American Renal Associates Holdings, Inc.

CIK:0001498068|SEC Filings

Condensed Consolidated Statements of Operations - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2020	Sep. 30, 2019	Sep. 30, 2020	Sep. 30, 2019
Income Statement [Abstract]
Patient service operating revenues	$ 209,689	$ 211,429	$ 608,021	$ 616,443
Revenue, Product and Service [Extensible List]	us-gaap:HealthCarePatientServiceMember	us-gaap:HealthCarePatientServiceMember	us-gaap:HealthCarePatientServiceMember	us-gaap:HealthCarePatientServiceMember
Operating expenses:
Patient care costs	$ 150,357	$ 154,588	$ 451,462	$ 455,785
Cost, Product and Service [Extensible List]	us-gaap:HealthCarePatientServiceMember	us-gaap:HealthCarePatientServiceMember	us-gaap:HealthCarePatientServiceMember	us-gaap:HealthCarePatientServiceMember
General and administrative	$ 23,379	$ 18,783	$ 70,950	$ 68,309
Depreciation, amortization and impairment	9,259	10,220	26,760	30,585
Certain legal and other matters (Note 16)	6,420	9,634	9,548	23,306
Total operating expenses	189,415	193,225	558,720	577,985
Operating income	20,274	18,204	49,301	38,458
Other income - CARES Act	1,920	0	3,393	0
Interest expense, net	(9,501)	(12,242)	(30,235)	(32,533)
Change in fair value of income tax receivable agreement	(42)	(30)	1,301	1,348
Income before income taxes	12,651	5,932	23,760	7,273
Income tax expense (benefit)	(136)	(11,095)	(1,532)	(9,749)
Net income	12,787	17,027	25,292	17,022
Less: Net income attributable to noncontrolling interests	(15,478)	(12,250)	(34,422)	(30,902)
Net income (loss) attributable to American Renal Associates Holdings, Inc.	(2,691)	4,777	(9,130)	(13,880)
Less: Change in the difference between the redemption value and estimated fair value for accounting purposes of the related noncontrolling interests	0	(1,161)	(703)	(877)
Net income (loss) attributable to common shareholders	$ (2,691)	$ 3,616	$ (9,833)	$ (14,757)
(Loss) Earnings per share (Note 13):
Basic (in USD per share)	$ (0.08)	$ 0.11	$ (0.30)	$ (0.46)
Diluted (in USD per share)	$ (0.08)	$ 0.11	$ (0.30)	$ (0.46)
Weighted-average number of common shares outstanding
Basic (in shares)	33,472,127	32,281,818	32,931,503	32,248,791
Diluted (in shares)	33,472,127	33,618,723	32,931,503	32,248,791

Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2020	Sep. 30, 2019
Operating activities
Net income	$ 25,292	$ 17,022
Adjustments to reconcile net income to cash provided by operating activities:
Depreciation, amortization and impairment	26,760	30,585
Amortization of discounts, fees and deferred financing costs	2,433	2,078
Stock-based compensation	5,770	3,230
Deferred taxes	5,622	5,492
Change in fair value of income tax receivable agreement	(1,301)	(1,348)
Loss (gain) on disposal of assets	708	(681)
Other non-cash charges, net	430	4
Change in operating assets and liabilities, net of acquisitions:
Accounts receivable	17,277	(3,832)
Inventories	(252)	3,533
Prepaid expenses and other current assets	(11,333)	(213)
Other assets	(13,937)	4,632
Right-of-use assets and operating lease liabilities	265	(2,420)
Accounts payable	(7,214)	(1,028)
Accrued compensation and benefits	4,366	3,055
Accrued expenses and other liabilities	115,549	(25,006)
Cash provided by operating activities	170,435	35,103
Investing activities
Purchases of property, equipment and intangible assets	(15,809)	(17,905)
Proceeds from sale of clinics	17,167	6,300
Cash paid for acquisitions	0	(6,590)
Cash provided by (used in) investing activities	1,358	(18,195)
Financing activities
Proceeds from revolving credit facility and term loans, net of discounts and fees	60,018	73,387
Payments on long-term debt	(75,158)	(40,983)
Dividends and dividend equivalents paid	(12)	(44)
Proceeds from exercise of stock options	967	53
Repurchase of vested restricted stock awards withheld on net share settlement	(430)	(362)
Distributions to noncontrolling interests	(42,285)	(40,249)
Contributions from noncontrolling interests	4,526	4,684
Purchases of equity of noncontrolling interests	(17,392)	(8,504)
Cash (used in) provided by financing activities	(69,766)	(12,018)
Increase in cash and restricted cash	102,027	4,890
Cash and restricted cash at beginning of period	34,494	55,300
Cash and restricted cash at end of period	136,521	60,190
Supplemental Disclosure of Cash Flow Information
Cash paid for income taxes	1,060	1,005
Cash paid for interest	17,809	25,420
Supplemental Disclosure of Non-Cash Financing Activities
Non-cash equity impacts of the sale or closure of clinics	1,166	(8,529)
Non-cash non-controlling equity contributions	917	4,655
Change in liability accrued for dividend equivalent payments	7	38
Non-cash purchases of property and equipment	$ 531	$ 0

Condensed Consolidated Balance Sheets - USD ($) $ in Thousands	Sep. 30, 2020	Dec. 31, 2019
Assets
Cash	$ 126,737	$ 34,494
Restricted cash (Note 1)	9,784	0
Accounts receivable, net	84,873	102,150
Inventories	7,636	7,752
Prepaid expenses and other current assets	19,214	22,268
Income tax receivable	11,220	3,251
Current assets held for sale	4,079	50,099
Total current assets	263,543	220,014
Property and equipment, net of accumulated depreciation of $247,700 and $215,471, respectively	142,437	151,175
Operating lease right-of-use assets (Note 10)	135,563	133,899
Intangible assets, net of accumulated amortization of $25,709 and $25,087, respectively	23,871	24,486
Other long-term assets	32,545	18,608
Goodwill	562,242	538,609
Total assets	1,160,201	1,086,791
Liabilities and Equity
Accounts payable	42,621	49,539
Accrued compensation and benefits	41,562	37,196
Accrued expenses and other current liabilities	107,351	37,593
Current portion of long-term debt	35,931	38,779
Current portion of operating lease liabilities (Note 10)	23,713	22,061
Current liabilities held for sale	0	5,767
Total current liabilities	251,178	190,935
Long-term debt, less current portion	538,788	548,835
Long-term operating lease liabilities, less current portion (Note 10)	124,043	123,792
Income tax receivable agreement payable	1,515	3,000
Other long-term liabilities	52,646	6,501
Deferred tax liabilities	8,063	2,706
Total liabilities	976,233	875,769
Commitments and contingencies (Note 15 and Note 16)
Noncontrolling interests subject to put provisions	112,510	126,483
Equity:
Common stock, $0.01 par value; 300,000,000 shares authorized; 34,485,827 and 32,976,416 issued and outstanding at September 30, 2020 and December 31, 2019, respectively	335	197
Additional paid-in capital	109,821	100,744
Receivable from noncontrolling interests	(1,448)	(531)
Accumulated deficit	(187,371)	(178,241)
Accumulated other comprehensive loss, net of tax	(1,760)	(1,619)
Total American Renal Associates Holdings, Inc. deficit	(80,423)	(79,450)
Noncontrolling interests not subject to put provisions	151,881	163,989
Total equity	71,458	84,539
Total liabilities and equity	$ 1,160,201	$ 1,086,791