privacy of individually identifiable patient information and associated fines and penalties for failure to comply; · legal actions, which could subject us to increased operating costs and uninsured liabilities; · changes in reimbursement rates or payment methods from third party payors including government agencies and deductibles and co-pays owed by patients; · revenue and earnings expectations; · general economic conditions; · availability and cost of qualified physical and occupational therapists; · personnel productivity and retaining key personnel; · competitive, economic or reimbursement conditions in our markets which may require us to reorganize or close certain operations and thereby incur losses and/or closure costs including the possible write-down or write-off of goodwill and other intangible assets; · acquisitions, purchases of non-controlling interests (minority interests) and the successful integration of the operations of the acquired business; · maintaining necessary insurance coverage; · availability, terms, and use of capital; and · weather and other seasonal factors. Mandatorily Redeemable Non-Controlling Interests The non-controlling interests that are reflected as mandatorily redeemable non-controlling interests in the consolidated financial statements consist of those owners who have certain redemption rights, whether currently exercisable or not, and which currently, or in the future, require that the Company purchase the non-controlling interest of those owners at a predetermined formula based on a multiple of trailing twelve months earnings performance as defined in the respective limited partnership agreements. The redemption rights are triggered at such time as both of the following events have occurred: 1) termination of the owner’s employment, regardless of the reason for such termination, and 2) the passage of specified number of years after the closing of the transaction, typically three to five years, as defined in the limited partnership agreement. On the date the Company acquires a controlling interest in a partnership and the limited partnership agreement contains mandatory redemption rights, the fair value of the non-controlling interest is recorded in the long-term liabilities section of the consolidated balance sheet under the caption – Mandatorily redeemable non-controlling interests Interest expense – mandatorily redeemable non-controlling interests – change in redemption value and Interest expense – mandatorily redeemable non-controlling interests – earnings allocable Redeemable Non-Controlling Interests The non-controlling interests that are reflected as redeemable non-controlling interests in the consolidated financial statements consist of those owners who have certain redemption rights, whether currently exercisable or not, and which currently, or in the future, require that the Company purchase the non-controlling interest of those owners, if certain conditions are met and the owners request the purchase. The purchase price is derived at a predetermined formula based on a multiple of trailing twelve months earnings performance as defined in the respective limited partnership agreements. The redemption rights can be triggered by the owner at such time as both of the following events have occurred: 1) termination of the owner’s employment, regardless of the reason for such termination, and 2) the passage of specified number of years after the closing of the transaction, typically three to five years, as defined in the limited partnership agreement. The redemption rights are not automatic (even upon death) and require either the owner or the Company to exercise its rights when the conditions triggering the redemption rights have been satisfied. On the date the Company acquires a controlling interest in a partnership and the limited partnership agreement contains redemption rights not under the control of the Company, the fair value of the non-controlling interest is recorded in the consolidated balance sheet under the caption – Redeemable non-controlling interests Non-Controlling Interests The Company recognizes non-controlling interests as equity in the consolidated financial statements separate from the parent entity’s equity. Changes in a parent entity’s ownership interest in a subsidiary that do not result in deconsolidation are treated as equity transactions if the parent entity retains its controlling financial interest. The Company recognizes a gain or loss in net income when a subsidiary is deconsolidated. Such gain or loss is measured using the fair value of the non-controlling interest on the deconsolidation date. When the purchase price of a non-controlling interest by the Company exceeds or is less than the book value at the time of purchase, any excess or shortfall, as applicable, is recognized as an adjustment to additional paid-in capital. Additionally, operating losses are allocated to non-controlling interests even when such allocation creates a deficit balance for the non-controlling interest partner. Revenue Recognition Revenues are recognized in the period in which services are rendered. Net patient revenues (patient revenues less estimated contractual adjustments) are reported at the estimated net realizable amounts from third-party payors, patients and others for services rendered. The Company has agreements with third-party payors that provide for payments to the Company at amounts different from its established rates. The allowance for estimated contractual adjustments is based on terms of payor contracts and historical collection and write-off experience. The Company determines allowances for doubtful accounts based on the specific agings and payor classifications at each clinic. The provision for doubtful accounts is included in clinic operating costs in the statement of net income. Net accounts receivable, which are stated at the historical carrying amount net of contractual allowances, write-offs and allowance for doubtful accounts, includes only those amounts the Company estimates to be collectible. Medicare Reimbursement The Medicare program reimburses outpatient rehabilitation providers based on the Medicare Physician Fee Schedule (‘‘MPFS’’). The MPFS rates have historically been subject to an automatic annual update based on a formula, called the sustainable growth rate (‘‘SGR’’) formula. The use of the SGR formula would have resulted in calculated automatic reductions in rates in every year since 2002; however, for each year through September 30, 2015, Centers for Medicare & Medicaid Services (‘‘CMS’’) or Congress has taken action to prevent the implementation of SGR formula reductions. On April 16, 2015, the Medicare Access and CHIP Reauthorization Act of 2015 (‘‘MACRA’’) was signed into law, eliminating the SGR formula and the associated annual automatic rate reductions. The MACRA promotes the development of new payment models that focus on quality and outcomes. As a result of MACRA and CMS’ adjustment to the applicable conversion factor, the net fee schedule payment rates were increased for 2017 by 0.24%. For 2018 and 2019, a 0.5% increase will be applied each year to the fee schedule payment rates, unless further adjusted by CMS. The Budget Control Act of 2011 increased the federal debt ceiling in connection with deficit reductions over the next ten years, and requires automatic reductions in federal spending by approximately $1.2 trillion. Payments to Medicare providers are subject to these automatic spending reductions, subject to a 2% cap. On April 1, 2013, a 2% reduction to Medicare payments was implemented. The Bipartisan Budget Act of 2015, enacted on November 2, 2015, extends the 2% reductions to Medicare payments through fiscal year 2025. As a result of the Balanced Budget Act of 1997, the formula for determining the total amount paid by Medicare in any one year for outpatient physical therapy, occupational therapy, and/or speech/language pathology services provided to any Medicare beneficiary (i.e., the ‘‘Therapy Cap’’ or ‘‘Limit’’) was established. Based on the statutory definitions which constrained how the Therapy Cap would be applied, there is one Limit for Physical Therapy and Speech Language Pathology Services combined, and one Limit for Occupational Therapy. For 2017, the annual Limit on outpatient therapy services is $1,980 for Physical and Speech Language Pathology Services combined and $1,980 for Occupational Therapy Services. Historically, these Therapy Caps applied to outpatient therapy services provided in all settings, except for services provided in departments of hospitals. However, the Protecting Access to Medicare Act of 2014, and prior legislation, extended the Therapy Caps to services furnished in hospital outpatient department settings. The application of these annual limits to hospital outpatient department settings will sunset on December 31, 2017 unless Congress extends it. In the Deficit Reduction Act of 2005, Congress implemented an exceptions process to the annual Limit for therapy expenses for therapy services above the annual Limit. Therapy services above the annual Limit that are medically necessary satisfy an exception to the annual Limit and such claims are payable by the Medicare program. The MACRA extended the exceptions process for outpatient therapy caps through December 31, 2017. Unless Congress extends the exceptions process further, the exceptions no longer will be available in those outpatient therapy setting where the annual Limits are applicable. For any claim above the annual Limit, the claim must contain a modifier indicating that the services are medically necessary and justified by appropriate documentation in the medical record. Furthermore, under the Middle Class Tax Relief and Job Creation Act of 2012 (‘‘MCTRA’’), since October 1, 2012, patients who met or exceeded $3,700 in therapy expenditures during a calendar year have been subject to a manual medical review to determine whether applicable payment criteria are satisfied. The $3,700 threshold is applied to Physical Therapy and Speech Language Pathology Services; a separate $3,700 threshold is applied to the Occupational Therapy. The MACRA directed CMS to modify the manual medical review process such that those reviews will no longer apply to all claims exceeding the $3,700 threshold and instead will be determined on a targeted basis based on a variety of factors that CMS considers appropriate. CMS adopted a multiple procedure payment reduction (‘‘MPPR’’) for therapy services in the final update to the MPFS for calendar year 2011. The MPPR applied to all outpatient therapy services paid under Medicare Part B — occupational therapy, physical therapy and speech-language pathology. Under the policy, the Medicare program pays 100% of the practice expense component of the Relative Value Unit (‘‘RVU’’) for the therapy procedure with the highest practice expense RVU, then reduces the payment for the practice expense component for the second and subsequent therapy procedures or units of service furnished during the same day for the same patient, regardless of whether those therapy services are furnished in separate sessions. Since 2013, the practice expense component for the second and subsequent therapy service furnished during the same day for the same patient was reduced by 50%. In addition, the MCTRA directed CMS to implement a claims-based data collection program to gather additional data on patient function during the course of therapy in order to better understand patient conditions and outcomes. All practice settings that provide outpatient therapy services are required to include this data on the claim form. Since 2013, therapists have been required to report new codes and modifiers on the claim form that reflect a patient’s functional limitations and goals at initial evaluation, periodically throughout care, and at discharge, CMS has rejected claims if the required data is not included in the claim. The Physician Quality Reporting System, or ‘‘PQRS,’’ is a CMS reporting program that uses a combination of incentive payments and payment reductions to promote reporting of quality information by ‘‘eligible professionals.’’ Although physical therapists, occupational therapists and qualified speech-language therapists were generally able to participate in the PQRS program, therapy professionals for whose services we bill through our certified rehabilitation agencies cannot participate because the Medicare claims processing systems currently cannot accommodate institutional providers such as certified rehabilitation agencies. Eligible professionals, such as those of our therapy professionals for whose services we bill using their individual Medicare provider numbers, who do not satisfactorily report data on quality measures will be subject to a 2% reduction in their Medicare payment in 2016 and 2017. As required under the MACRA, the PQRS program has been replaced with the Merit-Based Incentive Payment System (MIPS) on January 1, 2017. Physical therapists and occupational therapists are not required to participate in the MIPS program until January 1, 2019 or later, as determined by CMS. Statutes, regulations, and payment rules governing the delivery of therapy services to Medicare beneficiaries are complex and subject to interpretation. The Company believes that it is in compliance in all material respects with all applicable laws and regulations and is not aware of any pending or threatened investigations involving allegations of potential wrongdoing that would have a material effect on the Company’s financial statements as of June 30, 2017. Compliance with such laws and regulations can be subject to future government review and interpretation, as well as significant regulatory action including fines, penalties, and exclusion from the Medicare program. For the six months ended June 30, 2017, net revenue from Medicare accounts for approximately $45.8 million. Management Contract Revenues Management contract revenues are derived from contractual arrangements whereby the Company manages a clinic for third party owners. The Company does not have any ownership interest in these clinics. Typically, revenues are determined based on the number of visits conducted at the clinic and recognized when services are performed. Costs, typically salaries for the Company’s employees, are recorded when incurred. Management contract revenues are included in “other revenues” in the accompanying Consolidated Statements of Net Income. Contractual Allowances Contractual allowances result from the differences between the rates charged for services performed and expected reimbursements by both insurance companies and government sponsored healthcare programs for such services. Medicare regulations and the various third party payors and managed care contracts are often complex and may include multiple reimbursement mechanisms payable for the services provided in Company clinics. The Company estimates contractual allowances based on its interpretation of the applicable regulations, payor contracts and historical calculations. Each month the Company estimates its contractual allowance for each clinic based on payor contracts and the historical collection experience of the clinic and applies an appropriate contractual allowance reserve percentage to the gross accounts receivable balances for each payor of the clinic. Based on the Company’s historical experience, calculating the contractual allowance reserve percentage at the payor level is sufficient to allow the Company to provide the necessary detail and accuracy with its collectability estimates. However, the services authorized and provided and related reimbursement are subject to interpretation that could result in payments that differ from the Company’s estimates. Payor terms are periodically revised necessitating continual review and assessment of the estimates made by management. The Company’s billing system does not capture the exact change in its contractual allowance reserve estimate from period to period in order to assess the accuracy of its revenues and hence its contractual allowance reserves. Management regularly compares its cash collections to corresponding net revenues measured both in the aggregate and on a clinic-by-clinic basis. In the aggregate, the historical difference between net revenues and corresponding cash collections has generally reflected a difference within approximately 1% of net revenues. Additionally, analysis of subsequent period’s contractual write-offs on a payor basis reflects a difference within approximately 1% between the actual aggregate contractual reserve percentage as compared to the estimated contractual allowance reserve percentage associated with the same period end balance. As a result, the Company believes that a change in the contractual allowance reserve estimate would not likely be more than 1% at June 30, 2017. Income Taxes Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax basis and operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. The Company recognizes the financial statement benefit of a tax position only after determining that the relevant tax authority would more likely than not sustain the position following an audit. For tax positions meeting the more-likely-than-not threshold, the amount to be recognized in the financial statements is the largest benefit that has a greater than 50 percent likelihood of being realized upon ultimate settlement with the relevant tax authority. The Company did not have any accrued interest or penalties associated with any unrecognized tax benefits nor was any interest expense recognized during the six months ended June 30, 2017. The Company will book any interest or penalties, if required, in interest and/or other income/expense as appropriate. Fair Value of Financial Instruments The carrying amounts reported in the balance sheets for cash and cash equivalents, accounts receivable, accounts payable and notes payable approximate their fair values due to the short-term maturity of these financial instruments. The carrying amount under the Amended Credit Agreement approximates its fair value. The interest rate on the Amended Credit Agreement, which is tied to the Eurodollar Rate, is set at various short-term intervals, as detailed in the Amended Credit Agreement. Segment Reporting Operating segments are components of an enterprise for which separate financial information is available that is evaluated regularly by chief operating decision makers in deciding how to allocate resources and in assessing performance. The Company identifies operating segments based on management responsibility and believes it meets the criteria for aggregating its operating segments into a single reporting segment. Use of Estimates In preparing the Company’s consolidated financial statements, management makes certain estimates and assumptions, especially in relation to, but not limited to, purchase accounting, goodwill impairment, allowance for receivables, tax provision and contractual allowances, that affect the amounts reported in the consolidated financial statements and related disclosures. Actual results may differ from these estimates. Self-Insurance Program The Company utilizes a self-insurance plan for its employee group health insurance coverage administered by a third party. Predetermined loss limits have been arranged with the insurance company to minimize the Company’s maximum liability and cash outlay. Accrued expenses includ

ACQUISITIONS OF BUSINESSES

ACQUISITIONS OF BUSINESSES	6 Months Ended
	Jun. 30, 2017
ACQUISITIONS OF BUSINESSES [Abstract]
ACQUISITIONS OF BUSINESSES	2. ACQUISITIONS OF BUSINESSES On January 1, 2017, the Company acquired a 70% interest in a seventeen-clinic physical therapy practice. The purchase price for the 70% interest was $10.7 million in cash and $0.5 million in a seller note that is payable in two principal installments totaling $250,000 each, plus accrued interest, in January 2018 and 2019. On March 23, 2017, (effective March 1, 2017 for accounting purposes) the Company acquired a 55% interest in a company The purchase price for the 55% interest was $6.2 million in cash and $0.4 million in a seller note that is payable, principal plus accrued interest, in September 2018. On May 31, 2017 the Company acquired 70% interest in a four-clinic physical therapy practice. The purchase price for the 70% interest was $2.3 million in cash and $250,000 in a seller note that is payable in two principal installments totaling $125,000 each, plus accrued interest, in May 2018 and 2019. On June 30, 2017, the Company acquired a 60% interest in a nine-clinic physical therapy practice. The purchase price for the 60% interest was $15.8 million in cash and $0.5 million in a seller note that is payable in two principal installments totaling $250,000 each, plus accrued interest, in June 2018 and 2019. Also, in 2017, we purchased the assets and business of a physical therapy clinic for $100,000 and consolidated its business with an existing clinic. The purchase price for the 2017 acquisitions has been preliminarily allocated as follows (in thousands): Cash paid, net of cash acquired $ 33,665 Seller notes 1,650 Total consideration $ 35,315 Estimated fair value of net tangible assets acquired: Total current assets $ 5,868 Total non-current assets 1,790 Total liabilities (1,919 ) Net tangible assets acquired $ 5,739 Referral relationships 4,693 Non-compete 1,790 Tradename 5,118 Goodwill 40,197 Fair value of non-controlling interest (classified as redeemable non-controlling interests) (11,940 ) Fair value of non-controlling interest (classified as mandatorily redeemable non-controlling interests) (10,282 ) $ 35,315 On November 30, 2016, the Company acquired a 60% interest in a 12 clinic physical therapy practice. The purchase price for the 60% interest was $11.0 million in cash and $0.5 million in a seller note that is payable in two principal installments of $250,000 each, plus accrued interest, in November 2017 and 2018. On February 29, 2016, the Company acquired a 55% interest in an eight-clinic physical therapy practice. The purchase price for the 55% interest was $13.2 million in cash and $0.5 million in a seller note that is payable in two principal installments of $250,000 each, plus accrued interest, one of which was paid in February 2017 and one of which is due in February 2018. During 2016, two subsidiaries of the Company each acquired a single clinic therapy practice for an aggregate purchase price of $75,000. The purchase prices for the 2016 acquisitions have been preliminarily allocated as follows (in thousands): Cash paid, net of cash acquired $ 23,623 Seller notes 1,000 Total consideration $ 24,623 Estimated fair value of net tangible assets acquired: Total current assets $ 1,763 Total non-current assets 839 Total liabilities (1,039 ) Net tangible assets acquired $ 1,563 Referral relationships 4,919 Non-compete 847 Tradename 3,802 Goodwill 32,371 Fair value of non-controlling interest (classified as mandatorily redeemable non-controlling interests) (18,879 ) $ 24,623 For the acquisition that occurred in the first quarter of 2016, the purchase price plus the fair value of the non-controlling interests was allocated to the fair value of certain assets acquired (patient accounts receivable, equipment, prepaid expenses and deposits, tradename, non-compete agreements and referral relationships) and liabilities assumed (accounts payable and accrued employee salary and benefits) based on the fair values at the acquisition date, with the amount exceeding the fair values being recorded as goodwill. For the acquisition that occurred after June 30, 2016, the purchase price plus the fair value of the non-controlling interests was allocated to the fair value of certain assets acquired (patient accounts receivable, equipment, prepaid expenses and deposits, tradename, non-compete agreements and referral relationships) and liabilities assumed (accounts payable and accrued employee salary and benefits) based on the preliminary estimates of the fair values at the acquisition date, with the amount exceeding the estimated fair values being recorded as goodwill. The Company is in the process of completing its formal valuation analysis. Thus, the final allocation of the purchase price will differ from the preliminary estimates used based on additional information obtained. Changes in the estimated valuation of the tangible and intangible assets acquired and the completion by the Company of the identification of any unrecorded pre-acquisition contingencies, where the liability is probable and the amount can be reasonably estimated, will likely result in adjustments to goodwill. For the above acquisitions, total current assets primarily represent patient accounts receivable. Total non-current assets are fixed assets, primarily equipment, used in the practices. The estimated values assigned to the referral relationships and non-compete agreements are being amortized to expense equally over the respective estimated lives. For referral relationships, the range of the estimated lives was 12 to 13 years, and for non-compete agreements the estimated lives was six years. The values assigned to tradenames and goodwill is tested annually for impairment. The consideration for each transaction was agreed upon through arm’s length negotiations. Funding for the cash portion of the purchase price for the 2017 and 2016 acquisitions was derived from proceeds under the Amended Credit Agreement. The results of operations of these acquisitions have been included in the Company’s consolidated financial statements since acquired. Unaudited proforma consolidated financial information for acquisitions occurring in 2017 and 2016 have not been included as the results were not material to current operations.

MANDATORILY REDEEMABLE NON-CONT

MANDATORILY REDEEMABLE NON-CONTROLLING INTERESTS	6 Months Ended
	Jun. 30, 2017
MANDATORILY REDEEMABLE NON-CONTROLLING INTERESTS [Abstract]
MANDATORILY REDEEMABLE NON-CONTROLLING INTERESTS	3. MANDATORILY REDEEMABLE NON-CONTROLLING INTERESTS Prior to the second quarter of 2017, when the Company acquired a majority interest (the “Acquisition”) in a physical therapy clinic business (referred to as “Therapy Practice”), these Acquisitions occurred in a series of steps which are described below. 1. Prior to the Acquisition, the Therapy Practice exists as a separate legal entity (the “Seller Entity”). The Seller Entity is owned by one or more individuals (the “Selling Shareholders”) most of whom are physical therapists that work in the Therapy Practice and provide physical therapy services to patients. 2. In conjunction with the Acquisition, the Seller Entity contributes the Therapy Practice into a newly-formed limited partnership (“NewCo”), in exchange for one hundred percent (100%) of the limited and general partnership interests in NewCo. Therefore, in this step, NewCo becomes a wholly-owned subsidiary of the Seller Entity. 3. The Company enters into an agreement (the “Purchase Agreement”) to acquire from the Seller Entity a majority (ranges from 50% to 90%) of the limited partnership interest and, in all cases, 100% of the general partnership interest in NewCo. The Company does not purchase 100% of the limited partnership interest because the Selling Shareholders, through the Seller Entity, want to maintain an ownership percentage. The consideration for the Acquisition is primarily payable in the form of cash at closing and a small two-year note in lieu of an escrow (the “Purchase Price”). The Purchase Agreement does not contain any future earn-out or other contingent consideration that is payable to the Seller Entity or the Selling Shareholders. 4. The Company and the Seller Entity also execute a partnership agreement (the “Partnership Agreement”) for NewCo that sets forth the rights and obligations of the limited and general partners of NewCo. After the Acquisition, the Company is the general partner of NewCo. 5. As noted above, the Company does not purchase 100% of the limited partnership interests in NewCo and the Seller Entity retains a portion of the limited partnership interest in NewCo (“Seller Entity Interest”). 6. In most cases, some or all of the Selling Shareholders enter into an employment agreement (the “Employment Agreement”) with NewCo with an initial term that ranges from three to five years (the “Employment Term”), with automatic one-year renewals, unless employment is terminated prior to the end of the Employment Term. As a result, a Selling Shareholder becomes an employee (“Employed Selling Shareholder”) of NewCo. The employment of an Employed Selling Shareholder can be terminated by the Employed Selling Shareholder or NewCo, with or without cause, at any time. In a few situations, a Selling Shareholder does not become employed by NewCo and is not involved with NewCo following the closing; in those situations, such Selling Shareholders sell their entire ownership interest in the Seller Entity as of the closing of the Acquisition. 7. The compensation of each Employed Selling Shareholder is specified in the Employment Agreement and is customary and commensurate with his or her responsibilities based on other employees in similar capacities within NewCo, the Company and the industry. 8. The Company and the Selling Shareholder (including both Employed Selling Shareholders and Selling Shareholders not employed by NewCo) execute a non-compete agreement (the “Non- Compete Agreement”) which restricts the Selling Shareholder from engaging in competing business activities for a specified period of time (the “Non-Compete Term”). A Non-Compete Agreement is executed with the Selling Shareholders in all cases. That is, even if the Selling Shareholder does not become an Employed Selling Shareholder, the Selling Shareholder is restricted from engaging in a competing business during the Non-Compete Term. 9. The Non-Compete Term commences as of the date of the Acquisition and expires on the later of: a. Two years after the date an Employed Selling Shareholders’ employment is terminated (if the Selling Shareholder becomes an Employed Selling Shareholder) or b. Five to six years from the date of the Acquisition, as defined in the Non-Compete Agreement, regardless of whether the Selling Shareholder is employed by NewCo. 10. The Non-Compete Agreement applies to a restricted region which is defined as a 15-mile radius from the Therapy Practice. That is, an Employed Selling Shareholder is permitted to engage in competing businesses or activities outside the 15-mile radius (after such Employed Selling Shareholder no longer is employed by NewCo) and a Selling Shareholder who is not employed by NewCo immediately is permitted to engage in the competing business or activities outside the 15-mile radius. 11. The Partnership Agreement contains provisions for the redemption of the Seller Entity Interest, either at the option of the Company (the “Call Option”) or on a required basis (the “Required Redemption”): a. Required Redemption i. Once the Required Redemption is triggered, the Company is obligated to purchase from the Seller Entity and the Seller Entity is obligated to sell to the Company, the allocable portion of the Seller Entity Interest based on the terminated Selling Shareholder’s pro rata ownership interest in the Seller Entity (the “Allocable Portion”). Required Redemption is triggered when both of the following events have occurred: 1. Termination of an Employed Selling Shareholder’s employment with NewCo, regardless of the reason for such termination, and 2. The expiration of an agreed upon period of time, typically three to five years, as set forth in the relevant Partnership Agreement (the “Holding Period”). ii. In the event an Employed Selling Shareholder’s employment terminates prior to the expiration of the Holding Period, the Required Redemption would occur only upon expiration of the Holding Period. b. Call Option I In the event that an Employed Selling Shareholder’s employment terminates prior to expiration of the Holding Period, the Company has the contractual right, but not the obligation, to acquire the Employed Selling Shareholder’s Allocable Portion of the Seller Entity Interest from the Seller Entity through exercise of the Call Option. c. For the Required Redemption and the Call Option, the purchase price is derived from a formula based on a specified multiple of NewCo’s trailing twelve months of earnings before interest, taxes, depreciation, amortization, and the Company’s internal management fee, plus an Allocable Portion of any undistributed earnings of NewCo (the “Redemption Amount”). NewCo’s earnings are distributed monthly based on available cash within NewCo; therefore, the undistributed earnings amount is small, if any. d. The Purchase Price for the initial equity interest purchased by the Company is also based on the same specified multiple of the trailing twelve-month earnings that is used in the Required Redemption noted above. e. Although, the Required Redemption and the Call Option do not have an expiration date, the Seller Entity Interest eventually will be purchased by the Company. f. The Required Redemption and the Call Option never apply to Selling Shareholders who do not become employed by NewCo, since the Company requires that such Selling Shareholders sell their entire ownership interest in the Seller Entity at the closing of the Acquisition. 12. An Employed Selling Shareholder’s ownership of his or her equity interest in the Seller Entity predates the Acquisition and the Company’s purchase of its partnership interest in NewCo. The Employment Agreement and the Non-Compete Agreement do not contain any provision to escrow or “claw back” the equity interest in the Seller Entity held by such Employed Selling Shareholder, nor the Seller Entity Interest in NewCo, in the event of a breach of the employment or non-compete terms. More specifically, even if the Employed Selling Shareholder is terminated for “cause” by NewCo, such Employed Selling Shareholder does not forfeit his or her right to his or her full equity interest in the Seller Entity and the Seller Entity does not forfeit its right to any portion of the Seller Entity Interest. The Company’s only recourse against the Employed Selling Shareholder for breach of either the Employment Agreement or the Non-Compete Agreement is to seek damages and other legal remedies under such agreements. There are no conditions in any of the arrangements with an Employed Selling Shareholder that would result in a forfeiture of the equity interest held in the Seller Entity or of the Seller Entity Interest. For the six months ended June 30, 2017, the following table details the changes in the carrying amount of mandatorily redeemable non-controlling interest: Six Months Ended June 30, 2017 Beginning balance $ 69,190 Operating results allocated to mandatorily redeemable non-controlling interest partners 3,081 Distributions to mandatorily redeemable non-controlling interest partners (3,272 ) Changes in the redemption value of mandatorily redeemable non-controlling interest 6,592 Payments for settlement of mandatorily redeemable non-controlling interest (2,230 ) Purchases of businesses - initial liability related to mandatorily redeemable non-controlling interest 10,282 Ending balance $ 83,643 The following table details the carrying amount of the mandatorily redeemable non-controlling interest (in thousands) as of June 30, 2017: June 30, 2017 Contractual time period has lapsed but holder's employment has not been terminated $ 30,838 Contractual time period has not lapsed and holder's employment has not been terminated 55,454 Holder's employment has terminated and contractual time period has expired - Holder's employment has terminated and contractual time period has not expired - Redemption value prior to excess distributed earnings $ 86,292 Excess distributions over earnings and losses (2,649 ) $ 83,643

REDEEMABLE NON-CONTROLLING INTE

REDEEMABLE NON-CONTROLLING INTERESTS	6 Months Ended
	Jun. 30, 2017
REDEEMABLE NON-CONTROLLING INTERESTS [Abstract]
REDEEMABLE NON-CONTROLLING INTERESTS	4. REDEEMABLE NON-CONTROLLING INTERESTS When the Company acquires a majority interest in a Therapy Practice, those Acquisitions occur in a series of steps as described in numbers 1 through 10 of footnote 3 – Mandatorily Redeemable Non-Controlling Interests. For the Acquisitions that occurred after the first quarter of 2017, the Partnership Agreement contained provisions for the redemption of the Seller Entity Interest, either at the option of the Company (the “Call Right”) or at the option of the Seller Entity (the “Put Right”) as follows: 1. Put Right a. In the event that any Selling Shareholder’s employment is terminated involuntarily by the Company without “Cause” pursuant to Section 7(d) of such Selling Shareholder’s Employment Agreement prior to the fifth anniversary of the Closing Date, the Seller Entity thereafter shall have an irrevocable right to cause the Company to purchase from Seller Entity the Terminated Selling Shareholder’s Allocable Percentage of Seller Entity’s Interest at the purchase price described in “3” below. b. In the event that any Selling Shareholder is not employed by NewCo as of the fifth anniversary of the Closing Date and the Company has not exercised its Call Right with respect to the Terminated Selling Shareholder’s Allocable Percentage of Seller Entity’s Interest, Seller Entity thereafter shall have the Put Right to cause the Company to purchase from Seller Entity the Terminated Selling Shareholder’s Allocable Percentage of Seller Entity’s Interest at the purchase price described in “3” below. c. In the event that any Selling Shareholder’s employment with NewCo is terminated for any reason on or after the fifth anniversary of the Closing Date, the Seller Entity shall have the Put Right, and upon the exercise of the Put Right, the Terminated Selling Shareholder’s Allocable Percentage of Seller Entity’s Interest shall be redeemed by the Company at the purchase price described in “3” below. 2. Call Right a. If any Selling Shareholder’s employment by NewCo is terminated (i) pursuant to a voluntary termination by the Selling Shareholder or (ii) by NewCo with “Cause” (as defined in the Selling Shareholder’s Employment Agreement), prior to the fifth anniversary of the Closing Date, the Company thereafter shall have an irrevocable right to purchase from Seller Entity the Terminated Selling Shareholder’s Allocable Percentage of Seller Entity’s Interest, in each case at the purchase price described in “3” below. b. In the event that any Selling Shareholder’s employment with NewCo is terminated for any reason on or after the fifth anniversary of the Closing Date, the Company shall have the Call Right, and upon the exercise of the Call Right, the Terminated Selling Shareholder’s Allocable Percentage of Seller Entity’s Interest shall be redeemed by the Company at the purchase price described in “3” below. 3. For the Put Right and the Call Right, the purchase price is derived from a formula based on a specified multiple of NewCo’s trailing twelve months of earnings before interest, taxes, depreciation, amortization, and the Company’s internal management fee, plus an Allocable Percentage of any undistributed earnings of NewCo (the “Redemption Amount”). NewCo’s earnings are distributed monthly based on available cash within NewCo; therefore, the undistributed earnings amount is small, if any. 4. The Purchase Price for the initial equity interest purchased by the Company is also based on the same specified multiple of the trailing twelve-month earnings that is used in the Put Right and the Call Right noted above. 5. The Put Right and the Call Right do not have an expiration date, but the Seller Entity Interest is not required to be purchased by the Company or sold by the Seller Entity. 6. The Put Right and the Call Right never apply to Selling Shareholders who do not become employed by NewCo, since the Company requires that such Selling Shareholders sell their entire ownership interest in the Seller Entity at the closing of the Acquisition. An Employed Selling Shareholder’s ownership of his or her equity interest in the Seller Entity predates the Acquisition and the Company’s purchase of its partnership interest in NewCo. The Employment Agreement and the Non-Compete Agreement do not contain any provision to escrow or “claw back” the equity interest in the Seller Entity held by such Employed Selling Shareholder, nor the Seller Entity Interest in NewCo, in the event of a breach of the employment or non-compete terms. More specifically, even if the Employed Selling Shareholder is terminated for “cause” by NewCo, such Employed Selling Shareholder does not forfeit his or her right to his or her full equity interest in the Seller Entity and the Seller Entity does not forfeit its right to any portion of the Seller Entity Interest. The Company’s only recourse against the Employed Selling Shareholder for breach of either the Employment Agreement or the Non-Compete Agreement is to seek damages and other legal remedies under such agreements. There are no conditions in any of the arrangements with an Employed Selling Shareholder that would result in a forfeiture of the equity interest held in the Seller Entity or of the Seller Entity Interest. At June 30, 2017, the recorded initial value of $11.9 million approximates the Redemption Amount. Any allocation of earnings during the three months ended June 30, 2017 was immaterial.

GOODWILL

GOODWILL	6 Months Ended
	Jun. 30, 2017
GOODWILL [Abstract]
GOODWILL	5. GOODWILL The changes in the carrying amount of goodwill consisted of the following (in thousands): Six Months Ended June 30, 2017 Beginning balance $ 226,806 Goodwill acquired during the period 40,197 Goodwill adjustments for purchase price allocation of business acquired 954 Ending balance $ 267,957

INTANGIBLE ASSETS, NET

INTANGIBLE ASSETS, NET	6 Months Ended
	Jun. 30, 2017
INTANGIBLE ASSETS, NET [Abstract]
INTANGIBLE ASSETS, NET	6. INTANGIBLE ASSETS, NET Intangible assets, net as of June 30, 2017 and December 31, 2016 consisted of the following (in thousands): June 30, 2017 December 31, 2016 Tradenames $ 26,352 $ 21,234 Referral relationships, net of accumulated amortization of $6,214 and $5,275, respectively 18,613 14,859 Non-compete agreements, net of accumulated amortization of $3,781 and $3,380, respectively 3,356 1,967 $ 48,321 $ 38,060 Tradenames, referral relationships and non-compete agreements are related to the businesses acquired. Typically, the value assigned to tradenames has an indefinite life and is tested at least annually for impairment using the relief from royalty method in conjunction with the Company’s annual goodwill impairment test. The value assigned to referral relationships is being amortized over their respective estimated useful lives which range from six to 16 years. Non-compete agreements are amortized over the respective term of the agreements which range from five to six years. The following table details the amount of amortization expense recorded for intangible assets for the three and six months ended June 30, 2017 and 2016 (in thousands): Three Months Ended Six Months Ended June 30, 2017 June 30, 2016 June 30, 2017 June 30, 2016 Tradenames $ - $ 21 $ - $ 42 Referral relationships 481 352 939 675 Non-compete agreements 206 147 401 281 $ 687 $ 520 $ 1,340 $ 998 Based on the balance of referral relationships and non-compete agreements as of June 30, 2017, the expected amount to be amortized in 2017 and thereafter by year is as follows (in thousands): Referral Relationships Non-Compete Agreements Years Annual Amount Years Annual Amount 2017 1,993 2017 860 2018 2,063 2018 883 2019 1,973 2019 810 2020 1,973 2020 597 2021 1,973 2021 519 2022 1,924 2022 88 2023 1,817 2024 1,698 2025 1,592 2026 1,131 2027 971 2028 401 2029 43

ACCRUED EXPENSES

ACCRUED EXPENSES	6 Months Ended
	Jun. 30, 2017
ACCRUED EXPENSES [Abstract]
ACCRUED EXPENSES	7. ACCRUED EXPENSES Accrued expenses as of June 30, 2017 and December 31, 2016 consisted of the following (in thousands): June 30, 2017 December 31, 2016 Salaries and related costs $ 15,692 $ 10,569 Credit balances due to patients and payors 4,368 3,880 Group health insurance claims 2,772 2,499 Dividends payable to USPH shareholders 2,516 - Other 5,887 4,808 Total $ 31,235 $ 21,756

NOTES PAYABLE AND AMENDED CREDI

NOTES PAYABLE AND AMENDED CREDIT AGREEMENT	6 Months Ended
	Jun. 30, 2017
NOTES PAYABLE AND AMENDED CREDIT AGREEMENT [Abstract]
NOTES PAYABLE AND AMENDED CREDIT AGREEMENT	8. NOTES PAYABLE AND AMENDED CREDIT AGREEMENT Amounts outstanding under the Amended Credit Agreement and notes payable as of June 30, 2017 and December 31, 2016 consisted of the following (in thousands): Summary of Credit Agreement and Notes Payable June 30, 2017 December 31, 2016 Credit Agreement average effective interest rate of 2.7% inclusive of unused fee $ 69,000 $ 46,000 Various notes payable with $2,345 plus accrued interest due in the next year, interest accrues in the range of 3.25% through 4.0% per annum 6,696 5,823 75,696 51,823 Less current portion (2,345 ) (1,227 ) Long term portion $ 73,351 $ 50,596 Effective December 5, 2013, the Company entered into an Amended Credit Agreement, as defined below, with a commitment for a $125.0 million revolving credit facility with a maturity date of November 30, 2018. This agreement was amended in August 2015, January 2016 and March 2017 (hereafter referred to as “Amended Credit Agreement”). The Amended Credit Agreement is unsecured and has loan covenants, including requirements that the Company comply with a consolidated fixed charge coverage ratio and consolidated leverage ratio. Proceeds from the Amended Credit Agreement may be used for working capital, acquisitions, purchases of the Company’s common stock, dividend payments to the Company’s common shareholders, capital expenditures and other corporate purposes. The pricing grid is based on the Company’s consolidated leverage ratio with the applicable spread over LIBOR ranging from 1.5% to 2.5% or the applicable spread over the Base Rate ranging from 0.1% to 1%. Fees under the Amended Credit Agreement include an unused commitment fee ranging from 0.1% to 0.25% depending on the Company’s consolidated leverage ratio and the amount of funds outstanding under the Amended Credit Agreement. The January 2016 amendment to the Amended Credit Agreement increased the cash and noncash consideration that the Company could pay with respect to acquisitions permitted under the Amended Credit Agreement to $50,000,000 for any fiscal year, and increased the amount the Company may pay in cash dividends to its shareholders in an aggregate amount not to exceed $10,000,000 in any fiscal year. Further, the March 2017 amendment, among other items, increased the amount the Company may pay in cash dividends to its shareholders in an aggregate amount not to exceed $15,000,000 in any fiscal year. On June 30, 2017, $69.0 million was outstanding on the Amended Credit Agreement resulting in $56.0 million of availability. As of June 30, 2017 and the date of this report, the Company was in compliance with all of the covenants thereunder. The Company generally enters into various notes payable as a means of financing a portion of its acquisitions and purchases of non-controlling interests. In conjunction with the acquisitions in the first six months of 2017, the Company entered into notes payable in the aggregate amount of $1.7 million, of which an aggregate principal payment of $625,000 is due in 2018 and an aggregate principal payment of $1,025,000 is due in 2019. Interest accrues at the rate of 4.0% per annum and is payable with each principal installment. In conjunction with the acquisitions in 2016 and the purchases of non-controlling interests, the Company entered into notes payable in the aggregate amount of $1.5 million of which an aggregate principal payment of $444,000 was paid in 2017, $250,000 is due in November 2017 and $819,000 is payable in 2018. Interest accrues 3.5% per annum and is payable with each principal installment. In conjunction with the acquisitions in 2015 and the purchases of non-controlling interests, the Company entered into notes payable in the aggregate amount of $4.9 million, of which an aggregate principal payment of $575,000 was paid in 2016, $525,000 due in 2017 (of which $250,000 was paid in the first quarter of 2017), $1.9 million is due in 2018 and $1.9 million in 2019. Interest accrues in the range of 3.25% to 4.0% per annum and is payable with each principal installment. Aggregate annual payments of principal required pursuant to the Amended Credit Agreement and the above notes payable subsequent to June 30, 2017 are as follows (in thousands): During the twelve months ended June 30, 2018 $ 2,345 During the twelve months ended June 30, 2019 73,351 $ 75,696 The revolving credit facility (balance at June 30, 2017 of $69.0 million) matures on November 30, 2018.

COMMON STOCK

COMMON STOCK	6 Months Ended
	Jun. 30, 2017
COMMON STOCK [Abstract]
COMMON STOCK	9. COMMON STOCK From September 2001 through December 31, 2008, the Board authorized the Company to purchase, in the open market or in privately negotiated transactions, up to 2,250,000 shares of the Company’s common stock. In March 2009, the Board authorized the repurchase of up to 10% or approximately 1,200,000 shares of its common stock (“March 2009 Authorization”). The Amended Credit Agreement permits share repurchases of up to $15,000,000, subject to compliance with covenants. The Company is required to retire shares purchased under the March 2009 Authorization. Under the March 2009 Authorization, the Company has purchased a total of 859,499 shares. There is no expiration date for the share repurchase program. There are currently an additional estimated 248,344 shares (based on the closing price of $60.40 on June 30, 2017) that may be purchased from time to time in the open market or private transactions depending on price, availability and the Company’s cash position. The Company did not purchase any shares of its common stock during the six months ended June 30, 2017.

BASIS OF PRESENTATION AND SIG16

BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES (Policies)	6 Months Ended
	Jun. 30, 2017
BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES [Abstract]
Cash Equivalents	Cash Equivalents The Company maintains its cash and cash equivalents at financial institutions. The combined account balances at several institutions typically exceed Federal Deposit Insurance Corporation (“FDIC”) insurance coverage and, as a result, there is a concentration of credit risk related on deposits in excess of FDIC insurance coverage. Management believes that the risk is not significant.
Long-Lived Assets	Long-Lived Assets Fixed assets are stated at cost. Depreciation is computed on the straight-line method over the estimated useful lives of the assets. Estimated useful lives for furniture and equipment range from three to eight years and for software purchased from three to seven years. Leasehold improvements are amortized over the shorter of the lease term or estimated useful lives of the assets, which is generally three to five years.
Impairment of Long-Lived Assets and Long-Lived Assets to Be Disposed Of	Impairment of Long-Lived Assets and Long-Lived Assets to Be Disposed Of The Company reviews property and equipment and intangible assets with finite lives for impairment upon the occurrence of certain events or circumstances which indicate that the amounts may be impaired. Assets to be disposed of are reported at the lower of the carrying amount or fair value less costs to sell.
Goodwill	Goodwill Goodwill represents the excess of the amount paid and fair value of the non-controlling interests over the fair value of the acquired business assets, which include certain identifiable intangible assets. Historically, goodwill has been derived from acquisitions and, prior to 2009, from the purchase of some or all of a particular local management’s equity interest in an existing clinic. Effective January 1, 2009, if the purchase price of a non-controlling interest related to non-acquired Clinic Partnerships by the Company exceeds or is less than the book value at the time of purchase, any excess or shortfall is recognized as an adjustment to additional paid-in capital. The carrying value of goodwill and other identifiable intangible assets with indefinite lives are tested for impairment annually and upon the occurrence of certain events, and are written down to fair value if considered impaired. The Company evaluates goodwill for impairment on at least an annual basis (in its third quarter) by comparing the fair value of its reporting units to the carrying value of each reporting unit including related goodwill. The Company’s business is primarily made up of various clinics within partnerships. The partnerships are components of regions and are aggregated to the operating segment level for the purpose of determining the Company’s reporting units when performing its annual goodwill impairment test. In the second quarter of 2017, there were six regions. An impairment loss generally would be recognized when the carrying amount of the net assets of a reporting unit, inclusive of goodwill and other identifiable intangible assets, exceeds the estimated fair value of the reporting unit. The estimated fair value of a reporting unit is determined using two factors: (i) earnings prior to taxes, depreciation and amortization for the reporting unit multiplied by a price/earnings ratio used in the industry and (ii) a discounted cash flow analysis. A weight is assigned to each factor and the sum of each weight times the factor is considered the estimated fair value. For 2016, the factors (i.e., price/earnings ratio, discount rate and residual capitalization rate) were updated to reflect current market conditions. The evaluation of goodwill in 2016 did not result in any goodwill amounts that were deemed impaired. The Company has not identified any triggering events occurring after the testing date that would impact the impairment testing results obtained. Factors which could result in future impairment charges include but are not limited to: · cost, risks and uncertainties associated with the Company’s recent restatement of its prior financial statements due to the correction of its accounting methodology for redeemable noncontrolling partnership interests, and including any pending and future claims or proceedings relating to such matters; · changes as the result of government enacted national healthcare reform; · changes in Medicare rules and guidelines and reimbursement or failure of our clinics to maintain their Medicare certification or enrollment status; · revenue we receive from Medicare and Medicaid being subject to potential retroactive reduction; · business and regulatory conditions including federal and state regulation; · governmental and other third party payor inspections, reviews, investigations and audits; · compliance with federal and state laws and regulations relating to the privacy of individually identifiable patient information and associated fines and penalties for failure to comply; · legal actions, which could subject us to increased operating costs and uninsured liabilities; · changes in reimbursement rates or payment methods from third party payors including government agencies and deductibles and co-pays owed by patients; · revenue and earnings expectations; · general economic conditions; · availability and cost of qualified physical and occupational therapists; · personnel productivity and retaining key personnel; · competitive, economic or reimbursement conditions in our markets which may require us to reorganize or close certain operations and thereby incur losses and/or closure costs including the possible write-down or write-off of goodwill and other intangible assets; · acquisitions, purchases of non-controlling interests (minority interests) and the successful integration of the operations of the acquired business; · maintaining necessary insurance coverage; · availability, terms, and use of capital; and · weather and other seasonal factors.
Mandatorily Redeemable Non-Controlling Interests	Mandatorily Redeemable Non-Controlling Interests The non-controlling interests that are reflected as mandatorily redeemable non-controlling interests in the consolidated financial statements consist of those owners who have certain redemption rights, whether currently exercisable or not, and which currently, or in the future, require that the Company purchase the non-controlling interest of those owners at a predetermined formula based on a multiple of trailing twelve months earnings performance as defined in the respective limited partnership agreements. The redemption rights are triggered at such time as both of the following events have occurred: 1) termination of the owner’s employment, regardless of the reason for such termination, and 2) the passage of specified number of years after the closing of the transaction, typically three to five years, as defined in the limited partnership agreement. On the date the Company acquires a controlling interest in a partnership and the limited partnership agreement contains mandatory redemption rights, the fair value of the non-controlling interest is recorded in the long-term liabilities section of the consolidated balance sheet under the caption – Mandatorily redeemable non-controlling interests Interest expense – mandatorily redeemable non-controlling interests – change in redemption value and Interest expense – mandatorily redeemable non-controlling interests – earnings allocable
Redeemable Non-Controlling Interests	Redeemable Non-Controlling Interests The non-controlling interests that are reflected as redeemable non-controlling interests in the consolidated financial statements consist of those owners who have certain redemption rights, whether currently exercisable or not, and which currently, or in the future, require that the Company purchase the non-controlling interest of those owners, if certain conditions are met and the owners request the purchase. The purchase price is derived at a predetermined formula based on a multiple of trailing twelve months earnings performance as defined in the respective limited partnership agreements. The redemption rights can be triggered by the owner at such time as both of the following events have occurred: 1) termination of the owner’s employment, regardless of the reason for such termination, and 2) the passage of specified number of years after the closing of the transaction, typically three to five years, as defined in the limited partnership agreement. The redemption rights are not automatic (even upon death) and require either the owner or the Company to exercise its rights when the conditions triggering the redemption rights have been satisfied. On the date the Company acquires a controlling interest in a partnership and the limited partnership agreement contains redemption rights not under the control of the Company, the fair value of the non-controlling interest is recorded in the consolidated balance sheet under the caption – Redeemable non-controlling interests
Non-Controlling Interests	Non-Controlling Interests The Company recognizes non-controlling interests as equity in the consolidated financial statements separate from the parent entity’s equity. Changes in a parent entity’s ownership interest in a subsidiary that do not result in deconsolidation are treated as equity transactions if the parent entity retains its controlling financial interest. The Company recognizes a gain or loss in net income when a subsidiary is deconsolidated. Such gain or loss is measured using the fair value of the non-controlling interest on the deconsolidation date. When the purchase price of a non-controlling interest by the Company exceeds or is less than the book value at the time of purchase, any excess or shortfall, as applicable, is recognized as an adjustment to additional paid-in capital. Additionally, operating losses are allocated to non-controlling interests even when such allocation creates a deficit balance for the non-controlling interest partner.
Revenue Recognition	Revenue Recognition Revenues are recognized in the period in which services are rendered. Net patient revenues (patient revenues less estimated contractual adjustments) are reported at the estimated net realizable amounts from third-party payors, patients and others for services rendered. The Company has agreements with third-party payors that provide for payments to the Company at amounts different from its established rates. The allowance for estimated contractual adjustments is based on terms of payor contracts and historical collection and write-off experience. The Company determines allowances for doubtful accounts based on the specific agings and payor classifications at each clinic. The provision for doubtful accounts is included in clinic operating costs in the statement of net income. Net accounts receivable, which are stated at the historical carrying amount net of contractual allowances, write-offs and allowance for doubtful accounts, includes only those amounts the Company estimates to be collectible. Medicare Reimbursement The Medicare program reimburses outpatient rehabilitation providers based on the Medicare Physician Fee Schedule (‘‘MPFS’’). The MPFS rates have historically been subject to an automatic annual update based on a formula, called the sustainable growth rate (‘‘SGR’’) formula. The use of the SGR formula would have resulted in calculated automatic reductions in rates in every year since 2002; however, for each year through September 30, 2015, Centers for Medicare & Medicaid Services (‘‘CMS’’) or Congress has taken action to prevent the implementation of SGR formula reductions. On April 16, 2015, the Medicare Access and CHIP Reauthorization Act of 2015 (‘‘MACRA’’) was signed into law, eliminating the SGR formula and the associated annual automatic rate reductions. The MACRA promotes the development of new payment models that focus on quality and outcomes. As a result of MACRA and CMS’ adjustment to the applicable conversion factor, the net fee schedule payment rates were increased for 2017 by 0.24%. For 2018 and 2019, a 0.5% increase will be applied each year to the fee schedule payment rates, unless further adjusted by CMS. The Budget Control Act of 2011 increased the federal debt ceiling in connection with deficit reductions over the next ten years, and requires automatic reductions in federal spending by approximately $1.2 trillion. Payments to Medicare providers are subject to these automatic spending reductions, subject to a 2% cap. On April 1, 2013, a 2% reduction to Medicare payments was implemented. The Bipartisan Budget Act of 2015, enacted on November 2, 2015, extends the 2% reductions to Medicare payments through fiscal year 2025. As a result of the Balanced Budget Act of 1997, the formula for determining the total amount paid by Medicare in any one year for outpatient physical therapy, occupational therapy, and/or speech/language pathology services provided to any Medicare beneficiary (i.e., the ‘‘Therapy Cap’’ or ‘‘Limit’’) was established. Based on the statutory definitions which constrained how the Therapy Cap would be applied, there is one Limit for Physical Therapy and Speech Language Pathology Services combined, and one Limit for Occupational Therapy. For 2017, the annual Limit on outpatient therapy services is $1,980 for Physical and Speech Language Pathology Services combined and $1,980 for Occupational Therapy Services. Historically, these Therapy Caps applied to outpatient therapy services provided in all settings, except for services provided in departments of hospitals. However, the Protecting Access to Medicare Act of 2014, and prior legislation, extended the Therapy Caps to services furnished in hospital outpatient department settings. The application of these annual limits to hospital outpatient department settings will sunset on December 31, 2017 unless Congress extends it. In the Deficit Reduction Act of 2005, Congress implemented an exceptions process to the annual Limit for therapy expenses for therapy services above the annual Limit. Therapy services above the annual Limit that are medically necessary satisfy an exception to the annual Limit and such claims are payable by the Medicare program. The MACRA extended the exceptions process for outpatient therapy caps through December 31, 2017. Unless Congress extends the exceptions process further, the exceptions no longer will be available in those outpatient therapy setting where the annual Limits are applicable. For any claim above the annual Limit, the claim must contain a modifier indicating that the services are medically necessary and justified by appropriate documentation in the medical record. Furthermore, under the Middle Class Tax Relief and Job Creation Act of 2012 (‘‘MCTRA’’), since October 1, 2012, patients who met or exceeded $3,700 in therapy expenditures during a calendar year have been subject to a manual medical review to determine whether applicable payment criteria are satisfied. The $3,700 threshold is applied to Physical Therapy and Speech Language Pathology Services; a separate $3,700 threshold is applied to the Occupational Therapy. The MACRA directed CMS to modify the manual medical review process such that those reviews will no longer apply to all claims exceeding the $3,700 threshold and instead will be determined on a targeted basis based on a variety of factors that CMS considers appropriate. CMS adopted a multiple procedure payment reduction (‘‘MPPR’’) for therapy services in the final update to the MPFS for calendar year 2011. The MPPR applied to all outpatient therapy services paid under Medicare Part B — occupational therapy, physical therapy and speech-language pathology. Under the policy, the Medicare program pays 100% of the practice expense component of the Relative Value Unit (‘‘RVU’’) for the therapy procedure with the highest practice expense RVU, then reduces the payment for the practice expense component for the second and subsequent therapy procedures or units of service furnished during the same day for the same patient, regardless of whether those therapy services are furnished in separate sessions. Since 2013, the practice expense component for the second and subsequent therapy service furnished during the same day for the same patient was reduced by 50%. In addition, the MCTRA directed CMS to implement a claims-based data collection program to gather additional data on patient function during the course of therapy in order to better understand patient conditions and outcomes. All practice settings that provide outpatient therapy services are required to include this data on the claim form. Since 2013, therapists have been required to report new codes and modifiers on the claim form that reflect a patient’s functional limitations and goals at initial evaluation, periodically throughout care, and at discharge, CMS has rejected claims if the required data is not included in the claim. The Physician Quality Reporting System, or ‘‘PQRS,’’ is a CMS reporting program that uses a combination of incentive payments and payment reductions to promote reporting of quality information by ‘‘eligible professionals.’’ Although physical therapists, occupational therapists and qualified speech-language therapists were generally able to participate in the PQRS program, therapy professionals for whose services we bill through our certified rehabilitation agencies cannot participate because the Medicare claims processing systems currently cannot accommodate institutional providers such as certified rehabilitation agencies. Eligible professionals, such as those of our therapy professionals for whose services we bill using their individual Medicare provider numbers, who do not satisfactorily report data on quality measures will be subject to a 2% reduction in their Medicare payment in 2016 and 2017. As required under the MACRA, the PQRS program has been replaced with the Merit-Based Incentive Payment System (MIPS) on January 1, 2017. Physical therapists and occupational therapists are not required to participate in the MIPS program until January 1, 2019 or later, as determined by CMS. Statutes, regulations, and payment rules governing the delivery of therapy services to Medicare beneficiaries are complex and subject to interpretation. The Company believes that it is in compliance in all material respects with all applicable laws and regulations and is not aware of any pending or threatened investigations involving allegations of potential wrongdoing that would have a material effect on the Company’s financial statements as of June 30, 2017. Compliance with such laws and regulations can be subject to future government review and interpretation, as well as significant regulatory action including fines, penalties, and exclusion from the Medicare program. For the six months ended June 30, 2017, net revenue from Medicare accounts for approximately $45.8 million. Management Contract Revenues Management contract revenues are derived from contractual arrangements whereby the Company manages a clinic for third party owners. The Company does not have any ownership interest in these clinics. Typically, revenues are determined based on the number of visits conducted at the clinic and recognized when services are performed. Costs, typically salaries for the Company’s employees, are recorded when incurred. Management contract revenues are included in “other revenues” in the accompanying Consolidated Statements of Net Income.
Contractual Allowances	Contractual Allowances Contractual allowances result from the differences between the rates charged for services performed and expected reimbursements by both insurance companies and government sponsored healthcare programs for such services. Medicare regulations and the various third party payors and managed care contracts are often complex and may include multiple reimbursement mechanisms payable for the services provided in Company clinics. The Company estimates contractual allowances based on its interpretation of the applicable regulations, payor contracts and historical calculations. Each month the Company estimates its contractual allowance for each clinic based on payor contracts and the historical collection experience of the clinic and applies an appropriate contractual allowance reserve percentage to the gross accounts receivable balances for each payor of the clinic. Based on the Company’s historical experience, calculating the contractual allowance reserve percentage at the payor level is sufficient to allow the Company to provide the necessary detail and accuracy with its collectability estimates. However, the services authorized and provided and related reimbursement are subject to interpretation that could result in payments that differ from the Company’s estimates. Payor terms are periodically revised necessitating continual review and assessment of the estimates made by management. The Company’s billing system does not capture the exact change in its contractual allowance reserve estimate from period to period in order to assess the accuracy of its revenues and hence its contractual allowance reserves. Management regularly compares its cash collections to corresponding net revenues measured both in the aggregate and on a clinic-by-clinic basis. In the aggregate, the historical difference between net revenues and corresponding cash collections has generally reflected a difference within approximately 1% of net revenues. Additionally, analysis of subsequent period’s contractual write-offs on a payor basis reflects a difference within approximately 1% between the actual aggregate contractual reserve percentage as compared to the estimated contractual allowance reserve percentage associated with the same period end balance. As a result, the Company believes that a change in the contractual allowance reserve estimate would not likely be more than 1% at June 30, 2017.
Income Taxes	Income Taxes Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax basis and operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. The Company recognizes the financial statement benefit of a tax position only after determining that the relevant tax authority would more likely than not sustain the position following an audit. For tax positions meeting the more-likely-than-not threshold, the amount to be recognized in the financial statements is the largest benefit that has a greater than 50 percent likelihood of being realized upon ultimate settlement with the relevant tax authority. The Company did not have any accrued interest or penalties associated with any unrecognized tax benefits nor was any interest expense recognized during the six months ended June 30, 2017. The Company will book any interest or penalties, if required, in interest and/or other income/expense as appropriate.
Fair Value of Financial Instruments	Fair Value of Financial Instruments The carrying amounts reported in the balance sheets for cash and cash equivalents, accounts receivable, accounts payable and notes payable approximate their fair values due to the short-term maturity of these financial instruments. The carrying amount under the Amended Credit Agreement approximates its fair value. The interest rate on the Amended Credit Agreement, which is tied to the Eurodollar Rate, is set at various short-term intervals, as detailed in the Amended Credit Agreement.
Segment Reporting	Segment Reporting Operating segments are components of an enterprise for which separate financial information is available that is evaluated regularly by chief operating decision makers in deciding how to allocate resources and in assessing performance. The Company identifies operating segments based on management responsibility and believes it meets the criteria for aggregating its operating segments into a single reporting segment.
Use of Estimates	Use of Estimates In preparing the Company’s consolidated financial statements, management makes certain estimates and assumptions, especially in relation to, but not limited to, purchase accounting, goodwill impairment, allowance for receivables, tax provision and contractual allowances, that affect the amounts reported in the consolidated financial statements and related disclosures. Actual results may differ from these estimates.
Self-Insurance Program	Self-Insurance Program The Company utilizes a self-insurance plan for its employee group health insurance coverage administered by a third party. Predetermined loss limits have been arranged with the insurance company to minimize the Company’s maximum liability and cash outlay. Accrued expenses include the estimated incurred but unreported costs to settle unpaid claims and estimated future claims. Management believes that the current accrued amounts are sufficient to pay claims arising from self-insurance claims incurred through June 30, 2017.
Restricted Stock	Restricted Stock Restricted stock issued to employees and directors is subject to continued employment or continued service on the board, respectively. Generally, restrictions on the stock granted to employees, other than officers, lapse in equal annual installments on the following four anniversaries of the date of grant. For those shares granted to directors, the restrictions will lapse in equal quarterly installments during the first year after the date of grant. For those granted to officers, the restriction will lapse in equal quarterly installments during the four years following the date of grant. Compensation expense for grants of restricted stock is recognized based on the fair value per share on the date of grant amortized over the vesting period. The restricted stock issued is included in basic and diluted shares for the earnings per share computation.
Recently Adopted Accounting Guidance	Recently Adopted Accounting Guidance In March 2016, the FASB issued guidance to simplify some provisions in stock compensation accounting. The guidance amends how excess tax benefits and a company’s payments to cover tax bills for the recipients’ shares should be classified. Prior to this guidance, excess tax benefits were recorded in additional paid-in capital, but will now become a component of the income tax provision/benefit in the period in which they occur. This guidance allows companies to estimate the number of stock awards expected to vest and revises the withholding requirements for classifying stock awards as equity. For public business entities, this guidance is effective for fiscal years starting after December 15, 2016, including interim periods within those fiscal years but early adoption is allowed. The Company adopted this accounting treatment in the fourth quarter of 2016 and retrospectively adjusted each quarter period in 2016. The adoption increased earnings, by decreasing the tax provision, by $0.5 million for the three months ended March 31, 2016. The election to record forfeitures in the period they occur is consistent with the Company’s past approach, due to the immateriality of past forfeitures, and the Company believes the effect to be immaterial on the consolidated financial statements.
Recently Issued Accounting Guidance	Recently Issued Accounting Guidance In January 2017, the FASB issued ASU 2017-04, Simplifying the Test for Goodwill Impairment (Topic 350), In February 2016, the FASB issued amended accounting guidance (ASU 2016-02 - Leases In May 2014, March 2016, April 2016, and December 2016, the FASB issued ASU 2014-09, Revenue from Contracts with Customers Revenue from Contracts with Customers, Principal versus Agent Considerations Revenue from Contracts with Customers, Identifying Performance Obligations and Licensing Revenue from Contracts with Customers, Narrow Scope Improvements and Practical Expedients Technical Corrections and Improvements to Topic 606, Revenue from Contracts with Customer
Subsequent Event	Subsequent Event The Company has evaluated events occurring after the balance sheet date for possible disclosure as a subsequent event through the date that these consolidated financial statements were issued. No disclosure was required.

BASIS OF PRESENTATION AND SIG17

BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES (Tables)	6 Months Ended
	Jun. 30, 2017
BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES [Abstract]
Schedule of Clinic Acquisition	During the first six months of 2017 and the year ended 2016, the Company acquired an interest in the following clinic groups: Date % Interest Acquired Number of Clinics 2017 June 2017 Acquisition June 30 60 % 9 May 2017 Acquisition May 31 70 % 4 January 2017 Acquisition January 1 70 % 17 2016 February 2016 Acquisition February 29 55 % 8 November 2016 Acquisition November 30 60 % 12

ACQUISITIONS OF BUSINESSES (Tab

ACQUISITIONS OF BUSINESSES (Tables)	6 Months Ended
	Jun. 30, 2017
ACQUISITIONS OF BUSINESSES [Abstract]
Schedule of Preliminary Purchase Prices Allocation	The purchase price for the 2017 acquisitions has been preliminarily allocated as follows (in thousands): Cash paid, net of cash acquired $ 33,665 Seller notes 1,650 Total consideration $ 35,315 Estimated fair value of net tangible assets acquired: Total current assets $ 5,868 Total non-current assets 1,790 Total liabilities (1,919 ) Net tangible assets acquired $ 5,739 Referral relationships 4,693 Non-compete 1,790 Tradename 5,118 Goodwill 40,197 Fair value of non-controlling interest (classified as redeemable non-controlling interests) (11,940 ) Fair value of non-controlling interest (classified as mandatorily redeemable non-controlling interests) (10,282 ) $ 35,315 The purchase prices for the 2016 acquisitions have been preliminarily allocated as follows (in thousands): Cash paid, net of cash acquired $ 23,623 Seller notes 1,000 Total consideration $ 24,623 Estimated fair value of net tangible assets acquired: Total current assets $ 1,763 Total non-current assets 839 Total liabilities (1,039 ) Net tangible assets acquired $ 1,563 Referral relationships 4,919 Non-compete 847 Tradename 3,802 Goodwill 32,371 Fair value of non-controlling interest (classified as mandatorily redeemable non-controlling interests) (18,879 ) $ 24,623

MANDATORILY REDEEMABLE NON-CO19

MANDATORILY REDEEMABLE NON-CONTROLLING INTERESTS (Tables)	6 Months Ended
	Jun. 30, 2017
MANDATORILY REDEEMABLE NON-CONTROLLING INTERESTS [Abstract]
Changes in Carrying Amount of Redeemable Non-Controlling Interest	For the six months ended June 30, 2017, the following table details the changes in the carrying amount of mandatorily redeemable non-controlling interest: Six Months Ended June 30, 2017 Beginning balance $ 69,190 Operating results allocated to mandatorily redeemable non-controlling interest partners 3,081 Distributions to mandatorily redeemable non-controlling interest partners (3,272 ) Changes in the redemption value of mandatorily redeemable non-controlling interest 6,592 Payments for settlement of mandatorily redeemable non-controlling interest (2,230 ) Purchases of businesses - initial liability related to mandatorily redeemable non-controlling interest 10,282 Ending balance $ 83,643
Carrying Amount of Redeemable Non-Controlling Interest	The following table details the carrying amount of the mandatorily redeemable non-controlling interest (in thousands) as of June 30, 2017: June 30, 2017 Contractual time period has lapsed but holder's employment has not been terminated $ 30,838 Contractual time period has not lapsed and holder's employment has not been terminated 55,454 Holder's employment has terminated and contractual time period has expired - Holder's employment has terminated and contractual time period has not expired - Redemption value prior to excess distributed earnings $ 86,292 Excess distributions over earnings and losses (2,649 ) $ 83,643

GOODWILL (Tables)

GOODWILL (Tables)	6 Months Ended
	Jun. 30, 2017
GOODWILL [Abstract]
Summary of Changes in Carrying Amount of Goodwill	The changes in the carrying amount of goodwill consisted of the following (in thousands): Six Months Ended June 30, 2017 Beginning balance $ 226,806 Goodwill acquired during the period 40,197 Goodwill adjustments for purchase price allocation of business acquired 954 Ending balance $ 267,957

INTANGIBLE ASSETS, NET (Tables)

INTANGIBLE ASSETS, NET (Tables)	6 Months Ended
	Jun. 30, 2017
INTANGIBLE ASSETS, NET [Abstract]
Intangible Assets, Net	Intangible assets, net as of June 30, 2017 and December 31, 2016 consisted of the following (in thousands): June 30, 2017 December 31, 2016 Tradenames $ 26,352 $ 21,234 Referral relationships, net of accumulated amortization of $6,214 and $5,275, respectively 18,613 14,859 Non-compete agreements, net of accumulated amortization of $3,781 and $3,380, respectively 3,356 1,967 $ 48,321 $ 38,060
Amortization Expenses	The following table details the amount of amortization expense recorded for intangible assets for the three and six months ended June 30, 2017 and 2016 (in thousands): Three Months Ended Six Months Ended June 30, 2017 June 30, 2016 June 30, 2017 June 30, 2016 Tradenames $ - $ 21 $ - $ 42 Referral relationships 481 352 939 675 Non-compete agreements 206 147 401 281 $ 687 $ 520 $ 1,340 $ 998
Amortization of Tradename, Referral Relationships and Non-Competition Agreements	Based on the balance of referral relationships and non-compete agreements as of June 30, 2017, the expected amount to be amortized in 2017 and thereafter by year is as follows (in thousands): Referral Relationships Non-Compete Agreements Years Annual Amount Years Annual Amount 2017 1,993 2017 860 2018 2,063 2018 883 2019 1,973 2019 810 2020 1,973 2020 597 2021 1,973 2021 519 2022 1,924 2022 88 2023 1,817 2024 1,698 2025 1,592 2026 1,131 2027 971 2028 401 2029 43

ACCRUED EXPENSES (Tables)

ACCRUED EXPENSES (Tables)	6 Months Ended
	Jun. 30, 2017
ACCRUED EXPENSES [Abstract]
Summary of Accrued Expenses	Accrued expenses as of June 30, 2017 and December 31, 2016 consisted of the following (in thousands): June 30, 2017 December 31, 2016 Salaries and related costs $ 15,692 $ 10,569 Credit balances due to patients and payors 4,368 3,880 Group health insurance claims 2,772 2,499 Dividends payable to USPH shareholders 2,516 - Other 5,887 4,808 Total $ 31,235 $ 21,756

NOTES PAYABLE AND AMENDED CRE23

NOTES PAYABLE AND AMENDED CREDIT AGREEMENT (Tables)	6 Months Ended
	Jun. 30, 2017
NOTES PAYABLE AND AMENDED CREDIT AGREEMENT [Abstract]
Summary of Credit Agreement and Notes Payable	Amounts outstanding under the Amended Credit Agreement and notes payable as of June 30, 2017 and December 31, 2016 consisted of the following (in thousands): Summary of Credit Agreement and Notes Payable June 30, 2017 December 31, 2016 Credit Agreement average effective interest rate of 2.7% inclusive of unused fee $ 69,000 $ 46,000 Various notes payable with $2,345 plus accrued interest due in the next year, interest accrues in the range of 3.25% through 4.0% per annum 6,696 5,823 75,696 51,823 Less current portion (2,345 ) (1,227 ) Long term portion $ 73,351 $ 50,596
Summary of Aggregate Annual Payments of Principal Required to Revolving Credit Facility	Aggregate annual payments of principal required pursuant to the Amended Credit Agreement and the above notes payable subsequent to June 30, 2017 are as follows (in thousands): During the twelve months ended June 30, 2018 $ 2,345 During the twelve months ended June 30, 2019 73,351 $ 75,696

BASIS OF PRESENTATION AND SIG24

BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES (Details)	3 Months Ended			6 Months Ended
	Jun. 30, 2017USD ($)ClinicState	Jun. 30, 2016USD ($)	Mar. 31, 2016USD ($)	Jun. 30, 2017USD ($)ClinicStateFacilityRegion	Jun. 30, 2016USD ($)	Nov. 02, 2015	Apr. 01, 2013
Depreciation Amortization Impairment [Line Items]
Percentage of general partnership interest owned				1.00%
Number of clinics operated | Clinic	566			566
Number of states where clinics are operated | State	41			41
Number of third party facilities | Facility				27
Number of regions | Region				6
Federal debt ceiling in connection with deficit reductions				10 years
Reductions in federal spending				$ 1,200,000,000,000
Medicare spending cut percentage				2.00%
Expected reduction in Medicare spending percentage						2.00%	2.00%
Combined physical therapy/speech language pathology expenses				$ 3,700
Percentage of practice expense component				100.00%
Percentage reduction for service				50.00%
Net revenue from Medicare accounts				$ 45,800,000
Difference between net revenues and corresponding cash collections, approximately of net revenues				1.00%
Difference between actual aggregate contractual reserve and estimated contractual allowance reserve percentage				1.00%
Maximum contractual allowance reserve estimate				1.00%
Unrecognized tax benefit				$ 0
Accrued interest and penalties associated with any unrecognized tax benefits	$ 0			0
Interest expense recognized				0
Increase in earnings by decreasing the tax provision due to adoption of new accounting treatment	$ 3,085,000	$ 3,802,000		$ 4,897,000	$ 5,974,000
Accounting Standards Update 2016-09 [Member]
Depreciation Amortization Impairment [Line Items]
Increase in earnings by decreasing the tax provision due to adoption of new accounting treatment			$ 500,000
Year 2017 [Member]
Depreciation Amortization Impairment [Line Items]
Percentage of increase in medicare payment rates				0.24%
Year 2018 [Member]
Depreciation Amortization Impairment [Line Items]
Percentage of increase in medicare payment rates				0.50%
Year 2019 [Member]
Depreciation Amortization Impairment [Line Items]
Percentage of increase in medicare payment rates				0.50%
March 2017 Acquisition [Member]
Depreciation Amortization Impairment [Line Items]
Percentage of interest acquired	55.00%			55.00%
Minimum [Member]
Depreciation Amortization Impairment [Line Items]
Percentage of limited partnership interest owned				49.00%
Mandatorily redeemable non-controlling interest, redemption rights, commencement period				3 years
Redeemable non-controlling interest, redemption rights, commencement period				3 years
Minimum [Member] | Furniture & Equipment [Member]
Depreciation Amortization Impairment [Line Items]
Estimated useful lives				3 years
Minimum [Member] | Software [Member]
Depreciation Amortization Impairment [Line Items]
Estimated useful lives				3 years
Minimum [Member] | Leasehold Improvements [Member]
Depreciation Amortization Impairment [Line Items]
Estimated useful lives				3 years
Maximum [Member]
Depreciation Amortization Impairment [Line Items]
Percentage of limited partnership interest owned				99.00%
Mandatorily redeemable non-controlling interest, redemption rights, commencement period				5 years
Redeemable non-controlling interest, redemption rights, commencement period				5 years
Maximum [Member] | Year 2017 [Member]
Depreciation Amortization Impairment [Line Items]
Annual limit on physical therapy and speech language pathology services				$ 1,980
Annual limit occupational therapy services				$ 1,980
Maximum [Member] | Furniture & Equipment [Member]
Depreciation Amortization Impairment [Line Items]
Estimated useful lives				8 years
Maximum [Member] | Software [Member]
Depreciation Amortization Impairment [Line Items]
Estimated useful lives				7 years
Maximum [Member] | Leasehold Improvements [Member]
Depreciation Amortization Impairment [Line Items]
Estimated useful lives				5 years

BASIS OF PRESENTATION AND SIG25

BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES - Schedule of Clinic Acquisition (Details) - Clinic	6 Months Ended	12 Months Ended
	Jun. 30, 2017	Dec. 31, 2016
June 2017 Acquisition [Member]
Business Acquisition [Line Items]
Acquisition date	Jun. 30, 2017
Percentage of interest acquired	60.00%
Number of clinics	9
May 2017 Acquisition [Member]
Business Acquisition [Line Items]
Acquisition date	May 31, 2017
Percentage of interest acquired	70.00%
Number of clinics	4
January 2017 Acquisition [Member]
Business Acquisition [Line Items]
Acquisition date	Jan. 1, 2017
Percentage of interest acquired	70.00%
Number of clinics	17
February 2016 Acquisition [Member]
Business Acquisition [Line Items]
Acquisition date		Feb. 29, 2016
Percentage of interest acquired		55.00%
Number of clinics		8
November 2016 Acquisition [Member]
Business Acquisition [Line Items]
Acquisition date		Nov. 30, 2016
Percentage of interest acquired		60.00%
Number of clinics		12

ACQUISITIONS OF BUSINESSES (Det

ACQUISITIONS OF BUSINESSES (Details)	May 31, 2017USD ($)ClinicInstallment	Mar. 23, 2017USD ($)	Jan. 01, 2017USD ($)ClinicInstallment	Nov. 30, 2016USD ($)ClinicInstallment	Feb. 29, 2016USD ($)ClinicInstallment	Jun. 30, 2017USD ($)ClinicInstallment	Jun. 30, 2016USD ($)	Dec. 31, 2016USD ($)Subsidiary
Business Acquisition [Line Items]
Seller notes issued for acquisition of interest in clinic						$ 1,650,000		$ 1,000,000
Number of subsidiaries acquired clinic practices | Subsidiary								2
Aggregate purchase price for the acquired clinic practices								$ 75,000
Cash paid, net of cash acquired						33,665,000	$ 12,958,000	23,623,000
Seller notes						1,650,000		1,000,000
Total consideration						35,315,000		24,623,000
Estimated fair value of net tangible assets acquired [Abstract]
Total current assets						5,868,000		1,763,000
Total non-current assets						1,790,000		839,000
Total liabilities						(1,919,000)		(1,039,000)
Net tangible assets acquired						5,739,000		1,563,000
Referral relationships						4,693,000		4,919,000
Non-compete						1,790,000		847,000
Tradename						5,118,000		3,802,000
Goodwill						40,197,000		32,371,000
Fair value of non-controlling interest (classified as redeemable non-controlling interests)						(11,940,000)
Fair value of non-controlling interest (classified as mandatorily redeemable non-controlling interests)						(10,282,000)		(18,879,000)
Total consideration						$ 35,315,000		$ 24,623,000
Referral Relationships [Member] | Minimum [Member]
Business Acquisition [Line Items]
Estimated useful lives of acquired intangibles						12 years
Referral Relationships [Member] | Maximum [Member]
Business Acquisition [Line Items]
Estimated useful lives of acquired intangibles						13 years
Non-compete Agreements [Member]
Business Acquisition [Line Items]
Estimated useful lives of acquired intangibles						6 years
Acquisition of Seventeen Clinic Practices [Member]
Business Acquisition [Line Items]
Number of clinic practices acquired | Clinic			17
Percentage of interest acquired								70.00%
Cash paid for acquisition of interest in clinic			$ 10,700,000
Seller notes issued for acquisition of interest in clinic								$ 500,000
Business acquisition number of installments to payment of purchase consideration | Installment			2
Seller notes								$ 500,000
Acquisition of Seventeen Clinic Practices [Member] | January 2018 [Member]
Business Acquisition [Line Items]
Acquisition cost payable in two principal installments including accrued interest			$ 250,000
Acquisition of Seventeen Clinic Practices [Member] | January 2019 [Member]
Business Acquisition [Line Items]
Acquisition cost payable in two principal installments including accrued interest			$ 250,000
Workforce Performance Solutions [Member]
Business Acquisition [Line Items]
Percentage of interest acquired		55.00%
Cash paid for acquisition of interest in clinic		$ 6,200,000
Seller notes issued for acquisition of interest in clinic		400,000
Seller notes		$ 400,000
Acquisition Of Four Clinic Practices [Member]
Business Acquisition [Line Items]
Number of clinic practices acquired | Clinic	4
Percentage of interest acquired	70.00%
Cash paid for acquisition of interest in clinic	$ 2,300,000
Seller notes issued for acquisition of interest in clinic	$ 250,000
Business acquisition number of installments to payment of purchase consideration | Installment	2
Seller notes	$ 250,000
Acquisition Of Four Clinic Practices [Member] | May 2018 [Member]
Business Acquisition [Line Items]
Acquisition cost payable in two principal installments including accrued interest	125,000
Acquisition Of Four Clinic Practices [Member] | May 2019 [Member]
Business Acquisition [Line Items]
Acquisition cost payable in two principal installments including accrued interest	$ 125,000
Acquisition Of Nine Clinic Practices [Member]
Business Acquisition [Line Items]
Number of clinic practices acquired | Clinic						9
Percentage of interest acquired						60.00%
Cash paid for acquisition of interest in clinic						$ 15,800,000
Seller notes issued for acquisition of interest in clinic						$ 500,000
Business acquisition number of installments to payment of purchase consideration | Installment						2
Seller notes						$ 500,000
Acquisition Of Nine Clinic Practices [Member] | June 2018 [Member]
Business Acquisition [Line Items]
Acquisition cost payable in two principal installments including accrued interest						250,000
Acquisition Of Nine Clinic Practices [Member] | June 2019 [Member]
Business Acquisition [Line Items]
Acquisition cost payable in two principal installments including accrued interest						250,000
Acquisition Of Twelve Clinic Practices [Member]
Business Acquisition [Line Items]
Number of clinic practices acquired | Clinic				12
Percentage of interest acquired				60.00%
Cash paid for acquisition of interest in clinic				$ 11,000,000
Seller notes issued for acquisition of interest in clinic				$ 500,000
Business acquisition number of installments to payment of purchase consideration | Installment				2
Seller notes				$ 500,000
Acquisition Of Twelve Clinic Practices [Member] | November 2017 [Member]
Business Acquisition [Line Items]
Acquisition cost payable in two principal installments including accrued interest				250,000
Acquisition Of Twelve Clinic Practices [Member] | November 2018 [Member]
Business Acquisition [Line Items]
Acquisition cost payable in two principal installments including accrued interest				$ 250,000
Acquisition Of Eight Clinic Practices [Member]
Business Acquisition [Line Items]
Number of clinic practices acquired | Clinic					8
Percentage of interest acquired					55.00%
Cash paid for acquisition of interest in clinic					$ 13,200,000
Seller notes issued for acquisition of interest in clinic					$ 500,000
Business acquisition number of installments to payment of purchase consideration | Installment					2
Seller notes					$ 500,000
Acquisition Of Eight Clinic Practices [Member] | February 2017 [Member]
Business Acquisition [Line Items]
Acquisition cost payable in two principal installments including accrued interest					250,000
Acquisition Of Eight Clinic Practices [Member] | February 2018 [Member]
Business Acquisition [Line Items]
Acquisition cost payable in two principal installments including accrued interest					$ 250,000
Acquisition Of Single Clinic Practice [Member]
Business Acquisition [Line Items]
Cash paid for acquisition of interest in clinic						$ 100,000

MANDATORILY REDEEMABLE NON-CO27

MANDATORILY REDEEMABLE NON-CONTROLLING INTERESTS (Details) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2017	Jun. 30, 2017
Changes in Carrying Amount of Redeemable Non-Controlling Interest [Roll Forward]
Beginning balance	$ 69,190
Operating results allocated to mandatorily redeemable non-controlling interest partners	3,081
Distributions to mandatorily redeemable non-controlling interest partners	(3,272)
Changes in the redemption value of mandatorily redeemable non-controlling interest	6,592
Payments for settlement of mandatorily redeemable non-controlling interest	(2,230)
Purchases of businesses - initial liability related to mandatorily redeemable non-controlling interests	10,282
Ending balance	83,643
Carrying Amount of Redeemable Non-Controlling Interest [Abstract]
Contractual time period has lapsed but holder's employment has not been terminated		$ 30,838
Contractual time period has not lapsed and holder's employment has not been terminated		55,454
Holder's employment has terminated and contractual time period has expired		0
Holder's employment has terminated and contractual time period has not expired		0
Redemption value prior to excess distributed earnings		86,292
Excess distributions over earnings and losses		(2,649)
Redeemable non-controlling interests	$ 69,190	$ 83,643
Therapy Practice [Member] | Minimum [Member]
Business Acquisition [Line Items]
Business acquisition, percentage of limited partnership acquired		50.00%
Therapy Practice [Member] | Maximum [Member]
Business Acquisition [Line Items]
Business acquisition, percentage of limited partnership acquired		90.00%
Therapy Practice [Member] | NewCo. [Member]
Business Acquisition [Line Items]
Percentage of equity interest of subsidiary contributed for acquisition		100.00%
Business acquisition, percentage of general partnership interest acquired		100.00%
Business acquisition, consideration payable, term of note	2 years
Employment agreement renewal term	1 year
Non-Compete agreement term under condition of termination of employment of employed selling shareholder	2 years
Therapy Practice [Member] | NewCo. [Member] | Minimum [Member]
Business Acquisition [Line Items]
Employment agreement term	3 years
Non-Compete agreement term regardless of whether the selling shareholder is employed	5 years
Required redemption term, under condition of termination of employment of employed selling shareholders	3 years
Therapy Practice [Member] | NewCo. [Member] | Maximum [Member]
Business Acquisition [Line Items]
Employment agreement term	5 years
Non-Compete agreement term regardless of whether the selling shareholder is employed	6 years
Required redemption term, under condition of termination of employment of employed selling shareholders	5 years

REDEEMABLE NON-CONTROLLING IN28

REDEEMABLE NON-CONTROLLING INTERESTS (Details) - USD ($) $ in Thousands	Jun. 30, 2017	Dec. 31, 2016
REDEEMABLE NON-CONTROLLING INTERESTS [Abstract]
Initial value of redeemable non-controlling interests	$ 11,940	$ 0

GOODWILL (Details)

GOODWILL (Details) $ in Thousands	6 Months Ended
	Jun. 30, 2017USD ($)
Goodwill [Roll Forward]
Beginning balance	$ 226,806
Goodwill acquired during the period	40,197
Goodwill adjustments for purchase price allocation of business acquired	954
Ending balance	$ 267,957

INTANGIBLE ASSETS, NET - Intang

INTANGIBLE ASSETS, NET - Intangible Assets, Net (Details) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2017	Dec. 31, 2016
Finite Lived Intangible Assets [Line Items]
Total	$ 48,321	$ 38,060
Tradenames [Member]
Finite Lived Intangible Assets [Line Items]
Total	26,352	21,234
Referral Relationships [Member]
Finite Lived Intangible Assets [Line Items]
Total	18,613	14,859
Accumulated amortization	$ 6,214	5,275
Referral Relationships [Member] | Minimum [Member]
Finite Lived Intangible Assets [Line Items]
Estimated useful life	6 years
Referral Relationships [Member] | Maximum [Member]
Finite Lived Intangible Assets [Line Items]
Estimated useful life	16 years
Non-compete Agreements [Member]
Finite Lived Intangible Assets [Line Items]
Total	$ 3,356	1,967
Accumulated amortization	$ 3,781	$ 3,380
Non-compete Agreements [Member] | Minimum [Member]
Finite Lived Intangible Assets [Line Items]
Estimated useful life	5 years
Non-compete Agreements [Member] | Maximum [Member]
Finite Lived Intangible Assets [Line Items]
Estimated useful life	6 years

INTANGIBLE ASSETS, NET - Amorti

INTANGIBLE ASSETS, NET - Amortization Expenses (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016	Jun. 30, 2017	Jun. 30, 2016
Finite Lived Intangible Assets [Line Items]
Total amortization expenses	$ 687	$ 520	$ 1,340	$ 998
Tradenames [Member]
Finite Lived Intangible Assets [Line Items]
Total amortization expenses	0	21	0	42
Referral Relationships [Member]
Finite Lived Intangible Assets [Line Items]
Total amortization expenses	481	352	939	675
Non-compete Agreements [Member]
Finite Lived Intangible Assets [Line Items]
Total amortization expenses	$ 206	$ 147	$ 401	$ 281

INTANGIBLE ASSETS, NET - Amor32

INTANGIBLE ASSETS, NET - Amortization of Tradename, Referral Relationships and Non-Competition Agreements (Details) $ in Thousands	Jun. 30, 2017USD ($)
Referral Relationships [Member]
Finite Lived Intangible Assets [Line Items]
2,017	$ 1,993
2,018	2,063
2,019	1,973
2,020	1,973
2,021	1,973
2,022	1,924
2,023	1,817
2,024	1,698
2,025	1,592
2,026	1,131
2,027	971
2,028	401
2,029	43
Non-compete Agreements [Member]
Finite Lived Intangible Assets [Line Items]
2,017	860
2,018	883
2,019	810
2,020	597
2,021	519
2,022	$ 88

ACCRUED EXPENSES (Details)

ACCRUED EXPENSES (Details) - USD ($) $ in Thousands	Jun. 30, 2017	Dec. 31, 2016
Payables and Accruals [Abstract]
Salaries and related costs	$ 15,692	$ 10,569
Credit balances due to patients and payors	4,368	3,880
Group health insurance claims	2,772	2,499
Dividends payable to USPH shareholders	2,516	0
Other	5,887	4,808
Total	$ 31,235	$ 21,756

NOTES PAYABLE AND AMENDED CRE34

NOTES PAYABLE AND AMENDED CREDIT AGREEMENT - Summary of Notes Payable and Credit Agreement (Details) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2017	Dec. 31, 2016
Debt Instrument [Line Items]
Payments/Long term debt, Total	$ 75,696	$ 51,823
Less current portion	(2,345)	(1,227)
Long term portion	73,351	50,596
Credit Facility [Member]
Debt Instrument [Line Items]
Payments/Long term debt, Total	$ 69,000	46,000
Average effective interest rate	2.70%
3.25% through 4.0% notes payable due in next year [Member]
Debt Instrument [Line Items]
Payments/Long term debt, Total	$ 6,696	$ 5,823
Annual installments	$ 2,345
3.25% through 4.0% notes payable due in next year [Member] | Maximum [Member]
Debt Instrument [Line Items]
Percentage of interest accrued	4.00%
3.25% through 4.0% notes payable due in next year [Member] | Minimum [Member]
Debt Instrument [Line Items]
Percentage of interest accrued	3.25%

NOTES PAYABLE AND AMENDED CRE35

NOTES PAYABLE AND AMENDED CREDIT AGREEMENT (Details) - USD ($)	1 Months Ended	3 Months Ended	6 Months Ended	12 Months Ended
	Jan. 31, 2016	Mar. 31, 2017	Jun. 30, 2017	Dec. 31, 2016	Dec. 31, 2015	Dec. 05, 2013
Debt Instrument [Line Items]
Aggregate principal payment due in 2017			$ 2,345,000
Aggregate principal payment due in 2018			73,351,000
Notes Payable [Member] | 2015 Acquisition [Member]
Debt Instrument [Line Items]
Aggregate amount of notes payable					$ 4,900,000
Aggregate principal payment due in 2017					525,000
Aggregate principal payment due in 2018					1,900,000
Aggregate principal payment due in 2019					$ 1,900,000
Payment of debt		$ 250,000		$ 575,000
Notes Payable [Member] | 2016 Acquisition [Member]
Debt Instrument [Line Items]
Aggregate amount of notes payable				1,500,000
Aggregate principal payment due in 2017				250,000
Aggregate principal payment due in 2018				$ 819,000
Average effective interest rate				3.50%
Payment of debt			444,000
Notes Payable [Member] | 2017 Acquisition [Member]
Debt Instrument [Line Items]
Aggregate amount of notes payable			1,700,000
Aggregate principal payment due in 2018			625,000
Aggregate principal payment due in 2019			$ 1,025,000
Average effective interest rate			4.00%
Minimum [Member]
Debt Instrument [Line Items]
Percentage of unused commitment fee			0.10%
Minimum [Member] | Notes Payable [Member] | 2015 Acquisition [Member]
Debt Instrument [Line Items]
Average effective interest rate					3.25%
Minimum [Member] | LIBOR [Member]
Debt Instrument [Line Items]
Spread on variable rate			1.50%
Minimum [Member] | Base Rate [Member]
Debt Instrument [Line Items]
Spread on variable rate			0.10%
Maximum [Member]
Debt Instrument [Line Items]
Percentage of unused commitment fee			0.25%
Maximum [Member] | Notes Payable [Member] | 2015 Acquisition [Member]
Debt Instrument [Line Items]
Average effective interest rate					4.00%
Maximum [Member] | LIBOR [Member]
Debt Instrument [Line Items]
Spread on variable rate			2.50%
Maximum [Member] | Base Rate [Member]
Debt Instrument [Line Items]
Spread on variable rate			1.00%
Credit Facility [Member]
Debt Instrument [Line Items]
Revolving credit facility commitment						$ 125,000,000
Revolving credit facility maturity date			Nov. 30, 2018
Remaining revolving credit outstanding			$ 56,000,000
Average effective interest rate			2.70%
Credit Agreement [Member]
Debt Instrument [Line Items]
Cash and noncash consideration with respect to acquisition after amendment	$ 50,000,000
Credit Agreement [Member] | Maximum [Member]
Debt Instrument [Line Items]
Cash dividends after amendment	$ 10,000,000		$ 15,000,000

NOTES PAYABLE AND AMENDED CRE36

NOTES PAYABLE AND AMENDED CREDIT AGREEMENT- Summary of Aggregate Annual Payments of Principal Required to Revolving Credit Facility (Details) - USD ($) $ in Thousands	Jun. 30, 2017	Dec. 31, 2016
Long Term Debt By Maturity [Abstract]
During the twelve months ended June 30, 2018	$ 2,345
During the twelve months ended June 30, 2019	73,351
Payments/Long term debt, Total	$ 75,696	$ 51,823

COMMON STOCK (Details)

COMMON STOCK (Details) - USD ($)	1 Months Ended	6 Months Ended
	Mar. 31, 2009	Jun. 30, 2017	Dec. 31, 2008
Equity, Class of Treasury Stock [Line Items]
Common stock authorized by the Board of Directors (in shares)	1,200,000		2,250,000
Total purchased shares (in shares)	859,499	0
Additional estimated shares (in shares)		248,344
Closing price (in dollars per share)		$ 60.40
Maximum [Member]
Equity, Class of Treasury Stock [Line Items]
Maximum percentage of repurchase of common stock	10.00%
Bank credit agreement to permit share repurchases of common stock	$ 15,000,000