Document And Entity Information
Document And Entity Information - shares | 9 Months Ended | |
Sep. 30, 2015 | Nov. 05, 2015 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Sep. 30, 2015 | |
Document Fiscal Year Focus | 2,015 | |
Document Fiscal Period Focus | Q3 | |
Entity Registrant Name | AMSURG CORP | |
Entity Central Index Key | 895,930 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 48,455,300 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Assets | ||
Cash and cash equivalents | $ 187,422 | $ 208,079 |
Restricted cash and marketable securities | 11,789 | 10,219 |
Accounts receivable, net of allowance of $144,893 and $113,357, respectively | 276,237 | 233,053 |
Supplies inventory | 20,887 | 19,974 |
Prepaid and other current assets | 91,651 | 115,362 |
Total current assets | 587,986 | 586,687 |
Property and equipment, net | 190,399 | 180,448 |
Investments in unconsolidated affiliates | 112,877 | 75,475 |
Goodwill | 3,589,317 | 3,381,149 |
Intangible assets, net | 1,282,567 | 1,273,879 |
Other assets | 24,074 | 25,886 |
Total assets | 5,787,220 | 5,523,524 |
Liabilities and Equity | ||
Current portion of long-term debt | 19,982 | 18,826 |
Accounts payable | 30,750 | 29,585 |
Accrued salaries and benefits | 186,923 | 140,044 |
Accrued interest | 17,846 | 29,644 |
Other accrued liabilities | 130,563 | 67,986 |
Total current liabilities | 386,064 | 286,085 |
Long-term debt | 2,230,296 | 2,232,186 |
Deferred income taxes | 645,711 | 633,480 |
Other long-term liabilities | $ 90,671 | $ 89,443 |
Commitments and contingencies | ||
Noncontrolling interests – redeemable | $ 185,261 | $ 184,099 |
Equity: | ||
Preferred stock, no par value, 5,000 shares authorized, 1,725 shares issued and outstanding | 166,632 | 166,632 |
Common stock, no par value, 120,000 and 70,000 shares authorized, respectively, 48,455 and 48,113 shares issued and outstanding, respectively | 897,007 | 885,393 |
Retained earnings | 718,104 | 627,522 |
Total AmSurg Corp. equity | 1,781,743 | 1,679,547 |
Noncontrolling interests – non-redeemable | 467,474 | 418,684 |
Total equity | 2,249,217 | 2,098,231 |
Total liabilities and equity | $ 5,787,220 | $ 5,523,524 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Statement of Financial Position [Abstract] | ||
Allowances for accounts receivable | $ 144,893 | $ 113,357 |
Preferred stock, shares authorized | 5,000,000 | 5,000,000 |
Preferred stock, shares issued | 1,725,000 | 1,725,000 |
Preferred stock, shares outstanding | 1,725,000 | 1,725,000 |
Common stock, shares authorized | 120,000,000 | 70,000,000 |
Common stock, shares issued | 48,455,000 | 48,113,000 |
Common stock, shares outstanding | 48,455,000 | 48,113,000 |
Consolidated Statements Of Earn
Consolidated Statements Of Earnings - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |||
Revenues | $ 712,719 | $ 555,543 | $ 2,058,649 | $ 1,093,331 | ||
Provision for uncollectibles | (212,546) | (69,715) | ||||
Net revenue | 650,227 | 502,350 | 1,862,622 | 1,040,138 | ||
Operating expenses: | ||||||
Salaries and benefits | 327,532 | 240,337 | 950,107 | 406,539 | ||
Supply cost | 45,638 | 41,886 | 134,012 | 120,564 | ||
Other operating expenses | 98,852 | 81,262 | 294,424 | 191,243 | ||
Transaction costs | 2,107 | 25,102 | 5,560 | 28,681 | ||
Depreciation and amortization | 24,106 | 20,838 | 70,536 | 37,533 | ||
Total operating expenses | 498,235 | 409,425 | 1,454,639 | 784,560 | ||
Net gain on deconsolidations | 9,112 | 0 | 5,854 | 3,411 | ||
Equity in earnings of unconsolidated affiliates | 4,935 | 2,158 | 11,575 | 3,461 | ||
Operating income | 166,039 | 95,083 | 425,412 | 262,450 | ||
Interest expense, net | 30,242 | 39,054 | 90,671 | 52,906 | ||
Debt extinguishment costs | 0 | 16,887 | 0 | 16,887 | ||
Earnings from continuing operations before income taxes | 135,797 | 39,142 | 334,741 | 192,657 | ||
Income tax expense | 37,518 | 22 | 76,960 | 25,802 | ||
Net earnings from continuing operations | 98,279 | 39,120 | 257,781 | 166,855 | ||
Net loss from discontinued operations | 0 | (1,697) | 0 | (1,146) | ||
Net earnings | 98,279 | 37,423 | 257,781 | 165,709 | ||
Less net earnings attributable to noncontrolling interests | 55,618 | 47,257 | 160,407 | 139,387 | ||
Net earnings (loss) attributable to AmSurg Corp. shareholders | 42,661 | (9,834) | 97,374 | 26,322 | ||
Preferred stock dividends | (2,264) | (2,239) | (6,792) | (2,239) | ||
Net earnings (loss) attributable to AmSurg Corp. common shareholders | 40,397 | (12,073) | 90,582 | 24,083 | ||
Amounts attributable to AmSurg Corp. common shareholders: | ||||||
Earnings (loss) from continuing operations, net of income tax | 40,397 | (10,697) | 90,582 | 25,466 | ||
Loss from discontinued operations, net of income tax | 0 | (1,376) | 0 | (1,383) | ||
Net earnings (loss) attributable to AmSurg Corp. common shareholders | $ 40,397 | $ (12,073) | $ 90,582 | $ 24,083 | ||
Basic earnings (loss) per share attributable to AmSurg Corp. common shareholders: | ||||||
Net earnings (loss) from continuing operations (usd per share) | $ 0.85 | $ (0.23) | $ 1.90 | $ 0.70 | ||
Net earnings (loss) from discontinued operations (usd per share) | 0 | (0.03) | 0 | (0.04) | ||
Net earnings (loss) (usd per share) | 0.85 | (0.26) | 1.90 | 0.66 | ||
Diluted earnings (loss) per share attributable to AmSurg Corp. common shareholders: | ||||||
Net earnings (loss) from continuing operations (usd per share) | 0.83 | (0.23) | 1.89 | 0.69 | ||
Net earnings (loss) from discontinued operations (usd per share) | 0 | (0.03) | 0 | (0.04) | ||
Net earnings (loss) (usd per share) | $ 0.83 | $ (0.26) | $ 1.89 | $ 0.65 | ||
Weighted average number of shares and share equivalents outstanding: | ||||||
Basic (in shares) | 47,707 | 46,320 | 47,652 | 36,620 | ||
Diluted (in shares) | 51,275 | 46,320 | 48,050 | 37,026 | ||
Physician Services [Member] | ||||||
Provision for uncollectibles | $ (62,492) | $ (53,193) | $ (196,027) | $ (53,193) | ||
Net revenue | $ 341,244 | [1] | $ 225,931 | $ 958,738 | [1] | $ 225,931 |
[1] | On July 16, 2014, we completed the acquisition of Sheridan. As such, historical amounts for periods prior to that date are not included. |
Consolidated Statements Of Chan
Consolidated Statements Of Changes In Equity - USD ($) $ in Thousands | Total | Common Stock [Member] | Mandatory Convertible Preferred Stock [Member] | Retained Earnings [Member] | Non-Controlling Interests - Non-Redeemable [Member] | Total Equity (Permanent) [Member] | Non-controlling Interests - Redeemable (Temporary Equity) [Member] |
Balance at Dec. 31, 2013 | $ 185,873 | $ 0 | $ 578,324 | $ 361,359 | $ 1,125,556 | $ 177,697 | |
Balance (in shares) at Dec. 31, 2013 | 32,353,000 | 0 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net earnings | $ 165,709 | 26,322 | 40,672 | 66,994 | 98,715 | ||
Issuance of stock | $ 693,401 | $ 166,647 | 860,048 | ||||
Issuance of stock (in shares) | 15,490,000 | 1,725,000 | |||||
Issuance of restricted common stock (in shares) | 272,000 | ||||||
Cancellation of restricted common stock (in shares) | (12,000) | ||||||
Stock options exercised | $ 2,150 | 2,150 | |||||
Stock options exercised (in shares) | 89,000 | ||||||
Stock repurchased | $ (2,890) | (2,890) | |||||
Stock repurchased (in shares) | (69,000) | ||||||
Share-based compensation | $ 7,388 | 7,388 | |||||
Tax benefit related to exercise of share-based awards | 2,288 | 2,288 | |||||
Dividends paid on preferred stock | (2,239) | (2,239) | |||||
Acquisitions and other transactions impacting noncontrolling interests | 762 | 42,119 | 42,881 | 0 | |||
Distributions to noncontrolling interests, net of capital contributions | (40,735) | (40,735) | (98,677) | ||||
Disposals and other transactions impacting noncontrolling interests | (3,350) | (520) | (3,870) | (1,219) | |||
Balance at Sep. 30, 2014 | $ 885,622 | $ 166,647 | 602,407 | 402,895 | 2,057,571 | 176,516 | |
Balance (in shares) at Sep. 30, 2014 | 48,123,000 | 1,725,000 | |||||
Balance at Dec. 31, 2014 | 2,098,231 | $ 885,393 | $ 166,632 | 627,522 | 418,684 | 2,098,231 | 184,099 |
Balance (in shares) at Dec. 31, 2014 | 48,113,000 | 1,725,000 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net earnings | $ 257,781 | 97,374 | 49,895 | 147,269 | 110,512 | ||
Issuance of restricted common stock (in shares) | 314,000 | ||||||
Cancellation of restricted common stock (in shares) | (7,000) | ||||||
Stock options exercised | $ 2,356 | 2,356 | |||||
Stock options exercised (in shares) | 102,762 | 102,000 | |||||
Stock repurchased | $ (3,684) | (3,684) | |||||
Stock repurchased (in shares) | (67,000) | ||||||
Share-based compensation | $ 11,319 | 11,319 | |||||
Tax benefit related to exercise of share-based awards | 3,779 | 3,779 | |||||
Dividends paid on preferred stock | (6,792) | (6,792) | |||||
Acquisitions and other transactions impacting noncontrolling interests | 328 | 71,814 | 72,142 | (645) | |||
Distributions to noncontrolling interests, net of capital contributions | (49,345) | (49,345) | (108,574) | ||||
Disposals and other transactions impacting noncontrolling interests | (2,484) | (23,574) | (26,058) | (131) | |||
Balance at Sep. 30, 2015 | $ 2,249,217 | $ 897,007 | $ 166,632 | $ 718,104 | $ 467,474 | $ 2,249,217 | $ 185,261 |
Balance (in shares) at Sep. 30, 2015 | 48,455,000 | 1,725,000 |
Consolidated Statements Of Cash
Consolidated Statements Of Cash Flows - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Cash flows from operating activities: | ||
Net earnings | $ 257,781 | $ 165,709 |
Adjustments to reconcile net earnings to net cash flows provided by operating activities: | ||
Depreciation and amortization | 70,536 | 37,533 |
Amortization of deferred loan costs | 6,238 | 15,645 |
Provision for uncollectibles | 212,546 | 69,715 |
Net loss on sale of long-lived assets | 0 | 2,468 |
Net gain on deconsolidations | (5,854) | (3,411) |
Share-based compensation | 11,319 | 7,388 |
Excess tax benefit from share-based compensation | (3,779) | (2,288) |
Deferred income taxes | 7,309 | 31,388 |
Equity in earnings of unconsolidated affiliates | (11,575) | (3,461) |
Debt extinguishment costs | 0 | 4,536 |
Net change in fair value of contingent consideration | 8,338 | 0 |
Increases (decreases) in cash and cash equivalents, net of acquisitions and dispositions: | ||
Accounts receivable | (232,465) | (65,758) |
Supplies inventory | (533) | 68 |
Prepaid and other current assets | 36,479 | (24,414) |
Accounts payable | 2,316 | (10,007) |
Accrued expenses and other liabilities | 64,760 | 48,368 |
Other, net | 3,786 | 2,572 |
Net cash flows provided by operating activities | 427,202 | 276,051 |
Cash flows from investing activities: | ||
Acquisitions and related expenses | (233,490) | (2,138,648) |
Acquisition of property and equipment | (47,006) | (23,109) |
Proceeds from sale of interests in surgery centers | 0 | 4,969 |
Purchases of marketable securities | (1,743) | (3,486) |
Maturities of marketable securities | 4,233 | 0 |
Other | (3,974) | 2,082 |
Net cash flows used in investing activities | (281,980) | (2,158,192) |
Cash flows from financing activities: | ||
Proceeds from long-term borrowings | 10,197 | 2,046,399 |
Repayment on long-term borrowings | (15,737) | (403,043) |
Distributions to noncontrolling interests | (158,144) | (139,443) |
Proceeds from preferred stock offering | 0 | 172,500 |
Cash dividends for preferred shares | (6,792) | (2,239) |
Proceeds from common stock offering | 0 | 439,875 |
Proceeds from issuance of common stock upon exercise of stock options | 2,356 | 2,150 |
Repurchase of common stock | (3,684) | (2,890) |
Excess tax benefit from share-based compensation | 3,779 | 2,288 |
Payments of equity issuance costs | 0 | (24,366) |
Financing cost incurred | (294) | (65,673) |
Other | 2,440 | (176) |
Net cash flows provided by (used in) financing activities | (165,879) | 2,025,382 |
Net increase (decrease) in cash and cash equivalents | (20,657) | 143,241 |
Cash and cash equivalents, beginning of period | 208,079 | 50,840 |
Cash and cash equivalents, end of period | 187,422 | 194,081 |
Supplemental cash flow information: | ||
Interest payments | 96,418 | 20,440 |
Income tax paid, net of refunds | $ 28,429 | $ 6,970 |
Basis of Presentation
Basis of Presentation | 9 Months Ended |
Sep. 30, 2015 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation These unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (GAAP) for interim financial reporting and in accordance with Rule 10-01 of Regulation S-X. In the opinion of management, the unaudited interim consolidated financial statements contained in this report reflect all normal recurring adjustments, which are necessary for a fair presentation of the financial position and the results of operations for the interim periods presented. The results of operations for any interim period are not necessarily indicative of results for the full year. The accompanying unaudited consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in AmSurg Corp.'s (Company) 2014 Annual Report on Form 10-K. Ambulatory Services The Company, through its wholly-owned subsidiaries, owns interests, primarily 51%, in limited partnerships (LPs) and limited liability companies (LLCs) which own and operate ambulatory surgery centers (ASCs, surgery centers or centers). The Company does not have an ownership interest in a LP or LLC greater than 51% which it does not consolidate. The Company has ownership interests of less than 51% in 15 LPs and LLCs, 2 of which it consolidates as the Company has substantive participation rights and 13 of which it does not consolidate as the Company’s rights are limited to protective rights only. The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries and the consolidated LPs and LLCs. Consolidation of such LPs and LLCs is necessary as the Company’s wholly-owned subsidiaries have primarily 51% or more of the financial interest of the LPs and LLCs, are the general partner or majority member with all the duties, rights and responsibilities thereof, are responsible for the day-to-day management of the LPs and LLCs, and have control of the entities. The responsibilities of the Company’s noncontrolling partners (LPs and noncontrolling members) are to supervise the delivery of medical services, with their rights being restricted to those that protect their financial interests, such as approval of the acquisition of significant assets or the incurrence of debt which they are generally required to guarantee on a pro rata basis based upon their respective ownership interests. Intercompany profits, transactions and balances have been eliminated. All LPs and LLCs and noncontrolling partners are referred to herein as “partnerships” and “partners”, respectively. Ownership interests in consolidated subsidiaries held by parties other than the Company are identified and generally presented in the consolidated financial statements within the equity section but separate from the Company’s equity. However, for instances in which certain redemption features that are not solely within the control of the Company are present, classification of noncontrolling interests outside of permanent equity is required. Consolidated net earnings (loss) attributable to the Company and to the noncontrolling interests are identified and presented on the consolidated statements of operations; changes in ownership interests are accounted for as equity transactions; and when a subsidiary is deconsolidated, any retained noncontrolling equity investment in the former subsidiary and the gain or loss on the deconsolidation of the subsidiary are measured at fair value. Certain transactions with noncontrolling interests are also classified within financing activities in the statements of cash flows. Center profits and losses of consolidated entities are allocated to the Company’s partners in proportion to their ownership percentages and reflected in the aggregate as net earnings (loss) attributable to noncontrolling interests. The partners of the Company’s center partnerships typically are organized as general partnerships, LPs or LLCs that are not subject to federal income tax. Each partner shares in the pre-tax earnings of the center in which it is a partner. Accordingly, the earnings attributable to noncontrolling interests in each of the Company’s consolidated partnerships are generally determined on a pre-tax basis, and total net earnings attributable to noncontrolling interests are presented after net earnings. However, the Company considers the impact of the net earnings attributable to noncontrolling interests on earnings before income taxes in order to determine the amount of pre-tax earnings on which the Company must determine its income tax expense. In addition, distributions from the partnerships are made to both the Company’s wholly-owned subsidiaries and the partners on a pre-tax basis. Physician Services On July 16, 2014, the Company completed its acquisition of Sheridan Healthcare (Sheridan). Sheridan is a national provider of multi-specialty physician and administrative services to hospitals, ambulatory surgery centers and other healthcare facilities. Sheridan focuses on delivering comprehensive physician services, primarily in the areas of anesthesiology, children's services, radiology and emergency medicine to healthcare facilities. Through its contracts with healthcare facilities, Sheridan is authorized to bill and collect charges for fee for service medical services rendered by its healthcare professionals and employees in exchange for the provision of services to the patients of these facilities. Contract revenue is earned directly from hospital customers through a variety of payment arrangements that are established when payments from third-party payors are inadequate to support the costs of providing the services required under the contract. Sheridan also provides physician services and manages office-based practices in the areas of gynecology, obstetrics and perinatology. The consolidated financial statements include the accounts of Sheridan and its wholly-owned subsidiaries along with the accounts of affiliated professional corporations (PCs) with which Sheridan currently has management arrangements. Sheridan's agreements with these PCs provide that the term of the arrangements is permanent, subject only to termination by the Company, except in the case of gross negligence, fraud or bankruptcy of the Company. These arrangements are captive in nature as a majority of the outstanding voting equity instruments of the PCs are owned by nominee shareholders appointed at the sole discretion of the Company. The Company has a contractual right to transfer the ownership of the PCs at any time to any person it designates as the nominee shareholder. The Company has the right to receive income, both as ongoing fees and as proceeds from the sale of its interest in the PCs, in an amount that fluctuates based on the performance of the PCs and the change in the fair value of the Company’s interest in the PCs. The Company has exclusive responsibility for the provision of all non-medical services required for the day-to-day operation and management of the PCs and establishes the guidelines for the employment and compensation of the physicians and other employees of the PCs. In addition, the agreements provide that the Company has the right, but not the obligation, to purchase, or to designate a person(s) to purchase, the stock of the PCs for a nominal amount. Separately, in its sole discretion, the Company has the right to assign its interest in the management and purchase agreements. Based upon the provisions of these agreements, the Company has determined that the PCs are variable interest entities and that the Company is the primary beneficiary as defined in the accounting guidance for consolidation. Restricted Cash and Marketable Securities As of September 30, 2015 and December 31, 2014 , the Company had $30.1 million and $30.3 million , respectively, of restricted cash and marketable securities in the accompanying consolidated balance sheets which is restricted for the purpose of satisfying the obligations of the Company's wholly-owned captive insurance company. The Company has reflected $18.3 million and $20.1 million as of September 30, 2015 and December 31, 2014 , respectively, of its restricted cash and marketable securities as a component of other assets in the accompanying consolidated balance sheets. Restricted cash and marketable securities reflected as a component of total current assets in the accompanying consolidated balance sheets represent amounts available to satisfy the claims payments estimated to occur in the next 12 months. As of September 30, 2015 and December 31, 2014 , the Company had $0.5 million and $3.0 million , respectively, included in restricted cash and marketable securities, consisting of certificates of deposit with maturities less than 180 days, which approximates fair value. Reclassifications Certain prior year amounts in the accompanying consolidated financial statements and these notes have been reclassified to reflect the impact of additional discontinued operations as further discussed in note 6. Use of Estimates The preparation of financial statements in conformity with 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 revenues and expenses during the reporting period. Actual results could differ from those estimates. Recent Accounting Pronouncements In April 2014, the Financial Accounting Standards Board (FASB) issued ASU 2014-08 “Presentation of Financial Statements and Property, Plant and Equipment,” which raised the threshold for a disposal to qualify as a discontinued operation and requires certain new disclosures for individually material disposals that do not meet the new definition of a discontinued operation. The ASU’s intent is to reduce the number of disposals reported as discontinued operations by focusing on strategic shifts that have or will have a major effect on the Company’s operations and financial results rather than routine disposals that are not a change in the Company’s strategy. The guidance is effective for interim and annual periods beginning after December 15, 2014, with earlier adoption permitted. From time to time, the Company will dispose of certain of its entities primarily due to management’s assessment of the Company’s strategy in the market and due to limited growth opportunities at those entities. Historically, these dispositions were classified as discontinued operations and recorded separately from continuing operations. The Company adopted this ASU effective January 1, 2015 and did not have any disposals during the nine months ended September 30, 2015 . The Company does not believe this ASU will have a material impact on the Company’s consolidated financial position or cash flows. In May 2014, the FASB issued ASU 2014-09 “Revenue from Contracts with Customers,” which will eliminate the transaction and industry-specific revenue recognition guidance under current GAAP and replace it with a principle-based approach using the following steps: identify the contract(s) with a customer, identify the performance obligations in the contract, determine the transaction price, allocate the transaction price to the performance obligations in the contract and recognize revenue when (or as) the entity satisfies a performance obligation. In August 2015, the FASB issued ASU 2015-14 "Revenue from Contracts with Customers (Topic 606), Deferral of the Effective Date" which granted a one-year deferral of this ASU. The guidance in ASU 2014-09 will now be effective for public entities for annual reporting periods beginning after December 15, 2017, including interim periods therein. Early adoption will be permitted for annual reporting periods beginning after December 15, 2016, including interim periods therein. The Company has yet to assess the impact, if any, this ASU will have on the Company's consolidated financial position, results of operations or cash flows. In February 2015, the FASB issued ASU No. 2015-02, "Consolidations (Topic 810) - Amendments to the Consolidation Analysis". The new guidance makes amendments to the current consolidation guidance, including introducing a separate consolidation analysis specific to limited partnerships and other similar entities. Under this analysis, limited partnerships and other similar entities will be considered a variable-interest entity unless the limited partners hold substantive kick-out rights or participating rights. The standard is effective for annual periods beginning after December 15, 2015. The Company has not yet determined the impact, if any, this ASU will have on the Company's consolidated financial position, results of operations or cash flows. In April 2015, the FASB issued Accounting Standards Update No. 2015-03, "Interest - Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs". ASU 2015-03 amends current presentation guidance by requiring that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. In August 2015, the FASB issued ASU 2015-15 “Interest - Imputation of Interest (Subtopic 835-50), Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of-Credit Arrangements - Amendments to securities and exchange commission (SEC) Paragraphs Pursuant to Staff Announcement at June 18, 2015 EITF Meeting (SEC Update)” which incorporates into the Accounting Standards Codification an SEC staff announcement that the SEC staff will not object to an entity presenting the cost of securing a revolving line of credit as an asset, regardless of whether a balance is outstanding. The standards are effective for annual periods beginning after December 15, 2015, and interim periods within those fiscal years. Upon adoption, the Company will reclassify debt issuance costs which are currently presented as a component of intangible assets in the accompanying consolidated balance sheets to long-term debt, except those debt issuance costs associated with the Company's revolving credit facility. The Company expects the adoption of this standard will not have a significant impact on the Company's consolidated financial position, results of operations or cash flows. In September 2015, the FASB issued ASU 2015-16 “Business Combinations (Topic 805), Simplifying the Accounting for Measurement-Period Adjustments” which eliminates the requirement that an acquirer in a business combination account for measurement-period adjustments retrospectively. Instead, an acquirer will recognize a measurement-period adjustment during the period in which it determines the amount of the adjustment, including the effect on earnings of any amounts it would have recorded in previous periods if the accounting had been completed at the acquisition date. The guidance is effective for fiscal years, including interim periods within those fiscal years, beginning after December 31, 2015 with early adoption permitted. The Company adopted this standard as of September 2015. The adoption of this ASU did not have a material effect on the Company's consolidated financial position, results of operations or cash flows as of September 30, 2015. |
Revenue Recognition
Revenue Recognition | 9 Months Ended |
Sep. 30, 2015 | |
Revenue Recognition [Abstract] | |
Revenue Recognition | Revenue Recognition Ambulatory Services Ambulatory services revenues consist of billing for the use of the centers’ facilities directly to the patient or third-party payor and, at certain of the Company’s centers (primarily centers that perform gastrointestinal endoscopy procedures), billing for anesthesia services provided by medical professionals employed or contracted by the Company’s centers. Such revenues are recognized when the related surgical procedures are performed. Revenues exclude any amounts billed for physicians’ surgical services, which are billed separately by the physicians to the patient or third-party payor. Revenues from ambulatory services are recognized on the date of service, net of estimated contractual adjustments from third-party medical service payors including Medicare and Medicaid. During the nine months ended September 30, 2015 and 2014 , the Company derived approximately 26% and 25% , respectively, of its ambulatory services revenues from governmental healthcare programs, primarily Medicare and managed Medicare programs. Physician Services Physician services revenues primarily consist of fee for service revenue and contract revenue and are derived principally from the provision of physician services to patients of the healthcare facilities the Company serves. Contract revenue represents income earned from the Company's hospital customers to subsidize contract costs when payments from third-party payors are inadequate to support such costs. The Company records revenue at the time services are provided, net of a contractual allowance and a provision for uncollectibles. Revenue less the contractual allowance represents the net revenue expected to be collected from third-party payors (including managed care, commercial and governmental payors such as Medicare and Medicaid) and patients insured by these payors. The Company also recognizes revenue for services provided during the period that have not been billed. Expected collections are estimated based on fees and negotiated payment rates in the case of third-party payors, the specific benefits provided for under each patient’s healthcare plan, mandated payment rates under the Medicare and Medicaid programs, and historical cash collections. The Company's provision for uncollectibles includes its estimate of uncollectible balances due from uninsured patients, uncollectible co-pay and deductible balances due from insured patients and special charges, if any, for uncollectible balances due from managed care, commercial and governmental payors. The Company records net revenue from uninsured patients at its estimated realizable value, which includes a provision for uncollectible balances, based on historical cash collections (net of recoveries). Net revenue for the physician services segment consists of the following major payors (in thousands): Three Months Ended September 30, Nine Months Ended September 30, Period from July 16 - September 30, 2014 (1) 2015 Medicare $ 44,196 13.0 % $ 125,593 13.1 % $ 29,163 12.9 % Medicaid 18,456 5.4 48,318 5.0 13,217 5.9 Commercial and managed care 254,171 74.5 716,361 74.7 166,340 73.6 Self-pay 53,851 15.7 168,744 17.6 45,233 20.0 Net fee for service revenue 370,674 108.6 1,059,016 110.4 253,953 112.4 Contract and other revenue 33,062 9.7 95,749 10.0 25,171 11.1 Provision for uncollectibles (62,492 ) (18.3 ) (196,027 ) (20.4 ) (53,193 ) (23.5 ) Net revenue for physician services $ 341,244 100.0 % $ 958,738 100.0 % $ 225,931 100.0 % (1) On July 16, 2014, we completed the acquisition of Sheridan. As such, historical amounts for periods prior to that date are not included. |
Accounts Receivable
Accounts Receivable | 9 Months Ended |
Sep. 30, 2015 | |
Receivables [Abstract] | |
Accounts Receivable | Accounts Receivable The Company manages accounts receivable by regularly reviewing its accounts and contracts and by providing appropriate allowances for contractual adjustments and uncollectible amounts. Some of the factors considered by management in determining the amount of such allowances are the historical trends of cash collections, contractual and bad debt write-offs, accounts receivable agings, established fee schedules, contracts with payors, changes in payor mix and procedure statistics. Actual collections of accounts receivable in subsequent periods may require changes in the estimated contractual allowance and provision for uncollectibles. The Company tests its analysis by comparing cash collections to net patient revenues and monitoring self-pay utilization. In addition, when actual collection percentages differ from expected results, on a contract by contract basis, supplemental detailed reviews of the outstanding accounts receivable balances may be performed by the Company’s billing operations to determine whether there are facts and circumstances existing that may cause a different conclusion as to the estimate of the collectability of that contract’s accounts receivable from the estimate resulting from using the historical collection experience. The Company also supplements its allowance for doubtful accounts policy for its physician services quarterly using a hindsight calculation that utilizes write-off data for all payor classes during the previous 12-month period to estimate the allowance for doubtful accounts at a point in time. Changes in these estimates are charged or credited to the consolidated statements of operations in the period of change. Material changes in estimates may result from unforeseen write-offs of patient or third party accounts receivable, unsuccessful disputes with managed care payors, adverse macro-economic conditions which limit patients’ ability to meet their financial obligations for the care provided by physicians, or broad changes to government regulations that adversely impact reimbursement rates for services provided by the Company. Significant changes in payor mix, business office operations, general economic conditions and health care coverage provided by federal or state governments or private insurers may have a significant impact on the Company’s estimates and significantly affect its results of operations and cash flows. Due to the nature of the Company's operations, it is required to separate the presentation of its bad debt expense on the consolidated statement of operations. The Company records the portion of its bad debts associated with its physician services segment as a component of net revenue in the accompanying consolidated statement of operations, and the remaining portion, which is associated with its ambulatory services segment, is recorded as a component of other operating expenses in the accompanying consolidated statement of operations. The bifurcation is a result of the Company's ability to assess the ultimate collection of the patient service revenue associated with its ambulatory services segment before services are provided. The Company's ambulatory services segment is generally able to verify a patient's insurance coverage and ability to pay before services are provided as those services are pre-scheduled and non-emergent. Bad debt expense for ambulatory services is included in other operating expenses and was approximately $5.5 million and $5.7 million for the three months ended September 30, 2015 and 2014 , respectively, and $16.5 million for each of the nine months ended September 30, 2015 and 2014 . Bad debt expense related to physician services was $62.5 million and $196.0 million for the three and nine months ended September 30, 2015 , respectively. Bad debt expense related to physician services was $53.2 million for the period from July 16, 2014 through September 30, 2014. At September 30, 2015 and December 31, 2014 allowances for doubtful accounts were $144.9 million and $113.4 million , respectively. The increase in the allowance for doubtful accounts is primarily a result of operations of acquisitions completed during the nine months ended September 30, 2015 . At September 30, 2015 , approximately 77% of the Company’s allowance for doubtful accounts was related to fee for service patient receivables associated with our physician services segment. The principal exposure for uncollectible fee for service visits is from self-pay patients and, to a lesser extent, for co-payments and deductibles from patients with insurance. Concentration of credit risk is limited by the diversity and number of facilities, patients, payors, and by the geographic dispersion of the Company's operations. |
Acquisitions
Acquisitions | 9 Months Ended |
Sep. 30, 2015 | |
Business Combinations [Abstract] | |
Acquisitions | Acquisitions The Company accounts for its business combinations under the fundamental requirements of the acquisition method of accounting and under the premise that an acquirer be identified for each business combination. The acquirer is the entity that obtains control of one or more businesses in the business combination and the acquisition date is the date the acquirer achieves control. The assets acquired, liabilities assumed and any noncontrolling interests in the acquired business at the acquisition date are recognized at their fair values as of that date, and the direct costs incurred in connection with the business combination are recorded and expensed separately from the business combination. Acquisitions in which the Company is able to exert significant influence but does not have control are accounted for using the equity method. Sheridan Acquisition On July 16, 2014, the Company completed the acquisition of Sheridan in a cash and stock transaction. At closing, the Company paid approximately $2.1 billion in cash and issued 5,713,909 shares of its common stock to the former owners of Sheridan in exchange for all of the outstanding equity interests of Sheridan. The shares issued to Sheridan were valued at approximately $272.0 million based on the closing price of the Company's common stock on July 16, 2014. The acquisition of Sheridan enhances the growth profile and diversity of the Company by focusing on complementary specialties across the healthcare continuum. The accounting for the acquisition of Sheridan was complete as of September 30, 2015 . During 2015, factors became known to the Company that resulted in changes to the purchase price allocation of assets and liabilities, existing at the date of acquisition, related to Sheridan and resulted in a net decrease to goodwill of $8.7 million , an increase to other accrued expenses and a decrease to deferred income taxes. Ambulatory Services Acquisitions During the nine months ended September 30, 2015 , the Company, through a wholly-owned subsidiary, acquired a controlling interest in five surgery centers. The aggregate amount paid for the centers acquired and for settlement of purchase price payable obligations during the nine months ended September 30, 2015 was approximately $112.9 million and was paid in cash and funded by operating cash flow. During the nine months ended September 30, 2014 , the Company, through a wholly-owned subsidiary, acquired a controlling interest in four surgery centers (including two centers acquired as a result of the Sheridan transaction). The aggregate amount paid for the centers acquired outside of the Sheridan transaction and for settlement of purchase price payable obligations during the nine months ended September 30, 2014 was approximately $24.4 million , and was paid with a combination of operating cash flow and borrowings under the Company’s revolving credit facility in 2014. The total fair value of an acquisition includes an amount allocated to goodwill, which results from the centers’ favorable reputations in their markets, their market positions and their ability to deliver quality care with high patient satisfaction consistent with the Company’s business model. Physician Services Acquisitions The Company completed the acquisition of six physician practices in the nine months ended September 30, 2015 . The total consideration consisted of cash of $120.6 million , which was funded at closing through available cash and current year operating cash flow. As a result of certain acquisitions completed during the year ended December 31, 2014 , the Company has agreed to pay as additional consideration, amounts which are contingent on the acquired entities achieving future performance metrics. As of September 30, 2015 and December 31, 2014 , the Company had accrued $33.7 million and $20.7 million , respectively, as a component of accrued liabilities and other long-term liabilities in the accompanying consolidated balance sheets which represents management's estimate of the fair values of the contingent consideration. As of September 30, 2015 , the Company estimates it may have to pay between $32.0 million and $35.0 million in future contingent payments for acquisitions made prior to December 31, 2014 based upon the current projected financial performance or anticipated achievement of other targets of the acquired operations. The current estimate of future contingent payments could increase or decrease depending upon the actual performance of the acquisitions over each respective measurement period. During the three and nine months ended September 30, 2015 , the Company recorded a net increase to the expected contingent consideration of approximately $1.9 million and $8.3 million , respectively, which is included in other operating expenses in the accompanying consolidated statements of operations, based on results of operations of the associated acquisitions. The acquisitions completed during the nine months ended September 30, 2015 did not contain provisions for contingent consideration. The Company utilizes Level 3 inputs, which include unobservable data, to measure the fair value of the contingent consideration. The fair value was determined utilizing future forecasts of both earnings and other performance metrics which are expected to be achieved during the performance period, in accordance with each respective purchase agreement. In estimating the fair value, management developed various scenarios and weighted the probable outcome of each scenario using a range of expected probability specific to each agreement. Management utilized a market rate to discount the results of such analysis in order to record the present value of the expected future payout. The timing of the payments of the additional consideration varies by agreement but is expected to occur within one to three years from the respective date of acquisition. Purchase Price Allocations The acquisition date fair value of the total consideration transferred and acquisition date fair value of each major class of consideration for the acquisitions completed in the nine months ended September 30, 2015 , including post acquisition date adjustments recorded to purchase price allocations, are as follows (in thousands): Nine Months Ended September 30, 2015 (1) Accounts receivable $ 17,560 Other current assets 9,387 Property and equipment 10,679 Goodwill 255,251 Intangible assets 45,600 Other long-term assets 40 Accounts payable (2,718 ) Other accrued liabilities (11,600 ) Deferred income taxes (3,726 ) Other long-term liabilities (4,957 ) Long-term debt (3,928 ) Total fair value 311,588 Less: Fair value attributable to noncontrolling interests 72,598 Acquisition date fair value of total consideration transferred $ 238,990 (1) Represents the preliminary allocation of fair value of acquired assets and liabilities associated with these acquisitions at September 30, 2015 . During 2015, no significant changes were made to the purchase price allocation of assets and liabilities, existing at the date of acquisition, related to individual acquisitions completed in 2014. Fair value attributable to noncontrolling interests is based on significant inputs that are not observable in the market. Key inputs used to determine the fair value include financial multiples used in the purchase of noncontrolling interests primarily from acquisitions of centers. Such multiples, based on earnings, are used as a benchmark for the discount to be applied for the lack of control or marketability. The fair value of noncontrolling interests for acquisitions where the purchase price allocation is not finalized may be subject to adjustment as the Company completes its initial accounting for acquired intangible assets. During the three months ended September 30, 2015 and 2014 , the Company incurred approximately $2.1 million and $25.1 million of transaction costs, respectively. During the nine months ended September 30, 2015 and 2014 , the Company incurred approximately $5.6 million and $28.7 million of transaction costs, respectively. The decrease in transaction costs during 2015 is primarily due to the significant costs incurred during the three months ended September 30, 2014 to acquire Sheridan. Net revenue and net earnings included in the nine months ended September 30, 2015 and 2014 associated with completed acquisitions are as follows (in thousands): Nine Months Ended September 30, 2015 2014 Individual Acquisitions Sheridan Individual Acquisitions Net revenue $ 95,026 $ 226,545 $ 9,925 Net earnings 18,605 19,684 2,293 Less: Net earnings attributable to noncontrolling interests 4,561 164 1,412 Net earnings attributable to AmSurg Corp. common shareholders $ 14,044 $ 19,520 $ 881 The unaudited consolidated pro forma results for the nine months ended September 30, 2015 and 2014 , assuming all 2015 acquisitions had been consummated on January 1, 2014 , and all 2014 acquisitions had been consummated on January 1, 2013 are as follows (in thousands, except earnings per share): Nine Months Ended September 30, 2015 2014 Net revenue $ 1,908,259 $ 1,770,570 Net earnings 269,405 234,794 Amounts attributable to AmSurg Corp. common shareholders: Net earnings 105,731 80,423 Net earnings per common share: Basic $ 2.08 $ 1.56 Diluted $ 2.06 $ 1.55 |
Investments in Unconsolidated A
Investments in Unconsolidated Affiliates | 9 Months Ended |
Sep. 30, 2015 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Investments in Unconsolidated Affiliates | Investments in Unconsolidated Affiliates Investments in unconsolidated affiliates in which the Company exerts significant influence but does not control or otherwise consolidate are accounted for using the equity method. Equity method investments are initially recorded at cost, unless such investments are a result of the Company entering into a transaction whereby the Company loses control of a previously controlled entity but retains a noncontrolling interest. Such transactions, which result in the deconsolidation of a previously consolidated entity, are measured at fair value. These investments are included as investments in unconsolidated affiliates in the accompanying consolidated balance sheets. The Company’s share of the profits and losses from these investments is reported in equity in earnings of unconsolidated affiliates in the accompanying consolidated statements of operations. The Company monitors its investments for other-than-temporary impairment by considering factors such as current economic and market conditions and the operating performance of the companies and records reductions in carrying values when necessary. As of September 30, 2015 and December 31, 2014 , the Company has recorded in the accompanying consolidated balance sheets its investments in unconsolidated affiliates of $112.9 million and $75.5 million , respectively. The Company's net earnings from these investments during the three months ended September 30, 2015 and 2014 were approximately $4.9 million and $2.2 million , respectively, and during the nine months ended September 30, 2015 and 2014 were approximately $11.6 million , and $3.5 million , respectively. During the nine months ended September 30, 2015 , the Company's ambulatory services segment entered into two separate equity method investments. As a result of these investment transactions, the Company contributed its controlling interest in three centers in exchange for noncontrolling interests in the new investments. Each of these investments is jointly owned by a health system and the Company. The newly formed investments (including the contributed centers) are controlled by the health systems. Also, as part of these transactions, the Company obtained a non-controlling interest in one additional center and one surgical hospital which were contributed by the health systems. During the nine months ended September 30, 2014 , the Company's ambulatory services segment entered into four separate equity method investments. As a result of these investment transactions, the Company contributed its controlling interest in four of its centers and received net cash of $1.2 million in exchange for noncontrolling interests in the new investments. Each of these investments is jointly owned by a health system and the Company. The newly formed investments (including the contributed centers) are controlled by the health systems. Also, as part of these transactions, the Company obtained a non-controlling interest in one additional center which was contributed by a health system. During the nine months ended September 30, 2015 , the Company's physician services segment contributed two contracts into an entity jointly owned by the Company and a health system. As a result of these transactions, for the nine months ended September 30, 2015 and 2014 , the Company recorded approximately $26.9 million and $7.0 million , respectively, in the accompanying consolidated balance sheets, as a component of investments in unconsolidated affiliates, the fair value of the Company's investment in these entities. In each of these transactions, the gain or loss on deconsolidation, which are primarily non-cash in nature, are determined based on the difference between the fair value of the Company’s interest, which is based on estimates of the expected future earnings, in the new entity and the carrying value of both the tangible and intangible assets of the contributed centers or contracts immediately prior to each transaction. Accordingly, the Company recognized a net gain on deconsolidation in the accompanying consolidated statements of operations of approximately $9.1 million and $5.9 million during the three and nine months ended September 30, 2015 and for the nine months ended September 30, 2014 , the Company recognized a net gain on deconsolidation of approximately $3.4 million . There was no deconsolidation activity during the three months ended September 30, 2014 . |
Dispositions
Dispositions | 9 Months Ended |
Sep. 30, 2015 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Dispositions | Dispositions During the nine months ended September 30, 2014 , the Company initiated the disposition of centers in its ambulatory services segment due to management’s assessment of the Company’s strategy in the market and due to the limited growth opportunities at these centers. The Company did not dispose of any centers during the nine months ended September 30, 2015 . For disposals occurring in 2014 and prior, the results of operations of discontinued centers have been classified as discontinued operations in all periods presented. As of January 1, 2015, the Company adopted ASU 2014-08 which raised the threshold for a disposal to qualify as a discontinued operation. As a result, the Company expects that such future disposals of its centers will no longer meet the definition to be accounted for as discontinued operations, and any gain or loss from such disposals will be included in continuing operations. Results of operations and associated loss on disposal of the centers discontinued for the three and nine months ended September 30, 2014 are as follows (in thousands): Three Months Ended September 30, 2014 Nine Months Ended September 30, 2014 Revenues $ 1,279 $ 8,750 Earnings (loss) before income taxes (341 ) 798 Results of discontinued operations, net of tax: Earnings (loss) from operations of discontinued interests in surgery centers (272 ) 634 Loss on disposal of discontinued interests in surgery centers (1,425 ) (1,780 ) Net loss from discontinued operations (1,697 ) (1,146 ) Less: Net earnings (loss) from discontinued operations attributable to noncontrolling interests (321 ) 237 Net loss from discontinued operations attributable to AmSurg Corp. common shareholders $ (1,376 ) $ (1,383 ) Cash proceeds from disposal for the nine months ended September 30, 2014 were $5.0 million . |
Prepaid and Other Current Asset
Prepaid and Other Current Assets Prepaid and Other Current Assets | 9 Months Ended |
Sep. 30, 2015 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Prepaid and Other Current Assets | Prepaid and Other Current Assets The following table presents a summary of items comprising prepaid and other current assets in the accompanying consolidated balance sheets as of September 30, 2015 and December 31, 2014 (in thousands): September 30, December 31, 2015 2014 Income taxes receivable $ — $ 28,694 Prepaid expenses 18,376 18,682 Deferred compensation plan assets 17,991 17,320 Deferred income taxes 34,250 22,462 Other 21,034 28,204 Total prepaid and other current assets $ 91,651 $ 115,362 |
Goodwill And Intangible Assets
Goodwill And Intangible Assets | 9 Months Ended |
Sep. 30, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill And Intangible Assets | Goodwill and Intangible Assets The changes in the carrying amount of goodwill for the nine months ended September 30, 2015 are as follows (in thousands): Balance at December 31, 2014 $ 3,381,149 Goodwill acquired, including post acquisition adjustments 246,787 Goodwill disposed, including impact of deconsolidation transactions (38,619 ) Balance at September 30, 2015 $ 3,589,317 As of September 30, 2015 , the ambulatory services segment and the physician services segment had approximately $2.0 billion and $1.6 billion , respectively, of goodwill. During the nine months ended September 30, 2015 , goodwill increased $139.7 million for the ambulatory services segment primarily due to the acquisition of five centers, net of three deconsolidations. During the nine months ended September 30, 2015 , goodwill increased by $68.5 million for the physician services segment primarily due to the acquisition of six physician practices, net of two deconsolidations. For the nine months ended September 30, 2015 and 2014 , respectively, approximately $126.2 million and $25.1 million of goodwill recorded was deductible for tax purposes. Intangible assets at September 30, 2015 and December 31, 2014 consisted of the following (in thousands): September 30, 2015 December 31, 2014 Gross Gross Carrying Accumulated Carrying Accumulated Amount Amortization Net Amount Amortization Net Amortizable intangible assets: Customer relationships with hospitals $ 1,013,156 $ (59,622 ) $ 953,534 $ 971,645 $ (22,145 ) $ 949,500 Deferred financing cost 59,859 (11,382 ) 48,477 59,574 (5,151 ) 54,423 Capitalized software 66,938 (25,920 ) 41,018 50,387 (19,197 ) 31,190 Agreements, contracts and other 4,618 (3,075 ) 1,543 3,523 (2,752 ) 771 Total amortizable intangible assets 1,144,571 (99,999 ) 1,044,572 1,085,129 (49,245 ) 1,035,884 Non-amortizable intangible assets: Trade name 228,000 — 228,000 228,000 — 228,000 Restrictive covenant arrangements 9,995 — 9,995 9,995 — 9,995 Total non-amortizable intangible assets 237,995 — 237,995 237,995 — 237,995 Total intangible assets $ 1,382,566 $ (99,999 ) $ 1,282,567 $ 1,323,124 $ (49,245 ) $ 1,273,879 Approximately $44.5 million of intangible assets related to customer relationships were recorded during the nine months ended September 30, 2015 which are expected to be amortized over a period of 20 years with no expected residual values. Amortization of intangible assets for the three months ended September 30, 2015 and 2014 was $17.1 million and $13.7 million , respectively, and $50.5 million and $16.2 million for the nine months ended September 30, 2015 and 2014 , respectively. Estimated amortization of intangible assets for the remainder of 2015 and each of the following five years and thereafter is $17.4 million , $69.4 million , $68.0 million , $66.9 million , $64.1 million , $61.1 million and $697.7 million , respectively. The Company expects to recognize amortization of all intangible assets over a weighted average period of 17.5 years with no expected residual values. |
Other Accrued Liabilities
Other Accrued Liabilities | 9 Months Ended |
Sep. 30, 2015 | |
Accrued Liabilities, Current [Abstract] | |
Accounts Payable, Accrued Liabilities, and Other Liabilities Disclosure, Current [Text Block] | Other Accrued Liabilities The following table presents a summary of items comprising other accrued liabilities in the accompanying consolidated balance sheets as of September 30, 2015 and December 31, 2014 (in thousands): September 30, December 31, 2015 2014 Accrued professional liabilities $ 12,606 $ 11,983 Contingent purchase price payable 28,700 12,213 Current income taxes payable 12,634 — Refunds payable 41,302 17,752 Other 35,321 26,038 Total other accrued liabilities $ 130,563 $ 67,986 |
Accrued Professional Liabilitie
Accrued Professional Liabilities | 9 Months Ended |
Sep. 30, 2015 | |
Payables and Accruals [Abstract] | |
Accounts Professional Liabilities | Accrued Professional Liabilities The Company maintains professional liability insurance policies with third-party insurers generally on a claims-made basis, subject to self-insured retention, exclusions and other restrictions. A substantial portion of the professional liability loss risks are being provided by a third-party insurer which is fully reinsured by the Company's 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 patterns, which are not discounted. At September 30, 2015 , the Company's accrued professional liabilities are presented in the accompanying consolidated balance sheets as a component of other accrued liabilities and other long-term liabilities as follows (in thousands): September 30, 2015 December 31, 2014 Estimated losses under self-insured programs $ 29,153 $ 25,337 Incurred but not reported losses 32,931 28,448 Total accrued professional liabilities 62,084 53,785 Less estimated losses payable within one year 12,606 11,983 Total $ 49,478 $ 41,802 The changes to the Company's estimated losses under self-insured programs as of September 30, 2015 were as follows (in thousands): Balance at December 31, 2014 $ 53,785 Assumed liabilities through acquisitions 4,957 Provision related to current period reserves 14,591 Payments for current period reserves (2,567 ) Benefit related to changes in prior period reserves (902 ) Payments for prior period reserves (7,780 ) Balance at September 30, 2015 $ 62,084 |
Long-Term Debt
Long-Term Debt | 9 Months Ended |
Sep. 30, 2015 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | Long-term Debt Long-term debt at September 30, 2015 and December 31, 2014 consisted of the following (in thousands): September 30, December 31, 2015 2014 Term loan $ 859,125 $ 865,650 5.625% Senior Unsecured Notes due 2020 250,000 250,000 5.625% Senior Unsecured Notes due 2022 1,100,000 1,100,000 Other debt due through 2025 22,200 20,156 Capitalized lease arrangements due through 2026 18,953 15,206 2,250,278 2,251,012 Less current portion 19,982 18,826 Long-term debt $ 2,230,296 $ 2,232,186 The fair value of fixed rate long-term debt, with a carrying value of $1,389.7 million , was $1,396.9 million at September 30, 2015 . The fair value of variable rate long-term debt approximates its carrying value of $860.6 million at September 30, 2015 . With the exception of the Company’s 2020 and 2022 Senior Unsecured Notes (each defined below), the fair value of fixed rate debt (Level 2) is determined based on an estimation of discounted future cash flows of the debt at rates currently quoted or offered to the Company for similar debt instruments of comparable maturities by its lenders. The fair value of the Company’s 2020 and 2022 Senior Unsecured Notes (Level 1) is determined based on quoted prices in an active market. a. Term Loan and Credit Facility On July 16, 2014, the Company entered into a credit facility that is comprised of an $870.0 million term loan and a $300.0 million revolving credit facility. The term loan matures on July 16, 2021 and bears interest at a rate equal to, at the Company’s option, the alternative base rate as defined in the agreement (ABR) plus 1.75% to 2.00% or LIBOR plus 2.75% to 3.00% , with a LIBOR floor of 0.75% , or a combination thereof ( 3.75% on September 30, 2015 ). The term loan requires quarterly principal payments of 0.25% of the face amount totaling $8.7 million annually. The revolving credit facility matures on July 16, 2019 and permits the Company to borrow up to $300.0 million at an interest rate equal to, at the Company’s option, the ABR plus 1.75% to 2.00% or LIBOR plus 2.75% to 3.00% , or a combination thereof, and provides for a fee of 0.375% of unused commitments. The Company has the option to increase borrowings under the senior secured credit facility by an aggregate amount not to exceed the greater of $300.0 million and an unlimited amount as long as certain financial covenants are met and lender approval is obtained. The senior credit facility contains certain covenants relating to the ratio of debt to operating performance measurements and interest coverage ratios and is secured by a pledge of the stock of the Company’s wholly-owned subsidiaries and certain of the Company’s partnership and membership interests in the LPs and LLCs. As of September 30, 2015 , the Company was in compliance with the covenants contained in the term loan and credit facility and had not drawn upon the revolving credit facility. On October 21, 2015, the Company exercised the accordion feature of its revolving credit facility and increased the Company's borrowing capacity by $200.0 million to $500.0 million . Prior to entering into the Company's credit facility, the Company maintained a revolving credit facility which had a maturity date of June 2018 and permitted the Company to borrow up to $475.0 million at an interest rate equal to either the base rate plus 0.25% to 1.00% or LIBOR plus 1.25% to 2.00% , or a combination thereof. On July 3, 2014, the Company utilized proceeds received from its common and preferred stock offerings to repay its outstanding obligation under the prior revolving credit facility. b. Senior Unsecured Notes 2020 Senior Unsecured Notes On November 20, 2012, the Company completed a private offering of $250.0 million aggregate principal amount of 5.625% senior unsecured notes due 2020 (the 2020 Senior Unsecured Notes). On May 31, 2013, the Company completed an offer to exchange the outstanding 2020 Senior Unsecured Notes for an equal amount of such notes that are registered under the Securities Act of 1933, as amended (the Securities Act). The net proceeds from the issuance of the 2020 Senior Unsecured Notes were used to reduce the outstanding indebtedness under the Company’s revolving credit agreement. The 2020 Senior Unsecured Notes are unsecured obligations of the Company and are guaranteed by its existing and subsequently acquired or organized wholly-owned domestic subsidiaries. The 2020 Senior Unsecured Notes are pari passu in right of payment with all the existing and future senior debt of the Company and senior to all existing and future subordinated debt of the Company. Interest on the 2020 Senior Unsecured Notes accrues at the rate of 5.625% per annum and is payable semi-annually in arrears on May 30 and November 30, through the maturity date of November 30, 2020 . Prior to November 30, 2015, the Company may redeem up to 35% of the aggregate principal amount of the 2020 Senior Unsecured Notes at a redemption price of 105.625% of the principal amount thereof, plus accrued and unpaid interest and liquidated damages, if any, using proceeds of one or more equity offerings. On or after November 30, 2015, the Company may redeem the 2020 Senior Unsecured Notes in whole or in part. The redemption price for such a redemption (expressed as percentages of principal amount) is set forth below, plus accrued and unpaid interest and liquidated damages, if any, if redeemed during the twelve-month period beginning on November 30 of the years indicated below: Period Redemption Price 2015 104.219 % 2016 102.813 % 2017 101.406 % 2018 and thereafter 100.000 % The 2020 Senior Unsecured Notes contain certain covenants which, among other things, limit, but may not restrict the Company’s ability to enter into or guarantee additional borrowings, sell preferred stock, pay dividends and repurchase stock. Based on the terms of the 2020 Senior Unsecured Notes, the Company has adequate ability to meet its obligations to pay dividends as required under the terms of its mandatory convertible preferred stock. The Company was in compliance with the covenants contained in the indenture relating to the 2020 Senior Unsecured Notes at September 30, 2015 . 2022 Senior Unsecured Notes On July 16, 2014, the Company completed a private offering of $1.1 billion aggregate principal amount of 5.625% senior unsecured notes due 2022 (the 2022 Senior Unsecured Notes). On February 19, 2015, the Company completed an offer to exchange the outstanding 2022 Senior Unsecured Notes, for an equal amount of such notes that are registered under the Securities Act. The 2022 Senior Unsecured Notes are unsecured obligations of the Company and are guaranteed by the Company and existing and subsequently acquired or organized wholly-owned domestic subsidiaries. The 2022 Senior Unsecured Notes are pari passu in right of payment with all the existing and future senior debt of the Company and senior to all existing and future subordinated debt of the Company. Interest on the 2022 Senior Unsecured Notes accrues at the rate of 5.625% per annum and is payable semi-annually in arrears on January 15 and July 15 through the maturity date of July 15, 2022. Prior to July 15, 2017, the Company may redeem up to 35% of the aggregate principal amount of the 2022 Senior Unsecured Notes at a redemption price of 105.625% of the principal amount thereof, plus accrued and unpaid interest and liquidated damages, if any, using proceeds of one or more equity offerings. On or after July 15, 2017, the Company may redeem the 2022 Senior Unsecured Notes in whole or in part. The redemption price for such a redemption (expressed as percentages of principal amount) is set forth below, plus accrued and unpaid interest and liquidated damages, if any, if redeemed during the twelve-month period beginning on July 15 of the years indicated below: Period Redemption Price 2017 104.219 % 2018 102.813 % 2019 101.406 % 2020 and thereafter 100.000 % The 2022 Senior Unsecured Notes contain certain covenants which, among other things, limit, but may not restrict the Company’s ability to enter into or guarantee additional borrowings, sell preferred stock, pay dividends and repurchase stock. Based on the terms of the 2022 Senior Unsecured Notes, the Company has adequate ability to meet its obligations to pay dividends as required under the terms of its mandatory preferred stock. The Company was in compliance with the covenants contained in the indenture relating to the 2022 Senior Unsecured Notes at September 30, 2015 . c. Senior Secured Notes During 2010, the Company issued $75.0 million principal amount of senior secured notes (the Senior Secured Notes) pursuant to a note purchase agreement. The Senior Secured Notes had a maturity date of May 28, 2020 . On July 16, 2014, the Company redeemed the Senior Secured Notes utilizing proceeds received from its common and preferred stock offerings. |
Shareholders' Equity
Shareholders' Equity | 9 Months Ended |
Sep. 30, 2015 | |
Equity [Abstract] | |
Shareholders' Equity | Shareholders’ Equity a. Common Stock On July 2, 2014, the Company issued 9,775,000 shares of its common stock in a public offering, at $45.00 per share, prior to underwriting discounts, commissions and other related offering expenses of approximately $18.5 million . Proceeds from the issuance were used to satisfy certain debt obligations with the remaining amount utilized to fund a portion of the Sheridan acquisition. In addition, on July 16, 2014, the Company issued 5,713,909 shares of its common stock in a private offering to the former owners of Sheridan as part of the total consideration for the Sheridan acquisition. On August 9, 2013, the Board of Directors authorized a stock purchase program for up to $40.0 million of the Company’s shares of common stock, which expired on February 9, 2015. The Company did not purchase any shares under the stock repurchase program during 2015. In addition, the Company repurchases shares by withholding a portion of employee restricted stock that vested to cover payroll withholding taxes in accordance with the restricted stock agreements. During the nine months ended September 30, 2015 and 2014 , the Company repurchased 67,000 shares and 68,748 shares, respectively, of common stock for approximately $3.7 million and $2.9 million , respectively. b. Preferred Stock On July 2, 2014, the Company issued 1,725,000 shares of its mandatory convertible preferred stock in a public offering, at $100.00 per share, prior to underwriting discounts, commissions and other related offering expenses of approximately $5.9 million . The mandatory convertible preferred stock pays dividends at an annual rate of 5.25% of the initial liquidation preference of $100 per share. Dividends accrue and cumulate from the date of issuance and, to the extent lawful and declared by the Company's Board of Directors, will be paid on each January 1, April 1, July 1 and October 1 in cash or, at the Company's election (subject to certain limitations), by delivery of any combination of cash and shares of common stock. Each share of the mandatory convertible preferred stock has a liquidation preference of $100 , plus an amount equal to accrued and unpaid dividends. Each share of the mandatory convertible preferred stock will automatically convert on July 1, 2017 (subject to postponement in certain cases), into between 1.8141 and 2.2222 shares of common stock (the “minimum conversion rate” and “maximum conversion rate,” respectively), each subject to adjustment. The number of shares of common stock issuable on conversion will be determined based on the average volume weighted average price per share of the Company's common stock over the 20 consecutive trading day period commencing on and including the 22nd scheduled trading day prior to July 1, 2017. At any time prior to July 1, 2017, holders may elect to convert all or a portion of their shares of mandatory convertible preferred stock into shares of common stock at the minimum conversion rate. If any holder elects to convert shares of mandatory convertible preferred stock during a specified period beginning on the effective date of a fundamental change the conversion rate will be adjusted under certain circumstances and such holder will also be entitled to a fundamental change dividend make-whole amount. During the nine months ended September 30, 2015 , the Company's Board of Directors declared three dividends each totaling $1.3125 per share in cash, or $2.3 million , respectively, for the Company’s mandatory convertible preferred stock. All dividends declared during 2015 have been paid except those dividends declared on August 27, 2015, which were funded to the paying agent to be paid on October 1, 2015 to shareholders of record as of September 15, 2015. During the nine months ended September 30, 2014 , the Company's Board of Directors declared dividends of $1.2979 per share in cash, or $2.2 million , for the Company’s mandatory convertible preferred stock. c. Stock Incentive Plans In May 2014, the Company adopted the AmSurg Corp. 2014 Equity and Incentive Plan. The Company also has unvested restricted stock and fully vested options outstanding under the AmSurg Corp. 2006 Stock Incentive Plan, as amended, and the AmSurg Corp. 1997 Stock Incentive Plan, as amended, under which no additional awards may be granted. Under these plans, the Company has granted restricted stock and non-qualified options to purchase shares of common stock to employees and outside directors from its authorized but unissued common stock. At September 30, 2015 , 1,200,000 shares were authorized for grant under the 2014 Equity and Incentive Plan and 893,347 shares were available for future equity grants. Restricted stock granted to outside directors vests on the first anniversary of the date of grant. Restricted stock granted to employees vests over four years in three equal installments beginning on the second anniversary of the date of grant. The fair value of restricted stock is determined based on the closing bid price of the Company’s common stock on the grant date. Under Company policy, shares held by outside directors and senior management are subject to certain holding requirements and restrictions. The Company has not issued options subsequent to 2008, and all outstanding options are fully vested. Options were granted at market value on the date of the grant and vested over four years. Outstanding options have a term of ten years from the date of grant. Other information pertaining to share-based activity during the three and nine months ended September 30, 2015 and 2014 was as follows (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2015 2014 2015 2014 Share-based compensation expense $ 3,727 $ 2,424 $ 11,319 $ 7,388 Fair value of shares vested — 123 13,220 10,481 Cash received from option exercises 276 504 2,356 2,150 Tax benefit from exercises of share based awards 246 198 3,779 2,288 As of September 30, 2015 , the Company had total unrecognized compensation cost of approximately $20.6 million related to non-vested awards, which the Company expects to recognize through 2018 and over a weighted average period of 1.1 years. For the three and nine months ended September 30, 2015 and 2014 , there were no options that were anti-dilutive. A summary of the status of non-vested restricted shares at September 30, 2015 and changes during the nine months ended September 30, 2015 is as follows: Weighted Number Average of Shares Grant Price Non-vested shares at December 31, 2014 668,109 $ 33.51 Shares granted 313,498 56.19 Shares vested (233,831 ) 28.19 Shares forfeited (6,983 ) 39.88 Non-vested shares at September 30, 2015 740,793 $ 44.73 In addition to the non-vested restricted shares, during the nine months ended September 30, 2015 , the Company granted 68,533 performance-based restricted stock units (RSUs) to certain of its officers and physician employees. The fair value of our common stock on the grant date of these RSUs was $55.40 . The RSUs will vest ratably over a three year period from the grant date. The conversion of the RSUs to restricted stock is contingent on the Company’s achievement of a specified one -year financial performance goal for the year ended December 31, 2015 and, if achieved, would occur during the first quarter of 2016. If the financial performance goal is not achieved, the RSUs will be forfeited. The number of RSUs that will ultimately be received by the holders range from 0% to 150% of the units granted, depending on the Company’s level of achievement with respect to the financial performance goal. At September 30, 2015 , the Company believes the RSUs will vest at approximately 150% . A summary of stock option activity for the nine months ended September 30, 2015 is summarized as follows: Weighted Weighted Average Average Remaining Number Exercise Contractual of Shares Price Term (in years) Outstanding at December 31, 2014 158,721 $ 22.89 1.7 Options exercised with total intrinsic value of $4.2 million (102,762 ) 22.92 Options terminated (11,750 ) 23.42 Outstanding, Vested and Exercisable at September 30, 2015 with an aggregate intrinsic value of $2.4 million 44,209 $ 22.70 1.0 The aggregate intrinsic value represents the total pre-tax intrinsic value received by the option holders on the exercise date or that would have been received by the option holders had all holders of in-the-money outstanding options at September 30, 2015 exercised their options at the Company’s closing stock price on September 30, 2015 . d. Earnings per Share Basic net earnings (loss) attributable to AmSurg Corp. common stockholders, per common share, excludes dilution and is computed by dividing net earnings (loss) attributable to AmSurg Corp. common stockholders by the weighted-average number of common shares outstanding during the period. Diluted net earnings attributable to AmSurg common stockholders, per common share is computed by dividing net earnings attributable to AmSurg Corp. common stockholders by the weighted-average number of common shares outstanding during the period plus any potential dilutive common share equivalents, including shares issuable (1) upon the vesting of restricted stock awards as determined under the treasury stock method and (2) upon conversion of the Company's mandatory convertible preferred stock as determined under the if-converted method. For purposes of calculating diluted earnings per share, preferred stock dividends have been subtracted from both net earnings from continuing operations attributable to AmSurg Corp. and net earnings attributable to AmSurg Corp. common shareholders in periods in which utilizing the if-converted method would be anti-dilutive. For the nine months ended September 30, 2015 , approximately 3.1 million common share equivalents related to the mandatory convertible preferred stock were anti-dilutive and therefore are excluded from the dilutive weighted average number of shares outstanding. The following is a reconciliation of the numerator and denominators of basic and diluted earnings (loss) per share (in thousands, except per share amounts): Three Months Ended September 30, Nine Months Ended September 30, Earnings Shares Per Share Earnings Shares Per Share (Numerator) (Denominator) Amount (Numerator) (Denominator) Amount 2015: Net earnings from continuing operations attributable to AmSurg Corp. common shareholders (basic) $ 40,397 47,707 $ 0.85 $ 90,582 47,652 $ 1.90 Preferred stock dividends 2,264 — — — Effect of dilutive securities, options and non-vested shares — 3,568 — 398 Net earnings from continuing operations attributable to AmSurg Corp. common shareholders (diluted) $ 42,661 51,275 $ 0.83 $ 90,582 48,050 $ 1.89 2014: Net earnings (loss) from continuing operations attributable to AmSurg Corp. common shareholders (basic) $ (10,697 ) 46,320 $ (0.23 ) $ 25,466 36,620 $ 0.70 Effect of dilutive securities, options and non-vested shares — — — 406 Net earnings (loss) from continuing operations attributable to AmSurg Corp. common shareholders (diluted) $ (10,697 ) 46,320 $ (0.23 ) $ 25,466 37,026 $ 0.69 |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2015 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The Company files a consolidated federal income tax return. Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. The Company applies recognition thresholds and measurement attributes for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return as it relates to accounting for uncertainty in income taxes. In addition, it is the Company’s policy to recognize interest accrued and penalties, if any, related to unrecognized benefits as income tax expense in its consolidated statement of operations. The Company does not expect significant changes to its tax positions or liability for tax uncertainties during the next 12 months. During the three and nine months ended September 30, 2015, the Company recorded an increase of approximately $4.7 million and $6.2 million , respectively, to its valuation allowances for net operating loss carryforwards resulting primarily from interest expense and transaction costs resulting from the acquisition of Sheridan, which were incurred in jurisdictions where it is not likely that sufficient taxable income will be generated to utilize those losses. The Company and its subsidiaries file U.S. federal and various state tax returns. With few exceptions, the Company is no longer subject to U.S. federal or state income tax examinations for years prior to 2012 . |
Commitments And Contingencies
Commitments And Contingencies | 9 Months Ended |
Sep. 30, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments And Contingencies | Commitments and Contingencies Litigation From time to time the Company is named as a party to legal claims and proceedings in the ordinary course of business. The Company's management is not aware of any claims or proceedings that are expected to have a material adverse impact on the Company's consolidated financial condition, results of operations or cash flows. Insurance Programs Given the nature of the services provided, the Company and its subsidiaries are subject to professional and general liability claims and related lawsuits in the ordinary course of business. The Company maintains professional insurance with third-party insurers generally on a claims-made basis, subject to self-insured retentions, exclusions and other restrictions. A substantial portion of the professional liability loss risks are being provided by a third-party insurer which is fully reinsured by the Company's wholly-owned captive insurance subsidiary. In addition, the captive provides stop loss coverage for the Company’s self-insured employee health program. The assets, liabilities and results of operations of the wholly-owned captive are consolidated in the accompanying consolidated financial statements. The liabilities for self-insurance in the accompanying consolidated balance sheets include estimates of the ultimate costs related to both reported claims on an individual and aggregate basis and unreported claims. The Company also obtains professional liability insurance on a claims-made basis from third party insurers for its surgery centers and certain of its owned practices and employed physicians. The Company’s reserves for professional liability claims within the self-insured retention are based upon periodic actuarial calculations. These actuarial estimates consider historical claims frequency and severity, loss development patterns and other actuarial assumptions and are not discounted to present value. The Company also maintains insurance for director and officer liability, workers’ compensation liability and property damage. Certain policies are subject to deductibles. In addition to the insurance coverage provided, the Company indemnifies its officers and directors for actions taken on behalf of the Company and its subsidiaries. Redeemable Noncontrolling Interests Certain of the Company’s wholly-owned subsidiaries, as general partners in the LPs, are responsible for all debts incurred but unpaid by the LPs. As manager of the operations of the LPs, the Company has the ability to limit potential liabilities by curtailing operations or taking other operating actions. In the event of a change in current law that would prohibit the physicians’ current form of ownership in the partnerships, the Company would be obligated to purchase the physicians’ interests in a substantial majority of the Company’s partnerships. The purchase price to be paid in such event would be determined by a pre-defined formula, as specified in the partnership agreements. The Company believes the likelihood of a change in current law that would trigger such purchases was remote as of September 30, 2015 . As a result, the noncontrolling interests that are subject to this redemption feature are not included as part of the Company’s equity and are classified as noncontrolling interests – redeemable on the Company’s consolidated balance sheets. Physician Services Headquarters Operating Lease On January 16, 2015, the Company entered into an agreement to lease approximately 222,000 square feet of office space in Plantation, Florida which it intends to be the future headquarters of its physician services operations. The Company expects to take possession of the space in the fourth quarter of 2015 to begin tenant improvements on approximately 167,000 square feet of space which it intends to occupy during the second quarter of 2016. In addition, the Company plans to begin tenant improvements on an additional 55,000 square feet of space during the second quarter of 2016 which it will occupy at a later date. As the lease is expected to be operating in nature, the Company will begin to recognize rent expense on a straight line basis when possession is obtained. Annual rent expense is expected to be approximately $2.9 million . The initial term of this lease agreement is set to expire in February 2029. |
Segment Reporting
Segment Reporting | 9 Months Ended |
Sep. 30, 2015 | |
Segment Reporting [Abstract] | |
Segment Reporting | Segment Reporting Prior to the Sheridan acquisition, the Company operated its centers as individual components of one operating and reportable segment. Upon completion of the Sheridan acquisition, the Company operates in two major lines of business - the operation of ambulatory surgery centers and providing multi-specialty outsourced physician services, which have been identified as its operating and reportable segments. Through the ambulatory services segment, the Company acquires, develops and operates ambulatory surgery centers in partnership with physicians. Through the physician services segment, the Company provides outsourced physician services in multiple specialties to hospitals, ambulatory surgery centers and other healthcare facilities, primarily in the areas of anesthesiology, children’s services, emergency medicine and radiology. The Company’s financial information by operating segment is prepared on an internal management reporting basis and includes allocations of corporate overhead to each segment. This financial information is used by the chief operating decision maker to allocate resources and assess the performance of the operating segments. The Company’s operating segments have been defined based on the separate financial information that is regularly produced and reviewed by the Company’s chief operating decision maker which is its Chief Executive Officer. The following table presents financial information for each reportable segment (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2015 2014 2015 2014 Net Revenue: Ambulatory Services $ 308,983 $ 276,419 $ 903,884 $ 814,207 Physician Services (1) 341,244 225,931 958,738 225,931 Total $ 650,227 $ 502,350 $ 1,862,622 $ 1,040,138 Adjusted EBITDA: Ambulatory Services $ 55,353 $ 47,853 $ 162,965 $ 145,475 Physician Services (1) 77,824 48,016 191,939 48,016 Total $ 133,177 $ 95,869 $ 354,904 $ 193,491 Adjusted EBITDA: $ 133,177 $ 95,869 $ 354,904 $ 193,491 Earnings from continuing operations attributable to noncontrolling interests 55,618 47,578 160,407 139,150 Interest expense, net (30,242 ) (39,054 ) (90,671 ) (52,906 ) Depreciation and amortization (24,106 ) (20,838 ) (70,536 ) (37,533 ) Share-based compensation (3,727 ) (2,424 ) (11,319 ) (7,388 ) Net change in fair value of contingent consideration (1,928 ) — (8,338 ) — Transaction costs (2,107 ) (25,102 ) (5,560 ) (28,681 ) Debt extinguishment costs — (16,887 ) — (16,887 ) Gain on deconsolidation 9,112 — 5,854 3,411 Earnings from continuing operations before income taxes $ 135,797 $ 39,142 $ 334,741 $ 192,657 Acquisition and Capital Expenditures: Ambulatory Services (2) $ 25,872 $ 5,759 $ 144,482 $ 45,207 Physician Services (1) 25,927 2,339 136,014 2,339 Total $ 51,799 $ 8,098 $ 280,496 $ 47,546 (1) Amounts reported for the 2014 periods represent the results of operations from July 16, 2014, the acquisition date of Sheridan, through September 30, 2014. (2) Excludes the purchase price to acquire Sheridan. |
Financial Information for the C
Financial Information for the Company and Its Subsidiaries | 9 Months Ended |
Sep. 30, 2015 | |
Condensed Financial Information of Parent Company Only Disclosure [Abstract] | |
Financial Information for the Company and Its Subsidiaries | Financial Information for the Company and Its Subsidiaries The 2020 Senior Unsecured Notes and 2022 Senior Unsecured Notes are senior unsecured obligations of the Company and are guaranteed by its existing and subsequently acquired or organized 100% owned domestic subsidiaries. The 2020 Senior Unsecured Notes and 2022 Senior Unsecured Notes are guaranteed on a full and unconditional and joint and several basis, with limited exceptions considered customary for such guarantees, including the release of the guarantee when a subsidiary's assets are sold. The following condensed consolidating financial statements present the Company (as parent issuer), the subsidiary guarantors, the subsidiary non-guarantors and consolidating adjustments. These condensed consolidating financial statements have been prepared and presented in accordance with Rule 3-10 of Regulation S-X “Financial Statements of Guarantors and Issuers of Guaranteed Securities Registered or Being Registered.” The operating and investing activities of the separate legal entities are fully interdependent and integrated. Accordingly, the results of the separate legal entities are not representative of what the operating results would be on a stand-alone basis. Condensed Consolidating Balance Sheet - September 30, 2015 (In thousands) Parent Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating Adjustments Total Consolidated Assets Current assets: Cash and cash equivalents $ 68,730 $ 56,647 $ 62,045 $ — $ 187,422 Restricted cash and marketable securities — — 11,789 — 11,789 Accounts receivable, net — 160,685 115,552 — 276,237 Supplies inventory — 255 20,632 — 20,887 Prepaid and other current assets 33,969 50,302 19,516 (12,136 ) 91,651 Total current assets 102,699 267,889 229,534 (12,136 ) 587,986 Property and equipment, net 12,819 9,468 168,112 — 190,399 Investments in and receivables from unconsolidated affiliates 4,115,444 1,729,729 — (5,732,296 ) 112,877 Goodwill — 1,559,463 — 2,029,854 3,589,317 Intangible assets, net 62,201 1,217,937 2,429 — 1,282,567 Other assets 3,408 1,040 21,624 (1,998 ) 24,074 Total assets $ 4,296,571 $ 4,785,526 $ 421,699 $ (3,716,576 ) $ 5,787,220 Liabilities and Equity Current liabilities: Current portion of long-term debt $ 8,700 $ — $ 11,282 $ — $ 19,982 Accounts payable 1,696 4,686 28,067 (3,699 ) 30,750 Accrued salaries and benefits 28,070 141,388 17,465 — 186,923 Accrued interest 17,835 — 11 — 17,846 Other accrued liabilities 14,856 81,017 43,127 (8,437 ) 130,563 Total current liabilities 71,157 227,091 99,952 (12,136 ) 386,064 Long-term debt 2,200,425 — 57,759 (27,888 ) 2,230,296 Deferred income taxes 238,773 408,936 — (1,998 ) 645,711 Other long-term liabilities 4,473 66,862 19,336 — 90,671 Intercompany payable — 1,228,157 — (1,228,157 ) — Noncontrolling interests – redeemable — — 64,595 120,666 185,261 Equity: Total AmSurg Corp. equity 1,781,743 2,854,480 133,171 (2,987,651 ) 1,781,743 Noncontrolling interests – non-redeemable — — 46,886 420,588 467,474 Total equity 1,781,743 2,854,480 180,057 (2,567,063 ) 2,249,217 Total liabilities and equity $ 4,296,571 $ 4,785,526 $ 421,699 $ (3,716,576 ) $ 5,787,220 Condensed Consolidating Balance Sheet - December 31, 2014 (In thousands) Parent Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating Adjustments Total Consolidated Assets Current assets: Cash and cash equivalents $ 134,351 $ 23,471 $ 50,257 $ — $ 208,079 Restricted cash and marketable securities — — 10,219 — 10,219 Accounts receivable, net — 123,772 109,281 — 233,053 Supplies inventory — 301 19,673 — 19,974 Prepaid and other current assets 47,997 58,388 13,795 (4,818 ) 115,362 Total current assets 182,348 205,932 203,225 (4,818 ) 586,687 Property and equipment, net 10,391 9,972 160,085 — 180,448 Investments in and receivables from unconsolidated affiliates 3,912,804 1,587,881 — (5,425,210 ) 75,475 Goodwill — 1,490,981 — 1,890,168 3,381,149 Intangible assets, net 67,678 1,203,218 2,983 — 1,273,879 Other assets 3,323 943 23,086 (1,466 ) 25,886 Total assets $ 4,176,544 $ 4,498,927 $ 389,379 $ (3,541,326 ) $ 5,523,524 Liabilities and Equity Current liabilities: Current portion of long-term debt $ 8,700 $ — $ 10,126 $ — $ 18,826 Accounts payable 1,849 35 31,781 (4,080 ) 29,585 Accrued salaries and benefits 25,035 101,395 13,614 — 140,044 Accrued interest 29,621 — 23 — 29,644 Other accrued liabilities 8,051 44,305 16,368 (738 ) 67,986 Total current liabilities 73,256 145,735 71,912 (4,818 ) 286,085 Long-term debt 2,206,950 — 53,648 (28,412 ) 2,232,186 Deferred income taxes 209,400 425,546 — (1,466 ) 633,480 Other long-term liabilities 7,391 63,616 18,436 — 89,443 Intercompany payable — 1,219,979 8,010 (1,227,989 ) — Noncontrolling interests – redeemable — — 63,544 120,555 184,099 Equity: Total AmSurg Corp. equity 1,679,547 2,644,051 130,206 (2,774,257 ) 1,679,547 Noncontrolling interests – non-redeemable — — 43,623 375,061 418,684 Total equity 1,679,547 2,644,051 173,829 (2,399,196 ) 2,098,231 Total liabilities and equity $ 4,176,544 $ 4,498,927 $ 389,379 $ (3,541,326 ) $ 5,523,524 Condensed Consolidating Statement of Operations - For the Three Months Ended September 30, 2015 (In thousands) Parent Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating Adjustments Total Consolidated Net revenue $ 5,975 $ 339,484 $ 314,382 $ (9,614 ) $ 650,227 Operating expenses: Salaries and benefits 17,642 231,769 78,249 (128 ) 327,532 Supply cost — 476 45,182 (20 ) 45,638 Other operating expenses 7,054 34,742 66,522 (9,466 ) 98,852 Transaction costs 270 1,837 — — 2,107 Depreciation and amortization 1,017 14,906 8,183 — 24,106 Total operating expenses 25,983 283,730 198,136 (9,614 ) 498,235 Net gain on deconsolidations — 9,112 — — 9,112 Equity in earnings of unconsolidated affiliates 96,232 64,423 — (155,720 ) 4,935 Operating income 76,224 129,289 116,246 (155,720 ) 166,039 Interest expense, net 11,766 17,845 631 — 30,242 Earnings from operations before income taxes 64,458 111,444 115,615 (155,720 ) 135,797 Income tax expense 21,797 15,210 511 — 37,518 Net earnings 42,661 96,234 115,104 (155,720 ) 98,279 Less net earnings attributable to noncontrolling interests — — 55,618 — 55,618 Net earnings attributable to AmSurg Corp. shareholders 42,661 96,234 59,486 (155,720 ) 42,661 Preferred stock dividends (2,264 ) — — — (2,264 ) Net earnings attributable to AmSurg Corp. common shareholders $ 40,397 $ 96,234 $ 59,486 $ (155,720 ) $ 40,397 Condensed Consolidating Statement of Operations - For the Nine Months Ended September 30, 2015 (In thousands) Parent Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating Adjustments Total Consolidated Net revenue $ 20,145 $ 954,642 $ 915,791 $ (27,956 ) $ 1,862,622 Operating expenses: Salaries and benefits 50,796 671,988 227,703 (380 ) 950,107 Supply cost — 1,361 132,705 (54 ) 134,012 Other operating expenses 19,471 106,452 196,023 (27,522 ) 294,424 Transaction costs 862 4,698 — — 5,560 Depreciation and amortization 2,907 43,830 23,799 — 70,536 Total operating expenses 74,036 828,329 580,230 (27,956 ) 1,454,639 Net gain on deconsolidations — 5,889 (35 ) — 5,854 Equity in earnings of unconsolidated affiliates 233,362 183,519 — (405,306 ) 11,575 Operating income 179,471 315,721 335,526 (405,306 ) 425,412 Interest expense, net 35,630 53,223 1,818 — 90,671 Earnings from operations before income taxes 143,841 262,498 333,708 (405,306 ) 334,741 Income tax expense 46,467 29,134 1,359 — 76,960 Net earnings 97,374 233,364 332,349 (405,306 ) 257,781 Less net earnings attributable to noncontrolling interests — — 160,407 — 160,407 Net earnings attributable to AmSurg Corp. shareholders 97,374 233,364 171,942 (405,306 ) 97,374 Preferred stock dividends (6,792 ) — — — (6,792 ) Net earnings attributable to AmSurg Corp. common shareholders $ 90,582 $ 233,364 $ 171,942 $ (405,306 ) $ 90,582 Condensed Consolidating Statement of Operations - For the Three Months Ended September 30, 2014 (In thousands) Parent Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating Adjustments Total Consolidated Net revenue $ 5,551 $ 221,013 $ 280,589 $ (4,803 ) $ 502,350 Operating expenses: Salaries and benefits 14,961 153,653 71,846 (123 ) 240,337 Supply cost — 816 41,070 — 41,886 Other operating expenses 6,425 19,127 60,390 (4,680 ) 81,262 Transaction costs 23,111 1,991 — — 25,102 Depreciation and amortization 789 12,320 7,729 — 20,838 Total operating expenses 45,286 187,907 181,035 (4,803 ) 409,425 Equity in earnings of unconsolidated affiliates 58,649 48,225 — (104,716 ) 2,158 Operating income 18,914 81,331 99,554 (104,716 ) 95,083 Interest expense 23,865 14,630 559 — 39,054 Debt extinguishment costs 16,887 — — — 16,887 Earnings (loss) from continuing operations before income taxes (21,838 ) 66,701 98,995 (104,716 ) 39,142 Income tax expense (benefit) (8,566 ) 8,051 537 — 22 Net earnings (loss) from continuing operations (13,272 ) 58,650 98,458 (104,716 ) 39,120 Net earnings (loss) from discontinued operations 3,438 — (5,135 ) — (1,697 ) Net earnings (loss) (9,834 ) 58,650 93,323 (104,716 ) 37,423 Less net earnings attributable to noncontrolling interests — — 47,257 — 47,257 Net earnings (loss) attributable to AmSurg Corp. shareholders (9,834 ) 58,650 46,066 (104,716 ) (9,834 ) Preferred stock dividends (2,239 ) — — — (2,239 ) Net earnings (loss) attributable to AmSurg Corp. common shareholders $ (12,073 ) $ 58,650 $ 46,066 $ (104,716 ) $ (12,073 ) Amounts attributable to AmSurg Corp. common shareholders: Earnings (loss) from continuing operations, net of income tax $ (15,511 ) $ 58,650 $ 50,880 $ (104,716 ) $ (10,697 ) Discontinued operations, net of income tax 3,438 — (4,814 ) — (1,376 ) Net earnings (loss) attributable to AmSurg Corp. common shareholders $ (12,073 ) $ 58,650 $ 46,066 $ (104,716 ) $ (12,073 ) Condensed Consolidating Statement of Operations - For the Nine Months Ended September 30, 2014 (In thousands) Parent Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating Adjustments Total Consolidated Net revenue $ 18,042 $ 221,013 $ 815,272 $ (14,189 ) $ 1,040,138 Operating expenses: Salaries and benefits 44,728 153,653 208,527 (369 ) 406,539 Supply cost — 816 119,748 — 120,564 Other operating expenses 15,440 19,127 170,496 (13,820 ) 191,243 Transaction costs 26,690 1,991 — — 28,681 Depreciation and amortization 2,429 12,320 22,784 — 37,533 Total operating expenses 89,287 187,907 521,555 (14,189 ) 784,560 Gain on deconsolidation 3,411 3,411 — (3,411 ) 3,411 Equity in earnings of unconsolidated affiliates 161,340 150,916 — (308,795 ) 3,461 Operating income 93,506 187,433 293,717 (312,206 ) 262,450 Interest expense 36,658 14,630 1,618 — 52,906 Debt extinguishment costs 16,887 — — — 16,887 Earnings from continuing operations before income taxes 39,961 172,803 292,099 (312,206 ) 192,657 Income tax expense 16,687 8,051 1,064 — 25,802 Net earnings from continuing operations 23,274 164,752 291,035 (312,206 ) 166,855 Net earnings (loss) from discontinued operations 3,048 — (4,194 ) — (1,146 ) Net earnings 26,322 164,752 286,841 (312,206 ) 165,709 Less net earnings attributable to noncontrolling interests — — 139,387 — 139,387 Net earnings attributable to AmSurg Corp. shareholders 26,322 164,752 147,454 (312,206 ) 26,322 Preferred stock dividends (2,239 ) — — — (2,239 ) Net earnings attributable to AmSurg Corp. common shareholders $ 24,083 $ 164,752 $ 147,454 $ (312,206 ) $ 24,083 Amounts attributable to AmSurg Corp. common shareholders: Earnings from continuing operations, net of income tax $ 21,035 $ 164,752 $ 151,885 $ (312,206 ) $ 25,466 Discontinued operations, net of income tax 3,048 — (4,431 ) — (1,383 ) Net earnings attributable to AmSurg Corp. common shareholders $ 24,083 $ 164,752 $ 147,454 $ (312,206 ) $ 24,083 Condensed Consolidating Statement of Cash Flows - For the Nine Months Ended September 30, 2015 (In thousands) Parent Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating Adjustments Total Consolidated Cash flows from operating activities: Net cash flows provided by (used in) operating activities $ (20,702 ) $ 313,286 $ 368,391 $ (233,773 ) $ 427,202 Cash flows from investing activities: Acquisitions and related expenses (29,157 ) (236,107 ) — 31,774 (233,490 ) Acquisition of property and equipment (5,659 ) (15,418 ) (25,929 ) — (47,006 ) Purchases of marketable securities — — (1,743 ) — (1,743 ) Maturities of marketable securities — — 4,233 — 4,233 Other — (779 ) (3,195 ) — (3,974 ) Net cash flows used in investing activities (34,816 ) (252,304 ) (26,634 ) 31,774 (281,980 ) Cash flows from financing activities: Proceeds from long-term borrowings — — 10,197 — 10,197 Repayment on long-term borrowings (6,525 ) — (9,212 ) — (15,737 ) Distributions to owners, including noncontrolling interests — (59,616 ) (332,301 ) 233,773 (158,144 ) Capital contributions — 29,157 — (29,157 ) — Cash dividends for preferred shares (6,792 ) — — — (6,792 ) Financing cost incurred (294 ) — — — (294 ) Changes in intercompany balances with affiliates, net 524 — (524 ) — — Other, net 2,984 2,653 1,871 (2,617 ) 4,891 Net cash flows used in financing activities (10,103 ) (27,806 ) (329,969 ) 201,999 (165,879 ) Net increase (decrease) in cash and cash equivalents (65,621 ) 33,176 11,788 — (20,657 ) Cash and cash equivalents, beginning of period 134,351 23,471 50,257 — 208,079 Cash and cash equivalents, end of period $ 68,730 $ 56,647 $ 62,045 $ — $ 187,422 Condensed Consolidating Statement of Cash Flows - For the Nine Months Ended September 30, 2014 (In thousands) Parent Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating Adjustments Total Consolidated Cash flows from operating activities: Net cash flows provided by operating activities $ 103,091 $ 225,098 $ 309,033 $ (361,171 ) $ 276,051 Cash flows from investing activities: Acquisitions and related expenses (2,147,585 ) (2,142,611 ) 1,574 2,149,974 (2,138,648 ) Acquisition of property and equipment (3,653 ) (2,337 ) (17,119 ) — (23,109 ) Proceeds from sale of interests in surgery centers — 4,969 — — 4,969 Purchases of marketable securities — — (3,486 ) — (3,486 ) Other (2,555 ) (648 ) 5,285 — 2,082 Net cash flows used in investing activities (2,153,793 ) (2,140,627 ) (13,746 ) 2,149,974 (2,158,192 ) Cash flows from financing activities: Proceeds from long-term borrowings 2,040,000 — 6,399 — 2,046,399 Repayment on long-term borrowings (394,318 ) — (8,725 ) — (403,043 ) Distributions to owners, including noncontrolling interests — (206,580 ) (294,034 ) 361,171 (139,443 ) Capital contributions — 2,147,585 — (2,147,585 ) — Proceeds from preferred stock offering 172,500 — — — 172,500 Cash dividends for preferred shares (2,239 ) — — — (2,239 ) Proceeds from common stock offering 439,875 — — — 439,875 Payments of equity issuance costs (24,366 ) — — — (24,366 ) Financing costs incurred (65,673 ) — — — (65,673 ) Changes in intercompany balances with affiliates, net 731 — (731 ) — — Other, net 1,311 (206 ) 2,656 (2,389 ) 1,372 Net cash flows provided by (used in) financing activities 2,167,821 1,940,799 (294,435 ) (1,788,803 ) 2,025,382 Net increase in cash and cash equivalents 117,119 25,270 852 — 143,241 Cash and cash equivalents, beginning of period 6,710 — 44,130 — 50,840 Cash and cash equivalents, end of period $ 123,829 $ 25,270 $ 44,982 $ — $ 194,081 |
Subsequent Events
Subsequent Events | 9 Months Ended |
Sep. 30, 2015 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events The Company assessed events occurring subsequent to September 30, 2015 for potential recognition and disclosure in the consolidated financial statements. The Company acquired one physician practice and two surgery centers for an aggregate purchase price of approximately $388.0 million . Other than the items described above, no events have occurred that would require adjustment to or disclosure in the consolidated financial statements. |
Basis of Presentation (Policies
Basis of Presentation (Policies) | 9 Months Ended |
Sep. 30, 2015 | |
Accounting Policies [Abstract] | |
Principles of Consolidation | These unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (GAAP) for interim financial reporting and in accordance with Rule 10-01 of Regulation S-X. In the opinion of management, the unaudited interim consolidated financial statements contained in this report reflect all normal recurring adjustments, which are necessary for a fair presentation of the financial position and the results of operations for the interim periods presented. The results of operations for any interim period are not necessarily indicative of results for the full year. The accompanying unaudited consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in AmSurg Corp.'s (Company) 2014 Annual Report on Form 10-K. Ambulatory Services The Company, through its wholly-owned subsidiaries, owns interests, primarily 51%, in limited partnerships (LPs) and limited liability companies (LLCs) which own and operate ambulatory surgery centers (ASCs, surgery centers or centers). The Company does not have an ownership interest in a LP or LLC greater than 51% which it does not consolidate. The Company has ownership interests of less than 51% in 15 LPs and LLCs, 2 of which it consolidates as the Company has substantive participation rights and 13 of which it does not consolidate as the Company’s rights are limited to protective rights only. The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries and the consolidated LPs and LLCs. Consolidation of such LPs and LLCs is necessary as the Company’s wholly-owned subsidiaries have primarily 51% or more of the financial interest of the LPs and LLCs, are the general partner or majority member with all the duties, rights and responsibilities thereof, are responsible for the day-to-day management of the LPs and LLCs, and have control of the entities. The responsibilities of the Company’s noncontrolling partners (LPs and noncontrolling members) are to supervise the delivery of medical services, with their rights being restricted to those that protect their financial interests, such as approval of the acquisition of significant assets or the incurrence of debt which they are generally required to guarantee on a pro rata basis based upon their respective ownership interests. Intercompany profits, transactions and balances have been eliminated. All LPs and LLCs and noncontrolling partners are referred to herein as “partnerships” and “partners”, respectively. Ownership interests in consolidated subsidiaries held by parties other than the Company are identified and generally presented in the consolidated financial statements within the equity section but separate from the Company’s equity. However, for instances in which certain redemption features that are not solely within the control of the Company are present, classification of noncontrolling interests outside of permanent equity is required. Consolidated net earnings (loss) attributable to the Company and to the noncontrolling interests are identified and presented on the consolidated statements of operations; changes in ownership interests are accounted for as equity transactions; and when a subsidiary is deconsolidated, any retained noncontrolling equity investment in the former subsidiary and the gain or loss on the deconsolidation of the subsidiary are measured at fair value. Certain transactions with noncontrolling interests are also classified within financing activities in the statements of cash flows. Center profits and losses of consolidated entities are allocated to the Company’s partners in proportion to their ownership percentages and reflected in the aggregate as net earnings (loss) attributable to noncontrolling interests. The partners of the Company’s center partnerships typically are organized as general partnerships, LPs or LLCs that are not subject to federal income tax. Each partner shares in the pre-tax earnings of the center in which it is a partner. Accordingly, the earnings attributable to noncontrolling interests in each of the Company’s consolidated partnerships are generally determined on a pre-tax basis, and total net earnings attributable to noncontrolling interests are presented after net earnings. However, the Company considers the impact of the net earnings attributable to noncontrolling interests on earnings before income taxes in order to determine the amount of pre-tax earnings on which the Company must determine its income tax expense. In addition, distributions from the partnerships are made to both the Company’s wholly-owned subsidiaries and the partners on a pre-tax basis. Physician Services On July 16, 2014, the Company completed its acquisition of Sheridan Healthcare (Sheridan). Sheridan is a national provider of multi-specialty physician and administrative services to hospitals, ambulatory surgery centers and other healthcare facilities. Sheridan focuses on delivering comprehensive physician services, primarily in the areas of anesthesiology, children's services, radiology and emergency medicine to healthcare facilities. Through its contracts with healthcare facilities, Sheridan is authorized to bill and collect charges for fee for service medical services rendered by its healthcare professionals and employees in exchange for the provision of services to the patients of these facilities. Contract revenue is earned directly from hospital customers through a variety of payment arrangements that are established when payments from third-party payors are inadequate to support the costs of providing the services required under the contract. Sheridan also provides physician services and manages office-based practices in the areas of gynecology, obstetrics and perinatology. The consolidated financial statements include the accounts of Sheridan and its wholly-owned subsidiaries along with the accounts of affiliated professional corporations (PCs) with which Sheridan currently has management arrangements. Sheridan's agreements with these PCs provide that the term of the arrangements is permanent, subject only to termination by the Company, except in the case of gross negligence, fraud or bankruptcy of the Company. These arrangements are captive in nature as a majority of the outstanding voting equity instruments of the PCs are owned by nominee shareholders appointed at the sole discretion of the Company. The Company has a contractual right to transfer the ownership of the PCs at any time to any person it designates as the nominee shareholder. The Company has the right to receive income, both as ongoing fees and as proceeds from the sale of its interest in the PCs, in an amount that fluctuates based on the performance of the PCs and the change in the fair value of the Company’s interest in the PCs. The Company has exclusive responsibility for the provision of all non-medical services required for the day-to-day operation and management of the PCs and establishes the guidelines for the employment and compensation of the physicians and other employees of the PCs. In addition, the agreements provide that the Company has the right, but not the obligation, to purchase, or to designate a person(s) to purchase, the stock of the PCs for a nominal amount. Separately, in its sole discretion, the Company has the right to assign its interest in the management and purchase agreements. Based upon the provisions of these agreements, the Company has determined that the PCs are variable interest entities and that the Company is the primary beneficiary as defined in the accounting guidance for consolidation. |
Restricted Cash | Restricted Cash and Marketable Securities As of September 30, 2015 and December 31, 2014 , the Company had $30.1 million and $30.3 million , respectively, of restricted cash and marketable securities in the accompanying consolidated balance sheets which is restricted for the purpose of satisfying the obligations of the Company's wholly-owned captive insurance company. The Company has reflected $18.3 million and $20.1 million as of September 30, 2015 and December 31, 2014 , respectively, of its restricted cash and marketable securities as a component of other assets in the accompanying consolidated balance sheets. Restricted cash and marketable securities reflected as a component of total current assets in the accompanying consolidated balance sheets represent amounts available to satisfy the claims payments estimated to occur in the next 12 months. As of September 30, 2015 and December 31, 2014 , the Company had $0.5 million and $3.0 million , respectively, included in restricted cash and marketable securities, consisting of certificates of deposit with maturities less than 180 days, which approximates fair value. |
Reclassifications | Reclassifications Certain prior year amounts in the accompanying consolidated financial statements and these notes have been reclassified to reflect the impact of additional discontinued operations as further discussed in note 6. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with 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 revenues and expenses during the reporting period. Actual results could differ from those estimates. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In April 2014, the Financial Accounting Standards Board (FASB) issued ASU 2014-08 “Presentation of Financial Statements and Property, Plant and Equipment,” which raised the threshold for a disposal to qualify as a discontinued operation and requires certain new disclosures for individually material disposals that do not meet the new definition of a discontinued operation. The ASU’s intent is to reduce the number of disposals reported as discontinued operations by focusing on strategic shifts that have or will have a major effect on the Company’s operations and financial results rather than routine disposals that are not a change in the Company’s strategy. The guidance is effective for interim and annual periods beginning after December 15, 2014, with earlier adoption permitted. From time to time, the Company will dispose of certain of its entities primarily due to management’s assessment of the Company’s strategy in the market and due to limited growth opportunities at those entities. Historically, these dispositions were classified as discontinued operations and recorded separately from continuing operations. The Company adopted this ASU effective January 1, 2015 and did not have any disposals during the nine months ended September 30, 2015 . The Company does not believe this ASU will have a material impact on the Company’s consolidated financial position or cash flows. In May 2014, the FASB issued ASU 2014-09 “Revenue from Contracts with Customers,” which will eliminate the transaction and industry-specific revenue recognition guidance under current GAAP and replace it with a principle-based approach using the following steps: identify the contract(s) with a customer, identify the performance obligations in the contract, determine the transaction price, allocate the transaction price to the performance obligations in the contract and recognize revenue when (or as) the entity satisfies a performance obligation. In August 2015, the FASB issued ASU 2015-14 "Revenue from Contracts with Customers (Topic 606), Deferral of the Effective Date" which granted a one-year deferral of this ASU. The guidance in ASU 2014-09 will now be effective for public entities for annual reporting periods beginning after December 15, 2017, including interim periods therein. Early adoption will be permitted for annual reporting periods beginning after December 15, 2016, including interim periods therein. The Company has yet to assess the impact, if any, this ASU will have on the Company's consolidated financial position, results of operations or cash flows. In February 2015, the FASB issued ASU No. 2015-02, "Consolidations (Topic 810) - Amendments to the Consolidation Analysis". The new guidance makes amendments to the current consolidation guidance, including introducing a separate consolidation analysis specific to limited partnerships and other similar entities. Under this analysis, limited partnerships and other similar entities will be considered a variable-interest entity unless the limited partners hold substantive kick-out rights or participating rights. The standard is effective for annual periods beginning after December 15, 2015. The Company has not yet determined the impact, if any, this ASU will have on the Company's consolidated financial position, results of operations or cash flows. In April 2015, the FASB issued Accounting Standards Update No. 2015-03, "Interest - Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs". ASU 2015-03 amends current presentation guidance by requiring that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. In August 2015, the FASB issued ASU 2015-15 “Interest - Imputation of Interest (Subtopic 835-50), Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of-Credit Arrangements - Amendments to securities and exchange commission (SEC) Paragraphs Pursuant to Staff Announcement at June 18, 2015 EITF Meeting (SEC Update)” which incorporates into the Accounting Standards Codification an SEC staff announcement that the SEC staff will not object to an entity presenting the cost of securing a revolving line of credit as an asset, regardless of whether a balance is outstanding. The standards are effective for annual periods beginning after December 15, 2015, and interim periods within those fiscal years. Upon adoption, the Company will reclassify debt issuance costs which are currently presented as a component of intangible assets in the accompanying consolidated balance sheets to long-term debt, except those debt issuance costs associated with the Company's revolving credit facility. The Company expects the adoption of this standard will not have a significant impact on the Company's consolidated financial position, results of operations or cash flows. In September 2015, the FASB issued ASU 2015-16 “Business Combinations (Topic 805), Simplifying the Accounting for Measurement-Period Adjustments” which eliminates the requirement that an acquirer in a business combination account for measurement-period adjustments retrospectively. Instead, an acquirer will recognize a measurement-period adjustment during the period in which it determines the amount of the adjustment, including the effect on earnings of any amounts it would have recorded in previous periods if the accounting had been completed at the acquisition date. The guidance is effective for fiscal years, including interim periods within those fiscal years, beginning after December 31, 2015 with early adoption permitted. The Company adopted this standard as of September 2015. The adoption of this ASU did not have a material effect on the Company's consolidated financial position, results of operations or cash flows as of September 30, 2015. |
Revenue Recognition | Ambulatory Services Ambulatory services revenues consist of billing for the use of the centers’ facilities directly to the patient or third-party payor and, at certain of the Company’s centers (primarily centers that perform gastrointestinal endoscopy procedures), billing for anesthesia services provided by medical professionals employed or contracted by the Company’s centers. Such revenues are recognized when the related surgical procedures are performed. Revenues exclude any amounts billed for physicians’ surgical services, which are billed separately by the physicians to the patient or third-party payor. Revenues from ambulatory services are recognized on the date of service, net of estimated contractual adjustments from third-party medical service payors including Medicare and Medicaid. During the nine months ended September 30, 2015 and 2014 , the Company derived approximately 26% and 25% , respectively, of its ambulatory services revenues from governmental healthcare programs, primarily Medicare and managed Medicare programs. Physician Services Physician services revenues primarily consist of fee for service revenue and contract revenue and are derived principally from the provision of physician services to patients of the healthcare facilities the Company serves. Contract revenue represents income earned from the Company's hospital customers to subsidize contract costs when payments from third-party payors are inadequate to support such costs. The Company records revenue at the time services are provided, net of a contractual allowance and a provision for uncollectibles. Revenue less the contractual allowance represents the net revenue expected to be collected from third-party payors (including managed care, commercial and governmental payors such as Medicare and Medicaid) and patients insured by these payors. The Company also recognizes revenue for services provided during the period that have not been billed. Expected collections are estimated based on fees and negotiated payment rates in the case of third-party payors, the specific benefits provided for under each patient’s healthcare plan, mandated payment rates under the Medicare and Medicaid programs, and historical cash collections. The Company's provision for uncollectibles includes its estimate of uncollectible balances due from uninsured patients, uncollectible co-pay and deductible balances due from insured patients and special charges, if any, for uncollectible balances due from managed care, commercial and governmental payors. The Company records net revenue from uninsured patients at its estimated realizable value, which includes a provision for uncollectible balances, based on historical cash collections (net of recoveries) |
Accounts Receivable | The Company manages accounts receivable by regularly reviewing its accounts and contracts and by providing appropriate allowances for contractual adjustments and uncollectible amounts. Some of the factors considered by management in determining the amount of such allowances are the historical trends of cash collections, contractual and bad debt write-offs, accounts receivable agings, established fee schedules, contracts with payors, changes in payor mix and procedure statistics. Actual collections of accounts receivable in subsequent periods may require changes in the estimated contractual allowance and provision for uncollectibles. The Company tests its analysis by comparing cash collections to net patient revenues and monitoring self-pay utilization. In addition, when actual collection percentages differ from expected results, on a contract by contract basis, supplemental detailed reviews of the outstanding accounts receivable balances may be performed by the Company’s billing operations to determine whether there are facts and circumstances existing that may cause a different conclusion as to the estimate of the collectability of that contract’s accounts receivable from the estimate resulting from using the historical collection experience. The Company also supplements its allowance for doubtful accounts policy for its physician services quarterly using a hindsight calculation that utilizes write-off data for all payor classes during the previous 12-month period to estimate the allowance for doubtful accounts at a point in time. Changes in these estimates are charged or credited to the consolidated statements of operations in the period of change. Material changes in estimates may result from unforeseen write-offs of patient or third party accounts receivable, unsuccessful disputes with managed care payors, adverse macro-economic conditions which limit patients’ ability to meet their financial obligations for the care provided by physicians, or broad changes to government regulations that adversely impact reimbursement rates for services provided by the Company. Significant changes in payor mix, business office operations, general economic conditions and health care coverage provided by federal or state governments or private insurers may have a significant impact on the Company’s estimates and significantly affect its results of operations and cash flows. Due to the nature of the Company's operations, it is required to separate the presentation of its bad debt expense on the consolidated statement of operations. The Company records the portion of its bad debts associated with its physician services segment as a component of net revenue in the accompanying consolidated statement of operations, and the remaining portion, which is associated with its ambulatory services segment, is recorded as a component of other operating expenses in the accompanying consolidated statement of operations. The bifurcation is a result of the Company's ability to assess the ultimate collection of the patient service revenue associated with its ambulatory services segment before services are provided. The Company's ambulatory services segment is generally able to verify a patient's insurance coverage and ability to pay before services are provided as those services are pre-scheduled and non-emergent. |
Acquisitions | The Company accounts for its business combinations under the fundamental requirements of the acquisition method of accounting and under the premise that an acquirer be identified for each business combination. The acquirer is the entity that obtains control of one or more businesses in the business combination and the acquisition date is the date the acquirer achieves control. The assets acquired, liabilities assumed and any noncontrolling interests in the acquired business at the acquisition date are recognized at their fair values as of that date, and the direct costs incurred in connection with the business combination are recorded and expensed separately from the business combination. Acquisitions in which the Company is able to exert significant influence but does not have control are accounted for using the equity method. |
Investments in Unconsolidated Affiliates | Investments in unconsolidated affiliates in which the Company exerts significant influence but does not control or otherwise consolidate are accounted for using the equity method. Equity method investments are initially recorded at cost, unless such investments are a result of the Company entering into a transaction whereby the Company loses control of a previously controlled entity but retains a noncontrolling interest. Such transactions, which result in the deconsolidation of a previously consolidated entity, are measured at fair value. These investments are included as investments in unconsolidated affiliates in the accompanying consolidated balance sheets. The Company’s share of the profits and losses from these investments is reported in equity in earnings of unconsolidated affiliates in the accompanying consolidated statements of operations. The Company monitors its investments for other-than-temporary impairment by considering factors such as current economic and market conditions and the operating performance of the companies and records reductions in carrying values when necessary. |
Earnings per Share | Basic net earnings (loss) attributable to AmSurg Corp. common stockholders, per common share, excludes dilution and is computed by dividing net earnings (loss) attributable to AmSurg Corp. common stockholders by the weighted-average number of common shares outstanding during the period. Diluted net earnings attributable to AmSurg common stockholders, per common share is computed by dividing net earnings attributable to AmSurg Corp. common stockholders by the weighted-average number of common shares outstanding during the period plus any potential dilutive common share equivalents, including shares issuable (1) upon the vesting of restricted stock awards as determined under the treasury stock method and (2) upon conversion of the Company's mandatory convertible preferred stock as determined under the if-converted method. For purposes of calculating diluted earnings per share, preferred stock dividends have been subtracted from both net earnings from continuing operations attributable to AmSurg Corp. and net earnings attributable to AmSurg Corp. common shareholders in periods in which utilizing the if-converted method would be anti-dilutive. |
Income Taxes | The Company files a consolidated federal income tax return. Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. The Company applies recognition thresholds and measurement attributes for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return as it relates to accounting for uncertainty in income taxes. In addition, it is the Company’s policy to recognize interest accrued and penalties, if any, related to unrecognized benefits as income tax expense in its consolidated statement of operations. The Company does not expect significant changes to its tax positions or liability for tax uncertainties during the next 12 months. |
Insurance Programs | Insurance Programs Given the nature of the services provided, the Company and its subsidiaries are subject to professional and general liability claims and related lawsuits in the ordinary course of business. The Company maintains professional insurance with third-party insurers generally on a claims-made basis, subject to self-insured retentions, exclusions and other restrictions. A substantial portion of the professional liability loss risks are being provided by a third-party insurer which is fully reinsured by the Company's wholly-owned captive insurance subsidiary. In addition, the captive provides stop loss coverage for the Company’s self-insured employee health program. The assets, liabilities and results of operations of the wholly-owned captive are consolidated in the accompanying consolidated financial statements. The liabilities for self-insurance in the accompanying consolidated balance sheets include estimates of the ultimate costs related to both reported claims on an individual and aggregate basis and unreported claims. The Company also obtains professional liability insurance on a claims-made basis from third party insurers for its surgery centers and certain of its owned practices and employed physicians. The Company’s reserves for professional liability claims within the self-insured retention are based upon periodic actuarial calculations. These actuarial estimates consider historical claims frequency and severity, loss development patterns and other actuarial assumptions and are not discounted to present value. |
Segments | Prior to the Sheridan acquisition, the Company operated its centers as individual components of one operating and reportable segment. Upon completion of the Sheridan acquisition, the Company operates in two major lines of business - the operation of ambulatory surgery centers and providing multi-specialty outsourced physician services, which have been identified as its operating and reportable segments. Through the ambulatory services segment, the Company acquires, develops and operates ambulatory surgery centers in partnership with physicians. Through the physician services segment, the Company provides outsourced physician services in multiple specialties to hospitals, ambulatory surgery centers and other healthcare facilities, primarily in the areas of anesthesiology, children’s services, emergency medicine and radiology. The Company’s financial information by operating segment is prepared on an internal management reporting basis and includes allocations of corporate overhead to each segment. This financial information is used by the chief operating decision maker to allocate resources and assess the performance of the operating segments. The Company’s operating segments have been defined based on the separate financial information that is regularly produced and reviewed by the Company’s chief operating decision maker which is its Chief Executive Officer. |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Revenue Recognition [Abstract] | |
Schedule of Revenue and Fees by Segment and Major Payors | Net revenue for the physician services segment consists of the following major payors (in thousands): Three Months Ended September 30, Nine Months Ended September 30, Period from July 16 - September 30, 2014 (1) 2015 Medicare $ 44,196 13.0 % $ 125,593 13.1 % $ 29,163 12.9 % Medicaid 18,456 5.4 48,318 5.0 13,217 5.9 Commercial and managed care 254,171 74.5 716,361 74.7 166,340 73.6 Self-pay 53,851 15.7 168,744 17.6 45,233 20.0 Net fee for service revenue 370,674 108.6 1,059,016 110.4 253,953 112.4 Contract and other revenue 33,062 9.7 95,749 10.0 25,171 11.1 Provision for uncollectibles (62,492 ) (18.3 ) (196,027 ) (20.4 ) (53,193 ) (23.5 ) Net revenue for physician services $ 341,244 100.0 % $ 958,738 100.0 % $ 225,931 100.0 % (1) On July 16, 2014, we completed the acquisition of Sheridan. As such, historical amounts for periods prior to that date are not included. |
Acquisitions (Tables)
Acquisitions (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Business Combinations [Abstract] | |
Fair Value Of Total Consideration Transferred And Major Class Of Consideration | The acquisition date fair value of the total consideration transferred and acquisition date fair value of each major class of consideration for the acquisitions completed in the nine months ended September 30, 2015 , including post acquisition date adjustments recorded to purchase price allocations, are as follows (in thousands): Nine Months Ended September 30, 2015 (1) Accounts receivable $ 17,560 Other current assets 9,387 Property and equipment 10,679 Goodwill 255,251 Intangible assets 45,600 Other long-term assets 40 Accounts payable (2,718 ) Other accrued liabilities (11,600 ) Deferred income taxes (3,726 ) Other long-term liabilities (4,957 ) Long-term debt (3,928 ) Total fair value 311,588 Less: Fair value attributable to noncontrolling interests 72,598 Acquisition date fair value of total consideration transferred $ 238,990 (1) Represents the preliminary allocation of fair value of acquired assets and liabilities associated with these acquisitions at September 30, 2015 . |
Revenues And Net Earnings Associated With Acquisitions | evenue and net earnings included in the nine months ended September 30, 2015 and 2014 associated with completed acquisitions are as follows (in thousands): Nine Months Ended September 30, 2015 2014 Individual Acquisitions Sheridan Individual Acquisitions Net revenue $ 95,026 $ 226,545 $ 9,925 Net earnings 18,605 19,684 2,293 Less: Net earnings attributable to noncontrolling interests 4,561 164 1,412 Net earnings attributable to AmSurg Corp. common shareholders $ 14,044 $ 19,520 $ 881 |
Consolidated Pro Forma Results Of Acquisition | The unaudited consolidated pro forma results for the nine months ended September 30, 2015 and 2014 , assuming all 2015 acquisitions had been consummated on January 1, 2014 , and all 2014 acquisitions had been consummated on January 1, 2013 are as follows (in thousands, except earnings per share): Nine Months Ended September 30, 2015 2014 Net revenue $ 1,908,259 $ 1,770,570 Net earnings 269,405 234,794 Amounts attributable to AmSurg Corp. common shareholders: Net earnings 105,731 80,423 Net earnings per common share: Basic $ 2.08 $ 1.56 Diluted $ 2.06 $ 1.55 |
Dispositions (Tables)
Dispositions (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Results Of Operations Of Centers Discontinued | Results of operations and associated loss on disposal of the centers discontinued for the three and nine months ended September 30, 2014 are as follows (in thousands): Three Months Ended September 30, 2014 Nine Months Ended September 30, 2014 Revenues $ 1,279 $ 8,750 Earnings (loss) before income taxes (341 ) 798 Results of discontinued operations, net of tax: Earnings (loss) from operations of discontinued interests in surgery centers (272 ) 634 Loss on disposal of discontinued interests in surgery centers (1,425 ) (1,780 ) Net loss from discontinued operations (1,697 ) (1,146 ) Less: Net earnings (loss) from discontinued operations attributable to noncontrolling interests (321 ) 237 Net loss from discontinued operations attributable to AmSurg Corp. common shareholders $ (1,376 ) $ (1,383 ) |
Prepaid and Other Current Ass28
Prepaid and Other Current Assets Prepaid and Other Current Assets (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Schedule of Prepaid and Other Current Assets | The following table presents a summary of items comprising prepaid and other current assets in the accompanying consolidated balance sheets as of September 30, 2015 and December 31, 2014 (in thousands): September 30, December 31, 2015 2014 Income taxes receivable $ — $ 28,694 Prepaid expenses 18,376 18,682 Deferred compensation plan assets 17,991 17,320 Deferred income taxes 34,250 22,462 Other 21,034 28,204 Total prepaid and other current assets $ 91,651 $ 115,362 |
Goodwill And Intangible Assets
Goodwill And Intangible Assets (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Changes In Carrying Amount Of Goodwill | The changes in the carrying amount of goodwill for the nine months ended September 30, 2015 are as follows (in thousands): Balance at December 31, 2014 $ 3,381,149 Goodwill acquired, including post acquisition adjustments 246,787 Goodwill disposed, including impact of deconsolidation transactions (38,619 ) Balance at September 30, 2015 $ 3,589,317 |
Schedule of Finite-Lived Intangible Assets | Intangible assets at September 30, 2015 and December 31, 2014 consisted of the following (in thousands): September 30, 2015 December 31, 2014 Gross Gross Carrying Accumulated Carrying Accumulated Amount Amortization Net Amount Amortization Net Amortizable intangible assets: Customer relationships with hospitals $ 1,013,156 $ (59,622 ) $ 953,534 $ 971,645 $ (22,145 ) $ 949,500 Deferred financing cost 59,859 (11,382 ) 48,477 59,574 (5,151 ) 54,423 Capitalized software 66,938 (25,920 ) 41,018 50,387 (19,197 ) 31,190 Agreements, contracts and other 4,618 (3,075 ) 1,543 3,523 (2,752 ) 771 Total amortizable intangible assets 1,144,571 (99,999 ) 1,044,572 1,085,129 (49,245 ) 1,035,884 Non-amortizable intangible assets: Trade name 228,000 — 228,000 228,000 — 228,000 Restrictive covenant arrangements 9,995 — 9,995 9,995 — 9,995 Total non-amortizable intangible assets 237,995 — 237,995 237,995 — 237,995 Total intangible assets $ 1,382,566 $ (99,999 ) $ 1,282,567 $ 1,323,124 $ (49,245 ) $ 1,273,879 |
Other Accrued Liabilities (Tabl
Other Accrued Liabilities (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Accrued Liabilities, Current [Abstract] | |
Schedule of Accounts Payable and Accrued Liabilities [Table Text Block] | The following table presents a summary of items comprising other accrued liabilities in the accompanying consolidated balance sheets as of September 30, 2015 and December 31, 2014 (in thousands): September 30, December 31, 2015 2014 Accrued professional liabilities $ 12,606 $ 11,983 Contingent purchase price payable 28,700 12,213 Current income taxes payable 12,634 — Refunds payable 41,302 17,752 Other 35,321 26,038 Total other accrued liabilities $ 130,563 $ 67,986 |
Accrued Professional Liabilit31
Accrued Professional Liabilities (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Payables and Accruals [Abstract] | |
Schedule of Accrued Professional Liabilities | At September 30, 2015 , the Company's accrued professional liabilities are presented in the accompanying consolidated balance sheets as a component of other accrued liabilities and other long-term liabilities as follows (in thousands): September 30, 2015 December 31, 2014 Estimated losses under self-insured programs $ 29,153 $ 25,337 Incurred but not reported losses 32,931 28,448 Total accrued professional liabilities 62,084 53,785 Less estimated losses payable within one year 12,606 11,983 Total $ 49,478 $ 41,802 |
Schedule of Self Insurance Reserve Roll Forward | The changes to the Company's estimated losses under self-insured programs as of September 30, 2015 were as follows (in thousands): Balance at December 31, 2014 $ 53,785 Assumed liabilities through acquisitions 4,957 Provision related to current period reserves 14,591 Payments for current period reserves (2,567 ) Benefit related to changes in prior period reserves (902 ) Payments for prior period reserves (7,780 ) Balance at September 30, 2015 $ 62,084 |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Debt Disclosure [Abstract] | |
Components Of Long-Term Debt | Long-term debt at September 30, 2015 and December 31, 2014 consisted of the following (in thousands): September 30, December 31, 2015 2014 Term loan $ 859,125 $ 865,650 5.625% Senior Unsecured Notes due 2020 250,000 250,000 5.625% Senior Unsecured Notes due 2022 1,100,000 1,100,000 Other debt due through 2025 22,200 20,156 Capitalized lease arrangements due through 2026 18,953 15,206 2,250,278 2,251,012 Less current portion 19,982 18,826 Long-term debt $ 2,230,296 $ 2,232,186 |
Redemption Price Percentage | The redemption price for such a redemption (expressed as percentages of principal amount) is set forth below, plus accrued and unpaid interest and liquidated damages, if any, if redeemed during the twelve-month period beginning on July 15 of the years indicated below: Period Redemption Price 2017 104.219 % 2018 102.813 % 2019 101.406 % 2020 and thereafter 100.000 % The redemption price for such a redemption (expressed as percentages of principal amount) is set forth below, plus accrued and unpaid interest and liquidated damages, if any, if redeemed during the twelve-month period beginning on November 30 of the years indicated below: Period Redemption Price 2015 104.219 % 2016 102.813 % 2017 101.406 % 2018 and thereafter 100.000 % |
Shareholders' Equity (Tables)
Shareholders' Equity (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Equity [Abstract] | |
Share-Based Activity | Other information pertaining to share-based activity during the three and nine months ended September 30, 2015 and 2014 was as follows (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2015 2014 2015 2014 Share-based compensation expense $ 3,727 $ 2,424 $ 11,319 $ 7,388 Fair value of shares vested — 123 13,220 10,481 Cash received from option exercises 276 504 2,356 2,150 Tax benefit from exercises of share based awards 246 198 3,779 2,288 |
Schedule Of Changes In Non-Vested Restricted Shares | A summary of the status of non-vested restricted shares at September 30, 2015 and changes during the nine months ended September 30, 2015 is as follows: Weighted Number Average of Shares Grant Price Non-vested shares at December 31, 2014 668,109 $ 33.51 Shares granted 313,498 56.19 Shares vested (233,831 ) 28.19 Shares forfeited (6,983 ) 39.88 Non-vested shares at September 30, 2015 740,793 $ 44.73 |
Schedule Of Stock Option Activity | A summary of stock option activity for the nine months ended September 30, 2015 is summarized as follows: Weighted Weighted Average Average Remaining Number Exercise Contractual of Shares Price Term (in years) Outstanding at December 31, 2014 158,721 $ 22.89 1.7 Options exercised with total intrinsic value of $4.2 million (102,762 ) 22.92 Options terminated (11,750 ) 23.42 Outstanding, Vested and Exercisable at September 30, 2015 with an aggregate intrinsic value of $2.4 million 44,209 $ 22.70 1.0 |
Schedule Of Reconciliation Of Numerator And Denominators Of Basic And Diluted Earnings Per Share | The following is a reconciliation of the numerator and denominators of basic and diluted earnings (loss) per share (in thousands, except per share amounts): Three Months Ended September 30, Nine Months Ended September 30, Earnings Shares Per Share Earnings Shares Per Share (Numerator) (Denominator) Amount (Numerator) (Denominator) Amount 2015: Net earnings from continuing operations attributable to AmSurg Corp. common shareholders (basic) $ 40,397 47,707 $ 0.85 $ 90,582 47,652 $ 1.90 Preferred stock dividends 2,264 — — — Effect of dilutive securities, options and non-vested shares — 3,568 — 398 Net earnings from continuing operations attributable to AmSurg Corp. common shareholders (diluted) $ 42,661 51,275 $ 0.83 $ 90,582 48,050 $ 1.89 2014: Net earnings (loss) from continuing operations attributable to AmSurg Corp. common shareholders (basic) $ (10,697 ) 46,320 $ (0.23 ) $ 25,466 36,620 $ 0.70 Effect of dilutive securities, options and non-vested shares — — — 406 Net earnings (loss) from continuing operations attributable to AmSurg Corp. common shareholders (diluted) $ (10,697 ) 46,320 $ (0.23 ) $ 25,466 37,026 $ 0.69 |
Segment Reporting (Tables)
Segment Reporting (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information, by Segment | Three Months Ended September 30, Nine Months Ended September 30, 2015 2014 2015 2014 Net Revenue: Ambulatory Services $ 308,983 $ 276,419 $ 903,884 $ 814,207 Physician Services (1) 341,244 225,931 958,738 225,931 Total $ 650,227 $ 502,350 $ 1,862,622 $ 1,040,138 Adjusted EBITDA: Ambulatory Services $ 55,353 $ 47,853 $ 162,965 $ 145,475 Physician Services (1) 77,824 48,016 191,939 48,016 Total $ 133,177 $ 95,869 $ 354,904 $ 193,491 Adjusted EBITDA: $ 133,177 $ 95,869 $ 354,904 $ 193,491 Earnings from continuing operations attributable to noncontrolling interests 55,618 47,578 160,407 139,150 Interest expense, net (30,242 ) (39,054 ) (90,671 ) (52,906 ) Depreciation and amortization (24,106 ) (20,838 ) (70,536 ) (37,533 ) Share-based compensation (3,727 ) (2,424 ) (11,319 ) (7,388 ) Net change in fair value of contingent consideration (1,928 ) — (8,338 ) — Transaction costs (2,107 ) (25,102 ) (5,560 ) (28,681 ) Debt extinguishment costs — (16,887 ) — (16,887 ) Gain on deconsolidation 9,112 — 5,854 3,411 Earnings from continuing operations before income taxes $ 135,797 $ 39,142 $ 334,741 $ 192,657 Acquisition and Capital Expenditures: Ambulatory Services (2) $ 25,872 $ 5,759 $ 144,482 $ 45,207 Physician Services (1) 25,927 2,339 136,014 2,339 Total $ 51,799 $ 8,098 $ 280,496 $ 47,546 (1) Amounts reported for the 2014 periods represent the results of operations from July 16, 2014, the acquisition date of Sheridan, through September 30, 2014. (2) Excludes the purchase price to acquire Sheridan. |
Financial Information for the35
Financial Information for the Company and Its Subsidiaries (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Condensed Financial Information of Parent Company Only Disclosure [Abstract] | |
Condensed Consolidating Balance Sheet | Condensed Consolidating Balance Sheet - September 30, 2015 (In thousands) Parent Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating Adjustments Total Consolidated Assets Current assets: Cash and cash equivalents $ 68,730 $ 56,647 $ 62,045 $ — $ 187,422 Restricted cash and marketable securities — — 11,789 — 11,789 Accounts receivable, net — 160,685 115,552 — 276,237 Supplies inventory — 255 20,632 — 20,887 Prepaid and other current assets 33,969 50,302 19,516 (12,136 ) 91,651 Total current assets 102,699 267,889 229,534 (12,136 ) 587,986 Property and equipment, net 12,819 9,468 168,112 — 190,399 Investments in and receivables from unconsolidated affiliates 4,115,444 1,729,729 — (5,732,296 ) 112,877 Goodwill — 1,559,463 — 2,029,854 3,589,317 Intangible assets, net 62,201 1,217,937 2,429 — 1,282,567 Other assets 3,408 1,040 21,624 (1,998 ) 24,074 Total assets $ 4,296,571 $ 4,785,526 $ 421,699 $ (3,716,576 ) $ 5,787,220 Liabilities and Equity Current liabilities: Current portion of long-term debt $ 8,700 $ — $ 11,282 $ — $ 19,982 Accounts payable 1,696 4,686 28,067 (3,699 ) 30,750 Accrued salaries and benefits 28,070 141,388 17,465 — 186,923 Accrued interest 17,835 — 11 — 17,846 Other accrued liabilities 14,856 81,017 43,127 (8,437 ) 130,563 Total current liabilities 71,157 227,091 99,952 (12,136 ) 386,064 Long-term debt 2,200,425 — 57,759 (27,888 ) 2,230,296 Deferred income taxes 238,773 408,936 — (1,998 ) 645,711 Other long-term liabilities 4,473 66,862 19,336 — 90,671 Intercompany payable — 1,228,157 — (1,228,157 ) — Noncontrolling interests – redeemable — — 64,595 120,666 185,261 Equity: Total AmSurg Corp. equity 1,781,743 2,854,480 133,171 (2,987,651 ) 1,781,743 Noncontrolling interests – non-redeemable — — 46,886 420,588 467,474 Total equity 1,781,743 2,854,480 180,057 (2,567,063 ) 2,249,217 Total liabilities and equity $ 4,296,571 $ 4,785,526 $ 421,699 $ (3,716,576 ) $ 5,787,220 Condensed Consolidating Balance Sheet - December 31, 2014 (In thousands) Parent Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating Adjustments Total Consolidated Assets Current assets: Cash and cash equivalents $ 134,351 $ 23,471 $ 50,257 $ — $ 208,079 Restricted cash and marketable securities — — 10,219 — 10,219 Accounts receivable, net — 123,772 109,281 — 233,053 Supplies inventory — 301 19,673 — 19,974 Prepaid and other current assets 47,997 58,388 13,795 (4,818 ) 115,362 Total current assets 182,348 205,932 203,225 (4,818 ) 586,687 Property and equipment, net 10,391 9,972 160,085 — 180,448 Investments in and receivables from unconsolidated affiliates 3,912,804 1,587,881 — (5,425,210 ) 75,475 Goodwill — 1,490,981 — 1,890,168 3,381,149 Intangible assets, net 67,678 1,203,218 2,983 — 1,273,879 Other assets 3,323 943 23,086 (1,466 ) 25,886 Total assets $ 4,176,544 $ 4,498,927 $ 389,379 $ (3,541,326 ) $ 5,523,524 Liabilities and Equity Current liabilities: Current portion of long-term debt $ 8,700 $ — $ 10,126 $ — $ 18,826 Accounts payable 1,849 35 31,781 (4,080 ) 29,585 Accrued salaries and benefits 25,035 101,395 13,614 — 140,044 Accrued interest 29,621 — 23 — 29,644 Other accrued liabilities 8,051 44,305 16,368 (738 ) 67,986 Total current liabilities 73,256 145,735 71,912 (4,818 ) 286,085 Long-term debt 2,206,950 — 53,648 (28,412 ) 2,232,186 Deferred income taxes 209,400 425,546 — (1,466 ) 633,480 Other long-term liabilities 7,391 63,616 18,436 — 89,443 Intercompany payable — 1,219,979 8,010 (1,227,989 ) — Noncontrolling interests – redeemable — — 63,544 120,555 184,099 Equity: Total AmSurg Corp. equity 1,679,547 2,644,051 130,206 (2,774,257 ) 1,679,547 Noncontrolling interests – non-redeemable — — 43,623 375,061 418,684 Total equity 1,679,547 2,644,051 173,829 (2,399,196 ) 2,098,231 Total liabilities and equity $ 4,176,544 $ 4,498,927 $ 389,379 $ (3,541,326 ) $ 5,523,524 |
Condensed Consolidating Statement of Operations | Condensed Consolidating Statement of Operations - For the Three Months Ended September 30, 2015 (In thousands) Parent Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating Adjustments Total Consolidated Net revenue $ 5,975 $ 339,484 $ 314,382 $ (9,614 ) $ 650,227 Operating expenses: Salaries and benefits 17,642 231,769 78,249 (128 ) 327,532 Supply cost — 476 45,182 (20 ) 45,638 Other operating expenses 7,054 34,742 66,522 (9,466 ) 98,852 Transaction costs 270 1,837 — — 2,107 Depreciation and amortization 1,017 14,906 8,183 — 24,106 Total operating expenses 25,983 283,730 198,136 (9,614 ) 498,235 Net gain on deconsolidations — 9,112 — — 9,112 Equity in earnings of unconsolidated affiliates 96,232 64,423 — (155,720 ) 4,935 Operating income 76,224 129,289 116,246 (155,720 ) 166,039 Interest expense, net 11,766 17,845 631 — 30,242 Earnings from operations before income taxes 64,458 111,444 115,615 (155,720 ) 135,797 Income tax expense 21,797 15,210 511 — 37,518 Net earnings 42,661 96,234 115,104 (155,720 ) 98,279 Less net earnings attributable to noncontrolling interests — — 55,618 — 55,618 Net earnings attributable to AmSurg Corp. shareholders 42,661 96,234 59,486 (155,720 ) 42,661 Preferred stock dividends (2,264 ) — — — (2,264 ) Net earnings attributable to AmSurg Corp. common shareholders $ 40,397 $ 96,234 $ 59,486 $ (155,720 ) $ 40,397 Condensed Consolidating Statement of Operations - For the Nine Months Ended September 30, 2015 (In thousands) Parent Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating Adjustments Total Consolidated Net revenue $ 20,145 $ 954,642 $ 915,791 $ (27,956 ) $ 1,862,622 Operating expenses: Salaries and benefits 50,796 671,988 227,703 (380 ) 950,107 Supply cost — 1,361 132,705 (54 ) 134,012 Other operating expenses 19,471 106,452 196,023 (27,522 ) 294,424 Transaction costs 862 4,698 — — 5,560 Depreciation and amortization 2,907 43,830 23,799 — 70,536 Total operating expenses 74,036 828,329 580,230 (27,956 ) 1,454,639 Net gain on deconsolidations — 5,889 (35 ) — 5,854 Equity in earnings of unconsolidated affiliates 233,362 183,519 — (405,306 ) 11,575 Operating income 179,471 315,721 335,526 (405,306 ) 425,412 Interest expense, net 35,630 53,223 1,818 — 90,671 Earnings from operations before income taxes 143,841 262,498 333,708 (405,306 ) 334,741 Income tax expense 46,467 29,134 1,359 — 76,960 Net earnings 97,374 233,364 332,349 (405,306 ) 257,781 Less net earnings attributable to noncontrolling interests — — 160,407 — 160,407 Net earnings attributable to AmSurg Corp. shareholders 97,374 233,364 171,942 (405,306 ) 97,374 Preferred stock dividends (6,792 ) — — — (6,792 ) Net earnings attributable to AmSurg Corp. common shareholders $ 90,582 $ 233,364 $ 171,942 $ (405,306 ) $ 90,582 Condensed Consolidating Statement of Operations - For the Three Months Ended September 30, 2014 (In thousands) Parent Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating Adjustments Total Consolidated Net revenue $ 5,551 $ 221,013 $ 280,589 $ (4,803 ) $ 502,350 Operating expenses: Salaries and benefits 14,961 153,653 71,846 (123 ) 240,337 Supply cost — 816 41,070 — 41,886 Other operating expenses 6,425 19,127 60,390 (4,680 ) 81,262 Transaction costs 23,111 1,991 — — 25,102 Depreciation and amortization 789 12,320 7,729 — 20,838 Total operating expenses 45,286 187,907 181,035 (4,803 ) 409,425 Equity in earnings of unconsolidated affiliates 58,649 48,225 — (104,716 ) 2,158 Operating income 18,914 81,331 99,554 (104,716 ) 95,083 Interest expense 23,865 14,630 559 — 39,054 Debt extinguishment costs 16,887 — — — 16,887 Earnings (loss) from continuing operations before income taxes (21,838 ) 66,701 98,995 (104,716 ) 39,142 Income tax expense (benefit) (8,566 ) 8,051 537 — 22 Net earnings (loss) from continuing operations (13,272 ) 58,650 98,458 (104,716 ) 39,120 Net earnings (loss) from discontinued operations 3,438 — (5,135 ) — (1,697 ) Net earnings (loss) (9,834 ) 58,650 93,323 (104,716 ) 37,423 Less net earnings attributable to noncontrolling interests — — 47,257 — 47,257 Net earnings (loss) attributable to AmSurg Corp. shareholders (9,834 ) 58,650 46,066 (104,716 ) (9,834 ) Preferred stock dividends (2,239 ) — — — (2,239 ) Net earnings (loss) attributable to AmSurg Corp. common shareholders $ (12,073 ) $ 58,650 $ 46,066 $ (104,716 ) $ (12,073 ) Amounts attributable to AmSurg Corp. common shareholders: Earnings (loss) from continuing operations, net of income tax $ (15,511 ) $ 58,650 $ 50,880 $ (104,716 ) $ (10,697 ) Discontinued operations, net of income tax 3,438 — (4,814 ) — (1,376 ) Net earnings (loss) attributable to AmSurg Corp. common shareholders $ (12,073 ) $ 58,650 $ 46,066 $ (104,716 ) $ (12,073 ) Condensed Consolidating Statement of Operations - For the Nine Months Ended September 30, 2014 (In thousands) Parent Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating Adjustments Total Consolidated Net revenue $ 18,042 $ 221,013 $ 815,272 $ (14,189 ) $ 1,040,138 Operating expenses: Salaries and benefits 44,728 153,653 208,527 (369 ) 406,539 Supply cost — 816 119,748 — 120,564 Other operating expenses 15,440 19,127 170,496 (13,820 ) 191,243 Transaction costs 26,690 1,991 — — 28,681 Depreciation and amortization 2,429 12,320 22,784 — 37,533 Total operating expenses 89,287 187,907 521,555 (14,189 ) 784,560 Gain on deconsolidation 3,411 3,411 — (3,411 ) 3,411 Equity in earnings of unconsolidated affiliates 161,340 150,916 — (308,795 ) 3,461 Operating income 93,506 187,433 293,717 (312,206 ) 262,450 Interest expense 36,658 14,630 1,618 — 52,906 Debt extinguishment costs 16,887 — — — 16,887 Earnings from continuing operations before income taxes 39,961 172,803 292,099 (312,206 ) 192,657 Income tax expense 16,687 8,051 1,064 — 25,802 Net earnings from continuing operations 23,274 164,752 291,035 (312,206 ) 166,855 Net earnings (loss) from discontinued operations 3,048 — (4,194 ) — (1,146 ) Net earnings 26,322 164,752 286,841 (312,206 ) 165,709 Less net earnings attributable to noncontrolling interests — — 139,387 — 139,387 Net earnings attributable to AmSurg Corp. shareholders 26,322 164,752 147,454 (312,206 ) 26,322 Preferred stock dividends (2,239 ) — — — (2,239 ) Net earnings attributable to AmSurg Corp. common shareholders $ 24,083 $ 164,752 $ 147,454 $ (312,206 ) $ 24,083 Amounts attributable to AmSurg Corp. common shareholders: Earnings from continuing operations, net of income tax $ 21,035 $ 164,752 $ 151,885 $ (312,206 ) $ 25,466 Discontinued operations, net of income tax 3,048 — (4,431 ) — (1,383 ) Net earnings attributable to AmSurg Corp. common shareholders $ 24,083 $ 164,752 $ 147,454 $ (312,206 ) $ 24,083 |
Condensed Consolidating Statement of Cash Flows | Condensed Consolidating Statement of Cash Flows - For the Nine Months Ended September 30, 2015 (In thousands) Parent Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating Adjustments Total Consolidated Cash flows from operating activities: Net cash flows provided by (used in) operating activities $ (20,702 ) $ 313,286 $ 368,391 $ (233,773 ) $ 427,202 Cash flows from investing activities: Acquisitions and related expenses (29,157 ) (236,107 ) — 31,774 (233,490 ) Acquisition of property and equipment (5,659 ) (15,418 ) (25,929 ) — (47,006 ) Purchases of marketable securities — — (1,743 ) — (1,743 ) Maturities of marketable securities — — 4,233 — 4,233 Other — (779 ) (3,195 ) — (3,974 ) Net cash flows used in investing activities (34,816 ) (252,304 ) (26,634 ) 31,774 (281,980 ) Cash flows from financing activities: Proceeds from long-term borrowings — — 10,197 — 10,197 Repayment on long-term borrowings (6,525 ) — (9,212 ) — (15,737 ) Distributions to owners, including noncontrolling interests — (59,616 ) (332,301 ) 233,773 (158,144 ) Capital contributions — 29,157 — (29,157 ) — Cash dividends for preferred shares (6,792 ) — — — (6,792 ) Financing cost incurred (294 ) — — — (294 ) Changes in intercompany balances with affiliates, net 524 — (524 ) — — Other, net 2,984 2,653 1,871 (2,617 ) 4,891 Net cash flows used in financing activities (10,103 ) (27,806 ) (329,969 ) 201,999 (165,879 ) Net increase (decrease) in cash and cash equivalents (65,621 ) 33,176 11,788 — (20,657 ) Cash and cash equivalents, beginning of period 134,351 23,471 50,257 — 208,079 Cash and cash equivalents, end of period $ 68,730 $ 56,647 $ 62,045 $ — $ 187,422 Condensed Consolidating Statement of Cash Flows - For the Nine Months Ended September 30, 2014 (In thousands) Parent Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating Adjustments Total Consolidated Cash flows from operating activities: Net cash flows provided by operating activities $ 103,091 $ 225,098 $ 309,033 $ (361,171 ) $ 276,051 Cash flows from investing activities: Acquisitions and related expenses (2,147,585 ) (2,142,611 ) 1,574 2,149,974 (2,138,648 ) Acquisition of property and equipment (3,653 ) (2,337 ) (17,119 ) — (23,109 ) Proceeds from sale of interests in surgery centers — 4,969 — — 4,969 Purchases of marketable securities — — (3,486 ) — (3,486 ) Other (2,555 ) (648 ) 5,285 — 2,082 Net cash flows used in investing activities (2,153,793 ) (2,140,627 ) (13,746 ) 2,149,974 (2,158,192 ) Cash flows from financing activities: Proceeds from long-term borrowings 2,040,000 — 6,399 — 2,046,399 Repayment on long-term borrowings (394,318 ) — (8,725 ) — (403,043 ) Distributions to owners, including noncontrolling interests — (206,580 ) (294,034 ) 361,171 (139,443 ) Capital contributions — 2,147,585 — (2,147,585 ) — Proceeds from preferred stock offering 172,500 — — — 172,500 Cash dividends for preferred shares (2,239 ) — — — (2,239 ) Proceeds from common stock offering 439,875 — — — 439,875 Payments of equity issuance costs (24,366 ) — — — (24,366 ) Financing costs incurred (65,673 ) — — — (65,673 ) Changes in intercompany balances with affiliates, net 731 — (731 ) — — Other, net 1,311 (206 ) 2,656 (2,389 ) 1,372 Net cash flows provided by (used in) financing activities 2,167,821 1,940,799 (294,435 ) (1,788,803 ) 2,025,382 Net increase in cash and cash equivalents 117,119 25,270 852 — 143,241 Cash and cash equivalents, beginning of period 6,710 — 44,130 — 50,840 Cash and cash equivalents, end of period $ 123,829 $ 25,270 $ 44,982 $ — $ 194,081 |
Basis of Presentation (Details)
Basis of Presentation (Details) $ in Thousands | Sep. 30, 2015USD ($)center | Dec. 31, 2014USD ($) |
Ownership Interests [Line Items] | ||
Number of ownership interests of less than 51% | center | 15 | |
Restricted Cash and Marketable Securities | ||
Restricted cash and marketable securities, total | $ 30,100 | $ 30,300 |
Restricted cash and marketable securities, current | 11,789 | 10,219 |
Restricted cash and investments, noncurrent | 18,300 | 20,100 |
Restricted marketable securities | $ 500 | $ 3,000 |
Consolidated [Member] | ||
Ownership Interests [Line Items] | ||
Number of ownership interests of less than 51% | center | 2 | |
Nonconsolidated [Member] | ||
Ownership Interests [Line Items] | ||
Number of ownership interests of less than 51% | center | 13 |
Revenue Recognition (Details)
Revenue Recognition (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||||||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |||||
Revenue, Major Customer [Line Items] | |||||||||
Provision for uncollectibles | $ (212,546) | $ (69,715) | |||||||
Net revenue | $ 650,227 | $ 502,350 | $ 1,862,622 | $ 1,040,138 | |||||
Ambulatory Services [Member] | |||||||||
Revenue, Major Customer [Line Items] | |||||||||
Percentage of revenues from governmental healthcare programs | 26.00% | 25.00% | |||||||
Net revenue | 308,983 | 276,419 | $ 903,884 | $ 814,207 | |||||
Physician Services [Member] | |||||||||
Revenue, Major Customer [Line Items] | |||||||||
Net fee for service revenue | [1] | 370,674 | $ 253,953 | 1,059,016 | |||||
Contract and other revenue | [1] | 33,062 | 25,171 | 95,749 | |||||
Provision for uncollectibles | (62,492) | (53,193) | (53,193) | (196,027) | (53,193) | ||||
Net revenue | 341,244 | [1] | $ 225,931 | 225,931 | [1] | 958,738 | [1] | $ 225,931 | |
Medicare [Member] | Physician Services [Member] | |||||||||
Revenue, Major Customer [Line Items] | |||||||||
Net fee for service revenue | [1] | 44,196 | 29,163 | 125,593 | |||||
Medicaid [Member] | Physician Services [Member] | |||||||||
Revenue, Major Customer [Line Items] | |||||||||
Net fee for service revenue | [1] | 18,456 | 13,217 | 48,318 | |||||
Commercial and Managed Care [Member] | Physician Services [Member] | |||||||||
Revenue, Major Customer [Line Items] | |||||||||
Net fee for service revenue | [1] | 254,171 | 166,340 | 716,361 | |||||
Self-Pay [Member] | Physician Services [Member] | |||||||||
Revenue, Major Customer [Line Items] | |||||||||
Net fee for service revenue | [1] | $ 53,851 | $ 45,233 | $ 168,744 | |||||
Sales Revenue, Net [Member] | Physician Services [Member] | |||||||||
Revenue, Major Customer [Line Items] | |||||||||
Percent of net revenue, over | [1] | 100.00% | 100.00% | 100.00% | |||||
Health Care Organization, Patient Service Revenue [Member] | Sales Revenue, Net [Member] | Physician Services [Member] | |||||||||
Revenue, Major Customer [Line Items] | |||||||||
Percent of net revenue, over | 108.60% | 112.40% | [1] | 110.40% | [1] | ||||
Health Care Organization, Patient Service Revenue [Member] | Sales Revenue, Net [Member] | Medicare [Member] | Physician Services [Member] | |||||||||
Revenue, Major Customer [Line Items] | |||||||||
Percent of net revenue, over | [1] | 13.00% | 12.90% | 13.10% | |||||
Health Care Organization, Patient Service Revenue [Member] | Sales Revenue, Net [Member] | Medicaid [Member] | Physician Services [Member] | |||||||||
Revenue, Major Customer [Line Items] | |||||||||
Percent of net revenue, over | [1] | 5.40% | 5.90% | 5.00% | |||||
Health Care Organization, Patient Service Revenue [Member] | Sales Revenue, Net [Member] | Commercial and Managed Care [Member] | Physician Services [Member] | |||||||||
Revenue, Major Customer [Line Items] | |||||||||
Percent of net revenue, over | [1] | 74.50% | 73.60% | 74.70% | |||||
Health Care Organization, Patient Service Revenue [Member] | Sales Revenue, Net [Member] | Self-Pay [Member] | Physician Services [Member] | |||||||||
Revenue, Major Customer [Line Items] | |||||||||
Percent of net revenue, over | [1] | 15.70% | 20.00% | 17.60% | |||||
Contract and Other Revenue [Member] | Sales Revenue, Net [Member] | Physician Services [Member] | |||||||||
Revenue, Major Customer [Line Items] | |||||||||
Percent of net revenue, over | [1] | 9.70% | 11.10% | 10.00% | |||||
Provision for Uncollectibles [Member] | Sales Revenue, Net [Member] | Physician Services [Member] | |||||||||
Revenue, Major Customer [Line Items] | |||||||||
Percent of net revenue, over | [1] | (18.30%) | (23.50%) | (20.40%) | |||||
[1] | On July 16, 2014, we completed the acquisition of Sheridan. As such, historical amounts for periods prior to that date are not included. |
Accounts Receivable (Details)
Accounts Receivable (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||||
Bad debt expense | $ 212,546 | $ 69,715 | ||||
Allowances for accounts receivable | $ 144,893 | $ 144,893 | $ 113,357 | |||
Product Concentration Risk [Member] | Allowance for Doubtful Accounts [Member] | ||||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||||
Allowance for doubtful accounts related to fee for service patient visits | 77.00% | |||||
Ambulatory Services [Member] | Other Operating Expenses [Member] | ||||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||||
Bad debt expense | 5,500 | $ 5,700 | $ 16,500 | 16,500 | ||
Physician Services [Member] | ||||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||||
Bad debt expense | $ 62,492 | $ 53,193 | $ 53,193 | $ 196,027 | $ 53,193 |
Acquisitions (Narrative) (Detai
Acquisitions (Narrative) (Details) $ in Thousands | Jul. 16, 2014USD ($)shares | Jul. 02, 2014shares | Sep. 30, 2015USD ($) | Sep. 30, 2014USD ($) | Sep. 30, 2015USD ($)physician_practicecenter | Sep. 30, 2014USD ($)center | Dec. 31, 2014USD ($) | Jul. 15, 2014USD ($) |
Business Acquisition [Line Items] | ||||||||
Transaction costs | $ 2,107 | $ 25,102 | $ 5,560 | $ 28,681 | ||||
Acquisitions and related expenses, net | 233,490 | 2,138,648 | ||||||
Net change in fair value of contingent consideration | 1,928 | $ 0 | 8,338 | 0 | ||||
Sheridan Healthcare [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Cash paid to acquire business | $ 2,100,000 | |||||||
Value of common stock issued for acquisition | $ 272,000 | |||||||
Post acquisition adjustment to goodwill | 8,700 | |||||||
Common Stock [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Issuance of stock (in shares) | shares | 9,775,000 | |||||||
Common Stock [Member] | Sheridan Healthcare [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Shares of common stock issued for acquisition | shares | 5,713,909 | |||||||
Mandatory Convertible Preferred Stock [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Issuance of stock (in shares) | shares | 1,725,000 | |||||||
Senior Secured Credit Facility - Term Loan [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Maximum borrowing capacity | $ 870,000 | |||||||
Revolving Credit Facility [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Maximum borrowing capacity | 300,000 | $ 475,000 | ||||||
Senior Notes [Member] | 2022 Senior Unsecured Notes [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Face amount | $ 1,100,000 | |||||||
Interest rate | 5.625% | |||||||
Ambulatory Services [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Acquisitions and related expenses, net | $ 112,900 | $ 24,400 | ||||||
Ambulatory Services [Member] | Controlling Interest [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Number of business acquisitions | center | 5 | 4 | ||||||
Sheridan Healthcare [Member] | Controlling Interest [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Number of business acquisitions | center | 2 | |||||||
Physician Services [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Net change in fair value of contingent consideration | 1,928 | $ 8,338 | ||||||
Physician Services [Member] | Series of Individually Immaterial Business Acquisitions [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Cash paid to acquire business | 120,600 | |||||||
Business Combination, Contingent Consideration, Liability | 33,700 | $ 33,700 | $ 20,700 | |||||
Number of business acquisitions | physician_practice | 6 | |||||||
Contingent consideration arrangements, low | 32,000 | $ 32,000 | ||||||
Contingent consideration arrangements, high | $ 35,000 | $ 35,000 |
Acquisitions (Fair Value Of Tot
Acquisitions (Fair Value Of Total Consideration Transferred And Major Class Of Consideration) (Details) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 | |
Business Acquisition [Line Items] | |||
Goodwill | $ 3,589,317 | $ 3,381,149 | |
Series of Individually Immaterial Business Acquisitions [Member] | |||
Business Acquisition [Line Items] | |||
Accounts receivable | [1] | 17,560 | |
Other current assets | [1] | 9,387 | |
Property and equipment | [1] | 10,679 | |
Goodwill | [1] | 255,251 | |
Intangible assets | [1] | 45,600 | |
Other long-term assets | [1] | 40 | |
Accounts payable | [1] | (2,718) | |
Other accrued liabilities | [1] | (11,600) | |
Deferred income taxes | [1] | (3,726) | |
Other long-term liabilities | [1] | (4,957) | |
Long-term debt | [1] | (3,928) | |
Total fair value | [1] | 311,588 | |
Less: Fair value attributable to noncontrolling interests | [1] | 72,598 | |
Acquisition date fair value of total consideration transferred | [1] | $ 238,990 | |
[1] | Represents the preliminary allocation of fair value of acquired assets and liabilities associated with these acquisitions at September 30, 2015. |
Acquisitions (Revs and Earnings
Acquisitions (Revs and Earnings) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Business Acquisition [Line Items] | ||||
Net revenue | $ 650,227 | $ 502,350 | $ 1,862,622 | $ 1,040,138 |
Net earnings | 98,279 | 37,423 | 257,781 | 165,709 |
Less: Net earnings attributable to noncontrolling interests | 55,618 | 47,257 | 160,407 | 139,387 |
Net earnings (loss) attributable to AmSurg Corp. shareholders | $ 42,661 | $ (9,834) | 97,374 | 26,322 |
Series of Individually Immaterial Business Acquisitions [Member] | ||||
Business Acquisition [Line Items] | ||||
Net revenue | 95,026 | 9,925 | ||
Net earnings | 18,605 | 2,293 | ||
Less: Net earnings attributable to noncontrolling interests | 4,561 | 1,412 | ||
Net earnings (loss) attributable to AmSurg Corp. shareholders | $ 14,044 | 881 | ||
Sheridan Healthcare [Member] | ||||
Business Acquisition [Line Items] | ||||
Net revenue | 226,545 | |||
Net earnings | 19,684 | |||
Less: Net earnings attributable to noncontrolling interests | 164 | |||
Net earnings (loss) attributable to AmSurg Corp. shareholders | $ 19,520 |
Acquisitions (Consolidated Pro
Acquisitions (Consolidated Pro Forma Results Of Acquisition) (Details) - USD ($) $ / shares in Units, $ in Thousands | 9 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Business Combinations [Abstract] | ||
Net revenue | $ 1,908,259 | $ 1,770,570 |
Net earnings | 269,405 | 234,794 |
Net earnings attributable to AmSurg Corp. common shareholders | $ 105,731 | $ 80,423 |
Net earnings per common share, Basic (usd per share) | $ 2.08 | $ 1.56 |
Net earnings per common share, Diluted (usd per share) | $ 2.06 | $ 1.55 |
Investments in Unconsolidated43
Investments in Unconsolidated Affiliates (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2015USD ($) | Sep. 30, 2014USD ($) | Sep. 30, 2015USD ($)entityequity_method_investmentcenter | Sep. 30, 2014USD ($)entitycenter | Dec. 31, 2014USD ($) | |
Schedule of Equity Method Investments [Line Items] | |||||
Investments in unconsolidated affiliates | $ 112,877 | $ 112,877 | $ 75,475 | ||
Equity in earnings of unconsolidated affiliates | 4,935 | $ 2,158 | 11,575 | $ 3,461 | |
Gain on deconsolidation | $ 9,112 | $ 0 | 5,854 | 3,411 | |
Joint Venture [Member] | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Increase in Equity Method Investments | $ 26,900 | $ 7,000 | |||
Ambulatory Services [Member] | Controlling Interest [Member] | Joint Venture [Member] | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Number consolidated entities contributed to joint venture | center | 3 | 4 | |||
Ambulatory Services [Member] | Noncontrolling Interest In Centers [Member] | Joint Venture [Member] | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Number of separate equity method investments | 2 | 4 | |||
Number of joint venture entities acquired | entity | 1 | 1 | |||
Ambulatory Services [Member] | Noncontrolling Interest In Surgical Hospital [Member] | Joint Venture [Member] | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Number of joint venture entities acquired | entity | 1 | ||||
Physician Services [Member] | Controlling Interest [Member] | Joint Venture [Member] | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Number consolidated entities contributed to joint venture | center | 2 | ||||
Deconsolidation [Member] | Ambulatory Services [Member] | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Proceeds from deconsolidation | $ 1,200 |
Dispositions (Results Of Operat
Dispositions (Results Of Operations Of Centers Discontinued) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Revenues | $ 1,279 | $ 8,750 | ||
Earnings (loss) before income taxes | (341) | 798 | ||
Results of discontinued operations, net of tax: | ||||
Earnings (loss) from operations of discontinued interests in surgery centers | (272) | 634 | ||
Loss on disposal of discontinued interests in surgery centers | (1,425) | (1,780) | ||
Net loss from discontinued operations | $ 0 | (1,697) | $ 0 | (1,146) |
Less: Net earnings (loss) from discontinued operations attributable to noncontrolling interests | (321) | 237 | ||
Net loss from discontinued operations attributable to AmSurg Corp. common shareholders | $ 0 | $ (1,376) | $ 0 | (1,383) |
Ambulatory Services [Member] | Discontinued Operations [Member] | ||||
Results of discontinued operations, net of tax: | ||||
Cash proceeds from disposal | $ 5,000 |
Prepaid and Other Current Ass45
Prepaid and Other Current Assets (Details) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | ||
Income Taxes Receivable | $ 0 | $ 28,694 |
Prepaid expenses | 18,376 | 18,682 |
Deferred compensation plan assets | 17,991 | 17,320 |
Deferred income taxes | 34,250 | 22,462 |
Other | 21,034 | 28,204 |
Total prepaid and other current assets | $ 91,651 | $ 115,362 |
Goodwill And Intangible Asset46
Goodwill And Intangible Assets (Narrative) (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2015USD ($) | Sep. 30, 2014USD ($) | Sep. 30, 2015USD ($)physician_practicecenter | Sep. 30, 2014USD ($)center | Dec. 31, 2014USD ($) | ||
Segment Reporting Information [Line Items] | ||||||
Goodwill | $ 3,589,317 | $ 3,589,317 | $ 3,381,149 | |||
Increase in goodwill | 246,787 | |||||
Goodwill deductible for tax purposes | 126,200 | $ 25,100 | 126,200 | $ 25,100 | ||
Amortization of Intangible Assets | 17,100 | $ 13,700 | 50,500 | $ 16,200 | ||
Estimated amortization of intangible assets, remainder of 2015 | 17,400 | 17,400 | ||||
Estimated amortization of intangible assets, 2016 | 69,400 | 69,400 | ||||
Estimated amortization of intangible assets, 2017 | 68,000 | 68,000 | ||||
Estimated amortization of intangible assets, 2018 | 66,900 | 66,900 | ||||
Estimated amortization of intangible assets, 2019 | 64,100 | 64,100 | ||||
Estimated amortization of intangible assets, 2020 | 61,100 | 61,100 | ||||
Estimated amortization of intangible assets, 2021 and thereafter | 697,700 | $ 697,700 | ||||
Weighted average amortization period | 17 years 182 days | |||||
Ambulatory Services [Member] | ||||||
Segment Reporting Information [Line Items] | ||||||
Goodwill | 2,000,000 | $ 2,000,000 | ||||
Increase in goodwill | 139,700 | |||||
Physician Services [Member] | ||||||
Segment Reporting Information [Line Items] | ||||||
Goodwill | 1,600,000 | 1,600,000 | ||||
Increase in goodwill | 68,500 | |||||
Series of Individually Immaterial Business Acquisitions [Member] | ||||||
Segment Reporting Information [Line Items] | ||||||
Goodwill | [1] | 255,251 | 255,251 | |||
Intangible assets | [1] | 45,600 | $ 45,600 | |||
Series of Individually Immaterial Business Acquisitions [Member] | Physician Services [Member] | ||||||
Segment Reporting Information [Line Items] | ||||||
Number of business acquisitions | physician_practice | 6 | |||||
Controlling Interest [Member] | Ambulatory Services [Member] | ||||||
Segment Reporting Information [Line Items] | ||||||
Number of business acquisitions | center | 5 | 4 | ||||
Controlling Interest [Member] | Joint Venture [Member] | Ambulatory Services [Member] | ||||||
Segment Reporting Information [Line Items] | ||||||
Number consolidated entities contributed to joint venture | center | 3 | 4 | ||||
Controlling Interest [Member] | Joint Venture [Member] | Physician Services [Member] | ||||||
Segment Reporting Information [Line Items] | ||||||
Number consolidated entities contributed to joint venture | center | 2 | |||||
Customer relationships with hospitals [Member] | ||||||
Segment Reporting Information [Line Items] | ||||||
Amount estimated to be amortized over weighted average period | $ 44,500 | $ 44,500 | ||||
Weighted average period of amortization | 20 years | |||||
[1] | Represents the preliminary allocation of fair value of acquired assets and liabilities associated with these acquisitions at September 30, 2015. |
Goodwill And Intangible Asset47
Goodwill And Intangible Assets (Changes In Carrying Amount Of Goodwill) (Details) $ in Thousands | 9 Months Ended |
Sep. 30, 2015USD ($) | |
Goodwill [Roll Forward] | |
Balance, beginning of period | $ 3,381,149 |
Goodwill acquired, including post acquisition adjustments | 246,787 |
Goodwill disposed, including impact of deconsolidation transactions | (38,619) |
Balance, end of period | $ 3,589,317 |
Goodwill And Intangible Asset48
Goodwill And Intangible Assets (Summary Of Intangible Assets) (Details) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Indefinite-lived Intangible Assets [Line Items] | ||
Non-amortizable intangible assets | $ 237,995 | $ 237,995 |
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 1,144,571 | 1,085,129 |
Accumulated Amortization | (99,999) | (49,245) |
Net | 1,044,572 | 1,035,884 |
Total intangible assets, gross carrying amount | 1,382,566 | 1,323,124 |
Accumulated Amortization | (99,999) | (49,245) |
Total intangible assets, net | 1,282,567 | 1,273,879 |
Trade name [Member] | ||
Indefinite-lived Intangible Assets [Line Items] | ||
Non-amortizable intangible assets | 228,000 | 228,000 |
Restrictive covenant arrangements [Member] | ||
Indefinite-lived Intangible Assets [Line Items] | ||
Non-amortizable intangible assets | 9,995 | 9,995 |
Customer relationships with hospitals [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 1,013,156 | 971,645 |
Accumulated Amortization | (59,622) | (22,145) |
Net | 953,534 | 949,500 |
Accumulated Amortization | (59,622) | (22,145) |
Deferred financing cost [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 59,859 | 59,574 |
Accumulated Amortization | (11,382) | (5,151) |
Net | 48,477 | 54,423 |
Accumulated Amortization | (11,382) | (5,151) |
Capitalized software [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 66,938 | 50,387 |
Accumulated Amortization | (25,920) | (19,197) |
Net | 41,018 | 31,190 |
Accumulated Amortization | (25,920) | (19,197) |
Agreements, contracts, and other intangible assets | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 4,618 | 3,523 |
Accumulated Amortization | (3,075) | (2,752) |
Net | 1,543 | 771 |
Accumulated Amortization | $ (3,075) | $ (2,752) |
Other Accrued Liabilities (Deta
Other Accrued Liabilities (Details) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Accrued Liabilities, Current [Abstract] | ||
Accrued professional liabilities | $ 12,606 | $ 11,983 |
Contingent purchase price payable | 28,700 | 12,213 |
Current income taxes payable | 12,634 | 0 |
Refunds payable | 41,302 | 17,752 |
Other | 35,321 | 26,038 |
Total other accrued liabilities | $ 130,563 | $ 67,986 |
Accrued Professional Liabilit50
Accrued Professional Liabilities - Components of Reserves (Details) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Payables and Accruals [Abstract] | ||
Estimated losses under self-insured programs | $ 29,153 | $ 25,337 |
Incurred but not reported losses | 32,931 | 28,448 |
Total accrued professional liabilities | 62,084 | 53,785 |
Less estimated losses payable within one year | 12,606 | 11,983 |
Total | $ 49,478 | $ 41,802 |
Accrued Professional Liabilit51
Accrued Professional Liabilities - Rollforward of Reserves (Details) $ in Thousands | 9 Months Ended |
Sep. 30, 2015USD ($) | |
Self Insurance Reserve [Roll Forward] | |
Balance at December 31, 2014 | $ 53,785 |
Assumed liabilities through acquisitions | 4,957 |
Provision related to current period reserves | 14,591 |
Payments for current period reserves | (2,567) |
Benefit related to changes in prior period reserves | (902) |
Payments for prior period reserves | (7,780) |
Balance at September 30, 2015 | $ 62,084 |
Long-Term Debt (Narrative) (Det
Long-Term Debt (Narrative) (Details) - USD ($) $ in Thousands | Jul. 16, 2014 | Jul. 15, 2014 | Sep. 30, 2015 | Oct. 21, 2015 | Dec. 31, 2014 | Nov. 20, 2012 | May. 28, 2010 |
Fixed Interest Rate [Member] | |||||||
Schedule of Capitalization, Long-term Debt [Line Items] | |||||||
Long-term Debt | $ 1,389,700 | ||||||
Long-term Debt, Fair Value | 1,396,900 | ||||||
Variable Interest Rate [Member] | |||||||
Schedule of Capitalization, Long-term Debt [Line Items] | |||||||
Long-term Debt, Fair Value | 860,600 | ||||||
5.625% Senior Unsecured Notes due 2020 [Member] | Senior Notes [Member] | |||||||
Schedule of Capitalization, Long-term Debt [Line Items] | |||||||
Long-term Debt | $ 250,000 | $ 250,000 | |||||
Senior Unsecured Debt | |||||||
Face amount | $ 250,000 | ||||||
Interest rate | 5.625% | ||||||
Redeemable principal percentage | 35.00% | ||||||
Senior Secured Debt | |||||||
Face amount | $ 250,000 | ||||||
Interest rate | 5.625% | ||||||
5.625% Senior Unsecured Notes due 2022 [Member] | Senior Notes [Member] | |||||||
Schedule of Capitalization, Long-term Debt [Line Items] | |||||||
Long-term Debt | $ 1,100,000 | $ 1,100,000 | |||||
Senior Unsecured Debt | |||||||
Face amount | $ 1,100,000 | ||||||
Interest rate | 5.625% | ||||||
Redeemable principal percentage | 35.00% | ||||||
Senior Secured Debt | |||||||
Face amount | $ 1,100,000 | ||||||
Interest rate | 5.625% | ||||||
8.04% Senior Secured Notes due 2020 [Member] | Senior Notes [Member] | |||||||
Senior Unsecured Debt | |||||||
Face amount | $ 75,000 | ||||||
Senior Secured Debt | |||||||
Face amount | $ 75,000 | ||||||
Period Prior to November 30, 2015 [Member] | 5.625% Senior Unsecured Notes due 2020 [Member] | Senior Notes [Member] | |||||||
Senior Unsecured Debt | |||||||
Redemption price as percent of the principal amount | 105.625% | ||||||
Period Prior to July 15, 2017 [Member] | 5.625% Senior Unsecured Notes due 2022 [Member] | Senior Notes [Member] | |||||||
Senior Unsecured Debt | |||||||
Redemption price as percent of the principal amount | 105.625% | ||||||
Senior Secured Credit Facility - Term Loan [Member] | |||||||
Term Loan and Credit Facility | |||||||
Borrowing capacity of new revolving credit agreement | $ 870,000 | ||||||
Quarterly principal payment as a percent of face amount | 0.25% | ||||||
Annual principal payment | $ 8,700 | ||||||
Revolving Credit Facility [Member] | |||||||
Term Loan and Credit Facility | |||||||
Borrowing capacity of new revolving credit agreement | $ 300,000 | $ 475,000 | |||||
Unused capacity commitment fee, percentage | 0.375% | ||||||
Revolving Credit Facility [Member] | Subsequent Event [Member] | |||||||
Term Loan and Credit Facility | |||||||
Borrowing capacity of new revolving credit agreement | $ 500,000 | ||||||
Line of Credit Facility, Accordion Feature, Increase To Maximum Borrowing Capacity | $ 200,000 | ||||||
Senior Secured Credit Facility [Member] | |||||||
Term Loan and Credit Facility | |||||||
Maximum increase in borrowing capacity | $ 300,000 | ||||||
Base Rate [Member] | Senior Secured Credit Facility - Term Loan [Member] | Maximum [Member] | |||||||
Term Loan and Credit Facility | |||||||
Basis spread | 2.00% | ||||||
Base Rate [Member] | Senior Secured Credit Facility - Term Loan [Member] | Minimum [Member] | |||||||
Term Loan and Credit Facility | |||||||
Basis spread | 1.75% | ||||||
Base Rate [Member] | Revolving Credit Facility [Member] | Maximum [Member] | |||||||
Term Loan and Credit Facility | |||||||
Basis spread | 2.00% | 1.00% | |||||
Base Rate [Member] | Revolving Credit Facility [Member] | Minimum [Member] | |||||||
Term Loan and Credit Facility | |||||||
Basis spread | 1.75% | 0.25% | |||||
LIBOR [Member] | Senior Secured Credit Facility - Term Loan [Member] | |||||||
Term Loan and Credit Facility | |||||||
Floor rate | 0.75% | ||||||
Current variable rate | 3.75% | ||||||
LIBOR [Member] | Senior Secured Credit Facility - Term Loan [Member] | Maximum [Member] | |||||||
Term Loan and Credit Facility | |||||||
Basis spread | 3.00% | ||||||
LIBOR [Member] | Senior Secured Credit Facility - Term Loan [Member] | Minimum [Member] | |||||||
Term Loan and Credit Facility | |||||||
Basis spread | 2.75% | ||||||
LIBOR [Member] | Revolving Credit Facility [Member] | Maximum [Member] | |||||||
Term Loan and Credit Facility | |||||||
Basis spread | 3.00% | 2.00% | |||||
LIBOR [Member] | Revolving Credit Facility [Member] | Minimum [Member] | |||||||
Term Loan and Credit Facility | |||||||
Basis spread | 2.75% | 1.25% |
Long-Term Debt (Components Of L
Long-Term Debt (Components Of Long-Term Debt) (Details) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Debt Instrument [Line Items] | ||
Other debt due through 2025 | $ 22,200 | $ 20,156 |
Capitalized lease arrangements due through 2026 | 18,953 | 15,206 |
Long-term debt and capitalized lease arrangements | 2,250,278 | 2,251,012 |
Less current portion | 19,982 | 18,826 |
Long-term debt | 2,230,296 | 2,232,186 |
Term Loan [Member] | ||
Debt Instrument [Line Items] | ||
Long-term Debt | 859,125 | 865,650 |
5.625% Senior Unsecured Notes due 2020 [Member] | Senior Notes [Member] | ||
Debt Instrument [Line Items] | ||
Long-term Debt | 250,000 | 250,000 |
5.625% Senior Unsecured Notes due 2022 [Member] | Senior Notes [Member] | ||
Debt Instrument [Line Items] | ||
Long-term Debt | $ 1,100,000 | $ 1,100,000 |
Long-Term Debt (Redemption Pric
Long-Term Debt (Redemption Price) (Details) - Senior Notes [Member] | 9 Months Ended |
Sep. 30, 2015 | |
2015 [Member] | 5.625% Senior Unsecured Notes due 2020 [Member] | |
Redemption price as percent of the principal amount | 104.219% |
2016 [Member] | 5.625% Senior Unsecured Notes due 2020 [Member] | |
Redemption price as percent of the principal amount | 102.813% |
2017 [Member] | 5.625% Senior Unsecured Notes due 2020 [Member] | |
Redemption price as percent of the principal amount | 101.406% |
2017 [Member] | 5.625% Senior Unsecured Notes due 2022 [Member] | |
Redemption price as percent of the principal amount | 104.219% |
2018 and thereafter [Member] | 5.625% Senior Unsecured Notes due 2020 [Member] | |
Redemption price as percent of the principal amount | 100.00% |
2018 [Member] | 5.625% Senior Unsecured Notes due 2022 [Member] | |
Redemption price as percent of the principal amount | 102.813% |
2019 [Member] | 5.625% Senior Unsecured Notes due 2022 [Member] | |
Redemption price as percent of the principal amount | 101.406% |
2020 and thereafter [Member] | 5.625% Senior Unsecured Notes due 2022 [Member] | |
Redemption price as percent of the principal amount | 100.00% |
Shareholder's Equity (Narrative
Shareholder's Equity (Narrative) (Details) | Aug. 27, 2015USD ($)$ / shares | May. 20, 2015USD ($)$ / shares | Mar. 03, 2015USD ($)$ / shares | Jul. 16, 2014shares | Jul. 02, 2014USD ($)$ / sharesshares | Sep. 30, 2015USD ($)$ / sharesshares | Sep. 30, 2014USD ($)shares | Sep. 30, 2015USD ($)installment$ / sharesshares | Sep. 30, 2014USD ($)$ / sharesshares | Aug. 09, 2013USD ($) |
Common Stock: | ||||||||||
Stock repurchased program authorized by the board of directors | $ | $ 40,000,000 | |||||||||
Mandatory Convertible Preferred Stock | ||||||||||
Preferred stock dividends | $ | $ (2,300,000) | $ (2,300,000) | $ (2,300,000) | $ (2,264,000) | $ (2,239,000) | $ (6,792,000) | $ (2,239,000) | |||
Stock Incentive Plans: | ||||||||||
Number of shares authorized for grant under share incentive plan | 1,200,000 | 1,200,000 | ||||||||
Shares available for future grants/issuance under stock incentive plan | 893,347 | 893,347 | ||||||||
Unrecognized compensation cost on non vested awards | $ | $ 20,600,000 | $ 20,600,000 | ||||||||
Weighted average period | 1 year 1 month 15 days | |||||||||
Number of units granted | 313,498 | |||||||||
Grant date value of common stock | $ / shares | $ 56.19 | |||||||||
Stock Repurchased To Cover Employee Tax Withholdings [Member] | ||||||||||
Common Stock: | ||||||||||
Repurchase of common stock, shares | 67,000 | 68,748 | ||||||||
Repurchase of common stock | $ | $ 3,700,000 | $ 2,900,000 | ||||||||
Stock Options [Member] | ||||||||||
Stock Incentive Plans: | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 4 years | |||||||||
Options term | 10 years | |||||||||
Employees [Member] | Restricted Stock [Member] | ||||||||||
Stock Incentive Plans: | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 4 years | |||||||||
Number of installments in restricted stock granted. | installment | 3 | |||||||||
Mandatory Convertible Preferred Stock [Member] | ||||||||||
Stock Incentive Plans: | ||||||||||
Number of anti-dilutive options | 3,100,000 | |||||||||
Stock Options [Member] | ||||||||||
Stock Incentive Plans: | ||||||||||
Number of anti-dilutive options | 0 | 0 | 0 | 0 | ||||||
Common Stock [Member] | ||||||||||
Issuance of stock (in shares) | 9,775,000 | |||||||||
Issuance of stock, price per share | $ / shares | $ 45 | |||||||||
Stock offering expenses | $ | $ 18,500,000 | |||||||||
Mandatory Convertible Preferred Stock [Member] | ||||||||||
Issuance of stock (in shares) | 1,725,000 | |||||||||
Issuance of stock, price per share | $ / shares | $ 100 | |||||||||
Stock offering expenses | $ | $ 5,900,000 | |||||||||
Mandatory Convertible Preferred Stock | ||||||||||
Dividend rate | 5.25% | |||||||||
Initial liquidation preference (usd per share) | $ / shares | $ 100 | $ 100 | ||||||||
Consecutive trading day | 20 days | |||||||||
Dividends declared (usd per share) | $ / shares | $ 1.3125 | $ 1.3125 | $ 1.3125 | $ 1.2979 | ||||||
Sheridan Healthcare [Member] | Common Stock [Member] | ||||||||||
Common Stock: | ||||||||||
Shares of common stock issued for acquisition | 5,713,909 | |||||||||
Minimum [Member] | Mandatory Convertible Preferred Stock [Member] | ||||||||||
Mandatory Convertible Preferred Stock | ||||||||||
Conversion rate | 1.8141 | 1.8141 | ||||||||
Maximum [Member] | Mandatory Convertible Preferred Stock [Member] | ||||||||||
Mandatory Convertible Preferred Stock | ||||||||||
Conversion rate | 2.2222 | 2.2222 | ||||||||
Performance-based Restricted Stock Units [Member] | ||||||||||
Stock Incentive Plans: | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 3 years | |||||||||
Number of units granted | 68,533 | |||||||||
Grant date value of common stock | $ / shares | $ 55.40 | |||||||||
Performance goal period for vesting | 1 year | |||||||||
Projected vesting percentage | 150.00% | |||||||||
Performance-based Restricted Stock Units [Member] | Minimum [Member] | ||||||||||
Stock Incentive Plans: | ||||||||||
Projected vesting percentage | 0.00% | |||||||||
Performance-based Restricted Stock Units [Member] | Maximum [Member] | ||||||||||
Stock Incentive Plans: | ||||||||||
Projected vesting percentage | 150.00% |
Shareholders' Equity (Share-Bas
Shareholders' Equity (Share-Based Activity) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Equity [Abstract] | ||||
Share-based compensation expense | $ 3,727 | $ 2,424 | $ 11,319 | $ 7,388 |
Fair value of shares vested | 0 | 123 | 13,220 | 10,481 |
Cash received from option exercises | 276 | 504 | 2,356 | 2,150 |
Tax benefit from exercises of share-based awards | $ 246 | $ 198 | $ 3,779 | $ 2,288 |
Shareholders Equity (Schedule O
Shareholders Equity (Schedule Of Changes In Non-Vested Restricted Shares) (Details) | 9 Months Ended |
Sep. 30, 2015$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |
Non-vested shares at beginning of period, Number of Shares | shares | 668,109 |
Shares granted, Number of Shares | shares | 313,498 |
Shares vested, Number of Shares | shares | (233,831) |
Shares forfeited, Number of Shares | shares | (6,983) |
Non-vested shares at end of period, Number of Shares | shares | 740,793 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | |
Non-vested shares at beginning of period, Weighted Average Grant Price | $ 33.51 |
Shares granted, Weighted Average Grant Price | 56.19 |
Shares vested, Weighted Average Grant Price | 28.19 |
Shares forfeited, Weighted Average Grant Price | 39.88 |
Non-vested shares at end of period, Weighted Average Grant Price | $ 44.73 |
Shareholder's Equity (Schedule
Shareholder's Equity (Schedule of Stock Option Activity (Details) - $ / shares | 9 Months Ended | 12 Months Ended |
Sep. 30, 2015 | Dec. 31, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | ||
Outstanding at beginning of period, Number of Shares | 158,721 | |
Options exercised, Number of Shares | (102,762) | |
Options terminated, Number of Shares | (11,750) | |
Outstanding at end of period, Number of Shares | 44,209 | 158,721 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Abstract] | ||
Outstanding at beginning of period, Weighted Average Exercise Price | $ 22.89 | |
Options exercised, Weighted Average Exercise Price | 22.92 | |
Options terminated, Weighted Average Exercise Price | 23.42 | |
Outstanding at end of period, Weighted Average Exercise Price | $ 22.70 | $ 22.89 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Additional Disclosures [Abstract] | ||
Outstanding at beginning of period, Weighted Average Remaining Contractual Life (in years) | 365 days | 1 year 256 days |
Outstanding at end of period, Weighted Average Remaining Contractual Life (in years) | 365 days | 1 year 256 days |
Shareholder's Equity (Schedul59
Shareholder's Equity (Schedule of Stock Option Activity-Additional) (Details) $ / shares in Units, $ in Millions | 9 Months Ended |
Sep. 30, 2015USD ($)$ / sharesshares | |
Equity [Abstract] | |
Total intrinsic value with options exercised | $ 4.2 |
Aggregate intrinsic value of options outstanding | 2.4 |
Total intrinsic value of options vested or expected to vest | $ 0 |
Vested or expected to vest at end of period, Number of Shares | shares | 44,209 |
Vested or expected to vest at end of period, weighted average exercise price | $ / shares | $ 22.70 |
Vested or expected to vest at end of period, Weighted Average Remaining Contractual Life (in years) | 328 days |
Total Intrinsic value of options exercisable | $ 0 |
Exercisable at end of period, Number of Shares | shares | 44,209 |
Exercisable at end of period, Weighted Average Exercise Price | $ / shares | $ 22.70 |
Exercisable at end of period, Weighted Average Remaining Contractual Life (in years) | 328 days |
Shareholder's Equity (Schedul60
Shareholder's Equity (Schedule Of Reconciliation Of Numerator And Denominators Of Basic And Diluted Earnings Per Share) (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Net earnings (loss) from continuing operations attributable to AmSurg Corp. common shareholders (Numerator) | $ 40,397 | $ (10,697) | $ 90,582 | $ 25,466 |
Net earnings (loss) from continuing operations attributable to AmSurg Corp. common shareholders (basic), shares (Denominator) | 47,707 | 46,320 | 47,652 | 36,620 |
Preferred stock dividends | $ 2,264 | |||
Effect of dilutive securities, options and non-vested shares | 3,568 | 0 | 398 | 406 |
Net Income (Loss) Attributable to Parent, Diluted | $ 42,661 | $ (10,697) | $ 90,582 | $ 25,466 |
Net earnings (loss) from continuing operations attributable to AmSurg Corp. (diluted), shares (Denominator) | 51,275 | 46,320 | 48,050 | 37,026 |
Net earnings (loss) from continuing operations attributable to AmSurg Corp. common shareholders (basic), (usd per share) | $ 0.85 | $ (0.23) | $ 1.90 | $ 0.70 |
Net earnings (loss) from continuing operations attributable to AmSurg Corp. common shareholders (diluted), (usd per share) | $ 0.83 | $ (0.23) | $ 1.89 | $ 0.69 |
Mandatory Convertible Preferred Stock [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Number of anti-dilutive shares | 3,100 |
Income Taxes Income Taxes (Deta
Income Taxes Income Taxes (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended |
Sep. 30, 2015 | Sep. 30, 2015 | |
Income Tax Disclosure [Abstract] | ||
Effective Income Tax Rate Reconciliation, Change in Deferred Tax Assets Valuation Allowance, Amount | $ 4.7 | $ 6.2 |
Commitments and Contingencies (
Commitments and Contingencies (Details) ft² in Thousands, $ in Millions | Jul. 01, 2016ft² | Jan. 16, 2015USD ($)ft² | Jun. 30, 2016ft² |
Schedule Of Operating Leases Square Footage [Line Items] | |||
Lease square footage | 222 | ||
Annual rent expense | $ | $ 2.9 | ||
Scenario, Forecast [Member] | |||
Schedule Of Operating Leases Square Footage [Line Items] | |||
Lease square footage | 55 | 167 |
Segment Reporting (Details)
Segment Reporting (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | 9 Months Ended | ||||||
Sep. 30, 2015USD ($) | Sep. 30, 2014USD ($) | [1] | Sep. 30, 2014USD ($) | Jul. 15, 2014segment | Sep. 30, 2015USD ($)segment | Sep. 30, 2014USD ($) | |||
Segment Reporting [Abstract] | |||||||||
Number of reportable segments | segment | 1 | 2 | |||||||
Segment Reporting Information [Line Items] | |||||||||
Net revenue | $ 650,227 | $ 502,350 | $ 1,862,622 | $ 1,040,138 | |||||
Adjusted EBITDA | 133,177 | 95,869 | 354,904 | 193,491 | |||||
Earnings from continuing operations attributable to noncontrolling interests | 55,618 | 47,578 | 160,407 | 139,150 | |||||
Interest expense, net | (30,242) | (39,054) | (90,671) | (52,906) | |||||
Depreciation and amortization | (24,106) | (20,838) | (70,536) | (37,533) | |||||
Share-based compensation | (3,727) | (2,424) | (11,319) | (7,388) | |||||
Net change in fair value of contingent consideration | (1,928) | 0 | (8,338) | 0 | |||||
Transaction costs | (2,107) | (25,102) | (5,560) | (28,681) | |||||
Debt extinguishment costs | 0 | (16,887) | 0 | (16,887) | |||||
Gain on deconsolidation | 9,112 | 0 | 5,854 | 3,411 | |||||
Earnings from continuing operations before income taxes | 135,797 | 39,142 | 334,741 | 192,657 | |||||
Acquisition and Capital Expenditures | 51,799 | 8,098 | 280,496 | 47,546 | |||||
Ambulatory Services [Member] | |||||||||
Segment Reporting Information [Line Items] | |||||||||
Net revenue | 308,983 | 276,419 | 903,884 | 814,207 | |||||
Adjusted EBITDA | 55,353 | 47,853 | 162,965 | 145,475 | |||||
Acquisition and Capital Expenditures | 25,872 | 5,759 | 144,482 | 45,207 | |||||
Physician Services [Member] | |||||||||
Segment Reporting Information [Line Items] | |||||||||
Net revenue | 341,244 | [1] | $ 225,931 | 225,931 | 958,738 | [1] | 225,931 | ||
Adjusted EBITDA | 77,824 | 48,016 | 191,939 | 48,016 | |||||
Net change in fair value of contingent consideration | (1,928) | (8,338) | |||||||
Acquisition and Capital Expenditures | $ 25,927 | $ 2,339 | $ 136,014 | $ 2,339 | |||||
[1] | On July 16, 2014, we completed the acquisition of Sheridan. As such, historical amounts for periods prior to that date are not included. |
Financial Information for the64
Financial Information for the Company and Its Subsidiaries (Balance Sheets) (Details) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Dec. 31, 2013 |
Assets | ||||
Cash and cash equivalents | $ 187,422 | $ 208,079 | $ 194,081 | $ 50,840 |
Restricted cash and marketable securities | 11,789 | 10,219 | ||
Accounts receivable, net | 276,237 | 233,053 | ||
Supplies inventory | 20,887 | 19,974 | ||
Prepaid and other current assets | 91,651 | 115,362 | ||
Total current assets | 587,986 | 586,687 | ||
Property and equipment, net | 190,399 | 180,448 | ||
Investments in and receivables from unconsolidated affiliates | 112,877 | 75,475 | ||
Goodwill | 3,589,317 | 3,381,149 | ||
Intangible assets, net | 1,282,567 | 1,273,879 | ||
Other assets | 24,074 | 25,886 | ||
Total assets | 5,787,220 | 5,523,524 | ||
Liabilities and Equity | ||||
Current portion of long-term debt | 19,982 | 18,826 | ||
Accounts payable | 30,750 | 29,585 | ||
Accrued salaries and benefits | 186,923 | 140,044 | ||
Accrued interest | 17,846 | 29,644 | ||
Other accrued liabilities | 130,563 | 67,986 | ||
Total current liabilities | 386,064 | 286,085 | ||
Long-term debt | 2,230,296 | 2,232,186 | ||
Deferred income taxes | 645,711 | 633,480 | ||
Other long-term liabilities | 90,671 | 89,443 | ||
Intercompany payable | 0 | 0 | ||
Noncontrolling interests – redeemable | 185,261 | 184,099 | ||
Equity: | ||||
Total AmSurg Corp. equity | 1,781,743 | 1,679,547 | ||
Noncontrolling interests – non-redeemable | 467,474 | 418,684 | ||
Total equity | 2,249,217 | 2,098,231 | ||
Total liabilities and equity | 5,787,220 | 5,523,524 | ||
Consolidation, Eliminations [Member] | ||||
Assets | ||||
Cash and cash equivalents | 0 | 0 | 0 | 0 |
Restricted cash and marketable securities | 0 | 0 | ||
Accounts receivable, net | 0 | 0 | ||
Supplies inventory | 0 | 0 | ||
Prepaid and other current assets | (12,136) | (4,818) | ||
Total current assets | (12,136) | (4,818) | ||
Property and equipment, net | 0 | 0 | ||
Investments in and receivables from unconsolidated affiliates | (5,732,296) | (5,425,210) | ||
Goodwill | 2,029,854 | 1,890,168 | ||
Intangible assets, net | 0 | 0 | ||
Other assets | (1,998) | (1,466) | ||
Total assets | (3,716,576) | (3,541,326) | ||
Liabilities and Equity | ||||
Current portion of long-term debt | 0 | 0 | ||
Accounts payable | (3,699) | (4,080) | ||
Accrued salaries and benefits | 0 | 0 | ||
Accrued interest | 0 | 0 | ||
Other accrued liabilities | (8,437) | (738) | ||
Total current liabilities | (12,136) | (4,818) | ||
Long-term debt | (27,888) | (28,412) | ||
Deferred income taxes | (1,998) | (1,466) | ||
Other long-term liabilities | 0 | 0 | ||
Intercompany payable | (1,228,157) | (1,227,989) | ||
Noncontrolling interests – redeemable | 120,666 | 120,555 | ||
Equity: | ||||
Total AmSurg Corp. equity | (2,987,651) | (2,774,257) | ||
Noncontrolling interests – non-redeemable | 420,588 | 375,061 | ||
Total equity | (2,567,063) | (2,399,196) | ||
Total liabilities and equity | (3,716,576) | (3,541,326) | ||
Parent Company [Member] | ||||
Assets | ||||
Cash and cash equivalents | 68,730 | 134,351 | 123,829 | 6,710 |
Restricted cash and marketable securities | 0 | 0 | ||
Accounts receivable, net | 0 | 0 | ||
Supplies inventory | 0 | 0 | ||
Prepaid and other current assets | 33,969 | 47,997 | ||
Total current assets | 102,699 | 182,348 | ||
Property and equipment, net | 12,819 | 10,391 | ||
Investments in and receivables from unconsolidated affiliates | 4,115,444 | 3,912,804 | ||
Goodwill | 0 | 0 | ||
Intangible assets, net | 62,201 | 67,678 | ||
Other assets | 3,408 | 3,323 | ||
Total assets | 4,296,571 | 4,176,544 | ||
Liabilities and Equity | ||||
Current portion of long-term debt | 8,700 | 8,700 | ||
Accounts payable | 1,696 | 1,849 | ||
Accrued salaries and benefits | 28,070 | 25,035 | ||
Accrued interest | 17,835 | 29,621 | ||
Other accrued liabilities | 14,856 | 8,051 | ||
Total current liabilities | 71,157 | 73,256 | ||
Long-term debt | 2,200,425 | 2,206,950 | ||
Deferred income taxes | 238,773 | 209,400 | ||
Other long-term liabilities | 4,473 | 7,391 | ||
Intercompany payable | 0 | 0 | ||
Noncontrolling interests – redeemable | 0 | 0 | ||
Equity: | ||||
Total AmSurg Corp. equity | 1,781,743 | 1,679,547 | ||
Noncontrolling interests – non-redeemable | 0 | 0 | ||
Total equity | 1,781,743 | 1,679,547 | ||
Total liabilities and equity | 4,296,571 | 4,176,544 | ||
Guarantor Subsidiaries [Member] | ||||
Assets | ||||
Cash and cash equivalents | 56,647 | 23,471 | 25,270 | 0 |
Restricted cash and marketable securities | 0 | 0 | ||
Accounts receivable, net | 160,685 | 123,772 | ||
Supplies inventory | 255 | 301 | ||
Prepaid and other current assets | 50,302 | 58,388 | ||
Total current assets | 267,889 | 205,932 | ||
Property and equipment, net | 9,468 | 9,972 | ||
Investments in and receivables from unconsolidated affiliates | 1,729,729 | 1,587,881 | ||
Goodwill | 1,559,463 | 1,490,981 | ||
Intangible assets, net | 1,217,937 | 1,203,218 | ||
Other assets | 1,040 | 943 | ||
Total assets | 4,785,526 | 4,498,927 | ||
Liabilities and Equity | ||||
Current portion of long-term debt | 0 | 0 | ||
Accounts payable | 4,686 | 35 | ||
Accrued salaries and benefits | 141,388 | 101,395 | ||
Accrued interest | 0 | 0 | ||
Other accrued liabilities | 81,017 | 44,305 | ||
Total current liabilities | 227,091 | 145,735 | ||
Long-term debt | 0 | 0 | ||
Deferred income taxes | 408,936 | 425,546 | ||
Other long-term liabilities | 66,862 | 63,616 | ||
Intercompany payable | 1,228,157 | 1,219,979 | ||
Noncontrolling interests – redeemable | 0 | 0 | ||
Equity: | ||||
Total AmSurg Corp. equity | 2,854,480 | 2,644,051 | ||
Noncontrolling interests – non-redeemable | 0 | 0 | ||
Total equity | 2,854,480 | 2,644,051 | ||
Total liabilities and equity | 4,785,526 | 4,498,927 | ||
Non-Guarantor Subsidiaries [Member] | ||||
Assets | ||||
Cash and cash equivalents | 62,045 | 50,257 | $ 44,982 | $ 44,130 |
Restricted cash and marketable securities | 11,789 | 10,219 | ||
Accounts receivable, net | 115,552 | 109,281 | ||
Supplies inventory | 20,632 | 19,673 | ||
Prepaid and other current assets | 19,516 | 13,795 | ||
Total current assets | 229,534 | 203,225 | ||
Property and equipment, net | 168,112 | 160,085 | ||
Investments in and receivables from unconsolidated affiliates | 0 | 0 | ||
Goodwill | 0 | 0 | ||
Intangible assets, net | 2,429 | 2,983 | ||
Other assets | 21,624 | 23,086 | ||
Total assets | 421,699 | 389,379 | ||
Liabilities and Equity | ||||
Current portion of long-term debt | 11,282 | 10,126 | ||
Accounts payable | 28,067 | 31,781 | ||
Accrued salaries and benefits | 17,465 | 13,614 | ||
Accrued interest | 11 | 23 | ||
Other accrued liabilities | 43,127 | 16,368 | ||
Total current liabilities | 99,952 | 71,912 | ||
Long-term debt | 57,759 | 53,648 | ||
Deferred income taxes | 0 | 0 | ||
Other long-term liabilities | 19,336 | 18,436 | ||
Intercompany payable | 0 | 8,010 | ||
Noncontrolling interests – redeemable | 64,595 | 63,544 | ||
Equity: | ||||
Total AmSurg Corp. equity | 133,171 | 130,206 | ||
Noncontrolling interests – non-redeemable | 46,886 | 43,623 | ||
Total equity | 180,057 | 173,829 | ||
Total liabilities and equity | $ 421,699 | $ 389,379 |
Financial Information for the65
Financial Information for the Company and Its Subsidiaries (Income Statements) (Details) - USD ($) $ in Thousands | Aug. 27, 2015 | May. 20, 2015 | Mar. 03, 2015 | Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 |
Condensed Financial Statements, Captions [Line Items] | |||||||
Net revenue | $ 650,227 | $ 502,350 | $ 1,862,622 | $ 1,040,138 | |||
Operating expenses: | |||||||
Salaries and benefits | 327,532 | 240,337 | 950,107 | 406,539 | |||
Supply cost | 45,638 | 41,886 | 134,012 | 120,564 | |||
Other operating expenses | 98,852 | 81,262 | 294,424 | 191,243 | |||
Transaction costs | 2,107 | 25,102 | 5,560 | 28,681 | |||
Depreciation and amortization | 24,106 | 20,838 | 70,536 | 37,533 | |||
Total operating expenses | 498,235 | 409,425 | 1,454,639 | 784,560 | |||
Net gain on deconsolidations | 9,112 | 0 | 5,854 | 3,411 | |||
Equity in earnings of unconsolidated affiliates | 4,935 | 2,158 | 11,575 | 3,461 | |||
Operating income | 166,039 | 95,083 | 425,412 | 262,450 | |||
Interest expense, net | 30,242 | 39,054 | 90,671 | 52,906 | |||
Debt extinguishment costs | 0 | 16,887 | 0 | 16,887 | |||
Earnings from continuing operations before income taxes | 135,797 | 39,142 | 334,741 | 192,657 | |||
Income tax expense | 37,518 | 22 | 76,960 | 25,802 | |||
Net earnings from continuing operations | 98,279 | 39,120 | 257,781 | 166,855 | |||
Net loss from discontinued operations | 0 | (1,697) | 0 | (1,146) | |||
Net earnings | 98,279 | 37,423 | 257,781 | 165,709 | |||
Less net earnings attributable to noncontrolling interests | 55,618 | 47,257 | 160,407 | 139,387 | |||
Net earnings (loss) attributable to AmSurg Corp. shareholders | 42,661 | (9,834) | 97,374 | 26,322 | |||
Preferred stock dividends | $ (2,300) | $ (2,300) | $ (2,300) | (2,264) | (2,239) | (6,792) | (2,239) |
Net earnings (loss) attributable to AmSurg Corp. common shareholders | 40,397 | (12,073) | 90,582 | 24,083 | |||
Amounts attributable to AmSurg Corp. common shareholders: | |||||||
Earnings (loss) from continuing operations, net of income tax | 40,397 | (10,697) | 90,582 | 25,466 | |||
Loss from discontinued operations, net of income tax | 0 | (1,376) | 0 | (1,383) | |||
Net earnings (loss) attributable to AmSurg Corp. common shareholders | 40,397 | (12,073) | 90,582 | 24,083 | |||
Consolidation, Eliminations [Member] | |||||||
Condensed Financial Statements, Captions [Line Items] | |||||||
Net revenue | (9,614) | (4,803) | (27,956) | (14,189) | |||
Operating expenses: | |||||||
Salaries and benefits | (128) | (123) | (380) | (369) | |||
Supply cost | (20) | 0 | (54) | 0 | |||
Other operating expenses | (9,466) | (4,680) | (27,522) | (13,820) | |||
Transaction costs | 0 | 0 | 0 | 0 | |||
Depreciation and amortization | 0 | 0 | 0 | 0 | |||
Total operating expenses | (9,614) | (4,803) | (27,956) | (14,189) | |||
Net gain on deconsolidations | 0 | 0 | (3,411) | ||||
Equity in earnings of unconsolidated affiliates | (155,720) | (104,716) | (405,306) | (308,795) | |||
Operating income | (155,720) | (104,716) | (405,306) | (312,206) | |||
Interest expense, net | 0 | 0 | 0 | 0 | |||
Debt extinguishment costs | 0 | 0 | |||||
Earnings from continuing operations before income taxes | (155,720) | (104,716) | (405,306) | (312,206) | |||
Income tax expense | 0 | 0 | 0 | 0 | |||
Net earnings from continuing operations | (104,716) | (312,206) | |||||
Net loss from discontinued operations | 0 | 0 | |||||
Net earnings | (155,720) | (104,716) | (405,306) | (312,206) | |||
Less net earnings attributable to noncontrolling interests | 0 | 0 | 0 | 0 | |||
Net earnings (loss) attributable to AmSurg Corp. shareholders | (155,720) | (104,716) | (405,306) | (312,206) | |||
Preferred stock dividends | 0 | 0 | 0 | 0 | |||
Net earnings (loss) attributable to AmSurg Corp. common shareholders | (155,720) | (104,716) | (405,306) | (312,206) | |||
Amounts attributable to AmSurg Corp. common shareholders: | |||||||
Earnings (loss) from continuing operations, net of income tax | (104,716) | (312,206) | |||||
Loss from discontinued operations, net of income tax | 0 | 0 | |||||
Net earnings (loss) attributable to AmSurg Corp. common shareholders | (155,720) | (104,716) | (405,306) | (312,206) | |||
Parent Company [Member] | |||||||
Condensed Financial Statements, Captions [Line Items] | |||||||
Net revenue | 5,975 | 5,551 | 20,145 | 18,042 | |||
Operating expenses: | |||||||
Salaries and benefits | 17,642 | 14,961 | 50,796 | 44,728 | |||
Supply cost | 0 | 0 | 0 | 0 | |||
Other operating expenses | 7,054 | 6,425 | 19,471 | 15,440 | |||
Transaction costs | 270 | 23,111 | 862 | 26,690 | |||
Depreciation and amortization | 1,017 | 789 | 2,907 | 2,429 | |||
Total operating expenses | 25,983 | 45,286 | 74,036 | 89,287 | |||
Net gain on deconsolidations | 0 | 0 | 3,411 | ||||
Equity in earnings of unconsolidated affiliates | 96,232 | 58,649 | 233,362 | 161,340 | |||
Operating income | 76,224 | 18,914 | 179,471 | 93,506 | |||
Interest expense, net | 11,766 | 23,865 | 35,630 | 36,658 | |||
Debt extinguishment costs | 16,887 | 16,887 | |||||
Earnings from continuing operations before income taxes | 64,458 | (21,838) | 143,841 | 39,961 | |||
Income tax expense | 21,797 | (8,566) | 46,467 | 16,687 | |||
Net earnings from continuing operations | (13,272) | 23,274 | |||||
Net loss from discontinued operations | 3,438 | 3,048 | |||||
Net earnings | 42,661 | (9,834) | 97,374 | 26,322 | |||
Less net earnings attributable to noncontrolling interests | 0 | 0 | 0 | 0 | |||
Net earnings (loss) attributable to AmSurg Corp. shareholders | 42,661 | (9,834) | 97,374 | 26,322 | |||
Preferred stock dividends | (2,264) | (2,239) | (6,792) | (2,239) | |||
Net earnings (loss) attributable to AmSurg Corp. common shareholders | 40,397 | (12,073) | 90,582 | 24,083 | |||
Amounts attributable to AmSurg Corp. common shareholders: | |||||||
Earnings (loss) from continuing operations, net of income tax | (15,511) | 21,035 | |||||
Loss from discontinued operations, net of income tax | 3,438 | 3,048 | |||||
Net earnings (loss) attributable to AmSurg Corp. common shareholders | 40,397 | (12,073) | 90,582 | 24,083 | |||
Guarantor Subsidiaries [Member] | |||||||
Condensed Financial Statements, Captions [Line Items] | |||||||
Net revenue | 339,484 | 221,013 | 954,642 | 221,013 | |||
Operating expenses: | |||||||
Salaries and benefits | 231,769 | 153,653 | 671,988 | 153,653 | |||
Supply cost | 476 | 816 | 1,361 | 816 | |||
Other operating expenses | 34,742 | 19,127 | 106,452 | 19,127 | |||
Transaction costs | 1,837 | 1,991 | 4,698 | 1,991 | |||
Depreciation and amortization | 14,906 | 12,320 | 43,830 | 12,320 | |||
Total operating expenses | 283,730 | 187,907 | 828,329 | 187,907 | |||
Net gain on deconsolidations | 9,112 | 5,889 | 3,411 | ||||
Equity in earnings of unconsolidated affiliates | 64,423 | 48,225 | 183,519 | 150,916 | |||
Operating income | 129,289 | 81,331 | 315,721 | 187,433 | |||
Interest expense, net | 17,845 | 14,630 | 53,223 | 14,630 | |||
Debt extinguishment costs | 0 | 0 | |||||
Earnings from continuing operations before income taxes | 111,444 | 66,701 | 262,498 | 172,803 | |||
Income tax expense | 15,210 | 8,051 | 29,134 | 8,051 | |||
Net earnings from continuing operations | 58,650 | 164,752 | |||||
Net loss from discontinued operations | 0 | 0 | |||||
Net earnings | 96,234 | 58,650 | 233,364 | 164,752 | |||
Less net earnings attributable to noncontrolling interests | 0 | 0 | 0 | 0 | |||
Net earnings (loss) attributable to AmSurg Corp. shareholders | 96,234 | 58,650 | 233,364 | 164,752 | |||
Preferred stock dividends | 0 | 0 | 0 | 0 | |||
Net earnings (loss) attributable to AmSurg Corp. common shareholders | 96,234 | 58,650 | 233,364 | 164,752 | |||
Amounts attributable to AmSurg Corp. common shareholders: | |||||||
Earnings (loss) from continuing operations, net of income tax | 58,650 | 164,752 | |||||
Loss from discontinued operations, net of income tax | 0 | 0 | |||||
Net earnings (loss) attributable to AmSurg Corp. common shareholders | 96,234 | 58,650 | 233,364 | 164,752 | |||
Non-Guarantor Subsidiaries [Member] | |||||||
Condensed Financial Statements, Captions [Line Items] | |||||||
Net revenue | 314,382 | 280,589 | 915,791 | 815,272 | |||
Operating expenses: | |||||||
Salaries and benefits | 78,249 | 71,846 | 227,703 | 208,527 | |||
Supply cost | 45,182 | 41,070 | 132,705 | 119,748 | |||
Other operating expenses | 66,522 | 60,390 | 196,023 | 170,496 | |||
Transaction costs | 0 | 0 | 0 | 0 | |||
Depreciation and amortization | 8,183 | 7,729 | 23,799 | 22,784 | |||
Total operating expenses | 198,136 | 181,035 | 580,230 | 521,555 | |||
Net gain on deconsolidations | 0 | (35) | 0 | ||||
Equity in earnings of unconsolidated affiliates | 0 | 0 | 0 | 0 | |||
Operating income | 116,246 | 99,554 | 335,526 | 293,717 | |||
Interest expense, net | 631 | 559 | 1,818 | 1,618 | |||
Debt extinguishment costs | 0 | 0 | |||||
Earnings from continuing operations before income taxes | 115,615 | 98,995 | 333,708 | 292,099 | |||
Income tax expense | 511 | 537 | 1,359 | 1,064 | |||
Net earnings from continuing operations | 98,458 | 291,035 | |||||
Net loss from discontinued operations | (5,135) | (4,194) | |||||
Net earnings | 115,104 | 93,323 | 332,349 | 286,841 | |||
Less net earnings attributable to noncontrolling interests | 55,618 | 47,257 | 160,407 | 139,387 | |||
Net earnings (loss) attributable to AmSurg Corp. shareholders | 59,486 | 46,066 | 171,942 | 147,454 | |||
Preferred stock dividends | 0 | 0 | 0 | 0 | |||
Net earnings (loss) attributable to AmSurg Corp. common shareholders | 59,486 | 46,066 | 171,942 | 147,454 | |||
Amounts attributable to AmSurg Corp. common shareholders: | |||||||
Earnings (loss) from continuing operations, net of income tax | 50,880 | 151,885 | |||||
Loss from discontinued operations, net of income tax | (4,814) | (4,431) | |||||
Net earnings (loss) attributable to AmSurg Corp. common shareholders | $ 59,486 | $ 46,066 | $ 171,942 | $ 147,454 |
Financial Information for the66
Financial Information for the Company and Its Subsidiaries (Cash Flow Statements) (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Cash flows from operating activities: | ||
Net cash flows provided by (used in) operating activities | $ 427,202 | $ 276,051 |
Cash flows from investing activities: | ||
Acquisitions and related expenses | (233,490) | (2,138,648) |
Acquisition of property and equipment | (47,006) | (23,109) |
Proceeds from sale of interests in surgery centers | 0 | 4,969 |
Purchases of marketable securities | (1,743) | (3,486) |
Maturities of marketable securities | 4,233 | 0 |
Other | (3,974) | 2,082 |
Net cash flows used in investing activities | (281,980) | (2,158,192) |
Cash flows from financing activities: | ||
Proceeds from long-term borrowings | 10,197 | 2,046,399 |
Repayment on long-term borrowings | (15,737) | (403,043) |
Distributions to owners, including noncontrolling interests | (158,144) | (139,443) |
Capital contributions | 0 | 0 |
Proceeds from preferred stock offering | 0 | 172,500 |
Cash dividends for preferred shares | (6,792) | (2,239) |
Proceeds from common stock offering | 0 | 439,875 |
Payments of equity issuance costs | 0 | (24,366) |
Financing cost incurred | (294) | (65,673) |
Changes in intercompany balances with affiliates, net | 0 | 0 |
Other, net | 4,891 | 1,372 |
Net cash flows provided by (used in) financing activities | (165,879) | 2,025,382 |
Net increase (decrease) in cash and cash equivalents | (20,657) | 143,241 |
Cash and cash equivalents, beginning of period | 208,079 | 50,840 |
Cash and cash equivalents, end of period | 187,422 | 194,081 |
Consolidation, Eliminations [Member] | ||
Cash flows from operating activities: | ||
Net cash flows provided by (used in) operating activities | (233,773) | (361,171) |
Cash flows from investing activities: | ||
Acquisitions and related expenses | 31,774 | 2,149,974 |
Acquisition of property and equipment | 0 | 0 |
Proceeds from sale of interests in surgery centers | 0 | |
Purchases of marketable securities | 0 | 0 |
Maturities of marketable securities | 0 | |
Other | 0 | 0 |
Net cash flows used in investing activities | 31,774 | 2,149,974 |
Cash flows from financing activities: | ||
Proceeds from long-term borrowings | 0 | 0 |
Repayment on long-term borrowings | 0 | 0 |
Distributions to owners, including noncontrolling interests | 233,773 | 361,171 |
Capital contributions | (29,157) | (2,147,585) |
Proceeds from preferred stock offering | 0 | |
Cash dividends for preferred shares | 0 | 0 |
Proceeds from common stock offering | 0 | |
Payments of equity issuance costs | 0 | |
Financing cost incurred | 0 | 0 |
Changes in intercompany balances with affiliates, net | 0 | 0 |
Other, net | (2,617) | (2,389) |
Net cash flows provided by (used in) financing activities | 201,999 | (1,788,803) |
Net increase (decrease) in cash and cash equivalents | 0 | 0 |
Cash and cash equivalents, beginning of period | 0 | 0 |
Cash and cash equivalents, end of period | 0 | 0 |
Parent Company [Member] | ||
Cash flows from operating activities: | ||
Net cash flows provided by (used in) operating activities | (20,702) | 103,091 |
Cash flows from investing activities: | ||
Acquisitions and related expenses | (29,157) | (2,147,585) |
Acquisition of property and equipment | (5,659) | (3,653) |
Proceeds from sale of interests in surgery centers | 0 | |
Purchases of marketable securities | 0 | 0 |
Maturities of marketable securities | 0 | |
Other | 0 | (2,555) |
Net cash flows used in investing activities | (34,816) | (2,153,793) |
Cash flows from financing activities: | ||
Proceeds from long-term borrowings | 0 | 2,040,000 |
Repayment on long-term borrowings | (6,525) | (394,318) |
Distributions to owners, including noncontrolling interests | 0 | 0 |
Capital contributions | 0 | 0 |
Proceeds from preferred stock offering | 172,500 | |
Cash dividends for preferred shares | (6,792) | (2,239) |
Proceeds from common stock offering | 439,875 | |
Payments of equity issuance costs | (24,366) | |
Financing cost incurred | (294) | (65,673) |
Changes in intercompany balances with affiliates, net | 524 | 731 |
Other, net | 2,984 | 1,311 |
Net cash flows provided by (used in) financing activities | (10,103) | 2,167,821 |
Net increase (decrease) in cash and cash equivalents | (65,621) | 117,119 |
Cash and cash equivalents, beginning of period | 134,351 | 6,710 |
Cash and cash equivalents, end of period | 68,730 | 123,829 |
Guarantor Subsidiaries [Member] | ||
Cash flows from operating activities: | ||
Net cash flows provided by (used in) operating activities | 313,286 | 225,098 |
Cash flows from investing activities: | ||
Acquisitions and related expenses | (236,107) | (2,142,611) |
Acquisition of property and equipment | (15,418) | (2,337) |
Proceeds from sale of interests in surgery centers | 4,969 | |
Purchases of marketable securities | 0 | 0 |
Maturities of marketable securities | 0 | |
Other | (779) | (648) |
Net cash flows used in investing activities | (252,304) | (2,140,627) |
Cash flows from financing activities: | ||
Proceeds from long-term borrowings | 0 | 0 |
Repayment on long-term borrowings | 0 | 0 |
Distributions to owners, including noncontrolling interests | (59,616) | (206,580) |
Capital contributions | 29,157 | 2,147,585 |
Proceeds from preferred stock offering | 0 | |
Cash dividends for preferred shares | 0 | 0 |
Proceeds from common stock offering | 0 | |
Payments of equity issuance costs | 0 | |
Financing cost incurred | 0 | 0 |
Changes in intercompany balances with affiliates, net | 0 | 0 |
Other, net | 2,653 | (206) |
Net cash flows provided by (used in) financing activities | (27,806) | 1,940,799 |
Net increase (decrease) in cash and cash equivalents | 33,176 | 25,270 |
Cash and cash equivalents, beginning of period | 23,471 | 0 |
Cash and cash equivalents, end of period | 56,647 | 25,270 |
Non-Guarantor Subsidiaries [Member] | ||
Cash flows from operating activities: | ||
Net cash flows provided by (used in) operating activities | 368,391 | 309,033 |
Cash flows from investing activities: | ||
Acquisitions and related expenses | 0 | 1,574 |
Acquisition of property and equipment | (25,929) | (17,119) |
Proceeds from sale of interests in surgery centers | 0 | |
Purchases of marketable securities | (1,743) | (3,486) |
Maturities of marketable securities | 4,233 | |
Other | (3,195) | 5,285 |
Net cash flows used in investing activities | (26,634) | (13,746) |
Cash flows from financing activities: | ||
Proceeds from long-term borrowings | 10,197 | 6,399 |
Repayment on long-term borrowings | (9,212) | (8,725) |
Distributions to owners, including noncontrolling interests | (332,301) | (294,034) |
Capital contributions | 0 | 0 |
Proceeds from preferred stock offering | 0 | |
Cash dividends for preferred shares | 0 | 0 |
Proceeds from common stock offering | 0 | |
Payments of equity issuance costs | 0 | |
Financing cost incurred | 0 | 0 |
Changes in intercompany balances with affiliates, net | (524) | (731) |
Other, net | 1,871 | 2,656 |
Net cash flows provided by (used in) financing activities | (329,969) | (294,435) |
Net increase (decrease) in cash and cash equivalents | 11,788 | 852 |
Cash and cash equivalents, beginning of period | 50,257 | 44,130 |
Cash and cash equivalents, end of period | $ 62,045 | $ 44,982 |
Subsequent Events (Details)
Subsequent Events (Details) - Subsequent Event [Member] $ in Millions | 1 Months Ended |
Nov. 06, 2015USD ($)physician_practice | |
Subsequent Event [Line Items] | |
Consideration transferred | $ | $ 388 |
Physician Practices [Member] | |
Subsequent Event [Line Items] | |
Number of centers acquired | 1 |
Surgery Center [Member] | |
Subsequent Event [Line Items] | |
Number of centers acquired | 2 |