Kindred Healthcare Reports Third Quarter 2017 Results

Kindred Healthcare, Inc. (“Kindred” or the “Company”) (NYSE:KND) today announced its operating results for the third quarter ended September 30, 2017.

Benjamin A. Breier, President and Chief Executive Officer of the Company, commented, “We are pleased to report third quarter results ahead of expectations. We made good progress during the quarter on each of our ongoing key initiatives, including our plan to fully exit the skilled nursing facility business and our continuing efforts to mitigate the impact of long-term acute care (“LTAC”) patient criteria. The third quarter also presented unexpected challenges for our business, including two major hurricanes that impacted Florida and Houston, Texas. Thanks to the talented and dedicated teammates across our organization, Kindred delivered solid operating results, when adjusted for the one-time impact of Hurricanes Irma and Harvey (the “Hurricanes”) and LTAC closure costs incurred during the quarter. The GAAP and Core pretax earnings impact of the Hurricanes for the quarter was $16 million, which primarily affected both Segment adjusted operating income and Core EBITDAR of the Hospital and Kindred at Home Divisions by approximately $10 million and $5 million, respectively.”

In addressing recent Home Health regulatory activity, Mr. Breier commented, “We are pleased the Centers for Medicare and Medicaid Services (“CMS”) decided last week not to finalize the proposed Home Health Groupings Model in order to further engage stakeholders in developing a system that shifts the focus from volume of services to a more patient-centered model. We commend CMS for considering the unanimous voice of patient advocates, the home health provider community, and bipartisan Congressional leaders and for continuing an open dialogue with stakeholders regarding system design. Kindred looks forward to ongoing engagement and collaboration with CMS and Congress to develop a reformed model that strikes the right balance in promoting high quality home healthcare in a fiscally responsible manner.”

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(1) Results reflect after-tax costs of $19.4 million or $0.22 per diluted share related to restructuring, deferred tax asset valuation allowance, litigation and the favorable settlement of a RehabCare collection litigation.
(2) Results reflect pretax costs of $16.1 million related to restructuring, litigation and the favorable settlement of a RehabCare collection litigation. As used herein, “EBITDAR” means earnings before interest, income taxes, depreciation, amortization and total rent. See reconciliation of generally accepted accounting principles (“GAAP”) results to non-GAAP results beginning on page 15. The Company will not provide consolidated EBITDAR in future earnings releases.
(3) Results reflect pretax costs of $18.3 million related to restructuring, litigation and the favorable settlement of a RehabCare collection litigation. As used herein, “EBITDA” means earnings before interest, income taxes, depreciation and amortization. See reconciliation of GAAP results to non-GAAP results beginning on page 15.
(4) See reconciliation of GAAP results to non-GAAP results beginning on page 15. During the first quarter of 2017, the Company revised its definition of “core” non-GAAP measures. See “Non-GAAP Measures” beginning on page 15 for a discussion regarding the revised definitions. For comparability, core results for 2016 were revised to conform to the current year presentation.
(5) This amount includes a $30 million distribution the Company received from its wholly owned captive insurance subsidiary in the third quarter of 2017, with the majority of proceeds and corresponding leverage reduction completed in October 2017. For further information on this distribution and subsequent insurance restructuring, see page 4.

Mr. Breier continued, “Regarding the skilled nursing facility business, we have completed the sale and transition of operations to new operators for 68 of the 89 skilled nursing facilities and four of the seven assisted living facilities. We expect that nearly all of the remaining facilities and operations will be divested by the end of 2017. Importantly, our RehabCare business has executed agreements with many of the new operators, resulting in the continuation of services to 45 sites of service; this is in line with expectations for our 2018 Outlook, and we anticipate signing additional contracts for a portion of the facilities yet to transition. We continue to believe that the sale of our skilled nursing facility business will significantly enhance shareholder value, enable us to sharpen our focus on higher margin and faster growing businesses, and further advance our efforts to transform Kindred.”

Mr. Breier added, “The success of our ongoing LTAC patient criteria mitigation strategy resulted in our Hospital Division delivering operating results that were largely in line with expectations. LTAC compliant revenue increased to 89% from 88% in the second quarter. Managed care and commercial volumes increased 5.1% for the third quarter of 2017 on a same-hospital basis as compared to the prior year period.”

Mr. Breier concluded, “Kindred’s Hospital Division continued to execute on its portfolio optimization initiative by closing five LTAC hospitals since the end of last quarter, including one that will be converted to an inpatient rehabilitation facility (“IRF”) joint venture. We expect to further optimize our LTAC portfolio with additional closures, consolidations and IRF conversions over the coming quarters.”

All financial and statistical information included in this earnings release reflects the continuing operations of the Company’s businesses for all periods presented unless otherwise indicated. As previously disclosed, while the operating results, direct overhead, losses associated with the skilled nursing facility business divestiture and elimination of intercompany profits for certain applicable RehabCare contracts are classified as discontinued operations, they do not include any allocations of indirect overhead related to the skilled nursing facility business. In the third quarter of 2017, the Company reclassified from discontinued operations to continuing operations for all periods presented historical intercompany profits from certain RehabCare contracts that were retained with new operators of divested skilled nursing facilities. The impact of the retained contracts to third quarter 2017 loss from continuing operations before income taxes, Core EBITDAR and Core EBITDA was $2.0 million.

Based on recent discussions with the staff of the Securities and Exchange Commission (the “SEC”), and consistent with similar actions by other companies, the Company will discontinue the use of consolidated EBITDAR as a performance measure and replace it with consolidated EBITDA when reporting its historical results and 2018 Outlook beginning in the fourth quarter of 2017. In order to assist investors with the transition, the Company is presenting in this earnings release both historical consolidated EBITDAR and EBITDA as well as its 2018 Outlook for these measures. The Company will not provide consolidated EBITDAR in future earnings releases. The Company will continue to report Segment adjusted operating income (loss), which is the performance measure used by the Company’s chief operating decision makers in accordance with “Accounting Standard Codification 280 – Segment Reporting,” and Core EBITDAR by segment.(1)

Third Quarter Consolidated Results(1):

  • Consolidated revenues were $1.48 billion, a 5.5% year-over-year decrease, primarily attributable to the impact of the transition to LTAC patient criteria and the sale or closure of 21 LTAC hospitals since the third quarter of 2016. GAAP loss from continuing operations was $18.4 million compared to a loss of $649.2 million in the same period a year ago. The reduction in the loss was primarily due to a $359.1 million decrease in the deferred tax asset valuation allowance, a $243.8 million decrease in impairment charges and a $39.1 million decrease related to restructuring charges, all partially offset by the impact of the Hurricanes, LTAC patient criteria and the sale or closure of the 21 LTAC hospitals noted above. Core EBITDAR declined to $156.9 million compared to $185.6 million and Core EBITDA declined to $83.9 million compared to $109.0 million in the same period of 2016, both primarily due to the impact of the Hurricanes, LTAC patient criteria and the sale or closure of the 21 LTAC hospitals noted above.
  • GAAP operating cash flows were $8.5 million compared to $36.4 million for the same period a year ago. Core operating cash flows were $29.8 million compared to $29.5 million for the same period a year ago. Core free cash flows were $3.3 million compared to $2.9 million in the same period a year ago. GAAP operating cash flows declined
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(1) See reconciliation of GAAP results to non-GAAP results beginning on page 15. The Company defines Segment adjusted operating income (loss) as EBITDAR for each of the Company’s operating segments, excluding litigation contingency expense, impairment charges, restructuring charges, transaction costs and the allocation of support center overhead. During the first quarter of 2017, the Company revised its definition of “core” non-GAAP measures. See “Non-GAAP Measures” beginning on page 15 for a discussion regarding the revised definitions. For comparability, core results for 2016 were revised to conform to the current year presentation.

Third Quarter Consolidated Results(1)(Continued):

compared to the prior year period due to severance, retention and transactions costs associated with the skilled nursing facility business divestiture, approximately $20 million from temporary billing delays and $16 million decline in operating results both associated with the Hurricanes. Core operating cash flows and Core free cash flows increased slightly compared to the prior year period despite the temporary billing delays and operating declines from the Hurricanes.

  • GAAP diluted loss per share from continuing operations was $0.33 as compared to GAAP diluted loss per share from continuing operations of $7.58 a year ago. Both GAAP and Core diluted loss per share include a $0.11 per diluted share negative impact from the Hurricanes. The reduction in the GAAP diluted loss per share was primarily due to a decrease in deferred tax asset valuation allowance, impairment charges and restructuring charges, partially offset by the impact of the Hurricanes, LTAC patient criteria and the sale or closure of the 21 LTAC hospitals noted above. Core diluted loss per share from continuing operations was $0.11, as compared to Core diluted earnings per share (“EPS”) of $0.05 for the same period last year. Besides the impact of the Hurricanes, the decline in Core diluted EPS was primarily attributable to LTAC patient criteria.

Third Quarter Segment Results(1)(2)(3):

Our Kindred at Home Division recorded third quarter revenues that increased 0.6% over the prior year period to $642.1 million. The Hurricanes negatively impacted division revenue by $4.7 million and Segment adjusted operating income by $4.8 million. On a same-store basis, home health admissions increased 0.9% while same-store hospice admissions declined 4.3% over the prior year period. Segment adjusted operating income and Core EBITDAR both decreased 4.9% to $101.2 million for the third quarter of 2017 as compared to the prior year period as a result of the Hurricanes and patient mix shift in home health from Medicare to managed care and commercial patients. Home health direct labor costs per visit declined 3.7% and hospice direct labor costs per patient day declined 0.6% in the third quarter of 2017 both as compared to the third quarter of 2016.

Kindred’s Hospital Division third quarter revenues declined 14.6% to $503.1 million from $588.9 million in the prior year period primarily due to the elimination of approximately $70 million of revenue related to the sale or closure of 21 LTAC hospitals since the third quarter of 2016, the impact of LTAC patient criteria and a 5.2% decline in same-hospital admissions compared to last year. The Hurricanes negatively impacted division revenue by $2.8 million and Segment adjusted operating income by $9.9 million. For the third quarter of 2017, approximately 89% (92% excluding Texas LTAC hospitals) of same- hospital revenue came from LTAC compliant patients, which include all patients except Medicare site neutral patients, an increase from approximately 88% (92% excluding Texas LTAC hospitals) in the second quarter of 2017. Same-hospital managed care and commercial volumes increased 5.1% in the third quarter of 2017 compared to the prior year period. Segment adjusted operating income and Core EBITDAR for the third quarter both declined to $61.5 million compared to $83.9 million for both Segment adjusted operating income and Core EBITDAR a year ago. The declines were primarily due to the impact of LTAC patient criteria, the Hurricanes, increases in labor and other costs and the elimination of approximately $4 million of Segment adjusted operating income and Core EBITDAR related to the sale or closure of the 21 LTAC hospitals noted above.

Kindred Rehabilitation Services third quarter revenues declined by 2.1% to $352.7 million as compared to $360.3 million in the prior year period, primarily due to operating fewer sites of service in RehabCare. The Hurricanes negatively impacted division revenue by $0.6 million and Segment adjusted operating income by $1.1 million. Segment adjusted operating income increased to $56.8 million as compared to $56.5 million in the prior year period. Core EBITDAR decreased to $54.5 million as compared to $56.5 million in the prior year period. The Kindred Hospital Rehabilitation Services (“KHRS”) segment achieved revenue growth of 2.0% to $173.6 million from $170.3 million a year ago due primarily to IRF revenues increasing 6.2% to $96.7 million as compared to $91.0 million in the prior year primarily due to IRF development and a 3.7% increase in revenue per discharge. KHRS Segment adjusted operating income and Core EBITDAR both declined to $49.2 million, a decrease of 1.2% compared to the same period a year ago, primarily as a result of contract losses from closed affiliated LTAC hospitals and the Hurricanes. The IRFs contributed $32.8 million to KHRS Segment adjusted operating income, a 3.6% increase over prior year, including a $0.4 million impact from the Hurricanes. RehabCare revenues declined 5.7% to $179.1 million for the third quarter of 2017, primarily due to operating fewer sites of service. RehabCare Segment adjusted operating income increased to $7.6 million

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(1) See reconciliation of GAAP results to non-GAAP results beginning on page 15. During the first quarter of 2017, the Company revised its definition of “core” non-GAAP measures. See “Non-GAAP Measures” beginning on page 15 for a discussion regarding the revised definitions. For comparability, core results for 2016 were revised to conform to the current year presentation.
(2) See same-hospital and full segment data on pages 10 through 14.
(3) For each of the Company’s segments, Segment adjusted operating income (loss) is a measure of performance used by the Company’s chief operating decision makers in accordance with “Accounting Standard Codification 280 – Segment Reporting.” The Company defines Segment adjusted operating income (loss) as EBITDAR for each of the Company’s operating segments, excluding litigation contingency expense, impairment charges, restructuring charges, transaction costs, and the allocation of support center overhead.

Third Quarter Segment Results(1)(Continued):

compared to $6.7 million in the prior year period, primarily due to the favorable settlement of collection litigation. RehabCare Core EBITDAR declined 20.2% to $5.4 million, primarily due to operating fewer sites of service and wage rate pressure.

Discontinued Operations – Loss on Divestiture of Skilled Nursing Facility Business

During the third quarter of 2017, the Company recorded $51.3 million of pretax charges related to the planned divestiture of its skilled nursing facility business, including a loss of $17.9 million related to certain skilled nursing facilities subject to sale- leaseback accounting provisions, $2.7 million of lease termination costs, $23.8 million of transaction costs and $6.9 million of retention costs.

Insurance Program Distributions and Restructuring

In the third quarter of 2017, as a result of improved underwriting results from the Company’s wholly owned captive insurance subsidiary, Cornerstone Insurance Company (“Cornerstone”), the Company received a distribution of $30 million (the “September Distribution”). The September Distribution was used to repay a portion of the Company’s outstanding $900 million asset-based loan revolving credit facility (“ABL”), which had $156 million outstanding as of September 30, 2017, and did not have any impact on earnings or operating cash flows in the third quarter of 2017.

In October, in connection with the review of its insurance programs as part of the skilled nursing facility business exit, the Company restructured the funding mechanisms and certain other elements of its insurance programs. With respect to its workers compensation program, approximately $115 million of restricted cash collateral deposits were replaced with letters of credit and approximately $21 million of other cash deposits were released. In addition, certain funding mechanisms associated with the Company’s professional liability insurance and reinsurance agreements were modified such that approximately $106 million of cash deposits maintained at Cornerstone and $4 million of other cash deposits were released to the parent company. In both cases, no changes were made to the financial risk transfer aspects of the Company’s insurance arrangements with third parties. Also in October, as a result of further improvement in Cornerstone’s underwriting results, the Company received an additional distribution of $5 million from Cornerstone (the “October Distribution”). In aggregate, the approximately $281 million generated from the October insurance restructuring, the September Distribution and the October Distribution was used to repay in its entirety the Company’s ABL balance and to increase cash reserves. The Company expects that there will be additional cash savings from these activities over the duration of the fourth quarter that will offset approximately $11 million of estimated costs in the same period associated with the insurance restructuring.

Mr. Breier commented, “The successful restructuring of our insurance program allowed us to deliver in a significant and immediate way on our commitment to reduce our leverage. The $281 million of liberated funds represents more than half of our 2018 Outlook for EBITDA and nearly two years of projected core free cash flows. We intend to continue to explore other initiatives to delever by reducing our funded debt and growing EBITDA.”

2018 Outlook(2)

All forward-looking non-GAAP financial measures used to provide the “2018 Outlook” are provided only on a non- GAAP basis. This is due to the inherent difficulty of forecasting the timing or amount of items that would be included in the most directly comparable forward-looking GAAP financial measures. As a result, reconciliation of the forward-looking non-GAAP financial measures to GAAP financial measures is not available without unreasonable effort and the Company is unable to assess the probable significance of the unavailable information.

The Company’s 2018 Outlook does not take into account the effect of any reimbursement changes, any further acquisitions or divestitures, and any further issuances or repurchases of common stock.

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(1) See reconciliation of GAAP results to non-GAAP results beginning on page 15. During the first quarter of 2017, the Company revised its definition of “core” non-GAAP measures. See “Non-GAAP Measures” beginning on page 15 for a discussion regarding the revised definitions. For comparability, core results for 2016 were revised to conform to the current year presentation.
(2) See Forward-Looking Statements beginning on page 15.

2018 Outlook(1)(Continued):

Stephen D. Farber, Executive Vice President and Chief Financial Officer of Kindred, commented, “As we have previously discussed, given the complexity and uncertain timing of several items over the remainder of the year, the Company is not providing a 2017 outlook but is instead focusing investors on its 2018 Outlook, which reflects the Company’s successful restructuring and repositioning activities in 2017. We are also expanding our 2018 Outlook to incorporate ranges for key items with this release.”

For the 2018 Outlook, Kindred anticipates:

  • Annual revenues of $6.2 billion, with a range of $6.1 billion to $6.3 billion;
  • Core EBITDAR of $815 million, with a range of $800 million to $830 million(2);
  • Core EBITDA of $515 million, with a range of $500 million to $530 million; and
  • Core diluted EPS from continuing operations of $0.75, with a range of $0.65 to $0.85.

In determining these items, Kindred utilized the following 2018 estimates:

  • Total rent expense of approximately $295 million to $300 million;
  • Depreciation and amortization expense of approximately $100 million;
  • Interest expense of approximately $235 million to $240 million, including $17 million of amortization of deferred financing fees;
  • Noncontrolling interest expense of approximately $45 million to $50 million;
  • An effective book tax rate of approximately 35%;
  • Weighted average shares outstanding of approximately 90.0 million;
  • Routine capital expenditures of approximately $60 million; and
  • Available tax net operating loss (“NOLs”) as of January 1, 2018 of $550 million to $600 million.

Cash Flow(1)

Mr. Farber commented, “We expect the fourth quarter of 2017 to be our strongest core operating cash flow quarter of the year, and expect to end the year with excellent liquidity, leaving no outstanding borrowings under our $900 million ABL and a large unrestricted cash balance. In addition to the previously discussed successful efforts this year to restructure the Company’s funding of its insurance programs, we expect 2018 Core free cash flows from continuing operations plus tax-related cash flows from utilizing Kindred’s NOL carry forwards to approximate $175 million at the midpoint of an estimated range. We intend to apply this cash flow primarily to repay debt and expect our adjusted debt(3) to EBITDAR(4) leverage to approximate 5.5x by the end of 2018.”

Conference Call

As previously announced, investors and the general public may access a live webcast of the third quarter 2017 conference call through a link on the Company’s website at http://investors.kindredhealthcare.com. The conference call will be held on November 7 at 9:00 a.m. (Eastern Time).

A telephone replay of the conference call will become available at approximately 12:00 p.m. on November 7 by dialing (719) 457-0820, access code: 2677758. The phone replay will be available through November 17 and the online replay will be available through December 7.

Forward-Looking Statements and Non-GAAP Reconciliations

See page 15 for important disclosures regarding the Company’s forward-looking statements and the non-GAAP financial reconciliations that follow.

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(1) See Forward-Looking Statements beginning on page 15.
(2) As previously discussed, after this earnings release, the Company will not provide consolidated EBITDAR in future earnings releases, including a 2018 Outlook for Core EBITDAR.
(3) Adjusted debt includes current and long-term debt plus annual total rent expense multiplied by six less cash.
(4) The Company will not provide consolidated EBITDAR in future earnings releases and will replace adjusted debt to EBITDAR leverage with debt to EBITDA leverage which excludes total rent expense multiplied by six in the numerator and includes total rent expense in the denominator.

About Kindred Healthcare

Kindred Healthcare, Inc., a top-105 private employer in the United States, is a FORTUNE 500 healthcare services company based in Louisville, Kentucky with annual revenues of approximately $6.1 billion(1). At September 30, 2017, Kindred’s continuing operations, through its subsidiaries, had approximately 86,400 employees providing healthcare services in 2,475 locations in 45 states, including 77 LTAC hospitals, 19 inpatient rehabilitation hospitals, 16 sub-acute units, 609 Kindred at Home home health, hospice and non-medical home care sites of service, 101 inpatient rehabilitation units (hospital-based) and contract rehabilitation service businesses which served 1,653 non-affiliated sites of service. Ranked as one of Fortune magazine’s Most Admired Healthcare Companies for eight years, Kindred’s mission is to promote healing, provide hope, preserve dignity and produce value for each patient, resident, family member, customer, employee and shareholder we serve. For more information, go to www.kindredhealthcare.com. You can also follow us on Twitter and Facebook.

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(1) Revenues from continuing operations for the last twelve months ended September 30, 2017.

KINDRED HEALTHCARE, INC.
Condensed Consolidated Statement of Operations
(Unaudited)
(In thousands, except per share amounts)
Three months endedNine months ended
September 30,September 30,
2017201620172016
Revenues $1,477,141 $ 1,563,276 $4,550,841 $ 4,774,813
Salaries, wages and benefits 830,558 867,611 2,504,074 2,546,031
Supplies 73,344 85,469 231,229 263,679
Building rent 64,422 66,946 193,939 199,956
Equipment rent 8,537 9,911 26,285 31,280
Other operating expenses 155,949 167,453 496,934 500,787
General and administrative expenses 258,834 262,051 800,493 848,945
Other income (638) (341 ) (2,895) (2,679 )
Litigation contingency expense 4,000 - 4,000 2,840
Impairment charges - 297,276 136,303 311,195
Restructuring charges 16,500 81,463 31,556 84,213
Depreciation and amortization 24,808 32,995 80,279 99,747
Interest expense 61,146 59,856 181,275 175,398
Investment income (705) (1,797 ) (3,442) (2,519 )
1,496,755 1,928,893 4,680,030 5,058,873
Loss from continuing operations before income taxes (19,614) (365,617 ) (129,189) (284,060 )
Provision (benefit) for income taxes (1,225) 283,630 (15,107) 314,106
Loss from continuing operations (18,389) (649,247 ) (114,082) (598,166 )
Discontinued operations, net of income taxes:
Loss from operations (13,612) (22,060 ) (1,871) (10,489 )
Gain (loss) on divestiture of operations (49,663) - (349,868) 179
Loss from discontinued operations (63,275) (22,060 ) (351,739) (10,310 )
Net loss (81,664) (671,307 ) (465,821) (608,476 )
Earnings attributable to noncontrolling interests:
Continuing operations (10,960) (9,574 ) (32,234) (26,272 )
Discontinued operations (3,162) (4,732 ) (12,597) (14,075 )
(14,122) (14,306 ) (44,831) (40,347 )
Loss attributable to Kindred $(95,786) $ (685,613 ) $(510,652) $ (648,823 )
Amounts attributable to Kindred stockholders:
Loss from continuing operations $(29,349) $ (658,821 ) $(146,316) $ (624,438 )
Loss from discontinued operations (66,437) (26,792 ) (364,336) (24,385 )
Net loss $(95,786) $ (685,613 ) $(510,652) $ (648,823 )
Loss per common share:
Basic:
Loss from continuing operations $(0.33) $ (7.58 ) $(1.67) $ (7.20 )
Discontinued operations:
Loss from operations (0.19) (0.31 ) (0.17) (0.28 )
Gain (loss) on divestiture of operations (0.57) - (4.00) -
Loss from discontinued operations (0.76) (0.31 ) (4.17) (0.28 )
Net loss $(1.09) $ (7.89 ) $(5.84) $ (7.48 )
Diluted:
Loss from continuing operations $(0.33) $ (7.58 ) $(1.67) $ (7.20 )
Discontinued operations:
Loss from operations (0.19) (0.31 ) (0.17) (0.28 )
Gain (loss) on divestiture of operations (0.57) - (4.00) -
Loss from discontinued operations (0.76) (0.31 ) (4.17) (0.28 )
Net loss $(1.09) $ (7.89 ) $(5.84) $ (7.48 )
Shares used in computing loss per common share:
Basic 87,597 86,869 87,398 86,766
Diluted 87,597 86,869 87,398 86,766
Cash dividends declared and paid per common share $- $ 0.12 $0.12 $ 0.36
KINDRED HEALTHCARE, INC.
Condensed Consolidated Balance Sheet
(Unaudited)
(In thousands, except per share amounts)
September 30,December 31,
20172016
ASSETS
Current assets:
Cash and cash equivalents $130,364 $ 137,061
Insurance subsidiary investments 98,079 108,966
Accounts receivable less allowance for loss 1,218,200 1,172,078
Inventories 21,491 22,438
Income taxes 4,983 10,067
Assets held for sale 79,051 289,450
Other 66,463 63,693
1,618,631 1,803,753
Property and equipment 1,686,504 1,531,598
Accumulated depreciation (956,644) (912,978 )
729,860 618,620
Goodwill 2,424,831 2,427,074
Intangible assets less accumulated amortization 612,277 770,108
Insurance subsidiary investments 184,417 204,929
Other 301,735 288,240
Total assets $5,871,751 $ 6,112,724
LIABILITIES AND EQUITY
Current liabilities:
Accounts payable $176,353 $ 203,925
Salaries, wages and other compensation 370,213 397,486
Due to third party payors 48,791 41,320
Professional liability risks 55,668 65,284
Accrued lease termination fees 109,113 5,224
Other accrued liabilities 264,957 264,512
Long-term debt due within one year 18,247 27,977
1,043,342 1,005,728
Long-term debt 3,302,936 3,215,062
Professional liability risks 315,322 295,311
Deferred tax liabilities 182,065 201,808
Deferred credits and other liabilities 497,436 353,294
Equity:
Stockholders' equity:

Common stock, $0.25 par value; authorized 175,000 shares; issued 86,980 shares - September 30, 2017 and 85,166 shares - December 31, 2016

21,745 21,291
Capital in excess of par value 1,710,480 1,710,231
Accumulated other comprehensive income 2,929 1,573
Accumulated deficit (1,431,196) (920,544 )
303,958 812,551
Noncontrolling interests 226,692 228,970
Total equity 530,650 1,041,521
Total liabilities and equity $5,871,751 $ 6,112,724
KINDRED HEALTHCARE, INC.
Condensed Consolidated Statement of Cash Flows
(Unaudited)
(In thousands)
Three months endedNine months ended
September 30,September 30,
2017201620172016
Cash flows from operating activities:
Net loss $(81,664) $ (671,307 ) $(465,821) $ (608,476 )

Adjustments to reconcile net loss to net cash provided by operating activities:

Depreciation expense 22,696 34,914 79,001 103,306
Amortization of intangible assets 2,889 5,468 11,909 18,251
Amortization of stock-based compensation costs 5,329 3,015 13,316 13,058
Amortization of deferred financing costs 4,363 3,987 12,847 11,262
Payment of capitalized lender fees related to debt amendment - (42 ) (5,403) (7,375 )
Provision for doubtful accounts 10,327 10,009 57,511 30,955
Deferred income taxes (3,788) 279,172 (19,608) 308,470
Impairment charges - 324,289 137,572 338,208
(Gain) loss on divestiture of discontinued operations 49,663 - 349,868 (179 )
Other 9,299 6,303 16,111 7,262
Change in operating assets and liabilities:
Accounts receivable (3,976) (42,832 ) (103,199) (143,953 )
Inventories and other assets (6,999) 11,871 (9,517) (3,522 )
Accounts payable (3,903) 11,995 (26,213) 24,451
Income taxes 2,369 1,615 6,718 2,468
Due to third party payors 20,614 24,809 7,471 20,317
Other accrued liabilities (18,738) 33,101 (54,051) (73,268 )
Net cash provided by operating activities 8,481 36,367 8,512 41,235
Cash flows from investing activities:
Routine capital expenditures (16,463) (21,873 ) (45,800) (68,703 )
Development capital expenditures (6,415) (8,386 ) (17,711) (27,112 )
Acquisitions, net of cash acquired - (49,329 ) (6,650) (77,040 )
Acquisition deposits - - - 18,489
Sale of assets 5,494 3,739 5,494 4,962
Purchase of insurance subsidiary investments (18,047) (22,427 ) (108,655) (75,422 )
Sale of insurance subsidiary investments 50,087 31,875 117,863 78,478
Net change in insurance subsidiary cash and cash equivalents (10,053) (14,680 ) 23,472 8,479
Net change in other investments 5,088 51 4,844 (33,347 )
Other (81) (150 ) (35) (1,277 )
Net cash provided by (used in) investing activities 9,610 (81,180 ) (27,178) (172,493 )
Cash flows from financing activities:
Proceeds from borrowings under revolving credit 426,700 489,200 1,214,300 1,267,200
Repayment of borrowings under revolving credit (427,300) (388,100 ) (1,120,600) (1,215,800 )
Proceeds from issuance of term loan, net of discount - - - 198,100
Proceeds from other long-term debt - - - 750
Repayment of term loan (3,508) (3,508 ) (10,525) (10,019 )
Repayment of other long-term debt (217) (276 ) (840) (826 )
Payment of deferred financing costs (170) (50 ) (299) (342 )
Issuance of common stock in connection with employee benefit plans - - 32 -
Payment of dividend for mandatory redeemable preferred stock (3,120) (2,904 ) (9,195) (8,558 )
Dividends paid - (10,224 ) (10,228) (30,517 )
Contributions made by noncontrolling interests - 4,993 113 11,261
Distributions to noncontrolling interests (10,071) (4,694 ) (48,372) (35,240 )
Purchase of noncontrolling interests - - - (1,000 )
Payroll tax payments for equity awards issuance (88) (250 ) (2,417) (3,079 )
Net cash provided by (used in) financing activities (17,774) 84,187 11,969 171,930
Change in cash and cash equivalents 317 39,374 (6,697) 40,672
Cash and cash equivalents at beginning of period 130,047 100,056 137,061 98,758
Cash and cash equivalents at end of period $130,364 $ 139,430 $130,364 $ 139,430
KINDRED HEALTHCARE, INC.
Condensed Consolidated and Business Segment Data
(Unaudited)
(In thousands, except per share amounts)
Third quarter
2016 Quarters2017 Quarters% change v.
FirstSecondThirdFourthFirstSecondThirdprior year
Condensed consolidated statement of operations data:
GAAP presentation:
Revenues $ 1,603,272 $ 1,608,265 $ 1,563,276 $ 1,514,365 $ 1,538,682 $ 1,535,018 $ 1,477,141 (5.5 )
Operating expenses 1,403,467 1,390,562 1,760,982 1,353,386 1,364,751 1,498,396 1,338,547 (24.0 )
Building rent 65,985 67,025 66,946 64,350 64,656 64,861 64,422 (3.8 )
Equipment rent 10,158 11,211 9,911 8,649 8,887 8,861 8,537 (13.9 )
Depreciation and amortization 33,554 33,198 32,995 32,072 29,820 25,651 24,808 (24.8 )
Interest, net 57,253 57,567 58,059 58,625 58,819 58,573 60,441 4.1

Income (loss) from continuing operations before income taxes

32,855 48,702 (365,617 ) (2,717 ) 11,749 (121,324 ) (19,614 ) (94.6 )
Provision (benefit) for income taxes 11,462 19,014 283,630 156 2,234 (16,116 ) (1,225 ) (100.4 )
Income (loss) from continuing operations 21,393 29,688 (649,247 ) (2,873 ) 9,515 (105,208 ) (18,389 ) (97.2 )
Noncontrolling interests (7,851 ) (8,847 ) (9,574 ) (8,575 ) (10,483 ) (10,791 ) (10,960 ) 14.5
Net income (loss) attributable to Kindred $ 13,542 $ 20,841 $ (658,821 ) $ (11,448 ) $ (968 ) $ (115,999 ) $ (29,349 ) (95.5 )
Diluted EPS $ 0.15 $ 0.23 $ (7.58 ) $ (0.13 ) $ (0.01 ) $ (1.33 ) $ (0.33 ) (95.6 )
Diluted shares 87,249 87,500 86,869 86,904 87,085 87,506 87,597 0.8
Core presentation (a):
EBITDAR $ 211,898 $ 231,064 $ 185,571 $ 180,429 $ 184,411 $ 201,002 $ 156,851 (15.5 )
Building rent 65,985 67,025 66,674 64,350 64,656 64,861 64,422 (3.4 )
Equipment rent 10,158 11,211 9,911 8,649 8,887 8,861 8,537 (13.9 )
EBITDA 135,755 152,828 108,986 107,430 110,868 127,280 83,892 (23.0 )
Provision (benefit) for income taxes 15,728 20,898 3,953 1,946 9,089 13,013 (2,329 ) n/m
Noncontrolling interests (7,851 ) (9,863 ) (9,862 ) (8,575 ) (10,483 ) (11,111 ) (10,960 ) 11.1
Net income (loss) attributable to Kindred 21,369 31,302 4,117 6,212 2,657 18,932 (9,988 ) n/m
Core diluted EPS $ 0.24 $ 0.35 $ 0.05 $ 0.07 $ 0.03 $ 0.21 $ (0.11 ) n/m
Diluted shares 87,249 87,500 87,529 87,641 87,744 88,165 87,597 0.1
Revenues by segment:
Kindred at Home:
Home health $ 430,035 $ 438,556 $ 449,958 $ 444,073 $ 450,831 $ 459,176 $ 453,684 0.8
Hospice 176,426 185,641 188,575 186,161 179,378 185,281 188,414 (0.1 )
606,461 624,197 638,533 630,234 630,209 644,457 642,098 0.6
Hospital division 654,098 645,406 588,943 545,864 556,646 540,809 503,138 (14.6 )
Kindred Rehabilitation Services:
Kindred Hospital Rehabilitation Services 167,045 171,095 170,308 171,352 178,115 178,439 173,638 2.0
RehabCare 201,081 193,060 189,972 189,332 197,318 193,902 179,095 (5.7 )
368,126 364,155 360,280 360,684 375,433 372,341 352,733 (2.1 )
1,628,685 1,633,758 1,587,756 1,536,782 1,562,288 1,557,607 1,497,969 (5.7 )
Eliminations (25,413 ) (25,493 ) (24,480 ) (22,417 ) (23,606 ) (22,589 ) (20,828 ) (14.9 )
$ 1,603,272 $ 1,608,265 $ 1,563,276 $ 1,514,365 $ 1,538,682 $ 1,535,018 $ 1,477,141 (5.5 )

__________

(a)

See reconciliation of GAAP results to non-GAAP results beginning on page 15. During the first quarter of 2017, the Company revised its definitions of “core” non-GAAP measures. See “Non-GAAP Measures” beginning on page 15 for a discussion regarding the revised definitions. For comparability, core results for 2016 were revised to conform to the current year presentation.

n/m = not meaningful.
KINDRED HEALTHCARE, INC.
Condensed Consolidated and Business Segment Data (Continued)
(Unaudited)
(In thousands, except statistics)
Third quarter
2016 Quarters2017 Quarters% change v.
FirstSecondThirdFourthFirstSecondThirdprior year
Segment adjusted operating income (loss):
Kindred at Home:
Home health $ 66,941 $ 76,030 $ 75,073 $ 61,487 $ 63,750 $ 76,592 $ 66,431 (11.5 )
Hospice 24,866 31,329 31,326 28,805 27,581 32,784 34,761 11.0
91,807 107,359 106,399 90,292 91,331 109,376 101,192 (4.9 )
Hospital division 136,416 127,510 83,940 93,778 93,438 91,580 61,455 (26.8 )
Kindred Rehabilitation Services:
Kindred Hospital Rehabilitation Services 48,119 50,729 49,759 49,728 51,760 53,422 49,151 (1.2 )
RehabCare 8,820 10,254 6,740 3,421 7,896 (14,305 ) 7,619 13.0
56,939 60,983 56,499 53,149 59,656 39,117 56,770 0.5
Core EBITDAR by segment (a):
Kindred at Home:
Home health $ 65,803 $ 75,859 $ 75,073 $ 61,185 $ 63,750 $ 75,797 $ 66,431 (11.5 )
Hospice 24,866 31,329 31,326 27,668 27,581 32,784 34,761 11.0
90,669 107,188 106,399 88,853 91,331 108,581 101,192 (4.9 )
Hospital division 136,416 127,510 83,940 93,148 93,438 90,572 61,455 (26.8 )
Kindred Rehabilitation Services:
Kindred Hospital Rehabilitation Services 48,119 50,729 49,759 49,728 51,760 53,422 49,151 (1.2 )
RehabCare 8,820 10,254 6,740 3,421 7,896 10,999 5,376 (20.2 )
56,939 60,983 56,499 53,149 59,656 64,421 54,527 (3.5 )
Support center expenses (71,159 ) (64,265 ) (59,535 ) (54,334 ) (60,014 ) (62,572 ) (60,323 ) 1.3
Litigation contingency expense (885 ) (180 ) - - - - -
Transaction costs (82 ) (172 ) (1,732 ) (387 ) - - -
$ 211,898 $ 231,064 $ 185,571 $ 180,429 $ 184,411 $ 201,002 $ 156,851 (15.5 )
Segment adjusted operating income (loss) margin:
Kindred at Home:
Home health 15.6 17.3 16.7 13.8 14.1 16.7 14.6 (2.1 )
Hospice 14.1 16.9 16.6 15.5 15.4 17.7 18.4 1.8
Kindred at Home 15.1 17.2 16.7 14.3 14.5 17.0 15.8 (0.9 )
Hospital division 20.9 19.8 14.3 17.2 16.8 16.9 12.2 (2.1 )
Kindred Rehabilitation Services:
Kindred Hospital Rehabilitation Services 28.8 29.6 29.2 29.0 29.1 29.9 28.3 (0.9 )
RehabCare 4.4 5.3 3.5 1.8 4.0 (7.4 ) 4.3 0.8
Kindred Rehabilitation Services 15.5 16.7 15.7 14.7 15.9 10.5 16.1 0.4
Core EBITDAR margin by segment (a):
Kindred at Home:
Home health 15.3 17.3 16.7 13.8 14.1 16.5 14.6 (2.1 )
Hospice 14.1 16.9 16.6 14.9 15.4 17.7 18.4 1.8
Kindred at Home 15.0 17.2 16.7 14.1 14.5 16.8 15.8 (0.9 )
Hospital division 20.9 19.8 14.3 17.1 16.8 16.7 12.2 (2.1 )
Kindred Rehabilitation Services:
Kindred Hospital Rehabilitation Services 28.8 29.6 29.2 29.0 29.1 29.9 28.3 (0.9 )
RehabCare 4.4 5.3 3.5 1.8 4.0 5.7 3.0 (0.5 )
Kindred Rehabilitation Services 15.5 16.7 15.7 14.7 15.9 17.3 15.5 (0.2 )
Consolidated 13.2 14.4 11.9 11.9 12.0 13.1 10.6 (1.3 )

__________

(a)

See reconciliation of GAAP results to non-GAAP results beginning on page 15. During the first quarter of 2017, the Company revised its definitions of “core” non-GAAP measures. See “Non-GAAP Measures” beginning on page 15 for a discussion regarding the revised definitions. For comparability, core results for 2016 were revised to conform to the current year presentation.

KINDRED HEALTHCARE, INC.
Condensed Business Segment Data
(Unaudited)
Third quarter
2016 Quarters2017 Quarters% change v.
FirstSecondThirdFourthFirstSecondThirdprior year
Kindred at Home:
Home Health:
Sites of service (at end of period) 384 384 395 390 379 377 376
Revenue mix %:
Medicare 79.8 79.3 78.1 77.9 76.7 75.7 74.0
Medicaid 2.1 2.1 2.5 1.9 1.7 1.7 1.7
Commercial and other 8.4 8.2 8.6 10.6 11.5 11.4 12.7
Commercial paid at episodic rates 9.7 10.4 10.8 9.6 10.1 11.2 11.6
Episodic revenues ($ 000s) $ 325,821 $ 332,193 $ 332,562 $ 323,398 $ 326,881 $ 334,420 $ 320,279 (3.7 )
Total admissions 88,696 87,084 86,761 87,148 94,510 89,018 87,156 0.5
Same-store total admissions 87,394 85,922 85,511 86,056 93,922 88,300 86,312 0.9
Total episodic admissions 71,426 70,212 69,219 67,501 73,270 69,657 67,790 (2.1 )
Same-store total episodic admissions 70,416 69,317 68,285 66,784 72,911 69,207 67,191 (1.6 )
Medicare episodic admissions 62,011 60,730 59,823 59,540 62,404 58,575 56,772 (5.1 )
Total episodes 113,887 113,278 113,256 111,164 114,964 113,579 111,488 (1.6 )
Episodes per admission 1.59 1.61 1.64 1.65 1.57 1.63 1.64 -
Revenue per episode $ 2,861 $ 2,933 $ 2,936 $ 2,909 $ 2,843 $ 2,944 $ 2,873 (2.1 )
Hospice:
Sites of service (at end of period) 177 177 185 183 180 177 178
Admissions 13,234 13,149 12,916 12,660 13,649 12,561 12,236 (5.3 )
Same-store admissions 12,761 12,743 12,541 12,362 13,332 12,363 11,997 (4.3 )
Average length of stay 92 91 98 100 96 94 97 (1.0 )
Patient days 1,183,908 1,238,584 1,277,125 1,246,152 1,193,061 1,215,619 1,239,094 (3.0 )
Average daily census 13,010 13,611 13,882 13,545 13,256 13,358 13,468 (3.0 )
Revenue per patient day $ 149 $ 150 $ 148 $ 149 $ 150 $ 152 $ 152 2.7

Community Care and other revenues (included in Home Health business segment) ($ 000s)

$ 66,305 $ 68,229 $ 75,978 $ 74,875 $ 74,095 $ 74,222 $ 79,720 4.9
Kindred Rehabilitation Services:
Kindred Hospital Rehabilitation Services:
Freestanding IRFs:
End of period data:
Number of IRFs 19 19 19 19 19 19 19
Number of licensed beds 969 969 969 995 995 995 995
Discharges (a) 4,448 4,646 4,644 4,671 4,775 4,766 4,755 2.4
Same-hospital discharges (a) 4,295 4,535 4,546 4,538 4,393 4,517 4,477 (1.5 )
Occupancy % (a) 70.6 70.6 68.8 66.5 71.4 70.0 68.8 -
Average length of stay (a) 13.2 12.9 12.7 12.6 12.8 12.8 12.7 -
Revenue per discharge (a) $ 19,731 $ 19,318 $ 19,599 $ 19,486 $ 20,097 $ 20,620 $ 20,329 3.7
Contract services:
Sites of service (at end of period):
Inpatient rehabilitation units 104 105 104 102 101 102 101
LTAC hospitals 119 121 120 119 119 116 110
Sub-acute units 7 7 7 5 7 6 6
Outpatient units 139 138 139 132 129 121 123
369 371 370 358 356 345 340
Revenue per site $ 211,417 $ 215,798 $ 210,810 $ 220,733 $ 227,100 $ 228,534 $ 222,504 5.5
RehabCare:
Sites of service (at end of period) 1,767 1,759 1,754 1,718 1,703 1,734 1,624
Revenue per site $ 113,798 $ 109,756 $ 108,308 $ 110,204 $ 115,865 $ 111,823 $ 110,281 1.8

__________

(a) Excludes non-consolidating IRF.
KINDRED HEALTHCARE, INC.
Condensed Business Segment Data (Continued)
(Unaudited)
Third quarter
2016 Quarters2017 Quarters% change v.
FirstSecondThirdFourthFirstSecondThirdprior year

Hospitals (excluding sub-acute units and skilled nursing facility):

End of period data:
Number of transitional care hospitals 95 97 94 82 82 81 77
Number of licensed beds 7,089 7,067 6,890 6,107 6,107 6,041 5,797
Revenues (000s) $ 643,299 $ 633,695 $ 575,323 $ 530,746 $ 540,280 $ 525,458 $ 487,012 (15.3 )
Revenue mix %:
Medicare 57.8 55.5 54.6 53.5 52.8 50.3 50.6
Medicaid 4.2 4.2 4.0 4.5 3.9 5.0 4.3
Medicare Advantage 11.5 12.0 12.1 11.0 12.2 12.3 12.3
Medicaid Managed 5.6 6.3 7.3 8.0 9.1 9.1 10.1
Commercial insurance and other 20.9 22.0 22.0 23.0 22.0 23.3 22.7
Patient criteria data:
Revenues:
Compliant patients 88.5 % 86.0 % 88.3 % 89.1 %
Site neutral 11.5 % 14.0 % 11.7 % 10.9 %
Revenues per patient day:
Compliant patients $ 1,853 $ 1,816 $ 1,806 $ 1,799
Site neutral 926 1,041 1,053 1,067
Total 1,662 1,645 1,667 1,674
Admissions:
Medicare 8,919 8,253 7,861 7,351 7,529 6,743 6,073 (22.7 )
Medicaid 463 386 375 336 354 381 362 (3.5 )
Medicare Advantage 1,453 1,382 1,327 1,210 1,354 1,239 1,197 (9.8 )
Medicaid Managed 733 768 861 787 851 903 861 -
Commercial insurance and other 1,871 1,807 1,727 1,488 1,614 1,608 1,483 (14.1 )
13,439 12,596 12,151 11,172 11,702 10,874 9,976 (17.9 )
Patient days:
Medicare 229,004 219,013 202,482 186,290 187,738 173,916 158,083 (21.9 )
Medicaid 21,134 19,409 16,781 12,181 13,334 13,333 13,429 (20.0 )
Medicare Advantage 45,760 47,697 43,241 37,526 41,020 40,555 38,338 (11.3 )
Medicaid Managed 25,341 27,267 28,534 29,275 32,713 32,635 31,249 9.5
Commercial insurance and other 62,769 63,009 59,856 54,148 53,695 54,809 49,895 (16.6 )
384,008 376,395 350,894 319,420 328,500 315,248 290,994 (17.1 )
Average length of stay:
Medicare 25.7 26.5 25.8 25.3 24.9 25.8 26.0 0.8
Medicaid 45.6 50.3 44.7 36.3 37.7 35.0 37.1 (17.0 )
Medicare Advantage 31.5 34.5 32.6 31.0 30.3 32.7 32.0 (1.8 )
Medicaid Managed 34.6 35.5 33.1 37.2 38.4 36.1 36.3 9.7
Commercial insurance and other 33.5 34.9 34.7 36.4 33.3 34.1 33.6 (3.2 )
Weighted average 28.6 29.9 28.9 28.6 28.1 29.0 29.2 1.0
Revenues per admission:
Medicare $ 41,717 $ 42,579 $ 39,945 $ 38,602 $ 37,867 $ 39,219 $ 40,577 1.6
Medicaid 57,928 69,797 61,338 70,333 60,091 69,304 57,365 (6.5 )
Medicare Advantage 51,080 55,105 52,363 48,387 48,555 51,958 50,301 (3.9 )
Medicaid Managed 49,287 51,696 48,631 54,238 57,736 53,159 57,172 17.6
Commercial insurance and other 71,651 77,193 73,515 82,066 73,750 76,007 74,435 1.3
Weighted average 47,868 50,309 47,348 47,507 46,170 48,322 48,818 3.1
Revenues per patient day:
Medicare $ 1,625 $ 1,605 $ 1,551 $ 1,523 $ 1,519 $ 1,521 $ 1,559 0.5
Medicaid 1,269 1,388 1,371 1,940 1,595 1,980 1,546 12.8
Medicare Advantage 1,622 1,597 1,607 1,560 1,603 1,587 1,571 (2.2 )
Medicaid Managed 1,426 1,456 1,467 1,458 1,502 1,471 1,575 7.4
Commercial insurance and other 2,136 2,214 2,121 2,255 2,217 2,230 2,212 4.3
Weighted average 1,675 1,684 1,640 1,662 1,645 1,667 1,674 2.1
Medicare case mix index (discharged patients only) 1.163 1.179 1.172 1.153 1.172 1.171 1.180 0.7
Average daily census 4,220 4,136 3,814 3,472 3,650 3,464 3,163 (17.1 )
Occupancy % 68.0 67.5 61.6 64.1 67.6 64.3 59.9 (2.8 )
KINDRED HEALTHCARE, INC.
Condensed Business Segment Data (Continued)
(Unaudited)
Third quarter
2016 Quarters2017 Quarters% change v.
FirstSecondThirdFourthFirstSecondThirdprior year
Same-hospital data (a):
End of period data:
Number of transitional care hospitals 74 74 77 77 74 74 77
Number of licensed beds 5,680 5,680 5,797 5,797 5,680 5,680 5,797
Revenues (000s) $ 545,731 $ 540,907 $ 502,208 $ 514,762 $ 515,148 $ 502,007 $ 482,149 (4.0 )
Revenue mix %:
Medicare 58.0 55.2 53.9 53.1 52.0 50.2 50.6
Medicaid 3.8 3.9 3.6 4.5 4.2 5.2 4.3
Medicare Advantage 11.2 11.7 12.3 11.0 12.1 11.9 12.4
Medicaid Managed 5.9 6.8 7.9 8.3 9.4 9.4 10.1
Commercial insurance and other 21.1 22.4 22.3 23.1 22.3 23.3 22.6
Patient criteria data:
Revenues:
Compliant patients 88.7 % 86.0 % 88.5 % 89.1 %
Site neutral 11.3 % 14.0 % 11.5 % 10.9 %
Revenues per patient day:
Compliant patients $ 1,860 $ 1,827 $ 1,811 $ 1,799
Site neutral 924 1,049 1,060 1,067
Total 1,669 1,656 1,674 1,673
Admissions:
Medicare 7,524 6,946 6,758 7,023 7,045 6,408 6,018 (10.9 )
Medicaid 391 334 333 328 351 377 361 8.4
Medicare Advantage 1,178 1,101 1,140 1,160 1,274 1,150 1,190 4.4
Medicaid Managed 629 694 783 784 830 865 851 8.7
Commercial insurance and other 1,500 1,467 1,415 1,416 1,507 1,507 1,468 3.7
11,222 10,542 10,429 10,711 11,007 10,307 9,888 (5.2 )
Patient days:
Medicare 193,263 184,241 173,863 178,719 175,712 165,065 156,412 (10.0 )
Medicaid 14,382 13,304 11,631 11,923 13,580 13,180 13,433 15.5
Medicare Advantage 37,161 39,474 38,245 36,329 38,640 37,685 38,098 (0.4 )
Medicaid Managed 22,332 24,736 26,552 29,216 32,097 31,858 30,816 16.1
Commercial insurance and other 51,709 52,030 51,043 52,162 51,097 52,033 49,402 (3.2 )
318,847 313,785 301,334 308,349 311,126 299,821 288,161 (4.4 )
Average length of stay:
Medicare 25.7 26.5 25.7 25.4 24.9 25.8 26.0 1.2
Medicaid 36.8 39.8 34.9 36.4 38.7 35.0 37.2 6.6
Medicare Advantage 31.5 35.9 33.5 31.3 30.3 32.8 32.0 (4.5 )
Medicaid Managed 35.5 35.6 33.9 37.3 38.7 36.8 36.2 6.8
Commercial insurance and other 34.5 35.5 36.1 36.8 33.9 34.5 33.7 (6.6 )
Weighted average 28.4 29.8 28.9 28.8 28.3 29.1 29.1 0.7
Revenues per admission:
Medicare $ 42,061 $ 43,021 $ 40,020 $ 38,946 $ 38,018 $ 39,353 $ 40,513 1.2
Medicaid 52,717 63,223 54,880 70,959 61,618 68,915 57,689 5.1
Medicare Advantage 51,952 57,600 54,398 48,889 48,906 52,111 50,241 (7.6 )
Medicaid Managed 51,560 52,725 50,360 54,345 58,187 54,199 57,158 13.5
Commercial insurance and other 76,679 82,451 79,176 83,792 76,366 77,666 74,312 (6.1 )
Weighted average 48,630 51,310 48,155 48,059 46,802 48,705 48,761 1.3
Revenues per patient day:
Medicare $ 1,638 $ 1,622 $ 1,556 $ 1,530 $ 1,524 $ 1,528 $ 1,559 0.2
Medicaid 1,433 1,587 1,571 1,952 1,593 1,971 1,550 (1.3 )
Medicare Advantage 1,647 1,607 1,621 1,561 1,612 1,590 1,569 (3.2 )
Medicaid Managed 1,452 1,479 1,485 1,458 1,505 1,472 1,578 6.3
Commercial insurance and other 2,224 2,325 2,195 2,275 2,252 2,249 2,208 0.6
Weighted average 1,712 1,724 1,667 1,669 1,656 1,674 1,673 0.4
Average daily census 3,504 3,448 3,275 3,352 3,457 3,295 3,132 (4.4 )

__________

(a)

All historical statistics have been adjusted to present the ongoing hospital division portfolio excluding three hospitals acquired during the second quarter of 2016. See reconciliation of same-hospital revenues to reported hospital revenues on page 19.

Forward-Looking Statements

This earnings release includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements include, but are not limited to, all statements regarding the Company’s ability to exit the skilled nursing facility business and the expected timing of such exit, including the receipt of all required regulatory approvals and the satisfaction of the closing conditions for the transaction, as well as the Company’s ability to realize the anticipated benefits, sale proceeds, cost savings and strategic gains from this transaction, all statements regarding the Company’s expected future financial position, results of operations, cash flows, dividends, financing plans, business strategy, budgets, capital expenditures, competitive positions, growth opportunities, plans and objectives of management, government investigations, regulatory matters, and statements containing words such as “anticipate,” “approximate,” “believe,” “plan,” “estimate,” “expect,” “project,” “could,” “would,” “should,” “will,” “intend,” “hope,” “may,” “potential,” “upside,” and other similar expressions. Statements in this earnings release concerning the Company’s business outlook or future economic performance, anticipated profitability, revenues, expenses, dividends or other financial items, and product or services line growth, and expected outcome of government investigations and other regulatory matters, together with other statements that are not historical facts, are forward-looking statements that are estimates reflecting the best judgment of the Company based upon currently available information.

Such forward-looking statements are inherently uncertain, and stockholders and other potential investors must recognize that actual results may differ materially from the Company’s expectations as a result of a variety of factors. Such forward-looking statements are based upon management’s current expectations and include known and unknown risks, uncertainties and other factors, many of which the Company is unable to predict or control, that may cause the Company’s actual results, performance, or plans to differ materially from any future results, performance or plans expressed or implied by such forward-looking statements. These statements involve risks, uncertainties, and other factors detailed from time to time in the Company’s Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K filed with the SEC.

Many of these factors are beyond the Company’s control. The Company cautions investors that any forward-looking statements made by the Company are not guarantees of future performance. The Company disclaims any obligation to update any such factors or to announce publicly the results of any revisions to any of the forward-looking statements to reflect future events or developments.

Non-GAAP Measures

In addition to the results provided in accordance with GAAP, the Company has provided information in this earnings release using certain non-GAAP measures. The use of these non-GAAP measures is not intended to replace the presentation of the Company’s financial results in accordance with GAAP. Reconciliations of these non-GAAP measures to the most directly comparable GAAP measures are included in the following pages of this earnings release.

During the first quarter of 2017, the Company revised its definitions of “core” non-GAAP measures. As revised, the Company’s core non-GAAP measures, including core net income (loss) attributable to Kindred, core EBITDAR, core EBITDA, core diluted EPS, core operating cash flows and core free cash flows, no longer exclude (1) transaction, integration, research and development, and litigation contingency expenses that are not individually material, (2) non-restructuring related facility closing charges, and (3) non-executive or non-restructuring related severance, retirement and retention costs. For comparability, “core” results for 2016 were revised to conform to the current year presentation.

EBITDAR: The Company defines EBITDAR as earnings before interest, income taxes, depreciation, amortization and total rent, and believes that the presentation of EBITDAR is useful to investors because creditors, securities analysts and investors use EBITDAR to compare the performance of companies in the healthcare industry before consideration of the capital structure of fixed assets and financing costs, which can vary significantly among companies.

For each of the Company’s segments, Segment adjusted operating income (loss) is a measure of performance used by the Company’s chief operating decision makers in accordance with “Accounting Standard Codification 280 − Segment Reporting.” In this context, the Company defines Segment adjusted operating income (loss) as EBITDAR for each of the Company’s operating segments, excluding litigation contingency expense, impairment charges, restructuring charges, transaction costs, and the allocation of support center overhead.

EBITDA: The Company defines EBITDA as earnings before interest, income taxes, depreciation, and amortization, and believes that the presentation of EBITDA is useful to investors because creditors, securities analysts and investors use EBITDA to compare the performance and valuation of companies in the healthcare industry before consideration of non-cash depreciation and amortization expense, and financing costs, which can vary significantly among companies.

Non-GAAP Measures (Continued)

Core Operating Results: The Company calculates core operating results, including core net income (loss) attributable to Kindred, core EBITDAR, core EBITDA, and core diluted EPS, by excluding charges related to impairments, business interruption settlements, restructuring charges, debt amendment costs, executive or restructuring-related severance, retirement and retention costs, restructuring-related facility closing charges, deferred tax asset valuation allowance, and material transaction, integration, litigation, and research and development costs. The Company believes that the presentation of core operating results provides additional information to investors to facilitate the comparison between periods by excluding certain charges that are not representative of its ongoing operations due to the materiality and nature of the charges. The Company’s management uses core net income (loss) attributable to Kindred, core EBITDAR, core EBITDA, and core diluted EPS as measures of operational performance that are meaningful to investors, and for the measurement of internal incentive compensation goals, in addition to other measures. The Company uses these measures to assess the relative performance and attainment of internal incentive compensation goals of its operating divisions, as well as the employees that operate these businesses. In addition, the Company believes these measures are important, because securities analysts and investors use these measures to compare the Company’s performance to other companies in the healthcare industry.

Same-Hospital Revenues: The same-hospital revenues are calculated by excluding from the Company’s Hospital Division revenues the results from four hospitals that closed during the third quarter of 2017, one hospital that closed during the second quarter of 2017, three hospitals acquired in 2016, 15 hospitals sold in 2016, and three hospitals that closed during 2016. The Company believes the presentation of same-hospital revenues provides investors, equity analysts and others with useful information regarding the performance of the Company’s hospital operations that are comparable for the periods presented.

For EBITDAR, core net income (loss) attributable to Kindred, core EBITDAR, and core EBITDA, the Company believes that income (loss) from continuing operations is the most comparable GAAP measure. For core diluted EPS, the Company believes that GAAP diluted earnings (loss) per share from continuing operations is the most comparable GAAP measure. Readers of the Company’s financial information should consider income (loss) from continuing operations and diluted earnings (loss) per share from continuing operations as important measures of the Company’s financial performance, because they provide the most complete measures of its performance. For same-hospital revenues, the Company believes that reported hospital segment revenues is the most comparable GAAP measure. Readers of the Company’s financial information should consider reported hospital segment revenues as an important measure of the Company’s Hospital Division financial performance because it provides the most complete measure of its revenue performance. Operating results presented on a core basis, as well as a same-hospital basis, should be considered in addition to, not as a substitute for, or superior to, financial measures based upon GAAP as an indicator of operating performance.

Also in this earnings release, the Company provides the financial measures of operating cash flows and free cash flows excluding certain items, which the Company refers to as core operating cash flows and core free cash flows, respectively.

Core Operating Cash Flows: The Company defines core operating cash flows as operating cash flows excluding payments related to business interruption settlements, restructuring charges, debt amendment costs, executive or restructuring-related severance, retirement and retention costs, restructuring-related facility closing charges, and material transaction, integration, litigation, and research and development costs, net of income tax benefits. The Company believes that core operating cash flows provide important information to investors for comparability to other companies that use similar measures. Management uses core operating cash flows to evaluate consolidated operating performance and in making decisions related to acquisitions, development capital expenditures, dividends, long-term debt repayments and other uses.

Core Free Cash Flows: The Company defines core free cash flows as operating cash flows excluding payments related to business interruption settlements, restructuring charges, debt amendment costs, executive or restructuring-related severance, retirement and retention costs, restructuring-related facility closing charges, and material transaction, integration, litigation, and research and development costs, net of income tax benefits but including routine capital expenditures and distributions to noncontrolling interests. The Company believes that core free cash flows provide important information to investors for comparability to other companies that use similar measures. Management uses core free cash flows in making decisions related to acquisitions, development capital expenditures, dividends, long-term debt repayments and other uses.

The Company recognizes that core operating cash flows and core free cash flows are non-GAAP measures and are not intended to replace the presentation of the Company’s cash flows in accordance with GAAP. For core operating cash flows and core free cash flows, the Company believes net cash flows provided by operating activities is the most comparable GAAP measure. Readers of the Company’s financial information should consider net cash flows provided by operating activities as an important measure because it provides the most complete measure of cash provided by operating activities. Core operating cash flows and core free cash flows should be considered in addition to, not as a substitute for, or superior to, financial measures based upon GAAP as an indicator of the Company’s cash flows provided by operating activities.

KINDRED HEALTHCARE, INC.
Reconciliation of GAAP Results to Non-GAAP Measures
(Unaudited)
(In thousands, except per share amounts and statistics)
In addition to the results provided in accordance with GAAP, the Company has provided information in this earnings release to compute certain non-GAAP measures for the three months ended September 30, 2017 and 2016, and for the nine months ended September 30, 2017 and 2016, before certain charges or on a core basis. The charges that were excluded from core operating results are denoted in the tables below.

The income tax benefit associated with the excluded charges, including the deferred tax valuation allowance for the three months and nine months ended September 30, 2017, was calculated using an effective income tax rate of 6.0% and 72.9% for the three months ended September 30, 2017 and 2016, respectively, and 18.1% and 66.9% for the nine months ended September 30, 2017 and 2016, respectively. The difference in the effective income tax rate compared to the same prior year period is primarily attributable to the change in the amount of deferred tax valuation allowance and, for 2016, the composition of charges that are non-deductible for income tax purposes, including the impairment charges.

Three months endedNine months ended
September 30,September 30,
2017201620172016
Reconciliation of income (loss) from continuing operations before charges:
As reported:
Loss from continuing operations attributable to Kindred ($29,349 ) ($658,821 ) ($146,316 ) ($624,438 )
Diluted loss per common share from continuing operations ($0.33 ) ($7.58 ) ($1.67 ) ($7.20 )
Weighted average diluted shares outstanding 87,597 86,869 87,398 86,766
Detail of charges:
Restructuring charges:
Facility/branch divestitures and closings ($8,723 ) ($20,212 ) ($16,925 ) ($19,794 )
Retention and severance costs (5,652 ) (2,109 ) (8,667 ) (3,479 )
Transaction costs - (492 ) - (1,577 )
(14,375 ) (22,813 ) (25,592 ) (24,850 )
Lease termination costs (charged to rent restructuring charges) (2,125 ) (58,650 ) (5,964 ) (59,363 )
Impairment charges - (297,276 ) (136,303 ) (311,195 )
RehabCare collection litigation 2,243 - (23,061 ) -
Research and development - (3,288 ) - (7,227 )
Litigation contingency expense (4,000 ) - (4,000 ) (1,775 )
Business interruption settlements - - 1,803 1,309
Debt amendment fees not capitalized - - - (1,103 )
Gentiva transaction costs:
Professional and consulting fees - (1,464 ) - (3,831 )
Severance and retention - 214 - (696 )
Lease termination (charged to building rent expense) - (272 ) - (272 )
(18,257 ) (383,549 ) (193,117 ) (409,003 )
Income tax benefit 6,303 86,793 75,111 92,943
Deferred tax valuation allowance (7,407 ) (366,470 ) (40,231 ) (366,470 )
Charges net of income taxes (19,361 ) (663,226 ) (158,237 ) (682,530 )
Noncontrolling interests - 288 320 1,304
(19,361 ) (662,938 ) (157,917 ) (681,226 )
Allocation to participating unvested restricted stockholders - - - -
Available to common stockholders ($19,361 ) ($662,938 ) ($157,917 ) ($681,226 )
Diluted loss per common share related to charges ($0.22 ) ($7.63 ) ($1.81 ) ($7.85 )
Weighted average diluted shares outstanding 87,597 86,869 87,398 86,766
Core:
Income (loss) from continuing operations attributable to Kindred before charges ($9,988 ) $ 4,117 $ 11,601 $ 56,788
Diluted earnings (loss) per common share from continuing operations before charges (a) ($0.11 ) $ 0.05 $ 0.13 $ 0.64

Weighted average diluted shares outstanding used to compute earnings (loss) per common share from continuing operations before charges

87,597 87,529 88,057 87,426
Reconciliation of effective income tax rate before charges:
Effective income tax rate before charges 171.6 % 22.0 % 30.9 % 32.5 %
Impact of charges on effective income tax rate -165.4 % 55.6 % -19.2 % 78.1 %
Reported effective income tax rate 6.2 % 77.6 % 11.7 % 110.6 %

__________

(a) For purposes of computing diluted earnings (loss) per common share before charges, income (loss) from continuing operations before charges was reduced by $0.1 million for the three months ended September 30, 2016, and by $0.3 million and $1.2 million for the nine months ended September 30, 2017 and 2016, respectively, for the allocation of income to participating unvested restricted stockholders.
KINDRED HEALTHCARE, INC.
Reconciliation of GAAP Results to Non-GAAP Measures (Continued)
(Unaudited)
(In thousands)
In addition to the results provided in accordance with GAAP, the Company has provided information in this earnings release to compute certain non-GAAP measures for the quarters of 2016 and 2017, before certain charges or on a core basis. The charges that were excluded from core operating results are denoted in the table below.
2016 Quarters2017 Quarters
FirstSecondThirdFourthFirstSecondThird

Reconciliation of income (loss) from continuing operations before charges:

As reported:

Income (loss) from continuing operations attributable to Kindred

$ 13,542 $ 20,841 ($658,821 ) ($11,448 ) ($968 ) ($115,999 ) ($29,349 )
Depreciation and amortization 33,554 33,198 32,995 32,072 29,820 25,651 24,808
Interest, net 57,253 57,567 58,059 58,625 58,819 58,573 60,441
Provision (benefit) for income taxes 11,462 19,014 283,630 156 2,234 (16,116 ) (1,225 )
Noncontrolling interest 7,851 8,847 9,574 8,575 10,483 10,791 10,960
EBITDA 123,662 139,467 (274,563 ) 87,980 100,388 (37,100 ) 65,635
Building rent 65,985 67,025 66,946 64,350 64,656 64,861 64,422
Equipment rent 10,158 11,211 9,911 8,649 8,887 8,861 8,537
Restructuring charges - rent 251 462 58,650 2,029 1,905 1,934 2,125
EBITDAR 200,056 218,165 (139,056 ) 163,008 175,836 38,556 140,719
Detail of charges:
Restructuring charges:
Facility/branch divestitures and closings 341 (759 ) 20,212 3,745 5,360 2,842 8,723
Retention and severance costs 924 446 2,109 5,302 2,741 274 5,652
Transaction costs 436 649 492 837 - - -
1,701 336 22,813 9,884 8,101 3,116 14,375
Impairment charges 7,788 6,131 297,276 3,534 474 135,829 -
RehabCare collection litigation - - - - - 25,304 (2,243 )
Research and development 863 3,076 3,288 4,293 - - -
Litigation contingency expense 1,025 750 - - - - 4,000
Business interruption settlements (1,138 ) (171 ) - (2,069 ) - (1,803 ) -
Debt amendment fees not capitalized - 1,103 - - - - -
Gentiva transaction costs:
Professional and consulting fees 1,048 1,319 1,464 1,779 - - -
Severance and retention 555 355 (214 ) - - - -
11,842 12,899 324,627 17,421 8,575 162,446 16,132
Core EBITDAR 211,898 231,064 185,571 180,429 184,411 201,002 156,851
Less:
Building rent (65,985 ) (67,025 ) (66,946 ) (64,350 ) (64,656 ) (64,861 ) (64,422 )
Equipment rent (10,158 ) (11,211 ) (9,911 ) (8,649 ) (8,887 ) (8,861 ) (8,537 )
Lease termination (charged to building rent) - - 272 - - - -
Core EBITDA $ 135,755 $ 152,828 $ 108,986 $ 107,430 $ 110,868 $ 127,280 $ 83,892
KINDRED HEALTHCARE, INC.
Reconciliation of GAAP Results to Non-GAAP Measures (Continued)
(Unaudited)
(In thousands)
A reconciliation of revenues for home health for each historical period follows:
Third quarter
2016 Quarters2017 Quarters% change v.
FirstSecondThirdFourthFirstSecondThirdprior year
Home health $ 363,730 $ 370,327 $ 373,980 $ 369,198 $ 376,736 $ 384,954 $ 373,964 -
Community care and other 66,305 68,229 75,978 74,875 74,095 74,222 79,720 4.9
Reported home health revenues $ 430,035 $ 438,556 $ 449,958 $ 444,073 $ 450,831 $ 459,176 $ 453,684 0.8
A reconciliation of revenues for the Hospital Division for each historical period follows:
Third quarter
2016 Quarters2017 Quarters% change v.
FirstSecondThirdFourthFirstSecondThirdprior year
Transitional care hospitals $ 643,299 $ 633,695 $ 575,323 $ 530,746 $ 540,280 $ 525,458 $ 487,012 (15.3 )

Sub-acute units and one skilled nursing facility

10,799 11,711 13,620 15,118 16,366 15,351 16,126
Reported hospital division revenues $ 654,098 $ 645,406 $ 588,943 $ 545,864 $ 556,646 $ 540,809 $ 503,138 (14.6 )
A reconciliation of reported hospital revenues to same-hospital revenues for each historical period follows:
Third quarter
2016 Quarters2017 Quarters% change v.
FirstSecondThirdFourthFirstSecondThirdprior year
Transitional care hospitals $ 643,299 $ 633,695 $ 575,323 $ 530,746 $ 540,280 $ 525,458 $ 487,012 (15.3 )
Hospitals acquired during 2016 (a) - (2,217 ) - - (9,724 ) (10,164 ) -
Hospitals sold during 2016 (b) (71,941 ) (64,084 ) (47,098 ) 732 449 (623 ) (168 )
Hospitals closed during 2017 (c) (17,356 ) (17,623 ) (17,109 ) (16,533 ) (15,825 ) (13,221 ) (4,607 )
Hospitals closed during 2016 (d) (8,271 ) (8,864 ) (8,908 ) (183 ) (32 ) 557 (88 )
Same-hospital revenues $ 545,731 $ 540,907 $ 502,208 $ 514,762 $ 515,148 $ 502,007 $ 482,149 (4.0 )

__________

(a) Three hospitals acquired during the second quarter of 2016.

(b) Three hospitals sold during the second quarter of 2016 and 12 hospitals sold during the fourth quarter of 2016.

(c) One hospital closed during the second quarter of 2017 and four hospitals closed during the third quarter of 2017.

(d) Three hospitals closed during the third quarter of 2016.

KINDRED HEALTHCARE, INC.
Reconciliation of GAAP Results to Non-GAAP Measures (Continued)
(Unaudited)
(In thousands, except per share amounts)
Three months ended September 30, 2017
Charges
Deferred
RehabCaretaxBefore
AscollectionLitigationRestructuringvaluationcharges
reportedlitigationcontingencychargesallowanceTotal("core") (a)
Income (loss) from continuing operations:
Segment adjusted operating income:
Kindred at Home:
Home health $ 66,431 $ - $ - $ - $ - $ - $ 66,431
Hospice 34,761 - - - - - 34,761
101,192 - - - - - 101,192
Hospital division 61,455 - - - - - 61,455
Kindred Rehabilitation Services:
Kindred Hospital Rehabilitation Services 49,151 - - - - - 49,151
RehabCare 7,619 (2,243 ) - - - (2,243 ) 5,376
56,770 (2,243 ) - - - (2,243 ) 54,527
Support center expenses (60,323 ) - - - - - (60,323 )
Litigation contingency expense (4,000 ) - 4,000 - - 4,000 -
Restructuring charges (14,375 ) - - 14,375 - 14,375 -
Building rent (64,422 ) - - - - - (64,422 )
Equipment rent (8,537 ) - - - - - (8,537 )
Restructuring charges - rent (2,125 ) - - 2,125 - 2,125 -
Depreciation and amortization (24,808 ) - - - - - (24,808 )
Interest, net (60,441 ) - - - - - (60,441 )

Loss from continuing operations before income taxes

(19,614

)

(2,243 ) 4,000 16,500 - 18,257 (1,357 )
Income tax benefit (1,225 ) (883 ) 1,574 5,612 (7,407 ) (1,104 ) (2,329 )
(18,389 ) $ (1,360 ) $ 2,426 $ 10,888 $ 7,407 $ 19,361 972
Noncontrolling interests (10,960 ) (10,960 )
Loss attributable to Kindred $ (29,349 ) $ (9,988 )
Diluted loss per common share $ (0.33 ) $ (0.11 )

Diluted shares used in computing loss per common share

87,597 87,597
Three months ended September 30, 2016
Charges
GentivaDeferred
transactiontaxBefore
AsImpairmentResearch andRestructuringandvaluationcharges
reportedchargesdevelopmentchargesintegrationallowanceTotal("core") (a)
Income (loss) from continuing operations:
Segment adjusted operating income:
Kindred at Home:
Home health $ 75,073 $ - $ - $ - $ - $ - $ - $ 75,073
Hospice 31,326 - - - - - - 31,326
106,399 - - - - - - 106,399
Hospital division 83,940 - - - - - - 83,940
Kindred Rehabilitation Services:
Kindred Hospital Rehabilitation Services 49,759 - - - - - - 49,759
RehabCare 6,740 - - - - - - 6,740
56,499 - - - - - - 56,499
Support center expenses (62,823 ) - 3,288 - - - 3,288 (59,535 )
Impairment charges (297,276 ) 297,276 - - - - 297,276 -
Restructuring charges (22,813 ) - - 22,813 - - 22,813 -
Transaction costs (2,982 ) - - - 1,250 - 1,250 (1,732 )
Building rent (66,946 ) - - - 272 - 272 (66,674 )
Equipment rent (9,911 ) - - - - - - (9,911 )
Restructuring charges - rent (58,650 ) - - 58,650 - - 58,650 -
Depreciation and amortization (32,995 ) - - - - - - (32,995 )
Interest, net (58,059 ) - - - - - - (58,059 )

Income (loss) from continuing operations before income taxes

(365,617 ) 297,276 3,288 81,463 1,522 - 383,549 17,932
Provision for income taxes 283,630 53,509 1,268 31,429 587 (366,470 ) (279,677 ) 3,953
(649,247 ) 243,767 2,020 50,034 935 366,470 663,226 13,979
Noncontrolling interests (9,574 ) (288 ) - - - - (288 ) (9,862 )
Income (loss) attributable to Kindred $ (658,821 ) $ 243,479 $ 2,020 $ 50,034 $ 935 $ 366,470 $ 662,938 $ 4,117
Diluted earnings (loss) per common share $ (7.58 ) $ 0.05

Diluted shares used in computing earnings (loss) per common share

86,869 87,529

__________

(a)

During the first quarter of 2017, the Company revised its definitions of “core” non-GAAP measures. See “Non-GAAP Measures” beginning on page 15 for a discussion regarding the revised definitions. For comparability, core results for 2016 were revised to conform to the current year presentation.

KINDRED HEALTHCARE, INC.
Reconciliation of GAAP Results to Non-GAAP Measures (Continued)
(Unaudited)
(In thousands, except per share amounts)
Nine months ended September 30, 2017
Charges
Deferred
BusinessRehabCaretaxBefore
AsinterruptioncollectionLitigationImpairmentRestructuringvaluationcharges
reportedsettlementslitigationcontingencychargeschargesallowanceTotal("core") (a)
Income (loss) from continuing operations:
Segment adjusted operating income (loss):
Kindred at Home:
Home health $ 206,773 $ (795 ) $ - $ - $ - $ - $ - $ (795 ) $ 205,978
Hospice 95,126 - - - - - - - 95,126
301,899 (795 ) - - - - - (795 ) 301,104
Hospital division 246,473 (1,008 ) - - - - - (1,008 ) 245,465
Kindred Rehabilitation Services:
Kindred Hospital Rehabilitation Services 154,333 - - - - - - - 154,333
RehabCare 1,210 - 23,061 - - - - 23,061 24,271
155,543 - 23,061 - - - - 23,061 178,604
Support center expenses (182,909 ) - - - - - - - (182,909 )
Litigation contingency expense (4,000 ) 4,000 4,000 -
Impairment charges (136,303 ) - - - 136,303 - - 136,303 -
Restructuring charges (25,592 ) - - - - 25,592 - 25,592 -
Building rent (193,939 ) - - - - - - - (193,939 )
Equipment rent (26,285 ) - - - - - - - (26,285 )
Restructuring charges - rent (5,964 ) - - - - 5,964 - 5,964 -
Depreciation and amortization (80,279 ) - - - - - - - (80,279 )
Interest, net (177,833 ) - - - - - - - (177,833 )

Income (loss) from continuing operations before income taxes

(129,189

)

(1,803 ) 23,061 4,000 136,303 31,556 - 193,117 63,928
Provision (benefit) for income taxes (15,107 ) (709 ) 9,074 1,574 53,635 11,537 (40,231 ) 34,880 19,773
(114,082 ) (1,094 ) 13,987 2,426 82,668 20,019 40,231 158,237 44,155
Noncontrolling interests (32,234 ) - (320 ) - - - - (320 ) (32,554 )
Income (loss) attributable to Kindred $ (146,316 ) $ (1,094 ) $ 13,667 $ 2,426 $ 82,668 $ 20,019 $ 40,231 $ 157,917 $ 11,601
Diluted earnings (loss) per common share $ (1.67 ) $ 0.13

Diluted shares used in computing earnings (loss) per common share

87,398 88,057
Nine months ended September 30, 2016
Charges
GentivaDeferred
BusinesstransactiontaxBefore
AsinterruptionLitigationImpairmentResearch andDebtRestructuringandvaluationcharges
reportedsettlementscontingencychargesdevelopmentamendmentchargesintegrationallowanceTotal("core") (a)
Income from continuing operations:
Segment adjusted operating income:
Kindred at Home:
Home health $ 218,044 $ (1,309 ) $ - $ - $ - $ - $ - $ - $ - $ (1,309 ) $ 216,735
Hospice 87,521 - - - - - - - - - 87,521
305,565 (1,309 ) - - - - - - - (1,309 ) 304,256
Hospital division 347,866 - - - - - - - - - 347,866
Kindred Rehabilitation Services:
Kindred Hospital Rehabilitation Services 148,607 - - - - - - - - - 148,607
RehabCare 25,814 - - - - - - - - - 25,814
174,421 - - - - - - - - - 174,421
Support center expenses (203,289 ) - - - 7,227 1,103 - - - 8,330 (194,959 )
Litigation contingency expense (2,840 ) - 1,775 - - - - - - 1,775 (1,065 )
Impairment charges (311,195 ) - - 311,195 - - - - - 311,195 -
Restructuring charges (24,850 ) - - - - - 24,850 - - 24,850 -
Transaction costs (6,513 ) - - - - - - 4,527 - 4,527 (1,986 )
Building rent (199,956 ) - - - - - - 272 - 272 (199,684 )
Equipment rent (31,280 ) - - - - - - - - - (31,280 )
Restructuring charges - rent (59,363 ) - - - - - 59,363 - - 59,363 -
Depreciation and amortization (99,747 ) - - - - - - - - - (99,747 )
Interest, net (172,879 ) - - - - - - - - - (172,879 )

Income from continuing operations before income taxes

(284,060 ) (1,309 ) 1,775 311,195 7,227 1,103 84,213 4,799 - 409,003 124,943
Provision for income taxes 314,106 (512 ) (381 ) 55,762 2,827 431 32,939 1,877 (366,470 ) (273,527 ) 40,579
(598,166 ) (797 ) 2,156 255,433 4,400 672 51,274 2,922 366,470 682,530 84,364
Noncontrolling interests (26,272 ) - - (1,304 ) - - - - - (1,304 ) (27,576 )
Income attributable to Kindred $ (624,438 ) $ (797 ) $ 2,156 $ 254,129 $ 4,400 $ 672 $ 51,274 $ 2,922 $ 366,470 $ 681,226 $ 56,788
Diluted earnings per common share $ (7.20 ) $ 0.64

Diluted shares used in computing earnings per common share

86,766 87,426

__________

(a)

During the first quarter of 2017, the Company revised its definitions of “core” non-GAAP measures. See “Non-GAAP Measures” beginning on page 15 for a discussion regarding the revised definitions. For comparability, core results for 2016 were revised to conform to the current year presentation.

KINDRED HEALTHCARE, INC.
Reconciliation of GAAP Results to Non-GAAP Measures (Continued)
(Unaudited)
(In thousands, except per share amounts)
Three months ended March 31, 2017
Charges
Deferred
taxBefore
AsImpairmentRestructuringvaluationcharges
reportedchargeschargesallowanceTotal("core") (a)
Income from continuing operations:
Segment adjusted operating income:
Kindred at Home:
Home health $ 63,750 $ - $ - $ - $ - $ 63,750
Hospice 27,581 - - - - 27,581
91,331 - - - - 91,331
Hospital division 93,438 - - - - 93,438
Kindred Rehabilitation Services:
Kindred Hospital Rehabilitation Services 51,760 - - - - 51,760
RehabCare 7,896 - - - - 7,896
59,656 - - - - 59,656
Support center expenses (60,014 ) - - - - (60,014 )
Impairment charges (474 ) 474 - - 474 -
Restructuring charges (8,101 ) - 8,101 - 8,101 -
Building rent (64,656 ) - - - - (64,656 )
Equipment rent (8,887 ) - - - - (8,887 )
Restructuring charges - rent (1,905 ) - 1,905 - 1,905 -
Depreciation and amortization (29,820 ) - - - - (29,820 )
Interest, net (58,819 ) - - - - (58,819 )

Income from continuing operations before income taxes

11,749

474 10,006 - 10,480 22,229
Provision for income taxes 2,234 187 3,937 2,731 6,855 9,089
9,515 $ 287 $ 6,069 $ (2,731 ) $ 3,625 13,140
Noncontrolling interests (10,483 ) (10,483 )
Income (loss) attributable to Kindred $ (968 ) $ 2,657
Diluted earnings (loss) per common share $ (0.01 ) $ 0.03

Diluted shares used in computing earnings (loss) per common share

87,085 87,744
Three months ended March 31, 2016
Charges
Gentiva
BusinesstransactionBefore
AsinterruptionLitigationImpairmentResearch andRestructuringandcharges
reportedsettlementscontingencychargesdevelopmentchargesintegrationTotal("core") (a)
Income from continuing operations:
Segment adjusted operating income:
Kindred at Home:
Home health $ 66,941 $ (1,138 ) $ - $ - $ - $ - $ - $ (1,138 ) $ 65,803
Hospice 24,866 - - - - - - - 24,866
91,807 (1,138 ) - - - - - (1,138 ) 90,669
Hospital division 136,416 - - - - - - - 136,416
Kindred Rehabilitation Services:
Kindred Hospital Rehabilitation Services 48,119 - - - - - - - 48,119
RehabCare 8,820 - - - - - - - 8,820
56,939 - - - - - - - 56,939
Support center expenses (72,022 ) - - - 863 - - 863 (71,159 )
Litigation contingency expense (1,910 ) - 1,025 - - - - 1,025 (885 )
Impairment charges (7,788 ) - - 7,788 - - - 7,788 -
Restructuring charges (1,701 ) - - - - 1,701 - 1,701 -
Transaction costs (1,685 ) - - - - - 1,603 1,603 (82 )
Building rent (65,985 ) - - - - - - - (65,985 )
Equipment rent (10,158 ) - - - - - - - (10,158 )
Restructuring charges - rent (251 ) - - - - 251 - 251 -
Depreciation and amortization (33,554 ) - - - - - - - (33,554 )
Interest, net (57,253 ) - - - - - - - (57,253 )

Income from continuing operations before income taxes

32,855 (1,138 ) 1,025 7,788 863 1,952 1,603 12,093 44,948
Provision for income taxes 11,462 (401 ) 362 2,747 304 689 565 4,266 15,728
21,393 $ (737 ) $ 663 $ 5,041 $ 559 $ 1,263 $ 1,038 $ 7,827 29,220
Noncontrolling interests (7,851 ) (7,851 )
Income attributable to Kindred $ 13,542 $ 21,369
Diluted earnings per common share $ 0.15 $ 0.24

Diluted shares used in computing earnings per common share

87,249 87,249

__________

(a)

During the first quarter of 2017, the Company revised its definitions of “core” non-GAAP measures. See “Non-GAAP Measures” beginning on page 15 for a discussion regarding the revised definitions. For comparability, core results for 2016 were revised to conform to the current year presentation.

KINDRED HEALTHCARE, INC.
Reconciliation of GAAP Results to Non-GAAP Measures (Continued)
(Unaudited)
(In thousands, except per share amounts)
Three months ended June 30, 2017
Charges
Deferred
BusinessRehabCaretaxBefore
AsinterruptioncollectionImpairmentRestructuringvaluationcharges
reportedsettlementslitigationchargeschargesallowanceTotal("core") (a)
Income (loss) from continuing operations:
Segment adjusted operating income (loss):
Kindred at Home:
Home health $ 76,592 $ (795 ) $ - $ - $ - $ - $ (795 ) $ 75,797
Hospice 32,784 - - - - - - 32,784
109,376 (795 ) - - - - (795 ) 108,581
Hospital division 91,580 (1,008 ) - - - - (1,008 ) 90,572
Kindred Rehabilitation Services:
Kindred Hospital Rehabilitation Services 53,422 - - - - - - 53,422
RehabCare (14,305 ) - 25,304 - - - 25,304 10,999
39,117 - 25,304 - - - 25,304 64,421
Support center expenses (62,572 ) - - - - - - (62,572 )
Impairment charges (135,829 ) - - 135,829 - - 135,829 -
Restructuring charges (3,116 ) - - - 3,116 - 3,116 -
Building rent (64,861 ) - - - - - - (64,861 )
Equipment rent (8,861 ) - - - - - - (8,861 )
Restructuring charges - rent (1,934 ) - - - 1,934 - 1,934 -
Depreciation and amortization (25,651 ) - - - - - - (25,651 )
Interest, net (58,573 ) - - - - - - (58,573 )

Income (loss) from continuing operations before income taxes

(121,324

)

(1,803 ) 25,304 135,829 5,050 - 164,380 43,056
Provision (benefit) for income taxes (16,116 ) (709 ) 9,957 53,449 1,987 (35,555 ) 29,129 13,013
(105,208 ) (1,094 ) 15,347 82,380 3,063 35,555 135,251 30,043
Noncontrolling interests (10,791 ) - (320 ) - - - (320 ) (11,111 )
Income (loss) attributable to Kindred $ (115,999 ) $ (1,094 ) $ 15,027 $ 82,380 $ 3,063 $ 35,555 $ 134,931 $ 18,932
Diluted earnings (loss) per common share $ (1.33 ) $ 0.21

Diluted shares used in computing earnings (loss) per common share

87,506 88,165
Three months ended June 30, 2016
Charges
Gentiva
BusinesstransactionBefore
AsinterruptionLitigationImpairmentResearch andDebtRestructuringandcharges
reportedsettlementscontingencychargesdevelopmentamendmentchargesintegrationTotal("core") (a)
Income from continuing operations:
Segment adjusted operating income:
Kindred at Home:
Home health $ 76,030 $ (171 ) $ - $ - $ - $ - $ - $ - $ (171 ) $ 75,859
Hospice 31,329 - - - - - - - - 31,329
107,359 (171 ) - - - - - - (171 ) 107,188
Hospital division 127,510 - - - - - - - - 127,510
Kindred Rehabilitation Services:
Kindred Hospital Rehabilitation Services 50,729 - - - - - - - - 50,729
RehabCare 10,254 - - - - - - - - 10,254
60,983 - - - - - - - - 60,983
Support center expenses (68,444 ) - - - 3,076 1,103 - - 4,179 (64,265 )
Litigation contingency expense (930 ) - 750 - - - - - 750 (180 )
Impairment charges (6,131 ) - - 6,131 - - - - 6,131 -
Restructuring charges (336 ) - - - - - 336 - 336 -
Transaction costs (1,846 ) - - - - - - 1,674 1,674 (172 )
Building rent (67,025 ) - - - - - - - - (67,025 )
Equipment rent (11,211 ) - - - - - - - - (11,211 )
Restructuring charges - rent (462 ) - - - - - 462 - 462 -
Depreciation and amortization (33,198 ) - - - - - - - - (33,198 )
Interest, net (57,567 ) - - - - - - - - (57,567 )

Income from continuing operations before income taxes

48,702 (171 ) 750 6,131 3,076 1,103 798 1,674 13,361 62,063
Provision for income taxes 19,014 (129 ) (1,511 ) (2,962 ) 2,324 833 2,064 1,265 1,884 20,898
29,688 (42 ) 2,261 9,093 752 270 (1,266 ) 409 11,477 41,165
Noncontrolling interests (8,847 ) - - (1,016 ) - - - - (1,016 ) (9,863 )
Income attributable to Kindred $ 20,841 $ (42 ) $ 2,261 $ 8,077 $ 752 $ 270 $ (1,266 ) $ 409 $ 10,461 $ 31,302
Diluted earnings per common share $ 0.23 $ 0.35

Diluted shares used in computing earnings per common share

87,500 87,500

___________

(a)

During the first quarter of 2017, the Company revised its definitions of “core” non-GAAP measures. See “Non-GAAP Measures” beginning on page 15 for a discussion regarding the revised definitions. For comparability, core results for 2016 were revised to conform to the current year presentation.

KINDRED HEALTHCARE, INC.
Reconciliation of GAAP Results to Non-GAAP Measures (Continued)
(Unaudited)
(In thousands, except per share amounts)
Three months ended December 31, 2016
Charges
GentivaDeferred
BusinesstransactiontaxBefore
AsinterruptionImpairmentResearch andRestructuringandvaluationcharges
reportedsettlementschargesdevelopmentchargesintegrationallowanceTotal("core") (a)
Income (loss) from continuing operations:
Segment adjusted operating income:
Kindred at Home:
Home health $ 61,487 $ (302 ) $ - $ - $ - $ - $ - $ (302 ) $ 61,185
Hospice 28,805 (1,137 ) - - - - - (1,137 ) 27,668
90,292 (1,439 ) - - - - - (1,439 ) 88,853
Hospital division 93,778 (630 ) - - - - - (630 ) 93,148
Kindred Rehabilitation Services:
Kindred Hospital Rehabilitation Services 49,728 - - - - - - - 49,728
RehabCare 3,421 - - - - - - - 3,421
53,149 - - - - - - - 53,149
Support center expenses (58,627 ) - - 4,293 - - - 4,293 (54,334 )
Impairment charges (3,534 ) - 3,534 - - - - 3,534 -
Restructuring charges (9,884 ) - - - 9,884 - - 9,884 -
Transaction costs (2,166 ) - - - - 1,779 - 1,779 (387 )
Building rent (64,350 ) - - - - - - - (64,350 )
Equipment rent (8,649 ) - - - - - - - (8,649 )
Restructuring charges - rent (2,029 ) - - - 2,029 - - 2,029 -
Depreciation and amortization (32,072 ) - - - - - - - (32,072 )
Interest, net (58,625 ) - - - - - - - (58,625 )

Income (loss) from continuing operations before income taxes

(2,717

)

(2,069 ) 3,534 4,293 11,913 1,779 - 19,450 16,733
Provision for income taxes 156 (2,574 ) 4,396 5,341 14,819 1,810 (22,002 ) 1,790 1,946
(2,873 ) $ 505 $ (862 ) $ (1,048 ) $ (2,906 ) $ (31 ) $ 22,002 $ 17,660 14,787
Noncontrolling interests (8,575 ) (8,575 )
Income (loss) attributable to Kindred $ (11,448 ) $ 6,212
Diluted earnings (loss) per common share $ (0.13 ) $ 0.07

Diluted shares used in computing earnings (loss) per common share

86,904 87,641

__________

(a)

During the first quarter of 2017, the Company revised its definitions of “core” non-GAAP measures. See “Non-GAAP Measures” beginning on page 15 for a discussion regarding the revised definitions. For comparability, core results for 2016 were revised to conform to the current year presentation.

KINDRED HEALTHCARE, INC.
Reconciliation of GAAP Results to Non-GAAP Measures (Continued)
(Unaudited)
(In thousands)
Three months endedNine months ended
September 30,September 30,
2017201620172016

Reconciliation of net cash flows provided by operating activities to core operating cash flows and core free cash flows:

Net cash flows provided by operating activities $8,481 $ 36,367 $8,512 $ 41,235
Adjustments to remove certain payments (including payments made for discontinued
operations) included in net cash flows provided by operating activities:
Transaction, severance, research and development, and retention 27,102 7,025 36,319 17,958
Business interruption settlements - - (3,796) (1,309 )
Lease termination fees - restructuring 1,898 - 5,931 3,500
Capitalized lender fees related to debt amendment - 42 5,403 7,375
Other debt refinancing costs (expensed) - 291 - 917
Litigation 3,307 3,074 12,593 132,643
32,307 10,432 56,450 161,084
Net cash flows provided by operating activities excluding
certain items before income tax benefit of certain payments 40,788 46,799 64,962 202,319
Benefit of reduced income tax payments resulting from certain payments (a) (10,978) (17,295 ) (14,574) (45,519 )
Net cash flows provided by operating activities excluding
certain items (core operating cash flows) 29,810 29,504 50,388 156,800
Less routine capital expenditures (16,463) (21,873 ) (45,800) (68,703 )
Less distributions to noncontrolling interests (10,071) (4,694 ) (48,372) (35,240 )
Free cash flows excluding certain items (core free cash flows) $3,276 $ 2,937 ($43,784) $ 52,857

__________

(a)

The Company has estimated that it will not pay federal and state income taxes (where state unitary or consolidated tax returns are allowed) in 2017 due to anticipated loss associated with the sale of the Company's skilled nursing facility business. In 2016, the Company did not pay these taxes as a result of a consolidated taxable loss. These cash savings in both years are recognized in GAAP cash flows and offer additional sources of cash when evaluating the Company's cash flow generating capability before certain payments. Combining the Company's October 2017 insurance restructuring activities with the completion of the sale of the skilled nursing facility business, the Company anticipates it will have approximately $550 million to $600 million of net operating losses that should offset approximately 90% of core book tax estimates until exhausted.

Contacts:

Kindred Healthcare, Inc.
Todd Flowers, 502-596-6569
Investor Relations

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