Document and Entity Information
Document and Entity Information - USD ($) $ in Billions | 12 Months Ended | ||
Dec. 31, 2018 | Feb. 22, 2019 | Jun. 29, 2018 | |
Document And Entity Information [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 31, 2018 | ||
Document Fiscal Year Focus | 2,018 | ||
Document Fiscal Period Focus | FY | ||
Trading Symbol | AMED | ||
Entity Registrant Name | AMEDISYS INC | ||
Entity Central Index Key | 896,262 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Common Stock, Shares Outstanding | 32,010,292 | ||
Entity Public Float | $ 2.3 | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
Entity Shell Company | false |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Current assets: | ||
Cash and cash equivalents | $ 20,229 | $ 86,363 |
Patient accounts receivable | 188,972 | 201,196 |
Prepaid expenses | 7,568 | 7,329 |
Other current assets | 7,349 | 16,268 |
Total current assets | 224,118 | 311,156 |
Property and equipment, net of accumulated depreciation of $95,472 and $146,814 | 29,449 | 31,122 |
Goodwill | 329,480 | 319,949 |
Intangible assets, net of accumulated amortization of $33,050 and $30,610 | 44,132 | 46,061 |
Deferred income taxes | 35,794 | 56,064 |
Other assets | 54,145 | 49,130 |
Total assets | 717,118 | 813,482 |
Current liabilities: | ||
Accounts payable | 28,531 | 25,384 |
Payroll and employee benefits | 92,858 | 89,936 |
Accrued expenses | 99,475 | 89,104 |
Current portion of long-term obligations | 1,612 | 10,638 |
Total current liabilities | 222,476 | 215,062 |
Long-term obligations, less current portion | 5,775 | 78,203 |
Other long-term obligations | 6,234 | 3,791 |
Total liabilities | 234,485 | 297,056 |
Commitments and Contingencies | ||
Equity: | ||
Preferred stock, $0.001 par value, 5,000,000 shares authorized; none issued or outstanding | 0 | 0 |
Common stock, $0.001 par value, 60,000,000 shares authorized; 36,252,280 and 35,747,134 shares issued; and 31,973,505 and 33,964,767 shares outstanding | 36 | 35 |
Additional paid-in capital | 603,666 | 568,780 |
Treasury stock at cost 4,278,775 and 1,782,367 shares of common stock | (241,685) | (53,713) |
Accumulated other comprehensive income | 15 | 15 |
Retained earnings | 119,550 | 204 |
Total Amedisys, Inc. stockholders’ equity | 481,582 | 515,321 |
Noncontrolling interests | 1,051 | 1,105 |
Total equity | 482,633 | 516,426 |
Total liabilities and equity | $ 717,118 | $ 813,482 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Statement of Financial Position [Abstract] | ||
Property and equipment, accumulated depreciation | $ 95,472 | $ 146,814 |
Intangible assets, accumulated amortization | $ 33,050 | $ 30,610 |
Preferred stock, par value (usd per share) | $ 0.001 | $ 0.001 |
Preferred stock, authorized (shares) | 5,000,000 | 5,000,000 |
Preferred stock, issued (shares) | 0 | 0 |
Preferred stock, outstanding (shares) | 0 | 0 |
Common stock, par value (usd per share) | $ 0.001 | $ 0.001 |
Common stock, authorized (shares) | 60,000,000 | 60,000,000 |
Common stock, issued (shares) | 36,252,280 | 35,747,134 |
Common stock, outstanding (shares) | 31,973,505 | 33,964,767 |
Treasury stock at cost (shares) | 4,278,775 | 1,782,367 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Income Statement [Abstract] | |||
Net service revenue | $ 1,662,578 | $ 1,511,272 | $ 1,419,261 |
Cost of service, excluding depreciation and amortization | 992,863 | 903,377 | 834,381 |
General and administrative expenses: | |||
Salaries and benefits | 316,522 | 305,938 | 306,981 |
Non-cash compensation | 17,887 | 16,295 | 16,401 |
Other | 166,897 | 159,980 | 180,048 |
Depreciation and amortization | 13,261 | 17,123 | 19,678 |
Asset impairment charge | 0 | 1,323 | 4,432 |
Securities Class Action Lawsuit settlement, net | 0 | 28,712 | 0 |
Operating expenses | 1,507,430 | 1,432,748 | 1,361,921 |
Operating income | 155,148 | 78,524 | 57,340 |
Other income (expense): | |||
Interest income | 278 | 158 | 75 |
Interest expense | (7,370) | (5,031) | (5,164) |
Equity in earnings from equity method investments | 7,692 | 3,381 | 5,588 |
Miscellaneous, net | 3,240 | 3,769 | 3,727 |
Total other income, net | 3,840 | 2,277 | 4,226 |
Income before income taxes | 158,988 | 80,801 | 61,566 |
Income tax expense | (38,859) | (50,118) | (23,935) |
Net income | 120,129 | 30,683 | 37,631 |
Net income attributable to noncontrolling interests | (783) | (382) | (370) |
Net income attributable to Amedisys, Inc. | $ 119,346 | $ 30,301 | $ 37,261 |
Basic earnings per common share: | |||
Net income attributable to Amedisys, Inc. common stockholders (usd per share) | $ 3.64 | $ 0.90 | $ 1.12 |
Weighted average shares outstanding (shares) | 32,791 | 33,704 | 33,198 |
Diluted earnings per common share: | |||
Net income attributable to Amedisys, Inc. common stockholders (usd per share) | $ 3.55 | $ 0.88 | $ 1.10 |
Weighted average shares outstanding (shares) | 33,609 | 34,304 | 33,741 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Statement of Comprehensive Income [Abstract] | |||
Net income | $ 120,129 | $ 30,683 | $ 37,631 |
Other comprehensive income | 0 | 0 | 0 |
Comprehensive income | 120,129 | 30,683 | 37,631 |
Comprehensive income attributable to non-controlling interests | (783) | (382) | (370) |
Comprehensive income attributable to Amedisys, Inc. | $ 119,346 | $ 30,301 | $ 37,261 |
CONSOLIDATED STATEMENTS OF STOC
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-in Capital | Treasury Stock | Accumulated Other Comprehensive Loss (Income) | Retained Earnings (Deficit) | Noncontrolling Interests |
Balance, Stockholders Equity at Dec. 31, 2015 | $ 410,436 | $ 35 | $ 504,290 | $ (26,966) | $ 15 | $ (67,806) | $ 868 |
Balance (in shares) at Dec. 31, 2015 | 34,786,966 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Issuance of stock - employee stock purchase plan | 2,483 | 2,483 | |||||
Issuance of stock - employee stock purchase plan (shares) | 63,688 | ||||||
Issuance of stock - 401 (k) plan | 6,682 | 6,682 | |||||
Issuance of stock - 401 (k) plan (shares) | 145,660 | ||||||
Issuance/(cancellation) of non-vested stock | 0 | ||||||
Issuance/(cancellation) of non-vested stock (shares) | 257,263 | ||||||
Non-cash compensation | 16,401 | 16,401 | |||||
Tax benefit from stock options exercised and restricted stock vesting | 7,241 | 7,241 | |||||
Surrendered shares | (7,493) | (7,493) | |||||
Shares repurchased | (12,315) | (12,315) | |||||
Noncontrolling interest distribution | (329) | (329) | |||||
Assets contributed to equity investment | 405 | 375 | 30 | ||||
Net income | 37,631 | 37,261 | 370 | ||||
Balance, Stockholders Equity at Dec. 31, 2016 | 461,142 | $ 35 | 537,472 | (46,774) | 15 | (30,545) | 939 |
Balance (in shares) at Dec. 31, 2016 | 35,253,577 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Issuance of stock - employee stock purchase plan | 2,382 | 2,382 | |||||
Issuance of stock - employee stock purchase plan (shares) | 53,848 | ||||||
Issuance of stock - 401 (k) plan | 8,223 | 8,223 | |||||
Issuance of stock - 401 (k) plan (shares) | 156,487 | ||||||
Issuance/(cancellation) of non-vested stock | 0 | ||||||
Issuance/(cancellation) of non-vested stock (shares) | 139,016 | ||||||
Exercise of stock options | 4,554 | 4,554 | |||||
Exercise of stock options (in shares) | 144,206 | ||||||
Non-cash compensation | 16,295 | 16,295 | |||||
Tax benefit from stock options exercised and restricted stock vesting | 448 | 0 | 448 | ||||
Surrendered shares | (6,939) | (6,939) | |||||
Noncontrolling interest distribution | (216) | (216) | |||||
Assets contributed to equity investment | (146) | (146) | 0 | ||||
Net income | 30,683 | 30,301 | 382 | ||||
Balance, Stockholders Equity at Dec. 31, 2017 | 516,426 | $ 35 | 568,780 | (53,713) | 15 | 204 | 1,105 |
Balance (in shares) at Dec. 31, 2017 | 35,747,134 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Issuance of stock - employee stock purchase plan | 2,429 | 2,429 | |||||
Issuance of stock - employee stock purchase plan (shares) | 38,961 | ||||||
Issuance of stock - 401 (k) plan | 9,232 | 9,232 | |||||
Issuance of stock - 401 (k) plan (shares) | 129,451 | ||||||
Issuance/(cancellation) of non-vested stock | 0 | $ 1 | (1) | ||||
Issuance/(cancellation) of non-vested stock (shares) | 174,044 | ||||||
Exercise of stock options | $ 5,953 | 5,953 | |||||
Exercise of stock options (in shares) | 162,690 | 162,690 | |||||
Non-cash compensation | $ 17,887 | 17,887 | |||||
Surrendered shares | (6,570) | (6,570) | |||||
Shares repurchased | (181,402) | (181,402) | |||||
Noncontrolling interest distribution | (1,090) | (1,090) | |||||
Repurchase of noncontrolling interest | (361) | (614) | 253 | ||||
Net income | 120,129 | 119,346 | 783 | ||||
Balance, Stockholders Equity at Dec. 31, 2018 | $ 482,633 | $ 36 | $ 603,666 | $ (241,685) | $ 15 | $ 119,550 | $ 1,051 |
Balance (in shares) at Dec. 31, 2018 | 36,252,280 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Cash Flows from Operating Activities: | |||
Net income | $ 120,129 | $ 30,683 | $ 37,631 |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Depreciation and amortization | 13,261 | 17,123 | 19,678 |
Non-cash compensation | 17,887 | 16,295 | 16,401 |
401(k) employer match | 8,976 | 8,754 | 6,875 |
Write-off of investment | 0 | 0 | 196 |
Loss on disposal of property and equipment | 714 | 0 | 582 |
Deferred income taxes | 20,271 | 52,178 | 24,547 |
Equity in earnings from equity method investments | (7,692) | (3,381) | (5,588) |
Amortization of deferred debt issuance costs/debt discount | 797 | 735 | 740 |
Return on equity investment | 6,158 | 5,321 | 4,323 |
Asset impairment charge | 0 | 1,323 | 4,432 |
Changes in operating assets and liabilities, net of impact of acquisitions: | |||
Patient accounts receivable | 12,224 | (34,672) | (36,000) |
Other current assets | 8,679 | (4,940) | 4,231 |
Other assets | 2,947 | (12,749) | (11,415) |
Accounts payable | 3,165 | (2,843) | 3,970 |
Accrued expenses | 13,524 | 31,843 | (7,618) |
Other long-term obligations | 2,443 | 61 | (726) |
Net cash provided by operating activities | 223,483 | 105,731 | 62,259 |
Cash Flows from Investing Activities: | |||
Proceeds from sale of deferred compensation plan assets | 715 | 622 | 230 |
Proceeds from the sale of property and equipment | 54 | 249 | 0 |
Purchases of property and equipment | (6,558) | (10,707) | (15,717) |
Investments in equity method investees | (7,144) | (476) | (1,040) |
Acquisitions of businesses, net of cash acquired | (9,260) | (33,715) | (35,522) |
Net cash used in investing activities | (22,193) | (44,027) | (52,049) |
Cash Flows from Financing Activities: | |||
Proceeds from issuance of stock upon exercise of stock options | 5,953 | 4,554 | 0 |
Proceeds from issuance of stock to employee stock purchase plan | 2,429 | 2,382 | 2,483 |
Shares withheld upon stock vesting | (6,570) | (6,939) | 0 |
Tax benefit from stock options exercised and restricted stock vesting | 0 | 0 | 7,241 |
Non-controlling interest distribution | (1,090) | (216) | (329) |
Proceeds from borrowings under revolving line of credit | 138,000 | 0 | 134,500 |
Repayments of borrowings under revolving line of credit | (130,500) | 0 | (134,500) |
Principal payments of long-term obligations | (91,450) | (5,319) | (5,000) |
Debt issuance costs | (2,433) | 0 | 0 |
Purchase of company stock | (181,402) | 0 | (12,315) |
Assets contributed to equity investment | 0 | 0 | 405 |
Repurchase of noncontrolling interest | (361) | 0 | 0 |
Net cash used in financing activities | (267,424) | (5,538) | (7,515) |
Net (decrease) increase in cash and cash equivalents | (66,134) | 56,166 | 2,695 |
Cash and cash equivalents at beginning of period | 86,363 | 30,197 | 27,502 |
Cash and cash equivalents at end of period | 20,229 | 86,363 | 30,197 |
Supplemental Disclosures of Cash Flow Information: | |||
Cash paid for interest | 3,522 | 2,697 | 2,897 |
Cash paid for income taxes, net of refunds received | 14,278 | 315 | 755 |
Supplemental Disclosures of Non-Cash Financing Activities: | |||
Note payable issued for software licenses | 418 | 0 | 0 |
Capital leases | $ 2,936 | $ 0 | $ 0 |
NATURE OF OPERATIONS, CONSOLIDA
NATURE OF OPERATIONS, CONSOLIDATION AND PRESENTATION OF FINANCIAL STATEMENTS | 12 Months Ended |
Dec. 31, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
NATURE OF OPERATIONS, CONSOLIDATION AND PRESENTATION OF FINANCIAL STATEMENTS | NATURE OF OPERATIONS, CONSOLIDATION AND PRESENTATION OF FINANCIAL STATEMENTS Amedisys, Inc., a Delaware corporation, (together with its consolidated subsidiaries, referred to herein as “Amedisys,” “we,” “us,” or “our”) is a multi-state provider of home health, hospice and personal care services with approximately 73% , 76% and 79% of our revenue derived from Medicare for 2018 , 2017 and 2016 , respectively. As of December 31, 2018 , we owned and operated 323 Medicare-certified home health care centers, 84 Medicare-certified hospice care centers and 12 personal-care care centers in 34 states within the United States and the District of Columbia. Recently Adopted Accounting Pronouncements On January 1, 2018, the Company adopted Accounting Standards Update (“ASU”) 2014-09, Revenue from Contracts with Customers (Topic 606) and ASU 2015-14, Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date (collectively, "ASC 606"), the new accounting standards issued by the Financial Accounting Standards Board ("FASB") on revenue recognition, using the full retrospective method. ASC 606 outlines a single comprehensive model to use in accounting for revenue arising from contracts with customers. The standards supersede existing revenue recognition requirements and eliminate most industry-specific guidance from U.S. Generally Accepted Accounting Principles ("U.S. GAAP"). The core principle of the revenue recognition standard is to require an entity to recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which it expects to be entitled in exchange for those goods or services. As a result of the Company's adoption of ASC 606, the revenue and related estimated uncollectible amounts owed to us by non-Medicare payors that were historically classified as provision for doubtful accounts are now considered a price concession in determining net service revenue. Accordingly, the Company reports uncollectible balances due from third-party payors and uncollectible balances associated with patient responsibility as a reduction of the transaction price and therefore, as a reduction in net service revenue (or as it relates to Hospice room and board, an increase in cost of service, excluding depreciation and amortization) when historically these amounts were classified as provision for doubtful accounts within operating expenses within our consolidated statements of operations. In addition, the adoption of ASC 606 resulted in increased disclosure, including qualitative and quantitative disclosures about the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with customers. In January 2017, the FASB issued ASU 2017-01, Business Combinations (Topic 805): Clarifying the Definition of a Business , which provides guidance to assist entities with evaluating whether transactions should be accounted for as an acquisition (or disposal) of assets or a business. The ASU is effective for annual and interim periods beginning after December 15, 2017. We adopted this ASU effective January 1, 2018, on a prospective basis. The impact on our consolidated financial statements and related disclosures will depend on the facts and circumstances of any specific future transactions as evaluated under the new framework. In January 2017, the FASB issued ASU 2017-04, Intangibles - Goodwill and Other (Topic 350) - Simplifying the Test for Goodwill Impairment , which eliminates the requirement to calculate the implied fair value of goodwill to measure a goodwill impairment charge (Step 2 of the goodwill impairment test). Instead, impairment will be measured using the difference between the carrying amount and the fair value of the reporting unit. The ASU is effective for annual and interim periods beginning after December 15, 2019. Early adoption is permitted. We adopted this ASU effective January 1, 2018, on a prospective basis and will apply this guidance to our future tests of goodwill impairment. In August 2016, the FASB issued ASU 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments , which provides specific guidance on eight cash flow classification issues not specifically addressed by U.S. GAAP. The ASU is effective for annual and interim periods beginning after December 15, 2017. The standard should be applied using a retrospective transition method unless it is impractical to do so for some of the issues. In such case, the amendments for those issues would be applied prospectively as of the earliest date practicable. Our adoption of this standard on January 1, 2018, using a retrospective transition method for each period presented, did not have an effect on our consolidated financial statements. In March 2016, the FASB issued ASU 2016-09, Compensation – Stock Compensation (Topic 718): Improvement to Employee Share-Based Payment Accounting , which simplified the accounting for share-based payment award transactions, including income tax consequences, classification of awards as either equity or liability, and classification within the statement of cash flows. The ASU was effective for annual and interim periods beginning after December 15, 2016. We adopted this ASU effective January 1, 2017, and as a result, we recorded a $0.4 million increase to our non-current deferred tax asset and retained earnings for tax benefits that were not previously recognized under the prior rules. Additionally, on a prospective basis, we recorded excess tax benefits as a discrete item in our income tax provision within our consolidated statements of operations. We recorded excess tax benefits of $3.2 million within our consolidated statements of operations for the year ended December 31, 2017. Historically, these amounts were recorded as additional paid-in capital in our consolidated balance sheet. We also elected to prospectively apply the change to the presentation of cash payments made to taxing authorities on the employees' behalf for shares withheld upon stock vesting within our consolidated statements of cash flows for the year ended December 31, 2017. We have also elected to continue our current policy of estimating forfeitures of stock-based compensation awards at grant date and revising in subsequent periods to reflect actual forfeitures. Recently Issued Accounting Pronouncements In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842), which requires lessees to recognize a lease liability and right-of-use asset ("ROU asset") for all leases with a term greater than twelve months and to disclose key information about leasing arrangements. Topic 842 was subsequently amended by ASU 2018-01, Land Easement Practical Expedient for Transition to Topic 842 ; ASU 2018-10, Codification Improvements to Topic 842, Leases ; and ASU 2018-11, Targeted Improvements (collectively, "Topic 842"). Under Topic 842, leases will be classified as either financing or operating. The classification will determine the pattern of expense recognition and classification within the income statement. Topic 842 is effective for us on January 1, 2019, with early adoption permitted. We expect to adopt the new standard on the effective date using a modified retrospective transition approach, which requires the new standard to be applied to all leases existing at the date of initial application. An entity may choose to use either (1) its effective date or (2) the beginning of the earliest comparative period presented in the financial statements as its date of initial application. We will use the effective date as our date of initial application. Consequently, financial information will not be updated and the disclosures required under the new standard will not be provided for dates and periods before January 1, 2019. The new standard provides several optional practical expedients that can be adopted at transition. We expect to elect the "package of practical expedients," which allows us to not reassess our prior conclusions regarding lease identification, lease classification and initial direct costs. We do not expect to elect the use-of-hindsight or the practical expedient pertaining to land easements; the latter not being applicable to us. We expect adoption of this standard to have a material effect on our financial statements. We are still evaluating the overall impact of adoption; however, we currently believe the most significant effects relate to (1) the recognition of new ROU assets and lease liabilities on our balance sheet for our real estate and fleet operating leases; and (2) significant new disclosures about our leasing activities. We do not expect a significant change in our leasing activities between now and adoption. On adoption, we are expecting to recognize additional operating liabilities of approximately $80 million , with corresponding ROU assets of approximately the same amount, based on the present value of the remaining minimum rental payments under current leasing arrangements for our existing operating leases. The new standard also provides practical expedients for an entity’s ongoing accounting. We are planning to elect the practical expedient that allows us to not separate lease and non-lease components for all of our leases. We are also planning to apply the short-term lease recognition exemption to certain information technology leases; therefore, we will not recognize ROU assets and lease liabilities for these leases. Use of Estimates Our accounting and reporting policies conform with U.S. GAAP. In preparing the consolidated financial statements, we are required to make estimates and assumptions that impact the amounts reported in the consolidated financial statements and accompanying notes. Actual results could materially differ from those estimates. Reclassifications and Comparability Certain reclassifications have been made to prior periods’ financial statements in order to conform to the current period’s presentation. Effective January 1, 2018, we adopted ASC 606 on a full retrospective basis which required the reclassification of certain previously reported results. See Note 2 - Summary of Significant Accounting Policies for further details on the impact of the adoption of ASC 606. Principles of Consolidation These consolidated financial statements include the accounts of Amedisys, Inc., and our wholly owned subsidiaries. All significant intercompany accounts and transactions have been eliminated in our accompanying consolidated financial statements, and business combinations accounted for as purchases have been included in our consolidated financial statements from their respective dates of acquisition. In addition to our wholly owned subsidiaries, we also have certain equity investments that are accounted for as set forth below. Investments We consolidate investments when the entity is a variable interest entity and we are the primary beneficiary or if we have controlling interests in the entity, which is generally ownership in excess of 50% . Third party equity interests in our consolidated joint ventures are reflected as noncontrolling interests in our consolidated financial statements. During 2016, we sold a 30% interest in one of our care centers while maintaining a controlling interest in the newly formed joint venture; we repurchased the 30% interest during 2018. We account for investments in entities in which we have the ability to exercise significant influence under the equity method if we hold 50% or less of the voting stock and the entity is not a variable interest entity in which we are the primary beneficiary. During 2018, we made a $7.0 million investment in a healthcare analytics company; this investment will be accounted for under the equity method. The book value of investments that we account for under the equity method of accounting is $35.1 million and $26.4 million as of December 31, 2018 and 2017 , respectively and is reflected in other assets within our consolidated balance sheets. We account for investments in entities in which we have less than a 20% ownership interest under the cost method of accounting if we do not have the ability to exercise significant influence over the investee. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Dec. 31, 2018 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Revenue Recognition Our adoption of ASC 606 on January 1, 2018, on a full retrospective basis, impacted the Company's previously reported results as follows (amounts in thousands): As Previously Reported Adjustment for the Adoption of ASC 606 As Adjusted As of December 31, 2017 Consolidated Balance Sheets Patient accounts receivable $ 201,196 $ — $ 201,196 Allowance for doubtful accounts $ 20,866 $ (20,866 ) $ — For the year ended December 31, 2017 Consolidated Statements of Operations Net service revenue $ 1,533,680 $ (22,408 ) $ 1,511,272 Cost of service, excluding depreciation and amortization $ 900,726 $ 2,651 $ 903,377 Provision for doubtful accounts $ 25,059 $ (25,059 ) $ — Net income attributable to Amedisys, Inc. $ 30,301 $ — $ 30,301 Consolidated Statements of Cash Flows Provision for doubtful accounts $ 25,059 $ (25,059 ) $ — Changes in operating assets and liabilities, net of impact of acquisitions: Patient accounts receivable $ (59,731 ) $ 25,059 $ (34,672 ) For the year ended December 31, 2016 Consolidated Statements of Operations Net service revenue $ 1,437,454 $ (18,193 ) $ 1,419,261 Cost of service, excluding depreciation and amortization $ 833,055 $ 1,326 $ 834,381 Provision for doubtful accounts $ 19,519 $ (19,519 ) $ — Net income attributable to Amedisys, Inc. $ 37,261 $ — $ 37,261 Consolidated Statements of Cash Flows Provision for doubtful accounts $ 19,519 $ (19,519 ) $ — Changes in operating assets and liabilities, net of impact of acquisitions: Patient accounts receivable $ (55,519 ) $ 19,519 $ (36,000 ) We account for revenue from contracts with customers in accordance with ASC 606, and as such, we recognize revenue in the period in which we satisfy our performance obligations under our contracts by transferring our promised services to our customers in amounts that reflect the consideration to which we expect to be entitled in exchange for providing patient care, which are the transaction prices allocated to the distinct services. The Company's cost of obtaining contracts is not material. Revenues are recognized as performance obligations are satisfied, which varies based on the nature of the services provided. Our performance obligation is the delivery of patient care services in accordance with the nature and frequency of services outlined in physicians' orders, which are determined by a physician based on a patient's specific goals. The Company's performance obligations relate to contracts with a duration of less than one year; therefore, the Company has elected to apply the optional exemption provided by ASC 606 and is not required to disclose the aggregate amount of the transaction price allocated to performance obligations that are unsatisfied or partially unsatisfied as of the end of the reporting period. The unsatisfied or partially unsatisfied performance obligations are generally completed when the patients are discharged, which generally occurs within days or weeks of the end of the reporting period. We determine the transaction price based on gross charges for services provided, reduced by estimates for explicit and implicit price concessions. Explicit price concessions include contractual adjustments provided to patients and third-party payors. Implicit price concessions include discounts provided to self-pay, uninsured patients or other payors, adjustments resulting from payment reviews and adjustments arising from our inability to obtain appropriate billing documentation, authorizations or face-to-face documentation. Subsequent changes to the estimate of the transaction price are recorded as adjustments to net service revenue in the period of change. Subsequent changes that are determined to be the result of an adverse change in the patient's ability to pay (i.e. change in credit risk) are recorded as a provision for doubtful accounts. Explicit price concessions are recorded for the difference between our standard rates and the contracted rates to be realized from patients, third party payors and others for services provided. Implicit price concessions are recorded for self-pay, uninsured patients and other payors by major payor class based on our historical collection experience, aged accounts receivable by payor and current economic conditions. The implicit price concession represents the difference between amounts billed and amounts we expect to collect based on our collection history with similar payors. The Company assesses its ability to collect for the healthcare services provided at the time of patient admission based on the Company's verification of the patient's insurance coverage under Medicare, Medicaid, and other commercial or managed care insurance programs. Medicare represents approximately 73% of the Company's consolidated net service revenue. Amounts due from third-party payors, primarily commercial health insurers and government programs (Medicare and Medicaid), include variable consideration for retroactive revenue adjustments due to settlements of audits and reviews. We determine our estimates for price concessions related to payment reviews based on our historical experience and success rates in the claim appeals and adjudication process. Revenue is recorded at amounts we estimate to be realizable for services provided. We determine our estimates for price concessions related to our inability to obtain appropriate billing documentation, authorizations, or face-to-face documentation based on our historical experience, which primarily includes a historical collection rate of over 99% on Medicare claims. Revenue by payor class as a percentage of total net service revenue is as follows: As of December 31, 2018 2017 2016 Home Health Medicare 50 % 53 % 58 % Home Health Non-Medicare - Episodic-based 9 % 8 % 6 % Home Health Non-Medicare - Non-episodic based 12 % 11 % 11 % Hospice Medicare 23 % 23 % 21 % Hospice Non-Medicare 1 % 1 % 1 % Personal Care 5 % 4 % 3 % 100 % 100 % 100 % Home Health Revenue Recognition Medicare Revenue Net service revenue is recorded under the Medicare prospective payment system (“PPS”) based on an established Federal Medicare home health episode payment rate, that is subject to adjustment based on certain variables including, but not limited to: (a) an outlier payment if a patient’s care was unusually costly (capped at 10% of total reimbursement per provider number); (b) a low utilization payment adjustment (“LUPA”) if the number of visits was four or fewer; (c) a partial payment if a patient transferred to another provider or we admitted a patient transferring from another provider before completing the episode; (d) a payment adjustment based upon the level of therapy services required (with various incremental adjustments made for additional visits, with larger payment increases associated with the sixth, fourteenth and twentieth visit thresholds); (e) the number of episodes of care provided to a patient, regardless of whether the same home health provider provided care for the entire series of episodes; (f) changes in the base episode payments established by the Medicare Program; and (g) adjustments to the base episode payments for case mix and geographic wages. Medicare rates are based on the severity of the patient's condition, service needs and goals, and other factors relating to the cost of providing services and supplies, bundled into an episode of care, not to exceed 60 days. An episode starts the first day a billable visit is performed and ends 60 days later or upon discharge, if earlier, with multiple continuous episodes allowed. The Medicare home health benefit requires that beneficiaries be homebound (meaning that the beneficiary is unable to leave their home without a considerable and taxing effort), require intermittent skilled nursing, physical therapy or speech therapy services, and receive treatment under a plan of care established and periodically reviewed by a physician. All Medicare contracts are required to have a signed plan of care which represents a single performance obligation, comprising of the delivery of a series of distinct services that are substantially similar and have a similar pattern of transfer to the customer. Accordingly, the Company accounts for the series of services ("episode") as a single performance obligation satisfied over time, as the customer simultaneously receives and consumes the benefits of the goods and services provided. Expected Medicare revenue per episode is recognized based on a pro-rated service output method, utilizing our historical average length of episode prior to discharge. The base episode payment can be adjusted based on each patient's health including clinical condition, functional abilities, and service needs, as well as for the applicable geographic wage index, low utilization, patient transfers and other factors. The services covered by the episode payment include all disciplines of care in addition to medical supplies. Medicare can also make various adjustments to payments received if we are unable to produce appropriate billing documentation or acceptable authorizations. In addition, we make adjustments to Medicare revenue if we find we are unable to obtain appropriate billing documentation, authorizations or face-to-face documentation. We estimate the impact of such adjustments based on our historical experience, which primarily includes a historical collection rate of over 99% on Medicare claims, and record this estimate during the period in which services are rendered as an estimated price concession and a corresponding reduction to patient accounts receivable. A portion of reimbursement from each Medicare episode is billed near the start of each episode, and cash is typically received before all services are rendered. The amount of revenue recognized for episodes of care which are incomplete at period end is based on the company's average percentage of days complete on episodes as of the end of the year. As of December 31, 2018 and 2017 , the difference between the cash received from Medicare for a request for anticipated payment (“RAP”) on episodes in progress and the associated estimated revenue was immaterial and, therefore, the resulting credits were recorded as a reduction to our outstanding patient accounts receivable in our consolidated balance sheets for such periods. Non-Medicare Revenue Episodic-based Revenue. We recognize revenue in a similar manner as we recognize Medicare revenue for episodic-based rates that are paid by other insurance carriers, including Medicare Advantage programs; however, these rates can vary based upon the negotiated terms which generally range from 90% to 100% of Medicare rates. Non-episodic based Revenue. Gross revenue is recorded on an accrual basis based upon the date of service at amounts equal to our established or estimated per-visit rates. Explicit price concessions are recorded for the difference between our standard rates and the contracted rates to be realized from patients, third parties and others for services provided and are deducted from gross revenue to determine net service revenue. We also make adjustments to non-episodic revenue for any implicit price concessions, based on historical experience, to reflect the estimated transaction price. We receive a minimal amount of our net service revenue from patients who are either self-insured or are obligated for an insurance co-payment. Hospice Revenue Recognition Hospice Medicare Revenue Gross revenue is recorded on an accrual basis based upon the date of service at amounts equal to the estimated payment rates. The estimated payment rates are predetermined daily or hourly rates for each of the four levels of care we deliver. The four levels of care are routine care, general inpatient care, continuous home care and respite care. Routine care accounted for 97% of our total net Medicare hospice service revenue for each of 2018 , 2017 and 2016 , respectively. There are two separate payment rates for routine care: payments for the first 60 days of care and care beyond 60 days. In addition to the two routine rates, we may also receive a service intensity add-on (“SIA”). The SIA is based on visits made in the last seven days of life by a registered nurse (“RN”) or medical social worker (“MSW”) for patients in a routine level of care. The performance obligation is the delivery of hospice services to the patient, as determined by a physician, each day the patient is on hospice care. We make adjustments to Medicare revenue for our inability to obtain appropriate billing documentation or acceptable authorizations and other reasons unrelated to credit risk. We estimate the impact of these adjustments based on our historical experience, which primarily includes a historical collection rate of over 99% on Medicare claims, and record it during the period services are rendered as an estimated price concession and as a reduction to our outstanding patient accounts receivable. Additionally, our hospice service revenue is subject to certain limitations on payments from Medicare which are considered variable consideration. We are subject to an inpatient cap limit and an overall Medicare payment cap for each provider number. We monitor these caps on a provider-by-provider basis and estimate amounts due back to Medicare if we estimate a cap has been exceeded. We record these adjustments as a reduction to revenue and an increase in accrued expenses within our consolidated balance sheet. Beginning for the cap year ending October 31, 2017, providers are required to self-report and pay their estimated cap liability by February 28th of the following year. As of December 31, 2018 , we have settled our Medicare hospice reimbursements for all fiscal years through October 31, 2012. As of December 31, 2018 , we have recorded $1.7 million for estimated amounts due back to Medicare in accrued expenses for the Federal cap years ended October 31, 2013 through September 30, 2019. As of December 31, 2017 , we had recorded $0.9 million for estimated amounts due back to Medicare in accrued expenses for the Federal cap years ended October 31, 2013 through September 30, 2018. Hospice Non-Medicare Revenue Gross revenue is recorded on an accrual basis based upon the date of service at amounts equal to our established rates or estimated per day rates, as applicable. Explicit price concessions are recorded for the difference between our established rates and the amounts estimated to be realizable from patients, third parties and others for services provided and are deducted from gross revenue to determine our net service revenue. We also make adjustments to non-Medicare revenue for any implicit price concessions, based on historical experience, to reflect the estimated transaction price. Personal Care Revenue Recognition Personal Care Revenue We generate net service revenues by providing our services directly to patients based on authorized hours, visits or units determined by the relevant agency, at a rate that is either contractual or fixed by legislation. Net service revenue is recognized at the time services are rendered based on gross charges for the services provided, reduced by estimates for price concessions. We receive payment for providing such services from payors, including state and local governmental agencies, managed care organizations, commercial insurers and private consumers. Payors include the following elder service agencies: Aging Services Access Points (ASAPs), Senior Care Options (SCOs), Program of All-Inclusive Care for the Elderly (PACE) and the Veterans Administration (VA). Cash and Cash Equivalents Cash and cash equivalents include certificates of deposit and all highly liquid debt instruments with maturities of three months or less when purchased. Patient Accounts Receivable We report accounts receivable from services rendered at their estimated transaction price, which includes price concessions based on the amounts expected to be due from payors. Our patient accounts receivable are uncollateralized and consist of amounts due from Medicare, Medicaid, other third-party payors and patients. As of December 31, 2018 , there is no single payor, other than Medicare, that accounts for more than 10% of our total outstanding patient receivables. Thus, we believe there are no other significant concentrations of receivables that would subject us to any significant credit risk in the collection of our patient accounts receivable. We write off accounts on a monthly basis once we have exhausted our collection efforts and deem an account to be uncollectible. We believe the collectibility risk associated with our Medicare accounts, which represent 56% and 59% of our net patient accounts receivable at December 31, 2018 and December 31, 2017 , respectively, is limited due to our historical collection rate of over 99% from Medicare and the fact that Medicare is a U.S. government payor. We do not believe there are any significant concentrations of revenues from any payor that would subject us to any significant credit risk in the collection of our accounts receivable. Medicare Home Health For our home health patients, our pre-billing process includes verifying that we are eligible for payment from Medicare for the services that we provide to our patients. Our Medicare billing begins with a process to ensure that our billings are accurate through the utilization of an electronic Medicare claim review. We submit a RAP for 60% of our estimated payment for the initial episode at the start of care or 50% of the estimated payment for any subsequent episodes of care contiguous with the first episode for a particular patient. The full amount of the episode is billed after the episode has been completed (“final billed”). The RAP received for that particular episode is then deducted from our final payment. If a final bill is not submitted within the greater of 120 days from the start of the episode, or 60 days from the date the RAP was paid, any RAPs received for that episode will be recouped by Medicare from any other claims in process for that particular provider number. The RAP and final claim must then be resubmitted. Medicare Hospice For our hospice patients, our pre-billing process includes verifying that we are eligible for payment from Medicare for the services that we provide to our patients. Our Medicare billing begins with a process to ensure that our billings are accurate through the utilization of an electronic Medicare claim review. We bill Medicare on a monthly basis for the services provided to the patient. Non-Medicare Home Health, Hospice, and Personal Care For our non-Medicare patients, our pre-billing process primarily begins with verifying a patient’s eligibility for services with the applicable payor. Once the patient has been confirmed for eligibility, we will provide services to the patient and bill the applicable payor. Our review and evaluation of non-Medicare accounts receivable includes a detailed review of outstanding balances and special consideration to concentrations of receivables from particular payors or groups of payors with similar characteristics that would subject us to any significant credit risk. Property and Equipment Property and equipment is stated at cost and depreciated on a straight-line basis over the estimated useful lives of the assets or life of the lease, if shorter. Additionally, we have internally developed computer software for our own use. Additions and improvements (including interest costs for construction of qualifying long-lived assets) are capitalized. Maintenance and repair expenses are charged to expense as incurred. The cost of property and equipment sold or disposed of and the related accumulated depreciation are eliminated from the property and related accumulated depreciation accounts, and any gain or loss is credited or charged to other general and administrative expenses. We assess the impairment of a long-lived asset group whenever events or changes in circumstances indicate that the asset’s carrying value may not be recoverable. Factors we consider important that could trigger an impairment review include but are not limited to the following: • A significant change in the extent or manner in which the long-lived asset group is being used. • A significant change in the business climate that could affect the value of the long-lived asset group. • A significant change in the market value of the assets included in the asset group. If we determine that the carrying value of long-lived assets may not be recoverable, we compare the carrying value of the asset group to the undiscounted cash flows expected to be generated by the asset group. If the carrying value exceeds the undiscounted cash flows, an impairment charge is indicated. An impairment charge is recognized to the extent that the carrying value of the asset group exceeds its fair value. We generally provide for depreciation over the following estimated useful service lives. Years Building 39 Leasehold improvements Lesser of lease term or expected useful life Equipment and furniture 3 to 7 Vehicles 5 Computer software 3 to 5 Capital leases 3 During 2015, we began the transition of all our care centers from our proprietary operating system to Homecare Homebase (“HCHB”), a leading home health and hospice platform, with all of our care centers operating on HCHB as of December 31, 2016. As part of our conversion process, we determined that a number of assets (primarily laptops) were not compatible with HCHB and had no other alternative or secondary use. As a result, we recorded a non-cash asset impairment charge of $4.4 million to write-off these assets during the year ended December 31, 2016. During 2018, we reviewed the balances of our property and equipment and as a result, eliminated those asset balances and related accumulated depreciation for which the asset was no longer in service. The following table summarizes the balances related to our property and equipment for 2018 and 2017 (amounts in millions): As of December 31, 2018 2017 Building and leasehold improvements 8.7 7.8 Equipment and furniture 53.4 72.9 Capital leases 2.9 — Computer software 59.9 97.2 124.9 177.9 Less: accumulated depreciation (95.5 ) (146.8 ) $ 29.4 $ 31.1 Depreciation expense for 2018 , 2017 and 2016 was $10.8 million , $14.4 million and $17.2 million , respectively. Goodwill and Other Intangible Assets Goodwill represents the amount of the purchase price in excess of the fair values assigned to the underlying identifiable net assets of acquired businesses. Goodwill is not amortized, but is subject to an annual impairment test. Tests are performed more frequently if events occur or circumstances change that would more likely than not reduce the fair value of the reporting unit below its carrying amount. These events or circumstances include, but are not limited to, a significant adverse change in the business environment, regulatory environment or legal factors, or a substantial decline in the market capitalization of our stock. Each of our operating segments described in Note 13 – Segment Information is considered to represent an individual reporting unit for goodwill impairment testing purposes. We consider each of our home health care centers to constitute an individual business for which discrete financial information is available. However, since these care centers have substantially similar operating and economic characteristics and resource allocation and significant investment decisions concerning these businesses are centralized and the benefits broadly distributed, we have aggregated these care centers and deemed them to constitute a single reporting unit. We have applied this same aggregation principle to our hospice and personal-care care centers and have also deemed each of them to be a single reporting unit. During 2018 , we performed a qualitative assessment to determine if it is more likely than not that the fair value of the reporting units are less than their carrying values by evaluating relevant events and circumstances including financial performance, market conditions and share price. Based on this assessment, we did not record any goodwill impairment charges and none of the goodwill associated with our various reporting units was considered at risk of impairment as of October 31, 2018 . Since the date of our last annual goodwill impairment test, there have been no material developments, events, changes in operating performance or other circumstances that would cause management to believe it is more likely than not that the fair value of any of our reporting units would be less than their carrying amounts. Intangible assets consist of Certificates of Need, licenses, acquired names and non-compete agreements. We amortize non-compete agreements and acquired names that we do not intend to use in the future on a straight-line basis over their estimated useful lives, which is generally three years for non-compete agreements and up to five years for acquired names. Our indefinite-lived intangible assets are reviewed for impairment annually or more frequently if events occur or circumstances change that would more likely than not reduce the fair value of the intangible asset below its carrying amount. During 2018, we performed a qualitative assessment to determine that our indefinite-lived intangible assets were not impaired. There have been no material developments, events, changes in operating performance or other circumstances that would cause management to believe it is more likely than not that the fair value of any of our intangible assets would be less than their carrying amounts. Debt Issuance Costs During 2018, we recorded an additional $2.4 million in deferred debt issuance costs as a reduction to long-term obligations, less current portion in our consolidated balance sheet in connection with our new Credit Agreement (See Note 6 - Long-Term Obligations). As of December 31, 2018 and 2017 , we had unamortized debt issuance costs of $3.5 million and $1.9 million , respectively, recorded as long-term obligations, less current portion in our accompanying consolidated balance sheets. We amortize deferred debt issuance costs related to our long-term obligations over the term of the obligation through interest expense, unless the debt is extinguished, in which case unamortized balances are immediately expensed. We amortized $0.8 million , $0.7 million and $0.7 million in deferred debt issuance costs in 2018 , 2017 and 2016 , respectively. The unamortized debt issuance costs of $3.5 million at December 31, 2018 , will be amortized over a weighted-average amortization period of 4.5 years. Fair Value of Financial Instruments The fair value hierarchy is based on three levels of inputs, of which the first two are considered observable and the last unobservable, that may be used to measure fair value. The three levels of inputs are as follows: • Level 1 – Quoted prices in active markets for identical assets and liabilities. • Level 2 – Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. • Level 3 – Unobservable inputs that are supported by little or no market activity and are significant to the fair value of the assets or liabilities. Our deferred compensation plan assets are recorded at fair value and are considered a level 2 measurement. For our other financial instruments, including our cash and cash equivalents, patient accounts receivable, accounts payable, payroll and employee benefits and accrued expenses, we estimate the carrying amounts approximate fair value. As of December 31, 2018, the carrying amount of our long-term debt approximates fair value. Income Taxes We use the asset and liability approach for measuring deferred tax assets and liabilities based on temporary differences existing at each balance sheet date using currently enacted tax rates. Our deferred tax calculation requires us to make certain estimates about future operations. Deferred tax assets are reduced by a valuation allowance when we believe it is more likely than not that some portion or all of the deferred tax assets will not be realized. The effect of a change in tax rate is recognized as income or expense in the period that includes the enactment date. As of December 31, 2018 and 2017 , our net deferred tax assets were $35.8 million and $56.1 million , respectively. Our net deferred tax asset at December 31, 2017 was reduced $21.4 million as a result of the remeasurement of deferred taxes using the reduced U.S. corporate tax rates included in H.R. 1 (Tax Cuts and Jobs Act) enacted on December 22, 2017. Management regularly assesses the ability to realize deferred tax assets recorded in the Company’s entities based upon the weight of available evidence, including such factors as the recent earnings history and expected future taxable income. In the event future taxable income is below management’s estimates or is generated in tax jurisdictions different than projected, we could be required to increase the valuation allowance for deferred tax assets. This would result in an increase in our effective tax rate. Share-Based Compensation We record all share-based compensation as expense in the financial statements measured at the fair value of the award. We recognize compensation cost on a straight-line basis over the requisite service period for each separately vesting portion of the award. Upon adoption of ASU 2016-09 in 2017, we started recording the excess tax benefits related to stock option exercises as operating cash flows; these amounts were previously classified as financing cash flows. Share-based compensation expense for 2018 , 2017 and 2016 was $17.9 million , $16.3 million and $16.4 million , respectively, and the total income tax benefit recognized for these expenses was $4.3 million , $6.4 million and $6.4 million , respectively. Weighted-Average Shares Outstanding Net income per share attributable to Amedisys, Inc. common stockholders, calculated on the treasury stock method, is based on the weighted average number of shares outstanding during the period. The following table sets forth, for the periods indicated, shares used in our computation of weighted-average shares outstanding, which are used to calculate our basic and diluted net income attributable to Amedisys, Inc. common stockholders (amounts in thousands): For the Years Ended December 31, 2018 2017 2016 Weighted average number of shares outstanding – basic 32,791 33,704 33,198 Effect of dilutive securities: Stock options 502 281 162 Non-vested stock and stock units 316 319 381 Weighted average number of shares outstanding – diluted 33,609 34,304 33,741 Anti-dilutive securities 50 271 221 Advertising Costs We expense advertising costs as incurred. Advertising expense for 2018 , 2017 and 2016 was $7.0 million , $6.5 million and $7.8 million , respectively. |
ACQUISITIONS
ACQUISITIONS | 12 Months Ended |
Dec. 31, 2018 | |
Business Combinations [Abstract] | |
ACQUISITIONS | ACQUISITIONS We complete acquisitions from time to time in order to pursue our strategy of increasing our market presence by expanding our service base and enhancing our position in certain geographic areas as a leading provider of home health, hospice and personal care services. The purchase price paid for acquisitions is negotiated through arm’s length transactions, with consideration based on our analysis of, among other things, comparable acquisitions and expected cash flows. Acquisitions are accounted for as purchases and are included in our consolidated financial statements from their respective acquisition dates. Goodwill generated from acquisitions is recognized for the excess of the purchase price over tangible and identifiable intangible assets because of the expected contributions of the acquisitions to our overall corporate strategy. We typically engage outside appraisal firms to assist in the fair value determination of identifiable intangible assets for significant acquisitions. The preliminary purchase price allocation is adjusted, as necessary, up to one year after the acquisition closing date if management obtains more information regarding asset valuation and liabilities assumed. 2018 Acquisitions Home Health Division On March 1, 2018, we acquired the assets of Christian Care at Home which provided home health services to the state of Kentucky for a total purchase price of $2.3 million . The purchase price was paid with cash on hand on the date of the transaction. Based on our preliminary purchase price allocation, we recorded goodwill ( $2.3 million ) in connection with the acquisition during the three-month period ended March 31, 2018. During the three-month period ended December 31, 2018, we reduced our preliminary goodwill by $0.2 million and recorded a corresponding increase in other intangibles - certificate of need. We expect the entire amount of goodwill recorded for this acquisition to be deductible for income tax purposes over approximately 15 years. Personal Care Division On May 1, 2018, we acquired the assets of East Tennessee Personal Care Services which owned and operated one personal-care care center servicing the state of Tennessee for a total purchase price of $2.0 million (subject to certain adjustments, of which $0.2 million was placed in a promissory note to be paid over 24 months, subject to any offsets or withholds for indemnification purposes). The purchase price was paid with cash on hand on the date of the transaction. During the three-month period ended June 30, 2018, we recorded goodwill ( $1.9 million ) and other intangibles - non-compete agreements ( $0.1 million ) in connection with the acquisition. We expect the entire amount of goodwill recorded for this acquisition to be deductible for income tax purposes over approximately 15 years. On October 1, 2018, we acquired the assets of Bring Care Home which serviced the state of Massachusetts for a total purchase price of $5.7 million (subject to certain adjustments, of which $0.6 million was placed in a promissory note to be paid over 24 months, subject to any offsets or withholds for indemnification purposes). The purchase price was paid with cash on hand on the date of the transaction. During the three-month period ended December 31, 2018, we recorded goodwill ( $5.5 million ) and other intangibles - non-compete agreements ( $0.2 million ) in connection with the acquisition. We expect the entire amount of goodwill recorded for this acquisition to be deductible for income tax purposes over approximately 15 years. 2017 Acquisitions Home Health and Hospice Divisions On May 1, 2017, we acquired three home health care centers (one in each Illinois, Massachusetts, and Texas) and two hospice care centers (one in each Arizona and Massachusetts) from Tenet Healthcare for a total purchase price of $20.5 million , (subject to certain adjustments). The purchase price was paid with cash on hand on the date of the transaction. Based on our preliminary purchase price allocation, we recorded goodwill ( $20.9 million ) and other assets and liabilities, net ( $0.8 million ) in connection with this acquisition during the three-month period ended June 30, 2017. During the three-month period ended December 31, 2017, we received the final report from our outside appraisal firm. As a result, we reduced our preliminary goodwill by $2.8 million and recorded corresponding increases in other intangibles - Medicare licenses ( $0.1 million ) and other intangibles - acquired names of business ( $2.7 million ). We expect the entire amount of goodwill recorded for this acquisition to be deductible for income tax purposes over approximately 15 years. Personal Care Division On February 1, 2017, we acquired the assets of Home Staff, L.L.C. which owned and operated three personal-care care centers servicing the state of Massachusetts for a total purchase price of $4.0 million (subject to certain adjustments), of which $0.4 million was placed in a promissory note to be paid over 24 months, subject to any offsets or withholds for indemnification purposes. The purchase price was paid with cash on hand on the date of the transaction. We recorded goodwill ( $3.8 million ), other intangibles - non-compete agreements ( $0.2 million ) and other assets and liabilities, net ( $0.5 million ) in connection with the acquisition. We expect the entire amount of goodwill recorded for this acquisition to be deductible for income tax purposes over approximately 15 years. On October 1, 2017, we acquired the assets of Intercity Home Care which owned and operated four personal-care care centers servicing the state of Massachusetts for a total purchase price of $9.6 million (subject to certain adjustments), of which $1.0 million was placed in escrow for indemnification purposes and working capital price adjustments. The purchase price was paid with cash on hand on the date of the transaction. We recorded goodwill ( $9.1 million ), other intangibles - non-compete agreements ( $0.4 million ) and other assets and liabilities, net ( $0.1 million ) in connection with the acquisition. We expect the entire amount of goodwill recorded for this acquisition to be deductible for income tax purposes over approximately 15 years. |
GOODWILL AND OTHER INTANGIBLE A
GOODWILL AND OTHER INTANGIBLE ASSETS, NET | 12 Months Ended |
Dec. 31, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
GOODWILL AND OTHER INTANGIBLE ASSETS, NET | GOODWILL AND OTHER INTANGIBLE ASSETS, NET During 2018 , 2017 and 2016, we did not record any goodwill impairment charges as a result of our annual impairment test and none of the goodwill associated with our various reporting units was considered at risk of impairment as of October 31st of each respective year (the date of our annual goodwill impairment test). Since the date of our last annual goodwill impairment test, there have been no material developments, events, changes in operating performance or other circumstances that would cause management to believe it is more likely than not that the fair value of any of our reporting units would be less than their carrying amounts. During 2017, we recorded a non-cash other intangible assets impairment charge of $1.3 million related to those care centers that were closed or consolidated during 2017 as discussed in Note 12 - Exit and Restructuring Activities. The following table summarizes the activity related to our goodwill for 2018 , 2017 and 2016 (amounts in millions): Goodwill Home Health Hospice Personal Care Total Balances at December 31, 2015 (1) $ 67.1 $ 194.6 $ — $ 261.7 Additions 4.4 — 22.7 27.1 Adjustments related to acquisitions (2) 0.1 — — 0.1 Balances at December 31, 2016 71.6 194.6 22.7 288.9 Additions 13.4 4.7 12.9 31.0 Balances at December 31, 2017 85.0 199.3 35.6 319.9 Additions 2.1 — 7.5 9.6 Balances at December 31, 2018 (1) $ 87.1 $ 199.3 $ 43.1 $ 329.5 (1) Net of prior years' accumulated impairment losses of $733.7 million , which is inclusive of write-offs related to the sale and closure of care centers. (2) During 2016, we adjusted goodwill by $0.1 million as a result of our completion of the purchase price accounting for our 2015 acquisition of Infinity HomeCare. The following table summarizes the activity related to our other intangible assets, net for 2018 , 2017 and 2016 (amounts in millions): Other Intangible Assets, Net Certificates of Need and Licenses Acquired Names of Business Non-Compete Agreements (3) Total Balances at December 31, 2015 $ 23.9 $ 14.2 $ 5.9 $ 44.0 Additions 0.2 3.5 1.5 5.2 Amortization — — (2.5 ) (2.5 ) Balances at December 31, 2016 24.1 17.7 4.9 46.7 Additions 0.1 2.7 0.6 3.4 Write-off (1) (0.5 ) (0.8 ) — (1.3 ) Amortization — — (2.7 ) (2.7 ) Balances at December 31, 2017 23.7 19.6 2.8 46.1 Additions 0.2 — 0.3 0.5 Amortization — — (2.5 ) (2.5 ) Balances at December 31, 2018 (2) $ 23.9 $ 19.6 $ 0.6 $ 44.1 (1) Write-off of intangible assets related to the closure and consolidation of care centers as discussed in Note 12 - Exit and Restructuring Activities. (2) Net of prior years' accumulated amortization of $0.5 million for acquired names of business and $21.7 million for non-compete agreements. (3) The weighted average amortization period of our non-compete agreements is 1.7 years . See Note 3 – Acquisitions for further details on additions to goodwill and other intangible assets, net. The estimated aggregate amortization expense related to intangible assets for each of the five succeeding years is as follows (amounts in millions): 2019 $ 0.4 2020 0.2 2021 — 2022 — 2023 — $ 0.6 |
DETAILS OF CERTAIN BALANCE SHEE
DETAILS OF CERTAIN BALANCE SHEET ACCOUNTS | 12 Months Ended |
Dec. 31, 2018 | |
Details Of Certain Balance Sheet Accounts [Abstract] | |
DETAILS OF CERTAIN BALANCE SHEET ACCOUNTS | DETAILS OF CERTAIN BALANCE SHEET ACCOUNTS Additional information regarding certain balance sheet accounts is presented below (amounts in millions): As of December 31, 2018 2017 Other current assets: Payroll tax escrow $ 1.5 $ 7.2 Income tax receivable 1.6 3.4 Due from joint ventures 1.9 2.0 Other 2.3 3.7 $ 7.3 $ 16.3 Other assets: Workers’ compensation deposits $ 0.4 $ 0.4 Health insurance deposits 0.5 0.5 Other miscellaneous deposits 0.8 0.9 Indemnity receivable 14.2 17.0 Equity method investments 35.1 26.4 Other 3.1 3.9 $ 54.1 $ 49.1 Accrued expenses: Health insurance $ 12.4 $ 14.1 Workers’ compensation 30.9 29.3 Florida ZPIC audit, gross liability 17.4 17.4 Legal settlements and other audits 13.0 6.4 Lease liability 0.3 0.9 Charity care 1.7 1.5 Estimated Medicare cap liability 1.7 0.9 Hospice cost of revenue 9.9 9.1 Patient liability 6.3 5.3 Other 5.9 4.2 $ 99.5 $ 89.1 Other long-term obligations: Reserve for uncertain tax positions $ 2.9 $ — Deferred compensation plan liability 1.3 1.9 Other 2.0 1.9 $ 6.2 $ 3.8 |
LONG-TERM OBLIGATIONS
LONG-TERM OBLIGATIONS | 12 Months Ended |
Dec. 31, 2018 | |
Debt Disclosure [Abstract] | |
LONG-TERM OBLIGATIONS | 3.00 to 1.0 1.25 % 2.25 % 0.35 % 2.00 % ≤ 3.00 to 1.0 but > 2.00 to 1.0 1.00 % 2.00 % 0.30 % 1.75 % ≤ 2.00 to 1.0 but > 1.00 to 1.0 0.75 % 1.75 % 0.25 % 1.50 % ≤ 1.00 to 1.0 0.50 % 1.50 % 0.20 % 1.25 % The Credit Agreement requires maintenance of two financial covenants: (i) a consolidated leverage ratio of funded indebtedness to Earnings Before Interest, Taxes, Depreciation and Amortization ("EBITDA"), as defined in the Credit Agreement, and (ii) a consolidated interest coverage ratio of EBITDA to cash interest charges, as defined in the Credit Agreement. Each of these covenants is calculated over rolling four-quarter periods and also is subject to certain exceptions and baskets. The Credit Agreement also contains customary covenants, including, but not limited to, restrictions on: incurrence of liens; incurrence of additional debt; sales of assets and other fundamental corporate changes; investments; and declarations of dividends. These covenants contain customary exclusions and baskets as detailed in the Credit Agreement. The Revolving Credit Facility is guaranteed by substantially all of our wholly-owned direct and indirect subsidiaries. The Credit Agreement requires at all times that we (i) provide guarantees from wholly-owned subsidiaries that in the aggregate represent not less than 95% of our consolidated net revenues and adjusted EBITDA from all wholly-owned subsidiaries and (ii) provide guarantees from subsidiaries that in the aggregate represent not less than 70% of consolidated adjusted EBITDA, subject to certain exceptions. In connection with entering into the Credit Agreement, we entered into (i) a Security Agreement with the Administrative Agent dated June 29, 2018 and (ii) a Pledge Agreement with the Administrative Agent dated June 29, 2018 for the purpose of securing the payment of our obligations under the Credit Agreement. Pursuant to the Security Agreement and the Pledge Agreement, as of the effective date of the Credit Agreement, our obligations under the Credit Agreement are secured by (i) the grant of a first lien security interest in the non-real estate assets of substantially all of our direct and indirect, wholly-owned subsidiaries (subject to exceptions) and (ii) the pledge of the equity interests in (a) substantially all of our direct and indirect, wholly-owned corporate, limited liability company and limited partnership subsidiaries and (b) those joint ventures which constitute subsidiaries under the Credit Agreement (subject, in the case of the Pledge Agreement, to exceptions). In connection with our entry into the Credit Agreement, we recorded $2.4 million in deferred debt issuance costs as a reduction to long-term obligations, less current portion within our consolidated balance sheet during 2018. Our weighted average interest rate for our $100.0 million Term Loan, under our Prior Credit Agreement, was 3.1% for the period ended December 31, 2017 . Our weighted average interest rate for borrowings under our $550.0 million Revolving Credit Facility was 3.8% for the period ended December 31, 2018. As of December 31, 2018 , our consolidated leverage ratio was 0.1 , our consolidated interest coverage ratio was 59.9 and we are in compliance with our covenants under the Credit Agreement. In the event we are not in compliance with our debt covenants in the future, we would pursue various alternatives in an attempt to successfully resolve the non-compliance, which might include, among other things, seeking debt covenant waivers or amendments. As of December 31, 2018 , our availability under our $550.0 million Revolving Credit Facility was $508.4 million as we have $7.5 million outstanding in borrowings and $34.1 million outstanding in letters of credit. On February 4, 2019, we entered into a first amendment to the Credit Agreement (the "First Amendment"). See Note 16 - Subsequent Events for additional information on the First Amendment. Promissory Notes Our promissory notes outstanding of $1.1 million , issued in conjunction with acquisitions and software licenses, bear interest rates ranging from 2.9% to 7.0% . Capital Leases Our capital leases outstanding of $2.3 million relate to leased equipment and bear interest rates ranging from 5.2% to 14.3% ." id="sjs-B4">LONG-TERM OBLIGATIONS Long-term debt consists of the following for the periods indicated (amounts in millions): As of December 31, 2018 2017 $100.0 million Term Loan; principal payments plus accrued interest payable quarterly; interest rate at Base Rate plus Applicable Rate or Eurodollar Rate plus the Applicable Rate (3.57% at December 31, 2017); due August 28, 2020 $ — $ 90.0 $550.0 million Revolving Credit Facility; interest only payments; interest rate at Base Rate plus Applicable Rate or Eurodollar Rate plus the Applicable Rate (3.85% at December 31, 2018); due June 29, 2023 7.5 — Promissory notes 1.1 0.7 Capital leases 2.3 — Principal amount of long-term obligations 10.9 90.7 Deferred debt issuance costs (3.5 ) (1.9 ) 7.4 88.8 Current portion of long-term obligations (1.6 ) (10.6 ) Total $ 5.8 $ 78.2 Maturities of debt as of December 31, 2018 are as follows (amounts in millions): Long-term obligations 2019 $ 1.6 2020 1.4 2021 0.4 2022 — 2023 7.5 $ 10.9 Credit Agreement On June 29, 2018, we entered into our Amended and Restated Credit Agreement ("Credit Agreement") that provides for a senior secured revolving credit facility in an initial aggregate principal amount of up to $550.0 million (the "Revolving Credit Facility"). The Revolving Credit Facility provides for and includes within its $550.0 million limit a $25.0 million swingline facility and commitments for up to $60.0 million in letters of credit. Upon lender approval, we may increase the aggregate loan amount under the Revolving Credit Facility by either i) $125.0 million or ii) an unlimited amount subject to a leverage limit of 0.5 x under the maximum allowable consolidated leverage ratio which is currently 3.0 x per the Credit Agreement. The funds available under the Revolving Credit Facility were used to pay off our existing indebtedness under our prior credit agreement, dated as of August 28, 2015 (the "Prior Credit Agreement"), with a principal balance of $ 127.5 million . The final maturity of the Revolving Credit Facility is June 29, 2023 and there is no mandatory amortization on the outstanding principal balances which are payable in full upon maturity. The Revolving Credit Facility may be used to provide ongoing working capital and for general corporate purposes of the Company and our subsidiaries, including permitted acquisitions, as defined in the Credit Agreement. The interest rate on borrowings under the Revolving Credit Facility shall be selected from the following: (i) the Base Rate plus the Applicable Rate or (ii) the Eurodollar Rate plus the Applicable Rate. The “Base Rate” means a fluctuating rate per annum equal to the highest of (a) the federal funds rate plus 0.50% per annum, (b) the prime rate of interest established by the Administrative Agent, and (c) the Eurodollar Rate plus 1% per annum. The “Eurodollar Rate” means the quoted rate per annum equal to the London Interbank Offered Rate ("LIBOR") or a comparable successor rate approved by the Administrative Agent for an interest period of one , two , three or six months (as selected by us). The “Applicable Rate” is based on the consolidated leverage ratio and is presented in the table below. As of December 31, 2018 , the Applicable Rate is 0.50% per annum for Base Rate Loans and 1.50% per annum for Eurodollar Rate Loans. We are also subject to a commitment fee and letter of credit fee under the terms of the Credit Facilities, as presented in the table below. Consolidated Leverage Ratio Base Rate Loans Eurodollar Rate Loans Commitment Fee Letter of Credit Fee > 3.00 to 1.0 1.25 % 2.25 % 0.35 % 2.00 % ≤ 3.00 to 1.0 but > 2.00 to 1.0 1.00 % 2.00 % 0.30 % 1.75 % ≤ 2.00 to 1.0 but > 1.00 to 1.0 0.75 % 1.75 % 0.25 % 1.50 % ≤ 1.00 to 1.0 0.50 % 1.50 % 0.20 % 1.25 % The Credit Agreement requires maintenance of two financial covenants: (i) a consolidated leverage ratio of funded indebtedness to Earnings Before Interest, Taxes, Depreciation and Amortization ("EBITDA"), as defined in the Credit Agreement, and (ii) a consolidated interest coverage ratio of EBITDA to cash interest charges, as defined in the Credit Agreement. Each of these covenants is calculated over rolling four-quarter periods and also is subject to certain exceptions and baskets. The Credit Agreement also contains customary covenants, including, but not limited to, restrictions on: incurrence of liens; incurrence of additional debt; sales of assets and other fundamental corporate changes; investments; and declarations of dividends. These covenants contain customary exclusions and baskets as detailed in the Credit Agreement. The Revolving Credit Facility is guaranteed by substantially all of our wholly-owned direct and indirect subsidiaries. The Credit Agreement requires at all times that we (i) provide guarantees from wholly-owned subsidiaries that in the aggregate represent not less than 95% of our consolidated net revenues and adjusted EBITDA from all wholly-owned subsidiaries and (ii) provide guarantees from subsidiaries that in the aggregate represent not less than 70% of consolidated adjusted EBITDA, subject to certain exceptions. In connection with entering into the Credit Agreement, we entered into (i) a Security Agreement with the Administrative Agent dated June 29, 2018 and (ii) a Pledge Agreement with the Administrative Agent dated June 29, 2018 for the purpose of securing the payment of our obligations under the Credit Agreement. Pursuant to the Security Agreement and the Pledge Agreement, as of the effective date of the Credit Agreement, our obligations under the Credit Agreement are secured by (i) the grant of a first lien security interest in the non-real estate assets of substantially all of our direct and indirect, wholly-owned subsidiaries (subject to exceptions) and (ii) the pledge of the equity interests in (a) substantially all of our direct and indirect, wholly-owned corporate, limited liability company and limited partnership subsidiaries and (b) those joint ventures which constitute subsidiaries under the Credit Agreement (subject, in the case of the Pledge Agreement, to exceptions). In connection with our entry into the Credit Agreement, we recorded $2.4 million in deferred debt issuance costs as a reduction to long-term obligations, less current portion within our consolidated balance sheet during 2018. Our weighted average interest rate for our $100.0 million Term Loan, under our Prior Credit Agreement, was 3.1% for the period ended December 31, 2017 . Our weighted average interest rate for borrowings under our $550.0 million Revolving Credit Facility was 3.8% for the period ended December 31, 2018. As of December 31, 2018 , our consolidated leverage ratio was 0.1 , our consolidated interest coverage ratio was 59.9 and we are in compliance with our covenants under the Credit Agreement. In the event we are not in compliance with our debt covenants in the future, we would pursue various alternatives in an attempt to successfully resolve the non-compliance, which might include, among other things, seeking debt covenant waivers or amendments. As of December 31, 2018 , our availability under our $550.0 million Revolving Credit Facility was $508.4 million as we have $7.5 million outstanding in borrowings and $34.1 million outstanding in letters of credit. On February 4, 2019, we entered into a first amendment to the Credit Agreement (the "First Amendment"). See Note 16 - Subsequent Events for additional information on the First Amendment. Promissory Notes Our promissory notes outstanding of $1.1 million , issued in conjunction with acquisitions and software licenses, bear interest rates ranging from 2.9% to 7.0% . Capital Leases Our capital leases outstanding of $2.3 million relate to leased equipment and bear interest rates ranging from 5.2% to 14.3% . |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | INCOME TAXES Income taxes attributable to continuing operations consist of the following (amounts in millions): For the Years Ended December 31, 2018 2017 2016 Current income tax expense/(benefit): Federal $ 16.4 $ (2.0 ) $ (0.5 ) State and local 2.1 (0.1 ) (0.1 ) 18.5 (2.1 ) (0.6 ) Deferred income tax expense/(benefit): Federal 14.5 51.2 22.1 State and local 5.8 1.0 2.4 20.3 52.2 24.5 Income tax expense $ 38.8 $ 50.1 $ 23.9 Total income tax expense for the years ended December 31, 2018 , 2017 and 2016 was allocated as follows (amounts in millions): For the Years Ended December 31, 2018 2017 2016 Income from continuing operations $ 38.8 $ 50.1 $ 23.9 Interest expense 0.1 — (0.1 ) Stockholders’ equity — (0.3 ) (7.2 ) $ 38.9 $ 49.8 $ 16.6 A reconciliation of significant differences between the reported amount of income tax expense and the expected amount of income tax expense that would result from applying the U.S. federal statutory income tax rate of 21 percent in 2018 and 35 percent in 2017 and 2016 to income before taxes is as follows: For the Years Ended December 31, 2018 2017 2016 Income tax expense at U.S. federal statutory rate (1) 21.0 % 35.0 % 35.0 % State and local income taxes, net of federal income tax benefit 4.8 3.8 4.8 Excess tax benefits from share-based compensation (2) (1.6 ) (3.5 ) — Tax rate change (3) — 26.5 — Other items, net (4) 0.2 0.2 (0.9 ) Income tax expense/(benefit) 24.4 % 62.0 % 38.9 % (1) On December 22, 2017, H.R. 1, originally known as the Tax Cuts and Jobs Act was enacted, which eliminated the progressive U.S. federal corporate tax rate structure with a maximum corporate tax rate of 35% and replaced it with a flat tax rate of 21%, effective January 1, 2018. (2) In March 2016, the FASB issued ASU 2016-09, Compensation - Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting , which simplified the accounting for share-based payment award transactions, including income tax consequences. The new guidelines required excess tax benefits and tax deficiencies to be recorded in the income statement when stock awards vest or are settled. As a result, the Company recognized a $2.5 million and $2.9 million federal income tax benefit in the consolidated statement of operations (rather than additional paid-in capital) for the years ended December 31, 2018 and December 31, 2017, respectively, from share-based compensation excess tax benefits. (3) According to Accounting Standard Codification ("ASC") 740, Income Taxes , deferred tax assets and liabilities are remeasured to reflect the effects of enacted changes in tax rates at the date of enactment, even though the tax rate changes are not effective until a future period. The Company's remeasurement of its deferred tax assets and liabilities to reflect the enacted reduced tax rate, pursuant to the Tax Cuts and Jobs Act, resulted in a $21.4 million deferred income tax expense during the three-month period ended December 31, 2017. (4) Includes various items such as, non-deductible expenses, non-taxable income, tax credits, valuation allowance, uncertain tax positions and return-to-accrual adjustments. As of December 31, 2018 and 2017 , the Company had income taxes receivable of $1.6 million and $3.4 million , respectively, included in other current assets. The income tax receivable at December 31, 2017 includes a $2.3 million Alternative Minimum Tax ("AMT") credit carryforward. The Tax Cuts and Jobs Act repealed the AMT for corporations and made it refundable in years 2018 through 2020 . As a result, the company utilized its AMT credit carryforward to reduce taxable income in 2018. The AMT credit carryforward was reclassified from deferred income taxes to other current assets as of December 31, 2017. Deferred tax assets (liabilities) consist of the following components (amounts in millions): As of December 31, 2018 2017 (1) Deferred tax assets: Allowance for doubtful accounts $ 5.6 $ 5.3 Accrued payroll & employee benefits 11.2 9.0 Workers’ compensation 8.3 7.9 Amortization of intangible assets 14.7 26.0 Share-based compensation 6.9 6.1 Net operating loss carryforwards (2) 5.9 20.1 Tax credit carryforwards (3) 2.8 4.6 Other 2.9 2.4 Gross deferred tax assets 58.3 81.4 Less: valuation allowance (0.7 ) (0.7 ) Net deferred tax assets 57.6 80.7 Deferred tax (liabilities): Property and equipment (4.4 ) (4.0 ) Deferred revenue (13.5 ) (18.0 ) Investment in partnerships (3.1 ) (2.1 ) Other liabilities (0.8 ) (0.5 ) Gross deferred tax liabilities (21.8 ) (24.6 ) Net deferred tax assets (liabilities) $ 35.8 $ 56.1 (1) According to ASC 740, Income Taxes , deferred tax assets and liabilities are remeasured to reflect the effects of enacted changes in tax rates at the date of enactment, even though the tax rate changes are not effective until a future period. The Company's remeasurement of its deferred tax assets and liabilities to reflect the enacted reduced tax rate, pursuant to the Tax Cuts and Jobs Act, resulted in a $21.4 million deferred income tax expense during the three-month period ended December 31, 2017. (2) According to ASU 2013-11, Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists , an unrecognized tax benefit is presented in the financial statements as a reduction to a deferred tax asset when a net operating loss carryforward, a similar tax loss, or a tax credit carryforward is available to settle taxes that would result from the disallowance of the tax position. Otherwise, to the extent a net operating loss carryforward, a similar tax loss, or a tax credit carryforward is not available at the reporting date to settle any additional incomes taxes that would result from the disallowance of a tax position, the unrecognized tax benefit is presented in the financial statements as a liability and is not combined with deferred tax assets. As of December 31, 2017, the net operating loss (“NOL”) carryforwards in the income tax returns include unrecognized tax benefits resulting from uncertain tax positions. Accordingly, the deferred tax assets recognized for the NOL carryforwards, as of December 31, 2017, were presented net of unrecognized tax benefits of $2.1 million . As of December 31, 2018, however, the unrecognized tax benefits of $2.1 million were reclassified to other long-term obligations, since the Company utilized its remaining federal NOL carryforward and much of its remaining state NOL carryforwards in 2018. (3) According to ASU 2013-11, Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists , an unrecognized tax benefit is presented in the financial statements as a reduction to a deferred tax asset when a net operating loss carryforward, a similar tax loss, or a tax credit carryforward is available to settle taxes that would result from the disallowance of the tax position. Otherwise, to the extent a net operating loss carryforward, a similar tax loss, or a tax credit carryforward is not available at the reporting date to settle any additional incomes taxes that would result from the disallowance of a tax position, the unrecognized tax benefit is presented in the financial statements as a liability and is not combined with deferred tax assets. As of December 31, 2017, the tax credit carryforwards in the income tax returns include unrecognized tax benefits resulting from uncertain tax positions. Accordingly, the deferred tax assets recognized for the tax credit carryforwards, as of December 31, 2017, were presented net of unrecognized tax benefits of $0.7 million . As of December 31, 2018 , however, the unrecognized tax benefits of $0.7 million were reclassified to other long-term obligations, since the Company utilized its remaining federal tax credit carryforwards in 2018. The Company utilized its remaining U.S. NOL carryforwards, research and development tax credits and employment tax credits and approximately half of its remaining state NOL carryforwards and tax credits in 2018. As of December 31, 2018 , we have state NOL carryforwards of $118.8 million that are available to reduce future taxable income and $3.6 million of various state tax credits available to reduce future state income taxes. The state NOL and tax credit carryforwards begin to expire at various times. The valuation allowance for deferred tax assets which is primarily related to certain state NOLs and state tax credit carryforwards was $0.7 million as of December 31, 2018, unchanged from the year ended December 31, 2017. The net change in the total valuation allowance for the year ended December 31, 2017 was an increase of $0.3 million . In assessing the realizability of deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income in those jurisdictions during the periods in which those temporary differences become deductible. Management considers the scheduled reversal of deferred tax liabilities (including the impact of available carryback and carryforward periods), projected future taxable income, and tax-planning strategies in making this assessment. In order to fully realize the deferred tax assets, the Company will need to generate future taxable income before the expiration of the carryforwards governed by the tax code. Based on the current level of pretax earnings, the Company will generate the minimum amount of future taxable income needed to support the realization of the deferred tax assets. As a result, as of December 31, 2018 , management believes that it is more likely than not that we will realize the benefits of these deferred tax assets, net of the existing valuation allowances. The amount of the deferred tax asset considered realizable, however, could be reduced in the near term if estimates of future taxable income during the carryforward period are reduced. Uncertain Tax Positions We account for uncertain tax positions in accordance with the authoritative guidance for uncertain tax positions. A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows (amounts in millions): For the Years Ended December 31, 2018 2017 Balance at beginning of period $ 2.7 $ 4.1 Additions for tax positions related to current year — — Additions for tax positions related to prior year — — Reductions for tax positions related to prior years — — Lapse of statute of limitations — (0.3 ) Change in statutory tax rate (1) — (1.1 ) Settlements — — Balance at end of period $ 2.7 $ 2.7 (1) The Company's remeasurement of its deferred tax assets and liabilities to reflect the enacted reduced tax rate as a result of the recent tax reform resulted in a $1.1 million reduction in its uncertain tax positions recorded in net deferred tax assets at December 31, 2017. According to ASU 2013-11, Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists , an unrecognized tax benefit is presented in the financial statements as a reduction to a deferred tax asset when a net operating loss carryforward, a similar tax loss, or a tax credit carryforward is available to settle taxes that would result from the disallowance of the tax position. To the extent a net operating loss carryforward, a similar tax loss, or a tax credit carryforward is not available at the reporting date to settle any additional incomes taxes that would result from the disallowance of a tax position, the unrecognized tax benefit is presented in the financial statements as a liability and is not combined with deferred tax assets. As of December 31, 2018, the Company no longer has a federal net operating loss nor tax credit carryforwards available to settle taxes that would result from the disallowance of its uncertain tax positions; therefore, the Company reclassified the unrecognized tax benefits of $2.7 million from deferred income taxes to other long-term obligations as of December 31, 2018, that if recognized in future periods, would impact our effective tax rate. We are subject to income taxes in the U.S. and in many of the 50 individual states, with significant operations in Louisiana, Alabama, Georgia, Massachusetts and Tennessee. We are open to examination in the U.S. and in various individual states for tax years ended December 31, 2014 through December 31, 2018. We are also open to examination in various states for the years ended 2004 – 2018 resulting from net operating losses generated and available for carryforward from those years. |
CAPITAL STOCK AND SHARE-BASED C
CAPITAL STOCK AND SHARE-BASED COMPENSATION | 12 Months Ended |
Dec. 31, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
CAPITAL SOCK AND SHARE-BASED COMPENSATION | CAPITAL STOCK AND SHARE-BASED COMPENSATION We are authorized by our Certificate of Incorporation to issue 60,000,000 shares of common stock, $0.001 par value and 5,000,000 shares of preferred stock, $0.001 par value. As of December 31, 2018 , there were 36,252,280 and 31,973,505 shares of common stock issued and outstanding, respectively, and no shares of preferred stock issued or outstanding. Our Board of Directors is authorized to fix the dividend rights and terms, conversion and voting rights, redemption rights and other privileges and restrictions applicable to our preferred stock. Share-Based Awards On March 29, 2018, our Board of Directors and the Compensation Committee approved, subject to stockholder approval, the Amedisys, Inc. 2018 Omnibus Incentive Compensation Plan (the “2018 Plan”). On June 6, 2018, our stockholders approved the 2018 Plan at the Company's annual meeting of stockholders. The 2018 Plan replaces our 2008 Omnibus Incentive Compensation Plan (the “2008 Plan”), which terminated on June 6, 2018 when the stockholders approved the 2018 Plan. The 2018 Plan authorizes the grant of various types of equity-based awards, such as stock awards, restricted stock units, stock appreciation rights and stock options to eligible participants, which include all of our employees and all employees of our 50% or more owned subsidiaries, our non-employee directors and certain consultants. The vesting terms of the awards may be tied to continued employment (or, for our non-employee directors, continued service on the Board of Directors) and/or achievement of certain pre-determined performance goals. We refer to stock awards subject to service-based vesting conditions as “non-vested stock” and restricted stock units subject to service-based or a combination of service-based and performance-based vesting conditions as “non-vested stock units.” The 2018 Plan is administered by the Compensation Committee of our Board of Directors, which determines, within the provisions of the 2018 Plan, those eligible participants to whom, and the times at which, awards shall be granted. The Compensation Committee, in its discretion, may delegate its authority and duties under the 2018 Plan to specified officers; however, only the Compensation Committee may approve the terms of awards to our executive officers. Equity-based awards may be granted for a number of shares not to exceed, in the aggregate, approximately 2.5 million shares of common stock. We had approximately 2.4 million shares available at December 31, 2018 . The price per share for stock options shall be no less than the greater of (a) 100% of the fair value of a share of common stock on the date the option is granted or (b) the aggregate par value of the shares of our common stock on the date the option is granted. If a stock option is granted to any owner of 10% or more of the total combined voting power of us and our subsidiaries, the price is to be at least 110% of the fair value of a share of our common stock on the date the award is granted. Each equity-based award vests ratably over a 12 month to five year period, with the exception of those issued under contractual arrangements that specify otherwise, and may be exercised during a period as determined by our Compensation Committee or as otherwise approved by our Compensation Committee. The contractual terms of stock options exercised shall not exceed ten years from the date such option is granted. The Company analyzes historical data of forfeited awards to develop an estimated forfeiture rate that is applied to the Company's non-cash compensation expense; however, all non-cash compensation expense is adjusted to reflect actual vestings and forfeitures. Employee Stock Purchase Plan (“ESPP”) We have a plan whereby our eligible employees may purchase our common stock at 85% of the market price at the time of purchase. On June 7, 2012, our stockholders ratified an amendment adopted by our Board of Directors to increase the total number of shares of our common stock authorized for the issuance under our ESPP from 2,500,000 shares to 4,500,000 shares, and as of December 31, 2018 , there were 1,377,017 shares available for future issuance. The following is a detail of the purchases that were made or pending Board of Director approval under the plan: Employee Stock Purchase Plan Period Shares Issued Price 2016 and Prior 3,039,200 $ 14.72 January 1, 2017 to March 31, 2017 13,244 43.43 April 1, 2017 to June 30, 2017 11,446 53.39 July 1, 2017 to September 30, 2017 12,276 47.57 October 1, 2017 to December 31, 2017 13,323 44.80 January 1, 2018 to March 31, 2018 10,913 51.29 April 1, 2018 to June 30, 2018 8,673 72.64 July 1, 2018 to September 30, 2018 6,052 106.22 October 1, 2018 to December 31, 2018 7,856 99.54 3,122,983 ESPP expense included in general and administrative expense in our accompanying consolidated statements of operations was $0.5 million for 2018 and $0.4 million for each of 2017 and 2016 , respectively. Stock Options We use the Black-Scholes option pricing model to estimate the fair value of our stock options. There were 163,666 , 308,292 and 268,538 options granted during 2018 , 2017 and 2016 , respectively. Stock option compensation expense included in general and administrative expense in our accompanying consolidated statements of operations was $5.7 million , $5.6 million and $6.3 million for 2018 , 2017 and 2016 , respectively. The fair values of the awards were estimated using the following assumptions for each 2018 , 2017 and 2016 : For the Years Ended December 31, 2018 2017 2016 Risk Free Rate 2.56% - 3.04% 1.99% - 2.16% 1.19% - 1.58% Expected Volatility 42.00% - 45.32% 50.18% - 51.81% 53.44% - 54.89% Expected Term 4.12 - 6.25 years 5.78 - 6.25 years 5.86 - 6.25 years Weighted Average Fair Value $42.48 $28.02 $25.99 Dividend Yield —% —% —% We used the simplified method to estimate the expected term for the stock options granted during 2018 as adequate historical experience is not available to provide a reasonable estimate. The following table presents our stock option activity for 2018 : Number of Shares Weighted Average Exercise Price Weighted Average Contractual Life (Years) Outstanding options at January 1, 2018 909,730 $ 33.25 7.62 Granted 163,666 55.87 Exercised (162,690 ) 36.59 Canceled, forfeited or expired (77,391 ) 35.95 Outstanding options at December 31, 2018 833,315 $ 36.79 6.76 Exercisable options at December 31, 2018 462,845 $ 27.97 6.17 The aggregate intrinsic value of our outstanding options and exercisable options at December 31, 2018 was $66.9 million and $41.3 million , respectively. Total intrinsic value of options exercised was $9.7 million and $3.9 million for 2018 and 2017, respectively; there were no options exercised during 2016. The tax benefit from stock options exercised during the period amounted to $1.6 million and $0.3 million for 2018 and 2017, respectively; there were no options exercised during 2016. The following table presents our non-vested stock option activity for 2018 : Number of Shares Weighted Average Grant Date Fair Value Non-vested stock options at January 1, 2018 527,798 $ 23.00 Granted 163,666 42.48 Vested (246,442 ) 23.11 Forfeited (74,552 ) 25.78 Non-vested stock options at December 31, 2018 370,470 $ 30.97 At December 31, 2018 , there was $5.1 million of unrecognized compensation cost related to stock options that we expect to be recognized over a weighted-average period of 1.7 years. Non-Vested Stock We issue shares of non-vested stock with vesting terms ranging from one to five years. The compensation expense is determined based on the market price of our common stock at the date of grant applied to the total number of shares that are anticipated to fully vest. Non-vested stock compensation expense included in general and administrative expenses in our accompanying consolidated statements of operations was $1.4 million , $1.7 million and $2.3 million for 2018 , 2017 and 2016 , respectively. The following table presents our non-vested stock activity for 2018 : Number of Shares Weighted Average Grant Date Fair Value Non-vested stock at January 1, 2018 46,998 $ 41.48 Granted 14,904 80.54 Vested (46,998 ) 41.48 Canceled, forfeited or expired — — Non-vested stock at December 31, 2018 14,904 $ 80.54 The weighted average grant date fair value of non-vested stock granted was $80.54 , $62.67 and $50.55 in 2018 , 2017 and 2016 , respectively. At December 31, 2018 , there was $0.5 million of unrecognized compensation cost related to non-vested stock award payments that we expect to be recognized over a weighted average period of 0.4 years. Non-Vested Stock Units We issue non-vested stock unit awards that are service-based, performance-based or a combination of both with vesting terms ranging from one to five years. Based on the terms and conditions of these awards, we determine if the awards should be recorded as either equity or liability instruments. The compensation expense is determined based on the market price of our common stock at the date of grant, applied to the total number of units that are anticipated to vest, unless the award specifies differently. We account for such awards similar to our non-vested stock awards; however, no shares of stock are issued to the recipient until the stock unit awards have vested and after the pre-determined delivery date has occurred. Non-Vested Stock Units – Service-Based Service-based non-vested stock unit compensation expense included in general and administrative expenses in our accompanying consolidated statements of operations was $4.5 million , $3.6 million and $3.6 million for 2018 , 2017 and 2016 , respectively. The following table presents our service-based non-vested stock units activity for 2018 : Number of Shares Weighted Average Grant Date Fair Value Non-vested stock units at January 1, 2018 234,842 $ 47.58 Granted 107,051 95.14 Vested (71,658 ) 46.55 Canceled, forfeited or expired (29,835 ) 44.20 Non-vested stock units at December 31, 2018 240,400 $ 69.49 The weighted average grant date fair value of service-based non-vested stock units granted was $95.14 , $53.79 and $45.60 in 2018 , 2017 and 2016 , respectively. At December 31, 2018 , there was $11.0 million of unrecognized compensation cost related to our service-based non-vested stock units that we expect to be recognized over a weighted average period of 2.3 years. Non-Vested Stock Units – Service-Based and Performance-Based Awards During 2018 , we awarded performance-based awards to certain employees. The target level established by the award, which is based on the Company’s 2018 adjusted earnings before interest, taxes, depreciation and amortization (“Adjusted EBITDA”), provided for the recipients to receive 115,338 non-vested stock units if the target was achieved. The target number of shares to be potentially awarded has been reduced by forfeitures as indicated in the table below. Performance-based non-vested stock units compensation expense included in general and administrative expenses in our consolidated statements of operations was $5.8 million , $5.0 million and $3.7 million for 2018 , 2017 and 2016 , respectively. The following table presents our performance-based non-vested stock units activity for 2018 : Number of Shares Weighted Average Grant Date Fair Value Non-vested stock units at January 1, 2018 252,948 $ 51.15 Granted 115,338 79.59 Vested (87,482 ) 49.91 Canceled, forfeited or expired (54,127 ) 52.60 Non-vested stock units at December 31, 2018 226,677 $ 65.76 The weighted average grant date fair value of performance-based non-vested stock units granted was $79.59 , $52.99 and $46.29 in 2018 , 2017 and 2016 , respectively. At December 31, 2018 , there was $8.3 million in unrecognized compensation costs related to our performance-based non-vested stock units that we expect to be recognized over a weighted average period of 1.9 years. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 12 Months Ended |
Dec. 31, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | COMMITMENTS AND CONTINGENCIES Legal Proceedings – Ongoing We are involved in the following legal actions: Subpoena Duces Tecum Issued by the U.S. Department of Justice On May 21, 2015, we received a Subpoena Duces Tecum (“Subpoena”) issued by the U.S. Department of Justice. The Subpoena requests the delivery of information regarding 53 identified hospice patients to the United States Attorney’s Office for the District of Massachusetts. It also requests the delivery of documents relating to our hospice clinical and business operations and related compliance activities. The Subpoena generally covers the period from January 1, 2011 through May 21, 2015. We are fully cooperating with the U.S. Department of Justice with respect to this investigation. Based on the information currently available to us, we cannot predict the timing or outcome of this investigation or reasonably estimate the amount or range of potential losses, if any, which may arise from this matter. Civil Investigative Demand Issued by the U.S. Department of Justice On November 3, 2015, we received a civil investigative demand (“CID”) issued by the U.S. Department of Justice pursuant to the federal False Claims Act relating to claims submitted to Medicare and/or Medicaid for hospice services provided through designated facilities in the Morgantown, West Virginia area. The CID requests the delivery of information to the United States Attorney’s Office for the Northern District of West Virginia regarding 66 identified hospice patients, as well as documents relating to our hospice clinical and business operations in the Morgantown area. The CID generally covers the period from January 1, 2009 through August 31, 2015. We are fully cooperating with the U.S. Department of Justice with respect to this investigation. Based on the information currently available to us, we cannot predict the timing or outcome of this investigation or reasonably estimate the amount or range of potential losses, if any, which may arise from this matter. On June 27, 2016, we received a CID issued by the U.S. Department of Justice pursuant to the federal False Claims Act relating to claims submitted to Medicare and/or Medicaid for hospice services provided through designated facilities in the Parkersburg, West Virginia area. The CID requests the delivery of information to the United States Attorney’s Office for the Southern District of West Virginia regarding 68 identified hospice patients, as well as documents relating to our hospice clinical and business operations in the Parkersburg area. The CID generally covers the period from January 1, 2011 through June 20, 2016. We are fully cooperating with the U.S. Department of Justice with respect to this investigation. Based on the information currently available to us, we cannot predict the timing or outcome of this investigation or reasonably estimate the amount or range of potential losses, if any, which may arise from this matter. In addition to the matters referenced in this note, we are involved in legal actions in the normal course of business, some of which seek monetary damages, including claims for punitive damages. We do not believe that these normal course actions, when finally concluded and determined, will have a material impact on our consolidated financial condition, results of operations or cash flows. Legal fees related to all legal matters are expensed as incurred. Legal Proceedings – Settled Wage and Hour Litigation On July 25, 2012, a putative collective and class action complaint was filed in the United States District Court for the District of Connecticut against us in which three former employees allege wage and hour law violations. The former employees claim that they were not paid overtime for all hours worked over 40 hours in violation of the Federal Fair Labor Standards Act (“FLSA”), as well as the Pennsylvania Minimum Wage Act. More specifically, they allege they were paid on both a per-visit and an hourly basis, and that such a pay scheme resulted in their misclassification as exempt employees, thereby denying them overtime pay. On June 10, 2015, the Company and plaintiffs participated in a mediation whereby they agreed to fully resolve all of plaintiffs’ claims in the lawsuit for $8.0 million , subject to approval by the Court. As of September 30, 2015, we had an accrual of $8.0 million for this matter. On January 29, 2016, the Court approved the final settlement of this case. The settlement became effective on February 26, 2016. As a result of the final amount calculated by the settlement administrator based on claims timely submitted, we reduced our accrual to $5.3 million as of December 31, 2015; this amount was paid during the three-month period ended March 31, 2016. On September 13, 2012, a putative collective and class action complaint was filed in the United States District Court for the Northern District of Illinois against us in which a former employee alleges wage and hour law violations. The former employee claims she was paid on both a per-visit and an hourly basis, and that such a pay scheme resulted in her misclassification as an exempt employee, thereby denying her overtime. The plaintiff alleges violations of federal and state law and seeks damages under the FLSA and the Illinois Minimum Wage Law. On December 23, 2015, the parties agreed to explore the possibility of a mediated settlement of the Illinois case, and a mediation occurred on April 18, 2016. The parties agreed to settle the case for $0.8 million , subject to court approval, which the Company had accrued as of September 30, 2016. On August 4, 2016, the Court approved the final settlement of this case. The final payment of $0.6 million was paid on November 21, 2016. Frontier Litigation On April 2, 2015, Frontier Home Health and Hospice, L.L.C. (“Frontier”) filed a complaint against the Company in the United States District Court for the District of Connecticut alleging breach of contract, negligent misrepresentation and unfair and deceptive trade practices under Conn. Gen. Stat. §42-110b. Frontier acquired our interest in five home health and four hospice care centers in Wyoming and Idaho in April 2014. The complaint alleges that certain of the hospice patients on service at the time of the acquisition did not meet Medicare eligibility requirements and that we breached certain of the representations and warranties under the purchase agreement and therefore, the businesses were worth less than the purchase price. Under the complaint, Frontier seeks declaratory judgment from the District Court that, under the terms of the purchase agreement with Frontier, we are obligated to determine the amount of the alleged Medicare overpayments and reimburse the government for the same in a timely manner, as well as unspecified compensatory and punitive damages, attorneys’ fees and pre- and post-judgment interest. The Company resolved the Frontier litigation for $2.9 million during the three-month period ended December 31, 2016. Securities Class Action Lawsuits As previously disclosed, between June 10 and July 28, 2010, several putative securities class action complaints were filed in the United States District Court for the Middle District of Louisiana (the “District Court”) against the Company and certain of our former senior executives. The cases were consolidated into the first-filed action Bach, et al. v. Amedisys, Inc., et al. Case No. 3:10-cv-00395, and the District Court appointed as co-lead plaintiffs the Public Employees’ Retirement System of Mississippi and the Puerto Rico Teachers’ Retirement System (the “Co-Lead Plaintiffs”). The Plaintiffs were granted leave to file a First Amended Consolidated Complaint (the “First Amended Securities Complaint”) on behalf of all purchasers or acquirers of Amedisys’ securities between August 2, 2005 and September 30, 2011. The First Amended Securities Complaint alleges that the Company and seven individual defendants violated Section 10(b), Section 20(a), and Rule 10b-5 of the Securities Exchange Act of 1934 by materially misrepresenting the Company’s financial results and concealing a scheme to obtain higher Medicare reimbursements and additional patient referrals by (1) providing medically unnecessary care to patients, including certifying and re-certifying patients for medically unnecessary 60-day treatment episodes; (2) implementing clinical tracks such as “Balanced for Life” and wound care programs that provided a pre-set number of therapy visits irrespective of medical need; (3) “upcoding” patients’ Medicare forms to attribute a “primary diagnosis” to a medical condition associated with higher billing rates; and (4) providing improper and illegal remuneration to physicians to obtain patient certifications or re-certifications. The First Amended Securities Complaint sought certification of the case as a class action and an unspecified amount of damages, as well as interest and an award of attorneys’ fees. On June 12, 2017, the Company reached an agreement-in-principle to settle this matter. All parties to the action executed a binding term sheet that, subject to final documentation and court approval, provided in part for a settlement payment of approximately $43.7 million , and the dismissal with prejudice of the litigation. Approximately $15.0 million of the settlement amount was paid by the Company’s insurance carriers. The net of these two amounts, $28.7 million , was recorded as a charge in our consolidated statements of operations and paid with cash on hand during 2017. On December 19, 2017, the Court entered the final order and judgment on the case. Other Investigative Matters – Ongoing Corporate Integrity Agreement On April 23, 2014, with no admissions of liability on our part, we entered into a settlement agreement with the U.S. Department of Justice relating to certain of our clinical and business operations. Concurrently with our entry into this agreement, we entered into a corporate integrity agreement (“CIA”) with the Office of Inspector General-HHS (“OIG”). The CIA formalizes various aspects of our already existing ethics and compliance programs and contains other requirements designed to help ensure our ongoing compliance with federal health care program requirements. Among other things, the CIA requires us to maintain our existing compliance program, executive compliance committee and compliance committee of the Board of Directors; provide certain compliance training; continue screening new and current employees to ensure they are eligible to participate in federal health care programs; engage an independent review organization to perform certain audits and reviews and prepare certain reports regarding our compliance with federal health care programs, our billing submissions to federal health care programs and our compliance and risk mitigation programs; and provide certain reports and management certifications to the OIG. Additionally, the CIA specifically requires that we report substantial overpayments that we discover we have received from federal health care programs, as well as probable violations of federal health care laws. Upon breach of the CIA, we could become liable for payment of certain stipulated penalties, or could be excluded from participation in federal health care programs. The corporate integrity agreement has a term of five years . Idaho and Wyoming Self-Report During 2016, the Company engaged an independent auditing firm to perform a clinical audit of the hospice care centers acquired by Frontier Home Health and Hospice in April 2014. As of December 31, 2018, we have recorded $1.3 million to accrued expenses in our consolidated balance sheet related to this matter. Other Investigative Matters – Settled Corporate Integrity Agreement During the course of our compliance with the CIA, the Company identified several reportable events and notified the OIG as required. As of December 31, 2015, the Company had an accrual of $4.7 million for these matters. On May 5, 2016, the company entered into a settlement agreement with the OIG and the matters were fully resolved for $4.7 million ; this amount was paid during the three-month period ended June 30, 2016. Third Party Audits – Ongoing From time to time, in the ordinary course of business, we are subject to audits under various governmental programs in which third party firms engaged by the Centers for Medicare and Medicaid Services (“CMS”) conduct extensive review of claims data to identify potential improper payments. In July 2010, our subsidiary that provides hospice services in Florence, South Carolina received from a Zone Program Integrity Contractor (“ZPIC”) a request for records regarding a sample of 30 beneficiaries who received services from the subsidiary during the period of January 1, 2008 through March 31, 2010 (the “Review Period”) to determine whether the underlying services met pertinent Medicare payment requirements. We acquired the hospice operations subject to this review on August 1, 2009; the Review Period covers time periods both before and after our ownership of these hospice operations. Based on the ZPIC’s findings for 16 beneficiaries, which were extrapolated to all claims for hospice services provided by the Florence subsidiary billed during the Review Period, on June 6, 2011, the Medicare Administrative Contractor ("MAC") for the subsidiary issued a notice of overpayment seeking recovery from our subsidiary of an alleged overpayment. We dispute these findings, and our Florence subsidiary has filed appeals through the Original Medicare Standard Appeals Process, in which we are seeking to have those findings overturned. An administrative law judge ("ALJ") hearing was held in early January 2015. On January 18, 2016, we received a letter dated January 6, 2016 referencing the ALJ hearing decision for the overpayment issued on June 6, 2011. The decision was partially favorable with a new overpayment amount of $3.7 million with a balance owed of $5.6 million including interest based on 9 disputed claims (originally 16 ). We filed an appeal to the Medicare Appeals Council on the remaining 9 disputed claims and also argued that the statistical method used to select the sample was not valid. No assurances can be given as to the timing or outcome of the Medicare Appeals Council decision. As of December 31, 2018, Medicare has withheld payments of $5.7 million (including additional interest) as part of their standard procedures once this level of the appeal process has been reached. In the event we are not able to recoup this alleged overpayment, we are entitled to be indemnified by the prior owners of the hospice operations for amounts relating to the period prior to August 1, 2009. On January 10, 2019, an arbitration panel from the American Health Lawyers Association determined that the prior owners' liability for their indemnification obligation was $2.8 million . Accordingly, the Company reduced its indemnity receivable from $4.9 million to $2.8 million . The $2.1 million impact was recorded to general and administrative expenses, other within our consolidated statements of operations. As of December 31, 2018, we have an indemnity receivable of approximately $2.8 million for the amount withheld related to the period prior to August 1, 2009. In July 2016, the Company received a request for medical records from SafeGuard Services, L.L.C (“SafeGuard”), a ZPIC, related to services provided by some of the care centers that the Company acquired from Infinity Home Care, L.L.C. The review period covers time periods both before and after our ownership of the care centers, which were acquired on December 31, 2015. In August 2017, the Company received Requests for Repayment from Palmetto GBA, LLC (“Palmetto”) regarding Infinity Home Care of Lakeland, LLC, (“Lakeland Care Centers”) and Infinity Home Care of Pinellas, LLC, (“Clearwater Care Center”). The Palmetto letters are based on a statistical extrapolation performed by SafeGuard which alleged an overpayment of $34.0 million for the Lakeland Care Centers on a universe of 72 Medicare claims totaling $0.2 million in actual claims payments using a 100% error rate and an overpayment of $4.8 million for the Clearwater Care Center on a universe of 70 Medicare claims totaling $0.2 million in actual claims payments using a 100% error rate. The Lakeland Request for Repayment covers claims between January 2, 2014 and September 13, 2016. The Clearwater Request for Repayment covers claims between January 2, 2015 and December 9, 2016. As a result of partially successful Level I and Level II Administrative Appeals, the alleged overpayment for the Lakeland Care Centers has been reduced to $ 26.0 million and the alleged overpayment for the Clearwater Care Center has been reduced to $3.3 million . The Company has now filed Level III Administrative Appeals, and will continue to vigorously pursue its appeal rights, which include contesting the methodology used by the ZPIC contractor to perform statistical extrapolation. The Company is contractually entitled to indemnification by the prior owners for all claims prior to December 31, 2015, for up to $12.6 million . At this stage of the review, based on the information currently available to the Company, the Company cannot predict the timing or outcome of this review. The Company estimates a low-end potential range of loss related to this review of $6.5 million (assuming the Company is successful in seeking indemnity from the prior owners and unsuccessful in demonstrating that the extrapolation method used by SafeGuard was erroneous). The Company has reduced its high-end potential range of loss from $38.8 million (the maximum amount Palmetto claims has been overpaid for both the Lakeland Care Centers and the Clearwater Care Center, of which amount $12.6 million is subject to indemnification by the prior owners) to $29.3 million based on the partial success achieved by the Company in prosecuting its Level I and II Administrative Appeals. As of December 31, 2018, we have an accrued liability of approximately $17.4 million related to this matter. We expect to be indemnified by the prior owners for approximately $10.9 million of the total $12.6 million available indemnification related to this matter and have recorded this amount within other assets in our consolidated balance sheet as of December 31, 2018. The net of these two amounts, $6.5 million , was recorded as a reduction in revenue in our consolidated statements of operations during 2017. As of December 31, 2018, $1.5 million of net receivables have been impacted by this payment suspension. Compliance From time to time, the Company performs internal reviews of claims data to identify potential improper payments. Any overpayments are recorded as a reduction in revenue in our consolidated statements of operations. As of December 31, 2018, we have recorded $5.6 million to accrued expenses in our consolidated balance sheet as a result of these reviews. Operating Leases We have leased office space at various locations under non-cancelable agreements that expire between 2019 and 2028, and require various minimum annual rentals. Our operating leases are for lease terms of one to ten years and may include, in addition to base rental amounts, certain landlord pass-through costs for our pro-rata share of the lessor’s real estate taxes, utilities and common area maintenance costs. Some of our operating leases contain escalation clauses, in which annual minimum base rentals increase over the term of the lease. Total minimum rental commitments for leased office space as of December 31, 2018 are as follows (amounts in millions): 2019 $ 23.3 2020 18.7 2021 13.2 2022 8.5 2023 5.2 Future years 9.8 Total $ 78.7 Rent expense for non-cancelable operating leases was $27.8 million , $28.6 million and $27.5 million for 2018 , 2017 and 2016 , respectively. Insurance We are obligated for certain costs associated with our insurance programs, including employee health, workers’ compensation and professional liability. While we maintain various insurance programs to cover these risks, we are self-insured for a substantial portion of our potential claims. We recognize our obligations associated with these costs, up to specified deductible limits in the period in which a claim is incurred, including with respect to both reported claims and claims incurred but not reported. These costs have generally been estimated based on historical data of our claims experience. Such estimates, and the resulting reserves, are reviewed and updated by us on a quarterly basis. The following table presents details of our insurance programs, including amounts accrued for the periods indicated (amounts in millions) in accrued expenses in our accompanying balance sheets. The amounts accrued below represent our total estimated liability for individual claims that are less than our noted insurance coverage amounts, which can include outstanding claims and claims incurred but not reported. As of December 31, Type of Insurance 2018 2017 Health insurance $ 12.4 $ 14.1 Workers’ compensation 30.9 29.3 Professional liability 4.3 4.3 47.6 47.7 Less: long-term portion (1.1 ) (1.2 ) $ 46.5 $ 46.5 Our health insurance has an exposure limit of $1.0 million for any individual covered life. Our workers compensation insurance has a retention limit of $0.5 million per incident and our professional liability insurance has a retention limit of $0.3 million per incident. Effective January 1, 2019, our workers compensation insurance retention limit will increase to $1.0 million per incident. Severance We have commitments related to our Key Executive Severance Plan applicable to a number of our senior executives, as well as the employment agreement entered into with our Chief Executive Officer, each of which generally commit us to pay severance benefits under certain circumstances. Other We are subject to various other types of claims and disputes arising in the ordinary course of our business. While the resolution of such issues is not presently determinable, we believe that the ultimate resolution of such matters will not have a significant effect on our consolidated financial condition, results of operations and cash flows. |
EMPLOYEE BENEFIT PLANS
EMPLOYEE BENEFIT PLANS | 12 Months Ended |
Dec. 31, 2018 | |
Retirement Benefits [Abstract] | |
EMPLOYEE BENEFIT PLANS | EMPLOYEE BENEFIT PLANS 401(k) Benefit Plan We maintain a plan qualified under Section 401(k) of the Internal Revenue Code for all employees who have reached 21 years of age, effective the first month after hire date. Under the plan, eligible employees may elect to defer a portion of their compensation, subject to Internal Revenue Service limits. Effective January 1, 2017, our match of contributions to be made to each eligible employee contribution is $0.44 for every $1.00 contributed up to the first 6% of their salary. During 2016 , our match of contributions to be made to each eligible employee contribution was $0.375 for every $1.00 contributed up to the first 6% of their salary. The match is discretionary and thus is subject to change at the discretion of management. These contributions are made in the form of our common stock, valued based upon the fair value of the stock as of the end of each calendar quarter end. We expensed approximately $9.0 million , $8.8 million and $6.9 million related to our 401(k) benefit plan for 2018 , 2017 and 2016 , respectively. Deferred Compensation Plan We had a Deferred Compensation Plan for additional tax-deferred savings for a select group of management or highly compensated employees. Amounts credited under the Deferred Compensation Plan were funded into a rabbi trust, which is managed by a trustee. The trustee has the discretion to manage the assets of the Deferred Compensation Plan as deemed fit, thus, the assets are not necessarily reflective of the same investment choices that would have been made by the participants. Effective January 1, 2015, all prospective salary deferrals ceased. Participants will be allowed to make transactions with any remaining account balances as they wish per plan guidelines. |
SHARE REPURCHASE
SHARE REPURCHASE | 12 Months Ended |
Dec. 31, 2018 | |
Equity [Abstract] | |
SHARE REPURCHASE | SHARE REPURCHASE 2018 Share Repurchase On June 4, 2018, we purchased 2,418,304 of our common shares from affiliates of KKR Credit Advisors (US) LLC ("KKR"), representing one-half of KKR's holdings in the Company and 7.1% of the aggregate outstanding shares of the Company's common stock for a total purchase price of $181.4 million including related direct costs. The Company repurchased the shares at $73.96 which represents 96% of the closing stock price of the Company's common stock on June 4, 2018. The repurchased shares are classified as treasury shares. Stock Repurchase Program On September 9, 2015, we announced that our Board of Directors authorized a stock repurchase program allowing for the repurchase of up to $75 million of our outstanding common stock on or before September 6, 2016 , the date on which the stock repurchase program expired. Under the terms of the program, we were allowed to repurchase shares from time to time in open market transactions, block purchases or in private transactions in accordance with applicable federal securities laws and other legal requirements. We were allowed to enter into Rule 10b5-1 plans to effect some or all of the repurchases. The timing and the amount of the repurchases were determined by management based on a number of factors, including but not limited to share price, trading volume and general market conditions, as well as on working capital requirements, general business conditions and other factors. Pursuant to this program, we repurchased 324,141 shares of our common stock at a weighted average price of $37.96 per share and a total cost of approximately $12.3 million during 2016 and 116,859 shares of our common stock at a weighted average price of $39.20 per share and a total cost of approximately $4.6 million during 2015. The repurchased shares are classified as treasury shares. |
EXIT AND RESTRUCTURING ACTIVITI
EXIT AND RESTRUCTURING ACTIVITIES | 12 Months Ended |
Dec. 31, 2018 | |
Restructuring and Related Activities [Abstract] | |
EXIT AND RESTRUCTURING ACTIVITIES | EXIT AND RESTRUCTURING ACTIVITIES During 2017, we closed four Florida home health care centers, consolidated another three Florida home health care centers with care centers servicing the same markets and implemented a plan to restructure our home health division. As a result of these actions, we recorded non-cash charges of $1.3 million in asset impairment expense related to the write-off of intangible assets, $0.6 million in other general and administrative expenses related to lease termination costs and $3.0 million in salaries and benefits related to severance costs which was offset by a reduction in non-cash compensation of approximately $1.0 million within our consolidated statements of operations for 2017. Our reserve activity for our 2017 exit and restructuring activity is as follows (amounts in millions): 2017 Exit Activity Lease Termination Severance Balances at December 31, 2016 $ — $ — Charge in 2017 0.6 3.0 Cash expenditures in 2017 — (0.7 ) Balances at December 31, 2017 0.6 2.3 Charge in 2018 — — Cash expenditures in 2018 (0.5 ) (2.3 ) Balances at December 31, 2018 $ 0.1 $ — |
SEGMENT INFORMATION
SEGMENT INFORMATION | 12 Months Ended |
Dec. 31, 2018 | |
Segment Reporting [Abstract] | |
SEGMENT INFORMATION | SEGMENT INFORMATION Our operations involve servicing patients through our three reportable business segments: home health, hospice and personal care. Our home health segment delivers a wide range of services in the homes of individuals who may be recovering from surgery, have a chronic disability or terminal illness or need assistance with the essential activities of daily living. Our hospice segment provides palliative care and comfort to terminally ill patients and their families. Our personal care segment, which was established with the acquisition of Associated Home Care during the three-month period ended March 31, 2016, provides patients with assistance with the essential activities of daily living. The “other” column in the following tables consists of costs relating to executive management and administrative support functions, primarily information services, accounting, finance, billing and collections, legal, compliance, risk management, procurement, marketing, clinical administration, training, human resources and administration. During 2018, management revised its measurement of the personal care segment's operating income (loss) to exclude certain expenses that were not directly attributable to the support of the segment, but rather a corporate support function. Prior periods have been restated to conform to the current presentation. Management evaluates performance and allocates resources based on the operating income of the reportable segments, which includes an allocation of corporate expenses directly attributable to the specific segment and includes revenues and all other costs directly attributable to the specific segment. Segment assets are not reviewed by the company’s chief operating decision maker and therefore are not disclosed below (amounts in millions). For the Year Ended December 31, 2018 Home Health Hospice Personal Care Other Total Net service revenue $ 1,174.5 $ 410.9 $ 77.2 $ — $ 1,662.6 Cost of service, excluding depreciation and amortization 722.1 212.0 58.8 — 992.9 General and administrative expenses 276.3 84.6 12.8 127.6 501.3 Depreciation and amortization 3.5 1.1 0.3 8.4 13.3 Operating expenses 1,001.9 297.7 71.9 136.0 1,507.5 Operating income (loss) $ 172.6 $ 113.2 $ 5.3 $ (136.0 ) $ 155.1 For the Year Ended December 31, 2017 Home Health Hospice Personal Care Other Total Net service revenue $ 1,083.9 $ 367.8 $ 59.6 $ — $ 1,511.3 Cost of service, excluding depreciation and amortization 670.9 187.5 45.0 — 903.4 General and administrative expenses 278.4 76.6 9.5 117.8 482.3 Depreciation and amortization 3.5 0.9 0.2 12.5 17.1 Securities Class Action Lawsuit settlement, net — — — 28.7 28.7 Asset impairment charge 1.3 — — — 1.3 Operating expenses 954.1 265.0 54.7 159.0 1,432.8 Operating income (loss) $ 129.8 $ 102.8 $ 4.9 $ (159.0 ) $ 78.5 For the Year Ended December 31, 2016 Home Health Hospice Personal Care Other Total Net service revenue $ 1,071.7 $ 311.9 $ 35.7 $ — $ 1,419.3 Cost of service, excluding depreciation and amortization 643.7 164.5 26.3 — 834.5 General and administrative expenses 283.4 70.2 5.8 144.0 503.4 Depreciation and amortization 6.0 1.3 — 12.4 19.7 Asset impairment charge — — — 4.4 4.4 Operating expenses 933.1 236.0 32.1 160.8 1,362.0 Operating income (loss) $ 138.6 $ 75.9 $ 3.6 $ (160.8 ) $ 57.3 |
UNAUDITED SUMMARIZED QUARTERLY
UNAUDITED SUMMARIZED QUARTERLY FINANCIAL INFORMATION | 12 Months Ended |
Dec. 31, 2018 | |
Quarterly Financial Information Disclosure [Abstract] | |
UNAUDITED SUMMARIZED QUARTERLY FINANCIAL INFORMATION | UNAUDITED SUMMARIZED QUARTERLY FINANCIAL INFORMATION Net Income (Loss) Attributable to Amedisys, Inc. Common Stockholders (1) Revenue Net Income (Loss) Attributable to Amedisys, Inc. Basic Diluted 2018 1st Quarter $ 399.3 $ 27.2 $ 0.80 $ 0.79 2nd Quarter 411.6 33.3 1.00 0.98 3rd Quarter 417.3 31.4 0.99 0.96 4th Quarter 434.4 27.5 0.86 0.84 $ 1,662.6 $ 119.3 $ 3.64 $ 3.55 2017 1st Quarter $ 364.7 $ 15.1 $ 0.45 $ 0.44 2nd Quarter (2) 374.9 4.5 0.13 0.13 3rd Quarter 373.7 14.6 0.43 0.42 4th Quarter (3) 398.0 (3.8 ) (0.11 ) (0.11 ) $ 1,511.3 $ 30.3 $ 0.90 $ 0.88 (1) Because of the method used in calculating per share data, the quarterly per share data may not necessarily total to the per share data as computed for the entire year. (2) During the second quarter of 2017, we incurred certain costs associated with the Securities Class Action Lawsuit settlement. Net of income taxes, the costs amounted to $18.0 million for the three-month period ended June 30, 2017. (3) During the fourth quarter of 2017, we recorded a charge of $21.4 million , net of income taxes as the result of the enactment of H.R. 1 (Tax Cuts and Jobs Act). |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 12 Months Ended |
Dec. 31, 2018 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | RELATED PARTY TRANSACTIONS On June 4, 2018, we purchased 2,418,304 of our common shares from affiliates of KKR Credit Advisors (US) LLC ("KKR"), representing one-half of KKR's holdings in the Company and 7.1% of the aggregate outstanding shares of the Company's common stock for a total purchase price of $181.4 million including related direct costs. The Company repurchased the shares at $73.96 which represents 96% of the closing stock price of the Company's common stock on June 4, 2018. At the time of the transaction, KKR held approximately 14.2% of the Company's outstanding shares of common stock. On November 20, 2015, we engaged KKR Consulting, LLC (“KKR Capstone”), a consulting company of operational professionals that works exclusively with portfolio companies of Kohlberg Kravis Roberts & Co. Nathaniel M. Zilkha, a member of our Board of Directors, is a member of KKR Management, LLC, which is an affiliate of KKR Asset Management LLC (“KAM”), a substantial stockholder of our Company, and an affiliate of Kohlberg Kravis Roberts & Co. During 2016, we incurred costs of approximately $1.6 million related to consulting services provided to the Company in the ordinary course of business. Mr. Zilkha did not receive any direct compensation or direct financial benefit from the engagement of KKR Capstone. Effective October 22, 2015, we entered into a contract for telemonitoring services with Care Innovations, LLC (“Care Innovations”). At that time, Paul Kusserow, our President and Chief Executive Officer, was a member of the Advisory Board to Care Innovations. In connection with our contract for telemonitoring services for the Company, Care Innovations was to receive an annual fee of approximately $1.8 million . During 2016, we incurred costs of approximately $1.5 million related to this related party engagement. We did not incur any additional costs related to this engagement during 2017 or 2018. Mr. Kusserow did not receive any direct compensation or direct financial benefit from the engagement of Care Innovations as our telemonitoring partner and no longer serves as a member of Care Innovations' Advisory Board. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 12 Months Ended |
Dec. 31, 2018 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | SUBSEQUENT EVENTS Acquisitions On February 1, 2019, we acquired Compassionate Care Hospice ("CCH"), a national hospice care provider headquartered in New Jersey, for a purchase price of $340 million , which is inclusive of approximately $50 million in payments related to a tax asset and working capital. On February 14, 2019, we signed a definitive agreement to acquire the assets of RoseRock Healthcare, an Oklahoma based hospice provider for a purchase price of $17.5 million . First Amendment to Amended and Restated Credit Agreement On February 4, 2019, we entered into the First Amendment to the Credit Agreement (as amended by the First Amendment, the “Amended Credit Agreement”). The Amended Credit Agreement provides for a senior secured credit facility in an initial aggregate principal amount of up to $725 million , which includes the $550 million Revolving Credit Facility under the Credit Agreement, and a term loan facility in the principal amount of up to $175 million (the “Term Loan Facility” and collectively with the Revolving Credit Facility, the “Credit Facility”), which was added by the First Amendment. We borrowed the entire principal amount of the Term Loan Facility on February 4, 2019 in order to fund a portion of the purchase price of the CCH acquisition, with the remainder of the purchase price and associated transactional fees and expenses funded by proceeds from the Revolving Credit Facility. The loans issued under the Credit Facility bear interest on a per annum basis, at our election, at either (i) the Base Rate plus an Applicable Rate or (ii) the Eurodollar Rate plus an Applicable Rate. The Amended Credit Agreement provides for an Applicable Rate that is 0.25% lower than the rate provided in the Credit Agreement. As a result, the current Applicable Rate for Base Rate loans and Eurodollar Rate loans is equal to 0.50% per annum and 1.50% per annum, respectively. We are also subject to a commitment fee and letter of credit fee under the terms of the Amended Credit Agreement, as presented in the table below. Consolidated Leverage Ratio Base Rate Loans Eurodollar Rate Loans Commitment Fee Letter of Credit Fee ≥ 3.00 to 1.0 1.00 % 2.00 % 0.35 % 1.75 % < 3.00 to 1.0 but ≥ 2.00 to 1.0 0.75 % 1.75 % 0.30 % 1.50 % < 2.00 to 1.0 but ≥ 0.75 to 1.0 0.50 % 1.50 % 0.25 % 1.25 % < 0.75 to 1.0 0.25 % 1.25 % 0.20 % 1.00 % The final maturity date of the Credit Facility is February 4, 2024. The Revolving Facility will terminate and be due and payable as of the final maturity date. The Term Loan Facility, however, is subject to quarterly amortization of principal in the amount of (i) 0.625% for the period commencing on February 4, 2019 and ending on March 31, 2020, (ii) 1.250% for the period commencing on April 1, 2020 and ending on March 31, 2023, and (iii) 1.875% for the period commencing on April 1, 2023 and ending on February 4, 2024. The remaining balance of the Term Loan Facility must be paid upon the final maturity date. In addition to the scheduled amortization of the Term Loan Facility, and subject to customary exceptions and reinvestment rights, we are required to prepay the Term Loan Facility, first, and the Revolving Credit Facility, second, with 100% of all net cash proceeds received by any loan party or any subsidiary thereof in connection with (a) any asset sale or disposition where such loan party receives net cash proceeds in excess of $5 million or (b) any debt issuance that is not permitted under the Amended Credit Agreement. Joinder Agreement In connection with the CCH acquisition, we entered into a Joinder Agreement, dated as of February 4, 2019, pursuant to which CCH and its subsidiaries were made parties to, and became subject to the terms and conditions of, the Amended Credit Agreement, the Amended and Restated Security Agreement, dated as of June 29, 2018, and the Amended and Restated Pledge Agreement, dated as of June 29, 2018. Pursuant to the Joinder, the Amended and Restated Security Agreement, and the Amended and Restated Pledge Agreement, CCH and its subsidiaries granted in favor of the Administrative Agent a first lien security interest in substantially all of their personal property assets and pledged to the Administrative Agent each of their respective subsidiaries’ issued and outstanding equity interests. CCH and its subsidiaries also guaranteed our obligations, whether now existing or arising after the effective date of the Joinder, under the Amended Credit Agreement pursuant to the terms of the Joinder and the Amended Credit Agreement. Stock Repurchase Program On February 25, 2019, we announced that our Board of Directors authorized a stock repurchase program, under which we may repurchase up to $100 million of our outstanding common stock through March 1, 2020 . |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Dec. 31, 2018 | |
Accounting Policies [Abstract] | |
Recently Issued Accounting Pronouncements | Recently Adopted Accounting Pronouncements On January 1, 2018, the Company adopted Accounting Standards Update (“ASU”) 2014-09, Revenue from Contracts with Customers (Topic 606) and ASU 2015-14, Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date (collectively, "ASC 606"), the new accounting standards issued by the Financial Accounting Standards Board ("FASB") on revenue recognition, using the full retrospective method. ASC 606 outlines a single comprehensive model to use in accounting for revenue arising from contracts with customers. The standards supersede existing revenue recognition requirements and eliminate most industry-specific guidance from U.S. Generally Accepted Accounting Principles ("U.S. GAAP"). The core principle of the revenue recognition standard is to require an entity to recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which it expects to be entitled in exchange for those goods or services. As a result of the Company's adoption of ASC 606, the revenue and related estimated uncollectible amounts owed to us by non-Medicare payors that were historically classified as provision for doubtful accounts are now considered a price concession in determining net service revenue. Accordingly, the Company reports uncollectible balances due from third-party payors and uncollectible balances associated with patient responsibility as a reduction of the transaction price and therefore, as a reduction in net service revenue (or as it relates to Hospice room and board, an increase in cost of service, excluding depreciation and amortization) when historically these amounts were classified as provision for doubtful accounts within operating expenses within our consolidated statements of operations. In addition, the adoption of ASC 606 resulted in increased disclosure, including qualitative and quantitative disclosures about the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with customers. In January 2017, the FASB issued ASU 2017-01, Business Combinations (Topic 805): Clarifying the Definition of a Business , which provides guidance to assist entities with evaluating whether transactions should be accounted for as an acquisition (or disposal) of assets or a business. The ASU is effective for annual and interim periods beginning after December 15, 2017. We adopted this ASU effective January 1, 2018, on a prospective basis. The impact on our consolidated financial statements and related disclosures will depend on the facts and circumstances of any specific future transactions as evaluated under the new framework. In January 2017, the FASB issued ASU 2017-04, Intangibles - Goodwill and Other (Topic 350) - Simplifying the Test for Goodwill Impairment , which eliminates the requirement to calculate the implied fair value of goodwill to measure a goodwill impairment charge (Step 2 of the goodwill impairment test). Instead, impairment will be measured using the difference between the carrying amount and the fair value of the reporting unit. The ASU is effective for annual and interim periods beginning after December 15, 2019. Early adoption is permitted. We adopted this ASU effective January 1, 2018, on a prospective basis and will apply this guidance to our future tests of goodwill impairment. In August 2016, the FASB issued ASU 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments , which provides specific guidance on eight cash flow classification issues not specifically addressed by U.S. GAAP. The ASU is effective for annual and interim periods beginning after December 15, 2017. The standard should be applied using a retrospective transition method unless it is impractical to do so for some of the issues. In such case, the amendments for those issues would be applied prospectively as of the earliest date practicable. Our adoption of this standard on January 1, 2018, using a retrospective transition method for each period presented, did not have an effect on our consolidated financial statements. In March 2016, the FASB issued ASU 2016-09, Compensation – Stock Compensation (Topic 718): Improvement to Employee Share-Based Payment Accounting , which simplified the accounting for share-based payment award transactions, including income tax consequences, classification of awards as either equity or liability, and classification within the statement of cash flows. The ASU was effective for annual and interim periods beginning after December 15, 2016. We adopted this ASU effective January 1, 2017, and as a result, we recorded a $0.4 million increase to our non-current deferred tax asset and retained earnings for tax benefits that were not previously recognized under the prior rules. Additionally, on a prospective basis, we recorded excess tax benefits as a discrete item in our income tax provision within our consolidated statements of operations. We recorded excess tax benefits of $3.2 million within our consolidated statements of operations for the year ended December 31, 2017. Historically, these amounts were recorded as additional paid-in capital in our consolidated balance sheet. We also elected to prospectively apply the change to the presentation of cash payments made to taxing authorities on the employees' behalf for shares withheld upon stock vesting within our consolidated statements of cash flows for the year ended December 31, 2017. We have also elected to continue our current policy of estimating forfeitures of stock-based compensation awards at grant date and revising in subsequent periods to reflect actual forfeitures. Recently Issued Accounting Pronouncements In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842), which requires lessees to recognize a lease liability and right-of-use asset ("ROU asset") for all leases with a term greater than twelve months and to disclose key information about leasing arrangements. Topic 842 was subsequently amended by ASU 2018-01, Land Easement Practical Expedient for Transition to Topic 842 ; ASU 2018-10, Codification Improvements to Topic 842, Leases ; and ASU 2018-11, Targeted Improvements (collectively, "Topic 842"). Under Topic 842, leases will be classified as either financing or operating. The classification will determine the pattern of expense recognition and classification within the income statement. Topic 842 is effective for us on January 1, 2019, with early adoption permitted. We expect to adopt the new standard on the effective date using a modified retrospective transition approach, which requires the new standard to be applied to all leases existing at the date of initial application. An entity may choose to use either (1) its effective date or (2) the beginning of the earliest comparative period presented in the financial statements as its date of initial application. We will use the effective date as our date of initial application. Consequently, financial information will not be updated and the disclosures required under the new standard will not be provided for dates and periods before January 1, 2019. The new standard provides several optional practical expedients that can be adopted at transition. We expect to elect the "package of practical expedients," which allows us to not reassess our prior conclusions regarding lease identification, lease classification and initial direct costs. We do not expect to elect the use-of-hindsight or the practical expedient pertaining to land easements; the latter not being applicable to us. We expect adoption of this standard to have a material effect on our financial statements. We are still evaluating the overall impact of adoption; however, we currently believe the most significant effects relate to (1) the recognition of new ROU assets and lease liabilities on our balance sheet for our real estate and fleet operating leases; and (2) significant new disclosures about our leasing activities. We do not expect a significant change in our leasing activities between now and adoption. On adoption, we are expecting to recognize additional operating liabilities of approximately $80 million , with corresponding ROU assets of approximately the same amount, based on the present value of the remaining minimum rental payments under current leasing arrangements for our existing operating leases. The new standard also provides practical expedients for an entity’s ongoing accounting. We are planning to elect the practical expedient that allows us to not separate lease and non-lease components for all of our leases. We are also planning to apply the short-term lease recognition exemption to certain information technology leases; therefore, we will not recognize ROU assets and lease liabilities for these leases. |
Use of Estimates | Use of Estimates Our accounting and reporting policies conform with U.S. GAAP. In preparing the consolidated financial statements, we are required to make estimates and assumptions that impact the amounts reported in the consolidated financial statements and accompanying notes. Actual results could materially differ from those estimates. |
Reclassifications and Comparability | Reclassifications and Comparability Certain reclassifications have been made to prior periods’ financial statements in order to conform to the current period’s presentation. |
Principles of Consolidation | Principles of Consolidation These consolidated financial statements include the accounts of Amedisys, Inc., and our wholly owned subsidiaries. All significant intercompany accounts and transactions have been eliminated in our accompanying consolidated financial statements, and business combinations accounted for as purchases have been included in our consolidated financial statements from their respective dates of acquisition. In addition to our wholly owned subsidiaries, we also have certain equity investments that are accounted for as set forth below. |
Investments | Investments We consolidate investments when the entity is a variable interest entity and we are the primary beneficiary or if we have controlling interests in the entity, which is generally ownership in excess of 50% . Third party equity interests in our consolidated joint ventures are reflected as noncontrolling interests in our consolidated financial statements. During 2016, we sold a 30% interest in one of our care centers while maintaining a controlling interest in the newly formed joint venture; we repurchased the 30% interest during 2018. We account for investments in entities in which we have the ability to exercise significant influence under the equity method if we hold 50% or less of the voting stock and the entity is not a variable interest entity in which we are the primary beneficiary. During 2018, we made a $7.0 million investment in a healthcare analytics company; this investment will be accounted for under the equity method. The book value of investments that we account for under the equity method of accounting is $35.1 million and $26.4 million as of December 31, 2018 and 2017 , respectively and is reflected in other assets within our consolidated balance sheets. We account for investments in entities in which we have less than a 20% ownership interest under the cost method of accounting if we do not have the ability to exercise significant influence over the investee. |
Revenue Recognition | Revenue Recognition Our adoption of ASC 606 on January 1, 2018, on a full retrospective basis, impacted the Company's previously reported results as follows (amounts in thousands): As Previously Reported Adjustment for the Adoption of ASC 606 As Adjusted As of December 31, 2017 Consolidated Balance Sheets Patient accounts receivable $ 201,196 $ — $ 201,196 Allowance for doubtful accounts $ 20,866 $ (20,866 ) $ — For the year ended December 31, 2017 Consolidated Statements of Operations Net service revenue $ 1,533,680 $ (22,408 ) $ 1,511,272 Cost of service, excluding depreciation and amortization $ 900,726 $ 2,651 $ 903,377 Provision for doubtful accounts $ 25,059 $ (25,059 ) $ — Net income attributable to Amedisys, Inc. $ 30,301 $ — $ 30,301 Consolidated Statements of Cash Flows Provision for doubtful accounts $ 25,059 $ (25,059 ) $ — Changes in operating assets and liabilities, net of impact of acquisitions: Patient accounts receivable $ (59,731 ) $ 25,059 $ (34,672 ) For the year ended December 31, 2016 Consolidated Statements of Operations Net service revenue $ 1,437,454 $ (18,193 ) $ 1,419,261 Cost of service, excluding depreciation and amortization $ 833,055 $ 1,326 $ 834,381 Provision for doubtful accounts $ 19,519 $ (19,519 ) $ — Net income attributable to Amedisys, Inc. $ 37,261 $ — $ 37,261 Consolidated Statements of Cash Flows Provision for doubtful accounts $ 19,519 $ (19,519 ) $ — Changes in operating assets and liabilities, net of impact of acquisitions: Patient accounts receivable $ (55,519 ) $ 19,519 $ (36,000 ) We account for revenue from contracts with customers in accordance with ASC 606, and as such, we recognize revenue in the period in which we satisfy our performance obligations under our contracts by transferring our promised services to our customers in amounts that reflect the consideration to which we expect to be entitled in exchange for providing patient care, which are the transaction prices allocated to the distinct services. The Company's cost of obtaining contracts is not material. Revenues are recognized as performance obligations are satisfied, which varies based on the nature of the services provided. Our performance obligation is the delivery of patient care services in accordance with the nature and frequency of services outlined in physicians' orders, which are determined by a physician based on a patient's specific goals. The Company's performance obligations relate to contracts with a duration of less than one year; therefore, the Company has elected to apply the optional exemption provided by ASC 606 and is not required to disclose the aggregate amount of the transaction price allocated to performance obligations that are unsatisfied or partially unsatisfied as of the end of the reporting period. The unsatisfied or partially unsatisfied performance obligations are generally completed when the patients are discharged, which generally occurs within days or weeks of the end of the reporting period. We determine the transaction price based on gross charges for services provided, reduced by estimates for explicit and implicit price concessions. Explicit price concessions include contractual adjustments provided to patients and third-party payors. Implicit price concessions include discounts provided to self-pay, uninsured patients or other payors, adjustments resulting from payment reviews and adjustments arising from our inability to obtain appropriate billing documentation, authorizations or face-to-face documentation. Subsequent changes to the estimate of the transaction price are recorded as adjustments to net service revenue in the period of change. Subsequent changes that are determined to be the result of an adverse change in the patient's ability to pay (i.e. change in credit risk) are recorded as a provision for doubtful accounts. Explicit price concessions are recorded for the difference between our standard rates and the contracted rates to be realized from patients, third party payors and others for services provided. Implicit price concessions are recorded for self-pay, uninsured patients and other payors by major payor class based on our historical collection experience, aged accounts receivable by payor and current economic conditions. The implicit price concession represents the difference between amounts billed and amounts we expect to collect based on our collection history with similar payors. The Company assesses its ability to collect for the healthcare services provided at the time of patient admission based on the Company's verification of the patient's insurance coverage under Medicare, Medicaid, and other commercial or managed care insurance programs. Medicare represents approximately 73% of the Company's consolidated net service revenue. Amounts due from third-party payors, primarily commercial health insurers and government programs (Medicare and Medicaid), include variable consideration for retroactive revenue adjustments due to settlements of audits and reviews. We determine our estimates for price concessions related to payment reviews based on our historical experience and success rates in the claim appeals and adjudication process. Revenue is recorded at amounts we estimate to be realizable for services provided. We determine our estimates for price concessions related to our inability to obtain appropriate billing documentation, authorizations, or face-to-face documentation based on our historical experience, which primarily includes a historical collection rate of over 99% on Medicare claims. Revenue by payor class as a percentage of total net service revenue is as follows: As of December 31, 2018 2017 2016 Home Health Medicare 50 % 53 % 58 % Home Health Non-Medicare - Episodic-based 9 % 8 % 6 % Home Health Non-Medicare - Non-episodic based 12 % 11 % 11 % Hospice Medicare 23 % 23 % 21 % Hospice Non-Medicare 1 % 1 % 1 % Personal Care 5 % 4 % 3 % 100 % 100 % 100 % Home Health Revenue Recognition Medicare Revenue Net service revenue is recorded under the Medicare prospective payment system (“PPS”) based on an established Federal Medicare home health episode payment rate, that is subject to adjustment based on certain variables including, but not limited to: (a) an outlier payment if a patient’s care was unusually costly (capped at 10% of total reimbursement per provider number); (b) a low utilization payment adjustment (“LUPA”) if the number of visits was four or fewer; (c) a partial payment if a patient transferred to another provider or we admitted a patient transferring from another provider before completing the episode; (d) a payment adjustment based upon the level of therapy services required (with various incremental adjustments made for additional visits, with larger payment increases associated with the sixth, fourteenth and twentieth visit thresholds); (e) the number of episodes of care provided to a patient, regardless of whether the same home health provider provided care for the entire series of episodes; (f) changes in the base episode payments established by the Medicare Program; and (g) adjustments to the base episode payments for case mix and geographic wages. Medicare rates are based on the severity of the patient's condition, service needs and goals, and other factors relating to the cost of providing services and supplies, bundled into an episode of care, not to exceed 60 days. An episode starts the first day a billable visit is performed and ends 60 days later or upon discharge, if earlier, with multiple continuous episodes allowed. The Medicare home health benefit requires that beneficiaries be homebound (meaning that the beneficiary is unable to leave their home without a considerable and taxing effort), require intermittent skilled nursing, physical therapy or speech therapy services, and receive treatment under a plan of care established and periodically reviewed by a physician. All Medicare contracts are required to have a signed plan of care which represents a single performance obligation, comprising of the delivery of a series of distinct services that are substantially similar and have a similar pattern of transfer to the customer. Accordingly, the Company accounts for the series of services ("episode") as a single performance obligation satisfied over time, as the customer simultaneously receives and consumes the benefits of the goods and services provided. Expected Medicare revenue per episode is recognized based on a pro-rated service output method, utilizing our historical average length of episode prior to discharge. The base episode payment can be adjusted based on each patient's health including clinical condition, functional abilities, and service needs, as well as for the applicable geographic wage index, low utilization, patient transfers and other factors. The services covered by the episode payment include all disciplines of care in addition to medical supplies. Medicare can also make various adjustments to payments received if we are unable to produce appropriate billing documentation or acceptable authorizations. In addition, we make adjustments to Medicare revenue if we find we are unable to obtain appropriate billing documentation, authorizations or face-to-face documentation. We estimate the impact of such adjustments based on our historical experience, which primarily includes a historical collection rate of over 99% on Medicare claims, and record this estimate during the period in which services are rendered as an estimated price concession and a corresponding reduction to patient accounts receivable. A portion of reimbursement from each Medicare episode is billed near the start of each episode, and cash is typically received before all services are rendered. The amount of revenue recognized for episodes of care which are incomplete at period end is based on the company's average percentage of days complete on episodes as of the end of the year. As of December 31, 2018 and 2017 , the difference between the cash received from Medicare for a request for anticipated payment (“RAP”) on episodes in progress and the associated estimated revenue was immaterial and, therefore, the resulting credits were recorded as a reduction to our outstanding patient accounts receivable in our consolidated balance sheets for such periods. Non-Medicare Revenue Episodic-based Revenue. We recognize revenue in a similar manner as we recognize Medicare revenue for episodic-based rates that are paid by other insurance carriers, including Medicare Advantage programs; however, these rates can vary based upon the negotiated terms which generally range from 90% to 100% of Medicare rates. Non-episodic based Revenue. Gross revenue is recorded on an accrual basis based upon the date of service at amounts equal to our established or estimated per-visit rates. Explicit price concessions are recorded for the difference between our standard rates and the contracted rates to be realized from patients, third parties and others for services provided and are deducted from gross revenue to determine net service revenue. We also make adjustments to non-episodic revenue for any implicit price concessions, based on historical experience, to reflect the estimated transaction price. We receive a minimal amount of our net service revenue from patients who are either self-insured or are obligated for an insurance co-payment. Hospice Revenue Recognition Hospice Medicare Revenue Gross revenue is recorded on an accrual basis based upon the date of service at amounts equal to the estimated payment rates. The estimated payment rates are predetermined daily or hourly rates for each of the four levels of care we deliver. The four levels of care are routine care, general inpatient care, continuous home care and respite care. Routine care accounted for 97% of our total net Medicare hospice service revenue for each of 2018 , 2017 and 2016 , respectively. There are two separate payment rates for routine care: payments for the first 60 days of care and care beyond 60 days. In addition to the two routine rates, we may also receive a service intensity add-on (“SIA”). The SIA is based on visits made in the last seven days of life by a registered nurse (“RN”) or medical social worker (“MSW”) for patients in a routine level of care. The performance obligation is the delivery of hospice services to the patient, as determined by a physician, each day the patient is on hospice care. We make adjustments to Medicare revenue for our inability to obtain appropriate billing documentation or acceptable authorizations and other reasons unrelated to credit risk. We estimate the impact of these adjustments based on our historical experience, which primarily includes a historical collection rate of over 99% on Medicare claims, and record it during the period services are rendered as an estimated price concession and as a reduction to our outstanding patient accounts receivable. Additionally, our hospice service revenue is subject to certain limitations on payments from Medicare which are considered variable consideration. We are subject to an inpatient cap limit and an overall Medicare payment cap for each provider number. We monitor these caps on a provider-by-provider basis and estimate amounts due back to Medicare if we estimate a cap has been exceeded. We record these adjustments as a reduction to revenue and an increase in accrued expenses within our consolidated balance sheet. Beginning for the cap year ending October 31, 2017, providers are required to self-report and pay their estimated cap liability by February 28th of the following year. As of December 31, 2018 , we have settled our Medicare hospice reimbursements for all fiscal years through October 31, 2012. As of December 31, 2018 , we have recorded $1.7 million for estimated amounts due back to Medicare in accrued expenses for the Federal cap years ended October 31, 2013 through September 30, 2019. As of December 31, 2017 , we had recorded $0.9 million for estimated amounts due back to Medicare in accrued expenses for the Federal cap years ended October 31, 2013 through September 30, 2018. Hospice Non-Medicare Revenue Gross revenue is recorded on an accrual basis based upon the date of service at amounts equal to our established rates or estimated per day rates, as applicable. Explicit price concessions are recorded for the difference between our established rates and the amounts estimated to be realizable from patients, third parties and others for services provided and are deducted from gross revenue to determine our net service revenue. We also make adjustments to non-Medicare revenue for any implicit price concessions, based on historical experience, to reflect the estimated transaction price. Personal Care Revenue Recognition Personal Care Revenue We generate net service revenues by providing our services directly to patients based on authorized hours, visits or units determined by the relevant agency, at a rate that is either contractual or fixed by legislation. Net service revenue is recognized at the time services are rendered based on gross charges for the services provided, reduced by estimates for price concessions. We receive payment for providing such services from payors, including state and local governmental agencies, managed care organizations, commercial insurers and private consumers. Payors include the following elder service agencies: Aging Services Access Points (ASAPs), Senior Care Options (SCOs), Program of All-Inclusive Care for the Elderly (PACE) and the Veterans Administration (VA). |
Cash and Cash Equivalents | Cash and Cash Equivalents Cash and cash equivalents include certificates of deposit and all highly liquid debt instruments with maturities of three months or less when purchased. |
Patient Accounts Receivable | Patient Accounts Receivable We report accounts receivable from services rendered at their estimated transaction price, which includes price concessions based on the amounts expected to be due from payors. Our patient accounts receivable are uncollateralized and consist of amounts due from Medicare, Medicaid, other third-party payors and patients. As of December 31, 2018 , there is no single payor, other than Medicare, that accounts for more than 10% of our total outstanding patient receivables. Thus, we believe there are no other significant concentrations of receivables that would subject us to any significant credit risk in the collection of our patient accounts receivable. We write off accounts on a monthly basis once we have exhausted our collection efforts and deem an account to be uncollectible. We believe the collectibility risk associated with our Medicare accounts, which represent 56% and 59% of our net patient accounts receivable at December 31, 2018 and December 31, 2017 , respectively, is limited due to our historical collection rate of over 99% from Medicare and the fact that Medicare is a U.S. government payor. We do not believe there are any significant concentrations of revenues from any payor that would subject us to any significant credit risk in the collection of our accounts receivable. Medicare Home Health For our home health patients, our pre-billing process includes verifying that we are eligible for payment from Medicare for the services that we provide to our patients. Our Medicare billing begins with a process to ensure that our billings are accurate through the utilization of an electronic Medicare claim review. We submit a RAP for 60% of our estimated payment for the initial episode at the start of care or 50% of the estimated payment for any subsequent episodes of care contiguous with the first episode for a particular patient. The full amount of the episode is billed after the episode has been completed (“final billed”). The RAP received for that particular episode is then deducted from our final payment. If a final bill is not submitted within the greater of 120 days from the start of the episode, or 60 days from the date the RAP was paid, any RAPs received for that episode will be recouped by Medicare from any other claims in process for that particular provider number. The RAP and final claim must then be resubmitted. Medicare Hospice For our hospice patients, our pre-billing process includes verifying that we are eligible for payment from Medicare for the services that we provide to our patients. Our Medicare billing begins with a process to ensure that our billings are accurate through the utilization of an electronic Medicare claim review. We bill Medicare on a monthly basis for the services provided to the patient. Non-Medicare Home Health, Hospice, and Personal Care For our non-Medicare patients, our pre-billing process primarily begins with verifying a patient’s eligibility for services with the applicable payor. Once the patient has been confirmed for eligibility, we will provide services to the patient and bill the applicable payor. Our review and evaluation of non-Medicare accounts receivable includes a detailed review of outstanding balances and special consideration to concentrations of receivables from particular payors or groups of payors with similar characteristics that would subject us to any significant credit risk. |
Property and Equipment | Property and Equipment Property and equipment is stated at cost and depreciated on a straight-line basis over the estimated useful lives of the assets or life of the lease, if shorter. Additionally, we have internally developed computer software for our own use. Additions and improvements (including interest costs for construction of qualifying long-lived assets) are capitalized. Maintenance and repair expenses are charged to expense as incurred. The cost of property and equipment sold or disposed of and the related accumulated depreciation are eliminated from the property and related accumulated depreciation accounts, and any gain or loss is credited or charged to other general and administrative expenses. We assess the impairment of a long-lived asset group whenever events or changes in circumstances indicate that the asset’s carrying value may not be recoverable. Factors we consider important that could trigger an impairment review include but are not limited to the following: • A significant change in the extent or manner in which the long-lived asset group is being used. • A significant change in the business climate that could affect the value of the long-lived asset group. • A significant change in the market value of the assets included in the asset group. If we determine that the carrying value of long-lived assets may not be recoverable, we compare the carrying value of the asset group to the undiscounted cash flows expected to be generated by the asset group. If the carrying value exceeds the undiscounted cash flows, an impairment charge is indicated. An impairment charge is recognized to the extent that the carrying value of the asset group exceeds its fair value. We generally provide for depreciation over the following estimated useful service lives. Years Building 39 Leasehold improvements Lesser of lease term or expected useful life Equipment and furniture 3 to 7 Vehicles 5 Computer software 3 to 5 Capital leases 3 During 2015, we began the transition of all our care centers from our proprietary operating system to Homecare Homebase (“HCHB”), a leading home health and hospice platform, with all of our care centers operating on HCHB as of December 31, 2016. As part of our conversion process, we determined that a number of assets (primarily laptops) were not compatible with HCHB and had no other alternative or secondary use. As a result, we recorded a non-cash asset impairment charge of $4.4 million to write-off these assets during the year ended December 31, 2016. During 2018, we reviewed the balances of our property and equipment and as a result, eliminated those asset balances and related accumulated depreciation for which the asset was no longer in service. The following table summarizes the balances related to our property and equipment for 2018 and 2017 (amounts in millions): As of December 31, 2018 2017 Building and leasehold improvements 8.7 7.8 Equipment and furniture 53.4 72.9 Capital leases 2.9 — Computer software 59.9 97.2 124.9 177.9 Less: accumulated depreciation (95.5 ) (146.8 ) $ 29.4 $ 31.1 Depreciation expense for 2018 , 2017 and 2016 was $10.8 million , $14.4 million and $17.2 million , respectively. |
Goodwill and Other Intangible Assets | Goodwill and Other Intangible Assets Goodwill represents the amount of the purchase price in excess of the fair values assigned to the underlying identifiable net assets of acquired businesses. Goodwill is not amortized, but is subject to an annual impairment test. Tests are performed more frequently if events occur or circumstances change that would more likely than not reduce the fair value of the reporting unit below its carrying amount. These events or circumstances include, but are not limited to, a significant adverse change in the business environment, regulatory environment or legal factors, or a substantial decline in the market capitalization of our stock. Each of our operating segments described in Note 13 – Segment Information is considered to represent an individual reporting unit for goodwill impairment testing purposes. We consider each of our home health care centers to constitute an individual business for which discrete financial information is available. However, since these care centers have substantially similar operating and economic characteristics and resource allocation and significant investment decisions concerning these businesses are centralized and the benefits broadly distributed, we have aggregated these care centers and deemed them to constitute a single reporting unit. We have applied this same aggregation principle to our hospice and personal-care care centers and have also deemed each of them to be a single reporting unit. During 2018 , we performed a qualitative assessment to determine if it is more likely than not that the fair value of the reporting units are less than their carrying values by evaluating relevant events and circumstances including financial performance, market conditions and share price. Based on this assessment, we did not record any goodwill impairment charges and none of the goodwill associated with our various reporting units was considered at risk of impairment as of October 31, 2018 . Since the date of our last annual goodwill impairment test, there have been no material developments, events, changes in operating performance or other circumstances that would cause management to believe it is more likely than not that the fair value of any of our reporting units would be less than their carrying amounts. Intangible assets consist of Certificates of Need, licenses, acquired names and non-compete agreements. We amortize non-compete agreements and acquired names that we do not intend to use in the future on a straight-line basis over their estimated useful lives, which is generally three years for non-compete agreements and up to five years for acquired names. Our indefinite-lived intangible assets are reviewed for impairment annually or more frequently if events occur or circumstances change that would more likely than not reduce the fair value of the intangible asset below its carrying amount. During 2018, we performed a qualitative assessment to determine that our indefinite-lived intangible assets were not impaired. There have been no material developments, events, changes in operating performance or other circumstances that would cause management to believe it is more likely than not that the fair value of any of our intangible assets would be less than their carrying amounts. |
Debt Issuance Costs | Debt Issuance Costs During 2018, we recorded an additional $2.4 million in deferred debt issuance costs as a reduction to long-term obligations, less current portion in our consolidated balance sheet in connection with our new Credit Agreement (See Note 6 - Long-Term Obligations). As of December 31, 2018 and 2017 , we had unamortized debt issuance costs of $3.5 million and $1.9 million , respectively, recorded as long-term obligations, less current portion in our accompanying consolidated balance sheets. We amortize deferred debt issuance costs related to our long-term obligations over the term of the obligation through interest expense, unless the debt is extinguished, in which case unamortized balances are immediately expensed. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The fair value hierarchy is based on three levels of inputs, of which the first two are considered observable and the last unobservable, that may be used to measure fair value. The three levels of inputs are as follows: • Level 1 – Quoted prices in active markets for identical assets and liabilities. • Level 2 – Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. • Level 3 – Unobservable inputs that are supported by little or no market activity and are significant to the fair value of the assets or liabilities. Our deferred compensation plan assets are recorded at fair value and are considered a level 2 measurement. For our other financial instruments, including our cash and cash equivalents, patient accounts receivable, accounts payable, payroll and employee benefits and accrued expenses, we estimate the carrying amounts approximate fair value. |
Income Taxes | Income Taxes We use the asset and liability approach for measuring deferred tax assets and liabilities based on temporary differences existing at each balance sheet date using currently enacted tax rates. Our deferred tax calculation requires us to make certain estimates about future operations. Deferred tax assets are reduced by a valuation allowance when we believe it is more likely than not that some portion or all of the deferred tax assets will not be realized. The effect of a change in tax rate is recognized as income or expense in the period that includes the enactment date. As of December 31, 2018 and 2017 , our net deferred tax assets were $35.8 million and $56.1 million , respectively. Our net deferred tax asset at December 31, 2017 was reduced $21.4 million as a result of the remeasurement of deferred taxes using the reduced U.S. corporate tax rates included in H.R. 1 (Tax Cuts and Jobs Act) enacted on December 22, 2017. Management regularly assesses the ability to realize deferred tax assets recorded in the Company’s entities based upon the weight of available evidence, including such factors as the recent earnings history and expected future taxable income. In the event future taxable income is below management’s estimates or is generated in tax jurisdictions different than projected, we could be required to increase the valuation allowance for deferred tax assets. This would result in an increase in our effective tax rate. |
Share-Based Compensation | Share-Based Compensation We record all share-based compensation as expense in the financial statements measured at the fair value of the award. We recognize compensation cost on a straight-line basis over the requisite service period for each separately vesting portion of the award. Upon adoption of ASU 2016-09 in 2017, we started recording the excess tax benefits related to stock option exercises as operating cash flows; these amounts were previously classified as financing cash flows. |
Weighted-Average Shares Outstanding | Weighted-Average Shares Outstanding Net income per share attributable to Amedisys, Inc. common stockholders, calculated on the treasury stock method, is based on the weighted average number of shares outstanding during the period. |
Advertising Costs | Advertising Costs We expense advertising costs as incurred. |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Accounting Policies [Abstract] | |
Schedule of Revenue Sources, Health Care Organization [Table Text Block] | As of December 31, 2018 2017 2016 Home Health Medicare 50 % 53 % 58 % Home Health Non-Medicare - Episodic-based 9 % 8 % 6 % Home Health Non-Medicare - Non-episodic based 12 % 11 % 11 % Hospice Medicare 23 % 23 % 21 % Hospice Non-Medicare 1 % 1 % 1 % Personal Care 5 % 4 % 3 % 100 % 100 % 100 % |
Schedule of Effect of Adoption of ASC 606 | Our adoption of ASC 606 on January 1, 2018, on a full retrospective basis, impacted the Company's previously reported results as follows (amounts in thousands): As Previously Reported Adjustment for the Adoption of ASC 606 As Adjusted As of December 31, 2017 Consolidated Balance Sheets Patient accounts receivable $ 201,196 $ — $ 201,196 Allowance for doubtful accounts $ 20,866 $ (20,866 ) $ — For the year ended December 31, 2017 Consolidated Statements of Operations Net service revenue $ 1,533,680 $ (22,408 ) $ 1,511,272 Cost of service, excluding depreciation and amortization $ 900,726 $ 2,651 $ 903,377 Provision for doubtful accounts $ 25,059 $ (25,059 ) $ — Net income attributable to Amedisys, Inc. $ 30,301 $ — $ 30,301 Consolidated Statements of Cash Flows Provision for doubtful accounts $ 25,059 $ (25,059 ) $ — Changes in operating assets and liabilities, net of impact of acquisitions: Patient accounts receivable $ (59,731 ) $ 25,059 $ (34,672 ) For the year ended December 31, 2016 Consolidated Statements of Operations Net service revenue $ 1,437,454 $ (18,193 ) $ 1,419,261 Cost of service, excluding depreciation and amortization $ 833,055 $ 1,326 $ 834,381 Provision for doubtful accounts $ 19,519 $ (19,519 ) $ — Net income attributable to Amedisys, Inc. $ 37,261 $ — $ 37,261 Consolidated Statements of Cash Flows Provision for doubtful accounts $ 19,519 $ (19,519 ) $ — Changes in operating assets and liabilities, net of impact of acquisitions: Patient accounts receivable $ (55,519 ) $ 19,519 $ (36,000 ) |
Schedule of Estimated Useful Lives of Property and Equipment | We generally provide for depreciation over the following estimated useful service lives. Years Building 39 Leasehold improvements Lesser of lease term or expected useful life Equipment and furniture 3 to 7 Vehicles 5 Computer software 3 to 5 Capital leases 3 |
Schedule of Property and Equipment | The following table summarizes the balances related to our property and equipment for 2018 and 2017 (amounts in millions): As of December 31, 2018 2017 Building and leasehold improvements 8.7 7.8 Equipment and furniture 53.4 72.9 Capital leases 2.9 — Computer software 59.9 97.2 124.9 177.9 Less: accumulated depreciation (95.5 ) (146.8 ) $ 29.4 $ 31.1 |
Schedule of Weighted-Average Shares Outstanding | The following table sets forth, for the periods indicated, shares used in our computation of weighted-average shares outstanding, which are used to calculate our basic and diluted net income attributable to Amedisys, Inc. common stockholders (amounts in thousands): For the Years Ended December 31, 2018 2017 2016 Weighted average number of shares outstanding – basic 32,791 33,704 33,198 Effect of dilutive securities: Stock options 502 281 162 Non-vested stock and stock units 316 319 381 Weighted average number of shares outstanding – diluted 33,609 34,304 33,741 Anti-dilutive securities 50 271 221 |
GOODWILL AND OTHER INTANGIBLE_2
GOODWILL AND OTHER INTANGIBLE ASSETS, NET (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Summary of Activity Related to Goodwill and Other Intangible Assets Net | The following table summarizes the activity related to our goodwill for 2018 , 2017 and 2016 (amounts in millions): Goodwill Home Health Hospice Personal Care Total Balances at December 31, 2015 (1) $ 67.1 $ 194.6 $ — $ 261.7 Additions 4.4 — 22.7 27.1 Adjustments related to acquisitions (2) 0.1 — — 0.1 Balances at December 31, 2016 71.6 194.6 22.7 288.9 Additions 13.4 4.7 12.9 31.0 Balances at December 31, 2017 85.0 199.3 35.6 319.9 Additions 2.1 — 7.5 9.6 Balances at December 31, 2018 (1) $ 87.1 $ 199.3 $ 43.1 $ 329.5 (1) Net of prior years' accumulated impairment losses of $733.7 million , which is inclusive of write-offs related to the sale and closure of care centers. (2) During 2016, we adjusted goodwill by $0.1 million as a result of our completion of the purchase price accounting for our 2015 acquisition of Infinity HomeCare. The following table summarizes the activity related to our other intangible assets, net for 2018 , 2017 and 2016 (amounts in millions): Other Intangible Assets, Net Certificates of Need and Licenses Acquired Names of Business Non-Compete Agreements (3) Total Balances at December 31, 2015 $ 23.9 $ 14.2 $ 5.9 $ 44.0 Additions 0.2 3.5 1.5 5.2 Amortization — — (2.5 ) (2.5 ) Balances at December 31, 2016 24.1 17.7 4.9 46.7 Additions 0.1 2.7 0.6 3.4 Write-off (1) (0.5 ) (0.8 ) — (1.3 ) Amortization — — (2.7 ) (2.7 ) Balances at December 31, 2017 23.7 19.6 2.8 46.1 Additions 0.2 — 0.3 0.5 Amortization — — (2.5 ) (2.5 ) Balances at December 31, 2018 (2) $ 23.9 $ 19.6 $ 0.6 $ 44.1 (1) Write-off of intangible assets related to the closure and consolidation of care centers as discussed in Note 12 - Exit and Restructuring Activities. (2) Net of prior years' accumulated amortization of $0.5 million for acquired names of business and $21.7 million for non-compete agreements. (3) The weighted average amortization period of our non-compete agreements is 1.7 years . |
Schedule of Estimated Aggregate Future Amortization Expense | The estimated aggregate amortization expense related to intangible assets for each of the five succeeding years is as follows (amounts in millions): 2019 $ 0.4 2020 0.2 2021 — 2022 — 2023 — $ 0.6 |
DETAILS OF CERTAIN BALANCE SH_2
DETAILS OF CERTAIN BALANCE SHEET ACCOUNTS (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Details Of Certain Balance Sheet Accounts [Abstract] | |
Schedule of Other Current Assets | Additional information regarding certain balance sheet accounts is presented below (amounts in millions): As of December 31, 2018 2017 Other current assets: Payroll tax escrow $ 1.5 $ 7.2 Income tax receivable 1.6 3.4 Due from joint ventures 1.9 2.0 Other 2.3 3.7 $ 7.3 $ 16.3 Other assets: Workers’ compensation deposits $ 0.4 $ 0.4 Health insurance deposits 0.5 0.5 Other miscellaneous deposits 0.8 0.9 Indemnity receivable 14.2 17.0 Equity method investments 35.1 26.4 Other 3.1 3.9 $ 54.1 $ 49.1 Accrued expenses: Health insurance $ 12.4 $ 14.1 Workers’ compensation 30.9 29.3 Florida ZPIC audit, gross liability 17.4 17.4 Legal settlements and other audits 13.0 6.4 Lease liability 0.3 0.9 Charity care 1.7 1.5 Estimated Medicare cap liability 1.7 0.9 Hospice cost of revenue 9.9 9.1 Patient liability 6.3 5.3 Other 5.9 4.2 $ 99.5 $ 89.1 Other long-term obligations: Reserve for uncertain tax positions $ 2.9 $ — Deferred compensation plan liability 1.3 1.9 Other 2.0 1.9 $ 6.2 $ 3.8 |
Schedule of Other Assets | Additional information regarding certain balance sheet accounts is presented below (amounts in millions): As of December 31, 2018 2017 Other current assets: Payroll tax escrow $ 1.5 $ 7.2 Income tax receivable 1.6 3.4 Due from joint ventures 1.9 2.0 Other 2.3 3.7 $ 7.3 $ 16.3 Other assets: Workers’ compensation deposits $ 0.4 $ 0.4 Health insurance deposits 0.5 0.5 Other miscellaneous deposits 0.8 0.9 Indemnity receivable 14.2 17.0 Equity method investments 35.1 26.4 Other 3.1 3.9 $ 54.1 $ 49.1 Accrued expenses: Health insurance $ 12.4 $ 14.1 Workers’ compensation 30.9 29.3 Florida ZPIC audit, gross liability 17.4 17.4 Legal settlements and other audits 13.0 6.4 Lease liability 0.3 0.9 Charity care 1.7 1.5 Estimated Medicare cap liability 1.7 0.9 Hospice cost of revenue 9.9 9.1 Patient liability 6.3 5.3 Other 5.9 4.2 $ 99.5 $ 89.1 Other long-term obligations: Reserve for uncertain tax positions $ 2.9 $ — Deferred compensation plan liability 1.3 1.9 Other 2.0 1.9 $ 6.2 $ 3.8 |
Schedule of Accrued Expenses | Additional information regarding certain balance sheet accounts is presented below (amounts in millions): As of December 31, 2018 2017 Other current assets: Payroll tax escrow $ 1.5 $ 7.2 Income tax receivable 1.6 3.4 Due from joint ventures 1.9 2.0 Other 2.3 3.7 $ 7.3 $ 16.3 Other assets: Workers’ compensation deposits $ 0.4 $ 0.4 Health insurance deposits 0.5 0.5 Other miscellaneous deposits 0.8 0.9 Indemnity receivable 14.2 17.0 Equity method investments 35.1 26.4 Other 3.1 3.9 $ 54.1 $ 49.1 Accrued expenses: Health insurance $ 12.4 $ 14.1 Workers’ compensation 30.9 29.3 Florida ZPIC audit, gross liability 17.4 17.4 Legal settlements and other audits 13.0 6.4 Lease liability 0.3 0.9 Charity care 1.7 1.5 Estimated Medicare cap liability 1.7 0.9 Hospice cost of revenue 9.9 9.1 Patient liability 6.3 5.3 Other 5.9 4.2 $ 99.5 $ 89.1 Other long-term obligations: Reserve for uncertain tax positions $ 2.9 $ — Deferred compensation plan liability 1.3 1.9 Other 2.0 1.9 $ 6.2 $ 3.8 |
Schedule of Other Long-Term Obligations | Additional information regarding certain balance sheet accounts is presented below (amounts in millions): As of December 31, 2018 2017 Other current assets: Payroll tax escrow $ 1.5 $ 7.2 Income tax receivable 1.6 3.4 Due from joint ventures 1.9 2.0 Other 2.3 3.7 $ 7.3 $ 16.3 Other assets: Workers’ compensation deposits $ 0.4 $ 0.4 Health insurance deposits 0.5 0.5 Other miscellaneous deposits 0.8 0.9 Indemnity receivable 14.2 17.0 Equity method investments 35.1 26.4 Other 3.1 3.9 $ 54.1 $ 49.1 Accrued expenses: Health insurance $ 12.4 $ 14.1 Workers’ compensation 30.9 29.3 Florida ZPIC audit, gross liability 17.4 17.4 Legal settlements and other audits 13.0 6.4 Lease liability 0.3 0.9 Charity care 1.7 1.5 Estimated Medicare cap liability 1.7 0.9 Hospice cost of revenue 9.9 9.1 Patient liability 6.3 5.3 Other 5.9 4.2 $ 99.5 $ 89.1 Other long-term obligations: Reserve for uncertain tax positions $ 2.9 $ — Deferred compensation plan liability 1.3 1.9 Other 2.0 1.9 $ 6.2 $ 3.8 |
LONG-TERM OBLIGATIONS (Tables)
LONG-TERM OBLIGATIONS (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Debt Disclosure [Abstract] | |
Schedule of Long-Term Debt | Long-term debt consists of the following for the periods indicated (amounts in millions): As of December 31, 2018 2017 $100.0 million Term Loan; principal payments plus accrued interest payable quarterly; interest rate at Base Rate plus Applicable Rate or Eurodollar Rate plus the Applicable Rate (3.57% at December 31, 2017); due August 28, 2020 $ — $ 90.0 $550.0 million Revolving Credit Facility; interest only payments; interest rate at Base Rate plus Applicable Rate or Eurodollar Rate plus the Applicable Rate (3.85% at December 31, 2018); due June 29, 2023 7.5 — Promissory notes 1.1 0.7 Capital leases 2.3 — Principal amount of long-term obligations 10.9 90.7 Deferred debt issuance costs (3.5 ) (1.9 ) 7.4 88.8 Current portion of long-term obligations (1.6 ) (10.6 ) Total $ 5.8 $ 78.2 |
Schedule of Maturities of Long-Term Debt | Maturities of debt as of December 31, 2018 are as follows (amounts in millions): Long-term obligations 2019 $ 1.6 2020 1.4 2021 0.4 2022 — 2023 7.5 $ 10.9 |
Schedule of Commitment Fee Under Credit Facilities | The “Applicable Rate” is based on the consolidated leverage ratio and is presented in the table below. As of December 31, 2018 , the Applicable Rate is 0.50% per annum for Base Rate Loans and 1.50% per annum for Eurodollar Rate Loans. We are also subject to a commitment fee and letter of credit fee under the terms of the Credit Facilities, as presented in the table below. Consolidated Leverage Ratio Base Rate Loans Eurodollar Rate Loans Commitment Fee Letter of Credit Fee > 3.00 to 1.0 1.25 % 2.25 % 0.35 % 2.00 % ≤ 3.00 to 1.0 but > 2.00 to 1.0 1.00 % 2.00 % 0.30 % 1.75 % ≤ 2.00 to 1.0 but > 1.00 to 1.0 0.75 % 1.75 % 0.25 % 1.50 % ≤ 1.00 to 1.0 0.50 % 1.50 % 0.20 % 1.25 % |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | |
Schedule of Income Tax Provision | Income taxes attributable to continuing operations consist of the following (amounts in millions): For the Years Ended December 31, 2018 2017 2016 Current income tax expense/(benefit): Federal $ 16.4 $ (2.0 ) $ (0.5 ) State and local 2.1 (0.1 ) (0.1 ) 18.5 (2.1 ) (0.6 ) Deferred income tax expense/(benefit): Federal 14.5 51.2 22.1 State and local 5.8 1.0 2.4 20.3 52.2 24.5 Income tax expense $ 38.8 $ 50.1 $ 23.9 Total income tax expense for the years ended December 31, 2018 , 2017 and 2016 was allocated as follows (amounts in millions): For the Years Ended December 31, 2018 2017 2016 Income from continuing operations $ 38.8 $ 50.1 $ 23.9 Interest expense 0.1 — (0.1 ) Stockholders’ equity — (0.3 ) (7.2 ) $ 38.9 $ 49.8 $ 16.6 |
Schedule of Sources of Tax Effects | A reconciliation of significant differences between the reported amount of income tax expense and the expected amount of income tax expense that would result from applying the U.S. federal statutory income tax rate of 21 percent in 2018 and 35 percent in 2017 and 2016 to income before taxes is as follows: For the Years Ended December 31, 2018 2017 2016 Income tax expense at U.S. federal statutory rate (1) 21.0 % 35.0 % 35.0 % State and local income taxes, net of federal income tax benefit 4.8 3.8 4.8 Excess tax benefits from share-based compensation (2) (1.6 ) (3.5 ) — Tax rate change (3) — 26.5 — Other items, net (4) 0.2 0.2 (0.9 ) Income tax expense/(benefit) 24.4 % 62.0 % 38.9 % (1) On December 22, 2017, H.R. 1, originally known as the Tax Cuts and Jobs Act was enacted, which eliminated the progressive U.S. federal corporate tax rate structure with a maximum corporate tax rate of 35% and replaced it with a flat tax rate of 21%, effective January 1, 2018. (2) In March 2016, the FASB issued ASU 2016-09, Compensation - Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting , which simplified the accounting for share-based payment award transactions, including income tax consequences. The new guidelines required excess tax benefits and tax deficiencies to be recorded in the income statement when stock awards vest or are settled. As a result, the Company recognized a $2.5 million and $2.9 million federal income tax benefit in the consolidated statement of operations (rather than additional paid-in capital) for the years ended December 31, 2018 and December 31, 2017, respectively, from share-based compensation excess tax benefits. (3) According to Accounting Standard Codification ("ASC") 740, Income Taxes , deferred tax assets and liabilities are remeasured to reflect the effects of enacted changes in tax rates at the date of enactment, even though the tax rate changes are not effective until a future period. The Company's remeasurement of its deferred tax assets and liabilities to reflect the enacted reduced tax rate, pursuant to the Tax Cuts and Jobs Act, resulted in a $21.4 million deferred income tax expense during the three-month period ended December 31, 2017. (4) Includes various items such as, non-deductible expenses, non-taxable income, tax credits, valuation allowance, uncertain tax positions and return-to-accrual adjustments. |
Schedule of Net Deferred Tax Assets | Deferred tax assets (liabilities) consist of the following components (amounts in millions): As of December 31, 2018 2017 (1) Deferred tax assets: Allowance for doubtful accounts $ 5.6 $ 5.3 Accrued payroll & employee benefits 11.2 9.0 Workers’ compensation 8.3 7.9 Amortization of intangible assets 14.7 26.0 Share-based compensation 6.9 6.1 Net operating loss carryforwards (2) 5.9 20.1 Tax credit carryforwards (3) 2.8 4.6 Other 2.9 2.4 Gross deferred tax assets 58.3 81.4 Less: valuation allowance (0.7 ) (0.7 ) Net deferred tax assets 57.6 80.7 Deferred tax (liabilities): Property and equipment (4.4 ) (4.0 ) Deferred revenue (13.5 ) (18.0 ) Investment in partnerships (3.1 ) (2.1 ) Other liabilities (0.8 ) (0.5 ) Gross deferred tax liabilities (21.8 ) (24.6 ) Net deferred tax assets (liabilities) $ 35.8 $ 56.1 (1) According to ASC 740, Income Taxes , deferred tax assets and liabilities are remeasured to reflect the effects of enacted changes in tax rates at the date of enactment, even though the tax rate changes are not effective until a future period. The Company's remeasurement of its deferred tax assets and liabilities to reflect the enacted reduced tax rate, pursuant to the Tax Cuts and Jobs Act, resulted in a $21.4 million deferred income tax expense during the three-month period ended December 31, 2017. (2) According to ASU 2013-11, Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists , an unrecognized tax benefit is presented in the financial statements as a reduction to a deferred tax asset when a net operating loss carryforward, a similar tax loss, or a tax credit carryforward is available to settle taxes that would result from the disallowance of the tax position. Otherwise, to the extent a net operating loss carryforward, a similar tax loss, or a tax credit carryforward is not available at the reporting date to settle any additional incomes taxes that would result from the disallowance of a tax position, the unrecognized tax benefit is presented in the financial statements as a liability and is not combined with deferred tax assets. As of December 31, 2017, the net operating loss (“NOL”) carryforwards in the income tax returns include unrecognized tax benefits resulting from uncertain tax positions. Accordingly, the deferred tax assets recognized for the NOL carryforwards, as of December 31, 2017, were presented net of unrecognized tax benefits of $2.1 million . As of December 31, 2018, however, the unrecognized tax benefits of $2.1 million were reclassified to other long-term obligations, since the Company utilized its remaining federal NOL carryforward and much of its remaining state NOL carryforwards in 2018. (3) According to ASU 2013-11, Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists , an unrecognized tax benefit is presented in the financial statements as a reduction to a deferred tax asset when a net operating loss carryforward, a similar tax loss, or a tax credit carryforward is available to settle taxes that would result from the disallowance of the tax position. Otherwise, to the extent a net operating loss carryforward, a similar tax loss, or a tax credit carryforward is not available at the reporting date to settle any additional incomes taxes that would result from the disallowance of a tax position, the unrecognized tax benefit is presented in the financial statements as a liability and is not combined with deferred tax assets. As of December 31, 2017, the tax credit carryforwards in the income tax returns include unrecognized tax benefits resulting from uncertain tax positions. Accordingly, the deferred tax assets recognized for the tax credit carryforwards, as of December 31, 2017, were presented net of unrecognized tax benefits of $0.7 million . As of December 31, 2018 |
Schedule of Uncertain Tax Positions | Uncertain Tax Positions We account for uncertain tax positions in accordance with the authoritative guidance for uncertain tax positions. A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows (amounts in millions): For the Years Ended December 31, 2018 2017 Balance at beginning of period $ 2.7 $ 4.1 Additions for tax positions related to current year — — Additions for tax positions related to prior year — — Reductions for tax positions related to prior years — — Lapse of statute of limitations — (0.3 ) Change in statutory tax rate (1) — (1.1 ) Settlements — — Balance at end of period $ 2.7 $ 2.7 (1) The Company's remeasurement of its deferred tax assets and liabilities to reflect the enacted reduced tax rate as a result of the recent tax reform resulted in a $1.1 million reduction in its uncertain tax positions recorded in net deferred tax assets at December 31, 2017. |
CAPITAL STOCK AND SHARE-BASED_2
CAPITAL STOCK AND SHARE-BASED COMPENSATION (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule of Employee Stock Purchase Plan Activity | The following is a detail of the purchases that were made or pending Board of Director approval under the plan: Employee Stock Purchase Plan Period Shares Issued Price 2016 and Prior 3,039,200 $ 14.72 January 1, 2017 to March 31, 2017 13,244 43.43 April 1, 2017 to June 30, 2017 11,446 53.39 July 1, 2017 to September 30, 2017 12,276 47.57 October 1, 2017 to December 31, 2017 13,323 44.80 January 1, 2018 to March 31, 2018 10,913 51.29 April 1, 2018 to June 30, 2018 8,673 72.64 July 1, 2018 to September 30, 2018 6,052 106.22 October 1, 2018 to December 31, 2018 7,856 99.54 3,122,983 |
Schedule of Share-based Payment Award Valuation Assumptions | The fair values of the awards were estimated using the following assumptions for each 2018 , 2017 and 2016 : For the Years Ended December 31, 2018 2017 2016 Risk Free Rate 2.56% - 3.04% 1.99% - 2.16% 1.19% - 1.58% Expected Volatility 42.00% - 45.32% 50.18% - 51.81% 53.44% - 54.89% Expected Term 4.12 - 6.25 years 5.78 - 6.25 years 5.86 - 6.25 years Weighted Average Fair Value $42.48 $28.02 $25.99 Dividend Yield —% —% —% |
Schedule of Stock Options Activity | The following table presents our non-vested stock option activity for 2018 : Number of Shares Weighted Average Grant Date Fair Value Non-vested stock options at January 1, 2018 527,798 $ 23.00 Granted 163,666 42.48 Vested (246,442 ) 23.11 Forfeited (74,552 ) 25.78 Non-vested stock options at December 31, 2018 370,470 $ 30.97 The following table presents our stock option activity for 2018 : Number of Shares Weighted Average Exercise Price Weighted Average Contractual Life (Years) Outstanding options at January 1, 2018 909,730 $ 33.25 7.62 Granted 163,666 55.87 Exercised (162,690 ) 36.59 Canceled, forfeited or expired (77,391 ) 35.95 Outstanding options at December 31, 2018 833,315 $ 36.79 6.76 Exercisable options at December 31, 2018 462,845 $ 27.97 6.17 |
Schedule of Non-Vested Stock Activity | The following table presents our non-vested stock activity for 2018 : Number of Shares Weighted Average Grant Date Fair Value Non-vested stock at January 1, 2018 46,998 $ 41.48 Granted 14,904 80.54 Vested (46,998 ) 41.48 Canceled, forfeited or expired — — Non-vested stock at December 31, 2018 14,904 $ 80.54 |
Schedule of Non-Vested Stock Unit Activity | The following table presents our service-based non-vested stock units activity for 2018 : Number of Shares Weighted Average Grant Date Fair Value Non-vested stock units at January 1, 2018 234,842 $ 47.58 Granted 107,051 95.14 Vested (71,658 ) 46.55 Canceled, forfeited or expired (29,835 ) 44.20 Non-vested stock units at December 31, 2018 240,400 $ 69.49 |
Schedule of Nonvested Performance-based Units Activity | The following table presents our performance-based non-vested stock units activity for 2018 : Number of Shares Weighted Average Grant Date Fair Value Non-vested stock units at January 1, 2018 252,948 $ 51.15 Granted 115,338 79.59 Vested (87,482 ) 49.91 Canceled, forfeited or expired (54,127 ) 52.60 Non-vested stock units at December 31, 2018 226,677 $ 65.76 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Future Minimum Rental Commitments | Total minimum rental commitments for leased office space as of December 31, 2018 are as follows (amounts in millions): 2019 $ 23.3 2020 18.7 2021 13.2 2022 8.5 2023 5.2 Future years 9.8 Total $ 78.7 Rent expense for non-cancelable operating leases was $27.8 million , $28.6 million and $27.5 million for 2018 , 2017 and 2016 , respectively. |
Schedule of Insurance Programs | The following table presents details of our insurance programs, including amounts accrued for the periods indicated (amounts in millions) in accrued expenses in our accompanying balance sheets. The amounts accrued below represent our total estimated liability for individual claims that are less than our noted insurance coverage amounts, which can include outstanding claims and claims incurred but not reported. As of December 31, Type of Insurance 2018 2017 Health insurance $ 12.4 $ 14.1 Workers’ compensation 30.9 29.3 Professional liability 4.3 4.3 47.6 47.7 Less: long-term portion (1.1 ) (1.2 ) $ 46.5 $ 46.5 |
EXIT AND RESTRUCTURING ACTIVI_2
EXIT AND RESTRUCTURING ACTIVITIES (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Restructuring and Related Activities [Abstract] | |
Schedule of Reserve Activity | Our reserve activity for our 2017 exit and restructuring activity is as follows (amounts in millions): 2017 Exit Activity Lease Termination Severance Balances at December 31, 2016 $ — $ — Charge in 2017 0.6 3.0 Cash expenditures in 2017 — (0.7 ) Balances at December 31, 2017 0.6 2.3 Charge in 2018 — — Cash expenditures in 2018 (0.5 ) (2.3 ) Balances at December 31, 2018 $ 0.1 $ — |
SEGMENT INFORMATION (Tables)
SEGMENT INFORMATION (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Segment Reporting [Abstract] | |
Schedule of Operating Income of Reportable Segments | Management evaluates performance and allocates resources based on the operating income of the reportable segments, which includes an allocation of corporate expenses directly attributable to the specific segment and includes revenues and all other costs directly attributable to the specific segment. Segment assets are not reviewed by the company’s chief operating decision maker and therefore are not disclosed below (amounts in millions). For the Year Ended December 31, 2018 Home Health Hospice Personal Care Other Total Net service revenue $ 1,174.5 $ 410.9 $ 77.2 $ — $ 1,662.6 Cost of service, excluding depreciation and amortization 722.1 212.0 58.8 — 992.9 General and administrative expenses 276.3 84.6 12.8 127.6 501.3 Depreciation and amortization 3.5 1.1 0.3 8.4 13.3 Operating expenses 1,001.9 297.7 71.9 136.0 1,507.5 Operating income (loss) $ 172.6 $ 113.2 $ 5.3 $ (136.0 ) $ 155.1 For the Year Ended December 31, 2017 Home Health Hospice Personal Care Other Total Net service revenue $ 1,083.9 $ 367.8 $ 59.6 $ — $ 1,511.3 Cost of service, excluding depreciation and amortization 670.9 187.5 45.0 — 903.4 General and administrative expenses 278.4 76.6 9.5 117.8 482.3 Depreciation and amortization 3.5 0.9 0.2 12.5 17.1 Securities Class Action Lawsuit settlement, net — — — 28.7 28.7 Asset impairment charge 1.3 — — — 1.3 Operating expenses 954.1 265.0 54.7 159.0 1,432.8 Operating income (loss) $ 129.8 $ 102.8 $ 4.9 $ (159.0 ) $ 78.5 For the Year Ended December 31, 2016 Home Health Hospice Personal Care Other Total Net service revenue $ 1,071.7 $ 311.9 $ 35.7 $ — $ 1,419.3 Cost of service, excluding depreciation and amortization 643.7 164.5 26.3 — 834.5 General and administrative expenses 283.4 70.2 5.8 144.0 503.4 Depreciation and amortization 6.0 1.3 — 12.4 19.7 Asset impairment charge — — — 4.4 4.4 Operating expenses 933.1 236.0 32.1 160.8 1,362.0 Operating income (loss) $ 138.6 $ 75.9 $ 3.6 $ (160.8 ) $ 57.3 |
UNAUDITED SUMMARIZED QUARTERL_2
UNAUDITED SUMMARIZED QUARTERLY FINANCIAL INFORMATION (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Quarterly Financial Information Disclosure [Abstract] | |
Schedule of Unaudited Summarized Quarterly Financial Information | Net Income (Loss) Attributable to Amedisys, Inc. Common Stockholders (1) Revenue Net Income (Loss) Attributable to Amedisys, Inc. Basic Diluted 2018 1st Quarter $ 399.3 $ 27.2 $ 0.80 $ 0.79 2nd Quarter 411.6 33.3 1.00 0.98 3rd Quarter 417.3 31.4 0.99 0.96 4th Quarter 434.4 27.5 0.86 0.84 $ 1,662.6 $ 119.3 $ 3.64 $ 3.55 2017 1st Quarter $ 364.7 $ 15.1 $ 0.45 $ 0.44 2nd Quarter (2) 374.9 4.5 0.13 0.13 3rd Quarter 373.7 14.6 0.43 0.42 4th Quarter (3) 398.0 (3.8 ) (0.11 ) (0.11 ) $ 1,511.3 $ 30.3 $ 0.90 $ 0.88 (1) Because of the method used in calculating per share data, the quarterly per share data may not necessarily total to the per share data as computed for the entire year. (2) During the second quarter of 2017, we incurred certain costs associated with the Securities Class Action Lawsuit settlement. Net of income taxes, the costs amounted to $18.0 million for the three-month period ended June 30, 2017. (3) During the fourth quarter of 2017, we recorded a charge of $21.4 million , net of income taxes as the result of the enactment of H.R. 1 (Tax Cuts and Jobs Act). |
NATURE OF OPERATIONS, CONSOLI_2
NATURE OF OPERATIONS, CONSOLIDATION AND PRESENTATION OF FINANCIAL STATEMENTS - Narrative (Details) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018USD ($)statecare_center | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | |
Organization And Nature Of Operations [Line Items] | |||
Percent of net services revenue provided by Medicare | 73.00% | ||
Number of states with facilities | state | 34 | ||
Retained earnings | $ 119,550 | $ 204 | |
Minimum percent ownership for controlling interest (percent) | 50.00% | ||
Noncontrolling interest, ownership percentage by noncontrolling owners (percent) | 30.00% | ||
Noncontrolling Interest Repurchased | 30.00% | ||
Maximum ownership percentage for equity method investment (percent) | 50.00% | ||
Payments to Acquire Equity Investments | $ 7,144 | 476 | $ 1,040 |
Equity method investment, aggregate cost | $ 35,100 | $ 26,400 | |
Maximum ownership percentage for cost method investment (percent) | 20.00% | ||
Net Service Revenue | Medicare Revenue [Member] | |||
Organization And Nature Of Operations [Line Items] | |||
Percent of net services revenue provided by Medicare | 73.00% | 76.00% | 79.00% |
Home Health [Member] | |||
Organization And Nature Of Operations [Line Items] | |||
Number of owned and operated care centers | care_center | 323 | ||
Hospice [Member] | |||
Organization And Nature Of Operations [Line Items] | |||
Number of owned and operated care centers | care_center | 84 | ||
Personal Care [Member] | |||
Organization And Nature Of Operations [Line Items] | |||
Number of owned and operated care centers | care_center | 12 | ||
Healthcare analytics company [Member] | |||
Organization And Nature Of Operations [Line Items] | |||
Payments to Acquire Equity Investments | $ 7,000 |
NATURE OF OPERATIONS, CONSOLI_3
NATURE OF OPERATIONS, CONSOLIDATION AND PRESENTATION OF FINANCIAL STATEMENTS - Recently Issued Accounting Pronouncements (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Jan. 01, 2019 | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||
Other assets | $ 54,145 | $ 49,130 | ||
Deferred tax assets | 35,794 | 56,064 | ||
Retained earnings | 119,550 | 204 | ||
Tax benefit from stock options exercised and restricted stock vesting | $ 0 | 0 | $ 7,241 | |
ASU 2016-09 [Member] | ||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||
Tax benefit from stock options exercised and restricted stock vesting | 3,200 | |||
ASU 2016-09 [Member] | Restatement Adjustment | ||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||
Deferred tax assets | 400 | |||
Retained earnings | $ 400 | |||
ASU 2016-02 [Member] | ||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||
Operating lease liabilities | $ 80,000 | |||
Operating Lease, Right-of-Use Asset | $ 80,000 |
SUMMARY OF SIGNIFICANT ACCOUN_4
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Revenue Recognition Impact from Adoption (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Consolidated Balance Sheets | |||||||||||
Patient accounts receivable | $ 188,972 | $ 201,196 | $ 188,972 | $ 201,196 | |||||||
Allowance for doubtful accounts | 0 | 0 | |||||||||
Consolidated Statements of Operations | |||||||||||
Net service revenue | 434,400 | $ 417,300 | $ 411,600 | $ 399,300 | 398,000 | $ 373,700 | $ 374,900 | $ 364,700 | 1,662,578 | 1,511,272 | $ 1,419,261 |
Cost of service, excluding depreciation and amortization | 992,863 | 903,377 | 834,381 | ||||||||
Provision for doubtful accounts | 0 | 0 | |||||||||
Net income attributable to Amedisys, Inc. | $ 27,500 | $ 31,400 | $ 33,300 | $ 27,200 | (3,800) | $ 14,600 | $ 4,500 | $ 15,100 | 119,346 | 30,301 | 37,261 |
Consolidated Statements of Cash Flows | |||||||||||
Provision for doubtful accounts | 0 | 0 | |||||||||
Changes in operating assets and liabilities, net of impact of acquisitions: | |||||||||||
Patient accounts receivable | $ 12,224 | (34,672) | (36,000) | ||||||||
ASU 2014-09 | As Previously Reported | |||||||||||
Consolidated Balance Sheets | |||||||||||
Patient accounts receivable | 201,196 | 201,196 | |||||||||
Allowance for doubtful accounts | (20,866) | (20,866) | |||||||||
Consolidated Statements of Operations | |||||||||||
Net service revenue | 1,533,680 | 1,437,454 | |||||||||
Cost of service, excluding depreciation and amortization | 900,726 | 833,055 | |||||||||
Provision for doubtful accounts | 25,059 | 19,519 | |||||||||
Net income attributable to Amedisys, Inc. | 30,301 | 37,261 | |||||||||
Consolidated Statements of Cash Flows | |||||||||||
Provision for doubtful accounts | 25,059 | 19,519 | |||||||||
Changes in operating assets and liabilities, net of impact of acquisitions: | |||||||||||
Patient accounts receivable | (59,731) | (55,519) | |||||||||
ASU 2014-09 | Restatement Adjustment | |||||||||||
Consolidated Balance Sheets | |||||||||||
Patient accounts receivable | 0 | 0 | |||||||||
Allowance for doubtful accounts | $ (20,866) | (20,866) | |||||||||
Consolidated Statements of Operations | |||||||||||
Net service revenue | (22,408) | (18,193) | |||||||||
Cost of service, excluding depreciation and amortization | 2,651 | 1,326 | |||||||||
Provision for doubtful accounts | (25,059) | (19,519) | |||||||||
Net income attributable to Amedisys, Inc. | 0 | 0 | |||||||||
Consolidated Statements of Cash Flows | |||||||||||
Provision for doubtful accounts | (25,059) | (19,519) | |||||||||
Changes in operating assets and liabilities, net of impact of acquisitions: | |||||||||||
Patient accounts receivable | $ 25,059 | $ 19,519 |
SUMMARY OF SIGNIFICANT ACCOUN_5
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Revenue Recognition Narrative (Details) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018USD ($)visit | Dec. 31, 2017USD ($) | Dec. 31, 2016 | |
Revenue Recognition, Multiple-deliverable Arrangements [Line Items] | |||
Percent of net services revenue provided by Medicare | 73.00% | ||
Episode of care as episodic-based revenue, days | 60 days | ||
Net service revenue episode payment rate | 60 days | ||
Percentage of total reimbursement of outlier payment | 10.00% | ||
Low utilization payment adjustment, maximum number of visits | 4 | ||
First threshold of therapy services required (visits) | 6 | ||
Second threshold of therapy services required (visits) | 14 | ||
Third threshold of therapy services required (visits) | 20 | ||
Historical collection rate from Medicare | 99.00% | ||
Hospice Medicare revenue rate accounted for routine care | 97.00% | 97.00% | 97.00% |
Home Health [Member] | |||
Revenue Recognition, Multiple-deliverable Arrangements [Line Items] | |||
Historical collection rate from Medicare | 99.00% | ||
Hospice [Member] | |||
Revenue Recognition, Multiple-deliverable Arrangements [Line Items] | |||
Historical collection rate from Medicare | 99.00% | ||
Minimum [Member] | Home Health [Member] | |||
Revenue Recognition, Multiple-deliverable Arrangements [Line Items] | |||
Non-medicare revenue term rates | 90.00% | ||
Maximum [Member] | Home Health [Member] | |||
Revenue Recognition, Multiple-deliverable Arrangements [Line Items] | |||
Non-medicare revenue term rates | 100.00% | ||
Cap Year 2013 Through 2019 [Member] | |||
Revenue Recognition, Multiple-deliverable Arrangements [Line Items] | |||
Estimated amounts due back to Medicare | $ | $ 1.7 | ||
Cap Year 2013 Through 2018 [Member] | |||
Revenue Recognition, Multiple-deliverable Arrangements [Line Items] | |||
Estimated amounts due back to Medicare | $ | $ 0.9 |
SUMMARY OF SIGNIFICANT ACCOUN_6
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Revenue Recognition by Payor Class (Details) | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Revenue Recognition, Multiple-deliverable Arrangements [Line Items] | |||
Revenue by payor class as a percentage of total net service revenue | 100.00% | 100.00% | 100.00% |
Home Health Medicare [Member] | |||
Revenue Recognition, Multiple-deliverable Arrangements [Line Items] | |||
Revenue by payor class as a percentage of total net service revenue | 50.00% | 53.00% | 58.00% |
Home Health Non-Medicare - Episodic Based [Member] | |||
Revenue Recognition, Multiple-deliverable Arrangements [Line Items] | |||
Revenue by payor class as a percentage of total net service revenue | 9.00% | 8.00% | 6.00% |
Home Health Non-Medicare - Non-Episodic Based [Member] | |||
Revenue Recognition, Multiple-deliverable Arrangements [Line Items] | |||
Revenue by payor class as a percentage of total net service revenue | 12.00% | 11.00% | 11.00% |
Hospice Medicare [Member] | |||
Revenue Recognition, Multiple-deliverable Arrangements [Line Items] | |||
Revenue by payor class as a percentage of total net service revenue | 23.00% | 23.00% | 21.00% |
Hospice Non-Medicare [Member] | |||
Revenue Recognition, Multiple-deliverable Arrangements [Line Items] | |||
Revenue by payor class as a percentage of total net service revenue | 1.00% | 1.00% | 1.00% |
Personal Care [Member] | |||
Revenue Recognition, Multiple-deliverable Arrangements [Line Items] | |||
Revenue by payor class as a percentage of total net service revenue | 5.00% | 4.00% | 3.00% |
SUMMARY OF SIGNIFICANT ACCOUN_7
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Patient Accounts Receivable Narrative (Details) - day | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Revenue Recognition, Multiple-deliverable Arrangements [Line Items] | ||
Percentage of patient receivables outstanding | 10.00% | |
Historical collection rate from Medicare | 99.00% | |
Portion of accounts receivable derived from Medicare | 56.00% | 59.00% |
Rate of request for anticipated payment submitted for the initial episode of care | 60.00% | |
Rate of request for anticipated payment submitted for subsequent episodes of care | 50.00% | |
Maximum days to submit final bill from the start of episode | 120 | |
Maximum days to submit final bill from the date the request for anticipated payment was paid | 60 | |
Home Health [Member] | ||
Revenue Recognition, Multiple-deliverable Arrangements [Line Items] | ||
Historical collection rate from Medicare | 99.00% |
SUMMARY OF SIGNIFICANT ACCOUN_8
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Additional Information Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Accounting Policies [Abstract] | ||||
Deferred debt issuance cost | $ 2,400 | |||
Asset impairment charge | $ 4,400 | 0 | $ 1,323 | $ 4,432 |
Depreciation | 10,800 | 14,400 | 17,200 | |
Amortization of deferred debt issuance costs | 800 | 700 | 700 | |
Unamortized debt issuance costs | $ 3,500 | 1,900 | ||
Unamortized debt issuance costs, weighted average amortization period, years | 4 years 6 months | |||
Deferred tax assets | $ 35,794 | 56,064 | ||
Decrease in deferred income tax expense from remeasurement of deferred taxes due to change in tax rate (Tax Cuts and Jobs Act) | 21,400 | |||
Non-cash compensation | 17,887 | 16,295 | 16,401 | |
Share-based compensation, tax benefit recognized | 4,300 | 6,400 | 6,400 | |
Advertising expense | $ 7,000 | $ 6,500 | $ 7,800 | |
Noncompete Agreements [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Estimated useful life of intangible assets | 3 years | |||
Acquired Names [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Estimated useful life of intangible assets | 5 years |
SUMMARY OF SIGNIFICANT ACCOUN_9
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Estimated Useful Lives of Property and Equipment (Details) | 12 Months Ended |
Dec. 31, 2018 | |
Building [Member] | |
Property, Plant and Equipment [Line Items] | |
Useful Life | 39 years |
Leasehold Improvements [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated Useful Life | Lesser of lease term or expected useful life |
Equipment and Furniture [Member] | Minimum [Member] | |
Property, Plant and Equipment [Line Items] | |
Useful Life | 3 years |
Equipment and Furniture [Member] | Maximum [Member] | |
Property, Plant and Equipment [Line Items] | |
Useful Life | 7 years |
Vehicles [Member] | |
Property, Plant and Equipment [Line Items] | |
Useful Life | 5 years |
Computer Software [Member] | Minimum [Member] | |
Property, Plant and Equipment [Line Items] | |
Useful Life | 3 years |
Computer Software [Member] | Maximum [Member] | |
Property, Plant and Equipment [Line Items] | |
Useful Life | 5 years |
Capital Lease Obligations [Member] | |
Property, Plant and Equipment [Line Items] | |
Useful Life | 3 years |
SUMMARY OF SIGNIFICANT ACCOU_10
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Balances Related to Property and Equipment (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 124,900 | $ 177,900 |
Less accumulated depreciation | (95,472) | (146,814) |
Property and equipment, net | 29,449 | 31,122 |
Building and Leasehold Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 8,700 | 7,800 |
Equipment and Furniture [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 53,400 | 72,900 |
Capital Leases [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 2,900 | 0 |
Computer Software [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 59,900 | $ 97,200 |
SUMMARY OF SIGNIFICANT ACCOU_11
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Weighted Average Shares Outstanding (Details) - shares shares in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Accounting Policies [Abstract] | |||
Weighted average number of shares outstanding – basic | 32,791 | 33,704 | 33,198 |
Effect of dilutive securities: | |||
Stock options | 502 | 281 | 162 |
Non-vested stock and stock units | 316 | 319 | 381 |
Weighted average number of shares outstanding – diluted | 33,609 | 34,304 | 33,741 |
Anti-dilutive securities | 50 | 271 | 221 |
ACQUISITIONS - Narrative (Detai
ACQUISITIONS - Narrative (Details) $ in Millions | Oct. 01, 2018USD ($) | May 01, 2018USD ($)care_center | Mar. 01, 2018USD ($) | Oct. 01, 2017USD ($)care_center | May 01, 2017USD ($)care_center | Feb. 01, 2017USD ($)care_center | Dec. 31, 2018USD ($) | Jun. 30, 2018USD ($) | Mar. 31, 2018USD ($) | Dec. 31, 2017USD ($) | Jun. 30, 2017USD ($) | Mar. 31, 2017USD ($) | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) |
Schedule of Business Acquisitions, Purchase Price Allocation [Line Items] | |||||||||||||||
Goodwill additions | $ 9.6 | $ 31 | $ 27.1 | ||||||||||||
Home Health [Member] | |||||||||||||||
Schedule of Business Acquisitions, Purchase Price Allocation [Line Items] | |||||||||||||||
Goodwill additions | 2.1 | 13.4 | 4.4 | ||||||||||||
Hospice [Member] | |||||||||||||||
Schedule of Business Acquisitions, Purchase Price Allocation [Line Items] | |||||||||||||||
Goodwill additions | 0 | 4.7 | 0 | ||||||||||||
Personal Care [Member] | |||||||||||||||
Schedule of Business Acquisitions, Purchase Price Allocation [Line Items] | |||||||||||||||
Goodwill additions | 7.5 | 12.9 | $ 22.7 | ||||||||||||
Christian Care at Home [Member] | Home Health [Member] | |||||||||||||||
Schedule of Business Acquisitions, Purchase Price Allocation [Line Items] | |||||||||||||||
Acquisition, total purchase price | $ 2.3 | ||||||||||||||
Goodwill additions | $ 2.3 | ||||||||||||||
Reduction in goodwill | $ 0.2 | ||||||||||||||
Period of time goodwill is expected to be deductible for income tax purposes | 15 years | ||||||||||||||
Christian Care at Home [Member] | Home Health [Member] | Certificates Of Need [Member] | |||||||||||||||
Schedule of Business Acquisitions, Purchase Price Allocation [Line Items] | |||||||||||||||
Acquisition, other intangibles recorded | 0.2 | 0.2 | |||||||||||||
East Tennessee Personal Care [Member] | Personal Care [Member] | |||||||||||||||
Schedule of Business Acquisitions, Purchase Price Allocation [Line Items] | |||||||||||||||
Acquisition, total purchase price | $ 2 | ||||||||||||||
Goodwill additions | $ 1.9 | ||||||||||||||
Period of time goodwill is expected to be deductible for income tax purposes | 15 years | ||||||||||||||
East Tennessee Personal Care [Member] | Personal Care [Member] | Promissory Notes [Member] | |||||||||||||||
Schedule of Business Acquisitions, Purchase Price Allocation [Line Items] | |||||||||||||||
Notes payable issued in acquisition | $ 0.2 | ||||||||||||||
East Tennessee Personal Care [Member] | Personal Care [Member] | Noncompete Agreements [Member] | |||||||||||||||
Schedule of Business Acquisitions, Purchase Price Allocation [Line Items] | |||||||||||||||
Acquisition, other intangibles recorded | $ 0.1 | ||||||||||||||
East Tennessee Personal Care [Member] | Personal Care [Member] | Tennessee [Member] | |||||||||||||||
Schedule of Business Acquisitions, Purchase Price Allocation [Line Items] | |||||||||||||||
Acquisition, number of care centers acquired | care_center | 1 | ||||||||||||||
Bring Care Home [Member] | Personal Care [Member] | |||||||||||||||
Schedule of Business Acquisitions, Purchase Price Allocation [Line Items] | |||||||||||||||
Acquisition, total purchase price | $ 5.7 | ||||||||||||||
Goodwill additions | 5.5 | ||||||||||||||
Period of time goodwill is expected to be deductible for income tax purposes | 15 years | ||||||||||||||
Bring Care Home [Member] | Personal Care [Member] | Promissory Notes [Member] | |||||||||||||||
Schedule of Business Acquisitions, Purchase Price Allocation [Line Items] | |||||||||||||||
Notes payable issued in acquisition | $ 0.6 | ||||||||||||||
Bring Care Home [Member] | Personal Care [Member] | Noncompete Agreements [Member] | |||||||||||||||
Schedule of Business Acquisitions, Purchase Price Allocation [Line Items] | |||||||||||||||
Acquisition, other intangibles recorded | $ 0.2 | $ 0.2 | |||||||||||||
Home Staff LLC [Member] | Personal Care [Member] | |||||||||||||||
Schedule of Business Acquisitions, Purchase Price Allocation [Line Items] | |||||||||||||||
Acquisition, total purchase price | $ 4 | ||||||||||||||
Goodwill additions | $ 3.8 | ||||||||||||||
Acquisition, recorded other assets and liabilities | 0.5 | ||||||||||||||
Period of time goodwill is expected to be deductible for income tax purposes | 15 years | ||||||||||||||
Home Staff LLC [Member] | Personal Care [Member] | Promissory Notes [Member] | |||||||||||||||
Schedule of Business Acquisitions, Purchase Price Allocation [Line Items] | |||||||||||||||
Notes payable issued in acquisition | $ 0.4 | ||||||||||||||
Home Staff LLC [Member] | Personal Care [Member] | Noncompete Agreements [Member] | |||||||||||||||
Schedule of Business Acquisitions, Purchase Price Allocation [Line Items] | |||||||||||||||
Acquisition, other intangibles recorded | $ 0.2 | ||||||||||||||
Home Staff LLC [Member] | Personal Care [Member] | Massachusetts [Member] | |||||||||||||||
Schedule of Business Acquisitions, Purchase Price Allocation [Line Items] | |||||||||||||||
Acquisition, number of care centers acquired | care_center | 3 | ||||||||||||||
Intercity Home Care [Member] | Personal Care [Member] | |||||||||||||||
Schedule of Business Acquisitions, Purchase Price Allocation [Line Items] | |||||||||||||||
Acquisition, total purchase price | $ 9.6 | ||||||||||||||
Goodwill additions | 9.1 | ||||||||||||||
Acquisition, recorded other assets and liabilities | $ 0.1 | 0.1 | |||||||||||||
Escrow deposit for indemnification purposes and working capital price adjustments | $ 1 | ||||||||||||||
Period of time goodwill is expected to be deductible for income tax purposes | 15 years | ||||||||||||||
Intercity Home Care [Member] | Personal Care [Member] | Noncompete Agreements [Member] | |||||||||||||||
Schedule of Business Acquisitions, Purchase Price Allocation [Line Items] | |||||||||||||||
Acquisition, other intangibles recorded | 0.4 | 0.4 | |||||||||||||
Intercity Home Care [Member] | Personal Care [Member] | Massachusetts [Member] | |||||||||||||||
Schedule of Business Acquisitions, Purchase Price Allocation [Line Items] | |||||||||||||||
Acquisition, number of care centers acquired | care_center | 4 | ||||||||||||||
Tenet Healthcare [Member] | Home Health [Member] | |||||||||||||||
Schedule of Business Acquisitions, Purchase Price Allocation [Line Items] | |||||||||||||||
Acquisition, number of care centers acquired | care_center | 3 | ||||||||||||||
Tenet Healthcare [Member] | Home Health [Member] | Massachusetts [Member] | |||||||||||||||
Schedule of Business Acquisitions, Purchase Price Allocation [Line Items] | |||||||||||||||
Acquisition, number of care centers acquired | care_center | 1 | ||||||||||||||
Tenet Healthcare [Member] | Home Health [Member] | Illinois [Member] | |||||||||||||||
Schedule of Business Acquisitions, Purchase Price Allocation [Line Items] | |||||||||||||||
Acquisition, number of care centers acquired | care_center | 1 | ||||||||||||||
Tenet Healthcare [Member] | Home Health [Member] | Texas [Member] | |||||||||||||||
Schedule of Business Acquisitions, Purchase Price Allocation [Line Items] | |||||||||||||||
Acquisition, number of care centers acquired | care_center | 1 | ||||||||||||||
Tenet Healthcare [Member] | Hospice [Member] | |||||||||||||||
Schedule of Business Acquisitions, Purchase Price Allocation [Line Items] | |||||||||||||||
Acquisition, number of care centers acquired | care_center | 2 | ||||||||||||||
Tenet Healthcare [Member] | Hospice [Member] | Massachusetts [Member] | |||||||||||||||
Schedule of Business Acquisitions, Purchase Price Allocation [Line Items] | |||||||||||||||
Acquisition, number of care centers acquired | care_center | 1 | ||||||||||||||
Tenet Healthcare [Member] | Hospice [Member] | Arizona [Member] | |||||||||||||||
Schedule of Business Acquisitions, Purchase Price Allocation [Line Items] | |||||||||||||||
Acquisition, number of care centers acquired | care_center | 1 | ||||||||||||||
Tenet Healthcare [Member] | Home Health And Hospice [Member] | |||||||||||||||
Schedule of Business Acquisitions, Purchase Price Allocation [Line Items] | |||||||||||||||
Acquisition, total purchase price | $ 20.5 | ||||||||||||||
Goodwill additions | $ 20.9 | ||||||||||||||
Reduction in goodwill | 2.8 | ||||||||||||||
Acquisition, recorded other assets and liabilities | $ 0.8 | ||||||||||||||
Period of time goodwill is expected to be deductible for income tax purposes | 15 years | ||||||||||||||
Tenet Healthcare [Member] | Home Health And Hospice [Member] | Medicare Licenses [Member] | |||||||||||||||
Schedule of Business Acquisitions, Purchase Price Allocation [Line Items] | |||||||||||||||
Acquisition, other intangibles recorded | 0.1 | 0.1 | |||||||||||||
Tenet Healthcare [Member] | Home Health And Hospice [Member] | Acquired Name of Business [Member] | |||||||||||||||
Schedule of Business Acquisitions, Purchase Price Allocation [Line Items] | |||||||||||||||
Acquisition, other intangibles recorded | $ 2.7 | $ 2.7 |
GOODWILL AND OTHER INTANGIBLE_3
GOODWILL AND OTHER INTANGIBLE ASSETS, NET - Activity Related to Goodwill (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Goodwill [Line Items] | |||
Goodwill, Impaired, Accumulated Impairment Loss | $ 733,700 | ||
Goodwill [Roll Forward] | |||
Beginning balance | 319,949 | $ 288,900 | $ 261,700 |
Additions | 9,600 | 31,000 | 27,100 |
Adjustments related to acquisitions | 100 | ||
Ending balance | 329,480 | 319,949 | 288,900 |
Home Health [Member] | |||
Goodwill [Roll Forward] | |||
Beginning balance | 85,000 | 71,600 | 67,100 |
Additions | 2,100 | 13,400 | 4,400 |
Adjustments related to acquisitions | 100 | ||
Ending balance | 87,100 | 85,000 | 71,600 |
Hospice [Member] | |||
Goodwill [Roll Forward] | |||
Beginning balance | 199,300 | 194,600 | 194,600 |
Additions | 0 | 4,700 | 0 |
Adjustments related to acquisitions | 0 | ||
Ending balance | 199,300 | 199,300 | 194,600 |
Personal Care [Member] | |||
Goodwill [Roll Forward] | |||
Beginning balance | 35,600 | 22,700 | 0 |
Additions | 7,500 | 12,900 | 22,700 |
Adjustments related to acquisitions | 0 | ||
Ending balance | $ 43,100 | $ 35,600 | $ 22,700 |
GOODWILL AND OTHER INTANGIBLE_4
GOODWILL AND OTHER INTANGIBLE ASSETS, NET - Activity Related to Other Intangible Assets, Net (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Intangible Assets [Line Items] | |||
Non-cash impairment charge for write-off of intangible assets | $ 1,300 | ||
Intangible assets, accumulated amortization | $ 33,050 | 30,610 | |
Weighted-average amortization period | 1 year 8 months 12 days | ||
Intangible Assets [Roll Forward] | |||
Beginning balance | $ 46,061 | 46,700 | $ 44,000 |
Additions | 500 | 3,400 | 5,200 |
Write-off | (1,300) | ||
Amortization | (2,500) | (2,700) | (2,500) |
Ending balance | 44,132 | 46,061 | 46,700 |
Acquired Names Of Business [Member] | |||
Intangible Assets [Line Items] | |||
Intangible assets, accumulated amortization | 500 | ||
Noncompete Agreements [Member] | |||
Intangible Assets [Line Items] | |||
Intangible assets, accumulated amortization | 21,700 | ||
Intangible Assets [Roll Forward] | |||
Beginning balance | 2,800 | 4,900 | 5,900 |
Additions | 300 | 600 | 1,500 |
Write-off | 0 | ||
Amortization | (2,500) | (2,700) | (2,500) |
Ending balance | 600 | 2,800 | 4,900 |
Certificates of Need and Licenses [Member] | |||
Intangible Assets [Roll Forward] | |||
Beginning balance | 23,700 | 24,100 | 23,900 |
Additions | 200 | 100 | 200 |
Write-off | (500) | ||
Amortization | 0 | 0 | 0 |
Ending balance | 23,900 | 23,700 | 24,100 |
Acquired Names Of Business [Member] | |||
Intangible Assets [Roll Forward] | |||
Beginning balance | 19,600 | 17,700 | 14,200 |
Additions | 0 | 2,700 | 3,500 |
Write-off | (800) | ||
Amortization | 0 | 0 | 0 |
Ending balance | $ 19,600 | $ 19,600 | $ 17,700 |
GOODWILL AND OTHER INTANGIBLE_5
GOODWILL AND OTHER INTANGIBLE ASSETS, NET - Estimated Future Amortization Expense (Details) $ in Millions | Dec. 31, 2018USD ($) |
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract] | |
2,019 | $ 0.4 |
2,020 | 0.2 |
2,021 | 0 |
2,022 | 0 |
2,023 | 0 |
Total | $ 0.6 |
DETAILS OF CERTAIN BALANCE SH_3
DETAILS OF CERTAIN BALANCE SHEET ACCOUNTS - Balances (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Other current assets: | ||
Payroll tax escrow | $ 1,500 | $ 7,200 |
Income tax receivable | 1,600 | 3,400 |
Due from joint ventures | 1,900 | 2,000 |
Other | 2,300 | 3,700 |
Other current assets | 7,349 | 16,268 |
Other assets: | ||
Workers’ compensation deposits | 400 | 400 |
Health insurance deposits | 500 | 500 |
Other miscellaneous deposits | 800 | 900 |
Indemnity receivable | 14,200 | 17,000 |
Equity method investments | 35,100 | 26,400 |
Other | 3,100 | 3,900 |
Other assets | 54,145 | 49,130 |
Accrued expenses: | ||
Health insurance | 12,400 | 14,100 |
Workers’ compensation | 30,900 | 29,300 |
Florida ZPIC audit, gross liability | 17,400 | 17,400 |
Legal settlements and other audits | 13,000 | 6,400 |
Lease liability | 300 | 900 |
Charity care | 1,700 | 1,500 |
Estimated Medicare cap liability | 1,700 | 900 |
Hospice cost of revenue | 9,900 | 9,100 |
Patient liability | 6,300 | 5,300 |
Other | 5,900 | 4,200 |
Accrued expenses | 99,475 | 89,104 |
Other long-term obligations: | ||
Reserve for uncertain tax positions | 2,900 | 0 |
Deferred compensation plan liability | 1,300 | 1,900 |
Other | 2,000 | 1,900 |
Other long-term obligations | $ 6,234 | $ 3,791 |
LONG-TERM OBLIGATIONS - Summary
LONG-TERM OBLIGATIONS - Summary of Long-Term Debt (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Debt Instrument [Line Items] | ||
Principal amount | $ 10,900 | $ 90,700 |
Deferred debt issuance costs | (3,500) | (1,900) |
Long-term obligations, including current portion | 7,400 | 88,800 |
Current portion of long-term obligations | (1,612) | (10,638) |
Long-term obligations, less current portion | 5,775 | 78,203 |
Term Loan [Member] | 100 Million Term Loan [Member] | ||
Debt Instrument [Line Items] | ||
Principal amount | 0 | 90,000 |
Revolving Credit Facility [Member] | Five Hundred Fifty Million Revolving Credit Facility [Member] | ||
Debt Instrument [Line Items] | ||
Principal amount | 7,500 | 0 |
Promissory Notes [Member] | ||
Debt Instrument [Line Items] | ||
Principal amount | 1,100 | 700 |
Capital Lease Obligations [Member] | ||
Debt Instrument [Line Items] | ||
Principal amount | $ 2,300 | $ 0 |
LONG-TERM OBLIGATIONS - Summa_2
LONG-TERM OBLIGATIONS - Summary of Long-Term Debt Additional Information (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Term Loan [Member] | 100 Million Term Loan [Member] | ||
Debt Instrument [Line Items] | ||
Principal amount | $ 100,000,000 | |
Maturity date | Aug. 28, 2020 | |
Term Loan [Member] | 100 Million Term Loan [Member] | Eurodollar [Member] | ||
Debt Instrument [Line Items] | ||
Debt Instrument Interest Rate at Period End | 3.57% | |
Revolving Credit Facility [Member] | Five Hundred Fifty Million Revolving Credit Facility [Member] | ||
Debt Instrument [Line Items] | ||
Principal amount | $ 550,000,000 | |
Maturity date | Jun. 29, 2023 | |
Revolving Credit Facility [Member] | Five Hundred Fifty Million Revolving Credit Facility [Member] | Eurodollar [Member] | ||
Debt Instrument [Line Items] | ||
Debt Instrument Interest Rate at Period End | 3.85% |
LONG-TERM OBLIGATIONS - Maturit
LONG-TERM OBLIGATIONS - Maturities of Debt (Details) - USD ($) $ in Millions | Dec. 31, 2018 | Dec. 31, 2017 |
Long-Term Obligations, Fiscal Year Maturity | ||
2,019 | $ 1.6 | |
2,020 | 1.4 | |
2,021 | 0.4 | |
2,022 | 0 | |
2,023 | 7.5 | |
Total | $ 10.9 | $ 90.7 |
LONG-TERM OBLIGATIONS - Fees an
LONG-TERM OBLIGATIONS - Fees and Rates Under Credit Facilities (Details) | 12 Months Ended |
Dec. 31, 2018 | |
Consolidated Leverage Ratio: Greater Than 3.00 to 1.0 | |
Line of Credit Facility [Line Items] | |
Commitment Fee | 0.35% |
Letter of Credit Fee | 2.00% |
Consolidated Leverage Ratio: Greater Than 3.00 to 1.0 | Minimum [Member] | |
Line of Credit Facility [Line Items] | |
Consolidated Leverage Ratio | 3 |
Consolidated Leverage Ratio: Greater Than 3.00 to 1.0 | Base Rate [Member] | |
Line of Credit Facility [Line Items] | |
Margin on Loans | 1.25% |
Consolidated Leverage Ratio: Greater Than 3.00 to 1.0 | Eurodollar [Member] | |
Line of Credit Facility [Line Items] | |
Margin on Loans | 2.25% |
Consolidated Leverage Ratio: Less Than Equal To 3.00 to 1.0 but Greater Than 2.00 to 1.0 | |
Line of Credit Facility [Line Items] | |
Commitment Fee | 0.30% |
Letter of Credit Fee | 1.75% |
Consolidated Leverage Ratio: Less Than Equal To 3.00 to 1.0 but Greater Than 2.00 to 1.0 | Maximum [Member] | |
Line of Credit Facility [Line Items] | |
Consolidated Leverage Ratio | 3 |
Consolidated Leverage Ratio: Less Than Equal To 3.00 to 1.0 but Greater Than 2.00 to 1.0 | Minimum [Member] | |
Line of Credit Facility [Line Items] | |
Consolidated Leverage Ratio | 2 |
Consolidated Leverage Ratio: Less Than Equal To 3.00 to 1.0 but Greater Than 2.00 to 1.0 | Base Rate [Member] | |
Line of Credit Facility [Line Items] | |
Margin on Loans | 1.00% |
Consolidated Leverage Ratio: Less Than Equal To 3.00 to 1.0 but Greater Than 2.00 to 1.0 | Eurodollar [Member] | |
Line of Credit Facility [Line Items] | |
Margin on Loans | 2.00% |
Consolidated Leverage Ratio: Less Than Equal To 2.00 to 1.0 but Greater Than 1.00 to 1.0 | |
Line of Credit Facility [Line Items] | |
Commitment Fee | 0.25% |
Letter of Credit Fee | 1.50% |
Consolidated Leverage Ratio: Less Than Equal To 2.00 to 1.0 but Greater Than 1.00 to 1.0 | Maximum [Member] | |
Line of Credit Facility [Line Items] | |
Consolidated Leverage Ratio | 2 |
Consolidated Leverage Ratio: Less Than Equal To 2.00 to 1.0 but Greater Than 1.00 to 1.0 | Minimum [Member] | |
Line of Credit Facility [Line Items] | |
Consolidated Leverage Ratio | 1 |
Consolidated Leverage Ratio: Less Than Equal To 2.00 to 1.0 but Greater Than 1.00 to 1.0 | Base Rate [Member] | |
Line of Credit Facility [Line Items] | |
Margin on Loans | 0.75% |
Consolidated Leverage Ratio: Less Than Equal To 2.00 to 1.0 but Greater Than 1.00 to 1.0 | Eurodollar [Member] | |
Line of Credit Facility [Line Items] | |
Margin on Loans | 1.75% |
Consolidated Leverage Ratio: Less Than Equal To 1.00 to 1.0 | |
Line of Credit Facility [Line Items] | |
Commitment Fee | 0.20% |
Letter of Credit Fee | 1.25% |
Consolidated Leverage Ratio: Less Than Equal To 1.00 to 1.0 | Maximum [Member] | |
Line of Credit Facility [Line Items] | |
Consolidated Leverage Ratio | 1 |
Consolidated Leverage Ratio: Less Than Equal To 1.00 to 1.0 | Base Rate [Member] | |
Line of Credit Facility [Line Items] | |
Margin on Loans | 0.50% |
Consolidated Leverage Ratio: Less Than Equal To 1.00 to 1.0 | Eurodollar [Member] | |
Line of Credit Facility [Line Items] | |
Margin on Loans | 1.50% |
LONG-TERM OBLIGATIONS - Narrati
LONG-TERM OBLIGATIONS - Narrative (Details) | Jun. 29, 2018USD ($) | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) |
Debt Instrument [Line Items] | ||||
Credit facility, maximum borrowing capacity | $ 550,000,000 | |||
Principal payments of long-term obligations | $ 91,450,000 | $ 5,319,000 | $ 5,000,000 | |
Consolidated leverage ratio | 0.1 | |||
Consolidated interest coverage ratio | 59.9 | |||
Deferred debt issuance cost | $ 2,400,000 | |||
Principal amount | $ 10,900,000 | 90,700,000 | ||
Prior Credit Agreement [Member] | ||||
Debt Instrument [Line Items] | ||||
Principal payments of long-term obligations | 127,500,000 | |||
Swing Line Loan [Member] | ||||
Debt Instrument [Line Items] | ||||
Amount of revolving credit facility | 25,000,000 | |||
Letter of Credit [Member] | ||||
Debt Instrument [Line Items] | ||||
Amount of revolving credit facility | 60,000,000 | |||
Credit Agreement [Member] | ||||
Debt Instrument [Line Items] | ||||
Additional interest rate above Federal Fund rate (percent) | 0.50% | |||
Additional interest rate above Eurodollar Rate (percent) | 1.00% | |||
Percentage of consolidated revenue and adjusted EBITDA that guarantor wholly-owned subsidiaries represent | 95.00% | |||
Percentage of adjusted EBITDA that guarantor subsidiaries represent | 70.00% | |||
Credit Agreement [Member] | Base Rate [Member] | ||||
Debt Instrument [Line Items] | ||||
Description of variable rate basis | Fluctuating rate per annum equal to the highest of (a) the federal funds rate plus 0.50% per annum, (b) the prime rate of interest established by the Administrative Agent, and (c) the Eurodollar Rate for an interest period of one month plus 1% per annum. | |||
Basis spread on variable rate (percent) | 0.50% | |||
Credit Agreement [Member] | Eurodollar [Member] | ||||
Debt Instrument [Line Items] | ||||
Description of variable rate basis | Rate at which Eurodollar deposits in the London interbank market for an interest period of one, two, three or six months | |||
Basis spread on variable rate (percent) | 1.50% | |||
Promissory Notes [Member] | ||||
Debt Instrument [Line Items] | ||||
Principal amount | $ 1,100,000 | 700,000 | ||
Promissory Notes [Member] | Minimum [Member] | ||||
Debt Instrument [Line Items] | ||||
Interest rate (percent) | 2.90% | |||
Promissory Notes [Member] | Maximum [Member] | ||||
Debt Instrument [Line Items] | ||||
Interest rate (percent) | 7.00% | |||
Capital Lease Obligations [Member] | ||||
Debt Instrument [Line Items] | ||||
Principal amount | $ 2,300,000 | 0 | ||
Capital Lease Obligations [Member] | Minimum [Member] | ||||
Debt Instrument [Line Items] | ||||
Interest rate (percent) | 5.20% | |||
Capital Lease Obligations [Member] | Maximum [Member] | ||||
Debt Instrument [Line Items] | ||||
Interest rate (percent) | 14.30% | |||
100 Million Term Loan [Member] | Term Loan [Member] | ||||
Debt Instrument [Line Items] | ||||
Principal amount | $ 100,000,000 | |||
Weighted Average Interest Rate | 3.10% | |||
Maturity date | Aug. 28, 2020 | |||
Principal amount | $ 0 | $ 90,000,000 | ||
Five Hundred Fifty Million Revolving Credit Facility [Member] | Revolving Credit Facility [Member] | ||||
Debt Instrument [Line Items] | ||||
Principal amount | $ 550,000,000 | |||
Weighted Average Interest Rate | 3.80% | |||
Credit facility, maximum additional borrowing capacity | $ 125,000,000 | |||
Credit facility, maximum allowable consolidated leverage ratio multiple | 0.5 | |||
Credit facility maximum allowable consolidated leverage ratio | 3 | |||
Maturity date | Jun. 29, 2023 | |||
Remaining availability under the revolving credit facility | $ 508,400,000 | |||
Principal amount | 7,500,000 | $ 0 | ||
Five Hundred Fifty Million Revolving Credit Facility [Member] | Line of Credit [Member] | ||||
Debt Instrument [Line Items] | ||||
Outstanding letters of credit | $ 34,100,000 |
INCOME TAXES - Narrative (Detai
INCOME TAXES - Narrative (Details) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018USD ($)state | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | |
Income Tax Disclosure [Line Items] | |||
Recognized share-based compensation tax benefit | $ 2.5 | $ 2.9 | |
Decrease in deferred income tax expense from remeasurement of deferred taxes due to change in tax rate (Tax Cuts and Jobs Act) | 21.4 | ||
Income tax receivable | 1.6 | 3.4 | |
Reduction in uncertain tax positions from change in enacted tax rate | 0 | 1.1 | |
Uncertain tax benefits accrued | 2.7 | 2.7 | $ 4.1 |
Valuation allowance | $ 0.7 | 0.7 | |
Net change in total valuation allowance | 0.3 | ||
Number of individual states subject to income taxes | state | 50 | ||
Minimum [Member] | |||
Income Tax Disclosure [Line Items] | |||
Tax years open to examination | 2,004 | ||
Maximum [Member] | |||
Income Tax Disclosure [Line Items] | |||
Tax years open to examination | 2,018 | ||
Net Operating Loss [Member] | |||
Income Tax Disclosure [Line Items] | |||
Uncertain tax benefits accrued | $ 2.1 | 2.1 | |
Tax Credit Carryforward [Member] | |||
Income Tax Disclosure [Line Items] | |||
Uncertain tax benefits accrued | $ 0.7 | 0.7 | |
Alternative Minimum Tax Credit [Member] | |||
Income Tax Disclosure [Line Items] | |||
Tax credits | $ 2.3 | ||
Alternative Minimum Tax Credit [Member] | Minimum [Member] | |||
Income Tax Disclosure [Line Items] | |||
Refund tax year | 2,018 | ||
Alternative Minimum Tax Credit [Member] | Maximum [Member] | |||
Income Tax Disclosure [Line Items] | |||
Refund tax year | 2,020 | ||
State Tax Credit [Member] | |||
Income Tax Disclosure [Line Items] | |||
Tax credits | $ 3.6 | ||
State and Local Jurisdiction [Member] | Net Operating Loss [Member] | |||
Income Tax Disclosure [Line Items] | |||
Net operating loss carryforwards | $ 118.8 |
INCOME TAXES - Components of Ta
INCOME TAXES - Components of Tax Provision by Jurisdiction (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Current income tax expense/(benefit): | |||
Federal | $ 16,400 | $ (2,000) | $ (500) |
State and local | 2,100 | (100) | (100) |
Current income tax expense (benefit) | 18,500 | (2,100) | (600) |
Deferred income tax expense/(benefit): | |||
Federal | 14,500 | 51,200 | 22,100 |
State and local | 5,800 | 1,000 | 2,400 |
Deferred income tax expense (benefit) | 20,271 | 52,178 | 24,547 |
Income tax expense | $ 38,859 | $ 50,118 | $ 23,935 |
INCOME TAXES - Income Tax Expen
INCOME TAXES - Income Tax Expense Allocation (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Income Tax Disclosure [Abstract] | |||
Income from continuing operations | $ 38,859 | $ 50,118 | $ 23,935 |
Interest expense | 100 | 0 | (100) |
Stockholders’ equity | 0 | (300) | (7,200) |
Total income tax expense allocation | $ 38,900 | $ 49,800 | $ 16,600 |
INCOME TAXES - Reconciliation o
INCOME TAXES - Reconciliation of Effective Tax Rate (Details) | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Income Tax Disclosure [Abstract] | |||
Income tax expense at U.S. federal statutory rate | 21.00% | 35.00% | 35.00% |
State and local income taxes, net of federal income tax benefit | 4.80% | 3.80% | 4.80% |
Excess tax benefits from share-based compensation | (1.60%) | (3.50%) | (0.00%) |
Tax rate change | 0.00% | 26.50% | 0.00% |
Other items, net | 0.20% | 0.20% | (0.90%) |
Income tax expense/(benefit) | 24.40% | 62.00% | 38.90% |
INCOME TAXES - Components of De
INCOME TAXES - Components of Deferred Tax Assets (Liabilities) (Details) - USD ($) $ in Millions | Dec. 31, 2018 | Dec. 31, 2017 |
Deferred tax assets: | ||
Allowance for doubtful accounts | $ 5.6 | $ 5.3 |
Accrued payroll & employee benefits | 11.2 | 9 |
Workers’ compensation | 8.3 | 7.9 |
Amortization of intangible assets | 14.7 | 26 |
Share-based compensation | 6.9 | 6.1 |
Net operating loss carryforwards | 5.9 | 20.1 |
Tax credit carryforwards | 2.8 | 4.6 |
Other | 2.9 | 2.4 |
Gross deferred tax assets | 58.3 | 81.4 |
Less: valuation allowance | (0.7) | (0.7) |
Net deferred tax assets | 57.6 | 80.7 |
Deferred tax (liabilities): | ||
Property and equipment | (4.4) | (4) |
Deferred revenue | (13.5) | (18) |
Investment in partnerships | (3.1) | (2.1) |
Other liabilities | (0.8) | (0.5) |
Gross deferred tax liabilities | (21.8) | (24.6) |
Net deferred tax assets (liabilities) | $ 35.8 | $ 56.1 |
INCOME TAXES - Reconciliation_2
INCOME TAXES - Reconciliation of Unrecognized Tax Benefits (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | ||
Uncertain tax benefits, beginning balance | $ 2.7 | $ 4.1 |
Additions for tax positions related to current year | 0 | 0 |
Additions for tax positions related to prior year | 0 | 0 |
Reductions for tax positions related to prior years | 0 | 0 |
Lapse of statute of limitations | 0 | (0.3) |
Change in statutory tax rate (1) | 0 | (1.1) |
Settlements | 0 | 0 |
Uncertain tax benefits, ending balance | $ 2.7 | $ 2.7 |
CAPITAL STOCK AND SHARE-BASED_3
CAPITAL STOCK AND SHARE-BASED COMPENSATION - Narrative (Details) - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | ||||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Jun. 07, 2012 | Jun. 06, 2012 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Common stock, authorized (shares) | 60,000,000 | 60,000,000 | |||
Common stock, par value (usd per share) | $ 0.001 | $ 0.001 | |||
Preferred stock, authorized (shares) | 5,000,000 | 5,000,000 | |||
Preferred stock, par value (usd per share) | $ 0.001 | $ 0.001 | |||
Common stock, issued (shares) | 36,252,280 | 35,747,134 | |||
Common stock, outstanding (shares) | 31,973,505 | 33,964,767 | |||
Preferred stock, issued (shares) | 0 | 0 | |||
Percentage of ownership in subsidiaries | 50.00% | ||||
Equity-based awards, number of shares authorized (shares) | 2,500,000 | ||||
Equity-based awards, shares available for grant (shares) | 2,400,000 | ||||
Percentage of total combined voting power of the Company and subsidiaries | 10.00% | ||||
Percentage of market value for purchases under Employee Stock Purchase Program (percent) | 85.00% | ||||
Common stock authorized for issuance under Employee Stock Purchase Plan (shares) | 1,377,017 | ||||
Employee Stock Purchase Plan expense | $ 0.5 | $ 0.4 | $ 0.4 | ||
Options granted (shares) | 163,666 | ||||
Tax benefit from stock option exercise | $ 1.6 | 0.3 | |||
Intrinsic value of options outstanding | 66.9 | ||||
Intrinsic value of options exerciseable | 41.3 | ||||
Intrinsic value of options exercised during the period | $ 9.7 | $ 3.9 | |||
Maximum [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Contractual term of share-based award | ten | ||||
Common stock authorized for issuance under Employee Stock Purchase Plan (shares) | 4,500,000 | 2,500,000 | |||
Vesting period of equity-based awards | 5 years | ||||
Minimum [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Vesting period of equity-based awards | 12 months | ||||
Share-Based Awards [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Fair value of share of common stock (percent) | 100.00% | ||||
Share Based Awards to More Than Ten Percent Owner [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Fair value of share of common stock (percent) | 110.00% | ||||
Stock Option [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Options granted (shares) | 163,666 | 308,292 | 268,538 | ||
Stock compensation expense | $ 5.7 | $ 5.6 | $ 6.3 | ||
Unrecognized compensation expense | $ 5.1 | ||||
Unrecognized compensation expense weighted-average period for recognitions (years) | 1 year 8 months 12 days | ||||
Non-Vested Stock [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Stock compensation expense | $ 1.4 | $ 1.7 | $ 2.3 | ||
Unrecognized compensation expense | $ 0.5 | ||||
Unrecognized compensation expense weighted-average period for recognitions (years) | 4 months 24 days | ||||
Non-vested stock granted, weighted average grant date fair value (usd per share) | $ 80.54 | $ 62.67 | $ 50.55 | ||
Non-Vested Stock [Member] | Maximum [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Vesting period of equity-based awards | 5 years | ||||
Non-Vested Stock [Member] | Minimum [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Vesting period of equity-based awards | 1 year | ||||
Non-Vested Stock Units [Member] | Maximum [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Vesting period of equity-based awards | 5 years | ||||
Non-Vested Stock Units [Member] | Minimum [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Vesting period of equity-based awards | 1 year | ||||
Non-Vested Stock Units - Service-Based [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Stock compensation expense | $ 4.5 | $ 3.6 | $ 3.6 | ||
Unrecognized compensation expense | $ 11 | ||||
Unrecognized compensation expense weighted-average period for recognitions (years) | 2 years 3 months 18 days | ||||
Non-vested stock granted, weighted average grant date fair value (usd per share) | $ 95.14 | $ 53.79 | $ 45.60 | ||
Non-Vested Stock Units - Service-Based and Performance-Based [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Stock compensation expense | $ 5.8 | $ 5 | $ 3.7 | ||
Unrecognized compensation expense | $ 8.3 | ||||
Unrecognized compensation expense weighted-average period for recognitions (years) | 1 year 10 months 24 days | ||||
Non-vested stock granted, weighted average grant date fair value (usd per share) | $ 79.59 | $ 52.99 | $ 46.29 | ||
Performance-based award, target number of units to be received (shares) | 115,338 |
CAPITAL STOCK AND SHARE-BASED_4
CAPITAL STOCK AND SHARE-BASED COMPENSATION - Employee Stock Purchase Plan Purchases (Details) - $ / shares | 3 Months Ended | 55 Months Ended | 79 Months Ended | |||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ||||||||||
Employee Stock Purchase Plan shares issued (shares) | 7,856 | 6,052 | 8,673 | 10,913 | 13,323 | 12,276 | 11,446 | 13,244 | 3,039,200 | 3,122,983 |
Price per Employee Stock Purchase Plan share issued (usd per share) | $ 99.54 | $ 106.22 | $ 72.64 | $ 51.29 | $ 44.80 | $ 47.57 | $ 53.39 | $ 43.43 | $ 14.72 | $ 99.54 |
CAPITAL STOCK AND SHARE-BASED_5
CAPITAL STOCK AND SHARE-BASED COMPENSATION - Stock Option Valuation Assumptions (Details) - Stock Option [Member] - $ / shares | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Risk Free Rate, minimum | 2.56% | 1.99% | 1.19% |
Risk Free Rate, maximum | 3.04% | 2.16% | 1.58% |
Expected Volatility, minimum | 42.00% | 50.18% | 53.44% |
Expected Volatility, maximum | 45.32% | 51.81% | 54.89% |
Weighted Average Fair Value | $ 42.48 | $ 28.02 | $ 25.99 |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Dividend Rate | 0.00% | 0.00% | 0.00% |
Minimum [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected Term | 4 years 1 month 13 days | 5 years 9 months 11 days | 5 years 10 months 10 days |
Maximum [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected Term | 6 years 3 months | 6 years 3 months | 6 years 3 months |
CAPITAL STOCK AND SHARE-BASED_6
CAPITAL STOCK AND SHARE-BASED COMPENSATION - Stock Option Activity (Details) - $ / shares | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Number of Shares | ||
Outstanding, beginning balance (shares) | 909,730 | |
Granted (shares) | 163,666 | |
Exercised (shares) | (162,690) | |
Canceled, forfeited or expired (shares) | (77,391) | |
Outstanding, ending balance (shares) | 833,315 | 909,730 |
Exercisable (shares) | 462,845 | |
Weighted Average Exercise Price | ||
Outstanding, beginning balance (usd per share) | $ 33.25 | |
Granted (usd per share) | 55.87 | |
Exercised (usd per share) | 36.59 | |
Canceled, forfeited or expired (usd per share) | 35.95 | |
Outstanding, ending balance (usd per share) | 36.79 | $ 33.25 |
Exercisable (usd per share) | $ 27.97 | |
Weighted Average Contractual Life (Years) | ||
Outstanding, weighted average contractual life (years) | 6 years 9 months 4 days | 7 years 7 months 13 days |
Exercisable, weighted average contractual life (years) | 6 years 2 months 1 day |
CAPITAL STOCK AND SHARE-BASED_7
CAPITAL STOCK AND SHARE-BASED COMPENSATION - Non-Vested Stock Option Activity (Details) | 12 Months Ended |
Dec. 31, 2018$ / sharesshares | |
Number of Shares | |
Non-vested stock options beginning balance (shares) | shares | 527,798 |
Granted (shares) | shares | 163,666 |
Vested (shares) | shares | (246,442) |
Forfeited (shares) | shares | (74,552) |
Non-vested stock options ending balance (shares) | shares | 370,470 |
Weighted Average Grant Date Fair Value | |
Non-vested stock options beginning balance (usd per share) | $ / shares | $ 23 |
Granted (usd per share) | $ / shares | 42.48 |
Vested (usd per share) | $ / shares | 23.11 |
Forfeited (usd per share) | $ / shares | 25.78 |
Non-vested stock options ending balance (usd per share) | $ / shares | $ 30.97 |
CAPITAL STOCK AND SHARE-BASED_8
CAPITAL STOCK AND SHARE-BASED COMPENSATION - Non-Vested Stock Activity (Details) - Non-Vested Stock [Member] - $ / shares | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Number of Shares | |||
Non-vested, beginning balance (shares) | 46,998 | ||
Granted (shares) | 14,904 | ||
Vested (shares) | (46,998) | ||
Canceled, forfeited or expired (shares) | 0 | ||
Non-vested, ending balance (shares) | 14,904 | 46,998 | |
Weighted Average Grant Date Fair Value | |||
Non-vested, beginning balance (usd per share) | $ 41.48 | ||
Granted (usd per share) | 80.54 | $ 62.67 | $ 50.55 |
Vested (usd per share) | 41.48 | ||
Canceled, forfeited or expired (usd per share) | 0 | ||
Non-vested, ending balance (usd per share) | $ 80.54 | $ 41.48 |
CAPITAL STOCK AND SHARE-BASED_9
CAPITAL STOCK AND SHARE-BASED COMPENSATION - Non-Vested Stock Units Activity (Details) - $ / shares | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Non-Vested Stock Units - Service-Based [Member] | |||
Number of Shares | |||
Non-vested, beginning balance (shares) | 234,842 | ||
Granted (shares) | 107,051 | ||
Vested (shares) | (71,658) | ||
Canceled, forfeited or expired (shares) | (29,835) | ||
Non-vested, ending balance (shares) | 240,400 | 234,842 | |
Weighted Average Grant Date Fair Value | |||
Non-vested, beginning balance (usd per share) | $ 47.58 | ||
Granted (usd per share) | 95.14 | $ 53.79 | $ 45.60 |
Vested (usd per share) | 46.55 | ||
Canceled, forfeited or expired (usd per share) | 44.20 | ||
Non-vested, ending balance (usd per share) | $ 69.49 | $ 47.58 | |
Non-Vested Stock Units - Service-Based and Performance-Based [Member] | |||
Number of Shares | |||
Non-vested, beginning balance (shares) | 252,948 | ||
Granted (shares) | 115,338 | ||
Vested (shares) | (87,482) | ||
Canceled, forfeited or expired (shares) | (54,127) | ||
Non-vested, ending balance (shares) | 226,677 | 252,948 | |
Weighted Average Grant Date Fair Value | |||
Non-vested, beginning balance (usd per share) | $ 51.15 | ||
Granted (usd per share) | 79.59 | $ 52.99 | $ 46.29 |
Vested (usd per share) | 49.91 | ||
Canceled, forfeited or expired (usd per share) | 52.60 | ||
Non-vested, ending balance (usd per share) | $ 65.76 | $ 51.15 |
COMMITMENTS AND CONTINGENCIES -
COMMITMENTS AND CONTINGENCIES - Narrative (Details) $ in Thousands | Jan. 10, 2019USD ($) | Jan. 01, 2019USD ($) | Nov. 21, 2016USD ($) | Jun. 27, 2016patient | Apr. 18, 2016USD ($) | Jan. 18, 2016USD ($)claim | Nov. 03, 2015patient | Jun. 10, 2015USD ($) | May 21, 2015patient | Apr. 23, 2014 | Sep. 13, 2012employee | Jun. 06, 2011beneficiary | Aug. 31, 2017USD ($)claim | Apr. 30, 2014care_center | Dec. 31, 2016USD ($) | Jun. 30, 2016USD ($) | Mar. 31, 2016USD ($) | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | Mar. 31, 2010beneficiary | Jul. 25, 2015employee | Sep. 30, 2018USD ($) | Jun. 12, 2017USD ($) | Sep. 30, 2016USD ($) | Dec. 31, 2015USD ($) | Sep. 30, 2015USD ($) |
Loss Contingencies [Line Items] | |||||||||||||||||||||||||||
Securities Class Action Lawsuit settlement, net | $ 0 | $ 28,712 | $ 0 | ||||||||||||||||||||||||
Corporate integrity agreement term (years) | 5 years | ||||||||||||||||||||||||||
Indemnity receivable | 14,200 | 17,000 | |||||||||||||||||||||||||
Other General and Administrative Expense | 166,897 | 159,980 | 180,048 | ||||||||||||||||||||||||
Patient accounts receivable | 188,972 | 201,196 | |||||||||||||||||||||||||
Operating leases rent expense | 27,800 | 28,600 | $ 27,500 | ||||||||||||||||||||||||
Health insurance retention limit | 1,000 | ||||||||||||||||||||||||||
Workers' compensation insurance retention limit | $ 1,000 | 500 | |||||||||||||||||||||||||
Professional liability insurance retention limit | $ 300 | ||||||||||||||||||||||||||
Minimum [Member] | |||||||||||||||||||||||||||
Loss Contingencies [Line Items] | |||||||||||||||||||||||||||
Operating lease term (years) | 1 year | ||||||||||||||||||||||||||
Maximum [Member] | |||||||||||||||||||||||||||
Loss Contingencies [Line Items] | |||||||||||||||||||||||||||
Operating lease term (years) | 10 years | ||||||||||||||||||||||||||
South Carolina [Member] | Hospice [Member] | |||||||||||||||||||||||||||
Loss Contingencies [Line Items] | |||||||||||||||||||||||||||
Number of beneficiaries | beneficiary | 30 | ||||||||||||||||||||||||||
Indemnity receivable related to amounts withheld prior to August 2009 | $ 2,800 | ||||||||||||||||||||||||||
Indemnity receivable | $ 4,900 | ||||||||||||||||||||||||||
South Carolina [Member] | Hospice [Member] | Extrapolated [Member] | |||||||||||||||||||||||||||
Loss Contingencies [Line Items] | |||||||||||||||||||||||||||
Number of beneficiaries | beneficiary | 16 | ||||||||||||||||||||||||||
South Carolina [Member] | Hospice [Member] | Unfavorable [Member] | |||||||||||||||||||||||||||
Loss Contingencies [Line Items] | |||||||||||||||||||||||||||
Recovery amount of the overpayment made to the subsidiary | $ 3,700 | ||||||||||||||||||||||||||
Recovery amount of overpayment made to subsidiary including interest | $ 5,600 | ||||||||||||||||||||||||||
Number of claims submitted by subsidiary | claim | 9 | ||||||||||||||||||||||||||
Recovery amount of over payment made to subsidiary including interest withheld | 5,700 | ||||||||||||||||||||||||||
US Department of Justice [Member] | Massachusetts [Member] | Hospice [Member] | |||||||||||||||||||||||||||
Loss Contingencies [Line Items] | |||||||||||||||||||||||||||
Number of patients | patient | 53 | ||||||||||||||||||||||||||
US Department of Justice [Member] | Morgantown, West Virginia [Member] | Hospice [Member] | |||||||||||||||||||||||||||
Loss Contingencies [Line Items] | |||||||||||||||||||||||||||
Number of patients | patient | 66 | ||||||||||||||||||||||||||
US Department of Justice [Member] | Parkersburg, West Virginia [Member] | Hospice [Member] | |||||||||||||||||||||||||||
Loss Contingencies [Line Items] | |||||||||||||||||||||||||||
Number of patients | patient | 68 | ||||||||||||||||||||||||||
Wage and Hour Litigation [Member] | |||||||||||||||||||||||||||
Loss Contingencies [Line Items] | |||||||||||||||||||||||||||
Settlement awarded to other party | $ 8,000 | ||||||||||||||||||||||||||
Loss contingency accrual | $ 5,300 | $ 8,000 | |||||||||||||||||||||||||
Wage and Hour Litigation [Member] | Connecticut [Member] | |||||||||||||||||||||||||||
Loss Contingencies [Line Items] | |||||||||||||||||||||||||||
Number of former employees who filled a putative collective and class action complaint | employee | 3 | ||||||||||||||||||||||||||
Payments for legal settlements | $ 5,300 | ||||||||||||||||||||||||||
Wage and Hour Litigation [Member] | Illinois [Member] | |||||||||||||||||||||||||||
Loss Contingencies [Line Items] | |||||||||||||||||||||||||||
Number of former employees who filled a putative collective and class action complaint | employee | 1 | ||||||||||||||||||||||||||
Settlement awarded to other party | $ 800 | ||||||||||||||||||||||||||
Loss contingency accrual | $ 800 | ||||||||||||||||||||||||||
Payments for legal settlements | $ 600 | ||||||||||||||||||||||||||
Frontier Litigation [Member] | |||||||||||||||||||||||||||
Loss Contingencies [Line Items] | |||||||||||||||||||||||||||
Payments for legal settlements | $ 2,900 | ||||||||||||||||||||||||||
Frontier Litigation [Member] | Hospice [Member] | |||||||||||||||||||||||||||
Loss Contingencies [Line Items] | |||||||||||||||||||||||||||
Number of care centers sold | care_center | 4 | ||||||||||||||||||||||||||
Frontier Litigation [Member] | Home Health [Member] | |||||||||||||||||||||||||||
Loss Contingencies [Line Items] | |||||||||||||||||||||||||||
Number of care centers sold | care_center | 5 | ||||||||||||||||||||||||||
Securities Class Action Lawsuit [Member] | |||||||||||||||||||||||||||
Loss Contingencies [Line Items] | |||||||||||||||||||||||||||
Loss contingency accrual | $ 43,700 | ||||||||||||||||||||||||||
Payments for legal settlements | 28,700 | ||||||||||||||||||||||||||
Settlement amount to be paid by Company's insurance carriers | 15,000 | ||||||||||||||||||||||||||
Securities Class Action Lawsuit settlement, net | 28,700 | ||||||||||||||||||||||||||
Idaho and Wyoming Self Report [Member] | |||||||||||||||||||||||||||
Loss Contingencies [Line Items] | |||||||||||||||||||||||||||
Loss contingency accrual | 1,300 | ||||||||||||||||||||||||||
OIG Self-Disclosure [Member] | |||||||||||||||||||||||||||
Loss Contingencies [Line Items] | |||||||||||||||||||||||||||
Loss contingency accrual | $ 4,700 | ||||||||||||||||||||||||||
Payments for legal settlements | $ 4,700 | ||||||||||||||||||||||||||
Safeguard Zone Program Integrity Contractor [Member] | Florida [Member] | |||||||||||||||||||||||||||
Loss Contingencies [Line Items] | |||||||||||||||||||||||||||
Loss contingency accrual | 17,400 | ||||||||||||||||||||||||||
Indemnity receivable | 10,900 | ||||||||||||||||||||||||||
Safeguard Zone Program Integrity Contractor [Member] | Florida [Member] | Infinity HomeCare [Member] | |||||||||||||||||||||||||||
Loss Contingencies [Line Items] | |||||||||||||||||||||||||||
Indemnification amount | $ 12,600 | ||||||||||||||||||||||||||
Safeguard Zone Program Integrity Contractor [Member] | Florida [Member] | Home Health [Member] | |||||||||||||||||||||||||||
Loss Contingencies [Line Items] | |||||||||||||||||||||||||||
Florida Zpic revenue reduction | $ 6,500 | ||||||||||||||||||||||||||
Safeguard Zone Program Integrity Contractor [Member] | Florida [Member] | Home Health [Member] | Minimum [Member] | |||||||||||||||||||||||||||
Loss Contingencies [Line Items] | |||||||||||||||||||||||||||
Recovery amount of the overpayment made to the subsidiary | 6,500 | ||||||||||||||||||||||||||
Safeguard Zone Program Integrity Contractor [Member] | Florida [Member] | Home Health [Member] | Maximum [Member] | |||||||||||||||||||||||||||
Loss Contingencies [Line Items] | |||||||||||||||||||||||||||
Recovery amount of the overpayment made to the subsidiary | 38,800 | 29,300 | |||||||||||||||||||||||||
Safeguard Zone Program Integrity Contractor [Member] | Florida [Member] | Home Health [Member] | Infinity HomeCare [Member] | |||||||||||||||||||||||||||
Loss Contingencies [Line Items] | |||||||||||||||||||||||||||
Patient accounts receivable | 1,500 | ||||||||||||||||||||||||||
Safeguard Zone Program Integrity Contractor [Member] | Lakeland, Florida [Member] | Home Health [Member] | |||||||||||||||||||||||||||
Loss Contingencies [Line Items] | |||||||||||||||||||||||||||
Recovery amount of the overpayment made to the subsidiary | $ 34,000 | 26,000 | |||||||||||||||||||||||||
Number of claims submitted by subsidiary | claim | 72 | ||||||||||||||||||||||||||
Actual claims payment | $ 200 | ||||||||||||||||||||||||||
Error rate (percent) | 100.00% | ||||||||||||||||||||||||||
Safeguard Zone Program Integrity Contractor [Member] | Clearwater, Florida [Member] | Home Health [Member] | |||||||||||||||||||||||||||
Loss Contingencies [Line Items] | |||||||||||||||||||||||||||
Recovery amount of the overpayment made to the subsidiary | $ 4,800 | 3,300 | |||||||||||||||||||||||||
Number of claims submitted by subsidiary | claim | 70 | ||||||||||||||||||||||||||
Actual claims payment | $ 200 | ||||||||||||||||||||||||||
Error rate (percent) | 100.00% | ||||||||||||||||||||||||||
Internal Audit Compliance Review [Member] | |||||||||||||||||||||||||||
Loss Contingencies [Line Items] | |||||||||||||||||||||||||||
Loss contingency accrual | $ 5,600 | ||||||||||||||||||||||||||
Subsequent Event [Member] | South Carolina [Member] | Hospice [Member] | |||||||||||||||||||||||||||
Loss Contingencies [Line Items] | |||||||||||||||||||||||||||
Indemnity receivable | $ 2,800 | ||||||||||||||||||||||||||
Other General and Administrative Expense | 2,100 | ||||||||||||||||||||||||||
Indemnification amount | $ 2,800 |
COMMITMENTS AND CONTINGENCIES_2
COMMITMENTS AND CONTINGENCIES - Future Minimum Rental Commitments (Details) $ in Millions | Dec. 31, 2018USD ($) |
Minimum Rental Commitments | |
2,019 | $ 23.3 |
2,020 | 18.7 |
2,021 | 13.2 |
2,022 | 8.5 |
2,023 | 5.2 |
Future years | 9.8 |
Total | $ 78.7 |
COMMITMENTS AND CONTINGENCIES_3
COMMITMENTS AND CONTINGENCIES - Insurance Programs (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | ||
Health insurance | $ 12.4 | $ 14.1 |
Workers’ compensation | 30.9 | 29.3 |
Professional liability | 4.3 | 4.3 |
Estimated Insurance Total | 47.6 | 47.7 |
Less: long-term portion | (1.1) | (1.2) |
Estimated Insurance Excluding Long Term Portion | $ 46.5 | $ 46.5 |
EMPLOYEE BENEFIT PLANS - Narrat
EMPLOYEE BENEFIT PLANS - Narrative (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Retirement Benefits [Abstract] | |||
Employer match amount | $ 0.44 | $ 0.44 | $ 0.375 |
Employee contribution amount | $ 1 | $ 1 | $ 1 |
Maximum percentage of employee salary eligible for employer match (percent) | 6.00% | 6.00% | 6.00% |
401(k) expense recognized | $ 9,000,000 | $ 8,800,000 | $ 6,900,000 |
SHARE REPURCHASE - Narrative (D
SHARE REPURCHASE - Narrative (Details) - USD ($) | Jun. 04, 2018 | Sep. 09, 2015 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Share Repurchase [Line Items] | ||||||
Purchase of company stock | $ 181,402,000 | $ 0 | $ 12,315,000 | $ 4,600,000 | ||
Stock repurchase program, authorized amount | $ 75,000,000 | |||||
Stock repurchase program, expiration date | Sep. 6, 2016 | |||||
Shares repurchased (shares) | 324,141 | 116,859 | ||||
Shares repurchased, weighted average price per share (usd per share) | $ 37.96 | $ 39.20 | ||||
KKR Share Repurchase [Member] | ||||||
Share Repurchase [Line Items] | ||||||
Percentage of Shares Outstanding | 7.10% | |||||
Purchase of company stock | $ 181,400,000 | |||||
Discounted Closing Stock Price | $ 73.96 | |||||
Percentage of Closing Stock Price | 96.00% | |||||
Shares repurchased (shares) | 2,418,304 |
EXIT AND RESTRUCTURING ACTIVI_3
EXIT AND RESTRUCTURING ACTIVITIES - Narrative (Details) $ in Millions | 12 Months Ended | |
Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($)care_center | |
Restructuring Cost and Reserve [Line Items] | ||
Non-cash impairment charge for write-off of intangible assets | $ 1.3 | |
Lease Termination [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring cost recognized | $ 0 | 0.6 |
Employee Severance [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring cost recognized | $ 0 | 3 |
2017 Restructuring [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Non-cash impairment charge for write-off of intangible assets | 1.3 | |
2017 Restructuring [Member] | Lease Termination [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring cost recognized | 0.6 | |
2017 Restructuring [Member] | Employee Severance [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring cost recognized | 3 | |
Restructuring-related non-cash expense reduction | $ 1 | |
Home Health [Member] | Florida [Member] | 2017 Restructuring [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Number of care centers closed | care_center | 4 | |
Number of care centers consolidated | care_center | 3 |
EXIT AND RESTRUCTURING ACTIVI_4
EXIT AND RESTRUCTURING ACTIVITIES - Reserve Activity (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Lease Termination [Member] | ||
Restructuring Reserve [Roll Forward] | ||
Restructuring reserve, beginning balance | $ 0.6 | $ 0 |
Charges | 0 | 0.6 |
Cash expenditures | (0.5) | 0 |
Restructuring reserve, ending balance | 0.1 | 0.6 |
Employee Severance [Member] | ||
Restructuring Reserve [Roll Forward] | ||
Restructuring reserve, beginning balance | 2.3 | 0 |
Charges | 0 | 3 |
Cash expenditures | (2.3) | (0.7) |
Restructuring reserve, ending balance | $ 0 | $ 2.3 |
SEGMENT INFORMATION - Narrative
SEGMENT INFORMATION - Narrative (Details) | 12 Months Ended |
Dec. 31, 2018segment | |
Segment Reporting [Abstract] | |
Number of reportable business segments | 3 |
SEGMENT INFORMATION - Operating
SEGMENT INFORMATION - Operating Income of Reportable Segments (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Segment Reporting Information [Line Items] | ||||||||||||
Net service revenue | $ 434,400 | $ 417,300 | $ 411,600 | $ 399,300 | $ 398,000 | $ 373,700 | $ 374,900 | $ 364,700 | $ 1,662,578 | $ 1,511,272 | $ 1,419,261 | |
Cost of service, excluding depreciation and amortization | 992,863 | 903,377 | 834,381 | |||||||||
General and administrative expenses | 501,300 | 482,300 | 503,400 | |||||||||
Depreciation and amortization | 13,261 | 17,123 | 19,678 | |||||||||
Securities Class Action Lawsuit settlement, net | 0 | 28,712 | 0 | |||||||||
Asset impairment charge | $ 4,400 | 0 | 1,323 | 4,432 | ||||||||
Operating expenses | 1,507,430 | 1,432,748 | 1,361,921 | |||||||||
Operating income (loss) | 155,148 | 78,524 | 57,340 | |||||||||
Home Health [Member] | Reportable Business Segments [Member] | ||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||
Net service revenue | 1,174,500 | 1,083,900 | 1,071,700 | |||||||||
Cost of service, excluding depreciation and amortization | 722,100 | 670,900 | 643,700 | |||||||||
General and administrative expenses | 276,300 | 278,400 | 283,400 | |||||||||
Depreciation and amortization | 3,500 | 3,500 | 6,000 | |||||||||
Securities Class Action Lawsuit settlement, net | 0 | |||||||||||
Asset impairment charge | 1,300 | 0 | ||||||||||
Operating expenses | 1,001,900 | 954,100 | 933,100 | |||||||||
Operating income (loss) | 172,600 | 129,800 | 138,600 | |||||||||
Hospice [Member] | Reportable Business Segments [Member] | ||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||
Net service revenue | 410,900 | 367,800 | 311,900 | |||||||||
Cost of service, excluding depreciation and amortization | 212,000 | 187,500 | 164,500 | |||||||||
General and administrative expenses | 84,600 | 76,600 | 70,200 | |||||||||
Depreciation and amortization | 1,100 | 900 | 1,300 | |||||||||
Securities Class Action Lawsuit settlement, net | 0 | |||||||||||
Asset impairment charge | 0 | 0 | ||||||||||
Operating expenses | 297,700 | 265,000 | 236,000 | |||||||||
Operating income (loss) | 113,200 | 102,800 | 75,900 | |||||||||
Personal Care [Member] | Reportable Business Segments [Member] | ||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||
Net service revenue | 77,200 | 59,600 | 35,700 | |||||||||
Cost of service, excluding depreciation and amortization | 58,800 | 45,000 | 26,300 | |||||||||
General and administrative expenses | 12,800 | 9,500 | 5,800 | |||||||||
Depreciation and amortization | 300 | 200 | 0 | |||||||||
Securities Class Action Lawsuit settlement, net | 0 | |||||||||||
Asset impairment charge | 0 | 0 | ||||||||||
Operating expenses | 71,900 | 54,700 | 32,100 | |||||||||
Operating income (loss) | 5,300 | 4,900 | 3,600 | |||||||||
Other [Member] | Other Segment [Member] | ||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||
Net service revenue | 0 | 0 | 0 | |||||||||
Cost of service, excluding depreciation and amortization | 0 | 0 | 0 | |||||||||
General and administrative expenses | 127,600 | 117,800 | 144,000 | |||||||||
Depreciation and amortization | 8,400 | 12,500 | 12,400 | |||||||||
Securities Class Action Lawsuit settlement, net | 28,700 | |||||||||||
Asset impairment charge | 0 | 4,400 | ||||||||||
Operating expenses | 136,000 | 159,000 | 160,800 | |||||||||
Operating income (loss) | $ (136,000) | $ (159,000) | $ (160,800) |
UNAUDITED SUMMARIZED QUARTERL_3
UNAUDITED SUMMARIZED QUARTERLY FINANCIAL INFORMATION Operating Activity (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Quarterly Financial Information Disclosure [Abstract] | |||||||||||
Net service revenue | $ 434,400 | $ 417,300 | $ 411,600 | $ 399,300 | $ 398,000 | $ 373,700 | $ 374,900 | $ 364,700 | $ 1,662,578 | $ 1,511,272 | $ 1,419,261 |
Net income (loss) attributable to Amedisys, Inc. | $ 27,500 | $ 31,400 | $ 33,300 | $ 27,200 | $ (3,800) | $ 14,600 | $ 4,500 | $ 15,100 | $ 119,346 | $ 30,301 | $ 37,261 |
Net income attributable to Amedisys, Inc. common stockholders - basic (usd per share) | $ 0.86 | $ 0.99 | $ 1 | $ 0.80 | $ (0.11) | $ 0.43 | $ 0.13 | $ 0.45 | $ 3.64 | $ 0.90 | $ 1.12 |
Net income attributable to Amedisys, Inc. common stockholders - diluted (usd per share) | $ 0.84 | $ 0.96 | $ 0.98 | $ 0.79 | $ (0.11) | $ 0.42 | $ 0.13 | $ 0.44 | $ 3.55 | $ 0.88 | $ 1.10 |
Quarterly Financial Information [Line Items] | |||||||||||
Effect of Tax Cuts and Jobs Act of 2017, net of income taxes | $ 21,400 | ||||||||||
Securities Class Action Lawsuit [Member] | |||||||||||
Quarterly Financial Information [Line Items] | |||||||||||
Legal fees, net of income taxes | $ 18,000 |
RELATED PARTY TRANSACTIONS - Na
RELATED PARTY TRANSACTIONS - Narrative (Details) - USD ($) $ / shares in Units, $ in Thousands | Jun. 04, 2018 | Oct. 22, 2015 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Related Party Transaction [Line Items] | ||||||
Shares repurchased (shares) | 324,141 | 116,859 | ||||
Purchase of company stock | $ 181,402 | $ 0 | $ 12,315 | $ 4,600 | ||
KKR Consulting [Member] | Affiliated Entity [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Cost incurred in related party transaction | 1,600 | |||||
Care Innovations [Member] | Management [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Cost incurred in related party transaction | $ 1,500 | |||||
Related party transaction, amount of transaction | $ 1,800 | |||||
KKR Share Repurchase [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Shares repurchased (shares) | 2,418,304 | |||||
Percentage of Shares Outstanding | 7.10% | |||||
Purchase of company stock | $ 181,400 | |||||
Discounted Closing Stock Price | $ 73.96 | |||||
Percentage of Closing Stock Price | 96.00% | |||||
KKR Share Repurchase [Member] | KKR Consulting [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Percentage of Shares Outstanding | 14.20% |
SUBSEQUENT EVENTS Narrative (De
SUBSEQUENT EVENTS Narrative (Details) - USD ($) | Feb. 25, 2019 | Feb. 14, 2019 | Feb. 04, 2019 | Feb. 01, 2019 | Sep. 09, 2015 | Feb. 04, 2024 | Mar. 31, 2020 | Mar. 31, 2023 | Jun. 29, 2018 |
Subsequent Event [Line Items] | |||||||||
Credit facility, maximum borrowing capacity | $ 550,000,000 | ||||||||
Stock repurchase program, authorized amount | $ 75,000,000 | ||||||||
Stock repurchase program, expiration date | Sep. 6, 2016 | ||||||||
Subsequent Event [Member] | |||||||||
Subsequent Event [Line Items] | |||||||||
Stock repurchase program, authorized amount | $ 100,000,000 | ||||||||
Stock repurchase program, expiration date | Mar. 1, 2020 | ||||||||
Subsequent Event [Member] | Amended Credit Agreement [Member] | |||||||||
Subsequent Event [Line Items] | |||||||||
Credit facility, maximum borrowing capacity | $ 725,000,000 | ||||||||
Reduction in basis spread on variable rate | 0.25% | ||||||||
Maturity date | Feb. 4, 2024 | ||||||||
Percentage Of Proceeds Received From Loan Party Or Subsidiary | 100.00% | ||||||||
Subsequent Event [Member] | Amended Credit Agreement [Member] | Base Rate [Member] | |||||||||
Subsequent Event [Line Items] | |||||||||
Description of variable rate basis | Fluctuating rate per annum equal to the highest of (a) the federal funds rate plus 0.50% per annum, (b) the prime rate of interest established by the Administrative Agent, and (c) the Eurodollar Rate for an interest period of one month plus 1% per annum | ||||||||
Basis spread on variable rate (percent) | 0.50% | ||||||||
Subsequent Event [Member] | Amended Credit Agreement [Member] | Eurodollar [Member] | |||||||||
Subsequent Event [Line Items] | |||||||||
Description of variable rate basis | Rate at which Eurodollar deposits in the London interbank market for an interest period of one, two, three or six months | ||||||||
Basis spread on variable rate (percent) | 1.50% | ||||||||
Subsequent Event [Member] | Amended Credit Agreement [Member] | Five Hundred Fifty Million Revolving Credit Facility [Member] | |||||||||
Subsequent Event [Line Items] | |||||||||
Principal amount | $ 550,000,000 | ||||||||
Subsequent Event [Member] | Amended Credit Agreement [Member] | One Hundred Seventy Five Million Term Loan Facility [Member] | |||||||||
Subsequent Event [Line Items] | |||||||||
Principal amount | 175,000,000 | ||||||||
Debt Instrument Periodic Payment Percentage | 1.875% | 0.625% | 1.25% | ||||||
Compassionate Care Hospice [Member] | Subsequent Event [Member] | Hospice [Member] | |||||||||
Subsequent Event [Line Items] | |||||||||
Acquisition, total purchase price | $ 340,000,000 | ||||||||
Payments related to tax asset and working capital | $ 50,000,000 | ||||||||
RoseRock Healthcare [Member] | Subsequent Event [Member] | Hospice [Member] | |||||||||
Subsequent Event [Line Items] | |||||||||
Acquisition, total purchase price | $ 17,500,000 | ||||||||
Minimum [Member] | Subsequent Event [Member] | Amended Credit Agreement [Member] | |||||||||
Subsequent Event [Line Items] | |||||||||
Proceeds Received From Loan Party Of Subsidiary | $ 5,000,000 |
SUBSEQUENT EVENTS Fees and Rate
SUBSEQUENT EVENTS Fees and Rates Under Amended Credit Facility (Details) - Subsequent Event [Member] - Amended Credit Agreement [Member] | Feb. 04, 2019 |
Consolidated Leverage Ratio: Greater Than Equal To 3.00 to 1.0 | |
Subsequent Event [Line Items] | |
Commitment Fee | 0.35% |
Letter of Credit Fee | 1.75% |
Consolidated Leverage Ratio: Less Than 3.00 to 1.0 but Greater Than Equal To 2.00 to 1.0 | |
Subsequent Event [Line Items] | |
Commitment Fee | 0.30% |
Letter of Credit Fee | 1.50% |
Consolidated Leverage Ratio: Less Than 2.00 to 1.0 but Greater Than Equal To 0.75 to 1.0 | |
Subsequent Event [Line Items] | |
Commitment Fee | 0.25% |
Letter of Credit Fee | 1.25% |
Consolidated Leverage Ratio: Less Than 0.75 to 1.0 | |
Subsequent Event [Line Items] | |
Commitment Fee | 0.20% |
Letter of Credit Fee | 1.00% |
Base Rate [Member] | |
Subsequent Event [Line Items] | |
Margin on Loans | 0.50% |
Base Rate [Member] | Consolidated Leverage Ratio: Greater Than Equal To 3.00 to 1.0 | |
Subsequent Event [Line Items] | |
Margin on Loans | 1.00% |
Base Rate [Member] | Consolidated Leverage Ratio: Less Than 3.00 to 1.0 but Greater Than Equal To 2.00 to 1.0 | |
Subsequent Event [Line Items] | |
Margin on Loans | 0.75% |
Base Rate [Member] | Consolidated Leverage Ratio: Less Than 2.00 to 1.0 but Greater Than Equal To 0.75 to 1.0 | |
Subsequent Event [Line Items] | |
Margin on Loans | 0.50% |
Base Rate [Member] | Consolidated Leverage Ratio: Less Than 0.75 to 1.0 | |
Subsequent Event [Line Items] | |
Margin on Loans | 0.25% |
Eurodollar [Member] | |
Subsequent Event [Line Items] | |
Margin on Loans | 1.50% |
Eurodollar [Member] | Consolidated Leverage Ratio: Greater Than Equal To 3.00 to 1.0 | |
Subsequent Event [Line Items] | |
Margin on Loans | 2.00% |
Eurodollar [Member] | Consolidated Leverage Ratio: Less Than 3.00 to 1.0 but Greater Than Equal To 2.00 to 1.0 | |
Subsequent Event [Line Items] | |
Margin on Loans | 1.75% |
Eurodollar [Member] | Consolidated Leverage Ratio: Less Than 2.00 to 1.0 but Greater Than Equal To 0.75 to 1.0 | |
Subsequent Event [Line Items] | |
Margin on Loans | 1.50% |
Eurodollar [Member] | Consolidated Leverage Ratio: Less Than 0.75 to 1.0 | |
Subsequent Event [Line Items] | |
Margin on Loans | 1.25% |
Minimum [Member] | Consolidated Leverage Ratio: Greater Than Equal To 3.00 to 1.0 | |
Subsequent Event [Line Items] | |
Consolidated Leverage Ratio | 3 |
Minimum [Member] | Consolidated Leverage Ratio: Less Than 3.00 to 1.0 but Greater Than Equal To 2.00 to 1.0 | |
Subsequent Event [Line Items] | |
Consolidated Leverage Ratio | 2 |
Minimum [Member] | Consolidated Leverage Ratio: Less Than 2.00 to 1.0 but Greater Than Equal To 0.75 to 1.0 | |
Subsequent Event [Line Items] | |
Consolidated Leverage Ratio | 0.75 |
Maximum [Member] | Consolidated Leverage Ratio: Less Than 3.00 to 1.0 but Greater Than Equal To 2.00 to 1.0 | |
Subsequent Event [Line Items] | |
Consolidated Leverage Ratio | 3 |
Maximum [Member] | Consolidated Leverage Ratio: Less Than 2.00 to 1.0 but Greater Than Equal To 0.75 to 1.0 | |
Subsequent Event [Line Items] | |
Consolidated Leverage Ratio | 2 |
Maximum [Member] | Consolidated Leverage Ratio: Less Than 0.75 to 1.0 | |
Subsequent Event [Line Items] | |
Consolidated Leverage Ratio | 0.75 |