Agiliti Health (UHOS) 10-Q 14 May 18 2018 Q1 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	3 Months Ended
	Mar. 31, 2018	May 14, 2018
Document and Entity Information
Entity Registrant Name	UNIVERSAL HOSPITAL SERVICES INC
Entity Central Index Key	886,171
Document Type	10-Q
Document Period End Date	Mar. 31, 2018
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity Current Reporting Status	Yes
Entity Filer Category	Non-accelerated Filer
Entity Common Stock, Shares Outstanding		1,000
Document Fiscal Year Focus	2,018
Document Fiscal Period Focus	Q1

Consolidated Balance Sheets

Consolidated Balance Sheets - USD ($) $ in Thousands	Mar. 31, 2018	Dec. 31, 2017	Mar. 31, 2017	Dec. 31, 2016
Current assets:
Accounts receivable, less allowance for doubtful accounts of $1,225 at March 31, 2018 and $1,234 at December 31, 2017	$ 96,044	$ 89,637
Inventories	10,244	9,760
Other current assets	6,992	6,836
Total current assets	113,280	106,233
Property and equipment:
Medical equipment	632,903	629,193
Property and office equipment	107,347	105,341
Accumulated depreciation	(548,834)	(536,520)
Total property and equipment, net	191,416	198,014
Other long-term assets:
Goodwill	346,168	346,168
Other intangibles, net	149,897	151,921
Other	9,564	3,109
Total assets	810,325	805,445
Current liabilities:
Current portion of long-term debt	5,042	5,043
Book overdrafts	1,783	5,367
Accounts payable	31,416	36,689
Accrued compensation	14,067	21,498
Accrued interest	6,463	18,671
Other accrued expenses	18,201	17,763
Total current liabilities	76,972	105,031
Long-term debt, less current portion	719,039	698,065
Pension and other long-term liabilities	11,189	11,385
Deferred income taxes, net	35,429	35,342
Commitments and contingencies (Note 9)
Deficit
Common stock, $0.01 par value; 1,000 shares authorized, issued and outstanding at March 31, 2018 and December 31, 2017
Additional paid-in capital	251,041	250,018
Accumulated deficit	(277,123)	(287,998)
Accumulated other comprehensive loss	(6,428)	(6,638)
Total Universal Hospital Services, Inc. and Subsidiaries deficit	(32,510)	(44,618)
Noncontrolling interest	206	240
Total deficit	(32,304)	(44,378)	$ (60,493)	$ (59,485)
Total liabilities and deficit	$ 810,325	$ 805,445

Consolidated Balance Sheets (Pa

Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands	Mar. 31, 2018	Dec. 31, 2017
Consolidated Balance Sheets
Accounts receivable, allowance for doubtful accounts (in dollars)	$ 1,225	$ 1,234
Common stock, par value (in dollars per share)	$ 0.01	$ 0.01
Common stock, shares authorized	1,000	1,000
Common stock, shares issued	1,000	1,000
Common stock, shares outstanding	1,000	1,000

Consolidated Statements of Oper

Consolidated Statements of Operations - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Consolidated Statements of Operations
Revenues	$ 142,355	$ 130,652
Cost of revenues	90,862	84,885
Gross margin	51,493	45,767
Selling, general and administrative	33,041	33,957
Operating income	18,452	11,810
Interest expense	13,450	13,478
Income (loss) before income taxes and noncontrolling interest	5,002	(1,668)
Provision for income taxes	262	222
Consolidated net income (loss)	4,740	(1,890)
Net income attributable to noncontrolling interest	86	73
Net income (loss) attributable to Universal Hospital Services, Inc. and Subsidiaries	$ 4,654	$ (1,963)

Consolidated Statements of Comp

Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Consolidated Statements of Comprehensive Income (Loss)
Consolidated net income (loss)	$ 4,740	$ (1,890)
Other comprehensive income:
Gain on minimum pension liability, net of tax of $0	210	179
Total other comprehensive income	210	179
Comprehensive income (loss)	4,950	(1,711)
Comprehensive income attributable to noncontrolling interest	86	73
Comprehensive income (loss) attributable to Universal Hospital Services, Inc. and Subsidiaries	$ 4,864	$ (1,784)

Consolidated Statements of Com6

Consolidated Statements of Comprehensive Loss (Parenthetical) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Consolidated Statements of Comprehensive Income (Loss)
Gain on minimum pension liability, tax	$ 0	$ 0

Consolidated Statements of Cash

Consolidated Statements of Cash Flows - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Cash flows from operating activities:
Consolidated net income (loss)	$ 4,740	$ (1,890)
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Depreciation	16,571	17,894
Amortization of intangibles, contract costs, deferred financing costs and bond premium	2,524	3,107
Provision for doubtful accounts	222	220
Provision for inventory obsolescence	122	22
Non-cash share-based compensation expense	746	758
Gain on sales and disposals of equipment	(379)	(747)
Deferred income taxes	87	106
Interest on note receivable	(9)	(4)
Changes in operating assets and liabilities:
Accounts receivable	(6,629)	151
Inventories	(606)	472
Other operating assets	(809)	(123)
Accounts payable	4,046	(3,064)
Other operating liabilities	(19,187)	(22,206)
Net cash provided by (used in) operating activities	1,439	(5,304)
Cash flows from investing activities:
Medical equipment purchases	(16,838)	(17,476)
Property and office equipment purchases	(2,104)	(1,063)
Proceeds from disposition of property and equipment	785	1,402
Acquisitions and refund of escrow		3,691
Net cash used in investing activities	(18,157)	(13,446)
Cash flows from financing activities:
Proceeds under senior secured credit facility	82,448	70,029
Payments under senior secured credit facility	(60,848)	(43,492)
Payments of principal under capital lease obligations	(1,455)	(1,667)
Distributions to noncontrolling interests	(120)	(77)
Proceed from exercise of parent company stock options	277	22
Change in book overdrafts	(3,584)	(6,065)
Net cash provided by financing activities	16,718	18,750
Net change in cash and cash equivalents	0	0
Cash and cash equivalents at the beginning of period	0	0
Cash and cash equivalents at the end of period	0	0
Supplemental cash flow information:
Interest paid	25,396	25,435
Income taxes paid	87	14
Non-cash activities:
Medical equipment purchases included in accounts payable (at end of period)	4,071	3,299
Capital lease additions	$ 756	$ 1,827

Basis of Presentation

Basis of Presentation	3 Months Ended
	Mar. 31, 2018
Basis of Presentation
Basis of Presentation	1. Basis of Presentation The interim consolidated financial statements included in this Quarterly Report on Form 10-Q have been prepared by Universal Hospital Services, Inc. and Subsidiaries (“we”, “our”, “us”, the “Company”, or “UHS”) without audit, pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”). Certain information and footnote disclosures normally included in consolidated financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) have been condensed or omitted, pursuant to such rules and regulations. These consolidated financial statements should be read in conjunction with the financial statements and related notes included in the Company’s 2017 Annual Report on Form 10-K filed with the SEC. The interim consolidated financial statements presented herein as of March 31, 2018, reflect, in the opinion of management, all adjustments necessary for a fair presentation of the financial position and the results of operations and cash flows for the periods presented. These adjustments are all of a normal, recurring nature. The results of operations for any interim period are not necessarily indicative of results for the full year. We are required to make estimates and assumptions about future events in preparing consolidated financial statements in conformity with GAAP. These estimates and assumptions affect the amounts of assets, liabilities, revenues and expenses at the date of the unaudited consolidated financial statements. While we believe that our past estimates and assumptions have been materially accurate, our current estimates are subject to change if different assumptions as to the outcome of future events are made. We evaluate our estimates and judgments on an ongoing basis and predicate those estimates and judgments on historical experience and on various other factors that we believe to be reasonable under the circumstances. We make adjustments to our assumptions and judgments when facts and circumstances dictate. Since future events and their effects cannot be determined with absolute certainty, actual results may differ from the estimates used in preparing the accompanying unaudited consolidated financial statements. A description of our significant accounting policies is included in our 2017 Annual Report on Form 10-K. There have been no material changes to these policies for the quarter ended March 31, 2018, except for the adoption of ASU 2014-09, see Note 3, Revenue Recognition. Historically, the Company reported under three segments. Medical Equipment Solutions included supplemental and peak needs usage solutions, customized equipment agreement solutions, 360 On-site managed solutions, specialty medical equipment sale, distribution and disposable sales. Clinical Engineering Solutions included supplemental maintenance, repair and remediation solutions, on-site biomed services, health care technology solutions, federal governmental services and clinical engineering capital sales. Surgical Services included on-demand and scheduled usage solutions, on-site solutions for hospital and multi-facility health systems and disposable only sales. Effective January 1, 2018, the Company changed its segment reporting to report its financial information under one reporting segment. The change in reporting was made to conform to the way the Company is currently managing and executing the business. Specifically, the chief operating decision maker (“CODM”) is making operating decisions and assessing performance using discrete financial information from one reportable segment, as our resources and infrastructure are shared and our go to market strategy have evolved with our Equipment Value Management (“EVM”) strategy. The current financial information is based upon the transformation of the business model that has occurred and the development of the new commercial framework – EVM. EVM is an end to end approach to medical equipment management that helps hospitals recover cost and time that today are wasted through inefficient medical equipment processes. EVM integrates customers supply chain, patient care and clinical engineering teams, connecting these siloed groups to streamline processes to improve stakeholder productivity and satisfaction while optimizing equipment utilization and lowering the total cost of ownership. EVM provides the customer with the equipment they need, when they need it, with the assets serviced to the highest quality standards in the industry. EVM combines the capabilities of all service offerings. The EVM solution links all of our service offerings at UHS. The Company has a similar compliment of services, type of customer for the Company’s services, method of distribution for the Company’s services and the regulatory environment is similar across the United States. Accordingly, we concluded that we operate as one reporting segment. Finally, the Company analyzed its goodwill for potential impairment before and after the change in segments and concluded that there was no impairment. Current year presentation of one reporting segment resulted in disaggregated revenue categories of Equipment Solutions which includes supplemental and peak needs usage solutions, surgical services on-demand and scheduled usage solutions, specialty medical equipment sale, distribution and disposable sales, clinical engineering capital sales and surgical disposable only sales. Clinical Engineering includes supplemental maintenance, repair and remediation solutions, on-site biomed services, health care technology solutions and federal governmental services. On-site Managed Services includes 360 On-site managed solutions and surgical services on-site solutions for hospital and multi-facility health systems. The Company operates in one geographic region, the United States. As the Company is now reporting as one segment which equals the total Company’s results as reflected in the Consolidated Statement of Operations, restatement of prior periods was not necessary. Principles of Consolidation The consolidated financial statements include the accounts of Universal Hospital Services, Inc. and its 100%-owned subsidiaries, UHS Surgical Services, Inc. (“Surgical Services” or “SS”) and Radiographic Equipment Services, Inc. (“RES”). In addition, in accordance with guidance issued by the Financial Accounting Standards Board (“FASB”), we have accounted for our equity investments in entities in which we are the primary beneficiary under the full consolidation method. All significant intercompany transactions and balances have been eliminated through consolidation. As the primary beneficiary, we consolidate the limited liability companies (“LLCs”) referred to in Note 11, Limited Liability Companies, as we effectively receive the majority of the benefits from such entities and we provide equipment lease guarantees for such entities.

Recent Accounting Pronouncement

Recent Accounting Pronouncements	3 Months Ended
	Mar. 31, 2018
Recent Accounting Pronouncements
Recent Accounting Pronouncements	2. Recent Accounting Pronouncements Standards Adopted In May 2014, the FASB issued ASU No. 2014-09 Revenue from Contracts with Customers (“ASU 2014-09”), which requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers. The ASU replaced most existing revenue recognition guidance in GAAP when it became effective. The new standard is effective beginning after December 15, 2017 and interim periods within those years as stated in ASU 2015-14. The standard permits the use of either the full retrospective or cumulative effect (modified retrospective) transition method. We adopted this guidance on January 1, 2018 and have selected a cumulative effect transition method. We have performed a review of the requirements of the new guidance, codified by FASB in ASC Topic 606, and have applied the five-step model of the new standard to our contracts and have compared the results to our previous accounting practices under ASC Topic 605. Based on this analysis, the new standard did not have a material impact on the results of operations or cash flows of the Company. However, amendments to ASC Topic 340, Other Assets and Deferred Costs, require the capitalization of costs to obtain and fulfill customer contracts, which were previously expensed as incurred. The assets recognized for the costs to obtain and/or fulfill a contract will be amortized on a systematic basis that is consistent with the transfer of the services to which the asset relates. Accordingly, $6.2 million of prior year costs were capitalized as an asset upon adoption of this standard (effective January 1, 2018) and will be amortized over a period of five years. In August 2016, the FASB issued ASU No. 2016-15 Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments (“ASU 2016-15”). ASU 2016-15 addresses eight specific cash flow issues with the objective of reducing the existing diversity in practice. The ASU became effective for annual and interim periods for fiscal years beginning after December 15, 2017. The adoption of this standard did not have a material impact on our consolidated financial statements. In January 2017, the FASB issued ASU No. 2017-01 Business Combination (Topic 805): Clarifying the Definition of a Business (“ASU 2017-01”). ASU 2017-01 clarifies the definition of a business with the objective of adding guidance to assist entities with evaluating whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. The definition of a business affects many areas of accounting including acquisitions, disposals, goodwill and consolidation. The ASU became effective for annual and interim periods for fiscal years beginning after December 15, 2017. The adoption of this standard did not have a material impact on our consolidated financial statements. In March 2017, the FASB issued ASU No. 2017-07 Compensation – Retirement Benefits (Topic 715): Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost (“ASU 2017-01”). ASU 2017-07 requires that a company present service cost separately from the other components of the net benefit cost. This ASU became effective for annual and interim periods for fiscal years beginning after December 15, 2017. We adopted ASU 2017-07 on January 1, 2018 and retrospectively applied this ASU to all periods presented. As a result, $0.2 million of pension costs were reclassified from selling, general and administrative to interest expense for the three months ended March 31, 2017. In May 2017, the FASB issued ASU No. 2017-09 Compensation – Stock Compensation (Topic 718): Scope of Modification Accounting (“ASU 2017-09”). ASU 2017-09 clarifies what constitutes a modification of a share-based payment award. This ASU became effective for annual and interim periods for fiscal years beginning after December 15, 2017. The adoption of this standard did not have a material impact on our consolidated financial statements. Standards Not Yet Adopted In February 2016, the FASB issued ASU No. 2016-02 on Leases (ASC Topic 842) (“ASU 2016-02”). ASU 2016-02 was issued to increase transparency and comparability among organizations by recognizing lease assets and lease liability on the balance sheet and disclosing key information about leasing arrangements. The ASU is effective for annual and interim periods in fiscal years beginning after December 15, 2018. Early adoption is permitted. We are evaluating the effect that ASU 2016-02 will have on our consolidated financial statements and related disclosures. In February 2018, the FASB issued ASU No. 2018-02 Income Statement – Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income (“ASU 2018-02”). ASU 2018-02 allows a reclassification from accumulated other comprehensive income to retained earnings for stranded tax effects resulting from the Tax Cuts and Jobs Act. The ASU is effective for annual and interim periods in fiscal years beginning after December 15, 2018. Early adoption is permitted. The adoption of this standard is not expected to have a material impact on our consolidated financial statements due to valuation allowance. In March 2018, the FASB issued ASU No. 2018-05 Income Taxes (Topic 740): Amendments to SEC Paragraphs Pursuant to SEC Staff Accounting Bulletin No. 118 (“ASU 2018-05”). ASU 2018-05 adds various SEC paragraphs pursuant to the issuance of SEC Staff Accounting Bulletin No. 118.

Revenue Recognition

Revenue Recognition	3 Months Ended
	Mar. 31, 2018
Revenue Recognition
Revenue Recognition	3. The Company adopted ASU 2014-09, Revenue from Contracts with Customers, effective January 1, 2018, herein referred as ASC Topic 606. ASC Topic 606 is a comprehensive new revenue recognition model that requires a company to recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration the company expects to receive in exchange for those goods or services. The Company adopted ASU 2014-09 using the cumulative effect (also known as the modified retrospective) method by recognizing the cumulative effect of initially applying the ASU as an adjustment to the opening balance of Accumulated Deficit at January 1, 2018. Therefore, the comparative information for the first quarter of our fiscal 2017 (the quarter ended March 31, 2017) has not been adjusted and continues to be reported under the previous accounting standards (ASC Topic 605). The details of the changes to our accounting policies and the quantitative impact of the changes are set out below. Customer arrangements typically have multiple performance obligations to provide equipment solutions, clinical engineering and/or on-site equipment managed services on a per use and/or over time basis. Equipment Solutions primarily consists of supplemental, peak needs and surgical equipment usage solutions. Clinical Engineering consists of supplemental maintenance, repair and remediation solutions, health care technology solutions, and federal government services. On-site Managed Services consists of 360 on-site managed solutions in both our historical A360 program (using UHS-owned equipment) and our newer M360 program (managing customer-owned equipment). Consideration paid by the customer for each performance obligation is billed within the month the service is performed, and contractual prices are established within our customer arrangements that are representative of the stand-alone selling price. Taxes assessed by a governmental authority that are both imposed on and concurrent with a specific revenue-producing transaction, that are collected by the Company from a customer, are excluded from revenue. There are no differences between revenue being earned under Topic 606 and the previous standard (ASC Topic 605). The Company reports only its portion of revenues earned under certain revenue share arrangements in accordance with ASC Topic 606-10-55-36 to 606-10-55-40 “ Principal versus Agent Considerations ,” because, among other factors, the equipment manufacturer retains title to the equipment, maintains general inventory and physical loss risk of equipment on rental and because we earn a fixed percentage of the billings to customers. In the following table, revenue is disaggregated by major service type. March 31, (in thousands) 2018 2017 Equipment Solutions $ 62,442 $ 60,657 Clinical Engineering 39,745 33,340 On-Site Managed Services 40,168 36,655 $ 142,355 $ 130,652 Concurrent with the adoption of Topic 606 on January 1, 2018, the Company also adopted amendments to ASC Topic 340, Other Assets and Deferred Costs, which requires the costs to obtain and fulfill customer contracts to be capitalized, which were previously expensed as incurred. The Company incurs costs related to obtaining new contracts. Management expects those costs attributable to new revenue production are recoverable and therefore the Company capitalized them as contract costs in accordance with ASC Topic 340 and will amortize them over the anticipated period of the new revenue production. The Company capitalized the estimated costs to obtain a contract in the amount of $6.2 million at January 1, 2018 with a corresponding adjustment to accumulated deficit for the “Impact of Change in Accounting Policy”. The Contract Asset included in other long-term assets in the Consolidated Balance Sheet at March 31, 2018 is $6.5 million. Capitalized costs are amortized over the expected life of the related contracts which is estimated to be five years. Amortization is computed on a straight-line basis which coincides with the predominant expected life of the underlying contracts. Amortization costs are reflected in selling, general and administrative expenses. The amount of amortization was $0.4 million for the three months ended March 31, 2018. There was no impairment loss in relation to the costs capitalized during the three months ended March 31, 2018.

Fair Value Measurements

Fair Value Measurements	3 Months Ended
	Mar. 31, 2018
Fair Value Measurements
Fair Value Measurements	4. Fair Value Measurements Financial assets and liabilities measured at fair value on a recurring basis as of March 31, 2018 and December 31, 2017 are summarized in the following table by type of inputs applicable to the fair value measurements: Fair Value at March 31, 2018 Fair Value at December 31, 2017 (in thousands) Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total Contingent Consideration $ — $ — $ 133 $ 133 $ — $ — $ 133 $ 133 A description of the inputs used in the valuation of assets and liabilities is summarized as follows: Level 1 — Inputs represent unadjusted quoted prices for identical assets or liabilities exchanged in active markets. Level 2 — Inputs include directly or indirectly observable inputs other than Level 1 inputs such as quoted prices for similar assets or liabilities exchanged in active or inactive markets; quoted prices for identical assets or liabilities exchanged in inactive markets; other inputs that are considered in fair value determinations of the assets or liabilities, such as interest rates and yield curves that are observable at commonly quoted intervals, volatilities, prepayment speeds, loss severities, credit risks and default rates; and inputs that are derived principally from or corroborated by observable market data by correlation or other means. Level 3 — Inputs include unobservable inputs used in the measurement of assets and liabilities. Management is required to use its own assumptions regarding unobservable inputs because there is little, if any, market activity in the assets or liabilities or related observable inputs that can be corroborated at the measurement date. Measurements of non-exchange traded derivative contract assets and liabilities are primarily based on valuation models, discounted cash flow models or other valuation techniques that are believed to be used by market participants. Unobservable inputs require management to make certain projections and assumptions about the information that would be used by market participants in pricing assets or liabilities. During 2017, we recorded a contingent consideration liability, in the form of earn-out payment, related to our December 6, 2017 acquisition in the total amount of $0.1 million. The contingent consideration is based on achieving certain revenue results. The fair value of the liability was estimated using a discounted cash flow approach with significant inputs that are not observable in the market and thus represents a Level 3 fair value measurement . The significant inputs in the Level 3 measurement not supported by market activity included our assessments of expected future cash flows during the earn-out period related to the assets acquired, appropriately discounted considering the uncertainties associated with the obligation, and calculated based on estimated revenues in accordance with the terms of the agreement. There were no earn-out payments for the three months ended March 31, 2018. The assumptions used in preparing the discounted cash flow analyses included estimates of interest rates and the timing and amount of incremental cash flows. A reconciliation of the beginning and ending balance for the Level 3 measurement are as follows: (in thousands) Balance at December 31, 2017 $ 133 Addition/payment — Balance at March 31, 2018 $ 133 Fair Value of Other Financial Instruments The Company considers that the carrying amount of financial instruments, including accounts receivable, accounts payable, accrued liabilities and senior secured credit facility, approximates fair value due to their short maturities. The fair value of our outstanding Original Notes and Add-on Notes (each as defined in Note 8, Long-Term Debt) as of March 31, 2018 and December 31, 2017, based on the quoted market price for the same or similar issues of debt, which represents a Level 2 fair value measurement, is approximately: March 31, 2018 December 31, 2017 Carrying Fair Carrying Fair (in thousands) Value Value Value Value Original Notes - 7.625% (1) $ 422,085 $ 428,188 $ 421,772 $ 426,063 Add-on Notes - 7.625% (2) 223,967 221,650 224,338 220,550 (1) The carrying value of the Original Notes - 7.625% is net of unamortized deferred financing costs of $2.9 and $3.2 million as of March 31, 2018 and December 31, 2017, respectively. (2) The carrying value of the Add-on Notes - 7.625% is net of unamortized deferred financing costs of $1.2 and $1.3 million as of March 31, 2018 and December 31, 2017, respectively, and includes unamortized bond premium of $5.2 and $5.7 million as of March 31, 2018 and December 31, 2017, respectively.

Goodwill and Other Intangible A

Goodwill and Other Intangible Assets	3 Months Ended
	Mar. 31, 2018
Goodwill and Other Intangible Assets
Goodwill and Other Intangible Assets	5. Goodwill and Other Intangible Assets Our reporting segment has a negative carrying amount at March 31, 2018 and December 31, 2017. There were no impairments recorded in the three months ended March 31, 2018 and 2017. Our other intangible assets as of March 31, 2018 and December 31, 2017 consist of the following: March 31, 2018 December 31, 2017 Accumulated Accumulated (in thousands) Cost Amortization Impairment Net Cost Amortization Impairment Net Finite-life intangibles Customer relationship $ 125,828 $ (107,842) $ — $ 17,986 $ 125,828 $ (105,911) $ — $ 19,917 Non-compete agreements 2,101 (1,290) — 811 2,101 (1,197) — 904 Total finite-life intangibles 127,929 (109,132) — 18,797 127,929 (107,108) — 20,821 Indefinite-life intangibles Trade names 166,000 — (34,900) 131,100 166,000 — (34,900) 131,100 Total intangible assets $ 293,929 $ (109,132) $ (34,900) $ 149,897 $ 293,929 $ (107,108) $ (34,900) $ 151,921 Total amortization expense related to intangible assets were $2.0 and $3.0 million for the three months ended March 31, 2018 and 2017, respectively. The estimated future amortization expense for identifiable intangible assets during the remainder of 2018 and the next five years is as follows: (in thousands) Remainder of 2018 $ 5,571 2019 5,005 2020 2,765 2021 2,106 2022 1,376 2023 503

Deficit

Deficit	3 Months Ended
	Mar. 31, 2018
Deficit
Deficit	6. Deficit The following tables represent changes in deficit that are attributable to our shareholder and noncontrolling interests for the three month periods ended March 31, 2018 and 2017. Accumulated Additional Other Paid-in Accumulated Comprehensive Noncontrolling Total (in thousands) Capital Deficit Loss Interests Deficit Balance at December 31, 2017 $ 250,018 $ (287,998) $ (6,638) $ 240 $ (44,378) Impact of change in accounting policy — 6,221 — — 6,221 Net income — 4,654 — 86 4,740 Other comprehensive income — — 210 — 210 Share-based compensation 746 — — — 746 Stock options exercised 277 — — — 277 Cash distributions to noncontrolling interests — — — (120) (120) Balance at March 31, 2018 $ 251,041 $ (277,123) $ (6,428) $ 206 $ (32,304) Accumulated Additional Other Paid-in Accumulated Comprehensive Noncontrolling Total (in thousands) Capital Deficit Loss Interests Deficit Balance at December 31, 2016 $ 244,986 $ (296,826) $ (7,826) $ 181 $ (59,485) Net (loss) income — (1,963) — 73 (1,890) Other comprehensive income — — 179 — 179 Share-based compensation 758 — — — 758 Stock options exercised 22 — — — 22 Cash distributions to noncontrolling interests — — — (77) (77) Balance at March 31, 2017 $ 245,766 $ (298,789) $ (7,647) $ 177 $ (60,493)

Share-Based Compensation

Share-Based Compensation	3 Months Ended
	Mar. 31, 2018
Share-Based Compensation
Share-Based Compensation	7. Share-Based Compensation During the three months ended March 31, 2018, activity under the 2007 Stock Option Plan (the “2007 Stock Option Plan”), of UHS Holdco, Inc., our parent company (“Parent”), was as follows: Weighted average Weighted Aggregate remaining Number of average intrinsic contractual (in thousands, except exercise price and years) options exercise price value term (years) Outstanding at December 31, 2017 37,673 $ 0.79 $ 40,875 6.8 Granted 500 1.87 Exercised (390) 0.71 $ 452 Forfeited or expired (198) 0.77 Outstanding at March 31, 2018 37,585 $ 0.80 $ 40,204 6.6 Exercisable at March 31, 2018 20,303 $ 0.75 $ 22,639 6.6 Remaining authorized options available for issue 5,466 The exercise price of the stock option award is equal to the market value of Parent’s common stock on the grant date as determined reasonably and in good faith by Parent’s Board of Directors and compensation committee and based on an analysis of a variety of factors including peer group multiples, merger and acquisition multiples, and discounted cash flow analyses. The intrinsic value of a stock award is the amount by which the market value of the underlying stock exceeds the exercise price of the award. We determine the fair value of stock options using the Black-Scholes option pricing model. The estimated fair value of options, including the effect of estimated forfeitures, is recognized as an expense on a straight-line basis over the options’ expected vesting periods. The following assumptions were used in determining the fair value of stock options granted during the three months ended March 31, 2018 and 2017 under the Black-Scholes model. Three Months Ended March 31, 2018 2017 Risk-free interest rate 1.45 % 1.51 % Expected volatility 28.9 % 28.9 % Dividend yield N/A N/A Expected option life (years) 4.00 4.23 Black-Scholes Value of options $ 0.46 $ 0.30 Expected volatility is based on an independent valuation of the stock of companies within our peer group. Given the lack of a true comparable company, the peer group consists of selected public health care companies representing our suppliers, customers and competitors within certain product lines. The risk free-interest rate is based on the U.S. Treasury yield curve in effect at the grant date based on the expected option life. The expected option life is estimated based on foreseeable trends. At March 31, 2018, unearned non-cash share-based compensation that we expect to recognize as expense over a weighted average period of 1.8 years totals approximately $4.3 million, net of our estimated forfeiture rate of 2.0%. The expense could be accelerated upon the sale of Parent or the Company. In April 2015, Parent granted the Company’s Chief Executive Officer 7.0 million restricted stock units which vest over four years. Total compensation expense related to this grant was $0.3 million and $0.3 million for the three months ended March 31, 2018 and 2017, respectively. Although Parent grants stock options and restricted stock units, the Company recognizes compensation cost, primarily in Selling, General and Administrative expense, related to these options and units since the services are performed for its benefit.

Long-Term Debt

Long-Term Debt	3 Months Ended
	Mar. 31, 2018
Long-Term Debt
Long-Term Debt	8. Long-Term Debt Long-term debt consists of the following: March 31, December 31, (in thousands) 2018 2017 Original Notes - 7.625% (1) $ 422,085 $ 421,772 Add-on Notes - 7.625% (2) 223,967 224,338 Senior secured credit facility (3) 60,674 38,944 Capital lease obligations 17,355 18,054 724,081 703,108 Less: Current portion of long-term debt (5,042) (5,043) Total long-term debt $ 719,039 $ 698,065 (1) The carrying value of the Original Notes - 7.625% is net of unamortized deferred financing costs of $2.9 and $3.2 million as of March 31, 2018 and December 31, 2017, respectively. (2) The carrying value of the Add-on Notes - 7.625% is net of unamortized deferred financing costs of $1.2 and $1.3 million as of March 31, 2018 and December 31, 2017, respectively, and includes unamortized bond premium of $5.2 and $5.7 million as of March 31, 2018 and December 31, 2017, respectively. (3) The carrying value of the senior secured credit facility is net of unamortized deferred financing costs of $1.1 and $1.3 million as of March 31, 2018 and December 31, 2017, respectively. Original Notes and Add-on Notes — 7.625%. On August 7, 2012, we issued $425.0 million in aggregate principal amount of 7.625% Second Lien Senior Secured Notes due 2020 (the “Original Notes”) under an indenture dated as of August 7, 2012 (the “2012 Indenture”). On February 12, 2013, we issued $220.0 million in aggregate principal amount of 7.625% Second Lien Senior Secured Notes due 2020 (the “Add-on Notes”, and along with the Original Notes, the “2012 Notes”) as “additional notes” pursuant to the 2012 Indenture. The 2012 Notes mature on August 15, 2020. The 2012 Indenture provides that the 2012 Notes are our second lien senior secured obligations and are fully and unconditionally guaranteed on a second lien senior secured basis by our existing and certain of our future 100%-owned domestic subsidiaries. Interest on the 2012 Notes is payable, entirely in cash, semiannually, in arrears, on February 15 and August 15 of each year, beginning on February 15, 2013. We may redeem some or all of the 2012 Notes at the redemption price of 101.906% before August 15, 2018, thereafter the redemption price is 100% as set forth in the 2012 Indenture (expressed as percentage of principal amount). If we sell certain assets or undergo certain kinds of changes of control, we must offer to repurchase the 2012 Notes. Our 2012 Notes are subject to certain debt covenants which are described below under the heading “2012 Indenture”. Senior Secured Credit Facility. On November 24, 2015, we entered into a Third Amended and Restated Credit Agreement with Bank of America, N.A., as agent for the lenders, and the lenders party thereto (the “Third Amended Credit Agreement”), which amended our then-existing senior secured credit facility originally dated as of May 31, 2007 and amended and restated as of May 6, 2010 and as of July 31, 2012. We refer to the third amended and restated senior secured credit facility as the “senior secured credit facility.” The senior secured credit facility is a first lien senior secured asset based revolving credit facility that is available for working capital and general corporate purposes, including permitted investments, capital expenditures and debt repayments, on a fully revolving basis, subject to the terms and conditions set forth in the credit documents in the form of revolving loans, swing line loans and letters of credit. The Third Amended Credit Agreement extended the maturity date of the revolving loans to the earliest of (i) November 24, 2020 and (ii) 90 days prior to the maturity of the 2012 Notes, and reduced (i) the interest rate applicable to borrowings under the Third Amended Credit Agreement to a per annum rate, determined based on our usage of the credit facility as provided in the Third Amended Credit Agreement, ranging from 1.50% to 2.00% above the adjusted LIBOR rate used by the agent or, at our option, 0.50% to 1.00% above the Base Rate as defined in the Third Amended Credit Agreement and (ii) the unused line fee rate to 0.25%. Our obligations under the Third Amended Credit Agreement are secured by a first priority security interest in substantially all of the assets of the Company, Parent, Surgical Services and RES, excluding a pledge of the Company’s and its subsidiaries’ stock, any joint ventures and certain other exceptions. Our obligations under the Third Amended Credit Agreement are unconditionally guaranteed by Parent, Surgical Services and RES. Our senior secured credit facility provides the aggregate amount we may borrow under revolving loans up to $235.0 million, subject to our borrowing base. As of March 31, 2018, we had $102.6 million of availability under the senior secured credit facility based on a borrowing base of $169.2 million less borrowings of $61.8 million and after giving effect to $4.8 million used for letters of credit. The senior secured credit facility requires our compliance with various affirmative and negative covenants. Pursuant to the affirmative covenants, we and Parent agreed to, among other things, deliver financial and other information to the administrative agent, provide notice of certain events (including events of default), pay our obligations, maintain our properties, maintain the security interest in the collateral for the benefit of the administrative agent and the lenders and maintain insurance. Among other restrictions, and subject to certain definitions and exceptions, the senior secured credit facility restricts our ability to: · incur indebtedness; · create or permit liens; · declare or pay dividends and certain other restricted payments; · consolidate, merge or recapitalize; · acquire or sell assets; · make certain investments, loans or other advances; · enter into transactions with affiliates; · change our line of business; and · enter into hedging transactions. The senior secured credit facility also contains a financial covenant that is triggered if our available borrowing capacity is less than $20.0 million for a certain period, which consists of a minimum ratio of trailing four-quarter Earnings Before Interest, Taxes, Depreciation and Amortization (“EBITDA”) to cash interest expense, as such terms are defined in the senior secured credit facility. The senior secured credit facility specifies certain events of default, including, among others, failure to pay principal, interest or fees, violation of covenants, inaccuracy of representations or warranties, bankruptcy events, certain ERISA-related events, cross-defaults to other material agreements, change of control events and invalidity of guarantees or security documents. Some events of default will be triggered only after certain cure periods have expired, or will provide for materiality thresholds. If such a default occurs, the lenders under the senior secured credit facility would be entitled to take various actions, including all actions permitted to be taken by a secured creditor and the acceleration of amounts due under the senior secured credit facility. At March 31, 2018, we had $61.8 million of borrowings outstanding, of which $58.0 million was accruing interest at a rate of 3.6% and $3.8 million was accruing interest at a rate of 5.5%. We were in compliance with all financial debt covenants for all periods presented. 2012 Indenture. Our 2012 Notes are guaranteed, jointly and severally, on a second priority senior secured basis, by Surgical Services and RES, and are also similarly guaranteed by certain of our future 100%-owned domestic subsidiaries. The 2012 Notes are our second priority senior secured obligations and rank (i) equal in right of payment with all of our existing and future unsubordinated indebtedness, and effectively senior to any such unsecured indebtedness to the extent of the value of collateral; (ii) senior in right of payment to all of our and our guarantors’ existing and future subordinated indebtedness; (iii) effectively junior to our senior secured credit facility; and (iv) structurally subordinated to any indebtedness and other liabilities (including trade payables) of any of our future subsidiaries that are not guarantors. The 2012 Indenture governing the 2012 Notes contains covenants that limit our and our guarantors’ ability, subject to certain definitions and exceptions, and certain of our future subsidiaries’ ability to: · incur additional indebtedness; · pay cash dividends or distributions on our capital stock or repurchase our capital stock or subordinated debt; · issue redeemable stock or preferred stock; · issue stock of subsidiaries; · make certain investments; · transfer or sell assets; · create liens on our assets to secure debt; · enter into transactions with affiliates; and · merge or consolidate with another company. The 2012 Indenture specifies certain events of default, including among others, failure to pay principal, interest or premium, violation of covenants and agreements, cross-defaults to other material agreements, bankruptcy events, invalidity of guarantees, and a default in the performance by us of the security documents relating to the 2012 Indenture. Some events of default will be triggered only after certain grace or cure periods have expired, or provide for materiality thresholds. In the event certain bankruptcy-related defaults occur, the 2012 Notes will become due and payable immediately. If any other default occurs, the Trustee (and in some cases the noteholders) would be entitled to take various actions, including acceleration of amounts due under the 2012 Indenture. We were in compliance with all financial debt covenants for all periods presented.

Commitments and Contingencies

Commitments and Contingencies	3 Months Ended
	Mar. 31, 2018
Commitments and Contingencies.
Commitments and Contingencies	9. Commitments and Contingencies The Company, in the ordinary course of business, could be subject to liability claims related to employees and the equipment that it rents and services. Asserted claims are subject to many uncertainties and the outcome of individual matters is not predictable. Certain claims where the loss is probable, a provision is recorded based on the Company’s best estimate. While the ultimate resolution of these actions may have an impact on the Company’s financial results for a particular reporting period, management believes that any such resolution would not have a material adverse effect on the financial position, results of operations or cash flows of the Company and the chance of a negative outcome on outstanding litigation is considered remote. On January 13, 2015, the Company filed suit in the Western District of Texas against Hill-Rom Holdings, Inc., Hill-Rom Company, Inc. and Hill-Rom Services, Inc. (the “Defendants”) alleging that the Defendants violated federal and state antitrust laws by willfully and unlawfully engaging in a pattern of exclusionary and predatory conduct in order to foreclose market competition and seeking actual damages, trebled damages and punitive damages. On March 7, 2018, the Company entered into a confidential settlement agreement resolving all disputes and legal claims of the parties associated with the suit filed by the Company against the Defendants. In consideration for this release, terms of the confidential settlement agreement call for the Company to receive legal title to certain medical equipment of the Defendants as specified in the agreement on May 1, 2018. No amounts have been recorded in the Company’s consolidated financial statements as of or for the three months ended March 31, 2018. The Company expects to record the equipment and corresponding gain during the second quarter based on the fair value of the equipment received.

Related Party Transactions

Related Party Transactions	3 Months Ended
	Mar. 31, 2018
Related Party Transactions
Related Party Transactions	10. Related Party Transactions Management Agreement On May 31, 2007, we and affiliates of Irving Place Capital (together with its affiliates, “IPC”) entered into a professional services agreement pursuant to which IPC provides general advisory and management services to us with respect to financial and operating matters. IPC is a principal owner of Parent, and each of Robert Juneja, Bret Bowerman and Keith Zadourian are members of our board of directors and are associated with IPC. The professional services agreement requires us to pay an annual fee for ongoing advisory and management services equal to the greater of $0.5 million or 0.75% of our Adjusted EBITDA (as defined in the professional services agreement) for the immediately preceding fiscal year, payable in quarterly installments. The professional services agreement provides that IPC will be reimbursed for its reasonable out-of-pocket expenses in connection with certain activities undertaken pursuant to the professional services agreement and will be indemnified for liabilities incurred in connection with its role under the professional services agreement, other than for liabilities resulting from its gross negligence or willful misconduct. The term of the professional services agreement commenced on May 31, 2007 and will remain in effect unless and until either party notifies the other of its desire to terminate, we are sold to a third-party purchaser or we consummate a qualified initial public offering, as defined in the professional services agreement. Total professional services fees incurred to IPC were $0.3 and $0.2 million for the three month periods ended March 31, 2018 and 2017, respectively. In connection with the Restricted Stock Unit Award Agreement, dated as of April 13, 2015, between an officer and the Company, we entered into a promissory note agreement with the officer dated April 13, 2016 for a total amount of $1.0 million and dated April 13, 2017 for a total amount of $0.9 million which are included in other long-term assets in the Consolidated Balance Sheets. These notes receivable bear annual interest at 1.45% - 2.12%. The principal and accrued interest of these notes are due on the earliest of (i) the seventh anniversary of the date of this loan, (ii) any event with respect to borrower, which, in any such case of the loan were to remain outstanding on and after such date, would result in violation of Section 402 of the Sarbanes-Oxley Act of 2002, (iii) and certain events of default or (iv) a change in control. Interest income for these notes was $0.009 and $0.004 million for the three month periods ended March 31, 2018.

Limited Liability Companies

Limited Liability Companies	3 Months Ended
	Mar. 31, 2018
Limited Liability Companies.
Limited Liability Companies	11. Limited Liability Companies We participate with others in the formation of LLCs in which the Company becomes a partner and shares the financial interest with the other investors. the Company is the primary beneficiary of these LLCs. These LLCs acquire certain medical equipment for use in their respective business activities, which generally focus on surgical procedures. The LLCs will acquire medical equipment for rental purposes under equipment financing leases. At March 31, 2018, the LLCs had approximately $0.8 million of total assets. The third party investors in each respective LLC generally provide the lease financing company with individual proportionate lease guarantees based on their respective ownership percentages in the LLCs. In addition, the Company will provide such financing companies with its corporate guarantee based on its respective ownership interest in each LLC. In certain instances, the Company has provided such financing companies with an overall corporate guarantee in connection with equipment financing transactions. In such instances, the individual investors in each respective LLC will generally indemnify us against losses, if any, incurred in connection with its corporate guarantee. Additionally, we provide operational and administrative support to the LLCs in which it is a partner. As of March 31, 2018, we held interests in four active LLCs. In accordance with guidance issued by the FASB, we account for equity investments in LLCs (in which we are the primary beneficiary) under the full consolidation method whereby transactions between the Company and the LLCs have been eliminated through consolidation.

Income Taxes

Income Taxes	3 Months Ended
	Mar. 31, 2018
Income Taxes
Income Taxes	12. Income Taxes Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. We evaluate the recoverability of our deferred tax assets by scheduling the expected reversals of deferred tax assets and liabilities in order to determine whether net operating loss carry forwards are recoverable prior to expiration and have established a valuation allowance in accordance with ASC Topic 740, “Income Taxes” . The tax expense for the three months ended March 31, 2018 and 2017 primarily relates to state minimum fees and tax amortization of indefinite-life intangibles. The expected tax expense from operating income during the three months ended March 31, 2018 was offset by the reduction of our valuation allowance. In future reporting periods, we will continue to assess the likelihood that deferred tax assets will be realizable. In connection with our initial analysis of the impact of the Tax Cuts and Jobs Act, we recorded a provisional income tax benefit of approximately $18.3 million at December 31, 2017 for the revaluation of our net deferred tax liability. There were no changes recorded in the first quarter of 2018 to the provisional income tax benefit. At March 31, 2018, the Company had available unused federal net operating loss carryforwards of approximately $198.9 million. The net operating loss carryforwards will expire at various dates from 2019 through 2038.

Consolidating Financial Stateme

Consolidating Financial Statements	3 Months Ended
	Mar. 31, 2018
Consolidating Financial Statements
Consolidating Financial Statements	13. Consolidating Financial Statements In accordance with the provisions of the 2012 Indenture, as 100%-owned subsidiaries of UHS, Surgical Services and RES have jointly and severally guaranteed all the Company’s Obligations (as defined in the 2012 Indenture) on a full and unconditional basis. Consolidating financial information of UHS and the guarantors is presented on the following pages. Universal Hospital Services, Inc. and Subsidiaries Consolidating Balance Sheets (in thousands, except share and per share information) (unaudited) March 31, 2018 Parent Subsidiary Issuer Guarantors Consolidating UHS SS & RES Adjustments Consolidated Assets Current assets: Accounts receivable, less allowance for doubtful accounts $ 83,433 $ 12,611 $ — $ 96,044 Due from affiliates 29,561 — (29,561) — Inventories 4,046 6,198 — 10,244 Other current assets 6,203 789 — 6,992 Total current assets 123,243 19,598 (29,561) 113,280 Property and equipment: Medical equipment 567,284 65,619 — 632,903 Property and office equipment 94,547 12,800 — 107,347 Accumulated depreciation (496,171) (52,663) — (548,834) Total property and equipment, net 165,660 25,756 — 191,416 Other long-term assets: Goodwill 283,141 63,027 — 346,168 Investment in subsidiary 78,541 — (78,541) — Other intangibles, net 135,738 14,159 — 149,897 Other 7,918 1,646 — 9,564 Total assets $ 794,241 $ 124,186 $ (108,102) $ 810,325 Liabilities and (Deficit) Equity Current liabilities: Current portion of long-term debt $ 3,419 $ 1,623 $ — $ 5,042 Book overdrafts 3,056 (1,273) — 1,783 Due to affiliates — 29,561 (29,561) — Accounts payable 24,744 6,672 — 31,416 Accrued compensation 11,990 2,077 — 14,067 Accrued interest 6,463 — — 6,463 Other accrued expenses 16,111 2,090 — 18,201 Total current liabilities 65,783 40,750 (29,561) 76,972 Long-term debt, less current portion 715,518 3,521 — 719,039 Pension and other long-term liabilities 11,186 3 — 11,189 Deferred income taxes, net 34,249 1,180 — 35,429 Commitments and contingencies (Deficit) Equity Common stock — — — — Additional paid-in capital 251,056 76,003 (76,018) 251,041 Accumulated deficit (279,646) 2,523 — (277,123) Accumulated loss in subsidiary 2,523 — (2,523) — Accumulated other comprehensive loss (6,428) — — (6,428) Total Universal Hospital Services, Inc. and Subsidiaries (deficit) equity (32,495) 78,526 (78,541) (32,510) Noncontrolling interest — 206 — 206 Total (deficit) equity (32,495) 78,732 (78,541) (32,304) Total liabilities and (deficit) equity $ 794,241 $ 124,186 $ (108,102) $ 810,325 Universal Hospital Services, Inc. and Subsidiaries Consolidating Balance Sheets (in thousands, except share and per share information) (unaudited) December 31, 2017 Parent Subsidiary Issuer Guarantors Consolidating UHS SS & RES Adjustments Consolidated Assets Current assets: Accounts receivable, less allowance for doubtful accounts $ 76,093 $ 13,544 $ — $ 89,637 Due from affiliates 31,590 — (31,590) — Inventories 3,800 5,960 — 9,760 Other current assets 6,127 709 — 6,836 Total current assets 117,610 20,213 (31,590) 106,233 Property and equipment: Medical equipment 564,316 64,877 — 629,193 Property and office equipment 92,414 12,927 — 105,341 Accumulated depreciation (485,960) (50,560) — (536,520) Total property and equipment, net 170,770 27,244 — 198,014 Other long-term assets: Goodwill 283,141 63,027 — 346,168 Investment in subsidiary 76,606 — (76,606) — Other intangibles, net 136,563 15,358 — 151,921 Other 2,411 698 — 3,109 Total assets $ 787,101 $ 126,540 $ (108,196) $ 805,445 Liabilities and (Deficit) Equity Current liabilities: Current portion of long-term debt $ 3,451 $ 1,592 $ — $ 5,043 Book overdrafts 5,345 22 — 5,367 Due to affiliates — 31,590 (31,590) — Accounts payable 29,842 6,847 — 36,689 Accrued compensation 18,696 2,802 — 21,498 Accrued interest 18,671 — — 18,671 Other accrued expenses 16,018 1,745 — 17,763 Total current liabilities 92,023 44,598 (31,590) 105,031 Long-term debt, less current portion 694,171 3,894 — 698,065 Pension and other long-term liabilities 11,384 1 — 11,385 Deferred income taxes, net 34,126 1,216 — 35,342 Commitments and contingencies (Deficit) Equity Common stock — — — — Additional paid-in capital 250,033 76,003 (76,018) 250,018 Accumulated deficit (288,586) 588 — (287,998) Accumulated loss in subsidiary 588 — (588) — Accumulated other comprehensive loss (6,638) — — (6,638) Total Universal Hospital Services, Inc. and Subsidiaries (deficit) equity (44,603) 76,591 (76,606) (44,618) Noncontrolling interest — 240 — 240 Total (deficit) equity (44,603) 76,831 (76,606) (44,378) Total liabilities and (deficit) equity $ 787,101 $ 126,540 $ (108,196) $ 805,445 Universal Hospital Services, Inc. and Subsidiaries Consolidating Statements of Operations (in thousands) (unaudited) Three Months Ended March 31, 2018 Parent Subsidiary Issuer Guarantors Consolidating UHS SS & RES Adjustments Consolidated Revenues $ 117,197 $ 25,158 $ — $ 142,355 Cost of revenues 74,195 16,667 — 90,862 Gross margin 43,002 8,491 — 51,493 Selling, general and administrative 26,720 6,321 — 33,041 Operating income 16,282 2,170 — 18,452 Equity in earnings of subsidiary (1,119) — 1,119 — Interest expense 12,892 558 — 13,450 Income before income taxes and noncontrolling interest 4,509 1,612 (1,119) 5,002 (Benefit) provision for income taxes (231) 493 — 262 Consolidated net income 4,740 1,119 (1,119) 4,740 Net income attributable to noncontrolling interest — 86 — 86 Net income attributable to Universal Hospital Services, Inc. and Subsidiaries $ 4,740 $ 1,033 $ (1,119) $ 4,654 Universal Hospital Services, Inc. and Subsidiaries Consolidating Statements of Operations (in thousands) (unaudited) Three Months Ended March 31, 2017 Parent Subsidiary Issuer Guarantor Consolidating UHS SS & RES Adjustments Consolidated Revenues $ 107,949 $ 22,703 $ — $ 130,652 Cost of revenues 69,915 14,970 — 84,885 Gross margin 38,034 7,733 — 45,767 Selling, general and administrative 27,538 6,419 — 33,957 Operating income 10,496 1,314 — 11,810 Equity in earnings of subsidiary (414) — 414 — Interest expense 12,933 545 — 13,478 (Loss) income before income taxes and noncontrolling interest (2,023) 769 (414) (1,668) (Benefit) provision for income taxes (133) 355 — 222 Consolidated net (loss) income (1,890) 414 (414) (1,890) Net income attributable to noncontrolling interest — 73 — 73 Net (loss) income attributable to Universal Hospital Services, Inc. and Subsidiaries $ (1,890) $ 341 $ (414) $ (1,963) Universal Hospital Services, Inc. and Subsidiaries Consolidating Statements of Comprehensive Income (Loss) (in thousands) (unaudited) Three Months Ended March 31, 2018  Parent Subsidiary Issuer Guarantors Consolidating UHS SS & RES Adjustments Consolidated   Consolidated net income $ 4,740 $ 1,119 $ (1,119) $ 4,740 Other comprehensive income: Gain on minimum pension liability, net of tax 210 — — 210 Total other comprehensive income 210 — — 210 Comprehensive income 4,950 1,119 (1,119) 4,950 Comprehensive income attributable to noncontrolling interest — 86 — 86 Comprehensive income attributable to Universal Hospital Services, Inc. and Subsidiaries $ 4,950 $ 1,033 $ (1,119) $ 4,864 Three Months Ended March 31, 2017  Parent Subsidiary Issuer Guarantor Consolidating UHS SS & RES Adjustments Consolidated Consolidated net (loss) income $ (1,890) $ 414 $ (414) $ (1,890) Other comprehensive income: Gain on minimum pension liability, net of tax 179 — — 179 Total other comprehensive income 179 — — 179 Comprehensive (loss) income (1,711) 414 (414) (1,711) Comprehensive income attributable to noncontrolling interest — 73 — 73 Comprehensive (loss) income attributable to Universal Hospital Services, Inc. and Subsidiaries $ (1,711) $ 341 $ (414) $ (1,784) Universal Hospital Services, Inc. and Subsidiaries Consolidating Statements of Cash Flows (in thousands) (unaudited) Three Months Ended March 31, 2018 Parent Subsidiary Issuer Guarantors Consolidating UHS SS & RES Adjustments Consolidated Cash flows from operating activities: Consolidated net income $ 4,740 $ 1,119 $ (1,119) $ 4,740 Adjustments to reconcile net income to net cash (used in) provided by operating activities: Depreciation 14,199 2,372 — 16,571 Amortization of intangibles, contract costs, deferred financing costs and bond premium 1,274 1,250 — 2,524 Equity in earnings of subsidiary (1,119) — 1,119 — Provision for doubtful accounts 200 22 — 222 Provision for inventory obsolescence 26 96 — 122 Non-cash share-based compensation expense 622 124 — 746 Gain on sales and disposals of equipment (336) (43) — (379) Deferred income taxes 123 (36) — 87 Interest on note receivable (9) — — (9) Changes in operating assets and liabilities: Accounts receivable (7,540) 911 — (6,629) Due from affiliates 2,153 — (2,153) — Inventories (272) (334) — (606) Other operating assets (632) (177) — (809) Accounts payable 1,633 2,413 — 4,046 Other operating liabilities (18,809) (378) — (19,187) Net cash (used in) provided by operating activities (3,747) 7,339 (2,153) 1,439 Cash flows from investing activities: Medical equipment purchases (13,508) (3,330) — (16,838) Property and office equipment purchases (2,054) (50) — (2,104) Proceeds from disposition of property and equipment 630 155 — 785 Net cash used in investing activities (14,932) (3,225) — (18,157) Cash flows from financing activities: Proceeds under senior secured credit facility 82,448 — — 82,448 Payments under senior secured credit facility (60,848) — — (60,848) Payments of principal under capital lease obligations (909) (546) — (1,455) Distributions to noncontrolling interests — (120) — (120) Proceeds from exercise of parent company stock options 277 — — 277 Due to affiliates — (2,153) 2,153 — Change in book overdrafts (2,289) (1,295) — (3,584) Net cash provided by (used in) financing activities 18,679 (4,114) 2,153 16,718 Net change in cash and cash equivalents — — — — Cash and cash equivalents at the beginning of period — — — — Cash and cash equivalents at the end of period $ — $ — $ — $ — Universal Hospital Services, Inc. and Subsidiaries Consolidating Statements of Cash Flows (in thousands) (unaudited) Three Months Ended March 31, 2017 Parent Subsidiary Issuer Guarantor Consolidating UHS SS & RES Adjustments Consolidated Cash flows from operating activities: Consolidated net (loss) income $ (1,890) $ 414 $ (414) $ (1,890) Adjustments to reconcile net (loss) income to net cash (used in) provided by operating activities: Depreciation 15,899 1,995 — 17,894 Amortization of intangibles, deferred financing costs and bond premium 1,867 1,240 — 3,107 Equity in earnings of subsidiary (414) — 414 — Provision for doubtful accounts 228 (8) — 220 Provision for inventory obsolescence 23 (1) — 22 Non-cash share-based compensation expense 638 120 — 758 Gain on sales and disposals of equipment (712) (35) — (747) Deferred income taxes 308 (202) — 106 Interest on note receivable (4) — — (4) Changes in operating assets and liabilities: Accounts receivable (1,164) 1,315 — 151 Due from affiliates (2,279) — 2,279 — Inventories (31) 503 — 472 Other operating assets 168 (291) — (123) Accounts payable (1,768) (1,296) — (3,064) Other operating liabilities (21,065) (1,141) — (22,206) Net cash (used in) provided by operating activities (10,196) 2,613 2,279 (5,304) Cash flows from investing activities: Medical equipment purchases (13,704) (3,772) — (17,476) Property and office equipment purchases (1,004) (59) — (1,063) Proceeds from disposition of property and equipment 1,340 62 — 1,402 Acquisition and refund of escrow 3,691 — — 3,691 Net cash used in investing activities (9,677) (3,769) — (13,446) Cash flows from financing activities: Proceeds under senior secured credit facility 70,029 — — 70,029 Payments under senior secured credit facility (43,492) — — (43,492) Payments of principal under capital lease obligations (1,258) (409) — (1,667) Distributions to noncontrolling interests — (77) — (77) Proceeds from exercise of parent company stock options 22 — — 22 Due to affiliates — 2,279 (2,279) — Change in book overdrafts (5,428) (637) — (6,065) Net cash provided by financing activities 19,873 1,156 (2,279) 18,750 Net change in cash and cash equivalents — — — — Cash and cash equivalents at the beginning of period — — — — Cash and cash equivalents at the end of period $ — $ — $ — $ —

Restructuring

Restructuring	3 Months Ended
	Mar. 31, 2018
Restructuring
Restructuring	14. Restructuring We incurred no restructuring expense during the three months ended March 31, 2018 and 2017. As of December 31, 2016, we had $0.1 million of restructuring liability. For the three months ended March 31, 2017, $0.1 million in restructuring charges was paid.

Concentration

Concentration	3 Months Ended
	Mar. 31, 2018
Concentration
Concentration	15. Concentration One customer, Memorial Hermann Health System, accounted for approximately 14% and 15% of total revenue for the three months ended March 31, 2018 and 2017, respectively.

Subsequent Event

Subsequent Event	3 Months Ended
	Mar. 31, 2018
Subsequent Events
Subsequent Event	16. Subsequent Event On May 9, 2018, Parent adopted the 2018 Executive Management Stock Option Plan (the "2018 Plan"). Pursuant to the 2018 Plan, awards may be in the form of Non-Qualified Stock Options. 2,499,000 shares of common stock were issued to certain UHS executives, including Named Executive Officers other than the Chief Executive Officer pursuant to the 2018 Plan, as shown in the table below: Name Title Options Granted Kevin Ketzel President 600,000 James Pekarek EVP and CFO 600,000 Robert Creviston Chief Human Resources Officer 233,000 Bettyann Bird SVP Marketing 600,000 Options granted pursuant to the 2018 Plan may only be exercised within 30 days after the signing of a binding agreement for the Company to undergo a Change in Control (as defined in the 2018 Plan) event. Additionally, all awards of options granted pursuant to the 2018 Plan provide for a claw back of all proceeds of such options in the event an award recipient voluntarily terminates his or her employment with the Company without Good Reason or has his or her employment terminated by the Company for Cause (as such terms are defined in the Company’s Executive Severance Pay Plan) within one year following a Change in Control of the Company.

Revenue Recognition (Tables)

Revenue Recognition (Tables)	3 Months Ended
	Mar. 31, 2018
Revenue Recognition
Summary of revenue disaggregated	March 31, (in thousands) 2018 2017 Equipment Solutions $ 62,442 $ 60,657 Clinical Engineering 39,745 33,340 On-Site Managed Services 40,168 36,655 $ 142,355 $ 130,652

Fair Value Measurements (Tables

Fair Value Measurements (Tables)	3 Months Ended
	Mar. 31, 2018
Fair Value Measurements
Schedule of fair value of assets and liabilities measured on a recurring basis	Fair Value at March 31, 2018 Fair Value at December 31, 2017 (in thousands) Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total Contingent Consideration $ — $ — $ 133 $ 133 $ — $ — $ 133 $ 133
Schedule of reconciliation of the beginning and ending balance for the Level 3 measurement	(in thousands) Balance at December 31, 2017 $ 133 Addition/payment — Balance at March 31, 2018 $ 133
Schedule of fair value of debt instruments	March 31, 2018 December 31, 2017 Carrying Fair Carrying Fair (in thousands) Value Value Value Value Original Notes - 7.625% (1) $ 422,085 $ 428,188 $ 421,772 $ 426,063 Add-on Notes - 7.625% (2) 223,967 221,650 224,338 220,550 (1) The carrying value of the Original Notes - 7.625% is net of unamortized deferred financing costs of $2.9 and $3.2 million as of March 31, 2018 and December 31, 2017, respectively. The carrying value of the Add-on Notes - 7.625% is net of unamortized deferred financing costs of $1.2 and $1.3 million as of March 31, 2018 and December 31, 2017, respectively, and includes unamortized bond premium of $5.2 and $5.7 million as of March 31, 2018 and December 31, 2017, respectively.

Goodwill and Other Intangible26

Goodwill and Other Intangible Assets (Tables)	3 Months Ended
	Mar. 31, 2018
Goodwill and Other Intangible Assets
Schedule of other intangible assets	March 31, 2018 December 31, 2017 Accumulated Accumulated (in thousands) Cost Amortization Impairment Net Cost Amortization Impairment Net Finite-life intangibles Customer relationship $ 125,828 $ (107,842) $ — $ 17,986 $ 125,828 $ (105,911) $ — $ 19,917 Non-compete agreements 2,101 (1,290) — 811 2,101 (1,197) — 904 Total finite-life intangibles 127,929 (109,132) — 18,797 127,929 (107,108) — 20,821 Indefinite-life intangibles Trade names 166,000 — (34,900) 131,100 166,000 — (34,900) 131,100 Total intangible assets $ 293,929 $ (109,132) $ (34,900) $ 149,897 $ 293,929 $ (107,108) $ (34,900) $ 151,921
Schedule of estimated future amortization expense for identifiable intangible assets	(in thousands) Remainder of 2018 $ 5,571 2019 5,005 2020 2,765 2021 2,106 2022 1,376 2023 503

Deficit (Tables)

Deficit (Tables)	3 Months Ended
	Mar. 31, 2018
Deficit
Schedule of changes in equity that are attributable to shareholders and noncontrolling interests	Accumulated Additional Other Paid-in Accumulated Comprehensive Noncontrolling Total (in thousands) Capital Deficit Loss Interests Deficit Balance at December 31, 2017 $ 250,018 $ (287,998) $ (6,638) $ 240 $ (44,378) Impact of change in accounting policy — 6,221 — — 6,221 Net income — 4,654 — 86 4,740 Other comprehensive income — — 210 — 210 Share-based compensation 746 — — — 746 Stock options exercised 277 — — — 277 Cash distributions to noncontrolling interests — — — (120) (120) Balance at March 31, 2018 $ 251,041 $ (277,123) $ (6,428) $ 206 $ (32,304) Accumulated Additional Other Paid-in Accumulated Comprehensive Noncontrolling Total (in thousands) Capital Deficit Loss Interests Deficit Balance at December 31, 2016 $ 244,986 $ (296,826) $ (7,826) $ 181 $ (59,485) Net (loss) income — (1,963) — 73 (1,890) Other comprehensive income — — 179 — 179 Share-based compensation 758 — — — 758 Stock options exercised 22 — — — 22 Cash distributions to noncontrolling interests — — — (77) (77) Balance at March 31, 2017 $ 245,766 $ (298,789) $ (7,647) $ 177 $ (60,493)

Share-Based Compensation (Table

Share-Based Compensation (Tables)	3 Months Ended
	Mar. 31, 2018
Share-Based Compensation
Schedule of activity of parent company under the 2007 Stock Option Plan	Weighted average Weighted Aggregate remaining Number of average intrinsic contractual (in thousands, except exercise price and years) options exercise price value term (years) Outstanding at December 31, 2017 37,673 $ 0.79 $ 40,875 6.8 Granted 500 1.87 Exercised (390) 0.71 $ 452 Forfeited or expired (198) 0.77 Outstanding at March 31, 2018 37,585 $ 0.80 $ 40,204 6.6 Exercisable at March 31, 2018 20,303 $ 0.75 $ 22,639 6.6 Remaining authorized options available for issue 5,466
Schedule of assumptions used in determining the fair value of stock options granted under the Black-Scholes model	Three Months Ended March 31, 2018 2017 Risk-free interest rate 1.45 % 1.51 % Expected volatility 28.9 % 28.9 % Dividend yield N/A N/A Expected option life (years) 4.00 4.23 Black-Scholes Value of options $ 0.46 $ 0.30

Long-Term Debt (Tables)

Long-Term Debt (Tables)	3 Months Ended
	Mar. 31, 2018
Long-Term Debt
Schedule of long-term debt	8. Long-Term Debt Long-term debt consists of the following: March 31, December 31, (in thousands) 2018 2017 Original Notes - 7.625% (1) $ 422,085 $ 421,772 Add-on Notes - 7.625% (2) 223,967 224,338 Senior secured credit facility (3) 60,674 38,944 Capital lease obligations 17,355 18,054 724,081 703,108 Less: Current portion of long-term debt (5,042) (5,043) Total long-term debt $ 719,039 $ 698,065 (1) The carrying value of the Original Notes - 7.625% is net of unamortized deferred financing costs of $2.9 and $3.2 million as of March 31, 2018 and December 31, 2017, respectively. (2) The carrying value of the Add-on Notes - 7.625% is net of unamortized deferred financing costs of $1.2 and $1.3 million as of March 31, 2018 and December 31, 2017, respectively, and includes unamortized bond premium of $5.2 and $5.7 million as of March 31, 2018 and December 31, 2017, respectively. (3) The carrying value of the senior secured credit facility is net of unamortized deferred financing costs of $1.1 and $1.3 million as of March 31, 2018 and December 31, 2017, respectively.

Consolidating Financial State30

Consolidating Financial Statements (Tables)	3 Months Ended
	Mar. 31, 2018
Consolidating Financial Statements
Schedule of Consolidating Balance Sheets	March 31, 2018 Parent Subsidiary Issuer Guarantors Consolidating UHS SS & RES Adjustments Consolidated Assets Current assets: Accounts receivable, less allowance for doubtful accounts $ 83,433 $ 12,611 $ — $ 96,044 Due from affiliates 29,561 — (29,561) — Inventories 4,046 6,198 — 10,244 Other current assets 6,203 789 — 6,992 Total current assets 123,243 19,598 (29,561) 113,280 Property and equipment: Medical equipment 567,284 65,619 — 632,903 Property and office equipment 94,547 12,800 — 107,347 Accumulated depreciation (496,171) (52,663) — (548,834) Total property and equipment, net 165,660 25,756 — 191,416 Other long-term assets: Goodwill 283,141 63,027 — 346,168 Investment in subsidiary 78,541 — (78,541) — Other intangibles, net 135,738 14,159 — 149,897 Other 7,918 1,646 — 9,564 Total assets $ 794,241 $ 124,186 $ (108,102) $ 810,325 Liabilities and (Deficit) Equity Current liabilities: Current portion of long-term debt $ 3,419 $ 1,623 $ — $ 5,042 Book overdrafts 3,056 (1,273) — 1,783 Due to affiliates — 29,561 (29,561) — Accounts payable 24,744 6,672 — 31,416 Accrued compensation 11,990 2,077 — 14,067 Accrued interest 6,463 — — 6,463 Other accrued expenses 16,111 2,090 — 18,201 Total current liabilities 65,783 40,750 (29,561) 76,972 Long-term debt, less current portion 715,518 3,521 — 719,039 Pension and other long-term liabilities 11,186 3 — 11,189 Deferred income taxes, net 34,249 1,180 — 35,429 Commitments and contingencies (Deficit) Equity Common stock — — — — Additional paid-in capital 251,056 76,003 (76,018) 251,041 Accumulated deficit (279,646) 2,523 — (277,123) Accumulated loss in subsidiary 2,523 — (2,523) — Accumulated other comprehensive loss (6,428) — — (6,428) Total Universal Hospital Services, Inc. and Subsidiaries (deficit) equity (32,495) 78,526 (78,541) (32,510) Noncontrolling interest — 206 — 206 Total (deficit) equity (32,495) 78,732 (78,541) (32,304) Total liabilities and (deficit) equity $ 794,241 $ 124,186 $ (108,102) $ 810,325 December 31, 2017 Parent Subsidiary Issuer Guarantors Consolidating UHS SS & RES Adjustments Consolidated Assets Current assets: Accounts receivable, less allowance for doubtful accounts $ 76,093 $ 13,544 $ — $ 89,637 Due from affiliates 31,590 — (31,590) — Inventories 3,800 5,960 — 9,760 Other current assets 6,127 709 — 6,836 Total current assets 117,610 20,213 (31,590) 106,233 Property and equipment: Medical equipment 564,316 64,877 — 629,193 Property and office equipment 92,414 12,927 — 105,341 Accumulated depreciation (485,960) (50,560) — (536,520) Total property and equipment, net 170,770 27,244 — 198,014 Other long-term assets: Goodwill 283,141 63,027 — 346,168 Investment in subsidiary 76,606 — (76,606) — Other intangibles, net 136,563 15,358 — 151,921 Other 2,411 698 — 3,109 Total assets $ 787,101 $ 126,540 $ (108,196) $ 805,445 Liabilities and (Deficit) Equity Current liabilities: Current portion of long-term debt $ 3,451 $ 1,592 $ — $ 5,043 Book overdrafts 5,345 22 — 5,367 Due to affiliates — 31,590 (31,590) — Accounts payable 29,842 6,847 — 36,689 Accrued compensation 18,696 2,802 — 21,498 Accrued interest 18,671 — — 18,671 Other accrued expenses 16,018 1,745 — 17,763 Total current liabilities 92,023 44,598 (31,590) 105,031 Long-term debt, less current portion 694,171 3,894 — 698,065 Pension and other long-term liabilities 11,384 1 — 11,385 Deferred income taxes, net 34,126 1,216 — 35,342 Commitments and contingencies (Deficit) Equity Common stock — — — — Additional paid-in capital 250,033 76,003 (76,018) 250,018 Accumulated deficit (288,586) 588 — (287,998) Accumulated loss in subsidiary 588 — (588) — Accumulated other comprehensive loss (6,638) — — (6,638) Total Universal Hospital Services, Inc. and Subsidiaries (deficit) equity (44,603) 76,591 (76,606) (44,618) Noncontrolling interest — 240 — 240 Total (deficit) equity (44,603) 76,831 (76,606) (44,378) Total liabilities and (deficit) equity $ 787,101 $ 126,540 $ (108,196) $ 805,445
Schedule of Consolidating Statements of Operations	Three Months Ended March 31, 2018 Parent Subsidiary Issuer Guarantors Consolidating UHS SS & RES Adjustments Consolidated Revenues $ 117,197 $ 25,158 $ — $ 142,355 Cost of revenues 74,195 16,667 — 90,862 Gross margin 43,002 8,491 — 51,493 Selling, general and administrative 26,720 6,321 — 33,041 Operating income 16,282 2,170 — 18,452 Equity in earnings of subsidiary (1,119) — 1,119 — Interest expense 12,892 558 — 13,450 Income before income taxes and noncontrolling interest 4,509 1,612 (1,119) 5,002 (Benefit) provision for income taxes (231) 493 — 262 Consolidated net income 4,740 1,119 (1,119) 4,740 Net income attributable to noncontrolling interest — 86 — 86 Net income attributable to Universal Hospital Services, Inc. and Subsidiaries $ 4,740 $ 1,033 $ (1,119) $ 4,654 Three Months Ended March 31, 2017 Parent Subsidiary Issuer Guarantor Consolidating UHS SS & RES Adjustments Consolidated Revenues $ 107,949 $ 22,703 $ — $ 130,652 Cost of revenues 69,915 14,970 — 84,885 Gross margin 38,034 7,733 — 45,767 Selling, general and administrative 27,538 6,419 — 33,957 Operating income 10,496 1,314 — 11,810 Equity in earnings of subsidiary (414) — 414 — Interest expense 12,933 545 — 13,478 (Loss) income before income taxes and noncontrolling interest (2,023) 769 (414) (1,668) (Benefit) provision for income taxes (133) 355 — 222 Consolidated net (loss) income (1,890) 414 (414) (1,890) Net income attributable to noncontrolling interest — 73 — 73 Net (loss) income attributable to Universal Hospital Services, Inc. and Subsidiaries $ (1,890) $ 341 $ (414) $ (1,963)
Schedule of Consolidating Statements of Comprehensive Income (Loss)	Three Months Ended March 31, 2018  Parent Subsidiary Issuer Guarantors Consolidating UHS SS & RES Adjustments Consolidated   Consolidated net income $ 4,740 $ 1,119 $ (1,119) $ 4,740 Other comprehensive income: Gain on minimum pension liability, net of tax 210 — — 210 Total other comprehensive income 210 — — 210 Comprehensive income 4,950 1,119 (1,119) 4,950 Comprehensive income attributable to noncontrolling interest — 86 — 86 Comprehensive income attributable to Universal Hospital Services, Inc. and Subsidiaries $ 4,950 $ 1,033 $ (1,119) $ 4,864 Three Months Ended March 31, 2017  Parent Subsidiary Issuer Guarantor Consolidating UHS SS & RES Adjustments Consolidated Consolidated net (loss) income $ (1,890) $ 414 $ (414) $ (1,890) Other comprehensive income: Gain on minimum pension liability, net of tax 179 — — 179 Total other comprehensive income 179 — — 179 Comprehensive (loss) income (1,711) 414 (414) (1,711) Comprehensive income attributable to noncontrolling interest — 73 — 73 Comprehensive (loss) income attributable to Universal Hospital Services, Inc. and Subsidiaries $ (1,711) $ 341 $ (414) $ (1,784)
Schedule of Consolidating Statements of Cash Flows	Three Months Ended March 31, 2018 Parent Subsidiary Issuer Guarantors Consolidating UHS SS & RES Adjustments Consolidated Cash flows from operating activities: Consolidated net income $ 4,740 $ 1,119 $ (1,119) $ 4,740 Adjustments to reconcile net income to net cash (used in) provided by operating activities: Depreciation 14,199 2,372 — 16,571 Amortization of intangibles, contract costs, deferred financing costs and bond premium 1,274 1,250 — 2,524 Equity in earnings of subsidiary (1,119) — 1,119 — Provision for doubtful accounts 200 22 — 222 Provision for inventory obsolescence 26 96 — 122 Non-cash share-based compensation expense 622 124 — 746 Gain on sales and disposals of equipment (336) (43) — (379) Deferred income taxes 123 (36) — 87 Interest on note receivable (9) — — (9) Changes in operating assets and liabilities: Accounts receivable (7,540) 911 — (6,629) Due from affiliates 2,153 — (2,153) — Inventories (272) (334) — (606) Other operating assets (632) (177) — (809) Accounts payable 1,633 2,413 — 4,046 Other operating liabilities (18,809) (378) — (19,187) Net cash (used in) provided by operating activities (3,747) 7,339 (2,153) 1,439 Cash flows from investing activities: Medical equipment purchases (13,508) (3,330) — (16,838) Property and office equipment purchases (2,054) (50) — (2,104) Proceeds from disposition of property and equipment 630 155 — 785 Net cash used in investing activities (14,932) (3,225) — (18,157) Cash flows from financing activities: Proceeds under senior secured credit facility 82,448 — — 82,448 Payments under senior secured credit facility (60,848) — — (60,848) Payments of principal under capital lease obligations (909) (546) — (1,455) Distributions to noncontrolling interests — (120) — (120) Proceeds from exercise of parent company stock options 277 — — 277 Due to affiliates — (2,153) 2,153 — Change in book overdrafts (2,289) (1,295) — (3,584) Net cash provided by (used in) financing activities 18,679 (4,114) 2,153 16,718 Net change in cash and cash equivalents — — — — Cash and cash equivalents at the beginning of period — — — — Cash and cash equivalents at the end of period $ — $ — $ — $ — Three Months Ended March 31, 2017 Parent Subsidiary Issuer Guarantor Consolidating UHS SS & RES Adjustments Consolidated Cash flows from operating activities: Consolidated net (loss) income $ (1,890) $ 414 $ (414) $ (1,890) Adjustments to reconcile net (loss) income to net cash (used in) provided by operating activities: Depreciation 15,899 1,995 — 17,894 Amortization of intangibles, deferred financing costs and bond premium 1,867 1,240 — 3,107 Equity in earnings of subsidiary (414) — 414 — Provision for doubtful accounts 228 (8) — 220 Provision for inventory obsolescence 23 (1) — 22 Non-cash share-based compensation expense 638 120 — 758 Gain on sales and disposals of equipment (712) (35) — (747) Deferred income taxes 308 (202) — 106 Interest on note receivable (4) — — (4) Changes in operating assets and liabilities: Accounts receivable (1,164) 1,315 — 151 Due from affiliates (2,279) — 2,279 — Inventories (31) 503 — 472 Other operating assets 168 (291) — (123) Accounts payable (1,768) (1,296) — (3,064) Other operating liabilities (21,065) (1,141) — (22,206) Net cash (used in) provided by operating activities (10,196) 2,613 2,279 (5,304) Cash flows from investing activities: Medical equipment purchases (13,704) (3,772) — (17,476) Property and office equipment purchases (1,004) (59) — (1,063) Proceeds from disposition of property and equipment 1,340 62 — 1,402 Acquisition and refund of escrow 3,691 — — 3,691 Net cash used in investing activities (9,677) (3,769) — (13,446) Cash flows from financing activities: Proceeds under senior secured credit facility 70,029 — — 70,029 Payments under senior secured credit facility (43,492) — — (43,492) Payments of principal under capital lease obligations (1,258) (409) — (1,667) Distributions to noncontrolling interests — (77) — (77) Proceeds from exercise of parent company stock options 22 — — 22 Due to affiliates — 2,279 (2,279) — Change in book overdrafts (5,428) (637) — (6,065) Net cash provided by financing activities 19,873 1,156 (2,279) 18,750 Net change in cash and cash equivalents — — — — Cash and cash equivalents at the beginning of period — — — — Cash and cash equivalents at the end of period $ — $ — $ — $ —

Subsequent Event (Tables)

Subsequent Event (Tables)	3 Months Ended
	Mar. 31, 2018
Subsequent Events
Schedule of subsequent events, options granted	Name Title Options Granted Kevin Ketzel President 600,000 James Pekarek EVP and CFO 600,000 Robert Creviston Chief Human Resources Officer 233,000 Bettyann Bird SVP Marketing 600,000

Basis of Presentation (Details)

Basis of Presentation (Details)	Jan. 01, 2018item	Mar. 31, 2018USD ($)item	Dec. 31, 2017item
Number of reporting segments	1		3
Number of regions		1
Impairment of goodwill | $		$ 0
Ownership interest in subsidiary (as a percent)		100.00%
Surgical Services
Ownership interest in subsidiary (as a percent)		100.00%
RES
Ownership interest in subsidiary (as a percent)		100.00%

Recent Accounting Pronounceme33

Recent Accounting Pronouncements (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017	Jan. 01, 2018
New Accounting Pronouncements or Change in Accounting Principle
Capitalized costs			$ 6,200
Capitalized costs amortization period	5 years
Selling, general and administrative	$ 33,041	$ 33,957
Accounting Standards Update 2014-09
New Accounting Pronouncements or Change in Accounting Principle
Capitalized costs			$ 6,200
Capitalized costs amortization period	5 years
Accounting Standards Update 2017-07
New Accounting Pronouncements or Change in Accounting Principle
Pension costs		(200)
Selling, general and administrative		$ 200

Revenue Recognition (Details)

Revenue Recognition (Details) - USD ($)	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017	Jan. 01, 2018
Disaggregated revenue by major service type
Revenue	$ 142,355,000	$ 130,652,000
Capitalized costs			$ 6,200,000
Contract asset	$ 6,500,000
Capitalized costs amortization period	5 years
Cost amortization	$ 400,000
Impairment loss	0
Equipment Solutions
Disaggregated revenue by major service type
Revenue	62,442,000	60,657,000
Clinical Engineering
Disaggregated revenue by major service type
Revenue	39,745,000	33,340,000
On-Site Managed Services
Disaggregated revenue by major service type
Revenue	$ 40,168,000	$ 36,655,000

Fair Value Measurements (Detail

Fair Value Measurements (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2018	Dec. 31, 2017
Fair value measurements
Contingent Consideration	$ 133	$ 133
Earn-out payments paid	0
Reconciliation of the beginning and ending balance for the Level 3 measurement
Balance at the beginning of the period	133
Balance at the end of the period	133
Level 3
Fair value measurements
Contingent Consideration	$ 133	$ 133

Fair Value Measurements - Other

Fair Value Measurements - Other Instruments (Details) - USD ($) $ in Thousands	Mar. 31, 2018	Dec. 31, 2017	Mar. 31, 2017	Feb. 12, 2013	Aug. 07, 2012
Fair Value of Other Financial Instruments
Carrying value	$ 724,081	$ 703,108
Original notes - 7.625%
Fair Value of Other Financial Instruments
Carrying value	422,085	421,772
Fair Value	$ 428,188	426,063
Interest rate (as a percent)	7.625%		7.625%		7.625%
Unamortized deferred financing costs	$ 2,900	3,200
Add-on notes - 7.625%
Fair Value of Other Financial Instruments
Carrying value	223,967	224,338
Fair Value	$ 221,650	220,550
Interest rate (as a percent)	7.625%		7.625%	7.625%
Unamortized deferred financing costs	$ 1,200	1,300
Unamortized bond premium	$ 5,200	$ 5,700

Goodwill and Other Intangible37

Goodwill and Other Intangible Assets (Details)	Jan. 01, 2018USD ($)item	Mar. 31, 2018USD ($)	Mar. 31, 2017USD ($)	Dec. 31, 2017USD ($)item
Goodwill
Balance at the beginning of the period	$ 346,168,000	$ 346,168,000
Balance at the end of the period		346,168,000		$ 346,168,000
Goodwill, Impairment Loss		0
Other intangible assets
Cost		127,929,000		127,929,000
Accumulated Amortization		(109,132,000)		(107,108,000)
Total		18,797,000		20,821,000
Cost		293,929,000		293,929,000
Accumulated Impairment		(34,900,000)		(34,900,000)
Net		149,897,000		$ 151,921,000
Total amortization expense		2,000,000	$ 3,000,000
Number of reporting segments | item	1			3
Trade names
Other intangible assets
Cost		166,000,000		$ 166,000,000
Net		131,100,000		131,100,000
Accumulated Impairment		(34,900,000)		(34,900,000)
Customer relationship
Other intangible assets
Cost		125,828,000		125,828,000
Accumulated Amortization		(107,842,000)		(105,911,000)
Total		17,986,000		19,917,000
Non-compete agreements
Other intangible assets
Cost		2,101,000		2,101,000
Accumulated Amortization		(1,290,000)		(1,197,000)
Total		$ 811,000		$ 904,000

Goodwill and Other Intangible38

Goodwill and Other Intangible Assets - Amortization (Details) $ in Thousands	Mar. 31, 2018USD ($)
Future estimated amortization expense
Remainder of 2018	$ 5,571
2,019	5,005
2,020	2,765
2,021	2,106
2,022	1,376
2,023	$ 503

Deficit (Details)

Deficit (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Changes in shareholders equity that are attributable to shareholders and noncontrolling interests
Balance	$ (44,378)	$ (59,485)
Net (loss) income	4,740	(1,890)
Other comprehensive income	210	179
Share-based compensation	746	758
Stock option exercised	277	22
Cash distributions to noncontrolling interests	(120)	(77)
Balance	(32,304)	(60,493)
Additional Paid-in Capital
Changes in shareholders equity that are attributable to shareholders and noncontrolling interests
Balance	250,018	244,986
Share-based compensation	746	758
Stock option exercised	277	22
Balance	251,041	245,766
Accumulated Deficit
Changes in shareholders equity that are attributable to shareholders and noncontrolling interests
Balance	(287,998)	(296,826)
Net (loss) income	4,654	(1,963)
Balance	(277,123)	(298,789)
Accumulated Other Comprehensive Loss
Changes in shareholders equity that are attributable to shareholders and noncontrolling interests
Balance	(6,638)	(7,826)
Other comprehensive income	210	179
Balance	(6,428)	(7,647)
Noncontrolling Interests
Changes in shareholders equity that are attributable to shareholders and noncontrolling interests
Balance	240	181
Net (loss) income	86	73
Cash distributions to noncontrolling interests	(120)	(77)
Balance	206	$ 177
Accounting Standards Update 2014-09
Changes in shareholders equity that are attributable to shareholders and noncontrolling interests
Impact of change in accounting policy	6,221
Accounting Standards Update 2014-09 | Accumulated Deficit
Changes in shareholders equity that are attributable to shareholders and noncontrolling interests
Impact of change in accounting policy	$ 6,221

Share-Based Compensation (Detai

Share-Based Compensation (Details) - Parent Issuer UHS - Options - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended	12 Months Ended
	Mar. 31, 2018	Dec. 31, 2017
Number of Options
Outstanding at the beginning of the period (in shares)	37,673
Granted (in shares)	500
Exercised (in shares)	(390)
Forfeited or expired (in shares)	(198)
Outstanding at the end of the period (in shares)	37,585	37,673
Exercisable at the end of the period (in shares)	20,303
Remaining authorized options available for issue	5,466
Weighted average exercise price
Outstanding at the beginning of the period (in dollars per share)	$ 0.79
Granted (in dollars per share)	1.87
Exercised (in dollars per share)	0.71
Forfeited or expired (in dollars per share)	0.77
Outstanding at the end of the period (in dollars per share)	0.80	$ 0.79
Exercisable at the end of the period (in dollars per share)	$ 0.75
Aggregate intrinsic value
Outstanding	$ 40,204	$ 40,875
Exercisable	22,639
Exercised	$ 452
Weighted average remaining contractual term
Outstanding	6 years 7 months 6 days	6 years 9 months 18 days
Exercisable	6 years 7 months 6 days

Share-Based Compensation - Assu

Share-Based Compensation - Assumption (Details) - Parent Issuer UHS - Options - $ / shares	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Assumptions used in determining the fair value of stock options granted under the Black-Scholes model
Risk-free interest rate (as a percent)	1.45%	1.51%
Expected volatility (as a percent)	28.90%	28.90%
Expected option life	4 years	4 years 2 months 23 days
Black-Scholes Value of options (in dollars per share)	$ 0.46	$ 0.30

Share-Based Compensation - Unea

Share-Based Compensation - Unearned Non-cash shared-based compensation (Details) - USD ($) $ in Thousands	1 Months Ended	3 Months Ended
	Apr. 30, 2015	Mar. 31, 2018	Mar. 31, 2017
Stock-based compensation
Share-based Compensation.		$ 746	$ 758
Unearned non-cash share-based compensation
Weighted average period for recognition of share-based compensation expense		1 year 9 months 18 days
Unearned non-cash share-based compensation expense expected to be recognized		$ 4,300
Estimated forfeiture rate (as a percent)		2.00%
Chief Executive Officer | Restricted Stock Units (RSUs)
Unearned non-cash share-based compensation
Granted (in shares)	7,000,000
Vesting period	4 years
Compensation expense		$ 300	$ 300

Long-Term Debt (Details)

Long-Term Debt (Details)	Aug. 15, 2018	Mar. 31, 2018USD ($)item	Aug. 14, 2018	Dec. 31, 2017USD ($)	Mar. 31, 2017	Feb. 12, 2013USD ($)	Aug. 07, 2012USD ($)
Long-Term Debt
Long-term debt current and noncurrent		$ 724,081,000		$ 703,108,000
Less: Current portion of long-term debt		(5,042,000)		(5,043,000)
Total long-term debt		$ 719,039,000		698,065,000
Ownership interest in existing and certain future owned domestic subsidiaries (as a percent)		100.00%
Original notes - 7.625%
Long-Term Debt
Long-term debt current and noncurrent		$ 422,085,000		421,772,000
Interest rate (as a percent)		7.625%			7.625%		7.625%
Unamortized deferred financing costs		$ 2,900,000		3,200,000
Aggregate outstanding principal amount							$ 425,000,000
Redemption price (as a percent)	100.00%		101.906%
Add-on notes - 7.625%
Long-Term Debt
Long-term debt current and noncurrent		223,967,000		224,338,000
Unamortized bond premium		$ 5,200,000		5,700,000
Interest rate (as a percent)		7.625%			7.625%	7.625%
Unamortized deferred financing costs		$ 1,200,000		1,300,000
Aggregate outstanding principal amount						$ 220,000,000
Senior secured credit facility
Long-Term Debt
Long-term debt current and noncurrent		60,674,000		38,944,000
Unamortized deferred financing costs		1,100,000		1,300,000
Maximum borrowing capacity		235,000,000
Available amount		102,600,000
Borrowing base		169,200,000
Borrowing outstanding		61,800,000
Letters of credit		4,800,000
Minimum available borrowing capacity required to be maintained for a certain period under financial covenants		$ 20,000,000
Minimum ratio of EBITDA to cash expense, number of quarters | item		4
Senior secured credit facility | Interest Rate Scenario 1
Long-Term Debt
Borrowing outstanding		$ 58,000,000
Debt Instrument, Interest Rate at Period End		3.60%
Senior secured credit facility | Interest Rate Scenario 2
Long-Term Debt
Borrowing outstanding		$ 3,800,000
Debt Instrument, Interest Rate at Period End		5.50%
Capital lease obligations
Long-Term Debt
Long-term debt current and noncurrent		$ 17,355,000		$ 18,054,000
Third Amended and Restated Credit Agreement
Long-Term Debt
Unused Capacity, Commitment Fee Percentage		0.25%
Period prior to maturity		90 days
Third Amended and Restated Credit Agreement | Base Rate | Minimum
Long-Term Debt
Margin over base rate (as a percent)		0.50%
Third Amended and Restated Credit Agreement | Base Rate | Maximum
Long-Term Debt
Margin over base rate (as a percent)		1.00%
Third Amended and Restated Credit Agreement | Adjusted LIBOR | Minimum
Long-Term Debt
Margin over base rate (as a percent)		1.50%
Third Amended and Restated Credit Agreement | Adjusted LIBOR | Maximum
Long-Term Debt
Margin over base rate (as a percent)		2.00%

Commitments and Contingencies (

Commitments and Contingencies (Details)	3 Months Ended
	Mar. 31, 2018USD ($)
Commitments and Contingencies.
Settlement amount	$ 0

Related Party Transactions (Det

Related Party Transactions (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017	Apr. 13, 2017	Apr. 13, 2016
Related Party Transaction
Interest income	$ 9	$ 4
Parent Issuer UHS
Related Party Transaction
Interest income	9	4
IPC | General Advisory And Management Services
Related Party Transaction
Specified amount of annual fees for ongoing advisory and management services	$ 500
Annual fee for ongoing advisory and management services as a percentage of adjusted EBITDA	0.75%
Amount incurred	$ 300	200
Executive Officer | Promissory Note Agreement
Related Party Transaction
Interest income	$ 9	$ 4
Executive Officer | Promissory Note Agreement | Other Noncurrent Assets
Related Party Transaction
Note receivable			$ 900	$ 1,000
Executive Officer | Promissory Note Agreement | Minimum
Related Party Transaction
Interest rate	1.45%
Executive Officer | Promissory Note Agreement | Maximum
Related Party Transaction
Interest rate	2.12%

Limited Liability Companies (De

Limited Liability Companies (Details) - Limited Liability Companies $ in Millions	Mar. 31, 2018USD ($)item
Limited Liability Companies
Number of active LLCs in which the entity holds an interest | item	4
Surgical Services
Limited Liability Companies
Total assets of LLCs | $	$ 0.8

Income Taxes - (Details)

Income Taxes - (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2017	Mar. 31, 2018
Operating loss carryforwards
Tax Act provisional income tax benefit	$ 18.3
Federal
Operating loss carryforwards
Unused federal net operating loss carryforwards		$ 198.9

Consolidating Financial State48

Consolidating Financial Statements (Details) - USD ($) $ in Thousands	Mar. 31, 2018	Dec. 31, 2017	Mar. 31, 2017	Dec. 31, 2016
Consolidating Financial Statements
Ownership interest in subsidiary (as a percent)	100.00%
Current assets:
Accounts receivable, less allowance for doubtful accounts	$ 96,044	$ 89,637
Inventories	10,244	9,760
Other current assets	6,992	6,836
Total current assets	113,280	106,233
Property and equipment:
Medical equipment	632,903	629,193
Property and office equipment	107,347	105,341
Accumulated depreciation	(548,834)	(536,520)
Total property and equipment, net	191,416	198,014
Other long-term assets:
Goodwill	346,168	346,168
Other intangibles, net	149,897	151,921
Other	9,564	3,109
Total assets	810,325	805,445
Current liabilities:
Current portion of long-term debt	5,042	5,043
Book overdrafts	1,783	5,367
Accounts payable	31,416	36,689
Accrued compensation	14,067	21,498
Accrued interest	6,463	18,671
Other accrued expenses	18,201	17,763
Total current liabilities	76,972	105,031
Long-term debt, less current portion	719,039	698,065
Pension and other long-term liabilities	11,189	11,385
Deferred income taxes, net	35,429	35,342
Commitments and contingencies
(Deficit) Equity
Common stock
Additional paid-in capital	251,041	250,018
Accumulated deficit	(277,123)	(287,998)
Accumulated other comprehensive loss	(6,428)	(6,638)
Total Universal Hospital Services, Inc. and Subsidiaries deficit	(32,510)	(44,618)
Noncontrolling interest	206	240
Total deficit	(32,304)	(44,378)	$ (60,493)	$ (59,485)
Total liabilities and deficit	810,325	805,445
Consolidating Adjustments
Current assets:
Due from affiliates	(29,561)	(31,590)
Total current assets	(29,561)	(31,590)
Other long-term assets:
Investment in subsidiary	(78,541)	(76,606)
Total assets	(108,102)	(108,196)
Current liabilities:
Due to affiliates	(29,561)	(31,590)
Total current liabilities	(29,561)	(31,590)
(Deficit) Equity
Additional paid-in capital	(76,018)	(76,018)
Accumulated loss in subsidiary	(2,523)	(588)
Total Universal Hospital Services, Inc. and Subsidiaries deficit	(78,541)	(76,606)
Total deficit	(78,541)	(76,606)
Total liabilities and deficit	(108,102)	(108,196)
Parent Issuer UHS
Current assets:
Accounts receivable, less allowance for doubtful accounts	83,433	76,093
Due from affiliates	29,561	31,590
Inventories	4,046	3,800
Other current assets	6,203	6,127
Total current assets	123,243	117,610
Property and equipment:
Medical equipment	567,284	564,316
Property and office equipment	94,547	92,414
Accumulated depreciation	(496,171)	(485,960)
Total property and equipment, net	165,660	170,770
Other long-term assets:
Goodwill	283,141	283,141
Investment in subsidiary	78,541	76,606
Other intangibles, net	135,738	136,563
Other	7,918	2,411
Total assets	794,241	787,101
Current liabilities:
Current portion of long-term debt	3,419	3,451
Book overdrafts	3,056	5,345
Accounts payable	24,744	29,842
Accrued compensation	11,990	18,696
Accrued interest	6,463	18,671
Other accrued expenses	16,111	16,018
Total current liabilities	65,783	92,023
Long-term debt, less current portion	715,518	694,171
Pension and other long-term liabilities	11,186	11,384
Deferred income taxes, net	34,249	34,126
(Deficit) Equity
Additional paid-in capital	251,056	250,033
Accumulated deficit	(279,646)	(288,586)
Accumulated loss in subsidiary	2,523	588
Accumulated other comprehensive loss	(6,428)	(6,638)
Total Universal Hospital Services, Inc. and Subsidiaries deficit	(32,495)	(44,603)
Total deficit	(32,495)	(44,603)
Total liabilities and deficit	794,241	787,101
Subsidiary Guarantor
Current assets:
Accounts receivable, less allowance for doubtful accounts	12,611	13,544
Inventories	6,198	5,960
Other current assets	789	709
Total current assets	19,598	20,213
Property and equipment:
Medical equipment	65,619	64,877
Property and office equipment	12,800	12,927
Accumulated depreciation	(52,663)	(50,560)
Total property and equipment, net	25,756	27,244
Other long-term assets:
Goodwill	63,027	63,027
Other intangibles, net	14,159	15,358
Other	1,646	698
Total assets	124,186	126,540
Current liabilities:
Current portion of long-term debt	1,623	1,592
Book overdrafts	(1,273)	22
Due to affiliates	29,561	31,590
Accounts payable	6,672	6,847
Accrued compensation	2,077	2,802
Other accrued expenses	2,090	1,745
Total current liabilities	40,750	44,598
Long-term debt, less current portion	3,521	3,894
Pension and other long-term liabilities	3	1
Deferred income taxes, net	1,180	1,216
(Deficit) Equity
Additional paid-in capital	76,003	76,003
Accumulated deficit	2,523	588
Total Universal Hospital Services, Inc. and Subsidiaries deficit	78,526	76,591
Noncontrolling interest	206	240
Total deficit	78,732	76,831
Total liabilities and deficit	$ 124,186	$ 126,540

Consolidating Financial State49

Consolidating Financial Statements - Operations (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Revenue
Revenues	$ 142,355	$ 130,652
Cost of Revenue
Cost of revenues	90,862	84,885
Gross margin	51,493	45,767
Selling, general and administrative	33,041	33,957
Operating income	18,452	11,810
Interest expense	13,450	13,478
Income (loss) before income taxes and noncontrolling interest	5,002	(1,668)
Provision (benefit) for income taxes	262	222
Consolidated net income (loss)	4,740	(1,890)
Net income attributable to noncontrolling interest	86	73
Net income (loss) attributable to Universal Hospital Services, Inc. and Subsidiaries	4,654	(1,963)
Consolidating Adjustments
Cost of Revenue
Equity in earnings of subsidiary	1,119	414
Income (loss) before income taxes and noncontrolling interest	(1,119)	(414)
Consolidated net income (loss)	(1,119)	(414)
Net income (loss) attributable to Universal Hospital Services, Inc. and Subsidiaries	(1,119)	(414)
Parent Issuer UHS
Revenue
Revenues	117,197	107,949
Cost of Revenue
Cost of revenues	74,195	69,915
Gross margin	43,002	38,034
Selling, general and administrative	26,720	27,538
Operating income	16,282	10,496
Equity in earnings of subsidiary	(1,119)	(414)
Interest expense	12,892	12,933
Income (loss) before income taxes and noncontrolling interest	4,509	(2,023)
Provision (benefit) for income taxes	(231)	(133)
Consolidated net income (loss)	4,740	(1,890)
Net income (loss) attributable to Universal Hospital Services, Inc. and Subsidiaries	4,740	(1,890)
Subsidiary Guarantor
Revenue
Revenues	25,158	22,703
Cost of Revenue
Cost of revenues	16,667	14,970
Gross margin	8,491	7,733
Selling, general and administrative	6,321	6,419
Operating income	2,170	1,314
Interest expense	558	545
Income (loss) before income taxes and noncontrolling interest	1,612	769
Provision (benefit) for income taxes	493	355
Consolidated net income (loss)	1,119	414
Net income attributable to noncontrolling interest	86	73
Net income (loss) attributable to Universal Hospital Services, Inc. and Subsidiaries	$ 1,033	$ 341

Consolidating Financial State50

Consolidating Financial Statements - Comp Income (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Consolidating Financial Statements
Consolidated net income (loss)	$ 4,740	$ (1,890)
Other comprehensive income:
Gain on minimum pension liability, net of tax	210	179
Total other comprehensive income	210	179
Comprehensive income (loss)	4,950	(1,711)
Comprehensive income attributable to noncontrolling interest	86	73
Comprehensive income (loss) attributable to Universal Hospital Services, Inc. and Subsidiaries	4,864	(1,784)
Consolidating Adjustments
Consolidating Financial Statements
Consolidated net income (loss)	(1,119)	(414)
Other comprehensive income:
Comprehensive income (loss)	(1,119)	(414)
Comprehensive income (loss) attributable to Universal Hospital Services, Inc. and Subsidiaries	(1,119)	(414)
Parent Issuer UHS
Consolidating Financial Statements
Consolidated net income (loss)	4,740	(1,890)
Other comprehensive income:
Gain on minimum pension liability, net of tax	210	179
Total other comprehensive income	210	179
Comprehensive income (loss)	4,950	(1,711)
Comprehensive income (loss) attributable to Universal Hospital Services, Inc. and Subsidiaries	4,950	(1,711)
Subsidiary Guarantor
Consolidating Financial Statements
Consolidated net income (loss)	1,119	414
Other comprehensive income:
Comprehensive income (loss)	1,119	414
Comprehensive income attributable to noncontrolling interest	86	73
Comprehensive income (loss) attributable to Universal Hospital Services, Inc. and Subsidiaries	$ 1,033	$ 341

Consolidating Financial State51

Consolidating Financial Statements - Cash Flows (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Cash flows from operating activities:
Consolidated net income (loss)	$ 4,740	$ (1,890)
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Depreciation	16,571	17,894
Amortization of intangibles, contract costs, deferred financing costs and bond premium	2,524	3,107
Provision for doubtful accounts	222	220
Provision for inventory obsolescence	122	22
Non-cash share-based compensation expense	746	758
Gain on sales and disposals of equipment	(379)	(747)
Deferred income taxes	87	106
Interest on note receivable	(9)	(4)
Changes in operating assets and liabilities:
Accounts receivable	(6,629)	151
Inventories	(606)	472
Other operating assets	(809)	(123)
Accounts payable	4,046	(3,064)
Other operating liabilities	(19,187)	(22,206)
Net cash provided by (used in) operating activities	1,439	(5,304)
Cash flows from investing activities:
Medical equipment purchases	(16,838)	(17,476)
Property and office equipment purchases	(2,104)	(1,063)
Proceeds from disposition of property and equipment	785	1,402
Acquisitions and refund of escrow		3,691
Net cash used in investing activities	(18,157)	(13,446)
Cash flows from financing activities:
Proceeds under senior secured credit facility	82,448	70,029
Payments under senior secured credit facility	(60,848)	(43,492)
Payments of principal under capital lease obligations	(1,455)	(1,667)
Distributions to noncontrolling interests	(120)	(77)
Proceed from exercise of parent company stock options	277	22
Change in book overdrafts	(3,584)	(6,065)
Net cash provided by financing activities	16,718	18,750
Net change in cash and cash equivalents	0	0
Cash and cash equivalents at the beginning of period	0	0
Cash and cash equivalents at the end of period	0	0
Consolidating Adjustments
Cash flows from operating activities:
Consolidated net income (loss)	(1,119)	(414)
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Equity in earnings of subsidiary	1,119	414
Changes in operating assets and liabilities:
Due from affiliates	(2,153)	2,279
Net cash provided by (used in) operating activities	(2,153)	2,279
Cash flows from financing activities:
Due to affiliates	2,153	(2,279)
Net cash provided by financing activities	2,153	(2,279)
Parent Issuer UHS
Cash flows from operating activities:
Consolidated net income (loss)	4,740	(1,890)
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Depreciation	14,199	15,899
Amortization of intangibles, contract costs, deferred financing costs and bond premium	1,274	1,867
Equity in earnings of subsidiary	(1,119)	(414)
Provision for doubtful accounts	200	228
Provision for inventory obsolescence	26	23
Non-cash share-based compensation expense	622	638
Gain on sales and disposals of equipment	(336)	(712)
Deferred income taxes	123	308
Interest on note receivable	(9)	(4)
Changes in operating assets and liabilities:
Accounts receivable	(7,540)	(1,164)
Due from affiliates	2,153	(2,279)
Inventories	(272)	(31)
Other operating assets	(632)	168
Accounts payable	1,633	(1,768)
Other operating liabilities	(18,809)	(21,065)
Net cash provided by (used in) operating activities	(3,747)	(10,196)
Cash flows from investing activities:
Medical equipment purchases	(13,508)	(13,704)
Property and office equipment purchases	(2,054)	(1,004)
Proceeds from disposition of property and equipment	630	1,340
Acquisitions and refund of escrow		3,691
Net cash used in investing activities	(14,932)	(9,677)
Cash flows from financing activities:
Proceeds under senior secured credit facility	82,448	70,029
Payments under senior secured credit facility	(60,848)	(43,492)
Payments of principal under capital lease obligations	(909)	(1,258)
Proceed from exercise of parent company stock options	277	22
Change in book overdrafts	(2,289)	(5,428)
Net cash provided by financing activities	18,679	19,873
Subsidiary Guarantor
Cash flows from operating activities:
Consolidated net income (loss)	1,119	414
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Depreciation	2,372	1,995
Amortization of intangibles, contract costs, deferred financing costs and bond premium	1,250	1,240
Provision for doubtful accounts	22	(8)
Provision for inventory obsolescence	96	(1)
Non-cash share-based compensation expense	124	120
Gain on sales and disposals of equipment	(43)	(35)
Deferred income taxes	(36)	(202)
Changes in operating assets and liabilities:
Accounts receivable	911	1,315
Inventories	(334)	503
Other operating assets	(177)	(291)
Accounts payable	2,413	(1,296)
Other operating liabilities	(378)	(1,141)
Net cash provided by (used in) operating activities	7,339	2,613
Cash flows from investing activities:
Medical equipment purchases	(3,330)	(3,772)
Property and office equipment purchases	(50)	(59)
Proceeds from disposition of property and equipment	155	62
Net cash used in investing activities	(3,225)	(3,769)
Cash flows from financing activities:
Payments of principal under capital lease obligations	(546)	(409)
Distributions to noncontrolling interests	(120)	(77)
Due to affiliates	(2,153)	2,279
Change in book overdrafts	(1,295)	(637)
Net cash provided by financing activities	$ (4,114)	$ 1,156

Restructuring (Details)

Restructuring (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017	Dec. 31, 2016
Restructuring Reserve [Roll Forward]
Restructuring liability			$ 100
Restructuring	$ 0	$ 0
Payments for Restructuring		$ 100

Concentration (Details)

Concentration (Details) - item	Jan. 01, 2018	Mar. 31, 2018	Mar. 31, 2017	Dec. 31, 2017
Concentration
Number of reporting segments	1			3
Customer concentration
Concentration
Number of major customers		1	1
Total revenue | Memorial Hermann Health System | Customer concentration
Concentration
Concentration risk (as a percent)		14.00%	15.00%

Subsequent Event (Details)

Subsequent Event (Details) - Subsequent event - Parent Issuer UHS - 2018 Plan	May 09, 2018shares
Subsequent event
Shares issued under the plan	2,499,000
Contractual term	30 days
Claw back period if voluntarily terminated	1 year
Kevin Ketzel
Subsequent event
Granted (in shares)	600,000
James Pekarek
Subsequent event
Granted (in shares)	600,000
Robert Creviston
Subsequent event
Granted (in shares)	233,000
Bettyann Bird
Subsequent event
Granted (in shares)	600,000