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      Genesis HealthCare Reports Fourth Quarter And Fiscal Year End 2015 Results


      News provided by

      Genesis HealthCare

      Feb 22, 2016, 09:00 ET

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      KENNETT SQUARE, Pa., Feb. 22, 2016 /PRNewswire/ -- Genesis HealthCare (Genesis, or the Company) (NYSE:GEN), one of the largest post-acute care providers in the United States, today announced operating results for the fourth quarter and fiscal year ended December 31, 2015.  Overall results are consistent with the preliminary results issued by the Company on January 25, 2016.

      Highlights

      • Fiscal 2015 Pro forma Adjusted EBITDA of $249.7 million grew 11.6% over the prior year and fourth quarter 2015 Pro Forma Adjusted EBITDA of $39.7 million grew 14.2% over the prior year quarter;
      • Fiscal 2015 Pro forma Adjusted EBITDAR margins of approximately 13.0% grew 60 bps over fiscal year 2014;
      • Fiscal 2015 fixed charge coverage ratio of 1.31x grew from 1.20x in fiscal year 2014; fixed charge coverage of 1.35x is anticipated at the mid-point of 2016 guidance;
      • On December 1, 2015, Genesis completed the acquisition of 19 Revera, Inc. skilled nursing facilities and Revera's contract rehabilitation business.

      "We are pleased to report EBITDA growth in excess of 10% for the fourth consecutive quarter," commented George V. Hager, Jr., Chief Executive Officer of Genesis. "Despite negative industry pressures, Genesis continues generating positive earnings growth, producing strong free cash flow and improving its fixed charge coverage ratio."

      Mr. Hager continued, "As we look ahead, we remain focused on the long-term drivers of our business – providing high-quality, outcome-oriented care, effectively managing our costs, leveraging our scale through strategic growth opportunities and positioning Genesis to succeed in a world that rewards value based providers."

      Fourth Quarter and Full Year 2015 Results






















      Three months ended
      December 31, 2015


      Three months ended 
      December 31, 2014


      Pro Forma1
      Non-GAAP Growth 







      Pro Forma1





      Pro Forma1







      (IN THOUSANDS, EXCEPT PER SHARE DATA)


      GAAP


       Non-GAAP


      GAAP


       Non-GAAP


      Dollars


      Percentage


      Net Revenues / Adjusted Net Revenues


      $

      1,440,721


      $

      1,427,223


      $

      1,193,267


      $

      1,397,740


      $

      29,483


      2.1%


      EBITDAR / Adjusted EBITDAR



      155,740



      161,031



      76,302



      153,590



      7,441


      4.8%


      EBITDA / Adjusted EBITDA



      118,497



      39,682



      43,033



      34,754



      4,928


      14.2%


      Fully Diluted EPS / Adjusted Fully Diluted EPS



      (2.98)



      (0.05)



      Not applicable as Genesis was privately held






















      Twelve months ended
      December 31, 2015


      Twelve months ended 
      December 31, 2014


      Pro Forma1
      Non-GAAP Growth 






      Pro Forma1





      Pro Forma1






      (IN THOUSANDS, EXCEPT PER SHARE DATA)


      GAAP


       Non-GAAP


      GAAP


       Non-GAAP


      Dollars


      Percentage

      Net Revenues / Adjusted Net Revenues


      $

      5,619,224


      $

      5,645,287


      $

      4,768,080


      $

      5,585,152


      $

      60,135


      1.1%

      EBITDAR / Adjusted EBITDAR



      697,827



      733,150



      532,537



      692,887



      40,263


      5.8%

      EBITDA / Adjusted EBITDA



      547,551



      249,666



      400,639



      223,688



      25,978


      11.6%

      Fully Diluted EPS / Adjusted Fully Diluted EPS



      (4.96)



      0.23



      Not applicable as Genesis was privately held











      1 - To facilitate comparisons, pro forma results for the three and twelve months ended December 31, 2015 and 2014 were prepared on a basis assuming the combination of Skilled Healthcare and Genesis HealthCare occurred at the beginning of the respective period presented rather than as of February 2, 2015, which is the actual date of the combination.  See reconciliation of pro forma results to GAAP results in the tables in this release. 











      Assuming Genesis and Skilled Healthcare were fully combined in all periods presented, Genesis' adjusted revenue of $1,427.2 million in the fourth quarter of 2015 would have increased $29.5 million or 2.1% over the prior year quarter.  Revenue growth in the fourth quarter of 2015 was positively impacted by approximately $23.0 million due to the acquisition of the 19 Revera facilities on December 1, 2015.  As reported, GAAP basis revenue of $1,440.7 million in the fourth quarter of 2015 increased $247.5 million or 20.7% over the prior year quarter, principally due to the combination with Skilled Healthcare in February 2015.

      Assuming Genesis and Skilled Healthcare were fully combined in all periods presented, Genesis' adjusted revenue of $5,645.3 million in the full year ended December 31, 2015 would have increased $60.1 million or 1.1% over the prior year period.  As was the case for the fourth quarter, revenue growth in the year ended December 31, 2015 was positively impacted by approximately $23.0 million due to the acquisition of the 19 Revera facilities on December 1, 2015.  As reported, GAAP basis revenue of $5,619.2 million in the year ended December 31, 2015 increased $851.1 million or 17.9% over the prior year period, principally due to the combination with Skilled Healthcare in February 2015.

      Assuming Genesis and Skilled Healthcare were combined in all periods presented, adjusted EBITDAR of $161.0 million in the fourth quarter of 2015 would have increased $7.4 million or 4.8% over the prior year quarter. GAAP basis loss from continuing operations of $313.0 million in the fourth quarter of 2015 increased $186.1 million principally due to the establishment of a $217.3 million valuation allowance against our net deferred tax assets, as realization of such assets is no longer more likely than not.

      Assuming Genesis and Skilled Healthcare were combined in all periods presented, adjusted EBITDAR of $733.2 million in the year ended December 31, 2015 would have increased $40.3 million or 5.8% over the prior year period. GAAP basis loss from continuing operations of $525.5 million in the year ended December 31, 2015 increased $284.4 million over the prior year period principally due to the establishment of the $217.3 million deferred tax valuation allowance previously noted, with the balance due to transaction costs incurred in the Skilled Healthcare combination and other transactions.

      Recurring free cash flow in the year ended December 31, 2015 was approximately $58.0 million, derived from adjusted EBITDA of $249.7 million less $77.0 million of cash interest, $70.0 million of recurring capital expenditures and $45.0 million of recurring cash taxes. Recurring free cash flow in the year ended December 31, 2014 was approximately $33.0 million.

      Business Development, Acquisitions and Divestitures

      During the fourth quarter, Genesis completed its previously announced acquisition of 19 Revera skilled nursing facilities (15 facilities acquired and four facilities leased) and its contract rehabilitation business for approximately $158.0 million.  Genesis expects to acquire the real estate of five additional facilities for approximately $40.0 million upon receipt of regulatory approvals in the state of Vermont, which are still pending. Genesis has committed financing to complete the Revera transaction. In the meantime, Genesis is managing the operations of the five Vermont facilities.  The acquisition, excluding consolidation of the Vermont facilities, is expected to contribute $220.0 million and $24.0 million of year-over-year net revenue and EBITDA, respectively, in 2016.

      On January 1, 2016, Genesis sold 18 Assisted Living Facilities in Kansas for $67 million and used the sale proceeds to repay $54.2 million of real estate bridge loan debt. The 18 facilities had 807 beds and aggregate revenue and EBITDA of approximately $23.0 million and $7.3 million, respectively, in 2015.

      Genesis continues to look to monetize other non-strategic assets that are expected to generate $100 million to $150 million of after tax cash proceeds.  Genesis intends to use non-strategic asset sale proceeds to repay indebtedness. 

      Financing Activities

      The Company is focused on two near term capital strengthening priorities:  refinancing approximately $440.0 million of real estate bridge loans by the end of 2016 with lower cost HUD guaranteed mortgages or other permanent financing; and reducing the Company's overall indebtedness with a combination of non-strategic asset sale proceeds and free cash flow.

      "Refinancing real estate bridge loans with more attractive long-term financing will serve to extend maturities significantly and grow our fixed charge coverage," notes Genesis Chief Financial Officer, Tom DiVittorio.  "Our HUD financing activities are on track and we expect to close on the first series of loans near the end of the first quarter of 2016."

      2016 Guidance

      The Company reaffirms its previously announced 2016 adjusted net revenue guidance of $5,700.0 million to $5,800.0 million,  adjusted EBITDAR guidance of $765.0 million to $795.0 million, adjusted EBITDA guidance of $267.0 million to $297.0 million, and adjusted net income guidance from continuing operations on a diluted basis of $0.19 to $0.29 per share.   

      Recurring free cash flow in 2016 is projected to be approximately $64.0 million.  Projected recurring free cash flow is derived from the mid-point of the Company's 2016 adjusted EBITDA guidance of $282.0 million further adjusted by projected cash interest of $81.0 million, recurring capital expenditures of $85.0 million and cash taxes of $52.0 million.  Cash income taxes assume tax depreciation and amortization expense of approximately $72.0 million and a tax rate of 40%, which further assumes all outstanding stock units are exchanged for common stock.

      The 2016 guidance assumes 156.1 million diluted weighted average common shares outstanding and common stock equivalents on a fully-exchanged basis.  The 2016 guidance is prepared on the same basis as the Company's non-GAAP financial information and therefore assumes the conversion of leases to cash basis leases and excludes the income or loss of newly acquired or constructed businesses with start-up losses or newly divested businesses.   It also excludes transaction related costs, severance and restructuring costs, regulatory defense and related costs, non-cash stock based compensation expense and non-cash impairment charges.

      Conference Call

      Genesis HealthCare will hold a conference call at 8:30 a.m. Eastern Time on Tuesday, February 23, 2016 to discuss financial results for the fourth quarter and fiscal year ended 2015.  Investors can access the conference call by calling (855) 849-2198 or live via a listen-only webcast through the Genesis web site at http://www.genesishcc.com/investor-relations/, where a replay of the call will also be posted for one year. 

      2016 RBC Capital Markets Global Healthcare Conference

      Genesis also announced today that George V. Hager, Jr., Chief Executive Officer, and Tom DiVittorio, Chief Financial Officer, are scheduled to conduct a fireside chat at the 2016 RBC Capital Markets Global Healthcare Conference on Wednesday, February 24, 2016 at 3:35 p.m. Eastern Time.  A live webcast and replay will also be available on the Company's website at www.genesishcc.com/investor-relations.

      About Genesis HealthCare

      Genesis HealthCare (NYSE: GEN) is a holding company with subsidiaries that, on a combined basis, comprise one of the nation's largest post-acute care providers with more than 500 skilled nursing centers and assisted/senior living communities in 34 states nationwide. Genesis subsidiaries also supply rehabilitation and respiratory therapy to more than 1,700 healthcare providers in 45 states, the District of Columbia and China.  References made in this release to "Genesis," "the Company," "we," "us" and "our" refer to Genesis HealthCare and each of its wholly-owned companies. Visit our website at www.genesishcc.com.

      Forward-Looking Statements

      This release includes "forward-looking statements" within the meaning of the federal securities laws, including the Private Securities Litigation Reform Act of 1995. You can identify these statements by the fact that they do not relate strictly to historical or current facts. These statements contain words such as "may," "will," "project," "might," "expect," "believe," "anticipate," "intend," "could," "would," "estimate," "continue," "pursue, "plans" or "prospect," or the negative or other variations thereof or comparable terminology. They include, but are not limited to, statements about Genesis' expectations and beliefs regarding its future financial performance, anticipated cost management, anticipated acquisitions, anticipated divestitures, anticipated refinancing opportunities and anticipated synergies. These forward-looking statements are based on current expectations and projections about future events, including the assumptions stated in this release, and there can be no assurance that they will be achieved or occur, in whole or in part, in the timeframes anticipated by the Company or at all. Investors are cautioned that forward-looking statements are not guarantees of future performance or results and involve risks and uncertainties that cannot be predicted or quantified and, consequently, the actual performance of Genesis may differ materially from that expressed or implied by such forward-looking statements.

      These risks and uncertainties include, but are not limited to, the following:

      • reductions in Medicare reimbursement rates, or changes in the rules governing the Medicare program could have a material adverse effect on our revenues, financial condition and results of operations;
      • continued efforts of federal and state governments to contain growth in Medicaid expenditures could adversely affect our revenues and profitability;
      • recent federal government proposals could limit the states' use of provider tax programs to generate revenue for their Medicaid expenditures, which could result in a reduction in our reimbursement rates under Medicaid;
      • revenue we receive from Medicare and Medicaid is subject to potential retroactive reduction;
      • our success is dependent upon retaining key executives and personnel;
      • it can be difficult to attract and retain qualified nurses, therapists, healthcare professionals and other key personnel, which, along with a growing number of minimum wage and compensation related regulations, can increase our costs related to these employees;
      • health reform legislation could adversely affect our revenue and financial condition;
      • annual caps that limit the amounts that can be paid for outpatient therapy services rendered to any Medicare beneficiary may negatively affect our results of operations;
      • we are subject to extensive and complex laws and government regulations. If we are not operating in compliance with these laws and regulations or if these laws and regulations change, we could be required to make significant expenditures or change our operations in order to bring our facilities and operations into compliance;
      • we face inspections, reviews, audits and investigations under federal and state government programs, such as the Department of Justice, and contracts. These investigations and audits could have adverse findings that may negatively affect our business, including our results of operations, liquidity and financial condition;
      • significant legal actions, which are commonplace in our professions, could subject us to increased operating costs and substantial uninsured liabilities, which would materially and adversely affect our results of operations, liquidity and financial condition;
      • insurance coverages, including professional liability coverage, may become increasingly expensive and difficult to obtain for health care companies, and our self-insurance may expose us to significant losses;
      • we may be unable to reduce costs to offset decreases in our patient census levels or other expenses completely;
      • completed and future acquisitions may use significant resources, may be unsuccessful and could expose us to unforeseen liabilities and integration risks;
      • we lease a significant number of our facilities and may experience risks relating to lease termination, lease expense escalators, lease extensions and special charges;
      • our substantial indebtedness, scheduled maturities and disruptions in the financial markets could affect our ability to obtain financing or to extend or refinance debt as it matures, which could negatively impact our results of operations, liquidity, financial condition and the market price of our common stock;
      • we are subject to numerous covenants and requirements under our various credit and leasing agreements and a breach of any such covenants or requirements could, unless timely and effectively remediated, lead to default and potential cross default under such agreements;
      • the holders of a majority of the voting power of Genesis' common stock have entered into a voting agreement, and the voting group's interests may conflict with the interests of other holders;
      • some of our directors are significant stockholders or representatives of significant stockholders, which may present issues regarding diversion of corporate opportunities and other potential conflicts; and
      • we are a "controlled company" within the meaning of NYSE rules and, as a result, qualify for and rely on exemptions from certain corporate governance requirements.

      The Company's Annual Report on Form 10-K for the year ended December 31, 2014, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K, and other filings with the U.S. Securities and Exchange Commission, including the Company's Annual Report on Form 10-K for the year ended December 31, 2015 when it is filed, discuss the foregoing risks as well as other important risks and uncertainties of which investors should be aware. Any forward-looking statements contained herein are made only as of the date of this release. Genesis disclaims any obligation to update its forward-looking statements or any of the information contained in this release. Investors are cautioned not to place undue reliance on these forward-looking statements.


      GENESIS HEALTHCARE, INC.

      CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

      (UNAUDITED)

      (IN THOUSANDS, EXCEPT PER SHARE DATA)

















      Three months ended 
      December 31,


      Twelve months ended 
      December 31,




      2015


      2014


      2015


      2014






























      Net revenues


      $

      1,440,721


      $

      1,193,267


      $

      5,619,224


      $

      4,768,080


      Salaries, wages and benefits



      844,527



      742,030



      3,289,820



      2,904,094


      Other operating expenses



      365,268



      311,267



      1,358,983



      1,109,699


      General and administrative costs



      44,983



      38,876



      175,889



      147,063


      Provision for losses on accounts receivable



      31,666



      24,789



      100,521



      77,670


      Lease expense



      37,243



      33,269



      150,276



      131,898


      Depreciation and amortization expense



      61,574



      48,544



      237,617



      193,675


      Interest expense



      131,573



      111,953



      507,809



      442,724


      Loss on extinguishment of debt



      —



      453



      130



      1,133


      Investment income



      (477)



      (552)



      (1,677)



      (3,399)


      Other loss (income)



      6,121



      499



      (1,400)



      (138)


      Transaction costs



      4,358



      8,070



      96,374



      13,353


      Long-lived asset impairment



      28,546



      31,399



      28,546



      31,399


      Skilled Healthcare loss contingency expense



      —



      —



      31,500



      —


      Equity in net (income) loss of unconsolidated affiliates



      (986)



      555



      (2,139)



      416


      Loss before income tax expense (benefit)



      (113,675)



      (157,885)



      (353,025)



      (281,507)


      Income tax expense (benefit)



      199,317



      (34,655)



      172,524



      (44,022)


      Loss from continuing operations



      (312,992)



      (123,230)



      (525,549)



      (237,485)


      Income (loss) from discontinued operations, net of taxes



      352



      (8,483)



      (1,219)



      (14,044)


      Net loss



      (312,640)



      (131,713)



      (526,768)



      (251,529)


      Less net loss (income) attributable to noncontrolling interests



      47,149



      (1,086)



      100,573



      (2,456)


      Net loss attributable to Genesis Healthcare, Inc.


      $

      (265,491)


      $

      (132,799)


      $

      (426,195)


      $

      (253,985)
















      Loss per common share:














      Basic and diluted:














      Weighted average shares outstanding for basic and diluted loss from continuing operations per share



      89,197



      49,865



      85,755



      49,865


      Basic and diluted net loss per common share:














      Loss from continuing operations attributable to Genesis Healthcare, Inc.


      $

      (2.98)


      $

      (2.49)


      $

      (4.96)


      $

      (4.81)


      Income (loss) from discontinued operations



      -



      (0.17)



      (0.01)



      (0.28)


      Net loss attributable to Genesis Healthcare, Inc.


      $

      (2.98)


      $

      (2.66)


      $

      (4.97)


      $

      (5.09)


      GENESIS HEALTHCARE, INC.

      SELECTED BALANCE SHEET DATA

      (UNAUDITED)

      (IN THOUSANDS)











      December 31, 2015


      December 31, 2014










      Cash and cash equivalents


      $

      61,543


      $

      87,548


      Total assets



      6,091,470



      5,141,408


      Long-term debt, including current maturities



      1,230,157



      538,246


      Total liabilities



      6,710,858



      5,598,898


      GENESIS HEALTHCARE, INC.

      CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

      (UNAUDITED)

      (IN THOUSANDS)











      Twelve months ended 
      December 31,




      2015


      2014










      Net cash provided by operating activities (1)


      $

      8,618


      $

      107,652


      Net cash used in investing activities



      (119,384)



      (95,675)


      Net cash provided by financing activities



      84,761



      14,158


      Net (decrease) increase in cash and equivalents



      (26,005)



      26,135


      Beginning of period



      87,548



      61,413


      End of period


      $

      61,543


      $

      87,548











      (1) - Net cash provided by operating activities in the twelve months ended December 31, 2015 include approximately $71 million of cash payments for transaction related costs.

      GENESIS HEALTHCARE, INC.

      RECONCILIATION OF NET (LOSS) INCOME TO EBITDA, EBITDAR, ADJUSTED EBITDA AND ADJUSTED EBITDAR

      (UNAUDITED)

      (IN THOUSANDS, EXCEPT PER SHARE DATA)























      As reported


      Adjustments





      As adjusted




      Three months 
      ended 
      December 31, 
      2015


      Conversion to 
      cash basis 
      leases (a)


      Newly acquired or 
      constructed 
      businesses with 
      start-up losses and 
      newly divested 
      facilities (b)


      Other 
      adjustments (c)


      Total 
      adjustments


      Three months 
      ended 
      December 31, 
      2015







      Net revenues


      $

      1,440,721


      $

      —


      $

      (13,498)


      $

      —


      $

      (13,498)


      $

      1,427,223


      Salaries, wages and benefits



      844,527



      —



      (6,761)



      (2,734)



      (9,495)



      835,032


      Other operating expenses



      365,268



      —



      (6,749)



      (68)



      (6,817)



      358,451


      General and administrative costs



      44,983



      —



      —



      (2,074)



      (2,074)



      42,909


      Provision for losses on accounts receivable



      31,666



      —



      (403)



      —



      (403)



      31,263


      Lease expense



      37,243



      86,464



      (2,358)



      —



      84,106



      121,349


      Depreciation and amortization expense



      61,574



      (34,181)



      (1,456)



      —



      (35,637)



      25,937


      Interest expense



      131,573



      (105,662)



      (122)



      —



      (105,784)



      25,789


      Other loss (income)



      6,121



      —



      (16)



      (6,105)



      (6,121)



      —


      Investment income



      (477)



      —



      —



      —



      —



      (477)


      Transaction costs



      4,358



      —



      (6)



      (4,352)



      (4,358)



      —


      Long-lived asset impairment



      28,546



      —



      —



      (28,546)



      (28,546)



      —


      Equity in net income of unconsolidated affiliates



      (986)



      —



      —



      —



      —



      (986)


      (Loss) income before income tax expense (benefit)


      $

      (113,675)


      $

      53,379


      $

      4,373


      $

      43,879


      $

      101,631


      $

      (12,044)


      Income tax expense (benefit)



      199,317



      12,390



      1,015



      (207,152)



      (193,747)



      5,570


      (Loss) income from continuing operations


      $

      (312,992)


      $

      40,989


      $

      3,358


      $

      251,031


      $

      295,378


      $

      (17,614)


      (Income) loss from discontinued operations, net of taxes



      (352)



      201



      —



      —



      201



      (151)


      Net (loss) income attributable to noncontrolling interests



      (47,149)



      22,403



      (1,007)



      16,093



      37,489



      (9,660)


      Net (loss) income attributable to Genesis Healthcare, Inc.


      $

      (265,491)


      $

      18,385


      $

      4,365


      $

      234,938


      $

      257,688


      $

      (7,803)


      Depreciation and amortization expense



      61,574



      (34,181)



      (1,456)



      —



      (35,637)



      25,937


      Interest expense



      131,573



      (105,662)



      (122)



      —



      (105,784)



      25,789


      Other loss (income)



      6,121



      —



      (16)



      (6,105)



      (6,121)



      —


      Transaction costs



      4,358



      —



      (6)



      (4,352)



      (4,358)



      —


      Long-lived asset impairment



      28,546



      —



      —



      (28,546)



      (28,546)



      —


      Income tax expense (benefit)



      199,317



      12,390



      1,015



      (207,152)



      (193,747)



      5,570


      (Income) loss from discontinued operations, net of taxes



      (352)



      201



      —



      —



      201



      (151)


      Net (loss) income attributable to noncontrolling interests



      (47,149)



      22,403



      (1,007)



      16,093



      37,489



      (9,660)


      EBITDA / Adjusted EBITDA


      $

      118,497


      $

      (86,464)


      $

      2,773


      $

      4,876


      $

      (78,815)


      $

      39,682


      Lease expense



      37,243



      86,464



      (2,358)



      —



      84,106



      121,349


      EBITDAR / Adjusted EBITDAR


      $

      155,740


      $

      —


      $

      415


      $

      4,876


      $

      5,291


      $

      161,031


      (Loss) income per common share:




















      Diluted:




















      Weighted average shares outstanding for diluted (loss)
      income from continuing operations per share (d)



      89,197















      153,671


      Diluted net loss from continuing operations per share (e)


      $

      (2.98)














      $

      (0.05)






















      See (a), (b), (c), (d) and (e) footnote references contained herein.

















      GENESIS HEALTHCARE, INC.

      RECONCILIATION OF NET (LOSS) INCOME TO EBITDA, EBITDAR, ADJUSTED EBITDA AND ADJUSTED EBITDAR

      (UNAUDITED)

      (IN THOUSANDS, EXCEPT PER SHARE DATA)


























      As reported


      Adjustments


      As adjusted


      Non-GAAP as 
      adjusted


      Pro forma 
      adjusted




      Three months 
      ended
      December 31, 
      2014


      Conversion to 
      cash basis 
      leases (a)


      Newly acquired or 
      constructed 
      businesses with 
      start-up losses and 
      newly divested 
      facilities (b)


      Other 
      adjustments (c)


      Three months 
      ended
      December 31, 
      2014


      Skilled Healthcare 
      Group, Inc. three 
      months ended
      December 31, 
      2014


      Three months 
      ended
      December 31, 
      2014













      Net revenues


      $

      1,193,267


      $

      —


      $

      (7,815)


      $

      3,093


      $

      1,188,545


      $

      209,195


      $

      1,397,740


      Salaries, wages and benefits



      742,030



      —



      (7,745)



      (565)



      733,720



      133,630



      867,350


      Other operating expenses



      311,267



      —



      (3,575)



      (42,238)



      265,454



      40,510



      305,964


      General and administrative costs



      38,876



      —



      —



      —



      38,876



      4,176



      43,052


      Provision for losses on accounts receivable



      24,789



      —



      —



      —



      24,789



      3,213



      28,002


      Lease expense



      33,269



      81,801



      (1,392)



      —



      113,678



      5,158



      118,836


      Depreciation and amortization expense



      48,544



      (33,702)



      (319)



      —



      14,523



      6,082



      20,605


      Interest expense



      111,953



      (99,706)



      —



      —



      12,247



      7,765



      20,012


      Loss (gain) on extinguishment of debt



      453



      —



      —



      (453)



      —



      —



      —


      Other loss (income)



      499



      —



      —



      (499)



      —



      (443)



      (443)


      Investment income



      (552)



      —



      —



      —



      (552)



      —



      (552)


      Transaction costs



      8,070



      —



      —



      (8,070)



      —



      —



      —


      Long-lived asset impairment



      31,399



      —



      —



      (31,399)



      —



      —



      —


      Equity in net loss of unconsolidated affiliates



      555



      —



      —



      —



      555



      (221)



      334


      (Loss) income before income tax (benefit) expense


      $

      (157,885)


      $

      51,607


      $

      5,216


      $

      86,317


      $

      (14,745)


      $

      9,325


      $

      (5,420)


      Income tax (benefit) expense



      (34,655)



      11,327



      1,145



      18,946



      (3,237)



      2,995



      (242)


      (Loss) income from continuing operations


      $

      (123,230)


      $

      40,280


      $

      4,071


      $

      67,371


      $

      (11,508)


      $

      6,330


      $

      (5,178)


      Loss from discontinued operations, net of taxes



      8,483



      544



      —



      —



      9,027



      —



      9,027


      Net loss attributable to noncontrolling interests



      1,086



      —



      —



      —



      1,086



      —



      1,086


      Net (loss) income attributable to Genesis Healthcare, Inc.


      $

      (132,799)


      $

      39,736


      $

      4,071


      $

      67,371


      $

      (21,621)


      $

      6,330


      $

      (15,291)


      Depreciation and amortization expense



      48,544



      (33,702)



      (319)



      —



      14,523



      6,082



      20,605


      Interest expense



      111,953



      (99,706)



      —



      —



      12,247



      7,765



      20,012


      Loss (gain) on extinguishment of debt



      453



      —



      —



      (453)



      —



      —



      —


      Other loss (income)



      499



      —



      —



      (499)



      —



      (443)



      (443)


      Transaction costs



      8,070



      —



      —



      (8,070)



      —



      —



      —


      Long-lived asset impairment



      31,399



      —



      —



      (31,399)



      —



      —



      —


      Income tax (benefit) expense



      (34,655)



      11,327



      1,145



      18,946



      (3,237)



      2,995



      (242)


      Loss from discontinued operations, net of taxes



      8,483



      544



      —



      —



      9,027



      —



      9,027


      Net income attributable to noncontrolling interests



      1,086



      —



      —



      —



      1,086



      —



      1,086


      EBITDA / Adjusted EBITDA


      $

      43,033


      $

      (81,801)


      $

      4,897


      $

      45,896


      $

      12,025


      $

      22,729


      $

      34,754


      Lease expense



      33,269



      81,801



      (1,392)



      —



      113,678



      5,158



      118,836


      EBITDAR / Adjusted EBITDAR


      $

      76,302


      $

      —


      $

      3,505


      $

      45,896


      $

      125,703


      $

      27,887


      $

      153,590

























      Loss per common share:























      Diluted:























      Weighted average shares outstanding for diluted (loss)
      income from continuing operations per share (d)



      49,865




















      Diluted net income from continuing operations per share (e)


      $

      (2.49)


















      Not calculated

























      See (a), (b), (c), (d) and (e) footnote references contained herein.




















      GENESIS HEALTHCARE, INC.

      RECONCILIATION OF NET (LOSS) INCOME TO EBITDA, EBITDAR, ADJUSTED EBITDA AND ADJUSTED EBITDAR

      (UNAUDITED)

      (IN THOUSANDS, EXCEPT PER SHARE DATA)


























      As reported


      Adjustments


      As adjusted


      Non-GAAP as
      adjusted


      Pro forma 
      adjusted




      Twelve months 
      ended 
      December 31, 
      2015


      Conversion to 
      cash basis 
      leases (a)


      Newly acquired or 
      constructed 
      businesses with 
      start-up losses and  
      newly divested 
      facilities (b)


      Other 
      adjustments (c)


      Twelve months 
      ended 
      December 31, 
      2015


      Skilled Healthcare
      Group, Inc. one
      month ended
      January 31, 
      2015


      Twelve months 
      ended 
      December 31, 
      2015













      Net revenues


      $

      5,619,224


      $

      —


      $

      (45,613)


      $

      388


      $

      5,573,999


      $

      71,288


      $

      5,645,287


      Salaries, wages and benefits



      3,289,820



      —



      (25,890)



      (3,211)



      3,260,719



      43,926



      3,304,645


      Other operating expenses



      1,358,983



      —



      (22,742)



      (10,602)



      1,325,639



      17,141



      1,342,780


      General and administrative costs



      175,889



      —



      —



      (9,530)



      166,359



      1,516



      167,875


      Provision for losses on accounts receivable



      100,521



      —



      (1,011)



      —



      99,510



      1,289



      100,799


      Lease expense



      150,276



      341,030



      (9,588)



      —



      481,718



      1,766



      483,484


      Depreciation and amortization expense



      237,617



      (135,472)



      (5,919)



      —



      96,226



      1,998



      98,224


      Interest expense



      507,809



      (417,033)



      (162)



      —



      90,614



      2,521



      93,135


      Loss on extinguishment of debt



      130



      —



      —



      (130)



      —



      —



      —


      Other income (loss)



      (1,400)



      —



      (55)



      1,455



      —



      11



      11


      Investment income



      (1,677)



      —



      —



      —



      (1,677)



      —



      (1,677)


      Transaction costs



      96,374



      —



      (69)



      (96,305)



      —



      —



      —


      Long-lived asset impairment



      28,546



      —



      —



      (28,546)



      —



      —



      —


      Skilled Healthcare loss contingency expense



      31,500



      —



      —



      (31,500)



      —



      —



      —


      Equity in net income of unconsolidated affiliates



      (2,139)



      —



      —



      —



      (2,139)



      (146)



      (2,285)


      (Loss) income before income tax benefit


      $

      (353,025)


      $

      211,475


      $

      19,823


      $

      178,757


      $

      57,030


      $

      1,266


      $

      58,296


      Income tax expense (benefit)



      172,524



      49,088



      4,601



      (175,844)



      50,369



      494



      50,863


      (Loss) income from continuing operations


      $

      (525,549)


      $

      162,387


      $

      15,222


      $

      354,601


      $

      6,661


      $

      772


      $

      7,433


      Loss from discontinued operations, net of taxes



      1,219



      1,283



      —



      —



      2,502



      —



      2,502


      Net (loss) income attributable to noncontrolling interests



      (100,573)



      29,591



      2,088



      27,911



      (40,983)



      531



      (40,452)


      Net (loss) income attributable to Genesis Healthcare, Inc.


      $

      (426,195)


      $

      131,513


      $

      13,134


      $

      326,690


      $

      45,142


      $

      241


      $

      45,383

























      Depreciation and amortization expense



      237,617



      (135,472)



      (5,919)



      —



      96,226



      1,998



      98,224


      Interest expense



      507,809



      (417,033)



      (162)



      —



      90,614



      2,521



      93,135


      Loss on extinguishment of debt



      130



      —



      —



      (130)



      —



      —



      —


      Other income (loss)



      (1,400)



      —



      (55)



      1,455



      —



      11



      11


      Transaction costs



      96,374



      —



      (69)



      (96,305)



      —



      —



      —


      Long-lived asset impairment



      28,546



      —



      —



      (28,546)



      —



      —



      —


      Skilled Healthcare loss contingency expense



      31,500



      —



      —



      (31,500)



      —



      —



      —


      Income tax expense (benefit)



      172,524



      49,088



      4,601



      (175,844)



      50,369



      494



      50,863


      Loss from discontinued operations, net of taxes



      1,219



      1,283



      —



      —



      2,502



      —



      2,502


      Net (loss) income attributable to noncontrolling interests



      (100,573)



      29,591



      2,088



      27,911



      (40,983)



      531



      (40,452)


      EBITDA / Adjusted EBITDA


      $

      547,551


      $

      (341,030)


      $

      13,618


      $

      23,731


      $

      243,870


      $

      5,796


      $

      249,666


      Lease expense



      150,276



      341,030



      (9,588)



      —



      481,718



      1,766



      483,484


      EBITDAR / Adjusted EBITDAR


      $

      697,827


      $

      —


      $

      4,030


      $

      23,731


      $

      725,588


      $

      7,562


      $

      733,150

























      (Loss) income per common share:























      Diluted:























      Weighted average shares outstanding for diluted
      (loss) income from continuing operations per share (d)



      85,755


















      153,671


      Diluted net (loss) income from continuing operations per share (e)


      $

      (4.96)

















      $

      0.23

























      See (a), (b), (c), (d) and (e) footnote references contained herein.




















      GENESIS HEALTHCARE, INC.

      RECONCILIATION OF NET (LOSS) INCOME TO EBITDA, EBITDAR, ADJUSTED EBITDA AND ADJUSTED EBITDAR

      (UNAUDITED)

      (IN THOUSANDS, EXCEPT PER SHARE DATA)


























      As reported


      Adjustments


      As adjusted


      Non-GAAP as 
      adjusted


      Pro forma 
      adjusted




      Twelve months 
      ended 
      December 31, 
      2014


      Conversion to 
      cash basis 
      leases (a)


      Newly acquired or 
      constructed
      businesses with
      start-
      up losses and
      newly divested 
      facilities (b)


      Other 
      adjustments (c)


      Twelve months 
      ended 
      December 31, 
      2014


      Skilled Healthcare 
      Group, Inc. twelve 
      months ended 
      December 31, 
      2014


      Twelve months 
      ended 
      December 31, 
      2014













      Net revenues


      $

      4,768,080


      $

      —


      $

      (18,526)


      $

      4,260


      $

      4,753,814


      $

      831,338


      $

      5,585,152


      Salaries, wages and benefits



      2,904,094



      —



      (16,233)



      (2,579)



      2,885,282



      522,357



      3,407,639


      Other operating expenses



      1,109,699



      —



      (8,372)



      (44,361)



      1,056,966



      165,644



      1,222,610


      General and administrative costs



      147,063



      —



      —



      —



      147,063



      28,265



      175,328


      Provision for losses on accounts receivable



      77,670



      —



      —



      —



      77,670



      13,428



      91,098


      Lease expense



      131,898



      320,306



      (3,005)



      —



      449,199



      20,000



      469,199


      Depreciation and amortization expense



      193,675



      (132,326)



      (434)



      —



      60,915



      24,322



      85,237


      Interest expense



      442,724



      (391,962)



      —



      —



      50,762



      31,240



      82,002


      Loss (gain) on extinguishment of debt



      1,133



      —



      —



      (1,133)



      —



      —



      —


      Other (income) loss



      (138)



      —



      —



      138



      —



      (579)



      (579)


      Investment income



      (3,399)



      —



      —



      —



      (3,399)



      —



      (3,399)


      Transaction costs



      13,353



      —



      —



      (13,353)



      —



      —



      —


      Long-lived asset impairment



      31,399



      —



      —



      (31,399)



      —



      —



      —


      Equity in net income of unconsolidated affiliates



      416



      —



      —



      —



      416



      (1,427)



      (1,011)


      (Loss) income before income tax (benefit) expense


      $

      (281,507)


      $

      203,982


      $

      9,518


      $

      96,947


      $

      28,940


      $

      28,088


      $

      57,028


      Income tax (benefit) expense



      (44,022)



      31,899



      1,488



      15,161



      4,526



      10,548



      15,074


      (Loss) income from continuing operations


      $

      (237,485)


      $

      172,083


      $

      8,030


      $

      81,786


      $

      24,414


      $

      17,540


      $

      41,954


      Loss (income) from discontinued operations, net of taxes



      14,044



      (2,041)



      —



      —



      12,003



      —



      12,003


      Net loss attributable to noncontrolling interests



      2,456



      —



      —



      —



      2,456



      —



      2,456


      Net (loss) income attributable to Genesis Healthcare, Inc.


      $

      (253,985)


      $

      174,124


      $

      8,030


      $

      81,786


      $

      9,955


      $

      17,540


      $

      27,495


      Depreciation and amortization expense



      193,675



      (132,326)



      (434)



      —



      60,915



      24,322



      85,237


      Interest expense



      442,724



      (391,962)



      —



      —



      50,762



      31,240



      82,002


      Loss (gain) on extinguishment of debt



      1,133



      —



      —



      (1,133)



      —



      —



      —


      Other (income) loss



      (138)



      —



      —



      138



      —



      (579)



      (579)


      Transaction costs



      13,353



      —



      —



      (13,353)



      —



      —



      —


      Long-lived asset impairment



      31,399



      —



      —



      (31,399)



      —



      —



      —


      Income tax (benefit) expense



      (44,022)



      31,899



      1,488



      15,161



      4,526



      10,548



      15,074


      Loss (income) from discontinued operations, net of taxes



      14,044



      (2,041)



      —



      —



      12,003



      —



      12,003


      Net income attributable to noncontrolling interests



      2,456



      —



      —



      —



      2,456



      —



      2,456


      EBITDA / Adjusted EBITDA


      $

      400,639


      $

      (320,306)


      $

      9,084


      $

      51,200


      $

      140,617


      $

      83,071


      $

      223,688


      Lease expense



      131,898



      320,306



      (3,005)



      —



      449,199



      20,000



      469,199


      EBITDAR / Adjusted EBITDAR


      $

      532,537


      $

      —


      $

      6,079


      $

      51,200


      $

      589,816


      $

      103,071


      $

      692,887

























      Loss per common share:























      Diluted:























      Weighted average shares outstanding for diluted
      (loss) income from continuing operations per share (d)



      49,865




















      Diluted net (loss) income from continuing operations per share (e)


      $

      (4.81)


















      Not calculated

























      See (a), (b), (c), (d) and (e) footnote references contained herein.




















      (a) 

      Our leases are classified as either operating leases, capital leases or financing obligations pursuant to applicable guidance under U.S. GAAP.  We view the primary provisions and economics of these leases, regardless of their accounting treatment, as being nearly identical.  Virtually all of our leases are structured with triple net terms, have fixed annual rent escalators and have long-term initial maturities with renewal options.  Accordingly, in connection with our evaluation of the financial performance of the Company, we reclassify all of our leases to operating lease treatment and reflect lease expense on a cash basis.  This approach allows us to better understand the relationship in each reporting period of our operating performance, as measured by EBITDAR and Adjusted EBITDAR, to the cash basis obligations to our landlords in that reporting period, regardless of the lease accounting treatment.  This presentation and approach is also consistent with the financial reporting and covenant compliance requirements contained in all of our major lease and loan agreements.  The following table summarizes the reclassification adjustments necessary to present all leases as operating leases on a cash basis.

















      Three months ended December 31, 


      Twelve months ended December 31, 




      2015


      2014


      2015


      2014





      (in thousands)


      Lease expense:














      Cash rent - capital leases


      $

      22,989


      $

      22,602


      $

      91,899


      $

      89,683


      Cash rent - financing obligations



      65,550



      61,911



      257,121



      242,918


      Non-cash - operating lease arrangements



      (2,075)



      (2,712)



      (7,990)



      (12,295)


      Lease expense adjustments


      $

      86,464


      $

      81,801


      $

      341,030


      $

      320,306
















      Depreciation and amortization expense:














      Capital lease accounting


      $

      (8,974)


      $

      (8,257)


      $

      (35,544)


      $

      (35,385)


      Financing obligation accounting



      (25,207)



      (25,445)



      (99,928)



      (96,941)


      Depreciation and amortization expense adjustments


      $

      (34,181)


      $

      (33,702)


      $

      (135,472)


      $

      (132,326)
















      Interest expense:














      Capital lease accounting


      $

      (26,514)


      $

      (26,350)


      $

      (104,660)


      $

      (100,846)


      Financing obligation accounting



      (79,148)



      (73,356)



      (312,373)



      (291,116)


      Interest expense adjustments


      $

      (105,662)


      $

      (99,706)


      $

      (417,033)


      $

      (391,962)
















      Total pre-tax lease accounting adjustments


      $

      (53,379)


      $

      (51,607)


      $

      (211,475)


      $

      (203,982)



      (b) 

      The acquisition and construction of new businesses has become an important element of our growth strategy.  Many of the businesses we acquire have a history of operating losses and continue to generate operating losses in the months that follow our acquisition.  Newly constructed or developed businesses also generate losses while in their start-up phase.  We view these losses as both temporary and an expected component of our long-term investment in the new venture.  We adjust these losses when computing Adjusted EBITDAR and Adjusted EBITDA in order to better evaluate the performance of our core business.  The activities of such businesses are adjusted when computing Adjusted EBITDAR and Adjusted EBITDA until such time as a new business generates positive Adjusted EBITDA.  The operating performance of new businesses are no longer adjusted when computing Adjusted EBITDAR and Adjusted EBITDA beginning the period in which a new business generates positive Adjusted EBITDA and all periods thereafter.  The divestiture of underperforming or non-strategic facilities has also become an important element of our earnings optimization strategy.  We eliminate the results of divested facilities beginning in the quarter in which they become divested.  We view the losses associated with the wind down of such divested facilities as non-recurring and not indicative of the performance of our core business.



      (c) 

      Other adjustments represent costs or gains associated with transactions or events that we do not believe are reflective of our core recurring operating business.  Other adjustments also include the effect of expensing non-cash stock-based compensation related to restricted stock units.  The following items were realized in the periods presented.

















      Three months ended December 31,


      Twelve months ended December 31,




      2015


      2014


      2015


      2014





      (in thousands)


      Severance and restructuring (1)


      $

      364


      $

      6,762


      $

      3,485


      $

      8,975


      Regulatory defense and related costs (2)



      2,237



      3,124



      4,992



      5,085


      New business development costs (3)



      —



      511



      —



      1,641


      Self-insurance adjustment (4)



      —



      35,499



      10,500



      35,499


      Transaction costs (5)



      4,352



      8,070



      96,305



      13,353


      Long-lived asset impairment (9)



      28,546



      31,399



      28,546



      31,399


      Skilled Healthcare loss contingency expense (8)



      —



      —



      31,500



      —


      Loss on early extinguishment of debt



      —



      453



      130



      1,133


      Other loss (income) (6)



      6,105



      499



      (1,455)



      (138)


      Stock based compensation (7)



      2,275



      —



      4,754



      —


      Tax benefit from total adjustments



      (10,185)



      (18,946)



      (41,493)



      (15,161)


      Deferred tax valuation allowance adjustment (10)



      217,337



      —



      217,337



      —


      Total other adjustments


      $

      251,031


      $

      67,371


      $

      354,601


      $

      81,786


















      (1)

      We incurred costs related to the termination, severance and restructuring of certain components of the Company's business.

      (2)

      We incurred legal defense and other related costs in connection with certain matters in dispute or under appeal with regulatory agencies.

      (3)

      We incurred business development costs in connection with the evaluation and start-up of services outside our existing service offerings.

      (4)

      In the twelve months ended December 31, 2015, we incurred a self-insured program adjustment of $10.5 million for the actuarially developed GLPL and worker's compensation claims related to policy periods 2014 and prior.  In the three and twelve months ended December 31, 2014 we incurred a self-insured program adjustment of $35.5 million for the actuarial developed GLPL and workers' compensation claims related to prior policy years specifically related to the Sun Healthcare business acquired in December 2012.

      (5)

      We incurred costs associated with transactions including the combination with Skilled Healthcare Group, Inc. and other transactions.

      (6)

      We realized net gains and losses on the sale of certain assets in the years ended December 31, 2015 and 2014.

      (7)

      We incurred non-cash stock-based compensation related to restricted stock units.

      (8)

      We recognized $31.5 million of loss contingency expense associated with three Skilled Healthcare regulatory matters.

      (9)

      We incurred non-cash charges in connection with long-lived asset impairment testing.

      (10)

      We established a valuation allowance against our net deferred tax assets, as realization of such assets is no longer more likely than not.


      (d)

      Assumes 153.7 million diluted weighted average common shares outstanding and common stock equivalents on a fully exchanged basis.

      (e)

      Pro forma adjusted income from continuing operations per share assumes a calculated tax rate of 40%, and is computed as follows:  Pro forma adjusted income before income taxes x (1 - 40% tax rate) / diluted weighted average shares on a fully exchanged basis.

      SKILLED HEALTHCARE GROUP, INC.

      RECONCILIATION OF NET (LOSS) INCOME TO EBITDA, EBITDAR, ADJUSTED EBITDA AND ADJUSTED EBITDAR

      (UNAUDITED)

      (IN THOUSANDS)
































      GAAP as
      reported




      Non-GAAP as
      adjusted


      GAAP as
      reported





      Non-GAAP as
      adjusted


      GAAP as
      reported





      Non-GAAP as
      adjusted




      One month
      ended
      January 31, 
      2015


      Adjust


      One month 
      ended 
      January 31, 
      2015


      Three months
      ended 
      December 31, 
      2014


      Adjust


      Three months
      ended
      December 31, 
      2014


      Twelve months
      ended
      December 31, 
      2014


      Adjust


      Twelve months
      ended
      December 31, 
      2014































      Net revenues


      $

      71,288


      $

      —


      $

      71,288


      $

      210,359


      $

      (1,164)


      $

      209,195


      $

      833,256


      $

      (1,918)


      $

      831,338








      —



      —






      —



      —






      —



      —


      Salaries, wages and benefits



      44,842



      (916)



      43,926



      134,121



      (491)



      133,630



      523,565



      (1,208)



      522,357


      Other operating expenses



      17,486



      (345)



      17,141



      42,005



      (1,495)



      40,510



      183,801



      (18,157)



      165,644


      General and administrative costs



      1,516



      —



      1,516



      13,838



      (9,662)



      4,176



      39,989



      (11,724)



      28,265


      Provision for losses on accounts receivable



      1,289



      —



      1,289



      3,213



      —



      3,213



      13,575



      (147)



      13,428


      Lease expense



      1,766



      —



      1,766



      5,158



      —



      5,158



      20,000



      —



      20,000


      Depreciation and amortization expense



      1,998



      —



      1,998



      6,082



      —



      6,082



      24,322



      —



      24,322


      Interest expense



      2,521



      —



      2,521



      7,765



      —



      7,765



      31,240



      —



      31,240


      Loss on extinguishment of debt



      —



      —



      —



      —



      —



      —



      843



      (843)



      —


      Impairment of long-lived assets



      —



      —



      —



      —



      —



      —



      82



      (82)



      —


      Other (income) loss



      11



      —



      11



      (443)






      (443)



      (579)



      —



      (579)


      Transaction costs



      4,638



      (4,638)



      —



      —



      —



      —



      —



      —



      —


      Equity in net income of unconsolidated affiliates



      (146)



      —



      (146)



      (221)



      —



      (221)



      (1,427)



      —



      (1,427)


      Income tax (benefit) expense



      (1,807)



      2,301



      494



      (1,094)



      4,089



      2,995


      -

      (1,247)



      11,795



      10,548































      Net (loss) income



      (2,826)



      3,598



      772



      (65)



      6,395



      6,330



      (908)



      18,448



      17,540






















      -









      Depreciation and amortization expense



      1,998



      —



      1,998



      6,082



      —



      6,082



      24,322



      —



      24,322


      Interest expense



      2,521



      —



      2,521



      7,765



      —



      7,765



      31,240



      —



      31,240


      Loss on extinguishment of debt



      —



      —



      —



      —



      —



      —



      843



      (843)



      —


      Transaction costs



      4,638



      (4,638)



      —



      —



      —



      —



      —



      —



      —


      Impairment of long-lived assets



      —



      —



      —



      —



      —



      —



      82



      (82)



      —


      Other (income) loss



      11



      —



      11



      (443)



      —



      (443)



      (579)



      —



      (579)


      Income tax (benefit) expense



      (1,807)



      2,301



      494



      (1,094)



      4,089



      2,995



      (1,247)



      11,795



      10,548































      EBITDA / Adjusted EBITDA



      4,535



      1,261



      5,796



      12,245



      10,484



      22,729



      53,753



      29,318



      83,071


      Lease expense



      1,766



      —



      1,766



      5,158



      —



      5,158



      20,000



      —



      20,000































      EBITDAR / Adjusted EBITDAR


      $

      6,301


      $

      1,261


      $

      7,562


      $

      17,403


      $

      10,484


      $

      27,887


      $

      73,753


      $

      29,318


      $

      103,071


      The following adjustments represent costs or gains associated with transactions or events that we do not believe are reflective of Skilled Healthcare Group's recurring operating business.
















      One month
      ended 
      January 31, 2015



      Three months 
      ended 
      December 31, 2014



      Twelve months
      ended 
      December 31, 2014


      Severance and restructuring


      $

      1,220


      $

      162


      $

      1,592


      Regulatory defense and related costs



      41



      —



      —


      Exist costs of divested facilities



      —



      —



      397


      Professional fees related to non-routine matters



      —



      8,086



      21,982


      Losses at skilled nursing facility not at full operation



      —



      442



      1,025


      Loss on disposal of asset



      —



      —



      68


      Loss on extinguishment of debt



      —



      —



      843


      Non-cash stock compensation



      371



      1,794



      4,254


      Impairment of long-lived assets



      —



      —



      82


      Transaction costs



      4,267



      —



      —


      Tax benefit of total adjustments



      (2,301)



      (4,089)



      (11,795)


      Total adjustments


      $

      3,598


      $

      6,395


      $

      18,448



      GENESIS HEALTHCARE, INC.

      KEY FINANCIAL PERFORMANCE INDICATORS

      (UNAUDITED)

















      Three months ended December 31,


      Twelve months ended December 31,




      2015


      2014


      2015


      2014





      (In thousands)



      (In thousands)


      Financial Results














      Net revenues


      $

      1,440,721


      $

      1,193,267


      $

      5,619,224


      $

      4,768,080


      EBITDAR



      155,740



      76,302



      697,827



      532,537


      EBITDA



      118,497



      43,033



      547,551



      400,639


      Adjusted EBITDAR



      161,031



      125,703



      725,588



      589,816


      Adjusted EBITDA



      39,682



      12,025



      243,870



      140,617


      Pro forma adjusted EBITDAR



      161,031



      153,590



      733,150



      692,887


      Pro forma adjusted EBITDA



      39,682



      34,754



      249,666



      223,688
















      INPATIENT SEGMENT:


      Three months ended December 31,


      Twelve months ended December 31,




      2015


      2014


      2015


      2014










      Occupancy Statistics - Inpatient














      Available licensed beds in service at end of period



      58,841



      46,407



      58,841



      46,407


      Available operating beds in service at end of period



      57,325



      45,058



      57,325



      45,058


      Available patient days based on licensed beds



      5,121,285



      4,256,802



      20,216,691



      16,967,951


      Available patient days based on operating beds



      5,010,717



      4,134,842



      19,663,712



      16,463,613


      Actual patient days



      4,310,058



      3,665,213



      17,061,645



      14,679,338


      Occupancy percentage - licensed beds



      84.2

      %


      86.1

      %


      84.4

      %


      86.5

      %

      Occupancy percentage - operating beds



      86.0

      %


      88.6

      %


      86.8

      %


      89.2

      %

      Skilled mix



      20.3

      %


      21.4

      %


      21.4

      %


      21.7

      %

      Average daily census



      46,848



      39,839



      46,744



      40,217
















      Revenue per patient day (skilled nursing facilities)














      Medicare Part A


      $

      510


      $

      495


      $

      504


      $

      492


      Medicare total (including Part B)



      553



      532



      543



      530


      Insurance



      447



      450



      448



      450


      Private and other



      295



      312



      295



      316


      Medicaid



      217



      215



      216



      213


      Medicaid (net of provider taxes)



      196



      194



      195



      193


      Weighted average (net of provider taxes)


      $

      268


      $

      269


      $

      270


      $

      270
















      Patient days by payor (skilled nursing facilities)














      Medicare



      522,488



      501,239



      2,214,184



      2,076,272


      Insurance



      289,540



      230,073



      1,172,776



      900,663


      Total skilled mix days



      812,028



      731,312



      3,386,960



      2,976,935


      Private and other



      297,293



      243,004



      1,160,070



      971,500


      Medicaid



      2,880,344



      2,444,435



      11,272,487



      9,759,092


      Total Days



      3,989,665



      3,418,751



      15,819,517



      13,707,527
















      Patient days as a percentage of total patient days (skilled nursing facilities)














      Medicare



      13.1

      %


      14.7

      %


      14.0

      %


      15.1

      %

      Insurance



      7.2

      %


      6.7

      %


      7.4

      %


      6.6

      %

      Skilled mix



      20.3

      %


      21.4

      %


      21.4

      %


      21.7

      %

      Private and other



      7.5

      %


      7.1

      %


      7.3

      %


      7.1

      %

      Medicaid



      72.2

      %


      71.5

      %


      71.3

      %


      71.2

      %

      Total



      100.0

      %


      100.00

      %


      100.0

      %


      100.0

      %















      Facilities at end of period














      Skilled nursing facilities














      Leased



      381



      359



      381



      359


      Owned



      49



      2



      49



      2


      Joint Venture



      5



      5



      5



      5


      Managed *



      40



      14



      40



      14


      Total skilled nursing facilities



      475



      380



      475



      380


      Total licensed beds



      58,046



      46,204



      58,046



      46,204
















      Assisted living facilities:














      Leased



      30



      28



      30



      28


      Owned



      22



      1



      22



      1


      Joint Venture



      1



      1



      1



      1


      Managed



      3



      4



      3



      4


      Total assisted living facilities



      56



      34



      56



      34


      Total licensed beds



      3,985



      2,762



      3,985



      2,762


      Total facilities



      531



      414



      531



      414
















      Total Jointly Owned and Managed– (Unconsolidated)



      22



      17



      22



      17
















      REHABILITATION THERAPY SEGMENT:


      Three months ended December 31,


      Twelve months ended December 31,




      2015


      2014


      2015


      2014


      Revenue mix %:














      Company-operated



      37

      %


      38

      %


      38

      %


      37

      %

      Non-affiliated



      63

      %


      62

      %


      62

      %


      63

      %

      Sites of service (at end of period)



      1,670



      1,358



      1,670



      1,358


      Revenue per site


      $

      165,622


      $

      163,218


      $

      672,296


      $

      687,782


      Therapist efficiency %



      68

      %


      65

      %


      69

      %


      68

      %









































      * In 2015, includes 20 facilities located in Texas for which the real estate is owned by Genesis.











      Genesis HealthCare Contact: 
      Investor Relations
      610-925-2000

      SOURCE Genesis HealthCare

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