Vanguard Health Systems, Inc. (NYSE: VHS) today announced
financial and operating results for its fourth fiscal quarter and
year ended June 30, 2013.
Fourth Quarter Fiscal 2013 Key
Metrics (all percentage changes compare Q4 FY2013 to Q4
FY2012):
Consolidated and Same Store:
- Net income attributable to Vanguard
Health Systems, Inc. stockholders was $14.5 million, or $0.18 per
diluted share, compared to $19.3 million, or $0.24 per diluted
share, during the prior year period. The prior year period was
positively impacted by a lower than expected 9 percent effective
income tax rate resulting from changes to state laws in Michigan
and adjustments to state deferred tax asset valuation allowances on
loss carryforwards in other states.
- Adjusted EBITDA was $141.5 million
compared to $140.8 million during the prior year period.
- Discharges decreased 3.3 percent.
- Adjusted discharges decreased 1.6
percent.
- Patient revenue per adjusted discharge
increased 1.5 percent.
Fiscal 2013 Key Metrics (all
percentage changes compare fiscal year 2013 to fiscal year
2012):
Consolidated:
- Total revenues increased $50.4 million
or 0.8 percent.
- Net income attributable to Vanguard
Health Systems, Inc. stockholders was $61.9 million, or $0.75 per
diluted share, compared to $57.3 million, or $0.71 per diluted
share, during the prior year. The prior year amount was positively
impacted by $22.3 million, or $0.28 per diluted share, related to
reimbursement updates for the rural floor provision of the Balanced
Budget Act of 1997 and revised Supplemental Security Income
ratios.
- Adjusted EBITDA was $555.5 million
compared to $575.7 million during the prior year. The prior year
amount was positively impacted by $34.6 million related to the
reimbursement updates.
Same Store:
- Patient revenue per adjusted discharge
increased 1.2 percent, absent the impact of the prior year
reimbursement updates.
- Discharges decreased 2.6 percent.
- Adjusted discharges decreased 1.2
percent.
A reconciliation of Adjusted EBITDA, a non-GAAP financial
measure, to net income attributable to Vanguard Health Systems,
Inc. stockholders for the quarters and years ended June 30, 2012
and 2013 is included in this release.
As previously announced, we have signed a definitive agreement
and plan of merger to be acquired by Tenet Healthcare Corporation
(NYSE: THC) (“Tenet”). Completion of the transaction remains
subject to the satisfaction or waiver of certain customary closing
conditions. The transaction is expected to close early in our
second quarter of fiscal 2014. As a result of the proposed merger,
we will not have a conference call to discuss our financial results
for the fourth quarter and fiscal year ended June 30, 2013.
Fourth Quarter Analysis
Consolidated total revenues increased $62.7 million, or 4.3
percent, during the fourth quarter of fiscal 2013 compared to the
prior year period. Health plan premium revenues increased $18.5
million, or 11.1 percent, during the fourth quarter of fiscal 2013
compared to the prior year period as a result of a capitation rate
increase at Phoenix Health Plan ("PHP"), increased enrollment at
Abrazo Advantage Health Plan in Arizona and the addition of ProCare
Health Plan in Michigan. Health plan claims expense increased
significantly during the fourth quarter of fiscal 2013 compared to
the prior year period due to provider rate increases mandated by
the Arizona Health Care Cost Containment System ("AHCCCS") for
certain services, most of which were effective April 1, 2013, and
changes in actuarial assumptions related to the acuity of certain
member groups. Uncompensated care as a percentage of net patient
revenues (prior to uncompensated care deductions) was 21.6 percent
during the fourth quarter of fiscal 2013 compared to 19.5 percent
during the prior year period.
Substantially all of the acquisition related expenses of $7.9
million during the fourth quarter of fiscal 2013 related to legal,
advisory and other costs associated with the Tenet transaction.
During the fourth quarter of fiscal 2013, we also incurred $5.2
million in severance costs related to our restructuring of the
Detroit market operations and recognized a $14.6 million gain on
disposal of assets, substantially all of which related to our sale
of a portion of our laboratory business in Illinois in June
2013.
Fiscal Year Analysis
Consolidated total revenues increased $50.4 million, or 0.8
percent, during the year ended June 30, 2013 compared to the
prior year. Health plan premium revenues, on a same store basis,
decreased $34.4 million, or 4.7 percent, during the year ended
June 30, 2013 compared to the prior year due to the full year
impact of the changes to Medicaid eligibility made by AHCCCS,
effective October 1, 2011, and the resulting impact on PHP's
enrollment. Uncompensated care as a percentage of net patient
revenues (prior to uncompensated care deductions) was 21.3 percent
during the year ended June 30, 2013 compared to 19.1 percent for
the prior year, absent the impact of the prior year reimbursement
updates.
Balance Sheet and Cash
Flows
As of June 30, 2013, we had cash of $624.0 million and total
debt of $2,996.2 million. These balances reflect the impact of the
additional $300.0 million of borrowings under our term loan credit
facility during the third quarter of fiscal 2013.
Cash flows from operating activities improved by $187.2 million
during the year ended June 30, 2013 compared to the prior year.
Changes in net operating assets and liabilities negatively impacted
operating cash flows by $64.8 million during the year ended June
30, 2013 compared to a negative impact of $292.8 million during the
prior year. We made $206.3 million of interest and income tax
payments during the year ended June 30, 2013, which was $39.4
million higher than these payments during the prior year. Interest
payments were higher due to the additional senior notes issued in
March 2012, while income tax payments increased as a result of the
utilization of significantly all of our federal net operating loss
carryforwards during the year ended June 30, 2012. Net days in
accounts receivable decreased to 46 days at June 30, 2013 compared
to 50 days at June 30, 2012.
Capital expenditures increased 43.4 percent to $420.5 million
during the year ended June 30, 2013 compared to the prior year
primarily due to increased spending related to The Detroit Medical
Center specified capital project commitments and the start of
construction of a new hospital in New Braunfels, Texas and other
expansion projects.
About Vanguard Health Systems
We own and operate 28 acute care and specialty hospitals and
complementary facilities and services in metropolitan Chicago,
Illinois; metropolitan Detroit, Michigan; metropolitan Phoenix,
Arizona; San Antonio, Texas; Harlingen and Brownsville, Texas; and
Worcester and metropolitan Boston, Massachusetts. Our strategy is
to develop locally branded, comprehensive health care delivery
networks in urban and suburban markets.
Cautionary Statement about Forward-Looking Information
This press release contains “forward-looking statements” within
the meaning of the federal securities laws that are intended to be
covered by safe harbors created thereby. Forward-looking statements
are those statements that are based upon management's plans,
objectives, goals, strategies, future events, future revenue or
performance, capital expenditures, financing needs, plans or
intentions relating to acquisitions, business trends and other
information that is not historical information. These statements
are based upon estimates and assumptions made by our management
that, although believed to be reasonable, are subject to numerous
factors, risks and uncertainties that could cause actual outcomes
and results to be materially different from those projected. When
used in this press release, the words “estimates,” “expects,”
“anticipates,” “projects,” “plans,” “intends,” “believes,”
“forecasts,” “continues” or future or conditional verbs, such as
“will,” “should,” “could” or “may,” and variations of such words or
similar expressions are intended to identify forward-looking
statements. These factors, risks and uncertainties include, among
others, the following: the occurrence of any event, change or other
circumstance that could give rise to the termination of the merger
agreement with Tenet; the failure of the merger to close for any
reason, including the failure to satisfy the conditions to
consummation of the merger, including receipt of regulatory
approvals; the outcome of any legal proceedings that have been or
may be instituted against us and others relating to the merger
agreement; risks that the proposed merger disrupts our current
plans and operations and the potential difficulties in employee
retention as a result of the merger; the effect of the pending
merger on our physician and patient relationships, operating
results and businesses generally; the amount of the costs, fees,
expenses and charges related to the merger; the merger agreement
restricts our ability to take certain actions without Tenet's
approval, including making certain acquisitions, dispositions,
investments or capital expenditures and entering into, terminating
or amending material contracts; our high degree of leverage and
interest rate risk; governmental regulation of the health care
industry, including Medicare and Medicaid reimbursement levels in
general and with respect to the impact of the Budget Control Act of
2011 and other future deficit reduction plans; weakened economic
conditions and volatile capital markets; potential adverse impact
of known and unknown governmental investigations and audits;
increased compliance costs from further government regulation of
the health care industry and our failure to comply, or allegations
of our failure to comply, with applicable laws and regulations; the
highly competitive nature of the health care industry; potential
lawsuits or other claims asserted against us; the currently unknown
effect on us of the major federal health care reforms enacted by
Congress in March 2010, including the Patient Protection and
Affordable Care Act, as amended by the Health Care and Education
Reconciliation Act of 2010, or other potential additional federal
or state health care reforms, including that states may opt out of
the Medicaid expansion; our ability to grow our business and
successfully implement our business strategies, including growing
our ambulatory care services platform; the ability to hire and
retain health care professionals; the ability to meet capital
needs, including the ability to manage indebtedness; and other risk
factors described in our Annual Report on Form 10-K and other
filings with the Securities and Exchange Commission.
Our forward-looking statements speak only as of the date made.
Except as required by law, we undertake no obligation to publicly
update or revise any forward-looking statements contained herein,
whether as a result of new information, future events or otherwise.
You are cautioned not to rely on such forward-looking statements
when evaluating the information contained in this press release. In
light of significant uncertainties inherent in the forward-looking
statements included in this press release, you should not regard
the inclusion of such information as a representation by us that
the objectives and plans anticipated by the forward-looking
statements will occur or be achieved or, if any of them do, what
impact they will have on our financial condition, results of
operations or cash flows.
We use our company website to provide important information
to investors about the company, including the posting of important
announcements regarding financial performance and corporate
developments.
VANGUARD HEALTH SYSTEMS, INC. Condensed Consolidated
Income Statements (Unaudited) (In millions, except share and
per share amounts) Quarter ended June 30,
2012 2013 Patient service revenues $ 1,425.9
98.0 % $ 1,517.0 100.0 % Less: Provision for doubtful
accounts (137.9 ) (9.5 ) (184.8 ) (12.2 ) Patient service revenues,
net 1,288.0 88.5 1,332.2 87.8 Premium revenues 166.8 11.5
185.3 12.2 Total revenues 1,454.8 100.0
1,517.5 100.0 Costs and expenses: Salaries and benefits (includes
stock compensation) 657.7 45.2 667.0 44.0 Health plan claims
expense 120.3 8.3 156.0 10.3 Supplies 234.6 16.1 229.3 15.1
Purchased services 142.3 9.8 160.8 10.6 Rents and leases 19.3 1.3
19.0 1.3 Other operating expenses 143.9 9.9 151.6 10.0 Medicare and
Medicaid EHR incentives (1.4 ) (0.1 ) (6.8 ) (0.4 ) Depreciation
and amortization 67.0 4.6 63.0 4.2 Interest, net 50.4 3.5 47.7 3.1
Acquisition related expenses 0.2 — 7.9 0.5 Impairment and
restructuring charges — — 5.2 0.3 Debt extinguishment costs — — 0.8
0.1 Loss (gain) on disposal of assets 1.2 0.1 (14.6 ) (1.0 ) Other
(0.9 ) (0.1 ) (3.8 ) (0.3 ) Income from continuing operations
before income taxes 20.2 1.4 34.4 2.3 Income tax expense (1.8 )
(0.1 ) (16.3 ) (1.1 ) Net income 18.4 1.3 18.1 1.2 Net loss
(income) attributable to non-controlling interests 0.9 0.1
(3.6 ) (0.2 )
Net income attributable to Vanguard Health
Systems, Inc. stockholders
$ 19.3 1.3 % $ 14.5 1.0 % Earnings per share
attributable to Vanguard Health Systems, Inc. stockholders Basic
earnings per share $ 0.25 $ 0.19 Diluted earnings per
share $ 0.24 $ 0.18 Weighted average shares
outstanding (in thousands): Basic 75,459 77,866
Diluted 79,148 80,209
VANGUARD HEALTH
SYSTEMS, INC. Condensed Consolidated Income Statements
(Unaudited) (In millions, except share and per share
amounts) Year ended June 30, 2012
2013 Patient service revenues $ 5,731.0 96.3 % $
5,929.6 98.8 % Less: Provision for doubtful accounts (539.4
) (9.1 ) (667.3 ) (11.1 ) Patient service revenues, net 5,191.6
87.3 5,262.3 87.7 Premium revenues 757.4 12.7 737.1
12.3 Total revenues 5,949.0 100.0 5,999.4 100.0 Costs
and expenses: Salaries and benefits (includes stock compensation)
2,746.9 46.2 2,740.6 45.7 Health plan claims expense 578.9 9.7
577.4 9.6 Supplies 911.6 15.3 917.0 15.3 Purchased services 547.3
9.2 611.8 10.2 Rents and leases 75.0 1.3 76.2 1.3 Other operating
expenses 551.0 9.3 565.3 9.4 Medicare and Medicaid EHR incentives
(28.2 ) (0.5 ) (38.0 ) (0.6 ) Depreciation and amortization 258.3
4.3 257.1 4.3 Interest, net 182.8 3.1 197.0 3.3 Acquisition related
expenses 14.0 0.2 8.1 0.1 Impairment and restructuring charges (0.1
) — 5.2 0.1 Debt extinguishment costs 38.9 0.7 2.1 — Loss (gain) on
disposal of assets 0.6 — (13.3 ) (0.2 ) Other (6.6 ) (0.1 ) (16.9 )
(0.3 ) Income from continuing operations before income taxes 78.6
1.3 109.8 1.8 Income tax expense (22.2 ) (0.4 ) (40.8 ) (0.7 )
Income from continuing operations 56.4 0.9 69.0 1.2 Income (loss)
from discontinued operations, net of taxes (0.5 ) — 0.1
— Net income 55.9 0.9 69.1 1.2 Net loss (income)
attributable to non-controlling interests 1.4 — (7.2
) 0.1
Net income attributable to Vanguard Health
Systems, Inc. stockholders
$ 57.3 1.0 % $ 61.9 1.0 % Earnings per share
attributable to Vanguard Health Systems, Inc. stockholders Basic
earnings per share $ 0.75 $ 0.78 Diluted earnings per
share $ 0.71 $ 0.75 Weighted average shares
outstanding (in thousands): Basic 75,255 77,146
Diluted 78,873 79,679
VANGUARD
HEALTH SYSTEMS, INC. Supplemental Financial Information
(Unaudited) Reconciliation of Adjusted EBITDA to Net
Income
Attributable to Vanguard Health
Systems, Inc. Stockholders
(In millions) Quarter ended
Year ended June 30, June 30, 2012
2013 2012 2013
Net income attributable to Vanguard Health
Systems, Inc. stockholders
$ 19.3 $ 14.5 $ 57.3 $ 61.9 Interest, net 50.4 47.7 182.8 197.0
Income tax expense 1.8 16.3 22.2 40.8 Depreciation and amortization
67.0 63.0 258.3 257.1 Non-controlling interests (0.9 ) 3.6 (1.4 )
7.2 Loss (gain) on disposal of assets 1.2 (14.6 ) 0.6 (13.3 )
Equity method loss (income) 0.3 0.1 (1.5 ) (1.8 ) Stock
compensation 2.7 0.9 9.2 6.4 Realized losses on investments — — —
0.3 Acquisition related expenses 0.2 7.9 14.0 8.1 Debt
extinguishment costs — 0.8 38.9 2.1 Impairment and restructuring
charges — 5.2 (0.1 ) 5.2 Pension credits (1.2 ) (3.9 ) (5.1 ) (15.4
) Discontinued operations, net of taxes — — 0.5
(0.1 ) Adjusted EBITDA (1) $ 140.8 $ 141.5 $
575.7 $ 555.5
(1)
Adjusted EBITDA is defined as income
before interest expense (net of interest income), income taxes,
depreciation and amortization, non-controlling interests, gain or
loss on disposal of assets, equity method income or loss, stock
compensation, realized gains or losses on investments, acquisition
related expenses, debt extinguishment costs, impairment and
restructuring charges, pension expense (credits) and discontinued
operations, net of taxes. Adjusted EBITDA is not intended as a
substitute for net income attributable to Vanguard Health Systems,
Inc. stockholders, operating cash flows or other cash flow data
determined in accordance with accounting principles generally
accepted in the United States. Due to varying methods of
calculation, Adjusted EBITDA as presented may not be comparable to
similarly titled measures of other companies.
VANGUARD HEALTH SYSTEMS, INC. Condensed
Consolidated Balance Sheets (Unaudited) (In millions)
June 30, June 30, ASSETS
2012 2013 Current assets: Cash and cash equivalents $
455.5 $ 624.0 Restricted cash 2.4 6.5 Accounts receivable, net of
allowance for doubtful accounts of $366.5 and $408.1, respectively
702.1 636.7 Inventories 97.0 101.7 Deferred tax assets 89.6 67.7
Prepaid expenses and other current assets 236.4 205.2
Total current assets 1,583.0 1,641.8 Property, plant and equipment,
net of accumulated depreciation 2,110.1 2,325.0 Goodwill 768.4
789.9 Intangible assets, net of accumulated amortization 89.0 80.6
Deferred tax assets, noncurrent 71.2 46.6 Investments in securities
51.8 59.1 Escrowed cash for capital commitments 20.3 — Other assets
94.3 99.6 Total assets $ 4,788.1 $ 5,042.6
LIABILITIES AND EQUITY Current liabilities:
Accounts payable $ 383.6 $ 394.9 Accrued salaries and benefits
226.0 211.7 Accrued health plan claims and settlements 74.8 72.6
Accrued interest 73.2 73.6 Other accrued expenses and current
liabilities 219.9 227.9 Current maturities of long-term debt 11.2
16.9
Total current liabilities
988.7 997.6 Professional and general liability and workers
compensation reserves 304.8 293.0 Unfunded pension liability 269.9
187.7 Other liabilities 174.7 117.2 Long-term debt, less current
maturities 2,695.4 2,979.3 Commitments and contingencies Redeemable
non-controlling interests 53.1 61.8 Equity: Vanguard Health
Systems, Inc. stockholders' equity: Common stock 0.8 0.8 Additional
paid-in capital 403.3 399.0 Accumulated other comprehensive loss
(48.4 ) (8.1 ) Retained deficit (60.6 ) 1.3 Total Vanguard
Health Systems, Inc. stockholders' equity 295.1 393.0
Non-controlling interests 6.4 13.0 Total equity 301.5
406.0 Total liabilities and equity $ 4,788.1 $
5,042.6
VANGUARD HEALTH SYSTEMS, INC.
Condensed Consolidated Statements of Cash Flows (Unaudited)
(In millions) Year ended June 30,
Operating activities: 2012 2013 Net
income $ 55.9 $ 69.1 Adjustments to reconcile net income to net
cash provided by operating activities: Loss (income) from
discontinued operations 0.5 (0.1 ) Depreciation and amortization
258.3 257.1 Amortization of loan costs and accretion of principal
on notes 14.2 13.2 Acquisition related expenses 14.0 8.1 Stock
compensation 9.2 6.4 Deferred income taxes 15.5 22.5 Loss (gain) on
disposal of assets 0.6 (13.3 ) Debt extinguishment costs 38.9 2.1
Other (0.2 ) 0.4 Changes in operating assets and liabilities, net
of the impact of acquisitions (292.8 ) (64.8 ) Net cash provided by
operating activities - continuing operations 114.1 300.7 Net cash
provided by (used in) operating activities - discontinued
operations (0.5 ) 0.1 Net cash provided by operating
activities 113.6 300.8
Investing activities:
Acquisitions and related expenses, net of cash acquired (212.9 )
(15.4 ) Capital expenditures (293.3 ) (420.5 ) Proceeds from asset
disposal 2.8 17.1 Proceeds from sales of investments in securities
85.3 76.2 Purchases of investments in securities (73.5 ) (79.1 )
Net reimbursements from (deposits to) restricted cash and escrow
fund (20.5 ) 17.0 Other investing activities (1.1 ) (1.4 ) Net cash
used in investing activities (513.2 ) (406.1 )
Financing
activities: Payments of long-term debt and capital lease
obligations (553.1 ) (22.0 ) Proceeds from debt borrowings 452.2
300.0 Payments of debt issuance costs (10.5 ) (2.8 ) Proceeds from
the issuance of common stock 67.5 — Payments of IPO related costs
(6.9 ) — Payments of tender premiums on note redemption (27.6 )
(0.5 ) Other financing activities (3.1 ) (0.9 ) Net cash provided
by (used in) financing activities (81.5 ) 273.8 Net increase
(decrease) in cash and cash equivalents (481.1 ) 168.5 Cash and
cash equivalents, beginning of period 936.6 455.5
Cash and cash equivalents, end of period $ 455.5 $ 624.0
Supplemental cash flow information: Net cash
paid for interest $ 162.4 $ 184.1 Net cash paid for
income taxes $ 4.5 $ 22.2
VANGUARD
HEALTH SYSTEMS, INC. Segment Information (Unaudited)
(In millions)
Quarter ended June 30, 2012 Acute Care %
of Health % of Services Revenues
Plans Revenues Eliminations
Consolidated Patient service revenues, net (1) $ 1,298.3
100.0 % $ — — % $ (10.3 ) $ 1,288.0 Premium revenues — —
166.8 100.0 — 166.8 Total
revenues 1,298.3 100.0 166.8 100.0 (10.3 ) 1,454.8
Salaries and benefits(excludes stock
compensation)
645.1 49.7 9.9 5.9 — 655.0 Health plan claims expense (1) — — 130.6
78.3 (10.3 ) 120.3 Supplies 234.5 18.1 0.1 0.1 — 234.6 Other
operating expenses 294.4 22.7 11.1 6.7 — 305.5 Medicare and
Medicaid EHR incentives (1.4 ) (0.1 ) — — —
(1.4 ) Segment EBITDA (2) 125.7 9.7 15.1 9.1 — 140.8 Less:
Interest, net 50.9 3.9 (0.5 ) (0.3 ) — 50.4 Depreciation and
amortization 66.0 5.1 1.0 0.6 — 67.0 Equity method loss 0.3 — — — —
0.3 Stock compensation 2.7 0.2 — — — 2.7 Loss on disposal of assets
1.2 0.1 — — — 1.2 Acquisition related expenses 0.2 — — — — 0.2
Pension credits (1.2 ) (0.1 ) — — — (1.2 )
Income from continuing operations before
income taxes
$ 5.6 0.5 % $ 14.6 8.8 % $ — $ 20.2
(1)
We eliminate in consolidation those
patient service revenues earned by our health care facilities
attributable to services provided to enrollees in our owned health
plans and eliminate the corresponding medical claims expenses
incurred by our health plans for those services.
(2)
Segment EBITDA is defined as income from
continuing operations before income taxes less interest expense
(net of interest income), depreciation and amortization, equity
method income or loss, stock compensation, gain or loss on disposal
of assets, realized gains or losses on investments, acquisition
related expenses, debt extinguishment costs, impairment and
restructuring charges and pension expense (credits). Management
uses Segment EBITDA to measure the performance of our segments and
to develop strategic objectives and operating plans for those
segments. Segment EBITDA eliminates the uneven effect of non-cash
depreciation of tangible assets and amortization of intangible
assets, much of which results from acquisitions accounted for under
the purchase method of accounting. Segment EBITDA also eliminates
the effects of changes in interest rates, which management believes
relate to general trends in global capital markets, but are not
necessarily indicative of the operating performance of our
segments. Management believes that Segment EBITDA provides useful
information to investors, lenders, financial analysts and rating
agencies about the financial performance of our segments.
Additionally, management believes that investors and lenders view
Segment EBITDA as an important factor in making investment
decisions concerning us. Segment EBITDA is not a substitute for net
income, operating cash flows or other cash flow statement data
determined in accordance with accounting principles generally
accepted in the United States. Segment EBITDA, as presented, may
not be comparable to similar measures of other companies.
VANGUARD HEALTH SYSTEMS, INC. Segment
Information (Unaudited) (continued) (In millions)
Quarter ended June 30,
2013 Acute Care % of Health %
of Services Revenues Plans Revenues
Eliminations Consolidated Patient service revenues,
net (1) $ 1,343.2 100.0 % $ — — % $ (11.0 ) $ 1,332.2 Premium
revenues — — 185.3 100.0 — 185.3
Total revenues 1,343.2 100.0 185.3 100.0 (11.0 ) 1,517.5
Salaries and benefits
(excludes stock compensation)
657.2 48.9 8.9 4.8 — 666.1 Health plan claims expense (1) — — 167.0
90.1 (11.0 ) 156.0 Supplies 229.3 17.1 — — — 229.3 Other operating
expenses 321.2 23.9 10.2 5.5 — 331.4 Medicare and Medicaid EHR
incentives (6.8 ) (0.5 ) — — — (6.8 ) Segment
EBITDA (2) 142.3 10.6 (0.8 ) (0.4 ) — 141.5 Less: Interest, net
46.7 3.5 1.0 0.5 — 47.7 Depreciation and amortization 61.9 4.6 1.1
0.6 — 63.0 Equity method loss 0.1 — — — — 0.1 Stock compensation
0.9 0.1 — — — 0.9 Gain on disposal of assets (14.6 ) (1.1 ) — — —
(14.6 ) Acquisition related expenses 7.9 0.6 — — — 7.9 Debt
extinguishment costs 0.8 0.1 — — — 0.8 Impairment and restructuring
charges 5.2 0.4 — — — 5.2 Pension credits (3.9 ) (0.3 ) — —
— (3.9 )
Income (loss) from continuing operations
before income taxes
$ 37.3 2.8 % $ (2.9 ) (1.5 )% $ — $ 34.4
(1)
We eliminate in consolidation those
patient service revenues earned by our health care facilities
attributable to services provided to enrollees in our owned health
plans and eliminate the corresponding medical claims expenses
incurred by our health plans for those services.
(2)
Segment EBITDA is defined as income from
continuing operations before income taxes less interest expense
(net of interest income), depreciation and amortization, equity
method income or loss, stock compensation, gain or loss on disposal
of assets, realized gains or losses on investments, acquisition
related expenses, debt extinguishment costs, impairment and
restructuring charges and pension expense (credits). Management
uses Segment EBITDA to measure the performance of our segments and
to develop strategic objectives and operating plans for those
segments. Segment EBITDA eliminates the uneven effect of non-cash
depreciation of tangible assets and amortization of intangible
assets, much of which results from acquisitions accounted for under
the purchase method of accounting. Segment EBITDA also eliminates
the effects of changes in interest rates, which management believes
relate to general trends in global capital markets, but are not
necessarily indicative of the operating performance of our
segments. Management believes that Segment EBITDA provides useful
information to investors, lenders, financial analysts and rating
agencies about the financial performance of our segments.
Additionally, management believes that investors and lenders view
Segment EBITDA as an important factor in making investment
decisions concerning us. Segment EBITDA is not a substitute for net
income, operating cash flows or other cash flow statement data
determined in accordance with accounting principles generally
accepted in the United States. Segment EBITDA, as presented, may
not be comparable to similar measures of other companies.
VANGUARD HEALTH SYSTEMS, INC. Segment
Information (Unaudited) (continued) (In millions)
Year ended June 30, 2012
Acute Care % of Health % of
Services Revenues Plans Revenues
Eliminations Consolidated Patient service revenues,
net (1) $ 5,234.0 100.0 % $ — — % $ (42.4 ) $ 5,191.6 Premium
revenues — — 757.4 100.0 — 757.4
Total revenues 5,234.0 100.0 757.4 100.0 (42.4 ) 5,949.0
Salaries and benefits
(excludes stock compensation)
2,699.9 51.6 37.8 5.0 — 2,737.7 Health plan claims expense (1) — —
621.3 82.0 (42.4 ) 578.9 Supplies 911.5 17.4 0.1 — — 911.6 Other
operating expenses 1,130.5 21.6 42.8 5.7 — 1,173.3 Medicare and
Medicaid EHR incentives (28.2 ) (0.5 ) — —
(28.2 ) Segment EBITDA (2) 520.3 9.9 55.4 7.3 — 575.7 Less:
Interest, net 184.7 3.5 (1.9 ) (0.3 ) — 182.8 Depreciation and
amortization 253.9 4.9 4.4 0.6 — 258.3 Equity method income (1.5 )
— — — — (1.5 ) Stock compensation 9.2 0.2 — — — 9.2 Loss on
disposal of assets 0.6 — — — — 0.6 Acquisition related expenses
14.0 0.3 — — — 14.0 Debt extinguishment costs 38.9 0.7 — — — 38.9
Impairment and restructuring charges (0.1 ) — — — — (0.1 ) Pension
credits (5.1 ) (0.1 ) — — — (5.1 )
Income from continuing operations before
income taxes
$ 25.7 0.5 % $ 52.9 7.0 % $ — $ 78.6
(1)
We eliminate in consolidation those
patient service revenues earned by our health care facilities
attributable to services provided to enrollees in our owned health
plans and eliminate the corresponding medical claims expenses
incurred by our health plans for those services.
(2)
Segment EBITDA is defined as income from
continuing operations before income taxes less interest expense
(net of interest income), depreciation and amortization, equity
method income or loss, stock compensation, gain or loss on disposal
of assets, realized gains or losses on investments, acquisition
related expenses, debt extinguishment costs, impairment and
restructuring charges and pension expense (credits). Management
uses Segment EBITDA to measure the performance of our segments and
to develop strategic objectives and operating plans for those
segments. Segment EBITDA eliminates the uneven effect of non-cash
depreciation of tangible assets and amortization of intangible
assets, much of which results from acquisitions accounted for under
the purchase method of accounting. Segment EBITDA also eliminates
the effects of changes in interest rates, which management believes
relate to general trends in global capital markets, but are not
necessarily indicative of the operating performance of our
segments. Management believes that Segment EBITDA provides useful
information to investors, lenders, financial analysts and rating
agencies about the financial performance of our segments.
Additionally, management believes that investors and lenders view
Segment EBITDA as an important factor in making investment
decisions concerning us. Segment EBITDA is not a substitute for net
income, operating cash flows or other cash flow statement data
determined in accordance with accounting principles generally
accepted in the United States. Segment EBITDA, as presented, may
not be comparable to similar measures of other companies.
VANGUARD HEALTH SYSTEMS, INC. Segment
Information (Unaudited) (continued) (In millions)
Year ended June 30, 2013
Acute Care % of Health % of
Services Revenues Plans Revenues
Eliminations Consolidated Patient service revenues
(1) $ 5,302.4 100.0 % $ — — % $ (40.1 ) $ 5,262.3 Premium revenues
— — 737.1 100.0 — 737.1
Total revenues 5,302.4 100.0 737.1 100.0 (40.1 ) 5,999.4
Salaries and benefits
(excludes stock compensation)
2,696.5 50.9 37.7 5.1 — 2,734.2 Health plan claims expense (1) — —
617.5 83.8 (40.1 ) 577.4 Supplies 916.9 17.3 0.1 — — 917.0 Other
operating expenses 1,209.3 22.8 44.0 6.0 — 1,253.3 Medicare and
Medicaid EHR incentives (38.0 ) (0.7 ) — — —
(38.0 ) Segment EBITDA (2) 517.7 9.8 37.8 5.1 — 555.5 Less:
Interest, net 196.4 3.7 0.6 0.1 — 197.0 Depreciation and
amortization 252.9 4.8 4.2 0.6 — 257.1 Equity method income (1.8 )
— — — — (1.8 ) Stock compensation 6.4 0.1 — — — 6.4 Gain on
disposal of assets (13.3 ) (0.3 ) — — — (13.3 ) Realized losses on
investments 0.3 — — — — 0.3 Acquisition related expenses 8.1 0.2 —
— — 8.1 Debt extinguishment costs 2.1 — — — — 2.1 Impairment and
restructuring charges 5.2 0.1 — — — 5.2 Pension credits (15.4 )
(0.3 ) — — — (15.4 )
Income from continuing operations before
income taxes
$ 76.8 1.4 % $ 33.0 4.5 % $ — $ 109.8
(1)
We eliminate in consolidation those
patient service revenues earned by our health care facilities
attributable to services provided to enrollees in our owned health
plans and eliminate the corresponding medical claims expenses
incurred by our health plans for those services.
(2)
Segment EBITDA is defined as income from
continuing operations before income taxes less interest expense
(net of interest income), depreciation and amortization, equity
method income, stock compensation, gain or loss on disposal of
assets, realized gains or losses on investments, acquisition
related expenses, debt extinguishment costs, impairment and
restructuring charges and pension expense (credits). Management
uses Segment EBITDA to measure the performance of our segments and
to develop strategic objectives and operating plans for those
segments. Segment EBITDA eliminates the uneven effect of non-cash
depreciation of tangible assets and amortization of intangible
assets, much of which results from acquisitions accounted for under
the purchase method of accounting. Segment EBITDA also eliminates
the effects of changes in interest rates, which management believes
relate to general trends in global capital markets, but are not
necessarily indicative of the operating performance of our
segments. Management believes that Segment EBITDA provides useful
information to investors, lenders, financial analysts and rating
agencies about the financial performance of our segments.
Additionally, management believes that investors and lenders view
Segment EBITDA as an important factor in making investment
decisions concerning us. Segment EBITDA is not a substitute for net
income, operating cash flows or other cash flow statement data
determined in accordance with accounting principles generally
accepted in the United States. Segment EBITDA, as presented, may
not be comparable to similar measures of other companies.
VANGUARD HEALTH SYSTEMS, INC. Selected
Operating Statistics (Unaudited)
Quarter ended
CONSOLIDATED AND
SAME STORE:
June 30, 2012 2013 % Change Number of
hospitals at end of period 28 28 Licensed beds at end of period
7,064 7,081 Discharges 70,983 68,610 (3.3 )% Adjusted discharges
131,641 129,533 (1.6 ) Average length of stay 4.37 4.46 2.1 Patient
days 310,284 306,253 (1.3 ) Adjusted patient days 575,433 578,194
0.5 Patient revenue per adjusted discharge $ 9,659 $ 9,807 1.5
Inpatient surgeries 17,016 16,923 (0.5 ) Outpatient surgeries
33,062 32,155 (2.7 ) Observation cases 18,753 19,754 5.3 Emergency
room visits 310,495 308,145 (0.8 ) Health plan member lives 234,500
238,500 1.7 Health plan claims expense percentage 72.1 % 84.2 %
Uncompensated care as a percent of net
patient revenues(prior to these uncompensated care adjustments)
19.5 % 21.6 % Net patient revenue payer mix: Medicare 26.7 %
26.6 % Medicaid 14.4 16.1 Managed Medicare 10.6 11.1 Managed
Medicaid 9.9 11.0 Managed care 35.0 31.8 Commercial 1.3 1.5
Self-pay 2.1 1.9 Total 100.0 % 100.0 %
Discharges by payer: Medicare 29.0 % 28.9 % Medicaid 11.0 8.8
Managed Medicare 12.5 13.3 Managed Medicaid 17.6 18.1 Managed care
22.8 22.7 Commercial 0.5 0.6 Self-pay 6.6 7.6 Total
100.0 % 100.0 %
VANGUARD HEALTH SYSTEMS, INC.
Selected Operating Statistics (Unaudited) (continued)
Year ended June 30, (as
adjusted)
CONSOLIDATED:
2012
2012 (1)
2013 % Change Number of hospitals at end of period 28
28 28 Licensed beds at end of period 7,064 7,064 7,081 Discharges
285,026 285,026 282,607 (0.8 )% Adjusted discharges 518,118 518,118
521,752 0.7 Average length of stay 4.40 4.40 4.48 1.8 Patient days
1,254,121 1,254,121 1,267,183 1.0 Adjusted patient days 2,279,732
2,279,732 2,339,488 2.6 Patient revenue per adjusted discharge $
9,637 $ 9,541 $ 9,632 1.0 Inpatient surgeries 67,258 67,258 66,231
(1.5 ) Outpatient surgeries 127,402 127,402 125,232 (1.7 )
Observation cases 71,858 71,858 76,580 6.6 Emergency room visits
1,220,357 1,220,357 1,250,800 2.5 Health plan member lives 234,500
234,500 238,500 1.7 Health plan claims expense percentage 76.4 %
76.4 % 78.3 %
Uncompensated care as a percent of net
patient revenues(prior to uncompensated care deductions)
19.0 % 19.1 % 21.3 % Net patient revenue payer mix: Medicare
28.0 % 27.3 % 27.4 % Medicaid 14.2 14.3 13.8 Managed Medicare 10.7
10.8 11.7 Managed Medicaid 9.7 9.8 10.6 Managed care 34.3 34.7 33.1
Commercial 1.3 1.3 1.5 Self-pay 1.8 1.8 1.9
Total 100.0 % 100.0 % 100.0 % Discharges by payer:
Medicare 29.2 % 29.2 % 28.8 % Medicaid 11.4 11.4 9.4 Managed
Medicare 12.5 12.5 13.0 Managed Medicaid 16.9 16.9 18.4 Managed
care 22.8 22.8 22.3 Commercial 0.5 0.5 0.6 Self-pay 6.7 6.7
7.5 Total 100.0 % 100.0 % 100.0 %
(1)
Excludes the impact of the updates to
Medicare reimbursement estimates.
VANGUARD HEALTH SYSTEMS, INC. Selected
Operating Statistics (Unaudited) (continued)
Year ended June 30, (as adjusted)
SAME
STORE:
2012
2012 (1)
2013 % Change Number of hospitals at end of period 26
26 26 Licensed beds at end of period 6,198 6,198 6,215 Total
revenues, including premium revenues (in millions) $ 5,590.7 $
5,542.1 $ 5,544.1 — % Net patient service revenues (in millions) $
5,019.2 $ 4,970.6 $ 5,022.2 1.0 Discharges 261,276 261,276 254,597
(2.6 ) Adjusted discharges 484,619 484,619 478,666 (1.2 ) Average
length of stay 4.36 4.36 4.45 2.1 Patient days 1,139,338 1,139,338
1,132,244 (0.6 ) Adjusted patient days 2,113,264 2,113,264
2,128,725 0.7 Patient revenue per adjusted discharge $ 9,640 $
9,540 $ 9,656 1.2 Inpatient surgeries 60,215 60,215 58,124 (3.5 )
Outpatient surgeries 118,851 118,851 114,835 (3.4 ) Observation
cases 65,640 65,640 69,073 5.2 Emergency room visits 1,150,393
1,150,393 1,158,607 0.7 Health plan claims expense percentage 76.6
% 76.6 % 78.4 %
Uncompensated care as a percent of net
patient revenues(prior to uncompensated care deductions)
18.0 % 18.2 % 20.0 % Net patient revenue payer mix: Medicare
27.4 % 26.7 % 27.1 % Medicaid 14.2 14.3 13.8 Managed Medicare 10.9
11.0 12.0 Managed Medicaid 10.1 10.2 10.7 Managed care 34.6 35.0
33.3 Commercial 1.4 1.4 1.5 Self-pay 1.4 1.4 1.6
Total 100.0 % 100.0 % 100.0 % Discharges by
payer: Medicare 28.9 % 28.9 % 28.6 % Medicaid 10.3 10.3 9.0 Managed
Medicare 13.1 13.1 13.7 Managed Medicaid 17.7 17.7 18.0 Managed
care 23.1 23.1 22.8 Commercial 0.5 0.5 0.6 Self-pay 6.4 6.4
7.3 Total 100.0 % 100.0 % 100.0 %
(1)
Excludes the impact of the updates to
Medicare reimbursement estimates.
Vanguard Health Systems, Inc.Investor Contact:Gary Willis,
615-665-6098Senior Vice President and Chief Accounting
Officergwillis@vanguardhealth.com
Vanguard Health Systems, Inc. (NYSE:VHS)
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