Cover Page
Cover Page - USD ($) | 12 Months Ended | ||
Dec. 31, 2020 | Feb. 12, 2021 | Jun. 30, 2020 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Transition Report | false | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 31, 2020 | ||
Document Fiscal Year Focus | 2020 | ||
Document Fiscal Period Focus | FY | ||
Entity Registrant Name | MEDNAX, INC. | ||
Entity Central Index Key | 0000893949 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Common Stock, Shares Outstanding | 85,631,836 | ||
Entity Voluntary Filers | No | ||
Title of 12(b) Security | Common Stock | ||
Trading Symbol | MD | ||
Security Exchange Name | NYSE | ||
Entity File Number | 001-12111 | ||
Entity Incorporation, State or Country Code | FL | ||
Entity Tax Identification Number | 26-3667538 | ||
Entity Address, Address Line One | 1301 Concord Terrace | ||
Entity Address, City or Town | Sunrise | ||
Entity Address, State or Province | FL | ||
Entity Address, Postal Zip Code | 33323 | ||
City Area Code | 954 | ||
Local Phone Number | 384-0175 | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 1,251,965,108 | ||
ICFR Auditor Attestation Flag | true |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Current assets: | ||
Cash and cash equivalents | $ 1,123,843 | $ 107,870 |
Short-term investments | 104,870 | 74,510 |
Accounts receivable, net | 241,931 | 434,266 |
Prepaid expenses | 16,898 | 17,108 |
Other current assets | 61,806 | 11,837 |
Assets held for sale | 0 | 85,916 |
Total current assets | 1,549,348 | 731,507 |
Assets held for sale | 0 | 1,641,580 |
Property and equipment, net | 76,191 | 72,677 |
Goodwill | 1,477,968 | 1,479,850 |
Intangible assets, net | 26,642 | 28,587 |
Operating and finance lease right-of-use assets | 55,972 | 56,413 |
Deferred income tax assets | 54,472 | 86,644 |
Other assets | 107,355 | 48,643 |
Total assets | 3,347,948 | 4,145,901 |
Current liabilities: | ||
Accounts payable and accrued expenses | 423,157 | 410,637 |
Current portion of finance lease liabilities | 2,219 | 0 |
Current portion of operating lease liabilities | 18,933 | 18,254 |
Income taxes payable | 26 | 6,039 |
Liabilities held for sale | 0 | 106,888 |
Total current liabilities | 444,335 | 541,818 |
Liabilities held for sale | 0 | 46,005 |
Long-term debt and finance lease liabilities, net | 1,742,586 | 1,730,238 |
Long-term operating lease liabilities | 40,970 | 44,643 |
Long-term professional liabilities | 265,274 | 204,914 |
Deferred income tax liabilities | 61,746 | 56,468 |
Other liabilities | 45,320 | 22,819 |
Total liabilities | 2,600,231 | 2,646,905 |
Commitments and contingencies | ||
Shareholders' equity: | ||
Preferred stock; $.01 par value; 1,000 shares authorized; none issued | 0 | 0 |
Common stock; $.01 par value; 200,000 shares authorized; 85,593 and 84,248 shares issued and outstanding, respectively | 856 | 842 |
Additional paid-in capital | 1,029,453 | 987,942 |
Accumulated other comprehensive income | 3,530 | 78 |
Retained (deficit) earnings | (286,354) | 510,134 |
Total MEDNAX, Inc. shareholders' equity | 747,485 | 1,498,996 |
Noncontrolling interest | 232 | 0 |
Total equity | 747,717 | 1,498,996 |
Total liabilities and equity | $ 3,347,948 | $ 4,145,901 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Dec. 31, 2020 | Dec. 31, 2019 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 1,000,000 | 1,000,000 |
Preferred stock, issued | 0 | 0 |
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 200,000,000 | 200,000,000 |
Common stock, shares issued | 85,593,000 | 84,248,000 |
Common stock, shares outstanding | 85,593,000 | 84,248,000 |
Consolidated Statements of Inco
Consolidated Statements of Income - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Income Statement [Abstract] | |||||||||||
Net revenue | $ 416,630 | $ 460,635 | $ 415,441 | $ 441,245 | $ 458,600 | $ 454,913 | $ 439,154 | $ 427,092 | $ 1,733,951 | $ 1,779,759 | $ 1,723,107 |
Operating expenses: | |||||||||||
Practice salaries and benefits | 284,772 | 309,904 | 282,985 | 316,279 | 300,073 | 301,306 | 284,627 | 294,753 | 1,193,940 | 1,180,759 | 1,125,671 |
Practice supplies and other operating expenses | 24,235 | 22,440 | 20,173 | 23,842 | 23,223 | 22,581 | 25,402 | 24,705 | 90,690 | 95,911 | 92,475 |
General and administrative expenses | 54,671 | 66,346 | 60,488 | 67,442 | 59,194 | 63,284 | 63,011 | 59,023 | 248,947 | 244,512 | 232,218 |
Depreciation and amortization | 7,692 | 7,195 | 6,751 | 6,803 | 7,101 | 6,408 | 6,239 | 6,183 | 28,441 | 25,931 | 24,355 |
Transformational and restructuring related expenses | 12,955 | 34,291 | 10,479 | 16,076 | 28,865 | 12,766 | 16,820 | 2,439 | 73,801 | 60,890 | 0 |
Total operating expenses | 384,325 | 440,176 | 380,876 | 430,442 | 418,456 | 406,345 | 396,099 | 387,103 | 1,635,819 | 1,608,003 | 1,474,719 |
Income from operations | 32,305 | 20,459 | 34,565 | 10,803 | 40,144 | 48,568 | 43,055 | 39,989 | 98,132 | 171,756 | 248,388 |
Investment and other income | 4,849 | 10,534 | 3,576 | (1,046) | 909 | 802 | 726 | 1,249 | 17,913 | 3,686 | 3,051 |
Interest expense | (27,302) | (27,250) | (28,265) | (27,665) | (27,657) | (29,909) | (31,013) | (30,349) | (110,482) | (118,928) | (92,945) |
Equity in earnings of unconsolidated affiliates | 504 | 282 | 305 | 494 | 517 | 786 | 503 | 464 | 1,585 | 2,270 | 7,714 |
Net non-operating expenses | (21,949) | (16,434) | (24,384) | (28,217) | (26,231) | (28,321) | (29,784) | (28,636) | (90,984) | (112,972) | (82,180) |
Income from continuing operations before income taxes | 10,356 | 4,025 | 10,181 | (17,414) | 13,913 | 20,247 | 13,271 | 11,353 | 7,148 | 58,784 | 166,208 |
Income tax provision | (5,869) | (6,677) | (3,097) | (1,085) | (3,986) | (7,360) | (6,744) | 1,514 | (16,728) | (16,576) | (44,694) |
(Loss) income from continuing operations | 4,487 | (2,652) | 7,084 | (18,499) | 9,927 | 12,887 | 6,527 | 12,867 | (9,580) | 42,208 | 121,514 |
(Loss) income from discontinued operations, net of tax | (68,783) | (38,392) | (679,520) | (213) | (596) | (1,268,803) | (14,772) | (255,739) | (786,908) | (1,539,910) | 147,115 |
Net (loss) income | $ (64,296) | $ (41,044) | $ (672,436) | $ (18,712) | $ 9,331 | $ (1,255,916) | $ (8,245) | $ (242,872) | $ (796,488) | $ (1,497,702) | $ 268,629 |
(Loss) income from continuing operations: | |||||||||||
Basic | $ 0.05 | $ (0.03) | $ 0.08 | $ (0.22) | $ 0.12 | $ 0.16 | $ 0.08 | $ 0.15 | $ (0.11) | $ 0.50 | $ 1.33 |
Diluted | 0.05 | (0.03) | 0.08 | (0.22) | 0.12 | 0.16 | 0.08 | 0.15 | (0.11) | 0.50 | 1.33 |
(Loss) income from discontinued operations: | |||||||||||
Basic | (0.81) | (0.46) | (8.14) | (0.01) | (15.39) | (0.18) | (2.97) | (9.44) | (18.44) | 1.62 | |
Diluted | (0.81) | (0.46) | (8.11) | (0.01) | (15.31) | (0.18) | (2.96) | (9.44) | (18.33) | 1.60 | |
Net (loss) income: | |||||||||||
Basic | (0.76) | (0.49) | (8.06) | (0.22) | 0.11 | (15.23) | (0.10) | (2.82) | (9.55) | (17.94) | 2.95 |
Diluted | $ (0.76) | $ (0.49) | $ (8.03) | $ (0.22) | $ 0.11 | $ (15.15) | $ (0.10) | $ (2.81) | $ (9.55) | $ (17.83) | $ 2.93 |
Weighted average common shares: | |||||||||||
Basic | 84,316 | 83,862 | 83,490 | 82,799 | 82,592 | 82,441 | 83,234 | 86,073 | 83,395 | 83,495 | 91,104 |
Diluted | 85,082 | 83,862 | 83,744 | 82,799 | 83,288 | 82,883 | 83,689 | 86,545 | 83,395 | 84,011 | 91,606 |
Consolidated Statements of Equi
Consolidated Statements of Equity - USD ($) shares in Thousands, $ in Thousands | Total | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | |
Balance at Dec. 31, 2017 | $ 3,066,454 | $ 937 | $ 1,017,328 | $ 2,048,189 | |
Balance, Shares at Dec. 31, 2017 | 93,721 | ||||
Net income (loss) | 268,629 | 268,629 | |||
Common stock issued under employee stock option, employee stock purchase plan and stock purchase plan | 18,919 | $ 5 | 18,914 | ||
Common stock issued under employee stock option, employee stock purchase plan and stock purchase plan, shares | 495 | ||||
Issuance of restricted stock and conversion of restricted stock units to common stock | $ 8 | (8) | |||
Issuance of restricted stock and conversion of restricted stock units to common stock, shares | 770 | ||||
Stock-based compensation expense | 38,703 | 38,703 | |||
Stock swaps | (2,661) | $ (1) | (2,660) | ||
Stock swaps, shares | (56) | ||||
Forfeitures of restricted stock | $ (1) | 1 | |||
Forfeitures of restricted stock, shares | (69) | ||||
Repurchased common stock | (302,160) | $ (70) | (79,631) | (222,459) | |
Repurchased common stock, shares | (7,041) | ||||
Balance at Dec. 31, 2018 | 3,087,884 | $ 878 | 992,647 | 2,094,359 | |
Balance, Shares at Dec. 31, 2018 | 87,820 | ||||
Net income (loss) | (1,497,702) | (1,497,702) | |||
Unrealized holding gain on investments, net of tax | [1] | 78 | 78 | ||
Common stock issued under employee stock option, employee stock purchase plan and stock purchase plan | 11,947 | $ 5 | 11,942 | ||
Common stock issued under employee stock option, employee stock purchase plan and stock purchase plan, shares | 533 | ||||
Issuance of restricted stock and conversion of restricted stock units to common stock | $ 11 | (11) | |||
Issuance of restricted stock and conversion of restricted stock units to common stock, shares | 1,113 | ||||
Stock-based compensation expense | 42,758 | 42,758 | |||
Stock swaps | (689) | (689) | |||
Stock swaps, shares | (20) | ||||
Forfeitures of restricted stock | $ (1) | 1 | |||
Forfeitures of restricted stock, shares | (132) | ||||
Repurchased common stock | (145,280) | $ (51) | (58,706) | (86,523) | |
Repurchased common stock, shares | (5,066) | ||||
Balance at Dec. 31, 2019 | 1,498,996 | $ 842 | 987,942 | 510,212 | |
Balance, Shares at Dec. 31, 2019 | 84,248 | ||||
Net income (loss) | (796,488) | (796,488) | |||
Contribution from noncontrolling Interests, net of loss | [1] | 232 | 232 | ||
Unrealized holding gain on investments, net of tax | [1] | 3,452 | 3,452 | ||
Common stock issued under employee stock option, employee stock purchase plan and stock purchase plan | 7,009 | $ 5 | 7,004 | ||
Common stock issued under employee stock option, employee stock purchase plan and stock purchase plan, shares | 538 | ||||
Issuance of restricted stock and conversion of restricted stock units to common stock | $ 15 | (15) | |||
Issuance of restricted stock and conversion of restricted stock units to common stock, shares | 1,450 | ||||
Stock-based compensation expense | 43,009 | 43,009 | |||
Forfeitures of restricted stock | $ (2) | 2 | |||
Forfeitures of restricted stock, shares | (173) | ||||
Repurchased common stock | (8,493) | $ (4) | (8,489) | ||
Repurchased common stock, shares | (470) | ||||
Balance at Dec. 31, 2020 | $ 747,717 | $ 856 | $ 1,029,453 | $ (282,592) | |
Balance, Shares at Dec. 31, 2020 | 85,593 | ||||
[1] | Presented within retained (deficit) earnings as the balance is immaterial. |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Cash flows from operating activities: | |||
Net (loss) income | $ (796,488) | $ (1,497,702) | $ 268,629 |
Loss (income) from discontinued operations | 786,908 | 1,539,910 | (147,115) |
Adjustments to reconcile net income to net cash provided from operating activities: | |||
Depreciation and amortization | 28,441 | 25,931 | 24,355 |
Amortization of premiums, discounts and issuance costs | 7,163 | 5,672 | 4,572 |
Stock-based compensation expense | 39,042 | 33,410 | 36,589 |
Deferred income taxes | 36,292 | (55,715) | (35,894) |
Other | (198) | 6,553 | (1,886) |
Changes in assets and liabilities: | |||
Accounts receivable | 37,937 | 6,512 | (35,262) |
Prepaid expenses and other current assets | (47,956) | (24,621) | 15,087 |
Other long-term assets | 13,916 | 32,121 | (1,736) |
Accounts payable and accrued expenses | 47,908 | 46,196 | (3,039) |
Income taxes payable | (6,931) | (24,120) | (61,408) |
Payment of contingent consideration liabilities | 0 | 0 | (1,093) |
Long-term professional liabilities | 4,336 | 5,413 | (6,393) |
Other liabilities | 3,518 | (25,469) | 3,615 |
Net cash provided by operating activities – continuing operations | 153,888 | 74,091 | 59,021 |
Net cash provided by operating activities – discontinued operations | 50,732 | 283,620 | 254,687 |
Net cash provided by operating activities | 204,620 | 357,711 | 313,708 |
Cash flows from investing activities: | |||
Acquisition payments, net of cash acquired | (2,225) | (46,975) | (65,370) |
Purchases of investments | (61,845) | (35,101) | (15,884) |
Proceeds from maturities or sales of investments | 33,432 | 51,105 | 13,710 |
Purchases of property and equipment | (28,788) | (19,269) | (17,120) |
Proceeds from sales of businesses, net of cash sold | 1,080 | 0 | 0 |
Net cash (used in) provided by investing activities – continuing operations | (58,346) | (50,240) | (84,664) |
Net cash provided by (used in) investing activities – discontinued operations | 873,857 | 152,695 | (58,105) |
Net cash provided by (used in) investing activities | 815,511 | 102,455 | (142,769) |
Cash flows from financing activities: | |||
Borrowings on credit agreement | 527,500 | 1,247,300 | 1,723,500 |
Payments on credit agreement | (527,500) | (1,986,800) | (2,094,500) |
Proceeds from issuance of senior notes | 0 | 500,000 | 500,000 |
Payments for credit facility amendment and financing costs | (510) | (9,194) | (7,090) |
Payments of contingent consideration liabilities | 0 | (1,394) | (5,263) |
Payments on finance lease obligations | (1,161) | 0 | 0 |
Proceeds from issuance of common stock | 7,009 | 11,258 | 16,258 |
Contribution from noncontrolling interests | 245 | 0 | 0 |
Repurchases of common stock | (8,493) | (145,280) | (302,160) |
Net cash used in financing activities – continuing operations | (2,910) | (384,110) | (169,255) |
Net cash used in financing activities – discontinued operations | (1,248) | (8,960) | (1,355) |
Net cash used in financing activities | (4,158) | (393,070) | (170,610) |
Net increase in cash and cash equivalents | 1,015,973 | 67,096 | 329 |
Cash, cash equivalents at beginning of year | 107,870 | 40,774 | 40,445 |
Cash and cash equivalents at end of year | 1,123,843 | 107,870 | 40,774 |
Supplemental disclosure of cash flow information: | |||
Interest | 110,488 | 95,444 | 82,540 |
Income taxes | (27,775) | 86,268 | 185,416 |
Non-cash investing and financing activities: | |||
Equipment financed through finance leases | 12,507 | 0 | 0 |
Property and equipment included in accounts payable | $ 2,305 | $ 2,400 | $ 2,415 |
General
General | 12 Months Ended |
Dec. 31, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
General | 1. General: The principal business activity of Mednax, Inc. (“Mednax” or the “Company”) and its subsidiaries is to provide neonatal, maternal-fetal and other pediatric subspecialty physician services. The Company has contracts with affiliated business corporations or professional associations, limited liability companies and partnerships (“affiliated professional contractors”), which are separate legal entities that provide physician services in certain states and Puerto Rico. The Company and its affiliated professional contractors also have contracts with hospitals and other healthcare facilities to provide physician services, which include (i) fee-for-service revenue level. |
Coronavirus Pandemic ("COVID-19
Coronavirus Pandemic ("COVID-19") | 12 Months Ended |
Dec. 31, 2020 | |
Text Block [Abstract] | |
Coronavirus Pandemic ("COVID-19") | 2. Coronavirus Pandemic (“COVID-19”): COVID-19 mid-March non-urgent non-urgent The Company’s affiliated women’s and children’s office-based practices, which specialize in maternal-fetal medicine, pediatric cardiology, and numerous pediatric subspecialties, experienced a significant elevation of appointment cancellations compared to historical normal levels. The Company believes COVID-19, COVID-19 COVID-19 mid-March The Company implemented a number of actions to preserve financial flexibility and partially mitigate the significant anticipated impact of COVID-19. These steps included a suspension of most activities related to the Company’s transformational and restructuring programs, limiting these expenditures to those that provide essential support for the Company’s response to COVID-19. In addition, (i) the Company temporarily reduced executive and key management base salaries, including 50% reductions in salaries for its named executive officers through June 30, 2020; (ii) the Board of Directors agreed to forego their annual cash retainer and cash meeting payments, also through June 30, 2020; (iii) the Company enacted a combination of salary reductions and furloughs for non-clinical employees; and (iv) the Company enacted significant operational and practice-specific expense reduction plans across its clinical operations. The Company also divested its anesthesiology services medical group in May 2020, where operating results were significantly impacted by COVID-19. In response to the anticipated impact of COVID-19 on the Company’s results of operations, on March 25, 2020, the Company amended and restated its Credit Agreement to, among other things, (i) establish a deemed Consolidated EBITDA of $139.2 million for the second and third quarters of 2020, reflecting average Adjusted from continuing operations for the prior eight quarters (calculated for purposes of the Credit Agreement), which will be used in the calculation of rolling four consecutive quarter Consolidated EBITDA under the Credit Agreement, (ii) temporarily increase the maximum consolidated net leverage ratio required to be maintained by the Company from 4.50:1:00 to 5.00:1:00 for the second and third quarters of 2020 and 4.75:1:00 for the fourth quarter of 2020, before returning to 4.50:1:00 December 1 notes due 2027. The Company believes it will be in compliance with these covenants for the next twelve months. At December 31, 2020, the Company had no outstanding principal balance on its Credit Agreement. The Company had outstanding letters of credit of $0.1 million which reduced the amount available on its Credit Agreement to $899.9 million at December 31, 2020, after giving effect to the temporary reduction of the capacity of its Credit Agreement described above through September 30, 2021. CARES Act On March 27, 2020, the Coronavirus Aid, Relief, and Economic Security Act (“CARES Act”) was signed into law. The CARES Act is a relief package intended to assist many aspects of the American economy, including providing up to $100 billion in aid to the healthcare industry to reimburse healthcare providers for lost revenue and expenses attributable to COVID-19. The remaining $70 billion in aid is intended to focus on providers in areas particularly impacted by COVID-19, rural providers, providers of services with lower shares of Medicare reimbursement or who predominantly serve the Medicaid population, and providers requesting reimbursement for the treatment of uninsured Americans. It is unknown what, if any, portion of the remaining healthcare industry funding on the CARES Act the Company and its affiliated physician practices will qualify for and receive. The Department of Health and Human Services (“HHS”) is administering this program and began disbursing funds in April 2020, of which the Company’s affiliated physician practices within continuing operations received an aggregate of approximately $22.0 million during the year ended December 31, 2020. The Company has applications pending for certain affiliated physician practices for incremental relief beyond what has been received. In addition, the CARES Act also provides for deferred payment of the employer portion of social security taxes through the end of 2020, with 50% of the deferred amount due December 31, 2021 and the remaining 50% due December 31, 2022. The Company utilize d The COVID-19 pandemic has materially impacted the Company’s financial results, but due to the rapidly evolving environment and continued uncertainties surrounding the timeline of and impacts from COVID-19, the Company is unable to predict the ultimate impact on its business, financial condition, results of operations and cash flows. The Company, however, believes it will be able to generate sufficient liquidity to satisfy its obligations for the next twelve months. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2020 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 3. Summary of Significant Accounting Policies: Principles of Presentation The consolidated financial statements include all the accounts of the Company and its subsidiaries combined with the accounts of the affiliated professional contractors with which the Company currently has specific management arrangements. The Company’s agreements with affiliated professional contractors provide that the term of the arrangements are in most cases permanent, subject only to termination by the Company, except in the non-medical day-to-day The Company is a party to a joint venture in which it owns a 37.5% economic interest. The Company accounts for this joint venture under the equity method of accounting because the Company exercises significant influence over, but does not control, this entity. In August 2020, the Company entered into a joint venture in which it owns a 51% economic interest and for which it is deemed the primary beneficiary. The equity interests of the outside investor in the equity of this consolidated entity is accounted for and presented as noncontrolling interests on the Company’s Consolidated Balance Sheets. The results from operations attributable to the noncontrolling interests during the fourth quarter of 2020 In October 2019, the Company divested its management services organization, which operated as MedData, to allow the Company to focus on its core physician services business. The operating results of MedData are reported as discontinued operations in the Company’s Consolidated Statements of Income for the years ended December 31, 2019 and 2018. In May 2020, the Company divested its anesthesiology services medical group. The operating results of this medical group are reported as discontinued operations in the Company’s Consolidated Statements of Income for the years ended December 31, 2020, 2019 and 2018. In December 2020, the Company divested its radiology services medical group. The operating results of this medical group are reported as discontinued operations in the Company’s Consolidated Statements of Income for the year ended December 31, 2020, 2019 and 2018. Reclassifications have been made to certain prior period financial statements and footnote disclosures to reflect the impact of discontinued operations. See Note 9 – Discontinued Operations for more information. New Accounting Pronouncements In December 2019, accounting guidance related to income taxes was issued with the goal of enhancing and simplifying various aspects of the income tax accounting guidance, including requirements related to hybrid tax regimes, deferred taxes on step-up year-to-date Accounting Estimates and Assumptions The preparation of financial statements in conformity with accounting principles generally accepted in the United States (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting periods. Significant estimates and assumptions are involved in the calculation of the Company’s allowance for contractual adjustments and uncollectibles on accounts receivable, liabilities for self-insured amounts and claims incurred but not reported related to the Company’s professional liability risks and the fair value of goodwill. Actual results could differ from those estimates. Segment Reporting The Company has one reportable segment, which is also its single reporting unit, for purposes of presenting financial information in accordance with the accounting guidance for segment reporting. The following table summarizes the Company’s net revenue from continuing operations by service line (in percentages): Years Ended 2020 2019 2018 Neonatology and other pediatric subspecialties 77 % 78 % 78 % Maternal-fetal medicine 18 % 17 % 16 % Pediatric cardiology 5 % 5 % 6 % 100 % 100 % 100 % Revenue Recognition Patient service revenue is recognized at the time services are provided by the Company’s affiliated physicians. The Company’s performance obligations related to the delivery of services to patients are satisfied at the time of service. Accordingly, there are no performance obligations that are unsatisfied or partially unsatisfied at the end of the reporting period with respect to patient service revenue. Almost all of the Company’s patient service revenue is reimbursed by GHC Programs and third-party insurance payors. Payments for services rendered to the Company’s patients are generally less than billed charges. The Company monitors its revenue and receivables from these sources and records an estimated contractual allowance to properly account for the anticipated differences between billed and reimbursed amounts. Accordingly, patient service revenue is presented net of an estimated provision for contractual adjustments and uncollectibles. The Company estimates allowances for contractual adjustments and uncollectibles on accounts receivable based upon historical experience and other factors, including days sales outstanding (“DSO”) for accounts receivable, evaluation of expected adjustments and delinquency rates, past adjustments and collection experience in relation to amounts billed, an aging of accounts receivable, current contract and reimbursement terms, changes in payor mix and other relevant information. Contractual adjustments result from the difference between the physician rates for services performed and the reimbursements by GHC Programs and third-party insurance payors for such services. Collection of patient service revenue the Company expects to receive is normally a function of providing complete and correct billing information to the GHC Programs and third-party insurance payors within the various filing deadlines and typically occurs within 30 to 60 days of billing. Some of the Company’s hospital agreements require hospitals to pay the Company administrative fees. Some agreements provide for fees if the hospital does not generate sufficient patient volume in order to guarantee that the Company receives a specified minimum revenue level. The Company also receives fees from hospitals for administrative services performed by its affiliated physicians providing medical director or other services at the hospital. Accounts receivable are primarily amounts due under fee-for-service contracts from third-party payors, such as insurance companies, self-insured employers and patients and GHC Programs geographically dispersed throughout the United States and its territories. Concentration of credit risk relating to accounts receivable is limited by the number, diversity and geographic dispersion of the business units managed by the Company, as well as by the large number of patients and payors, including the various governmental agencies in the states in which the Company provides services. Receivables from GHC Programs made up approximately 22% and 21% of net accounts receivable related to continuing operations at December 31, 2020 and 2019, respectively. Cash and Cash Equivalents Cash equivalents are defined as all highly liquid financial instruments with maturities of 90 days or less from the date of purchase. The Company’s cash equivalents typically consist of demand deposits, amounts on deposit in money market accounts, and funds invested in overnight repurchase agreements. Cash equivalent balances may, at certain times, exceed federally insured limits. Certain cash equivalents carried by the Company are subject to the fair value provisions of the accounting guidance for fair value measurements. See “Fair Value Measurements” below. Investments Investments consist primarily of corporate securities, municipal debt securities, federal home loan securities and certificates of deposit. The Company classifies its investments as available for sale. Although there is no stated expectation that the investments will be sold within one year, the investments are available for use, if needed, and accordingly are classified as short-term. Such investments are carried at fair value with any unrealized gains and losses reported as a component of other accumulated comprehensive income or loss. Property and Equipment Property and equipment are recorded at original purchase cost. Depreciation of property and equipment is computed using the straight-line method over the estimated useful lives of the underlying assets. Estimated useful lives are generally 30 years for buildings; th o earnings. The Company accounts for all business acquisitions at fair value and expenses acquisition costs as they are incurred. Any identifiable assets acquired and liabilities assumed are recognized and measured at their respective fair values on the acquisition date. If information about facts and circumstances existing as of the acquisition date is incomplete at the end of the reporting period in which a business acquisition occurs, the Company will report provisional amounts for the items for which the accounting is incomplete. The measurement period ends once the Company receives sufficient information to finalize the fair values; however, the period will not exceed one year from the acquisition date. Any adjustments to provisional amounts that are identified during the measurement period are recognized in the reporting period in which the adjustment amounts are determined. In connection with certain acquisitions, the Company enters into agreements to pay additional amounts in cash or common stock based on the achievement of certain performance measures for up to five years ending after the acquisition dates. The Company measures this contingent consideration at fair value at the acquisition date and records such contingent consideration as a liability or equity on the Company’s Consolidated Balance Sheets on the acquisition date. The fair value of each contingent consideration liability is remeasured at each reporting period with any change in fair value recognized as income or expense within operations in the Company’s Consolidated Statements of Income. Goodwill and Other Intangible Assets The Company records acquired assets and assumed liabilities at their respective fair values under the acquisition method of accounting. Goodwill represents the excess of purchase price over the fair value of the net assets acquired. Intangible assets with finite lives, principally physician and hospital agreements, are recognized apart from goodwill at the time of acquisition based on the contractual-legal and separability criteria established in the accounting guidance. Intangible assets with finite lives are amortized on either an accelerated basis based on the annual undiscounted economic cash flows associated with the particular intangible asset or on a straight-line basis over their estimated useful lives. Intangible assets with finite lives are amortized over periods of one Goodwill is tested for impairment at a reporting unit level on at least an annual basis in accordance with the subsequent measurement provisions of the accounting guidance for goodwill. When testing goodwill for impairment, the Company may assess qualitative factors for its reporting units to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount, including goodwill. Alternatively, the Company may bypass this qualitative assessment and perform the quantitative goodwill impairment test. For 2020, the Company elected to perform the qualitative assessment, focused on various factors including macroeconomic conditions, market trends, specific reporting unit financial performance and other entity specific events, to determine if it was more likely than not that the fair value of its single reporting unit exceeded its carrying value, including goodwill. For 2019 and 2018, the Company bypassed The Company completed annual impairment tests for its continuing operations in the third quarter of 2020, 2019 and 2018 and determined that goodwill was not impaired. See Note 8 – Goodwill and Intangible Assets for more information. Long-Lived Assets The Company is required to evaluate long-lived assets, including intangible assets subject to amortization, whenever events or changes in circumstances indicate that the carrying value of the assets may not be fully recoverable. The recoverability of such assets is measured by a comparison of the carrying value of the assets to the future undiscounted cash flows before interest charges to be generated by the assets. If long-lived assets are impaired, the impairment to be recognized is measured as the excess of the carrying value over the fair value. Long-lived assets held for disposal are reported at the lower of the carrying value or fair value less disposal costs. The Company repurchases shares of its common stock as authorized from time to time by its Board of Directors. The Company treats repurchased shares of its common stock as retired as any repurchased shares become authorized but unissued shares. The reacquisition cost of repurchased shares is recorded as a reduction in the respective components of shareholders’ equity. Professional Liability Coverage The Company maintains professional liability insurance policies with third-party insurers generally on a claims-made basis, subject to deductibles or self-insured retention, exclusions and other restrictions. The Company’s self-insured retention under its professional liability insurance program is maintained primarily through a wholly owned captive insurance subsidiary. The Company records an estimate of liabilities for self-insured amounts and claims incurred but not reported based on an actuarial valuation using historical loss information, claim emergence patterns and various actuarial assumptions. Liabilities for claims incurred but not reported are not discounted. Income Taxes The Company records deferred income taxes using the liability method, whereby deferred tax assets and liabilities are determined based on the difference between the financial statement and tax bases of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. If it is more likely than not that all or a portion of deferred tax assets will not be realized, a valuation allowance is provided against such deferred tax assets. In making such determination, the Company considers all available positive and negative evidence, including future reversals of existing taxable temporary differences, projected future taxable income, tax-planning strategies, and results of recent operations. The accounting guidance for uncertain tax positions prescribes a recognition threshold and measurement attribute for financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. The guidance also requires policy disclosures regarding penalties and interest and extensive disclosures regarding increases and decreases in uncertain tax positions as a result of tax positions taken in a current or prior period, settlements with taxing authorities and any lapse of an applicable statute of limitations. Additional qualitative discussion is required for any tax position that may result in a significant increase or decrease in uncertain tax positions within a 12-month period from the Company’s reporting date. Stock Incentive Plans The Company grants stock-based awards consisting primarily of restricted stock to key employees under its Amended and Restated 2008 Incentive Compensation Plan. The Company measures the cost of employee services received in exchange for stock-based awards based on grant-date fair value and allocates the resulting compensation expense over the corresponding requisite service period using the graded vesting attribution method. The Company also performs analyses to estimate forfeitures of stock-based awards on an annual basis and adjusts the estimates as necessary based on the number of awards that ultimately vest. Net Income Per Common Share Basic net income per common share is calculated by dividing net income by the weighted average number of common shares outstanding during the period. Diluted net income per common share is calculated by dividing net income by the weighted average number of common and potential common shares outstanding during the period. Potential common shares consist of outstanding restricted stock, deferred stock and stock options and is calculated using the treasury stock method. Fair Value Measurements The accounting guidance establishes a fair value hierarchy that prioritizes valuation inputs into three levels based on the extent to which inputs used in measuring fair value are observable in the market. Each fair value measurement is reported in one of three levels: Level 1 – inputs are based upon unadjusted quoted prices for identical instruments traded in active markets. Level 2 – inputs are based upon quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active, and model-based valuation techniques for which all significant assumptions are observable in the market or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Level 3 – inputs are generally unobservable and typically reflect management’s estimates of assumptions that market participants would use in pricing the asset or liability. The fair values are therefore determined using model-based techniques that include option pricing models, discounted cash flow models, and similar techniques. The following table presents information about the Company’s financial instruments that are accounted for at fair value on a recurring basis at December 31, 2020 and 2019 (in thousands): Fair Value Fair Value December 31, December 31, Assets: Money market funds Level 1 $ 1,010 $ 16,775 Short-term investments Level 2 104,870 74,510 Mutual funds Level 1 15,841 14,264 The following table presents information about the Company’s financial instruments that are not carried at fair value at December 31, 2020 and 2019 (in thousands): December 31, 2020 December 31, 2019 Carrying Fair Value Carrying Fair Value Liabilities: 2023 Notes 750,000 756,225 750,000 766,875 2027 Notes 1,000,000 1,070,000 500,000 1,025,600 |
Investments
Investments | 12 Months Ended |
Dec. 31, 2020 | |
Investments, Debt and Equity Securities [Abstract] | |
Investments | 4. Investments: Investments held are summarized as follows (in thousands): December 31, 2020 2019 Corporate securities $ 71,095 $ 32,962 Municipal debt securities 18,707 29,066 Federal home loan securities 8,017 8,013 Certificates of deposit 5,991 4,469 U.S. Treasury securities 1,060 — $ 104,870 $ 74,510 |
Accounts Receivable and Net Rev
Accounts Receivable and Net Revenue | 12 Months Ended |
Dec. 31, 2020 | |
Text Block [Abstract] | |
Accounts Receivable and Net Revenue | 5. Accounts Receivable and Net Revenue: Accounts receivable, net consists of the following (in thousands): December 31, 2020 2019 Gross accounts receivable $ 1,106,394 $ 1,750,264 Allowance for contractual adjustments and uncollectibles (864,463 ) (1,315,998 ) $ 241,931 $ 434,266 Net revenue consists of the following (in thousands): Years Ended December 31, 2020 2019 2018 Net patient service revenue $ 1,481,331 $ 1,567,624 $ 1,529,561 Hospital contract administrative fees 218,495 197,340 181,050 Other revenue 34,125 14,795 12,496 $ 1,733,951 $ 1,779,759 $ 1,723,107 The following is a summary of the Company’s payor mix, expressed as a percentage of net revenue, exclusive of administrative fees and other miscellaneous revenue, for the periods indicated: Years Ended December 31, 2020 2019 2018 Contracted managed care 68 % 68 % 67 % Government 27 % 26 % 26 % Other third-parties 4 % 5 % 6 % Private-pay patients 1 % 1 % 1 % 100 % 100 % 100 % Accounts receivable consist primarily of amounts due from GHC Programs and third-party insurance payors for services provided by the Company’s affiliated physicians. Net revenue consists primarily of gross billed charges for services provided by the Company’s affiliated physicians less an estimated allowance for contractual adjustments and uncollectibles to properly account for the anticipated differences between gross billed charge amounts and expected reimbursement amounts. The Company’s contractual adjustments and uncollectibles as a percentage of gross patient service revenue vary slightly each year depending on several factors, including improved managed care contracting, changes in reimbursement from state Medicaid programs and other GHC Programs, shifts in the percentage of patient services being reimbursed under GHC Programs and annual price increases. The Company’s annual price increases typically increase contractual adjustments as a percentage of gross patient service revenue. This increase is primarily due to Medicaid, Medicare and other GHC Programs that generally provide for reimbursements on a fee-schedule basis rather than on a gross charge basis. When the Company bills these programs, like other payors, on a gross-charge basis, it also increases its provision for contractual adjustments and uncollectibles by the amount of any price increase, resulting in a higher contractual adjustment percentage. |
Property and Equipment
Property and Equipment | 12 Months Ended |
Dec. 31, 2020 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | 6. Property and Equipment: Property and equipment consists of the following (in thousands): December 31, 2020 2019 Building $ 26,934 $ 26,934 Land 6,683 6,683 Equipment and other 203,017 192,004 236,634 225,621 Accumulated depreciation (160,443 ) (152,944 ) $ 76,191 $ 72,677 |
Business Combinations
Business Combinations | 12 Months Ended |
Dec. 31, 2020 | |
Business Combinations [Abstract] | |
Business Combinations | 7. Business Combinations: During the year ended December 31, 2020, the Company completed the acquisition of one pediatric subspecialty practice for total consideration of $2.1 million, of which $1.9 million was paid in cash and $0.2 million was recorded as a contingent consideration liability. This acquisition expanded the Company’s national network of physician practices. In connection with this acquisition, the Company recorded tax During the year ended December 31, 2019, the Company completed eight acquisitions, consisting of two neonatology physician practices, two maternal-fetal physician practices and four other pediatric subspecialty practices for total cash consideration of $47.0 million and accrued purchase consideration of $0.3 million. These acquisitions expanded the Company’s national network of physician practices. In connection with these acquisitions, the Company recorded goodwill of $36.5 million, other intangible assets consisting primarily of physician and hospital agreements of $10.5 million and fixed assets of $0.2 million. The Company expects that all the goodwill recorded during the year ended December 31, 2019 will be deductible for tax purposes. During the year ended December 31, 2019, the Company paid $1.8 million for contingent consideration in connection with prior period acquisitions. No contingent consideration was paid by the Company in 2020. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 12 Months Ended |
Dec. 31, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | 8. Goodwill and Intangible Assets: Goodwill was $1.48 billion at December 31, 2020 and 2019. Goodwill is tested for impairment on at least an annual basis, in accordance with the subsequent measurement provisions of the accounting guidance for goodwill. Consistent with prior years, the Company performed its annual impairment test in the third quarter of 2020 and determined that goodwill was not impaired. Intangible assets, net, consist of the following (in thousands): December 31, 2020 Gross Accumulated Net Physician and hospital agreements $ 107,246 $ (83,089 ) $ 24,157 Other technology 5,197 (2,712 ) 2,485 $ 112,443 $ (85,801 ) $ 26,642 December 31, 2019 Gross Accumulated Net Physician and hospital agreements $ 99,828 $ (73,506 ) $ 26,322 O 3,682 (1,417 ) 2,265 $ 103,510 $ (74,923 ) $ 28,587 During the year ended December 31, 2020, the Company recorded intangible assets related to acquisitions totaling $1.3 million, consisting primarily of physician and hospital agreements. The weighted-average amortization period for these physician and hospital agreements is approximately seven years. Amortization expense for intangible assets was $7.6 million, $7.3 million and $6.8 million for the years ended December 31, 2020, 2019 and 2018, respectively. Amortization expense for existing intangible assets for the next five years is expected to be as follows (in thousands): 2021 $ 7,117 2022 5,245 2023 4,264 2024 2,883 2025 1,966 |
Discontinued Operations
Discontinued Operations | 12 Months Ended |
Dec. 31, 2020 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Discontinued Operations | 9. Discontinued Operations: Divestiture of the Radiology Services Medical Group On September 9, 2020, the Company entered into a securities purchase agreement with Radiology Partners, Inc. to divest the Company’s radiology services medical group, and the transaction closed on December 15, 2020. The purchase consideration was comprised of a cash payment of $885 million paid at closing, subject to certain cash, minimum net working capital, indebtedness and other adjustments. The Company received approximately $865 million at closing and used the proceeds of the transaction to redeem its $750 million in outstanding principal amount of 5.25% senior notes due 2023 (the “2023 Notes”) on January 7, 2021. The operating results of the radiology services medical group service line were reported as a component of discontinued operations, net of income taxes, in the Company’s Consolidated Statements of Income for the years ended December 31, 2020, 2019 and 2018. expenses. The Company deemed the carrying amount of other assets within the medical group, specifically accounts receivable and property and equipment, to represent fair value and therefore recorded a non-cash of $ million against goodwill, which represented the difference between the estimated fair value of the radiology services medical group and the carrying amount of the net assets held for sale. Recognition of the charge against goodwill resulted in a tax benefit which generated an additional $ million deferred tax asset that increased the fair value of the medical group. An incremental non-cash charge was then required to reduce the radiology services medical group’s net assets to its previously determined fair value. Accordingly, the Company recorded the incremental non-cash charge of $ million for a total non-cash charge of $ million, reducing the goodwill balance of the radiology services medical group. Upon completion of the divestiture, the Company recorded an additional loss on disposal of $36.4 million based on estimated closing date net assets sold and final net proceeds. A closing working capital true up is expected to occur during the first quarter of 2021, and the Company will adjust the loss on sale as necessary at that time. Loss from discontinued operations, net of income taxes, for the radiology services medical group for the years ended December 31, 2020 and December 31, 2019 was $63.8 million and $72.8 million, respectively. Income from discontinued operations, net of income taxes, for the radiology services medical group for the year ended December 31, 2018 was $37.4 million. Net revenue for the radiology services medical group for the years ended December 31, 2020, 2019 and 2018 was $451.4 million, $489.4 million and $444.0 million, respectively. Operating loss for the radiology services medical group for the year ended December 31, 2020 was $73.6 million, including a non-cash goodwill impairment charge of $47.0 million and a preliminary loss on sale of $36.4 million. Operating loss for the radiology services medical group for the year ended December 31, 2019 was $75.3 million, including a non-cash goodwill impairment charge of $117.9 million. Operating income for the radiology services medical group for the year ended December 31, 2018 was $48.4 million. The total loss on sale of the anesthesiology services medical group recorded during the year ended December 31, 2020 was $663.7 million. Upon completion of a valuation for the contingent economic interest, which is expected to be completed in the first quarter of 2021, the Company will adjust the loss on sale as necessary. In addition, as a result of the sale, the Company currently estimates that it will generate an approximately $1.71 billion capital loss carryforward that will expire in 2025. Based on management’s determination that it is more likely than not that the tax benefits related to this loss carryforward will not be realized, the Company has provided an approximately $430.0 million valuation allowance against this deferred tax asset as of December 31, 2020. Loss from discontinued operations, net of income taxes, for the anesthesiology services medical group for the years ended December 31, 2020 and December 31, 2019 was $717.2 million and $1.12 billion, respectively. Income from discontinued operations, net of income taxes, for the anesthesiology services medical group for the year ended December 31, 2018 was $ million. Net revenue for the anesthesiology services medical group for the years ended December 31, 2020, 2019 and 2018 was $ million, $ billion and $ billion, respectively. Operating loss for the anesthesiology services medical group for the year ended December 31, 2020 was $ million, including the loss on sale of $ million. Operating loss for the anesthesiology services medical group for the year ended December 31, 2019 was $ billion, including a non-cash goodwill impairment charge of $ billion. Operating income for the anesthesiology services medical group for the year ended December 31, 2018 was $ million. Divestiture of MedData In October 2019, the Company divested its management services organization, referred to as MedData. Loss from discontinued operations, net of tax, for MedData was $347.6 million for the year ended December 31, 2019, reflecting the loss on sale recorded during the year ended December 31, 2019, as compared to income from discontinued operations, net of tax, of $10.0 million for 2018. During the year ended December 31, 2020, the Company recorded a net incremental loss on the sale of MedData of $5.8 million, primarily for the finalization of certain transaction related expenses, a working capital true-up and incremental reserves related to indemnification matters, partially offset by the completion of its preliminary valuation for the contingent economic consideration. |
Accounts Payable and Accrued Ex
Accounts Payable and Accrued Expenses | 12 Months Ended |
Dec. 31, 2020 | |
Payables and Accruals [Abstract] | |
Accounts Payable and Accrued Expenses | 10. Accounts Payable and Accrued Expenses: Accounts payable and accrued expenses consist of the following (in thousands): December 31, 2020 2019 Accounts payable $ 59,771 $ 35,410 Accrued salaries and incentive compensation 184,849 193,631 Accrued payroll taxes and benefits 43,945 54,768 Accrued professional liabilities 50,607 44,699 Accrued interest 32,721 32,910 Other accrued expenses 51,264 49,219 $ 423,157 $ 410,637 |
Operating Leases
Operating Leases | 12 Months Ended |
Dec. 31, 2020 | |
Leases [Abstract] | |
Operating Leases | 11. Operating Leases: The Company adopted the new accounting guidance for leases on January 1, 2019 using the modified retrospective method of applying the new guidance at the adoption date. Beginning with January 1, 2019, the Company’s financial position is presented under the new guidance, while the prior period financial statements were not adjusted and continue to be reported in accordance with the previous guidance. The Company primarily leases property under operating leases and has one material equipment operating lease for an aircraft. The Company’s property leases are primarily for its regional, medical and business offices, storage space and temporary housing for medical staff. For leases with terms greater than 12 months, the Company records the related asset and obligation at the present value of the lease payment using a discount rate that reflects the Company’s estimated incremental borrowing rate. Certain of the Company’s leases include rental escalation clauses and renewal options that are factored into the determination of lease payments when appropriate. Operating leases for office equipment are not material, and therefore are excluded from the Company’s Consolidated Balance Sheet. The table below presents the operating lease-related right-of-use assets and related liabilities recorded on the Company’s balance sheet and the weighted average remaining lease term and discount rate as of December 31, 2020 and 2019 (dollars in thousands): December 31, 2020 2019 Assets: Operating lease right-of-use assets $ 44,926 $ 56,413 Liabilities: Current portion of operating lease liabilities 18,933 18,254 Long-term portion of operating lease liabilities 40,970 44,643 Other Information: Weighted-average remaining lease term 4.0 years 4.2 years Weighted average discount rate 5.0 % 5.0 % The table below presents certain information related to the lease costs for operating leases during the years ended December 31, 2020 and 2019 (in thousands): December 31, 2020 2019 Operating lease costs $ 20,972 $ 23,085 Variable lease costs 4,519 3,102 Other equipment rent 4,128 3,931 Other operating lease costs 684 933 Total operating lease costs $ 30,303 $ 31,051 The table below presents supplemental cash flow information related to operating leases during the years ended December 31, 2020 and 2019 (in thousands): December 31, 2020 December 31, 2019 Operating cash flows for operating leases $ 27,933 $ 28,722 The table below reconciles the undiscounted cash flows for each of the first five years and total of the remaining years to the operating lease liabilities recorded on the balance sheet as of December 31, 2020 (in thousands): December 31, 2020 2021 $ 19,681 2022 16,584 2023 12,397 2024 8,125 2025 4,063 Thereafter 3,877 Total minimum lease payments 64,727 Less: Amount of payments representing interest (4,824 ) Present value of future minimum lease payments 59,903 Less: Current obligations (18,933 ) Long-term portion of operating leases $ 40,970 |
Accrued Professional Liabilitie
Accrued Professional Liabilities | 12 Months Ended |
Dec. 31, 2020 | |
Health Care Organizations [Abstract] | |
Accrued Professional Liabilities | 12. Accrued Professional Liabilities: At December 31, 2020 and 2019, the Company’s total accrued professional liabilities of $315.9 milli o reflected in the table below as well as certain retained professional liabilities related to the Company’s former anesthesiology and radiology medical groups that were divested in 2020. The activity related to the Company’s accrued professional liability for continuing operations, excluding the retained professional liabilities related to the Company’s former anesthesiology and radiology medical groups, for the years ended December 31, 2020, 2019, and 2018 is as follows (in thousands): Years Ended December 31, 2020 2019 2018 Balance at beginning of year $ 151,397 $ 128,799 $ 138,643 Liabilities recognized, offset by insurance R 3,922 10,354 — Provision (adjustment) for losses related to: Current year 45,674 42,733 37,203 Prior years (1,551 ) (7,766 ) (7,087 ) Total provision for losses 44,123 34,967 30,116 Claim payments related to: Current year (59 ) (33 ) (50 ) Prior years (24,580 ) (22,690 ) (39,910 ) Total payments (24,639 ) (22,723 ) (39,960 ) Balance at end of year $ 174,803 $ 151,397 $ 128,799 The net increase s |
Line of Credit, Long-Term Debt
Line of Credit, Long-Term Debt and Finance Lease Obligations | 12 Months Ended |
Dec. 31, 2020 | |
Debt Disclosure [Abstract] | |
Line of Credit, Long-Term Debt and Capital Lease Obligations | 13. Line of Credit, Long-Term Debt and Finance Lease Obligations: On March 25, 2020, the Company amended and restated the Credit Agreement to, among other things, (i) establish a deemed Consolidated EBITDA of $139.2 million for the second and third quarters of 2020, reflecting average Adjusted EBITDA from continuing operations for the prior eight quarters (calculated for purposes of the Credit Agreement), which will be used in the calculation of rolling four consecutive quarter Consolidated EBITDA under the Credit Agreement, (ii) temporarily increase the maximum consolidated net leverage ratio required to be maintained by the Company from 4.50:1:00 to 5.00:1:00 for the second and third quarters of 2020 and 4.75:1:00 for the fourth quarter of 2020, before returning to 4.50:1:00 for the first quarter of 2021 and beyond, (iii) require that the Company maintain minimum availability under the Credit Agreement of $300.0 million through the third quarter of 2021, (iv) provide for a weekly repayment of borrowings under the Credit Agreement through the second quarter of 2021 using unrestricted cash on hand in excess of $300.0 million, plus a reserve for certain payables, and (v) temporarily restrict the Company’s ability to make restricted payments under the Credit Agreement for the remainder of 2020, subject to certain exceptions. The Credit Agreement provides for a $1.2 billion unsecured revolving credit facility, subject to the limitations discussed above, and includes a $37.5 million sub-facility for the issuance of letters of credit. The In December 2015, the Company completed a private offering of $750.0 million aggregate principal amount of 2023 Notes. In November 2018, the Company completed a private offering of $500.0 million aggregate principal amount of 2027 Notes and in February 2019, the Company completed a private offering of $500.00 million aggregate principal amount of Additional 2027 Notes. At December 31, 2019, the outstanding balance on the 2027 Notes was $1.0 billion. The Company’s obligations under the 2023 Notes and the 2027 Notes are guaranteed on an unsecured senior basis by the same subsidiaries and affiliated professional contractors that guarantee the Credit Agreement. Interest on the 2023 Notes accrues at the rate of 5.25% per annum, or $39.4 million, and is payable semi-annually in arrears on June 1 and December 1. Interest on the 2027 Notes accrues at the rate of 6.25% per annum, or $62.5 million, and is payable semi-annually in arrears on January 15 and July 15. As of December 31, 2020, the Company was able to redeem all or a portion of the 2023 Notes, at the redemption prices of 101.313% in 2020 and 100% in 2021 and thereafter, plus accrued and unpaid interest to the redemption date. The 2023 Notes were redeemed in full on January 7, 2021. At any time prior to January 15, 2022, the Company may redeem all or a portion of the 2027 Notes at a redemption price equal to 100% of the principal amount of the notes being redeemed plus an applicable redemption premium and accrued and unpaid interest to the redemption date. In addition, at any time prior to January 15, 2022, the Company may redeem up to 35% of the aggregate principal amount of the 2027 Notes at a redemption price of 106.250% of the principal amount thereof, plus accrued and unpaid interest, if any, to the redemption date, using proceeds from one or more equity offerings. On or after January 15, 2022, the Company may redeem all or a portion of the 2027 Notes, at the redemption prices of 104.688% in 2022, 103.125% in 2023, 101.563% in 2024 and 100% in 2025 and thereafter, plus accrued and unpaid interest to the redemption date. The carrying value of the Company’s long-term debt was $1.7 billion at December 31, 2020 and 2019 and consisted of the following (in thousands): December 31, 2020 Principal Unamortized Total Senior notes $ 1,750,000 $ (16,343 ) $ 1,733,657 Revolving line of credit — (2,260 ) (2,260 ) Total $ 1,750,000 $ (18,603 ) $ 1,731,397 December 31, 2019 Principal Unamortized Total Senior notes $ 1,750,000 $ (19,762 ) $ 1,730,238 Revolving line of credit — (2,664 ) (2,664 ) Total $ 1,750,000 $ (22,426 ) $ 1,727,574 The Company presents issuance costs related to long-term debt liabilities, other than revolving credit arrangements, as a direct deduction from the carrying value of that long-term debt. The Company has one outstanding letter of credit which reduced the amount available under the Credit Agreement by $0.1 million at December 31, 2020. At December 31, 2020, the Company had an available balance on its Credit Agreement of $899.9 million, after giving effect to the temporary reduction of the capacity of its Credit Agreement through September 30, 2021. The carrying values of the Company’s variable rate revolving line of credit approximates fair value due to the short-term nature of the interest rates. December 31, 2020 2019 2023 Notes $ 756,225 $ 766,875 2027 Notes 1,070,000 1,025,600 The Company’s finance lease obligations , related to equipment used in its newborn hearing screen program, consist of the following (in thousands): December 31, 2020 2019 Finance lease obligations $ 11,118 $ — Less: Current portion (2,219 ) — Long-term portion $ 8,899 $ — |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 14. Income Taxes: The components of the income tax provision (benefit) are as follows (in thousands): December 31, 2020 2019 2018 Federal: Current $ (16,610 ) $ 63,697 $ 65,403 Deferred 28,719 (45,660 ) (29,667 ) 12,109 18,037 35,736 State: Current (2,954 ) 8,561 15,185 Deferred 7,573 (10,022 ) (6,227 ) 4,619 (1,461 ) 8,958 Total $ 16,728 $ 16,576 $ 44,694 The Company files its tax return on a consolidated basis with its subsidiaries, and its affiliated professional contractors file tax returns on an individual basis. The effective tax rate for continuing operations was 234.0%, 28.2% and 26.9% for the years ended December 31, 2020, 2019 and 2018, respectively. The increase in the effective tax rate for the year ended December 31, 2020 as compared to the years ended December 31, 2019 and 2018 was due to a significant reduction in pre-tax income as a result of the impacts from the transformational and restructuring related expenses and The differences between the effective rate and the United States federal income tax statutory rate are as follows: December 31, 2020 2019 2018 Tax at statutory rate 21.00 % 21.00 % 21.00 % State income tax, net of federal benefit 24.34 6.45 4.41 Non-deductible expenses 60.44 3.98 0.85 Equity compensation adjustments 98.61 6.45 0.78 Change in accrual estimates relating to uncertain tax positions 4.22 (9.63 ) (0.84 ) Change in valuation allowance 23.67 0.39 — Other, net 1.71 (0.45 ) 1.42 Change in tax law — — (0.71 ) Income tax provision 233.99 % 28.19 % 26.91 % All of the Company’s deferred tax assets and liabilities are classified as long-term. The significant components of deferred income tax assets and liabilities are as follows (in thousands): December 31, 2020 2019 Allowance for uncollectible accounts $ 79,755 $ 170,123 Reserves and accruals 64,445 54,685 Stock-based compensation 7,517 11,493 Operating loss and other carryforwards 16,767 6,691 Capital loss carryforwards 447,854 17,082 Operating lease assets 15,042 15,389 Property and equipment 3,044 3,986 Other 571 — Deferred tax assets before valuation allowance 634,995 279,449 Less: Valuation allowance (458,708 ) (19,286 ) Deferred tax assets, net of valuation allowance 176,287 260,163 Gross deferred tax liabilities: Amortization (152,969 ) (144,587 ) Accounting method changes (16,352 ) (71,532 ) Operating lease liabilities (14,057 ) (13,405 ) Other (183 ) (463 ) Total deferred tax liabilities (183,561 ) (229,987 ) $ (7,274 ) $ 30,176 The Company’s net deferred tax liabilities were $7.3 million as of December 31, 2020, as compared to net deferred tax assets of $30.2 million at December 31, 2019. The increase in net deferred tax liabilities of $37.5 million during the year ended December 31, 2020 was primarily related to a decrease in deferred tax assets related to allowance for uncollectible accounts partially offset by decrease in deferred tax liabilities for accounting method changes. For the years ended December 31, 2020, 2019 and 2018, income tax expense of $7.1 million, $3.8 million and $1.3 million, respectively, was recognized for excess tax deficiencies. For billion capital loss, from the sale of its anesthesiology services medical group, which will expire in 2025. Total capital loss carryforwards as of December 31, 2020 was As of December 31, 2020, 2019 and 2018, the Company’s liability for uncertain tax positions, excluding accrued interest and penalties, was The following table summarizes the activity related to the Company’s liability for uncertain tax positions for the years ended December 31, 2020, 2019 and 2018 (in thousands): Years Ended December 31, 2020 2019 2018 Balance at beginning of year $ 7,409 $ 11,185 $ 10,972 Increases related to prior year tax positions — 369 385 Decreases related to prior year tax positions (1,041 ) — — Increases related to current year tax positions 100 1,700 2,900 Decreases related to divestitures (300 ) — — Decreases related to lapse of statutes of limitation — (5,845 ) (3,072 ) Balance at end of year $ 6,168 $ 7,409 $ 11,185 During the year ended December 31, 2020, the Company decreased its liability for uncertain tax positions by $1.2 million, primarily related to a reduction in tax liability for prior year positions. During the year ended December 31, 2019, the Company decreased its liability for uncertain tax positions by $3.8 million, primarily related to expiration of statutes of limitation, partially offset by additional taxes on current and prior year positions. In addition, the Company anticipates that its liability for uncertain tax positions will decrease by $1.1 million over the next 12 months. The Company includes interest and penalties related to income tax liabilities in income tax expense. During the year ended December 31, 2020, the Company included $0.5 million of interest and penalties in income tax expense. The impact to income tax expense related to penalties and interest was not material during the years ended The Company is currently subject to U.S. Federal and various state income tax examinations for the tax years 2015 through 2019. |
Common and Common Equivalent Sh
Common and Common Equivalent Shares | 12 Months Ended |
Dec. 31, 2020 | |
Earnings Per Share [Abstract] | |
Common and Common Equivalent Shares | 15. Common and Common Equivalent Shares: The calculation of shares used in the basic and diluted net income per share calculation for the years ended December 31, 2020, 2019, and 2018 is as follows (in thousands): Years Ended December 31, 2020 2019 2018 Weighted average number of common shares outstanding 83,395 83,495 91,104 Weighted average number of dilutive common share equivalents (a) — 516 502 Weighted average number of common and common equivalent shares outstanding 83,395 84,011 91,606 Antidilutive securities not included in the diluted net income per common share calculation 1,034 516 214 (a) Due to a loss from continuing operations for the year ended December 31, 2020, no incremental shares are included because the effect would be antidilutive. |
Stock Incentive Plans and Stock
Stock Incentive Plans and Stock Purchase Plans | 12 Months Ended |
Dec. 31, 2020 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock Incentive Plans and Stock Purchase Plans | 16. Stock Incentive Plans and Stock Purchase Plans: The Company’s Amended and Restated 2008 Incentive Compensation Plan (the “A&R 2008 Incentive Plan”) provides for grants of stock options, stock appreciation rights, restricted stock, deferred stock, and other stock-related awards and performance awards that may be settled in cash, stock or other property. Under the A&R 2008 Incentive Plan, options to purchase shares of common stock may be granted at a price not less than the fair market value of the shares on the date of grant. The options must be exercised within 10 years from the date of grant and generally become exercisable on a pro rata basis over a three-year period from the date of grant. The Company issues new shares of its common stock upon exercise of its stock options. Restricted stock awards generally vest over periods of three years upon the fulfillment of specified service-based conditions and in certain instances performance-based conditions. Deferred stock awards generally vest upon the satisfaction of specified performance-based conditions and service-based conditions. The Company recognizes compensation expense related to its restricted stock, deferred stock awards and stock options ratably over the corresponding vesting periods. At December 31, 2020, the Company had 5.0 million shares available for future grants and awards under its Amended and Restated 2008 Incentive Plan. Under the Company’s 1996 Non-Qualified Employee Stock Purchase Plan, as amended (the “ESPP”), employees are permitted to purchase the Company’s common stock at 85% of market value on January 1st, April 1st, July 1st and October 1st of each year. Under the Company’s 2015 Each of the ESPP and the SPP provide for the issuance of an aggregate of 2.6 million shares of the Company’s common stock less the number of shares of common stock purchased under the other plan. The Company recognizes stock-based compensation expense for the discount received by participating employees and non-employee service providers. During the year ended December 31, 2020, 0.5 million shares in the aggregate were issued under the ESPP and SPP. At December 31, 2020, the Company had approximately 0.5 million shares in the aggregate reserved for issuance under the ESPP and SPP. The Company recognized $21.1 million, $33.4 million and $36.4 million of stock-based compensation expense related to its stock incentive plans, the ESPP and the SPP during the years ended December 31, 2020, 2019 and 2018, respectively. The activity related to the Company’s restricted stock and deferred stock awards and the corresponding weighted average grant-date fair values for the year ended December 31, 2020 are as follows: Number of Shares Weighted Non-vested shares at January 1, 2020 1,723,115 $ 40.77 Awarded 1,361,712 $ 23.54 Forfeited (173,455 ) $ 31.68 Vested (1,700,255 ) $ 34.88 Non-vested shares at December 31, 2020 1,211,117 $ 30.97 The aggregate fair value of the restricted and deferred stock that vested during the years ended December 31, 2020, 2019 and 2018 was The weighted average grant-date fair value of restricted and deferred stock awards that were granted during the years ended December 31, 2020, 2019 and 2018 was $23.54, $33.28 and $51.99, respectively. At December 31, 2020, the total stock-based compensation cost related to non-vested restricted and deferred stock remaining to be recognized as compensation expense over a weighted-average period of 1.8 years was $11.6 million. The Company granted various performance-based stock options during the year ended December 31, 2020 with vesting dependent on both continued employment and the achievement of various stock price hurdles over a period of three years. The Company used a Monte Carlo simulation analysis to estimate the fair value of each stock option on the date of grant during 2020. The Monte Carlo simulation uses a series of functions that define a range of possibilities, or probability density functions and repeatedly samples from the ranges of those possibilities. Finally, the model calculates and sums the weighted average results of all the iterations. The weighted average grant date fair value for the stock options granted in 2020 was $5.21. The key assumptions used in the Monte Carlo simulation analysis were expected volatility of 50%, expected term of three years and a discount rate using the three year U.S. Treasury bond rate. The activity and certain other information related to the Company’s outstanding stock option awards for the year ended December 31, 2020 are as follows: Number of Stock Options Weighted Average Exercise Price Weighted (in years) Aggregate Value (in millions) Outstanding at January 1, 2020 72,808 $ 32.49 Awarded 982,731 $ 16.99 Expired (56,248 ) $ 31.39 — Outstanding at December 31, 2020 999,291 $ 17.30 2.58 $ 7.4 Exercisable at December 31, 2020 16,560 $ 36.25 0.34 — The aggregate intrinsic value of stock options exercised during the years ended December 31, 2019 and 2018 were $0.6 million and $2.8 million, respectively. At December 31, 2020, the total stock-based compensation related to non-vested stock options remaining to be recognized as compensation expense over a weighted average period of approximately 2.6 years was $4.3 million. The cash proceeds received from the exercise of stock options for the years ended December 31, 2019 and 2018 were $0.1 million and $3.7 million, respectively. |
Common Stock Repurchase Program
Common Stock Repurchase Programs | 12 Months Ended |
Dec. 31, 2020 | |
Text Block [Abstract] | |
Common Stock Repurchase Programs | 17. Common Stock Repurchase Programs: In July 2013, the Company’s Board of Directors authorized the repurchase of shares of the Company’s common stock up to an amount sufficient to offset the dilutive impact from the issuance of shares under the Company’s equity compensation programs. The share repurchase program allows the Company to make open market purchases from time-to-time based on general economic and market conditions and trading restrictions. The repurchase program also allows for the repurchase of shares of the Company’s common stock to offset the dilutive impact from the issuance of shares, if any, related to the Company’s acquisition program. No shares were purchased under this program during the year ended December 31, 2020. In August 2018, the Company announced that its Board of Directors had authorized the repurchase of up to $500.0 million of the Company’s common stock in addition to its existing share repurchase program, of which $107.2 million remained available for repurchase as of January 1, 2020. Under this share repurchase program, during the twelve months ended December 31, 2020, the Company repurchased 0.5 million shares of its common stock for $8.5 million to satisfy minimum statutory withholding obligations in connection with the vesting of restricted stock. During the year ended December 31, 2019, the Company repurchased approximately 5.1 million shares of its common stock for $145.3 million, inclusive of 96,918 shares withheld to satisfy minimum statutory withholding obligations of $2.5 million in connection with the vesting of restricted stock during the year ended December 31, 2019. |
Retirement Plans
Retirement Plans | 12 Months Ended |
Dec. 31, 2020 | |
Retirement Benefits [Abstract] | |
Retirement Plans | 18. Retirement Plans: The Company maintains three qualified contributory savings plans as allowed under Section 401(k) of the Internal Revenue Code and Section 1165(e) of the Puerto Rico Income Tax Act of 1954 (the “401(k) Plans”). The 401(k) Plans permit participant contributions and allow elective and, in certain situations, non-elective Company contributions based on each participant’s contribution or a specified percentage of eligible wages. Participants may defer a percentage of their annual compensation subject to the limits defined in the 401(k) Plans. The Company |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 19. Commitments and Contingencies: The Company expects that audits, inquiries and investigations from government authorities and agencies will occur in the ordinary course of business. Such audits, inquiries and investigations and their ultimate resolutions, individually or in the aggregate, could have a material adverse effect on the Company’s business, financial condition, results of operations, cash flows and the trading price of its securities. The Company has not included an accrual for these matters as of December 31, 2020 in its Consolidated Financial Statements, as the variables affecting any potential eventual liability depend on the currently unknown facts and circumstances that arise out of, and are specific to, any particular future audit, inquiry and investigation and cannot be reasonably estimated at this time. In the ordinary course of business, the Company becomes involved in pending and threatened legal actions and proceedings, most of which involve claims of medical malpractice related to medical services provided by the Company’s affiliated physicians. The Company’s contracts with hospitals generally require the Company to indemnify them and their affiliates for losses resulting from the negligence of the Company’s affiliated physicians. The Company may also become subject to other lawsuits which could involve large claims and significant costs. The Company believes, based upon a review of pending actions and proceedings, that the outcome of such legal actions and proceedings will not have a material adverse effect on its business, financial condition, results of operations, cash flows and the trading price of its securities. The outcome of such actions and proceedings, however, cannot be predicted with certainty and an unfavorable resolution of one or more of them could have a material adverse effect on the Company’s business, financial condition, results of operations, cash flows and the trading price of its securities. Although the Company currently maintains liability insurance coverage intended to cover professional liability and certain other claims, the Company cannot assure that its insurance coverage will be adequate to cover liabilities arising out of claims asserted against it in the future where the outcomes of such claims are unfavorable. With respect to professional liability risk, the Company generally self-insures a portion of this risk through its wholly owned captive insurance subsidiary. Liabilities in excess of the Company’s insurance coverage, including coverage for professional liability and certain other claims, could have a material adverse effect on the Company’s business, financial condition, results of operations, cash flows and the trading price of its securities. |
Selected Quarterly Financial In
Selected Quarterly Financial Information | 12 Months Ended |
Dec. 31, 2020 | |
Quarterly Financial Information Disclosure [Abstract] | |
Selected Quarterly Financial Information | 20. Selected Quarterly Financial Information (Unaudited): The following tables set forth a summary of the Company’s selected quarterly financial information for each of the four quarters ended December 31, 2020 and 2019 (in thousands, except for per share data): 2020 Quarters First Second Third Fourth Net revenue $ 441,245 $ 415,441 $ 460,635 $ 416,630 Operating expenses: Practice salaries and benefits 316,279 282,985 309,904 284,772 Practice supplies and other operating expenses 23,842 20,173 22,440 24,235 General and administrative expenses 67,442 60,488 66,346 54,671 Depreciation and amortization 6,803 6,751 7,195 7,692 Transformational and restructuring related expenses 16,076 10,479 34,291 12,955 Total operating expenses 430,442 380,876 440,176 384,325 Income from operations 10,803 34,565 20,459 32,305 Investment and other (expense) income (1,046 ) 3,576 10,534 4,849 Interest expense (27,665 ) (28,265 ) (27,250 ) (27,302 ) Equity in earnings of unconsolidated affiliates 494 305 282 504 Total non-operating expenses (28,217 ) (24,384 ) (16,434 ) (21,949 ) (Loss) income from continuing operations before (17,414 ) 10,181 4,025 10,356 Income tax provision (1,085 ) (3,097 ) (6,677 ) (5,869 ) (Loss) income from continuing operations (18,499 ) 7,084 (2,652 ) 4,487 Loss from discontinued operations, net of tax (213 ) (679,520 ) (38,392 ) (68,783 ) Net loss $ (18,712 ) $ (672,436 ) $ (41,044 ) $ (64,296 ) Per common and common equivalent share data (1): (Loss) income from continuing operations: Basic $ (0.22 ) $ 0.08 $ (0.03 ) $ 0.05 Diluted $ (0.22 ) $ 0.08 $ (0.03 ) $ 0.05 Loss from discontinued operations: Basic $ — $ (8.14 ) $ (0.46 ) $ (0.81 ) Diluted $ — $ (8.11 ) $ (0.46 ) $ (0.81 ) Net loss: Basic $ (0.22 ) $ (8.06 ) $ (0.49 ) $ (0.76 ) Diluted $ (0.22 ) $ (8.03 ) $ (0.49 ) $ (0.76 ) Weighted average common shares: Basic 82,799 83,490 83,862 84,316 Diluted 82,799 83,744 83,862 85,082 (1) Basic and diluted per share amounts are computed for each of the periods presented. Accordingly, the sum of the quarterly per share amounts may not agree with the full year amount. 2019 Quarters First Second Third Fourth Net revenue $ 427,092 $ 439,154 $ 454,913 $ 458,600 Operating expenses: Practice salaries and benefits 294,753 284,627 301,306 300,073 Practice supplies and other operating expenses 24,705 25,402 22,581 23,223 General and administrative expenses 59,023 63,011 63,284 59,194 Depreciation and amortization 6,183 6,239 6,408 7,101 Transformational and restructuring related expenses 2,439 16,820 12,766 28,865 Total operating expenses 387,103 396,099 406,345 418,456 Income from operations 39,989 43,055 48,568 40,144 Investment and other income 1,249 726 802 909 Interest expense (30,349 ) (31,013 ) (29,909 ) (27,657 ) Equity in earnings of unconsolidated affiliates 464 503 786 517 Total non-operating expenses (28,636 ) (29,784 ) (28,321 ) (26,231 ) Income from continuing operations before 11,353 13,271 20,247 13,913 Income tax benefit (provision) 1,514 (6,744 ) (7,360 ) (3,986 ) Income from continuing operations 12,867 6,527 12,887 9,927 Loss from discontinued operations, net of tax (255,739 ) (14,772 ) (1,268,803 ) (596 ) Net (loss) income $ (242,872 ) $ (8,245 ) $ (1,255,916 ) $ 9,331 Per common and common equivalent share data (1): Income from continuing operations: Basic $ 0.15 $ 0.08 $ 0.16 $ 0.12 Diluted $ 0.15 $ 0.08 $ 0.16 $ 0.12 Loss from discontinued operations: Basic $ (2.97 ) $ (0.18 ) $ (15.39 ) $ (0.01 ) Diluted $ (2.96 ) $ (0.18 ) $ (15.31 ) $ (0.01 ) Net (loss) income: Basic $ (2.82 ) $ (0.10 ) $ (15.23 ) $ 0.11 Diluted $ (2.81 ) $ (0.10 ) $ (15.15 ) $ 0.11 Weighted average common shares: Basic 86,073 83,234 82,441 82,592 Diluted 86,545 83,689 82,883 83,288 (2) Basic and diluted per share amounts are computed for each of the periods presented. Accordingly, the sum of the quarterly per share amounts may not agree with the full year amount. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2020 | |
Accounting Policies [Abstract] | |
Principles of Presentation | Principles of Presentation The consolidated financial statements include all the accounts of the Company and its subsidiaries combined with the accounts of the affiliated professional contractors with which the Company currently has specific management arrangements. The Company’s agreements with affiliated professional contractors provide that the term of the arrangements are in most cases permanent, subject only to termination by the Company, except in the |
New Accounting Pronouncements | New Accounting Pronouncements In December 2019, accounting guidance related to income taxes was issued with the goal of enhancing and simplifying various aspects of the income tax accounting guidance, including requirements related to hybrid tax regimes, deferred taxes on step-up year-to-date |
Accounting Estimates and Assumptions | Accounting Estimates and Assumptions The preparation of financial statements in conformity with accounting principles generally accepted in the United States (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting periods. Significant estimates and assumptions are involved in the calculation of the Company’s allowance for contractual adjustments and uncollectibles on accounts receivable, liabilities for self-insured amounts and claims incurred but not reported related to the Company’s professional liability risks and the fair value of goodwill. Actual results could differ from those estimates. |
Segment Reporting | Segment Reporting The Company has one reportable segment, which is also its single reporting unit, for purposes of presenting financial information in accordance with the accounting guidance for segment reporting. The following table summarizes the Company’s net revenue from continuing operations by service line (in percentages): Years Ended 2020 2019 2018 Neonatology and other pediatric subspecialties 77 % 78 % 78 % Maternal-fetal medicine 18 % 17 % 16 % Pediatric cardiology 5 % 5 % 6 % 100 % 100 % 100 % |
Revenue Recognition | Revenue Recognition Patient service revenue is recognized at the time services are provided by the Company’s affiliated physicians. The Company’s performance obligations related to the delivery of services to patients are satisfied at the time of service. Accordingly, there are no performance obligations that are unsatisfied or partially unsatisfied at the end of the reporting period with respect to patient service revenue. Almost all of the Company’s patient service revenue is reimbursed by GHC Programs and third-party insurance payors. Payments for services rendered to the Company’s patients are generally less than billed charges. The Company monitors its revenue and receivables from these sources and records an estimated contractual allowance to properly account for the anticipated differences between billed and reimbursed amounts. Accordingly, patient service revenue is presented net of an estimated provision for contractual adjustments and uncollectibles. The Company estimates allowances for contractual adjustments and uncollectibles on accounts receivable based upon historical experience and other factors, including days sales outstanding (“DSO”) for accounts receivable, evaluation of expected adjustments and delinquency rates, past adjustments and collection experience in relation to amounts billed, an aging of accounts receivable, current contract and reimbursement terms, changes in payor mix and other relevant information. Contractual adjustments result from the difference between the physician rates for services performed and the reimbursements by GHC Programs and third-party insurance payors for such services. Collection of patient service revenue the Company expects to receive is normally a function of providing complete and correct billing information to the GHC Programs and third-party insurance payors within the various filing deadlines and typically occurs within 30 to 60 days of billing. Some of the Company’s hospital agreements require hospitals to pay the Company administrative fees. Some agreements provide for fees if the hospital does not generate sufficient patient volume in order to guarantee that the Company receives a specified minimum revenue level. The Company also receives fees from hospitals for administrative services performed by its affiliated physicians providing medical director or other services at the hospital. Accounts receivable are primarily amounts due under fee-for-service contracts from third-party payors, such as insurance companies, self-insured employers and patients and GHC Programs geographically dispersed throughout the United States and its territories. Concentration of credit risk relating to accounts receivable is limited by the number, diversity and geographic dispersion of the business units managed by the Company, as well as by the large number of patients and payors, including the various governmental agencies in the states in which the Company provides services. Receivables from GHC Programs made up approximately 22% and 21% of net accounts receivable related to continuing operations at December 31, 2020 and 2019, respectively. |
Cash and Cash Equivalents | Cash and Cash Equivalents Cash equivalents are defined as all highly liquid financial instruments with maturities of 90 days or less from the date of purchase. The Company’s cash equivalents typically consist of demand deposits, amounts on deposit in money market accounts, and funds invested in overnight repurchase agreements. Cash equivalent balances may, at certain times, exceed federally insured limits. Certain cash equivalents carried by the Company are subject to the fair value provisions of the accounting guidance for fair value measurements. See “Fair Value Measurements” below. |
Investments | Investments Investments consist primarily of corporate securities, municipal debt securities, federal home loan securities and certificates of deposit. The Company classifies its investments as available for sale. Although there is no stated expectation that the investments will be sold within one year, the investments are available for use, if needed, and accordingly are classified as short-term. Such investments are carried at fair value with any unrealized gains and losses reported as a component of other accumulated comprehensive income or loss. |
Property and Equipment | Property and Equipment Property and equipment are recorded at original purchase cost. Depreciation of property and equipment is computed using the straight-line method over the estimated useful lives of the underlying assets. Estimated useful lives are generally 30 years for buildings; th o earnings. |
Business Acquisitions | Business Acquisitions The Company accounts for all business acquisitions at fair value and expenses acquisition costs as they are incurred. Any identifiable assets acquired and liabilities assumed are recognized and measured at their respective fair values on the acquisition date. If information about facts and circumstances existing as of the acquisition date is incomplete at the end of the reporting period in which a business acquisition occurs, the Company will report provisional amounts for the items for which the accounting is incomplete. The measurement period ends once the Company receives sufficient information to finalize the fair values; however, the period will not exceed one year from the acquisition date. Any adjustments to provisional amounts that are identified during the measurement period are recognized in the reporting period in which the adjustment amounts are determined. In connection with certain acquisitions, the Company enters into agreements to pay additional amounts in cash or common stock based on the achievement of certain performance measures for up to five years ending after the acquisition dates. The Company measures this contingent consideration at fair value at the acquisition |
Goodwill and Other Intangible Assets | Goodwill and Other Intangible Assets The Company records acquired assets and assumed liabilities at their respective fair values under the acquisition method of accounting. Goodwill represents the excess of purchase price over the fair value of the net assets acquired. Intangible assets with finite lives, principally physician and hospital agreements, are recognized apart from goodwill at the time of acquisition based on the contractual-legal and separability criteria established in the accounting guidance. Intangible assets with finite lives are amortized on either an accelerated basis based on the annual undiscounted economic cash flows associated with the particular intangible asset or on a straight-line basis over their estimated useful lives. Intangible assets with finite lives are amortized over periods of one Goodwill is tested for impairment at a reporting unit level on at least an annual basis in accordance with the subsequent measurement provisions of the accounting guidance for goodwill. When testing goodwill for impairment, the Company may assess qualitative factors for its reporting units to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount, including goodwill. Alternatively, the Company may bypass this qualitative assessment and perform the quantitative goodwill impairment test. For 2020, the Company elected to perform the qualitative assessment, focused on various factors including macroeconomic conditions, market trends, specific reporting unit financial performance and other entity specific events, to determine if it was more likely than not that the fair value of its single reporting unit exceeded its carrying value, including goodwill. For 2019 and 2018, the Company bypassed The Company completed annual impairment tests for its continuing operations in the third quarter of 2020, 2019 and 2018 and determined that goodwill was not impaired. See Note 8 – Goodwill and Intangible Assets for more information. |
Long-Lived Assets | Long-Lived Assets The Company is required to evaluate long-lived assets, including intangible assets subject to amortization, whenever events or changes in circumstances indicate that the carrying value of the assets may not be fully recoverable. The recoverability of such assets is measured by a comparison of the carrying value of the assets to the future undiscounted cash flows before interest charges to be generated by the assets. If long-lived assets are impaired, the impairment to be recognized is measured as the excess of the carrying value over the fair value. Long-lived assets held for disposal are reported at the lower of the carrying value or fair value less disposal costs. |
Common Stock Repurchases | Common Stock RepurchasesThe Company repurchases shares of its common stock as authorized from time to time by its Board of Directors. The Company treats repurchased shares of its common stock as retired as any repurchased shares become authorized but unissued shares. The reacquisition cost of repurchased shares is recorded as a reduction in the respective components of shareholders’ equity. |
Professional Liability Coverage | Professional Liability Coverage The Company maintains professional liability insurance policies with third-party insurers generally on a claims-made basis, subject to deductibles or self-insured retention, exclusions and other restrictions. The Company’s self-insured retention under its professional liability insurance program is maintained primarily through a wholly owned captive insurance subsidiary. The Company records an estimate of liabilities for self-insured amounts and claims incurred but not reported based on an actuarial valuation using historical loss information, claim emergence patterns and various actuarial assumptions. Liabilities for claims incurred but not reported are not discounted. |
Income Taxes | Income Taxes The Company records deferred income taxes using the liability method, whereby deferred tax assets and liabilities are determined based on the difference between the financial statement and tax bases of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. If it is more likely than not that all or a portion of deferred tax assets will not be realized, a valuation allowance is provided against such deferred tax assets. In making such determination, the Company considers all available positive and negative evidence, including future reversals of existing taxable temporary differences, projected future taxable income, tax-planning strategies, and results of recent operations. The accounting guidance for uncertain tax positions prescribes a recognition threshold and measurement attribute for financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. The guidance also requires policy disclosures regarding penalties and interest and extensive disclosures regarding increases and decreases in uncertain tax positions as a result of tax positions taken in a current or prior period, settlements with taxing authorities and any lapse of an applicable statute of limitations. Additional qualitative discussion is required for any tax position that may result in a significant increase or decrease in uncertain tax positions within a 12-month period from the Company’s reporting date. |
Stock Incentive Plans | Stock Incentive Plans The Company grants stock-based awards consisting primarily of restricted stock to key employees under its Amended and Restated 2008 Incentive Compensation Plan. The Company measures the cost of employee services received in exchange for stock-based awards based on grant-date fair value and allocates the resulting compensation expense over the corresponding requisite service period using the graded vesting attribution method. The Company also performs analyses to estimate forfeitures of stock-based awards on an annual basis and adjusts the estimates as necessary based on the number of awards that ultimately vest. |
Net Income Per Common Share | Net Income Per Common Share Basic net income per common share is calculated by dividing net income by the weighted average number of common shares outstanding during the period. Diluted net income per common share is calculated by dividing net income by the weighted average number of common and potential common shares outstanding during the period. Potential common shares consist of outstanding restricted stock, deferred stock and stock options and is calculated using the treasury stock method. |
Fair Value Measurements | Fair Value Measurements The accounting guidance establishes a fair value hierarchy that prioritizes valuation inputs into three levels based on the extent to which inputs used in measuring fair value are observable in the market. Each fair value measurement is reported in one of three levels: Level 1 – inputs are based upon unadjusted quoted prices for identical instruments traded in active markets. Level 2 – inputs are based upon quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active, and model-based valuation techniques for which all significant assumptions are observable in the market or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Level 3 – inputs are generally unobservable and typically reflect management’s estimates of assumptions that market participants would use in pricing the asset or liability. The fair values are therefore determined using model-based techniques that include option pricing models, discounted cash flow models, and similar techniques. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Accounting Policies [Abstract] | |
Schedule of Net Revenue by Service Line | The following table summarizes the Company’s net revenue from continuing operations by service line (in percentages): Years Ended 2020 2019 2018 Neonatology and other pediatric subspecialties 77 % 78 % 78 % Maternal-fetal medicine 18 % 17 % 16 % Pediatric cardiology 5 % 5 % 6 % 100 % 100 % 100 % |
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis | The following table presents information about the Company’s financial instruments that are accounted for at fair value on a recurring basis at December 31, 2020 and 2019 (in thousands): Fair Value Fair Value December 31, December 31, Assets: Money market funds Level 1 $ 1,010 $ 16,775 Short-term investments Level 2 104,870 74,510 Mutual funds Level 1 15,841 14,264 |
Financial Instruments Measured At Carrying Amount | The following table presents information about the Company’s financial instruments that are not carried at fair value at December 31, 2020 and 2019 (in thousands): December 31, 2020 December 31, 2019 Carrying Fair Value Carrying Fair Value Liabilities: 2023 Notes 750,000 756,225 750,000 766,875 2027 Notes 1,000,000 1,070,000 500,000 1,025,600 |
Investments (Tables)
Investments (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Investments, Debt and Equity Securities [Abstract] | |
Schedule of Investments | Investments held are summarized as follows (in thousands): December 31, 2020 2019 Corporate securities $ 71,095 $ 32,962 Municipal debt securities 18,707 29,066 Federal home loan securities 8,017 8,013 Certificates of deposit 5,991 4,469 U.S. Treasury securities 1,060 — $ 104,870 $ 74,510 |
Accounts Receivable and Net R_2
Accounts Receivable and Net Revenue (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Text Block [Abstract] | |
Schedule of Accounts Receivable, Net | Accounts receivable, net consists of the following (in thousands): December 31, 2020 2019 Gross accounts receivable $ 1,106,394 $ 1,750,264 Allowance for contractual adjustments and uncollectibles (864,463 ) (1,315,998 ) $ 241,931 $ 434,266 |
Schedule of Net Revenue | Net revenue consists of the following (in thousands): Years Ended December 31, 2020 2019 2018 Net patient service revenue $ 1,481,331 $ 1,567,624 $ 1,529,561 Hospital contract administrative fees 218,495 197,340 181,050 Other revenue 34,125 14,795 12,496 $ 1,733,951 $ 1,779,759 $ 1,723,107 |
Schedule of Percentage of Net Revenue | The following is a summary of the Company’s payor mix, expressed as a percentage of net revenue, exclusive of administrative fees and other miscellaneous revenue, for the periods indicated: Years Ended December 31, 2020 2019 2018 Contracted managed care 68 % 68 % 67 % Government 27 % 26 % 26 % Other third-parties 4 % 5 % 6 % Private-pay patients 1 % 1 % 1 % 100 % 100 % 100 % |
Property and Equipment (Tables)
Property and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property and Equipment | Property and equipment consists of the following (in thousands): December 31, 2020 2019 Building $ 26,934 $ 26,934 Land 6,683 6,683 Equipment and other 203,017 192,004 236,634 225,621 Accumulated depreciation (160,443 ) (152,944 ) $ 76,191 $ 72,677 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Summary of Intangible Assets, Net | Intangible assets, net, consist of the following (in thousands): December 31, 2020 Gross Accumulated Net Physician and hospital agreements $ 107,246 $ (83,089 ) $ 24,157 Other technology 5,197 (2,712 ) 2,485 $ 112,443 $ (85,801 ) $ 26,642 December 31, 2019 Gross Accumulated Net Physician and hospital agreements $ 99,828 $ (73,506 ) $ 26,322 O 3,682 (1,417 ) 2,265 $ 103,510 $ (74,923 ) $ 28,587 |
Amortization Expenses for Existing Intangible Assets for the Next Five Years | Amortization expense for existing intangible assets for the next five years is expected to be as follows (in thousands): 2021 $ 7,117 2022 5,245 2023 4,264 2024 2,883 2025 1,966 |
Accounts Payable and Accrued _2
Accounts Payable and Accrued Expenses (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Payables and Accruals [Abstract] | |
Schedule of Accounts Payable and Accrued Expenses | Accounts payable and accrued expenses consist of the following (in thousands): December 31, 2020 2019 Accounts payable $ 59,771 $ 35,410 Accrued salaries and incentive compensation 184,849 193,631 Accrued payroll taxes and benefits 43,945 54,768 Accrued professional liabilities 50,607 44,699 Accrued interest 32,721 32,910 Other accrued expenses 51,264 49,219 $ 423,157 $ 410,637 |
Operating Leases (Tables)
Operating Leases (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Leases [Abstract] | |
Operating Lease Related Assets And Liabilities And Other Related Information | The table below presents the operating lease-related right-of-use assets and related liabilities recorded on the Company’s balance sheet and the weighted average remaining lease term and discount rate as of December 31, 2020 and 2019 (dollars in thousands): December 31, 2020 2019 Assets: Operating lease right-of-use assets $ 44,926 $ 56,413 Liabilities: Current portion of operating lease liabilities 18,933 18,254 Long-term portion of operating lease liabilities 40,970 44,643 Other Information: Weighted-average remaining lease term 4.0 years 4.2 years Weighted average discount rate 5.0 % 5.0 % |
Lease, Cost | The table below presents certain information related to the lease costs for operating leases during the years ended December 31, 2020 and 2019 (in thousands): December 31, 2020 2019 Operating lease costs $ 20,972 $ 23,085 Variable lease costs 4,519 3,102 Other equipment rent 4,128 3,931 Other operating lease costs 684 933 Total operating lease costs $ 30,303 $ 31,051 |
Operating Leases Cash Flow Related Information | The table below presents supplemental cash flow information related to operating leases during the years ended December 31, 2020 and 2019 (in thousands): December 31, 2020 December 31, 2019 Operating cash flows for operating leases $ 27,933 $ 28,722 |
Lessee, Operating Lease, Liability, Maturity | The table below reconciles the undiscounted cash flows for each of the first five years and total of the remaining years to the operating lease liabilities recorded on the balance sheet as of December 31, 2020 (in thousands): December 31, 2020 2021 $ 19,681 2022 16,584 2023 12,397 2024 8,125 2025 4,063 Thereafter 3,877 Total minimum lease payments 64,727 Less: Amount of payments representing interest (4,824 ) Present value of future minimum lease payments 59,903 Less: Current obligations (18,933 ) Long-term portion of operating leases $ 40,970 |
Accrued Professional Liabilit_2
Accrued Professional Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Health Care Organizations [Abstract] | |
Schedule of Accrued Professional Liability | The activity related to the Company’s accrued professional liability for continuing operations, excluding the retained professional liabilities related to the Company’s former anesthesiology and radiology medical groups, for the years ended December 31, 2020, 2019, and 2018 is as follows (in thousands): Years Ended December 31, 2020 2019 2018 Balance at beginning of year $ 151,397 $ 128,799 $ 138,643 Liabilities recognized, offset by insurance R 3,922 10,354 — Provision (adjustment) for losses related to: Current year 45,674 42,733 37,203 Prior years (1,551 ) (7,766 ) (7,087 ) Total provision for losses 44,123 34,967 30,116 Claim payments related to: Current year (59 ) (33 ) (50 ) Prior years (24,580 ) (22,690 ) (39,910 ) Total payments (24,639 ) (22,723 ) (39,960 ) Balance at end of year $ 174,803 $ 151,397 $ 128,799 |
Line of Credit, Long-Term Deb_2
Line of Credit, Long-Term Debt and Finance Lease Obligations (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Debt Disclosure [Abstract] | |
Schedule of Long-Term Debt | The carrying value of the Company’s long-term debt was $1.7 billion at December 31, 2020 and 2019 and consisted of the following (in thousands): December 31, 2020 Principal Unamortized Total Senior notes $ 1,750,000 $ (16,343 ) $ 1,733,657 Revolving line of credit — (2,260 ) (2,260 ) Total $ 1,750,000 $ (18,603 ) $ 1,731,397 December 31, 2019 Principal Unamortized Total Senior notes $ 1,750,000 $ (19,762 ) $ 1,730,238 Revolving line of credit — (2,664 ) (2,664 ) Total $ 1,750,000 $ (22,426 ) $ 1,727,574 |
Summary of Estimated Fair Value of Notes | The estimated fair value of the Company’s 2023 Notes and 2027 Notes were estimated using trading prices as of December 31, 2020 and 2019, respectively, as Level 2 inputs to estimate fair value and are summarized as follows (in thousands): December 31, 2020 2019 2023 Notes $ 756,225 $ 766,875 2027 Notes 1,070,000 1,025,600 |
Schedule of Financial Lease Obligations | The Company’s finance lease obligations , related to equipment used in its newborn hearing screen program, consist of the following (in thousands): December 31, 2020 2019 Finance lease obligations $ 11,118 $ — Less: Current portion (2,219 ) — Long-term portion $ 8,899 $ — |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | |
Summary of Components of Income Tax Provision | The components of the income tax provision (benefit) are as follows (in thousands): December 31, 2020 2019 2018 Federal: Current $ (16,610 ) $ 63,697 $ 65,403 Deferred 28,719 (45,660 ) (29,667 ) 12,109 18,037 35,736 State: Current (2,954 ) 8,561 15,185 Deferred 7,573 (10,022 ) (6,227 ) 4,619 (1,461 ) 8,958 Total $ 16,728 $ 16,576 $ 44,694 |
Schedule of Differences Between Effective Rate and United States Federal Income Tax Statutory Rate | The differences between the effective rate and the United States federal income tax statutory rate are as follows: December 31, 2020 2019 2018 Tax at statutory rate 21.00 % 21.00 % 21.00 % State income tax, net of federal benefit 24.34 6.45 4.41 Non-deductible expenses 60.44 3.98 0.85 Equity compensation adjustments 98.61 6.45 0.78 Change in accrual estimates relating to uncertain tax positions 4.22 (9.63 ) (0.84 ) Change in valuation allowance 23.67 0.39 — Other, net 1.71 (0.45 ) 1.42 Change in tax law — — (0.71 ) Income tax provision 233.99 % 28.19 % 26.91 % |
Significant Components of Deferred Income Tax Assets and Liabilities | All of the Company’s deferred tax assets and liabilities are classified as long-term. The significant components of deferred income tax assets and liabilities are as follows (in thousands): December 31, 2020 2019 Allowance for uncollectible accounts $ 79,755 $ 170,123 Reserves and accruals 64,445 54,685 Stock-based compensation 7,517 11,493 Operating loss and other carryforwards 16,767 6,691 Capital loss carryforwards 447,854 17,082 Operating lease assets 15,042 15,389 Property and equipment 3,044 3,986 Other 571 — Deferred tax assets before valuation allowance 634,995 279,449 Less: Valuation allowance (458,708 ) (19,286 ) Deferred tax assets, net of valuation allowance 176,287 260,163 Gross deferred tax liabilities: Amortization (152,969 ) (144,587 ) Accounting method changes (16,352 ) (71,532 ) Operating lease liabilities (14,057 ) (13,405 ) Other (183 ) (463 ) Total deferred tax liabilities (183,561 ) (229,987 ) $ (7,274 ) $ 30,176 |
Schedule of Activity Related to Gross Unrecognized Tax Benefits | The following table summarizes the activity related to the Company’s liability for uncertain tax positions for the years ended December 31, 2020, 2019 and 2018 (in thousands): Years Ended December 31, 2020 2019 2018 Balance at beginning of year $ 7,409 $ 11,185 $ 10,972 Increases related to prior year tax positions — 369 385 Decreases related to prior year tax positions (1,041 ) — — Increases related to current year tax positions 100 1,700 2,900 Decreases related to divestitures (300 ) — — Decreases related to lapse of statutes of limitation — (5,845 ) (3,072 ) Balance at end of year $ 6,168 $ 7,409 $ 11,185 |
Common and Common Equivalent _2
Common and Common Equivalent Shares (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Earnings Per Share [Abstract] | |
Schedule of Calculation of Shares Used in Basic and Diluted Net Income Per Share | The calculation of shares used in the basic and diluted net income per share calculation for the years ended December 31, 2020, 2019, and 2018 is as follows (in thousands): Years Ended December 31, 2020 2019 2018 Weighted average number of common shares outstanding 83,395 83,495 91,104 Weighted average number of dilutive common share equivalents (a) — 516 502 Weighted average number of common and common equivalent shares outstanding 83,395 84,011 91,606 Antidilutive securities not included in the diluted net income per common share calculation 1,034 516 214 (a) Due to a loss from continuing operations for the year ended December 31, 2020, no incremental shares are included because the effect would be antidilutive. |
Stock Incentive Plans and Sto_2
Stock Incentive Plans and Stock Purchase Plans (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule of Restricted Stock and Deferred Stock Awards | The activity related to the Company’s restricted stock and deferred stock awards and the corresponding weighted average grant-date fair values for the year ended December 31, 2020 are as follows: Number of Shares Weighted Non-vested shares at January 1, 2020 1,723,115 $ 40.77 Awarded 1,361,712 $ 23.54 Forfeited (173,455 ) $ 31.68 Vested (1,700,255 ) $ 34.88 Non-vested shares at December 31, 2020 1,211,117 $ 30.97 |
Schedule of Activity and Certain Other Information Related to Stock Option Awards | The activity and certain other information related to the Company’s outstanding stock option awards for the year ended December 31, 2020 are as follows: Number of Stock Options Weighted Average Exercise Price Weighted (in years) Aggregate Value (in millions) Outstanding at January 1, 2020 72,808 $ 32.49 Awarded 982,731 $ 16.99 Expired (56,248 ) $ 31.39 — Outstanding at December 31, 2020 999,291 $ 17.30 2.58 $ 7.4 Exercisable at December 31, 2020 16,560 $ 36.25 0.34 — |
Selected Quarterly Financial _2
Selected Quarterly Financial Information (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Quarterly Financial Information Disclosure [Abstract] | |
Summary of Company's Selected Quarterly Financial Information | The following tables set forth a summary of the Company’s selected quarterly financial information for each of the four quarters ended December 31, 2020 and 2019 (in thousands, except for per share data): 2020 Quarters First Second Third Fourth Net revenue $ 441,245 $ 415,441 $ 460,635 $ 416,630 Operating expenses: Practice salaries and benefits 316,279 282,985 309,904 284,772 Practice supplies and other operating expenses 23,842 20,173 22,440 24,235 General and administrative expenses 67,442 60,488 66,346 54,671 Depreciation and amortization 6,803 6,751 7,195 7,692 Transformational and restructuring related expenses 16,076 10,479 34,291 12,955 Total operating expenses 430,442 380,876 440,176 384,325 Income from operations 10,803 34,565 20,459 32,305 Investment and other (expense) income (1,046 ) 3,576 10,534 4,849 Interest expense (27,665 ) (28,265 ) (27,250 ) (27,302 ) Equity in earnings of unconsolidated affiliates 494 305 282 504 Total non-operating expenses (28,217 ) (24,384 ) (16,434 ) (21,949 ) (Loss) income from continuing operations before (17,414 ) 10,181 4,025 10,356 Income tax provision (1,085 ) (3,097 ) (6,677 ) (5,869 ) (Loss) income from continuing operations (18,499 ) 7,084 (2,652 ) 4,487 Loss from discontinued operations, net of tax (213 ) (679,520 ) (38,392 ) (68,783 ) Net loss $ (18,712 ) $ (672,436 ) $ (41,044 ) $ (64,296 ) Per common and common equivalent share data (1): (Loss) income from continuing operations: Basic $ (0.22 ) $ 0.08 $ (0.03 ) $ 0.05 Diluted $ (0.22 ) $ 0.08 $ (0.03 ) $ 0.05 Loss from discontinued operations: Basic $ — $ (8.14 ) $ (0.46 ) $ (0.81 ) Diluted $ — $ (8.11 ) $ (0.46 ) $ (0.81 ) Net loss: Basic $ (0.22 ) $ (8.06 ) $ (0.49 ) $ (0.76 ) Diluted $ (0.22 ) $ (8.03 ) $ (0.49 ) $ (0.76 ) Weighted average common shares: Basic 82,799 83,490 83,862 84,316 Diluted 82,799 83,744 83,862 85,082 (1) Basic and diluted per share amounts are computed for each of the periods presented. Accordingly, the sum of the quarterly per share amounts may not agree with the full year amount. 2019 Quarters First Second Third Fourth Net revenue $ 427,092 $ 439,154 $ 454,913 $ 458,600 Operating expenses: Practice salaries and benefits 294,753 284,627 301,306 300,073 Practice supplies and other operating expenses 24,705 25,402 22,581 23,223 General and administrative expenses 59,023 63,011 63,284 59,194 Depreciation and amortization 6,183 6,239 6,408 7,101 Transformational and restructuring related expenses 2,439 16,820 12,766 28,865 Total operating expenses 387,103 396,099 406,345 418,456 Income from operations 39,989 43,055 48,568 40,144 Investment and other income 1,249 726 802 909 Interest expense (30,349 ) (31,013 ) (29,909 ) (27,657 ) Equity in earnings of unconsolidated affiliates 464 503 786 517 Total non-operating expenses (28,636 ) (29,784 ) (28,321 ) (26,231 ) Income from continuing operations before 11,353 13,271 20,247 13,913 Income tax benefit (provision) 1,514 (6,744 ) (7,360 ) (3,986 ) Income from continuing operations 12,867 6,527 12,887 9,927 Loss from discontinued operations, net of tax (255,739 ) (14,772 ) (1,268,803 ) (596 ) Net (loss) income $ (242,872 ) $ (8,245 ) $ (1,255,916 ) $ 9,331 Per common and common equivalent share data (1): Income from continuing operations: Basic $ 0.15 $ 0.08 $ 0.16 $ 0.12 Diluted $ 0.15 $ 0.08 $ 0.16 $ 0.12 Loss from discontinued operations: Basic $ (2.97 ) $ (0.18 ) $ (15.39 ) $ (0.01 ) Diluted $ (2.96 ) $ (0.18 ) $ (15.31 ) $ (0.01 ) Net (loss) income: Basic $ (2.82 ) $ (0.10 ) $ (15.23 ) $ 0.11 Diluted $ (2.81 ) $ (0.10 ) $ (15.15 ) $ 0.11 Weighted average common shares: Basic 86,073 83,234 82,441 82,592 Diluted 86,545 83,689 82,883 83,288 (2) Basic and diluted per share amounts are computed for each of the periods presented. Accordingly, the sum of the quarterly per share amounts may not agree with the full year amount. |
Coronavirus Pandemic ("COVID-_2
Coronavirus Pandemic ("COVID-19") - Additional Information (Detail) - USD ($) $ in Millions | Mar. 27, 2020 | Mar. 25, 2020 | Dec. 31, 2020 |
Line of credit remaining borrowing capacity | $ 899.9 | ||
Senior Unsecurd Notes 2023 [Member] | |||
Debt Instrument Interest Rate | 5.25% | ||
Senior Unsecurd Notes 2027 [Member] | |||
Debt Instrument Interest Rate | 6.25% | ||
Credit Agreement [Member] | Maximum [Member] | |||
Leverage ratio | 5.00:1:00 | ||
Credit Agreement [Member] | Minimum [Member] | |||
Leverage ratio | 4.50:1:00 | ||
Letters of Credit [Member] | |||
Letters of credit | $ 0.1 | ||
Forecast For Second And Third Quarters Of 2020 [Member] | Credit Agreement [Member] | |||
Deemed Consolidated EBITDA | $ 139.2 | ||
Forecast For Second And Third Quarters Of 2020 [Member] | Credit Agreement [Member] | Maximum [Member] | |||
Leverage ratio | 5.00:1:00 | ||
Forecast For Second And Third Quarters Of 2020 [Member] | Credit Agreement [Member] | Minimum [Member] | |||
Leverage ratio | 4.50:1:00 | ||
Forecast For Fourth Quarter Of 2020 [Member] | Credit Agreement [Member] | |||
Leverage ratio | 4.75:1:00 | ||
Forecast For First Quarter Of 2021 [Member] | Credit Agreement [Member] | |||
Leverage ratio | 2020 | ||
Forecast For Second Quarter Of 2021 [Member] | Credit Agreement [Member] | |||
Line Of Credit Facility Minimum Availability Under Credit Agreement | $ 300 | ||
Forecast For Third Quarter Of 2021 [Member] | Credit Agreement [Member] | |||
Line Of Credit Facility Minimum Availability Under Credit Agreement | $ 300 | ||
COVID-19 [Member] | |||
Reimbursement of Lost Revenue | $ 100,000 | ||
Proceeds From Contribution In Aid Of Reimbursement of Lost Revenue | $ 22 | ||
Deferred Payment Of Social Security Taxes | % | 50.00% | ||
COVID-19 [Member] | Rural Area [Member] | |||
Reimbursement of Lost Revenue | $ 70,000 | ||
COVID-19 [Member] | Executive Officer [Member] | |||
Decrease In Salary | % | 50.00% |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Additional Information (Detail) | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Aug. 31, 2020 | |
Summary Of Significant Accounting Policies [Line Items] | |||
Cash and cash equivalents maturity description | 90 | ||
Additional amounts to be paid in cash or common stock based on achievement of performance measures within period, maximum years | 5 years | ||
Unnamed Corporate Joint Venture One [Member] | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Equity method ownership percentage in joint venture | 37.50% | ||
Unnamed Corporate Joint Venture Two [Member] | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Equity method ownership percentage in joint venture | 51.00% | ||
Government Contracts Concentration Risk [Member] | Accounts Receivable [Member] | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Percentage of net accounts receivable | 22.00% | 21.00% | |
Buildings [Member] | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Property and equipment estimated useful lives, years | 30 years | ||
Maximum [Member] | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Short-Term investments maturity period, in years | 1 year | ||
Intangible assets finite lives | 20 years | ||
Maximum [Member] | Medical Equipment [Member] | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Property and equipment estimated useful lives, years | 7 years | ||
Maximum [Member] | Computer Equipment [Member] | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Property and equipment estimated useful lives, years | 7 years | ||
Maximum [Member] | Software and Software Development Costs [Member] | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Property and equipment estimated useful lives, years | 7 years | ||
Maximum [Member] | Furniture [Member] | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Property and equipment estimated useful lives, years | 7 years | ||
Minimum [Member] | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Intangible assets finite lives | 1 year | ||
Minimum [Member] | Medical Equipment [Member] | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Property and equipment estimated useful lives, years | 3 years | ||
Minimum [Member] | Computer Equipment [Member] | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Property and equipment estimated useful lives, years | 3 years | ||
Minimum [Member] | Software and Software Development Costs [Member] | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Property and equipment estimated useful lives, years | 3 years | ||
Minimum [Member] | Furniture [Member] | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Property and equipment estimated useful lives, years | 3 years |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Schedule of Net Revenue by Service Line (Detail) - Product Concentration Risk [Member] - Sales Revenue, Services, Net [Member] | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Segment Reporting Information [Line Items] | |||
Net revenue in percentage | 100.00% | 100.00% | 100.00% |
Neonatology and Other Pediatric Subspecialties [Member] | |||
Segment Reporting Information [Line Items] | |||
Net revenue in percentage | 77.00% | 78.00% | 78.00% |
Maternal-Fetal Medicine [Member] | |||
Segment Reporting Information [Line Items] | |||
Net revenue in percentage | 18.00% | 17.00% | 16.00% |
Pediatric Cardiology [Member] | |||
Segment Reporting Information [Line Items] | |||
Net revenue in percentage | 5.00% | 5.00% | 6.00% |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Schedule of fair value on a recurring basis (Detail) - Fair Value, Measurements, Recurring [Member] - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Fair Value, Inputs, Level 1 [Member] | ||
Assets: | ||
Money market funds | $ 1,010 | $ 16,775 |
Mutual funds | 15,841 | 14,264 |
Fair Value, Inputs, Level 2 [Member] | ||
Assets: | ||
Short-term investments | $ 104,870 | $ 74,510 |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies - Schedule of financial instruments that are not carried at fair value (Detail) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
2023 Notes [Member] | ||
Liabilities: | ||
Notes Payable | $ 750,000 | $ 750,000 |
Liabilities: | ||
Notes Payable Fair Value Disclosure | 756,225 | 766,875 |
2027 Notes [Member] | ||
Liabilities: | ||
Notes Payable | 1,000,000 | 500,000 |
Liabilities: | ||
Notes Payable Fair Value Disclosure | $ 1,070,000 | $ 1,025,600 |
Investments - Schedule of Inves
Investments - Schedule of Investments (Detail) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Schedule of Avaliable-For-Sale Securities [Line Items] | ||
Available-for-sale Securities | $ 104,870 | $ 74,510 |
Corporate Securities [Member] | ||
Schedule of Avaliable-For-Sale Securities [Line Items] | ||
Available-for-sale Securities | 71,095 | 32,962 |
Municipal Debt Securities [Member] | ||
Schedule of Avaliable-For-Sale Securities [Line Items] | ||
Available-for-sale Securities | 18,707 | 29,066 |
Federal Home Loan Securities [Member] | ||
Schedule of Avaliable-For-Sale Securities [Line Items] | ||
Available-for-sale Securities | 8,017 | 8,013 |
Certificates of Deposit [Member] | ||
Schedule of Avaliable-For-Sale Securities [Line Items] | ||
Available-for-sale Securities | 5,991 | 4,469 |
US Treasury Securities [Member] | ||
Schedule of Avaliable-For-Sale Securities [Line Items] | ||
Available-for-sale Securities | $ 1,060 | $ 0 |
Accounts Receivable and Net R_3
Accounts Receivable and Net Revenue - Schedule of Accounts Receivable, Net (Detail) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Receivables [Abstract] | ||
Gross accounts receivable | $ 1,106,394 | $ 1,750,264 |
Allowance for contractual adjustments and uncollectibles | (864,463) | (1,315,998) |
Accounts receivable, net | $ 241,931 | $ 434,266 |
Accounts Receivable and Net R_4
Accounts Receivable and Net Revenue - Schedule of Net Revenue (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Disaggregation of Revenue [Abstract] | |||||||||||
Net revenue | $ 416,630 | $ 460,635 | $ 415,441 | $ 441,245 | $ 458,600 | $ 454,913 | $ 439,154 | $ 427,092 | $ 1,733,951 | $ 1,779,759 | $ 1,723,107 |
Net patient service revenue [Member] | |||||||||||
Disaggregation of Revenue [Abstract] | |||||||||||
Net revenue | 1,481,331 | 1,567,624 | 1,529,561 | ||||||||
Hospital contract administrative fees [Member] | |||||||||||
Disaggregation of Revenue [Abstract] | |||||||||||
Net revenue | 218,495 | 197,340 | 181,050 | ||||||||
Other revenue [Member] | |||||||||||
Disaggregation of Revenue [Abstract] | |||||||||||
Net revenue | $ 34,125 | $ 14,795 | $ 12,496 |
Accounts Receivable and Net R_5
Accounts Receivable and Net Revenue - Schedule of Net Patient Service Revenue by Type of Payor (Detail) | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Health Care Organization, Receivable and Revenue Disclosures [Line Items] | |||
Percentage of net patient service revenue | 100.00% | 100.00% | 100.00% |
Contracted Managed Care [Member] | |||
Health Care Organization, Receivable and Revenue Disclosures [Line Items] | |||
Percentage of net patient service revenue | 68.00% | 68.00% | 67.00% |
Government [Member] | |||
Health Care Organization, Receivable and Revenue Disclosures [Line Items] | |||
Percentage of net patient service revenue | 27.00% | 26.00% | 26.00% |
Other Third-Parties [Member] | |||
Health Care Organization, Receivable and Revenue Disclosures [Line Items] | |||
Percentage of net patient service revenue | 4.00% | 5.00% | 6.00% |
Private-Pay Patients [Member] | |||
Health Care Organization, Receivable and Revenue Disclosures [Line Items] | |||
Percentage of net patient service revenue | 1.00% | 1.00% | 1.00% |
Property Plant and Equipment -
Property Plant and Equipment - Schedule of Property and Equipment (Detail) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Property, Plant and Equipment [Abstract] | ||
Building | $ 26,934 | $ 26,934 |
Land | 6,683 | 6,683 |
Equipment and other | 203,017 | 192,004 |
Property and equipment, gross | 236,634 | 225,621 |
Accumulated depreciation | (160,443) | (152,944) |
Property and equipment, net | $ 76,191 | $ 72,677 |
Property and Equipment - Additi
Property and Equipment - Additional Information (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Property, Plant and Equipment [Line Items] | |||
Recorded depreciation expense | $ 19.3 | $ 18.7 | $ 17.8 |
Business Combinations - Additio
Business Combinations - Additional Information (Detail) $ in Millions | 12 Months Ended | |
Dec. 31, 2020USD ($)Number | Dec. 31, 2019USD ($)Number | |
Business Acquisition [Line Items] | ||
Total business acquisition consideration | $ 47 | |
Contingent consideration payments related to prior-period acquisitions | $ 0 | $ 1.8 |
Number Of Physician Group Practices Acquired | Number | 8 | |
Number Of Neonatology Practices Acquired | Number | 2 | |
Number Of Pediatric Subspecialty Practices Acquired | Number | 1 | 4 |
Number Of Radiology Practices Acquired | Number | 2 | |
Accrued Purchase Consideration | $ 0.3 | |
Physician Group [Member] | ||
Business Acquisition [Line Items] | ||
Goodwill | 36.5 | |
Other intangible assets | 10.5 | |
Fixed assets | $ 0.2 | |
Pediatric Subspecialty Practice [Member] | ||
Business Acquisition [Line Items] | ||
Total business acquisition consideration | $ 2.1 | |
Goodwill | 0.8 | |
Other intangible assets | 1.3 | |
Business acquisition consiideration paid in cash | 1.9 | |
Business acquisitions contingent consideration liability | $ 0.2 |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Goodwill And Other Intangible Assets [Line Items] | |||
Goodwill | $ 1,477,968 | $ 1,479,850 | |
Intangible assets related to acquisitions | 1,300 | ||
Amortization expense for intangible assets | $ 7,600 | $ 7,300 | $ 6,800 |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets - Summary of Intangible Assets, Net (Detail) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Value | $ 112,443 | $ 103,510 |
Accumulated Amortization | (85,801) | (74,923) |
Net Carrying Value | 26,642 | 28,587 |
Physician And Hospital Agreements [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Value | 107,246 | 99,828 |
Accumulated Amortization | (83,089) | (73,506) |
Net Carrying Value | 24,157 | 26,322 |
Other Technology [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Value | 5,197 | 3,682 |
Accumulated Amortization | (2,712) | (1,417) |
Net Carrying Value | $ 2,485 | $ 2,265 |
Goodwill and Intangible Asset_4
Goodwill and Intangible Assets - Amortization Expenses for Existing Intangible Assets for the Next Five Years (Detail) $ in Thousands | Dec. 31, 2020USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Amortization expense for existing other intangible assets, 2021 | $ 7,117 |
Amortization expense for existing other intangible assets, 2022 | 5,245 |
Amortization expense for existing other intangible assets, 2023 | 4,264 |
Amortization expense for existing other intangible assets, 2024 | 2,883 |
Amortization expense for existing other intangible assets, 2025 | $ 1,966 |
Discontinued Operations - Addit
Discontinued Operations - Additional Information (Detail) - USD ($) $ in Thousands | Dec. 15, 2020 | Jul. 01, 2020 | May 06, 2020 | Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Non-cash charge against goodwill | $ 47,000 | |||||||||||||
Preliminary gain loss on sale | 36,400 | |||||||||||||
Income (Loss) from Discontinued Operations, Net of Tax, Including Portion Attributable to Noncontrolling Interest | $ (68,783) | (38,392) | $ (679,520) | $ (213) | $ (596) | $ (1,268,803) | $ (14,772) | $ (255,739) | $ (786,908) | $ (1,539,910) | $ 147,115 | |||
North American Partners In Anesthesia [Member] | ||||||||||||||
Preliminary gain loss on sale | 663,700 | |||||||||||||
Proceeds from Divestiture of Businesses | $ 50,000 | |||||||||||||
Accounts Receivable Retained | 110,000 | |||||||||||||
Valuation Allowance, Deferred Tax Asset, Increase (Decrease), Amount | 430,000 | |||||||||||||
Income (Loss) from Discontinued Operations, Net of Tax, Including Portion Attributable to Noncontrolling Interest | 717,200 | 1,120,000 | 99,700 | |||||||||||
Disposal Group Not Discontinued Operation Goodwill Impairment Loss | 1,330,000 | |||||||||||||
North American Partners In Anesthesia [Member] | Tax Year Two Thousand And Twenty Five [Member] | ||||||||||||||
Capital loss carry forward | $ 1,710,000 | 1,710,000 | ||||||||||||
Divestiture Of Meddata [Member] | ||||||||||||||
Income (Loss) from Discontinued Operations, Net of Tax, Including Portion Attributable to Noncontrolling Interest | 5,800 | 347,600 | 10,000 | |||||||||||
Radiology Services Medical Group [Member] | ||||||||||||||
Non-cash charge against goodwill | 47,000 | 117,900 | ||||||||||||
Net proceeds for the radiology services medical group | $ 865,000 | |||||||||||||
Preliminary gain loss on sale | 36,400 | |||||||||||||
Net Revenue | 451,400 | 489,400 | 444,000 | |||||||||||
Operating Income From Discontinued Operations | 73,600 | 75,300 | ||||||||||||
Repayment of debt | $ 750,000 | |||||||||||||
Debt, interest rate | 5.25% | |||||||||||||
Loss from Discontinued Operations | 63,800 | 72,800 | 37,400 | |||||||||||
Purchase consideration cash payment | 885,000 | |||||||||||||
Anesthesiology Services Medical Group [Member] | ||||||||||||||
Preliminary gain loss on sale | 663,700 | 48,400 | ||||||||||||
Net Revenue | 379,400 | 1,250,000 | 1,290,000 | |||||||||||
Operating Income From Discontinued Operations | 716,300 | $ 1,230,000 | $ 135,000 | |||||||||||
Maximum [Member] | North American Partners In Anesthesia [Member] | ||||||||||||||
Maximum Consideration Receivable | 250,000 | |||||||||||||
Minimum [Member] | North American Partners In Anesthesia [Member] | ||||||||||||||
Maximum Consideration Receivable | $ 0 | |||||||||||||
Deferred Tax Assets Intangible Assets [Member] | Radiology Services Medical Group [Member] | ||||||||||||||
Non-cash charge against goodwill | 43,000 | $ 4,000 | ||||||||||||
Deferred Tax Assets, Goodwill and Intangible Assets | $ 4,000 |
Accounts Payable and Accrued _3
Accounts Payable and Accrued Expenses - Schedule of Accounts Payable and Accrued Expenses (Detail) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Payables and Accruals [Abstract] | ||
Accounts payable | $ 59,771 | $ 35,410 |
Accrued salaries and incentive compensation | 184,849 | 193,631 |
Accrued payroll taxes and benefits | 43,945 | 54,768 |
Accrued professional liabilities | 50,607 | 44,699 |
Accrued interest | 32,721 | 32,910 |
Other accrued expenses | 51,264 | 49,219 |
Accounts payable and accrued expenses, total | $ 423,157 | $ 410,637 |
Operating Leases - Schedule of
Operating Leases - Schedule of operating lease-related right-of-use assets and related liabilities recorded on the Company's balance sheet and the weighted average remaining lease term and discount rate (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Assets: | ||
Operating lease right-of-use assets | $ 44,926 | $ 56,413 |
Liabilities: | ||
Current portion of operating lease liabilities | 18,933 | 18,254 |
Long-term portion of operating lease liabilities | $ 40,970 | $ 44,643 |
Other Information: | ||
Weighted-average remaining lease term | 4 years | 4 years 2 months 12 days |
Weighted average discount rate | 5.00% | 5.00% |
Operating Leases - Schedule o_2
Operating Leases - Schedule of lease costs for operating leases (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Operating lease costs | $ 20,972 | $ 23,085 |
Variable lease costs | 4,519 | 3,102 |
Other equipment rent | 4,128 | 3,931 |
Other operating lease costs | 684 | 933 |
Total operating lease costs | $ 30,303 | $ 31,051 |
Operating Leases - Schedule o_3
Operating Leases - Schedule of supplemental cash flow information related to operating leases (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Operating cash flows for operating leases | $ 27,933 | $ 28,722 |
Operating Leases - Schedule o_4
Operating Leases - Schedule of operating lease liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
2021 | $ 19,681 | |
2022 | 16,584 | |
2023 | 12,397 | |
2024 | 8,125 | |
2025 | 4,063 | |
Thereafter | 3,877 | |
Total minimum lease payments | 64,727 | |
Less: Amount of payments representing interest | (4,824) | |
Present value of future minimum lease payments | 59,903 | |
Less: Current obligations | (18,933) | $ (18,254) |
Long-term portion of operating leases | $ 40,970 | $ 44,643 |
Accrued Professional Liabilit_3
Accrued Professional Liabilities - Additional Information (Detail) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Payables and Accruals [Abstract] | ||
Total accrued professional liability | $ 315,900 | $ 249,600 |
Accrued professional liability incurred but loss reserves not reported for claims | 222,900 | 187,600 |
Accrued professional liability incurred and loss reserves reported for claims | 93,000 | 84,200 |
Accrued professional liabilities | 50,607 | $ 44,699 |
Insurance receivables | $ 61,400 |
Accrued Professional Liabilit_4
Accrued Professional Liabilities - Schedule of Accrued Professional Liability (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Payables and Accruals [Abstract] | |||
Balance at beginning of year | $ 151,397 | $ 128,799 | $ 138,643 |
Liabilities recognized, offset by insurance Receivable | 3,922 | 10,354 | |
Provision (adjustment) for losses related to Current year | 45,674 | 42,733 | 37,203 |
Provision (adjustment) for losses related to Prior years | (1,551) | (7,766) | (7,087) |
Total provision for losses | 44,123 | 34,967 | 30,116 |
Claim payments related to Current year | (59) | (33) | (50) |
Claim payments related to Prior years | (24,580) | (22,690) | (39,910) |
Total payments | (24,639) | (22,723) | (39,960) |
Balance at end of year | $ 174,803 | $ 151,397 | $ 128,799 |
Line of Credit, Long-Term Deb_3
Line of Credit, Long-Term Debt and Finance Lease Obligations - Additional Information (Detail) - USD ($) $ in Thousands | Mar. 25, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Feb. 28, 2019 | Nov. 30, 2018 | Dec. 31, 2015 |
Debt Instrument [Line Items] | ||||||
Line of Credit facility, borrowing capacity | $ 37,500 | |||||
Long term debt | 1,700,000 | $ 1,700,000 | ||||
Line of Credit facility, available balance | $ 899,900 | |||||
Minimum [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, variable interest rate | 0.15% | |||||
Maximum [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, variable interest rate | 0.20% | |||||
Alternate Base Rate [Member] | Federal Funds Rate [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, interest rate | Federal Funds Rate plus 1/2 of 1.00% | |||||
Alternate Base Rate [Member] | LIBOR [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, interest rate | LIBOR for an interest period of one month plus 1.00% | |||||
Debt instrument, variable interest rate | 1.00% | |||||
Applicable Margin Rate [Member] | LIBOR [Member] | Minimum [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, variable interest rate | 0.125% | |||||
Applicable Margin Rate [Member] | LIBOR [Member] | Maximum [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, variable interest rate | 0.75% | |||||
Unsecured Revolving Credit Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Line of Credit facility, borrowing capacity | $ 1,200,000 | |||||
Letters of Credit [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Letters of credit outstanding amount | $ 100 | |||||
5.25% Senior Unsecured Notes Due 2023 [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Aggregate principal amount of debt | $ 750,000 | |||||
Debt instrument interest rate | 5.25% | 5.25% | ||||
Debt instrument maturity date description | payable semi-annually in arrears on June 1 and December 1 | |||||
Debt instrument, maturity year | 2023 | |||||
Interest accrued periodically | $ 39,400 | |||||
5.25% Senior Unsecured Notes Due 2023 [Member] | Change In Control [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Redemption percentage of principal amount | 101.00% | |||||
5.25% Senior Unsecured Notes Due 2023 [Member] | Redemption in 2020 [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Redemption percentage of principal amount | 101.313% | |||||
6.25% Senior Unsecured Notes Due 2027 [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Aggregate principal amount of debt | $ 500,000 | $ 500,000 | ||||
Debt instrument interest rate | 6.25% | 6.25% | ||||
Debt instrument maturity date description | payable semi-annually in arrears on January 15 and July 15 | |||||
Debt instrument, maturity year | 2027 | |||||
Long term debt | $ 1,000,000 | |||||
Interest accrued periodically | $ 62,500 | |||||
6.25% Senior Unsecured Notes Due 2027 [Member] | Change In Control [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Redemption percentage of principal amount | 101.00% | |||||
6.25% Senior Unsecured Notes Due 2027 [Member] | Redemption Before 2022 [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Redemption percentage of principal amount | 100.00% | |||||
6.25% Senior Unsecured Notes Due 2027 [Member] | Redemption Before 2022 [Member] | Redeem up to 35% of Aggregate Principal Amount [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Redemption percentage of principal amount | 35.00% | |||||
Redemption price percentage of aggregate principal amount redeemed | 106.25% | |||||
6.25% Senior Unsecured Notes Due 2027 [Member] | Redemption in 2022 [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Redemption percentage of principal amount | 104.688% | |||||
6.25% Senior Unsecured Notes Due 2027 [Member] | Redemption in 2023 [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Redemption percentage of principal amount | 103.125% | |||||
6.25% Senior Unsecured Notes Due 2027 [Member] | Redemption in 2024 [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Redemption percentage of principal amount | 101.563% | |||||
6.25% Senior Unsecured Notes Due 2027 [Member] | Redemption in 2025 and Thereafter [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Redemption percentage of principal amount | 100.00% | |||||
Credit Agreement [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Line of Credit facility, borrowing capacity | $ 300,000 | |||||
Estimated EBITDA | $ 139,200 | |||||
Credit Agreement [Member] | Forecast For First Quarter Of 2021 [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Leverage ratio | 2020 | |||||
Credit Agreement [Member] | Forecast For Fourth Quarter Of 2020 [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Leverage ratio | 4.75:1:00 | |||||
Credit Agreement [Member] | Minimum [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Leverage ratio | 4.50:1:00 | |||||
Credit Agreement [Member] | Maximum [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Leverage ratio | 5.00:1:00 |
Line of Credit, Long-Term Deb_4
Line of Credit, Long-Term Debt and Finance Lease Obligations - Schedule of Long-Term Debt (Detail) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Debt Instrument [Line Items] | ||
Debt instrument principal amount | $ 1,750,000 | $ 1,750,000 |
Unamortized debt issuance cost | (18,603) | (22,426) |
Long term debt | 1,731,397 | 1,727,574 |
5.25% Senior Unsecured Notes Due 2023 [Member] | ||
Debt Instrument [Line Items] | ||
Debt instrument principal amount | 1,750,000 | 1,750,000 |
Unamortized debt issuance cost | (16,343) | (19,762) |
Long term debt | 1,733,657 | 1,730,238 |
Revolving Credit Facility [Member] | ||
Debt Instrument [Line Items] | ||
Debt instrument principal amount | 0 | |
Unamortized debt issuance cost | (2,260) | (2,664) |
Long term debt | $ (2,260) | $ 2,664 |
Line of Credit, Long-Term Deb_5
Line of Credit, Long-Term Debt and Finance Lease Obligations - Summary of Estimated Fair Value of Notes (Detail) - Level 2 [Member] - Estimate of Fair Value Measurement [Member] - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
5.25% Senior Unsecured Notes Due 2023 [Member] | ||
Debt Instrument Fair Value [Line Items] | ||
Estimated fair value | $ 756,225 | $ 766,875 |
6.25% Senior Unsecured Notes Due 2027 [Member] | ||
Debt Instrument Fair Value [Line Items] | ||
Estimated fair value | $ 1,070,000 | $ 1,025,600 |
Line of Credit, Long-Term Deb_6
Line of Credit, Long-Term Debt and Financial Lease Obligations - Schedule of Financial Lease Obligations (Detail) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Debt Disclosure [Abstract] | ||
Finance lease obligations | $ 11,118 | $ 0 |
Less: Current portion | (2,219) | 0 |
Long-term portion | $ 8,899 | $ 0 |
Income Taxes - Summary of Compo
Income Taxes - Summary of Components of Income Tax Provision (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | |||||||||||
Federal, Current | $ (16,610) | $ 63,697 | $ 65,403 | ||||||||
Federal, Deferred | 28,719 | (45,660) | (29,667) | ||||||||
Federal income tax provision, Total | 12,109 | 18,037 | 35,736 | ||||||||
State, Current | (2,954) | 8,561 | 15,185 | ||||||||
State, Deferred | 7,573 | (10,022) | (6,227) | ||||||||
State income tax provision, Total | 4,619 | (1,461) | 8,958 | ||||||||
Income tax provision, Total | $ 5,869 | $ 6,677 | $ 3,097 | $ 1,085 | $ 3,986 | $ 7,360 | $ 6,744 | $ (1,514) | $ 16,728 | $ 16,576 | $ 44,694 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Income Tax [Line Items] | |||||
Effective tax rate | 233.99% | 28.19% | 26.91% | ||
Increase (decrease) in net deferred tax liability | $ 37,500 | ||||
Income tax expense for excess tax deficiencies | 7,100 | $ 3,800 | $ 1,300 | ||
Net operating loss carryforwards for federal and state tax | 35,400 | 31,500 | 27,800 | ||
Operating loss carryforwards subject to expiration | 22,300 | ||||
Operating loss carryforwards not subject to expiration | 13,100 | ||||
Uncertain tax position liability | 6,168 | 7,409 | $ 11,185 | $ 10,972 | |
Unrecognized tax benefits that would impact effective tax rate | 6,200 | ||||
Increase (decrease) in uncertain tax position | 1,200 | 3,800 | |||
Company's accrued liability for interest and penalties related to income tax liabilities | 1,000 | 600 | |||
Deferred tax assets | 7,274 | ||||
Net deferred tax liabilities | $ 30,176 | ||||
Capital losses incurred | 1,700,000 | ||||
Capital loss carryforwards | 1,800,000 | ||||
Income Tax , Penalties and Interest Expense | $ 500 | ||||
Earliest Tax Year [Member] | |||||
Income Tax [Line Items] | |||||
Federal and state income tax examinations | 2015 | ||||
Latest Tax Year [Member] | |||||
Income Tax [Line Items] | |||||
Federal and state income tax examinations | 2019 | ||||
Scenario, Forecast [Member] | |||||
Income Tax [Line Items] | |||||
Increase (decrease) in uncertain tax position | $ 1,100 | ||||
Minimum [Member] | |||||
Income Tax [Line Items] | |||||
Expiration period of operating loss carryforwards | 2022 | ||||
Maximum [Member] | |||||
Income Tax [Line Items] | |||||
Expiration period of operating loss carryforwards | 2040 |
Income Taxes - Schedule of Diff
Income Taxes - Schedule of Differences Between Effective Rate and United States Federal Income Tax Statutory Rate (Detail) | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | |||
Tax at statutory rate | 21.00% | 21.00% | 21.00% |
State income tax, net of federal benefit | 24.34% | 6.45% | 4.41% |
Non-deductible expenses | 60.44% | 3.98% | 0.85% |
Equity compensation adjustments | 98.61% | 6.45% | 0.78% |
Change in accrual estimates relating to uncertain tax positions | 4.22% | (9.63%) | (0.84%) |
Change in valuation allowance | 23.67% | 0.39% | |
Other, net | 1.71% | (0.45%) | 1.42% |
Change in tax law | (0.71%) | ||
Income tax provision | 233.99% | 28.19% | 26.91% |
Income Taxes - Significant Comp
Income Taxes - Significant Components of Deferred Income Tax Assets and Liabilities (Detail) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Income Tax Disclosure [Abstract] | ||
Allowance for uncollectible accounts | $ 79,755 | $ 170,123 |
Reserves and accruals | 64,445 | 54,685 |
Stock-based compensation | 7,517 | 11,493 |
Operating loss and other carryforwards | 16,767 | 6,691 |
Capital loss carryforwards | 447,854 | 17,082 |
Operating lease assets | 15,042 | 15,389 |
Property and equipment | 3,044 | 3,986 |
Other | 571 | |
Deferred tax assets before valuation allowance | 634,995 | 279,449 |
Less: Valuation allowance | (458,708) | (19,286) |
Deferred tax assets, net of valuation allowance | 176,287 | 260,163 |
Gross deferred tax liabilities: | ||
Amortization | (152,969) | (144,587) |
Accounting method changes | (16,352) | (71,532) |
Operating lease liabilities | (14,057) | (13,405) |
Other | (183) | (463) |
Total deferred tax liabilities | (183,561) | (229,987) |
Net deferred tax assets | $ (7,274) | |
Net deferred tax liabilities | $ 30,176 |
Income Taxes - Schedule of Acti
Income Taxes - Schedule of Activity Related to Gross Unrecognized Tax Benefits (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | |||
Balance at beginning of year | $ 7,409 | $ 11,185 | $ 10,972 |
Increases related to prior year tax positions | 0 | 369 | 385 |
Decreases related to prior year tax positions | (1,041) | 0 | |
Increases related to current year tax positions | 100 | 1,700 | 2,900 |
Decreases related to divestitures | (300) | ||
Decreases related to lapse of statutes of limitation | 0 | (5,845) | (3,072) |
Balance at end of year | $ 6,168 | $ 7,409 | $ 11,185 |
Common and Common Equivalent _3
Common and Common Equivalent Shares - Schedule of Calculation of Shares Used in Basic and Diluted Net Income Per Share (Detail) - shares shares in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Earnings Per Share [Abstract] | |||||||||||
Weighted average number of common shares outstanding | 84,316 | 83,862 | 83,490 | 82,799 | 82,592 | 82,441 | 83,234 | 86,073 | 83,395 | 83,495 | 91,104 |
Weighted average number of dilutive common share equivalents | 516 | 502 | |||||||||
Weighted average number of common and common equivalent shares outstanding | 85,082 | 83,862 | 83,744 | 82,799 | 83,288 | 82,883 | 83,689 | 86,545 | 83,395 | 84,011 | 91,606 |
Antidilutive securities not included in the diluted net income per common share calculation | 1,034 | 516 | 214 |
Stock Incentive Plans and Sto_3
Stock Incentive Plans and Stock Purchase Plans - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Common stock, aggregate shares authorized | 200,000,000 | 200,000,000 | |
Stock-based compensation expense | $ 21.1 | $ 33.4 | $ 36.4 |
Aggregate fair value of restricted and deferred stocks vested | $ 59.3 | $ 31.5 | $ 27.4 |
Weighted average grant-date fair value of restricted and deferred stock awards granted | $ 23.54 | $ 33.28 | $ 51.99 |
Aggregate intrinsic value of stock options exercised | $ 0.6 | $ 2.8 | |
Cash proceeds received from the exercise of stock options | $ 0.1 | $ 3.7 | |
Options Grants In Period Weighted Average Grant Date Fair Value | $ 5.21 | ||
Expected volatility rate | 50.00% | ||
Expected term | 3 years | ||
Stock Option [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Award vesting period | 3 years | ||
Unrecognized compensation expense related to non-vested restricted stock, weighted-average period in years | 2 years 7 months 6 days | ||
Stock Option, Share Based Compensation Cost Not Yet Recognized Period For Recognition | $ 4.3 | ||
Stock Option [Member] | Maximum [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting period of options, maximum years | 10 years | ||
Restricted Stock [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Award vesting period | 3 years | ||
Restricted and Deferred Stock Units [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Unrecognized compensation expense related to non-vested restricted stock, weighted-average period in years | 1 year 9 months 18 days | ||
Unrecognized compensation expense related to non-vested restricted shares | $ 11.6 | ||
1996 Non-Qualified Employee Stock Purchase Plan [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Percentage of market value of common stock at which employees are permitted to purchase | 85.00% | ||
2015 Non-Qualified Stock Purchase Plan [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Percentage of market value of common stock at which employees are permitted to purchase | 90.00% | ||
Amended and Restated 2008 Plan [Member] | Stock Option [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Shares available for future grants and awards under Stock Incentive Plans | 5,000,000 | ||
1996 Non-Qualified Employee Stock Purchase Plan and 2015 Non-Qualified Stock Purchase Plan [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Common stock, aggregate shares authorized | 2,600,000 | ||
Aggregate number Shares issued under Stock Purchase Plans | 500,000 | ||
Common stock, reserved for issuance | 500,000 |
Stock Incentive Plans and Sto_4
Stock Incentive Plans and Stock Purchase Plans - Schedule of Restricted Stock and Deferred Stock Awards (Detail) - $ / shares | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||
Number of Shares, Non-vested shares at January 1, 2020 | 1,723,115 | ||
Number of Shares, Awarded | 1,361,712 | ||
Number of Shares, Forfeited | (173,455) | ||
Number of Shares, Vested | (1,700,255) | ||
Number of Shares, Non-vested shares at December 31, 2020 | 1,211,117 | 1,723,115 | |
Weighted Average Fair Value, Non-vested shares at January 1, 2020 | $ 40.77 | ||
Weighted Average Fair Value, Awarded | 23.54 | $ 33.28 | $ 51.99 |
Weighted Average Fair Value, Forfeited | 31.68 | ||
Weighted Average Fair Value, Vested | 34.88 | ||
Weighted Average Fair Value, Non-vested shares at December 31, 2020 | $ 30.97 | $ 40.77 |
Stock Incentive Plans and Sto_5
Stock Incentive Plans and Stock Purchase Plans - Schedule of Activity and Certain Other Information Related to Stock Option Awards (Detail) $ / shares in Units, $ in Millions | 12 Months Ended |
Dec. 31, 2020USD ($)$ / sharesshares | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Number of Shares, Outstanding at January 1, 2020 | shares | 72,808 |
Number of Stock Options Awarded | shares | 982,731 |
Number of Stock Options Expired | shares | (56,248) |
Number of Shares, Outstanding at December 31, 2020 | shares | 999,291 |
Number of Shares, Exercisable at December 31, 2020 | shares | 16,560 |
Weighted Average Exercise Price, Outstanding at January 1, 2020 | $ 32.49 |
Weighted Average Exercise Price Awarded | 16.99 |
Weighted Average Exercise Price Expired | 31.39 |
Weighted Average Exercise Price, Outstanding at December 31, 2020 | 17.30 |
Weighted Average Exercise Price, Exercisable at December 31, 2020 | $ 36.25 |
Weighted Average Remaining Contractual Term (in years), Outstanding at December 31, 2020 | 2 years 6 months 29 days |
Weighted Average Remaining Contractual Term (in years), Exercisable at December 31, 2020 | 4 months 2 days |
Aggregate Intrinsic Value Expired | $ 0 |
Aggregate Intrinsic Value, Outstanding at December 31, 2020 | $ | $ 7.4 |
Aggregate Intrinsic Value, Exercisable at December 31, 2020 | $ | $ 0 |
Common Stock Repurchase Progr_2
Common Stock Repurchase Programs - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | Aug. 31, 2018 | |
Common Stock [Line Items] | ||||
Common stock authorized for repurchase | $ 500,000 | |||
Common stock repurchased | $ 8,493 | $ 145,280 | $ 302,160 | |
Company's Common stock repurchased | $ 107,200 | |||
Common Stock [Member] | ||||
Common Stock [Line Items] | ||||
Repurchased common stock, shares | 500,000 | 5,100,000 | ||
Restricted Stock [Member] | ||||
Common Stock [Line Items] | ||||
Number of shares withheld to satisfy minimum statutory tax withholding obligations | 96,918 | |||
Amount withheld to satisfy minimum statutory tax withholding obligations | $ 2,500 |
Retirement Plans - Additional I
Retirement Plans - Additional Information (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Retirement Benefits [Abstract] | |||
Expense of retirement plans related to the 401(k) Plans | $ 19.9 | $ 20.4 | $ 24.9 |
Selected Quarterly Financial _3
Selected Quarterly Financial Information - Summary of Company's Selected Quarterly Financial Information (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Quarterly Financial Information Disclosure [Abstract] | |||||||||||
Net revenue | $ 416,630 | $ 460,635 | $ 415,441 | $ 441,245 | $ 458,600 | $ 454,913 | $ 439,154 | $ 427,092 | $ 1,733,951 | $ 1,779,759 | $ 1,723,107 |
Practice salaries and benefits | 284,772 | 309,904 | 282,985 | 316,279 | 300,073 | 301,306 | 284,627 | 294,753 | 1,193,940 | 1,180,759 | 1,125,671 |
Practice supplies and other operating expenses | 24,235 | 22,440 | 20,173 | 23,842 | 23,223 | 22,581 | 25,402 | 24,705 | 90,690 | 95,911 | 92,475 |
General and administrative expenses | 54,671 | 66,346 | 60,488 | 67,442 | 59,194 | 63,284 | 63,011 | 59,023 | 248,947 | 244,512 | 232,218 |
Depreciation and amortization | 7,692 | 7,195 | 6,751 | 6,803 | 7,101 | 6,408 | 6,239 | 6,183 | 28,441 | 25,931 | 24,355 |
Transformational and restructuring related expenses | 12,955 | 34,291 | 10,479 | 16,076 | 28,865 | 12,766 | 16,820 | 2,439 | 73,801 | 60,890 | 0 |
Total operating expenses | 384,325 | 440,176 | 380,876 | 430,442 | 418,456 | 406,345 | 396,099 | 387,103 | 1,635,819 | 1,608,003 | 1,474,719 |
Income from operations | 32,305 | 20,459 | 34,565 | 10,803 | 40,144 | 48,568 | 43,055 | 39,989 | 98,132 | 171,756 | 248,388 |
Investment and other (expense) income | 4,849 | 10,534 | 3,576 | (1,046) | 909 | 802 | 726 | 1,249 | 17,913 | 3,686 | 3,051 |
Interest expense | (27,302) | (27,250) | (28,265) | (27,665) | (27,657) | (29,909) | (31,013) | (30,349) | (110,482) | (118,928) | (92,945) |
Equity in earnings of unconsolidated affiliates | 504 | 282 | 305 | 494 | 517 | 786 | 503 | 464 | 1,585 | 2,270 | 7,714 |
Total non-operating expenses | (21,949) | (16,434) | (24,384) | (28,217) | (26,231) | (28,321) | (29,784) | (28,636) | (90,984) | (112,972) | (82,180) |
(Loss) income from continuing operations before income taxes | 10,356 | 4,025 | 10,181 | (17,414) | 13,913 | 20,247 | 13,271 | 11,353 | 7,148 | 58,784 | 166,208 |
Income tax benefit (provision) | (5,869) | (6,677) | (3,097) | (1,085) | (3,986) | (7,360) | (6,744) | 1,514 | (16,728) | (16,576) | (44,694) |
(Loss) income from continuing operations | 4,487 | (2,652) | 7,084 | (18,499) | 9,927 | 12,887 | 6,527 | 12,867 | (9,580) | 42,208 | 121,514 |
(Loss) income from discontinued operations, net of tax | (68,783) | (38,392) | (679,520) | (213) | (596) | (1,268,803) | (14,772) | (255,739) | (786,908) | (1,539,910) | 147,115 |
Net (loss) income | $ (64,296) | $ (41,044) | $ (672,436) | $ (18,712) | $ 9,331 | $ (1,255,916) | $ (8,245) | $ (242,872) | $ (796,488) | $ (1,497,702) | $ 268,629 |
Income from continuing operations, Basic | $ 0.05 | $ (0.03) | $ 0.08 | $ (0.22) | $ 0.12 | $ 0.16 | $ 0.08 | $ 0.15 | $ (0.11) | $ 0.50 | $ 1.33 |
Income from continuing operations, Diluted | 0.05 | (0.03) | 0.08 | (0.22) | 0.12 | 0.16 | 0.08 | 0.15 | (0.11) | 0.50 | 1.33 |
Loss from discontinued operations, Basic | (0.81) | (0.46) | (8.14) | (0.01) | (15.39) | (0.18) | (2.97) | (9.44) | (18.44) | 1.62 | |
Loss from discontinued operations, Diluted | (0.81) | (0.46) | (8.11) | (0.01) | (15.31) | (0.18) | (2.96) | (9.44) | (18.33) | 1.60 | |
Earnings (loss) per share, Basic | (0.76) | (0.49) | (8.06) | (0.22) | 0.11 | (15.23) | (0.10) | (2.82) | (9.55) | (17.94) | 2.95 |
Earnings (loss) per share, Diluted | $ (0.76) | $ (0.49) | $ (8.03) | $ (0.22) | $ 0.11 | $ (15.15) | $ (0.10) | $ (2.81) | $ (9.55) | $ (17.83) | $ 2.93 |
Weighted average shares, Basic | 84,316 | 83,862 | 83,490 | 82,799 | 82,592 | 82,441 | 83,234 | 86,073 | 83,395 | 83,495 | 91,104 |
Weighted average shares, Diluted | 85,082 | 83,862 | 83,744 | 82,799 | 83,288 | 82,883 | 83,689 | 86,545 | 83,395 | 84,011 | 91,606 |