Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2019 | Jul. 31, 2019 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jun. 30, 2019 | |
Document Fiscal Year Focus | 2019 | |
Document Fiscal Period Focus | Q2 | |
Trading Symbol | UHS | |
Entity Registrant Name | UNIVERSAL HEALTH SERVICES INC | |
Entity Central Index Key | 0000352915 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Current Reporting Status | Yes | |
Entity Shell Company | false | |
Entity File Number | 1-10765 | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 23-2077891 | |
Entity Address, Address Line One | UNIVERSAL CORPORATE CENTER | |
Entity Address, Address Line Two | 367 SOUTH GULPH ROAD | |
Entity Address, City or Town | KING OF PRUSSIA | |
Entity Address, State or Province | PA | |
Entity Address, Postal Zip Code | 19406 | |
City Area Code | 610 | |
Local Phone Number | 768-3300 | |
Entity Interactive Data Current | Yes | |
Security Exchange Name | NYSE | |
Title of 12(b) Security | Class B Common Stock, $0.01 par value | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Class A | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 6,577,100 | |
Class B | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 81,231,518 | |
Class C | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 661,688 | |
Class D | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 18,557 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Income - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Income Statement [Abstract] | ||||
Net revenues | $ 2,855,168 | $ 2,681,353 | $ 5,659,559 | $ 5,368,869 |
Operating charges: | ||||
Salaries, wages and benefits | 1,383,481 | 1,305,974 | 2,749,027 | 2,606,122 |
Other operating expenses | 672,564 | 624,484 | 1,317,344 | 1,245,303 |
Supplies expense | 305,857 | 289,733 | 613,320 | 582,662 |
Depreciation and amortization | 121,168 | 109,581 | 241,208 | 222,684 |
Lease and rental expense | 26,535 | 27,119 | 52,660 | 53,822 |
Operating Expenses, Total | 2,509,605 | 2,356,891 | 4,973,559 | 4,710,593 |
Income from operations | 345,563 | 324,462 | 686,000 | 658,276 |
Interest expense, net | 42,487 | 38,000 | 82,127 | 75,576 |
Other (income) expense, net | (7,732) | (15,308) | (3,231) | (15,308) |
Income before income taxes | 310,808 | 301,770 | 607,104 | 598,008 |
Provision for income taxes | 69,543 | 71,059 | 128,441 | 138,628 |
Net income | 241,265 | 230,711 | 478,663 | 459,380 |
Less: Net income attributable to noncontrolling interests | 2,945 | 4,659 | 6,175 | 9,496 |
Net income attributable to UHS | $ 238,320 | $ 226,052 | $ 472,488 | $ 449,884 |
Basic earnings per share attributable to UHS | $ 2.67 | $ 2.40 | $ 5.24 | $ 4.78 |
Diluted earnings per share attributable to UHS | $ 2.66 | $ 2.39 | $ 5.23 | $ 4.76 |
Weighted average number of common shares - basic | 89,136 | 93,842 | 89,956 | 94,034 |
Add: Other share equivalents | 99 | 439 | 145 | 448 |
Weighted average number of common shares and equivalents - diluted | 89,235 | 94,281 | 90,101 | 94,482 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Statement Of Income And Comprehensive Income [Abstract] | ||||
Net income | $ 241,265 | $ 230,711 | $ 478,663 | $ 459,380 |
Other comprehensive income (loss): | ||||
Unrealized derivative gains (losses) on cash flow hedges | (1,008) | (545) | (3,925) | 1,579 |
Foreign currency translation adjustment | 5,159 | 1,184 | (9,103) | (3,157) |
Other | (2,367) | 0 | ||
Other comprehensive income (loss) before tax | 4,151 | (1,728) | (13,028) | (1,578) |
Income tax expense (benefit) related to items of other comprehensive income (loss) | 1,616 | (702) | (850) | 375 |
Total other comprehensive income (loss), net of tax | 2,535 | (1,026) | (12,178) | (1,953) |
Comprehensive income | 243,800 | 229,685 | 466,485 | 457,427 |
Less: Comprehensive income attributable to noncontrolling interests | 2,945 | 4,659 | 6,175 | 9,496 |
Comprehensive income attributable to UHS | $ 240,855 | $ 225,026 | $ 460,310 | $ 447,931 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Current assets: | ||
Cash and cash equivalents | $ 61,297 | $ 105,220 |
Accounts receivable, net | 1,601,352 | 1,509,909 |
Supplies | 153,574 | 148,206 |
Other current assets | 148,809 | 174,467 |
Total current assets | 1,965,032 | 1,937,802 |
Property and equipment | 8,859,104 | 8,563,455 |
Less: accumulated depreciation | (3,914,406) | (3,715,515) |
Property, plant and equipment, net, Total | 4,944,698 | 4,847,940 |
Other assets: | ||
Goodwill | 3,843,429 | 3,844,628 |
Deferred income taxes | 15,747 | 5,280 |
Right of use assets-operating leases | 332,135 | 0 |
Deferred charges | 7,533 | 8,772 |
Other | 644,076 | 621,058 |
Total Assets | 11,752,650 | 11,265,480 |
Current liabilities: | ||
Current maturities of long-term debt | 91,833 | 63,446 |
Accounts payable and accrued liabilities | 1,253,760 | 1,253,714 |
Legal reserves | 141,750 | 129,150 |
Operating lease liabilities | 56,447 | 0 |
Federal and state taxes | 479 | 2,428 |
Total current liabilities | 1,544,269 | 1,448,738 |
Other noncurrent liabilities | 369,229 | 361,809 |
Operating lease liabilities noncurrent | 275,688 | 0 |
Long-term debt | 4,057,121 | 3,935,187 |
Deferred income taxes | 37,906 | 49,661 |
Redeemable noncontrolling interests | 3,986 | 4,292 |
Equity: | ||
UHS common stockholders’ equity | 5,393,089 | 5,389,262 |
Noncontrolling interest | 71,362 | 76,531 |
Total equity | 5,464,451 | 5,465,793 |
Total Liabilities and Stockholders’ Equity | $ 11,752,650 | $ 11,265,480 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Changes in Equity - USD ($) $ in Thousands | Total | Redeemable Noncontrolling Interest | Class A | Class B | Class C | Class D | Cumulative Dividends | Retained Earnings | Accumulated Other Comprehensive Income (Loss) | UHS Common Stockholders' Equity | Noncontrolling Interest |
Balance at Dec. 31, 2017 | $ 5,051,436 | $ 66 | $ 869 | $ 7 | $ 0 | $ (371,814) | $ 5,353,209 | $ 7,177 | $ 4,989,514 | $ 61,922 | |
Balance at Dec. 31, 2017 | $ 6,702 | ||||||||||
Common Stock | |||||||||||
Issued/(converted) | 5,125 | 4 | 5,121 | 5,125 | |||||||
Repurchased | (140,387) | (12) | (140,375) | (140,387) | |||||||
Restricted share-based compensation expense | 1,700 | 1,700 | 1,700 | ||||||||
Dividends paid | (18,804) | (18,804) | (18,804) | ||||||||
Stock option expense | 32,504 | 32,504 | 32,504 | ||||||||
Distributions to noncontrolling interests | (7,415) | (500) | (7,415) | ||||||||
Purchase of noncontrolling interest | 8,762 | 1 | 8,762 | ||||||||
Comprehensive income: | |||||||||||
Net income to UHS / noncontrolling interests | 459,242 | 449,884 | 449,884 | 9,358 | |||||||
Net income attributable to redeemable noncontrolling interest | 138 | ||||||||||
Foreign currency translation adjustments, net of income tax | (3,157) | (3,157) | (3,157) | ||||||||
Other, net of income tax | 1,204 | 1,204 | 1,204 | ||||||||
Subtotal - comprehensive income | 457,289 | 449,884 | (1,953) | 447,931 | 9,358 | ||||||
Subtotal attributable to redeemable noncontrolling interest | 138 | ||||||||||
Balance at Jun. 30, 2018 | 5,390,210 | 66 | 861 | 7 | 0 | (390,618) | 5,702,043 | 5,224 | 5,317,583 | 72,627 | |
Balance at Jun. 30, 2018 | 6,341 | ||||||||||
Balance at Mar. 31, 2018 | 5,286,022 | 66 | 870 | 7 | 0 | (381,236) | 5,589,689 | 6,250 | 5,215,646 | 70,376 | |
Balance at Mar. 31, 2018 | 6,081 | ||||||||||
Common Stock | |||||||||||
Issued/(converted) | 2,459 | 2 | 2,457 | 2,459 | |||||||
Repurchased | (130,946) | (11) | (130,935) | (130,946) | |||||||
Restricted share-based compensation expense | 1,155 | 1,155 | 1,155 | ||||||||
Dividends paid | (9,382) | (9,382) | (9,382) | ||||||||
Stock option expense | 13,625 | 13,625 | 13,625 | ||||||||
Distributions to noncontrolling interests | (3,698) | (3,698) | |||||||||
Purchase of noncontrolling interest | 1,549 | 1 | 1,549 | ||||||||
Comprehensive income: | |||||||||||
Net income to UHS / noncontrolling interests | 230,452 | 226,052 | 226,052 | 4,400 | |||||||
Net income attributable to redeemable noncontrolling interest | 259 | ||||||||||
Foreign currency translation adjustments, net of income tax | 1,184 | 1,184 | 1,184 | ||||||||
Other, net of income tax | (591) | (591) | (591) | ||||||||
Unrealized derivative losses on cash flow hedges, net of income tax | (1,619) | (1,619) | (1,619) | ||||||||
Subtotal - comprehensive income | 229,426 | 226,052 | (1,026) | 225,026 | 4,400 | ||||||
Subtotal attributable to redeemable noncontrolling interest | 259 | ||||||||||
Balance at Jun. 30, 2018 | 5,390,210 | 66 | 861 | 7 | 0 | (390,618) | 5,702,043 | 5,224 | 5,317,583 | 72,627 | |
Balance at Jun. 30, 2018 | 6,341 | ||||||||||
Balance at Dec. 31, 2018 | 5,465,793 | 66 | 841 | 7 | 0 | (409,156) | 5,793,262 | 4,242 | 5,389,262 | 76,531 | |
Balance at Dec. 31, 2018 | 4,292 | ||||||||||
Common Stock | |||||||||||
Issued/(converted) | 5,405 | 6 | 5,399 | 5,405 | |||||||
Repurchased | (478,072) | (37) | (478,035) | (478,072) | |||||||
Restricted share-based compensation expense | 3,659 | 3,659 | 3,659 | ||||||||
Dividends paid | (17,953) | (17,953) | (17,953) | ||||||||
Stock option expense | 30,478 | 30,478 | 30,478 | ||||||||
Distributions to noncontrolling interests | (11,150) | (500) | (11,150) | ||||||||
Comprehensive income: | |||||||||||
Net income to UHS / noncontrolling interests | 478,469 | 472,488 | 472,488 | 5,981 | |||||||
Net income attributable to redeemable noncontrolling interest | 194 | ||||||||||
Foreign currency translation adjustments, net of income tax | (9,181) | (9,181) | (9,181) | ||||||||
Unrealized derivative losses on cash flow hedges, net of income tax | (2,997) | (2,997) | (2,997) | ||||||||
Subtotal - comprehensive income | 466,291 | 472,488 | (12,178) | 460,310 | 5,981 | ||||||
Subtotal attributable to redeemable noncontrolling interest | 194 | ||||||||||
Balance at Jun. 30, 2019 | 5,464,451 | 66 | 810 | 7 | 0 | (427,109) | 5,827,251 | (7,936) | 5,393,089 | 71,362 | |
Balance at Jun. 30, 2019 | 4,000 | 3,986 | |||||||||
Balance at Mar. 31, 2019 | 5,552,311 | 66 | 837 | 7 | 0 | (418,237) | 5,910,213 | (10,471) | 5,482,415 | 69,896 | |
Balance at Mar. 31, 2019 | 3,843 | ||||||||||
Common Stock | |||||||||||
Issued/(converted) | 2,679 | 2,679 | 2,679 | ||||||||
Repurchased | (340,843) | (27) | (340,816) | (340,843) | |||||||
Restricted share-based compensation expense | 2,136 | 2,136 | 2,136 | ||||||||
Dividends paid | (8,872) | (8,872) | (8,872) | ||||||||
Stock option expense | 14,719 | 14,719 | 14,719 | ||||||||
Distributions to noncontrolling interests | (1,336) | (1,336) | |||||||||
Comprehensive income: | |||||||||||
Net income to UHS / noncontrolling interests | 241,122 | 238,320 | 238,320 | 2,802 | |||||||
Net income attributable to redeemable noncontrolling interest | 143 | ||||||||||
Foreign currency translation adjustments, net of income tax | 3,308 | 3,308 | 3,308 | ||||||||
Unrealized derivative losses on cash flow hedges, net of income tax | (773) | (773) | (773) | ||||||||
Subtotal - comprehensive income | 243,657 | 238,320 | 2,535 | 240,855 | 2,802 | ||||||
Subtotal attributable to redeemable noncontrolling interest | 143 | ||||||||||
Balance at Jun. 30, 2019 | 5,464,451 | $ 66 | $ 810 | $ 7 | $ 0 | $ (427,109) | $ 5,827,251 | $ (7,936) | $ 5,393,089 | $ 71,362 | |
Balance at Jun. 30, 2019 | $ 4,000 | $ 3,986 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2018 | |
Cash Flows from Operating Activities: | ||
Net income | $ 478,663 | $ 459,380 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation & amortization | 241,208 | 222,716 |
Stock-based compensation expense | 34,676 | 34,716 |
Gain on sale of assets and businesses | 0 | (2,513) |
Changes in assets & liabilities, net of effects from acquisitions and dispositions: | ||
Accounts receivable | (101,329) | (64,055) |
Accrued interest | 948 | 199 |
Accrued and deferred income taxes | (16,846) | (42,540) |
Other working capital accounts | 30,082 | 8,977 |
Other assets and deferred charges | (1,333) | (14,144) |
Other | (49,687) | (3,422) |
Accrued insurance expense, net of commercial premiums paid | 51,819 | 46,255 |
Payments made in settlement of self-insurance claims | (44,115) | (38,606) |
Net cash provided by operating activities | 624,086 | 606,963 |
Cash Flows from Investing Activities: | ||
Property and equipment additions, net of disposals | (323,920) | (370,252) |
Acquisition of property and businesses | 0 | (20,931) |
Inflows (outflows) from foreign exchange contracts that hedge our net U.K. investment | 53,363 | 22,298 |
Proceeds received from sales of assets and businesses | 0 | 13,502 |
Costs incurred for purchase and implementation of information technology applications | (13,893) | (24,087) |
Decrease in capital reserves of commercial insurance subsidiary | 0 | 100 |
Investment in, and advances to, joint ventures and other | (11,949) | (14,059) |
Net cash used in investing activities | (296,399) | (393,429) |
Cash Flows from Financing Activities: | ||
Reduction of long-term debt | (28,617) | (82,470) |
Additional borrowings | 177,200 | 30,500 |
Financing costs | 0 | (754) |
Repurchase of common shares | (494,649) | (134,784) |
Dividends paid | (17,953) | (18,804) |
Issuance of common stock | 5,271 | 4,959 |
Profit distributions to noncontrolling interests | (11,650) | (7,914) |
Net cash used in financing activities | (370,398) | (209,267) |
Effect of exchange rate changes on cash, cash equivalents and restricted cash | (273) | (1,138) |
(Decrease) Increase in cash, cash equivalents and restricted cash | (42,984) | 3,129 |
Cash, cash equivalents and restricted cash, beginning of period | 199,685 | 167,297 |
Cash, cash equivalents and restricted cash, end of period | 156,701 | 170,426 |
Supplemental Disclosures of Cash Flow Information: | ||
Interest paid | 78,623 | 70,890 |
Income taxes paid, net of refunds | 145,404 | 182,130 |
Noncash purchases of property and equipment | 71,923 | $ 91,742 |
Right-of-use assets obtained in exchange for lease obligations | $ 359,329 |
General
General | 6 Months Ended |
Jun. 30, 2019 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
General | (1) General This Quarterly Report on Form 10-Q is for the quarterly period ended June 30, 2019. In this Quarterly Report, “we,” “us,” “our” “UHS” and the “Company” refer to Universal Health Services, Inc. and its subsidiaries. The condensed consolidated interim financial statements include the accounts of our majority-owned subsidiaries and partnerships and limited liability companies controlled by us, or our subsidiaries, as managing general partner or managing member. The condensed consolidated interim financial statements included herein have been prepared by us, without audit, pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”) and reflect all adjustments (consisting only of normal recurring adjustments) which, in our opinion, are necessary to fairly state results for the interim periods. Certain information and footnote disclosures normally included in audited consolidated financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted pursuant to such rules and regulations, although we believe that the accompanying disclosures are adequate to make the information presented not misleading. These condensed consolidated interim financial statements should be read in conjunction with the audited consolidated financial statements, significant accounting policies and the notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2018. |
Relationship with Universal Hea
Relationship with Universal Health Realty Income Trust and Related Party Transactions | 6 Months Ended |
Jun. 30, 2019 | |
Related Party Transactions [Abstract] | |
Relationship with Universal Health Realty Income Trust and Related Party Transactions | (2) Relationship with Universal Health Realty Income Trust and Related Party Transactions Relationship with Universal Health Realty Income Trust: At June 30, 2019, we held approximately 5.7% of the outstanding shares of Universal Health Realty Income Trust (the “Trust”). We serve as Advisor to the Trust under an annually renewable advisory agreement, which is scheduled to expire on December 31 st In addition, certain of our officers and directors are also officers and/or directors of the Trust. Management believes that it has the ability to exercise significant influence over the Trust, therefore we account for our investment in the Trust using the equity method of accounting. Our pre-tax share of income from the Trust, which is included in other income in the accompanying consolidated statements of income, was approximately $200,000 and $590,000 during the three-month periods ended June 30, 2019 and 2018, respectively, and approximately $500,000 and $874,000 during the six-month periods ended June 30, 2019 and 2018, respectively. We earned dividends from the Trust amounting to $536,000 and $528,000 during the three-month periods ended June 30, 2019 and 2018, respectively, and $1.1 million during each of the six-month periods ended June 30, 2019 and 2018. The carrying value of our investment in the Trust was approximately $6.9 million and $7.5 million at June 30, 2019 and December 31, 2018, respectively, and is included in other assets in the accompanying consolidated balance sheets. The market value of our investment in the Trust was $66.9 million at June 30, 2019 and $48.3 million at December 31, 2018, based on the closing price of the Trust’s stock on the respective dates. The Trust commenced operations in 1986 by purchasing certain properties from us and immediately leasing the properties back to our respective subsidiaries. Most of the leases were entered into at the time the Trust commenced operations and provided for initial terms of 13 to 15 years with up to six additional 5-year renewal terms. Each lease also provided for additional or bonus rental, as discussed below. The base rents are paid monthly and the bonus rents are computed and paid on a quarterly basis, based upon a computation that compares current quarter revenue to a corresponding quarter in the base year. The leases with those subsidiaries are unconditionally guaranteed by us and are cross-defaulted with one another. Total rent expense under the operating leases on the three hospital facilities reflected in the table below was approximately $4 million during each of the three months ended June 30, 2019 and 2018, and approximately $8 million for each of the six-month periods ended June 30, 2019 and 2018. Pursuant to the terms of the three hospital leases with the Trust, we have the option to renew the leases at the lease terms described above and below by providing notice to the Trust at least 90 days prior to the termination of the then current term. We also have the right to purchase the respective leased hospitals at the end of the lease terms or any renewal terms at their appraised fair market value as well as purchase any or all of the three leased hospital properties at the appraised fair market value upon one month’s notice should a change of control of the Trust occur. In addition, we have rights of first refusal to: (i) purchase the respective leased facilities during and for 180 days after the lease terms at the same price, terms and conditions of any third-party offer, or; (ii) renew t he lease on the respective leased facility at the end of, and for 180 days after, the lease term at the same terms and conditions pursuant to any third-party offer. The table below details the renewal options and terms for each of our three acute care hospital facilities leased from the Trust: Hospital Name Annual Minimum Rent End of Lease Term Renewal Term (years) McAllen Medical Center $ 5,485,000 December, 2026 5(a) Wellington Regional Medical Center $ 3,030,000 December, 2021 10(b) Southwest Healthcare System, Inland Valley Campus $ 2,648,000 December, 2021 10(b) (a) We have one 5-year renewal option at existing lease rates (through 2031). (b) We have two 5-year In addition, certain of our subsidiaries are tenants in several medical office buildings and two FEDs owned by the Trust or by limited liability companies in which the Trust holds 95% to 100% of the ownership interest. During the third quarter of 2019, a joint-venture agreement between us and a non-related third-party was finalized in connection with the development of a newly constructed behavioral health care facility located in Clive, Iowa. Pursuant to the terms of the agreement, we hold a majority ownership interest in the venture and will act as manager of the facility when completed and opened. This joint-venture also entered into an agreement with the Trust whereby a wholly-owned subsidiary of the Trust will construct the 108-bed behavioral health care hospital and, upon completion and issuance of the certificate of occupancy, the joint-venture will lease the facility from the Trust pursuant to a 20-year, triple net lease with five, 10-year renewal options. Construction of the approximately 80,000 square foot hospital, for which a wholly-owned subsidiary of ours will act as project manager for an aggregate fee of approximately $750,000, is expected to be completed in the fall of 2020. The approximate cost of the project is estimated at $37.5 million and the initial annual rent is estimated at approximately $2.7 million. Other Related Party Transactions: In December, 2010, our Board of Directors approved the Company’s entering into supplemental life insurance plans and agreements on the lives of Alan B. Miller (our chief executive officer (“CEO”) and his wife. As a result of these agreements, as amended in October, 2016, based on actuarial tables and other assumptions, during the life expectancies of the insureds, we would pay approximately $28 million in premiums, and certain trusts owned by our CEO, would pay approximately $9 million in premiums. Based on the projected premiums mentioned above, and assuming the policies remain in effect until the death of the insureds, we will be entitled to receive death benefit proceeds of no less than approximately $37 million representing the $28 million of aggregate premiums paid by us as well as the $9 million of aggregate premiums paid by the trusts. In connection with these policies, we will pay/we paid approximately $1.1 million, net, in premium payments during each of the 2019 and 2018 years. In August, 2015, Marc D. Miller, our President and member of our Board of Directors, was appointed to the Board of Directors of Premier, Inc. (“Premier”), a healthcare performance improvement alliance. During 2013, we entered into a new group purchasing organization agreement (“GPO”) with Premier. In conjunction with the GPO agreement, we acquired a minority interest in Premier for a nominal amount. During the fourth quarter of 2013, in connection with the completion of an initial public offering of the stock of Premier, we received cash proceeds for the sale of a portion of our ownership interest in the GPO. Also in connection with this GPO agreement, we received shares of restricted stock of Premier which vest ratably over a seven-year period (2014 through 2020), contingent upon our continued participation and minority ownership interest in the GPO. We have elected to retain a portion of the previously vested shares of Premier, the market value of which is included in other assets on our consolidated balance sheet. Based upon the closing price of Premier’s stock on each respective date, the market value of our shares of Premier on which the restrictions have lapsed was $58 million as of June 30, 2019 and $56 million as of December 31, 2018. In connection with our adoption of ASU 2016-01, “Recognition and Measurement of Financial Assets and Financial Liabilities”, since our vested shares of Premier are held for investment and classified as available for sale, the $2 million increase in market value of these shares since December 31, 2018 was recorded as an unrealized gain and included in “Other (income) expense, net” on our condensed consolidated statements of income for the six-month period ended June 30, 2019. A member of our Board of Directors and member of the Executive Committee and Finance Committee is a partner in Norton Rose Fulbright US LLP, a law firm engaged by us for a variety of legal services. The Board member and his law firm also provide personal legal services to our CEO and acts as trustee of certain trusts for the benefit of our CEO and his family. |
Other Noncurrent liabilities an
Other Noncurrent liabilities and Redeemable/Noncontrolling Interests | 6 Months Ended |
Jun. 30, 2019 | |
Noncontrolling Interest [Abstract] | |
Other Noncurrent liabilities and Redeemable/Noncontrolling Interests | (3) Other Noncurrent liabilities and Redeemable/Noncontrolling Interests Other noncurrent liabilities include the long-term portion of our professional and general liability, workers’ compensation reserves, pension and deferred compensation liabilities, and liabilities incurred in connection with split-dollar life insurance agreements on the lives of our chief executive officer and his wife. As of June 30, 2019, outside owners held noncontrolling, minority ownership interests of: (i) 20% in an acute care facility located in Washington, D.C.; (ii) approximately 11% in an acute care facility located in Texas; (iii) 20% and 30% in two behavioral health care facilities located in Pennsylvania and Ohio, respectively; (iv) approximately 5% in an acute care facility located in Nevada, and; (v) approximately 20% in a behavioral health care facility located in Spokane, Washington. The noncontrolling interest and redeemable noncontrolling interest balances of $71 million and $4 million, respectively, as of June 30, 2019, consist primarily of the third-party ownership interests in these hospitals. In connection with the two behavioral health care facilities located in Pennsylvania and Ohio, the minority ownership interests of which are reflected as redeemable noncontrolling interests on our Condensed Consolidated Balance Sheet, the outside owners have “put options” to put their entire ownership interest to us at any time. If exercised, the put option requires us to purchase the minority member’s interest at fair market value. |
Treasury
Treasury | 6 Months Ended |
Jun. 30, 2019 | |
Equity [Abstract] | |
Treasury | (4) Treasury Credit Facilities and Outstanding Debt Securities: On October 23, 2018, we entered into a Sixth Amendment (the “Sixth Amendment”) to our credit agreement dated as of November 15, 2010, as amended on March 15, 2011, September 21, 2012, May 16, 2013, August 7, 2014 and June 7, 2016, among UHS, as borrower, the several banks and other financial institutions from time to time parties thereto, as lenders, JPMorgan Chase Bank, N.A., as administrative agent, and the other agents party thereto (the “Senior Credit Agreement”). The Sixth Amendment became effective on October 23, 2018. The Sixth Amendment amended the Senior Credit Facility to, among other things: (i) increase the aggregate amount of the revolving credit facility to $1 billion (increase of $200 million over the $800 million previous commitment); (ii) increase the aggregate amount of the tranche A term loan commitments to $2 billion (increase of approximately $290 million over the $1.71 billion of outstanding borrowings prior to the amendment), and; (iii) extended the maturity date of the revolving credit and tranche A term loan facilities to October 23, 2023 from August 7, 2019. On October 31, 2018, we added a seven-year tranche B term loan facility in the aggregate principal amount of $500 million pursuant to the Senior Credit Agreement. The tranche B term loan matures on October 31, 2025. We used the proceeds to repay borrowings under the revolving credit facility, the Securitization (as defined below), to redeem our $300 million, 3.75% Senior Notes that were scheduled to mature in 2019 and for general corporate purposes. As of June 30, 2019, we had $102 million of borrowings outstanding pursuant to our $1 billion revolving credit facility and we had $851 million of available borrowing capacity net of $12 million of outstanding letters of credit and $35 million of outstanding borrowings pursuant to a short-term credit facility. Pursuant to the terms of the Sixth Amendment, the tranche A term loan, which had $1.975 billion of borrowings outstanding as of June 30, 2019, provides for eight installment payments of $12.5 million per quarter which commenced in March of 2019 and are scheduled to continue through December of 2020. Thereafter, payments of $25 million per quarter are scheduled, commencing in March of 2021 until maturity in October of 2023, when all outstanding amounts will be due. The tranche B term loan, which had $498 million of borrowings outstanding as of June 30, 2019, provides for installment payments of $1.25 million per quarter, which commenced on March 31, 2019 and are scheduled to continue until maturity in October of 2025, when all outstanding amounts will be due. Borrowings under the Senior Credit Agreement bear interest at our election at either (1) the ABR rate which is defined as the rate per annum equal to the greatest of (a) the lender’s prime rate, (b) the weighted average of the federal funds rate, plus 0.5% and (c) one month LIBOR rate plus 1%, in each case, plus an applicable margin based upon our consolidated leverage ratio at the end of each quarter ranging from 0.375% to 0.625% for revolving credit and term loan A borrowings and 0.75% for tranche B borrowings, or (2) the one, two, three or six month LIBOR rate (at our election), plus an applicable margin based upon our consolidated leverage ratio at the end of each quarter ranging from 1.375% to 1.625% for revolving credit and term loan A borrowings and 1.75% for the tranche B term loan. As of June 30, 2019, the applicable margins were 0.50% for ABR-based loans and 1.50% for LIBOR-based loans under the revolving credit and term loan A facilities. The revolving credit facility includes a $125 million sub-limit for letters of credit. The Senior Credit Agreement is secured by certain assets of the Company and our material subsidiaries (which generally excludes asset classes such as substantially all of the patient-related accounts receivable of our acute care hospitals, and certain real estate assets and assets held in joint-ventures with third parties) and is guaranteed by our material subsidiaries. The Senior Credit Agreement includes a material adverse change clause that must be represented at each draw. The Senior Credit Agreement contains covenants that include a limitation on sales of assets, mergers, change of ownership, liens and indebtedness, transactions with affiliates, dividends and stock repurchases; and requires compliance with financial covenants including maximum leverage. We are in compliance with all required covenants as of June 30, 2019 and December 31, 2018. In late April, 2018, we entered into the sixth amendment to our accounts receivable securitization program (“Securitization”) dated as of October 27, 2010 with a group of conduit lenders, liquidity banks, and PNC Bank, National Association, as administrative agent, which provides for borrowings outstanding from time to time by certain of our subsidiaries in exchange for undivided security interests in their respective accounts receivable. The sixth amendment, among other things, extended the term of the Securitization program through April 26, 2021 and increased the borrowing capacity to $450 million (from $440 million previously). Although the program fee and certain other fees were adjusted in connection with the sixth amendment, substantially all other provisions of the Securitization program remained unchanged. Pursuant to the terms of our Securitization program, substantially all of the patient-related accounts receivable of our acute care hospitals (“Receivables”) serve as collateral for the outstanding borrowings. We have accounted for this Securitization as borrowings. We maintain effective control over the Receivables since, pursuant to the terms of the Securitization, the Receivables are sold from certain of our subsidiaries to special purpose entities that are wholly-owned by us. The Receivables, however, are owned by the special purpose entities, can be used only to satisfy the debts of the wholly-owned special purpose entities, and thus are not available to us except through our ownership interest in the special purpose entities. The wholly-owned special purpose entities use the Receivables to collateralize the loans obtained from the group of third-party conduit lenders and liquidity banks. The group of third-party conduit lenders and liquidity banks do not have recourse to us beyond the assets of the wholly-owned special purpose entities that securitize the loans. At June 30, 2019, we had $437 million of outstanding borrowings pursuant to the terms of the Securitization and $13 million of available borrowing capacity. As of June 30, 2019, we had combined aggregate principal of $1.1 billion from the following senior secured notes: • $700 million aggregate principal amount of 4.75% senior secured notes due in August, 2022 (“2022 Notes”) which were issued as follows: • $300 million aggregate principal amount issued on August 7, 2014 at par. • $400 million aggregate principal amount issued on June 3, 2016 at 101.5% to yield 4.35%. • $400 million aggregate principal amount of 5.00% senior secured notes due in June, 2026 (“2026 Notes”) which were issued on June 3, 2016 Interest on the 2022 Notes is payable on February 1 and August 1 of each year until the maturity date of August 1, 2022. Interest on the 2026 Notes is payable on June 1 and December 1 until the maturity date of June 1, 2026. The 2022 Notes and 2026 Notes were offered only to qualified institutional buyers under Rule 144A and to non-U.S. persons outside the United States in reliance on Regulation S under the Securities Act of 1933, as amended (the “Securities Act”). The 2022 Notes and 2026 Notes have not been registered under the Securities Act and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements. On November 26, 2018 we redeemed the $300 million aggregate principal, 3.75% Senior Notes due in 2019. The 2019 Notes were redeemed for an aggregate price equal to 100.485% of the principal amount, resulting in a premium paid of approximately $1 million, plus accrued interest to the redemption date. At June 30, 2019, the carrying value and fair value of our debt were approximately $4.15 billion and $4.17 billion, respectively. Cash Flow Hedges: We manage our ratio of fixed and floating rate debt with the objective of achieving a mix that management believes is appropriate. To manage this risk in a cost-effective manner, we, from time to time, enter into interest rate swap agreements in which we agree to exchange various combinations of fixed and/or variable interest rates based on agreed upon notional amounts. We account for our derivative and hedging activities using the Financial Accounting Standard Board’s (“FASB”) guidance which requires all derivative instruments, including certain derivative instruments embedded in other contracts, to be carried at fair value on the balance sheet. For derivative transactions designated as hedges, we formally document all relationships between the hedging instrument and the related hedged item, as well as its risk-management objective and strategy for undertaking each hedge transaction. Derivative instruments designated in a hedge relationship to mitigate exposu re to variability in expected future cash flows, or other types of forecasted transactions, are considered cash flow hedges. Cash flow hedges are accounted for by recording the fair value of the derivative instrument on the balance sheet as either an asset or liability, with a corresponding amount recorded in accumulated other comprehensive income (“AOCI”) within shareholders’ equity. Amounts are reclassified from AOCI to the income statement in the period or periods the hedged transaction affects earnings. From time to time, we use interest rate derivatives in our cash flow hedge transactions. Such derivatives are designed to be highly effective in offsetting changes in the cash flows related to the hedged liability. For hedge transactions that do not qualify for the short-cut method, at the hedge’s inception and on a regular basis thereafter, a formal assessment is performed to determine whether changes in the fair values or cash flows of the derivative instruments have been highly effective in offsetting changes in cash flows of the hedged items and whether they are expected to be highly effective in the future. The fair value of interest rate swap agreements approximates the amount at which they could be settled, based on estimates obtained from the counterparties. We assess the effectiveness of our hedge instruments on a quarterly basis. We performed periodic assessments of the cash flow hedge instruments during the first six months of 2019 and the full year of 2018 and determined the hedges to be highly effective. Although we do not anticipate nonperformance by our counterparties to interest rate swap agreements, the counterparties expose us to credit risk in the event of nonperformance. We do not hold or issue derivative financial instruments for trading purposes. During 2015, we entered into nine forward starting interest rate swaps whereby we paid a fixed rate on a total notional amount of $1.0 billion and received one-month LIBOR. The average fixed rate payable on these swaps, all of which matured on April 15, 2019, was 1.31%. These interest rates swaps consisted of: • Four • Four • One Foreign Currency Forward Exchange Contracts: In August 2017, the FASB issued new guidance on hedge accounting (ASU 2017-12) that is intended to more closely align hedge accounting with companies’ risk management strategies, simplify the application of hedge accounting, and increase transparency as to the scope and results of hedging programs. The new guidance amends the presentation and disclosure requirements, and changes how companies assess effectiveness. We adopted this guidance as of January 1, 2019 and applied to all existing hedges as of the adoption date. We use forward exchange contracts to hedge our net investment in foreign operations against movements in exchange rates. The effective portion of the unrealized gains or losses on these contracts is recorded in foreign currency translation adjustment within accumulated other comprehensive income and remains there until either the sale or liquidation of the subsidiary. In conjunction with the January 1, 2019 adoption of ASU 2017-12, “Targeted Improvements to Accounting for Hedging Activities”, we reclassified our presentation of the net cash inflows or outflows, which were received or paid in connection with foreign exchange contracts that hedge our net investment in foreign operations against movements in exchange rates, to investing cash flows on the consolidated statements of cash flows. As previously disclosed within our footnotes, these cash flows were formerly reported as operating activities. Prior period amounts have been reclassified from net cash provided by operating activities to net cash used in investing activities to conform with the current year presentation on the consolidated statements of cash flows. In connection with these forward exchange contracts, we recorded net cash inflows of $53 million and $22 million during the six-month periods ended June 30, 2019 and 2018, respectively. Derivatives Hedging Relationships: The following table presents the effects of our interest rate swap agreements and our foreign currency foreign exchange contracts on our results of operations for the three and six month periods ended June 30, 2019 and 2018 (in thousands): Gain/(Loss) recognized in AOCI Three months ended Six months ended June 30, June 30, June 30, June 30, 2019 2018 2019 2018 Cash Flow Hedge relationships Interest rate swap agreements (a) $ (1,008 ) $ (545 ) $ (3,925 ) $ 1,579 Net Investment Hedge relationships Foreign currency foreign exchange contracts (b) $ 40,436 $ 68,151 $ 45,657 $ 22,298 (a) The amount of (b) The amount reclassified out of AOCI into Other (income) expense, net includes the net effect of a $815,000 gain offset by a $815,000 loss recorded on repatriation of cash related to our net investment in the U.K. for the three-month period ended June 30, 2019, and $4.6 million gain offset by a $4.6 million loss recorded on repatriation of cash related to our net investment in the U.K. during the six-month period ended June 30, 2019. There were no amounts reclassified out of AOCI for the three and six-month periods ended June 30, 2018. No other gains or losses were recognized in income related to derivatives in Subtopic 815-20. Cash, Cash Equivalents and Restricted Cash: Cash, cash equivalents, and restricted cash as reported in the condensed consolidated statements of cash flows are presented separately on our condensed consolidated balance sheets as follow (in thousands): June 30, December 31, 2019 2018 Cash and cash equivalents $ 61,297 $ 105,220 Restricted cash and cash equivalents (a) 95,404 94,465 Total cash, cash equivalents and restricted cash $ 156,701 $ 199,685 (a) Restricted cash and cash equivalents is included in other assets on the accompanying consolidated balance sheet. |
Fair Value Measurement
Fair Value Measurement | 6 Months Ended |
Jun. 30, 2019 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurement | (5) Fair Value Measurement Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. The following fair value hierarchy classifies the inputs to valuation techniques used to measure fair value into one of three levels: • Level 1: Unadjusted quoted prices in active markets for identical assets or liabilities. • Level 2: Inputs other than quoted prices that are observable for the asset or liability, either directly or indirectly. These included quoted prices for similar assets or liabilities in active markets and quoted prices for identical or similar assets or liabilities in markets that are not active. • Level 3: Unobservable inputs that reflect the reporting entity’s own assumptions. The following tables present the assets and liabilities recorded at fair value on a recurring basis: Balance at Balance Sheet Basis of Fair Value Measurement (in thousands) June 30, 2019 Location Level 1 Level 2 Level 3 Assets: Money market mutual funds $ 110,830 Other assets 110,830 Certificates of deposit 2,202 Other assets 2,202 Available for sale securities 58,213 Other assets 58,213 Deferred compensation assets 32,773 Other assets 32,773 Interest rate swap agreements - Accounts Receivable, net - Foreign currency exchange contracts 1,202 Other current assets 1,202 $ 205,220 204,018 1,202 - Liabilities: Deferred compensation liability $ 32,773 Other noncurrent liabilities 32,773 $ 32,773 32,773 - - Balance at Balance Sheet Basis of Fair Value Measurement (in thousands) December 31, 2018 Location Level 1 Level 2 Level 3 Assets: Money market mutual funds $ 106,530 Other assets 106,530 Certificates of deposit 5,415 Other assets 5,415 Available for sale securities 55,594 Other assets 55,594 Deferred compensation assets 32,998 Other assets 32,998 Interest rate swap agreements 3,925 Accounts Receivable, net 3,925 Foreign currency exchange contracts 8,908 Other current assets 8,908 $ 213,370 200,537 12,833 - Liabilities: Deferred compensation liability $ 32,998 Other noncurrent liabilities 32,998 $ 32,998 32,998 - - The fair value of our money market mutual funds, certificates of deposit and available for sale securities are computed based upon quoted market prices in active market. The fair value of deferred compensation assets and offsetting liability are computed based on market prices in an active market held in a rabbi trust. The fair value of our interest rate swaps are based on quotes from our counter parties. The fair value of our foreign currency exchange contracts is valued using quoted forward exchange rates and spot rates at the reporting date. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2019 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | (6) Commitments and Contingencies Professional and General Liability, Workers’ Compensation Liability Effective January, 2017, the vast majority of our subsidiaries are self-insured for professional and general liability exposure up to $5 million and $3 million per occurrence, respectively, subject to certain aggregate limitations. Prior to January, 2017, the vast majority of our subsidiaries were self-insured for professional and general liability exposure up to $10 million and $3 million per occurrence, respectively. These subsidiaries are provided with several excess policies through commercial insurance carriers which provide for coverage in excess of the applicable per occurrence self-insured retention or underlying policy limits incurred after 2013 a As of June 30, 2019, the total accrual for our professional and general liability claims was $248 million, of which $42 million was included in current liabilities. As of December 31, 2018, the total accrual for our professional and general liability claims was $243 million, of which $42 million was included in current liabilities. As of June 30, 2019, the total accrual for our workers’ compensation liability claims was $74 million, of which $40 million was included in current liabilities. As of December 31, 2018, the total accrual for our workers’ compensation liability claims was $72 million, of which $40 million was included in current liabilities. Our estimated liability for self-insured professional and general liability claims is based on a number of factors including, among other things, the number of asserted claims and reported incidents, estimates of losses for these claims based on recent and historical settlement amounts, estimates of incurred but not reported claims based on historical experience, and estimates of amounts recoverable under our commercial insurance policies. While we continuously monitor these factors, our ultimate liability for professional and general liability claims could change materially from our current estimates due to inherent uncertainties involved in making this estimate. Given our significant self-insured exposure for professional and general liability claims, there can be no assurance that a sharp increase in the number and/or severity of claims asserted against us will not have a material adverse effect on our future results of operations. Although we are unable to predict whether or not our future financial statements will include adjustments to our prior year reserves for self-insured general and professional and workers’ compensation claims, given the relatively unpredictable nature of the these potential liabilities and the factors impacting these reserves, as discussed above, it is reasonably likely that our future financial results may include material adjustments to prior period reserves. Property Insurance: We have commercial property insurance policies for our properties covering catastrophic losses, including windstorm damage, up to a $1 billion policy limit, subject to a deductible ranging from $50,000 to $250,000 per occurrence. Losses resulting from named windstorms are subject to deductibles between 3% and 5% of the total insurable value of the property. In addition, we have commercial property insurance policies covering catastrophic losses resulting from earthquake and flood damage, each subject to aggregated loss limits (as opposed to per occurrence losses). Commercially insured earthquake coverage for our facilities is subject to various deductibles and limitations including: (i) $500 million limitation for our facilities located in Nevada; (ii) $130 million limitation for our facilities located in California; (iii) $100 million limitation for our facilities located in fault zones within the United States; (iv) $40 million limitation for our facility located in Puerto Rico, and; (v) $250 million limitation for many of our facilities located in other states. Deductibles for flood losses vary in amount, up to a maximum of $500,000, based upon location of the facility. Since certain of our facilities have been designated by our insurer as flood prone, we have elected to purchase policies from The National Flood Insurance Program. Property insurance for our behavioral health facilities located in the U.K. are provided on an all risk basis up to a £1.29 billion policy limit, with coverage caps per location, that includes coverage for real and personal property as well as business interruption losses. Other Our accounts receivable as of June 30, 2019 and December 31, 2018 include amounts due from Illinois of approximately $26 million and $32 million, respectively. Collection of the outstanding receivables continues to be delayed due to state budgetary and funding pressures. Approximately $12 million as of June 30, 2019 and $18 million as of December 31, 2018, of the receivables due from Illinois were outstanding in excess of 60 days, as of each respective date. Although the accounts receivable due from Illinois could remain outstanding for the foreseeable future, since we expect to eventually collect all amounts due to us, no related reserves have been established in our consolidated financial statements. However, we can provide no assurance that we will eventually collect all amounts due to us from Illinois. Failure to ultimately collect all outstanding amounts due to us from Illinois would have an adverse impact on our future consolidated results of operations and cash flows. Legal Proceedings We operate in a highly regulated and litigious industry which subjects us to various claims and lawsuits in the ordinary course of business as well as regulatory proceedings and government investigations. These claims or suits include claims for damages for personal injuries, medical malpractice, commercial/contractual disputes, wrongful restriction of, or interference with, physicians’ staff privileges, and employment related claims. In addition, health care companies are subject to investigations and/or actions by various state and federal governmental agencies or those bringing claims on their behalf. Government action has increased with respect to investigations and/or allegations against healthcare providers concerning possible violations of fraud and abuse and false claims statutes as well as compliance with clinical and operational regulations. Currently, and from time to time, we and some of our facilities are subjected to inquiries in the form of subpoenas, Civil Investigative Demands, audits and other document requests from various federal and state agencies. These inquiries can lead to notices and/or actions including repayment obligations from state and federal government agencies associated with potential non-compliance with laws and regulations. Further, the federal False Claim Act allows private individuals to bring lawsuits (qui tam actions) against healthcare providers that submit claims for payments to the government. Various states have also adopted similar statutes. When such a claim is filed, the government will investigate the matter and decide if they are going to intervene in the pending case. These qui tam lawsuits are placed under seal by the court to comply with the False Claims Act’s requirements. If the government chooses not to intervene, the private individual(s) can proceed independently on behalf of the government. Health care providers that are found to violate the False Claims Act may be subject to substantial monetary fines/penalties as well as face potential exclusion from participating in government health care programs or be required to comply with Corporate Integrity Agreements as a condition of a settlement of a False Claim Act matter. In September 2014, the Criminal Division of the Department of Justice (“DOJ”) announced that all qui tam cases will be shared with their Division to determine if a parallel criminal investigation should be opened. The DOJ has also announced an intention to pursue civil and criminal actions against individuals within a company as well as the corporate entity or entities. In addition, health care facilities are subject to monitoring by state and federal surveyors to ensure compliance with program Conditions of Participation. In the event a facility is found to be out of compliance with a Condition of Participation and unable to remedy the alleged deficiency(s), the facility faces termination from the Medicare and Medicaid programs or compliance with a System Improvement Agreement to remedy deficiencies and ensure compliance. The laws and regulations governing the healthcare industry are complex covering, among other things, government healthcare participation requirements, licensure, certification and accreditation, privacy of patient information, reimbursement for patient services as well as fraud and abuse compliance. These laws and regulations are constantly evolving and expanding. Further, the Affordable Care Act has added additional obligations on healthcare providers to report and refund overpayments by government healthcare programs and authorizes the suspension of Medicare and Medicaid payments “pending an investigation of a credible allegation of fraud.” We monitor our business and have developed an ethics and compliance program with respect to these complex laws, rules and regulations. Although we believe our policies, procedures and practices comply with government regulations, there is no assurance that we will not be faced with the sanctions referenced above which include fines, penalties and/or substantial damages, repayment obligations, payment suspensions, licensure revocation, and expulsion from government healthcare programs. Even if we were to ultimately prevail in any action brought against us or our facilities or in responding to any inquiry, such action or inquiry could have a material adverse effect on us. Certain legal matters are described below: Government Investigations: UHS Behavioral Health In February, 2013, the Office of Inspector General for the United States Department of Health and Human Services (“OIG”) served a subpoena requesting various documents from January, 2008 to the date of the subpoena directed at Universal Health Services, Inc. (“UHS”) concerning it and UHS of Delaware, Inc., and certain UHS owned behavioral health facilities including: Keys of Carolina, Old Vineyard Behavioral Health, The Meadows Psychiatric Center, Streamwood Behavioral Health, Hartgrove Hospital, Rock River Academy and Residential Treatment Center, Roxbury Treatment Center, Harbor Point Behavioral Health Center, f/k/a The Pines Residential Treatment Center, including the Crawford, Brighton and Kempsville campuses, Wekiva Springs Center and River Point Behavioral Health. Prior to receipt of this subpoena, some of these facilities had received independent subpoenas from state or federal agencies. Subsequent to the February 2013 subpoenas, some of the facilities above have received additional, specific subpoenas or other document and information requests. In addition to the OIG, the DOJ and various U.S. Attorneys’ and state Attorneys’ General Offices are also involved in this matter. Since February 2013, additional facilities have also received subpoenas and/or document and information requests or we have been notified are included in the omnibus investigation. Those facilities include: National Deaf Academy, Arbour-HRI Hospital, Behavioral Hospital of Bellaire, St. Simons By the Sea, Turning Point Care Center, Salt Lake Behavioral Health, Central Florida Behavioral Hospital, University Behavioral Center, Arbour Hospital, Arbour-Fuller Hospital, Pembroke Hospital, Westwood Lodge, Coastal Harbor Health System, Shadow Mountain Behavioral Health, Cedar Hills Hospital, Mayhill Hospital, Southern Crescent Behavioral Health (Anchor Hospital and Crescent Pines campuses), Valley Hospital (AZ), Peachford Behavioral Health System of Atlanta, University Behavioral Health of Denton, El Paso Behavioral Health System, Newport News Behavioral Health Center, The Hughes Center, Forest View Hospital and Havenwyck Hospital. In October, 2013, we were advised that the DOJ’s Criminal Frauds Section had opened an investigation of River Point Behavioral Health and Wekiva Springs Center. We were subsequently notified that the Criminal Frauds section opened investigations of National Deaf Academy, Hartgrove Hospital and UHS as a corporate entity. In April 2017, the DOJ’s Criminal Division issued a subpoena requesting documentation from Shadow Mountain Behavioral Health. In August 2017, Kempsville Center of Behavioral Health (a part of Harbor Point Behavioral Health previously iden tified above) received a subpoena requesting documentation. We have recently been advised that the investigations being conducted by the DOJ’s Criminal Frauds Section and corresponding U.S. Attorneys’ Offices, of UHS and the above referenced facilities, ha ve been closed. In April, 2014, the Centers for Medicare and Medicaid Services (“CMS”) instituted a Medicare payment suspension at River Point Behavioral Health in accordance with federal regulations regarding suspension of payments during certain investigations. The Florida Agency for Health Care Administration (“AHCA”) subsequently issued a Medicaid payment suspension for the facility. River Point Behavioral Health submitted a rebuttal statement disputing the basis of the suspension and requesting revocation of the suspension. Notwithstanding, CMS continued the payment suspension. River Point Behavioral Health provided additional information to CMS in an effort to obtain relief from the payment suspension but the Medicare suspension remains in effect. In June 2017, AHCA advised that while they were maintaining the suspension for dual eligible and cross-over Medicare beneficiaries, the Medicaid payment suspension was lifted effective June 27, 2017. From inception through June 30, 2019, the aggregate funds withheld from us in connection with the River Point Behavioral Health payment suspension amounted to approximately $9 million. We anticipate a resolution of the payment suspension will be part of the overall settlement agreement(s) to be drafted and finalized. Although the operating results of River Point Behavioral Health did not have a material impact on our consolidated results of operations during the six-month period ended June 30, 2019 or the year ended December 31, 2018, the payment suspension has had a material adverse effect on the facility’s results of operations and financial condition. The DOJ has advised us that the civil aspect of the coordinated investigation referenced above is a False Claims Act investigation focused on billings submitted to government payers in relation to services provided at those facilities. While there have been various matters raised by DOJ during the pendency of this investigation, DOJ Civil has advised that the focus of their investigation is on medical necessity issues and billing for services not eligible for payment due to non-compliance with regulatory requirements relating to, among other things, admission eligibility, discharge decisions, length of stay and patient care issues. It is our understanding that the DOJ Criminal Fraud Section was investigating issues similar to those focused on by the DOJ Civil Division and the other related agencies involved in this matter. UHS denies any fraudulent billings were submitted to government payers. In July 2019, we reached an agreement in principle with the DOJ’s Civil Division, and on behalf of various states’ attorneys general offices, to resolve the civil aspects of the government’s investigation of our behavioral health care facilities for $127 million subject to requisite approvals and preparation and execution of definitive settlement and related agreements. We are awaiting the initial draft of a potential corporate integrity agreement with the Office of Inspector General for the United States Department of Health and Human Services (“OIG”) which we expect will be part of the overall settlement of this matter. In connection with this agreement in principle, during the three and six-month periods ended June 30, 2019, we recorded a pre-tax increase of approximately $11 million to the reserve established in connection with the civil aspects of these matters (“DOJ Reserve”), which includes related fees and costs due to or on behalf of third-parties. The aggregate pre-tax DOJ Reserve amounted to $134 million as of June 30, 2019 and $123 million as of December 31, 2018 (including $9 million and $22 million recorded during the three and six-month periods ended June 30, 2018, respectively). Our financial statements assume that the amounts included in the aggregate pre-tax DOJ Reserve are fully deductible for federal and state income tax purposes. Since the agreement in principle with the DOJ’s Civil Division is subject to certain required approvals and negotiation and execution of definitive settlement agreements, as well as negotiation and execution of a potential corporate integrity agreement with the OIG, we can provide no assurance that definitive agreements will ultimately be finalized. We therefore can provide no assurance that final amounts paid in settlement or otherwise, or associated costs, or the income tax deductibility of such payments, will not differ materially from our established reserve and assumptions related to income tax deductibility. DOJ investigation of Turning Point Hospital . During the fourth quarter of 2018, we were notified that the DOJ Civil Division in conjunction with the U.S. Attorney’s Office for the Northern District of Georgia and the Georgia Attorney General’s Office have opened an investigation of Turning Point Hospital in Moultrie, GA. The DOJ Civil Division has advised us that they are primarily investigating transportation and housing financial assistance provided to patients receiving treatment at the facility. The DOJ issued a civil investigative demand to the facility requesting various documents and other information. At this time, we are unable to assess potential liability or damages, if any. Litigation: U.S. ex rel Escobar v. Universal Health Services, Inc. et.al. This is a False Claims Act case filed against Universal Health Services, Inc., UHS of Delaware, Inc. and HRI Clinics, Inc. d/b/a Arbour Counseling Services in U.S. District Court for the District of Massachusetts. This qui tam action primarily alleges that Arbour Counseling Services failed to appropriately supervise certain clinical providers in contravention of regulatory requirements and the submission of claims to Medicaid were subsequently improper. Relators make other claims of improper billing to Medicaid associated with alleged failures of Arbour Counseling to comply with state regulations. The U.S. Attorney’s Office and the Massachusetts Attorney General’s Office initially declined to intervene. UHS filed a motion to dismiss and the trial court originally granted the motion dismissing the case. The First Circuit Court of Appeals (“First Circuit”) reversed the trial court’s dismissa l of the case. The United States Supreme Court subsequently vacated the First Circuit’s opinion and remanded the case for further consideration under the new legal standards established by the Supreme Court for False Claims Act cases. During the 4 th quar ter of 2016, the First Circuit issued a revised opinion upholding their reversal of the trial court’s dismissal. The case was then remanded to the trial court for further proceedings. In January 2017, the U.S. Attorney’s Office and Massachusetts Attorney General’s Office advised of the potential for intervention in the case. The Massachusetts Attorney General’s Office subsequently filed its motion to intervene which was granted and, in April 2017, filed their Complaint in Intervention. We are defending t his case vigorously. This matter is included in the above-mentioned agreement in principle reached with the DOJ’s Civil Division, and on behalf of various states’ attorneys general offices, to resolve the civil aspects of the government’s investigation of our behavioral health care facilities, subject to requisite approvals and preparation and execution of definitive settlement and related agreements . Shareholder Class Action In December 2016 a purported shareholder class action lawsuit was filed in U.S. District Court for the Central District of California against UHS and certain UHS officers alleging violations of the federal securities laws. The case was originally filed as Heed v. Universal Health Services, Inc. et. al. (Case No. 2:16-CV-09499-PSG-JC). The court subsequently appointed Teamsters Local 456 Pension Fund and Teamsters Local 456 Annuity Fund to serve as lead plaintiffs. The case has been transferred to the U.S. District Court for the Eastern District of Pennsylvania and the style of the case has been changed to Teamsters Local 456 Pension Fund, et. al. v. Universal Health Services, Inc. et. al. (Case No. 2:17-CV-02817-LS). In September, 2017, Teamsters Local 456 Pension Fund filed an amended complaint. The amended class action complaint alleges violations of federal securities laws relating to disclosures made in public filings associated with alleged practices and operations at our behavioral health facilities. Plaintiffs seek monetary damages for shareholders during the defined class period as a result of the decrease in share price following various public disclosures or reports. In December 2017, we filed a motion to dismiss the amended complaint. We deny liability and intend to defend ourselves vigorously. At this time, we are uncertain as to potential liability or financial exposure, if any, which may be associated with this matter. Shareholder Derivative Cases In March 2017, a shareholder derivative suit was filed by plaintiff David Heed in the Court of Common Pleas of Philadelphia County. A notice of removal to the United States District Court for the Eastern District of Pennsylvania was filed (Case No. 2:17-cv-01476-LS). Plaintiff filed a motion to remand. In December 2017, the Court denied plaintiff’s motion to remand and has retained the case in federal court. In May, June and July 2017, additional shareholder derivative suits were filed in the United States District Court for the Eastern District of Pennsylvania. The plaintiffs in those cases are: Central Laborers’ Pension Fund (Case No. 17-cv-02187-LS); Firemen’s Retirement System of St. Louis (Case No. 17—cv-02317-LS); Waterford Township Police & Fire Retirement System (Case No. 17-cv-02595-LS); and Amalgamated Bank Longview Funds (Case No. 17-cv-03404-LS). The Fireman’s Retirement System case has since been voluntarily dismissed. The federal court has consolidated all of the cases pending in the Eastern District of Pennsylvania and has appointed co-lead plaintiffs and co-lead counsel. Lead Plaintiffs have filed a consolidated, amended complaint. We have filed a motion to dismiss the amended complaint. In addition, a shareholder derivative case was filed in Chancery Court in Delaware by the Delaware County Employees’ Retirement Fund (Case No. 2017-0475-JTL). In December 2017, the Chancery Court stayed this case pending resolution of other contemporaneous matters. Each of these cases have named certain current and former members of the Board of Directors individually and certain officers of Universal Health Services, Inc. as defendants. UHS has also been named as a nominal defendant in these cases. The derivative cases make substantially similar allegations and claims as the shareholder class action relating to practices at our behavioral health facilities and board and corporate oversight of these facilities as well as claims relating to the stock trading by the individual defendants and company repurchase of shares during the relevant time period. The cases make claims of breaches of fiduciary duties by the named board members and officers; alleged violations of federal securities laws; and common law causes of action against the individual defendants including unjust enrichment, corporate waste, abuse of control, constructive fraud and gross mismanagement. The cases seek monetary damages allegedly incurred by the company; restitution and disgorgement of profits, benefits and other compensation from the individual defendants and various forms of equitable relief relating to corporate governance matters. The defendants deny liability and intend to defend these cases vigorously. At this time, we are uncertain as to potential liability or financial exposure, if any, which may be associated with these matters. Disproportionate Share Hospital Payment Matter: In late September, 2015, many hospitals in Pennsylvania, including seven of our behavioral health care hospitals located in the state, received letters from the Pennsylvania Department of Human Services (the “Department”) demanding repayment of allegedly excess Medicaid Disproportionate Share Hospital payments (“DSH”) for the federal fiscal year (“FFY”) 2011 amounting to approximately $4 million in the aggregate. Since that time, we have received similar requests for repayment for alleged DSH overpayments for FFYs 2012, 2013 and 2014. For FFY 2012, the claimed overpayment amounts to approximately $4 million. For FFY 2013, the claimed overpayments were initially approximately $7 million but have since been reduced to approximately $2 million due to a change in the Department’s calculations of the hospital specific DSH upper payment limit. For FFY 2014, the claimed overpayments were approximately $7 million. We filed administrative appeals for all of our facilities contesting the recoupment efforts for FFYs 2011 through 2014 as we believe the Department’s calculation methodology is inaccurate and conflicts with applicable federal and state laws and regulations. The Department has agreed to postpone the recoupment of the state’s share of the DSH payments until all hospital appeals are resolved but started recoupment of the federal share. Due to a change in the Pennsylvania Medicaid Stat e Plan and implementation of a CMS-approved Medicaid Section 1115 Waiver, we do not believe the methodology applied by the Department to FFYs 2011 through 2014 is applicable to reimbursements received for Medicaid services provided after January 1, 2015 by our behavioral health care facilities located in Pennsylvania. We can provide no assurance that we will ultimately be successful in our legal and administrative appeals related to the Department’s repayment demands. If our legal and administrative appeal s are unsuccessful, our future consolidated results of operations and financial condition could be adversely impacted by these repayments. Other Matters: Various other suits, claims and investigations, including government subpoenas, arising against, or issued to, us are pending and additional such matters may arise in the future. Management will consider additional disclosure from time to time to the extent it believes such matters may be or become material. The outcome of any current or future litigation or governmental or internal investigations, including the matters described above, cannot be accurately predicted, nor can we predict any resulting penalties, fines or other sanctions that may be imposed at the discretion of federal or state regulatory authorities. We record accruals for such contingencies to the extent that we conclude it is probable that a liability has been incurred and the amount of the loss can be reasonably estimated. No estimate of the possible loss or range of loss in excess of amounts accrued, if any, can be made at this time regarding the matters described above or that are otherwise pending because the inherently unpredictable nature of legal proceedings may be exacerbated by various factors, including, but not limited to: (i) the damages sought in the proceedings are unsubstantiated or indeterminate; (ii) discovery is not complete; (iii) the matter is in its early stages; (iv) the matters present legal uncertainties; (v) there are significant facts in dispute; (vi) there are a large number of parties, or; (vii) there is a wide range of potential outcomes. It is possible that the outcome of these matters could have a material adverse impact on our future results of operations, financial position, cash flows and, potentially, our reputation. |
Segment Reporting
Segment Reporting | 6 Months Ended |
Jun. 30, 2019 | |
Segment Reporting [Abstract] | |
Segment Reporting | (7) Segment Reporting Our reportable operating segments consist of acute care hospital services and behavioral health care services. The “Other” segment column below includes centralized services including, but not limited to, information technology, purchasing, reimbursement, accounting and finance, taxation, legal, advertising and design and construction. The chief operating decision making group for our acute care services and behavioral health care services is comprised of our Chief Executive Officer, the President and the Presidents of each operating segment. The Presidents for each operating segment also manage the profitability of each respective segment’s various facilities. The operating segments are managed separately because each operating segment represents a business unit that offers different types of healthcare services or operates in different healthcare environments. The accounting policies of the operating segments are the same as those described in the summary of significant accounting policies included in our Annual Report on Form 10-K for the year ended December 31, 2018. The corporate overhead allocations, as reflected below, are utilized for internal reporting purposes and are comprised of each period’s projected corporate-level operating expenses (excluding interest expense). The overhead expenses are captured and allocated directly to each segment to the extent possible, and overhead expenses incurred on behalf of both segments are captured and allocated to each segment based upon each segment’s respective percentage of total operating expenses. Three months ended June 30, 2019 Acute Care Hospital Services Behavioral Health Services (a) Other Total Consolidated (Amounts in thousands) Gross inpatient revenues $ 7,051,925 $ 2,547,626 $ 0 $ 9,599,551 Gross outpatient revenues $ 4,402,308 $ 268,693 $ 0 $ 4,671,001 Total net revenues $ 1,531,709 $ 1,320,241 $ 3,218 $ 2,855,168 Income/(loss) before allocation of corporate overhead and income taxes $ 188,157 $ 265,986 $ (143,335 ) $ 310,808 Allocation of corporate overhead $ (57,528 ) $ (41,638 ) $ 99,166 $ 0 Income/(loss) after allocation of corporate overhead and before income taxes $ 130,629 $ 224,348 $ (44,169 ) $ 310,808 Total assets as of June 30, 2019 $ 4,413,509 $ 6,933,825 $ 405,316 $ 11,752,650 Six months ended June 30, 2019 Acute Care Hospital Services Behavioral Health Services (a) Other Total Consolidated (Amounts in thousands) Gross inpatient revenues $ 14,215,639 $ 5,031,625 $ 0 $ 19,247,264 Gross outpatient revenues $ 8,659,922 $ 535,239 $ 0 $ 9,195,161 Total net revenues $ 3,046,553 $ 2,606,624 $ 6,382 $ 5,659,559 Income/(loss) before allocation of corporate overhead and income taxes $ 380,370 $ 510,154 $ (283,420 ) $ 607,104 Allocation of corporate overhead $ (115,028 ) $ (83,285 ) $ 198,313 $ 0 Income/(loss) after allocation of corporate overhead and before income taxes $ 265,342 $ 426,869 $ (85,107 ) $ 607,104 Total assets as of June 30, 2019 $ 4,413,509 $ 6,933,825 $ 405,316 $ 11,752,650 Three months ended June 30, 2018 Acute Care Hospital Services Behavioral Health Services (a) Other Total Consolidated (Amounts in thousands) Gross inpatient revenues $ 6,164,010 $ 2,448,894 $ 0 $ 8,612,904 Gross outpatient revenues $ 3,760,326 $ 267,537 $ 0 $ 4,027,863 Total net revenues $ 1,403,991 $ 1,274,083 $ 3,279 $ 2,681,353 Income/(loss) before allocation of corporate overhead and income taxes $ 162,015 $ 261,444 $ (121,689 ) $ 301,770 Allocation of corporate overhead $ (49,902 ) $ (40,246 ) $ 90,148 $ 0 Income/(loss) after allocation of corporate overhead and before income taxes $ 112,113 $ 221,198 $ (31,541 ) $ 301,770 Total assets as of June 30, 2018 $ 3,971,106 $ 6,746,272 $ 352,039 $ 11,069,417 Six months ended June 30, 2018 Acute Care Hospital Services Behavioral Health Services (a) Other Total Consolidated (Amounts in thousands) Gross inpatient revenues $ 12,525,776 $ 4,851,152 $ 0 $ 17,376,928 Gross outpatient revenues $ 7,474,987 $ 522,718 $ 0 $ 7,997,705 Total net revenues $ 2,849,623 $ 2,512,079 $ 7,167 $ 5,368,869 Income/(loss) before allocation of corporate overhead and income taxes $ 365,726 $ 500,192 $ (267,910 ) $ 598,008 Allocation of corporate overhead $ (99,793 ) $ (80,578 ) $ 180,371 $ 0 Income/(loss) after allocation of corporate overhead and before income taxes $ 265,933 $ 419,614 $ (87,539 ) $ 598,008 Total assets as of June 30, 2018 $ 3,971,106 $ 6,746,272 $ 352,039 $ 11,069,417 (a) Includes net revenues generated from our behavioral health care facilities located in the U.K. amounting to approximately $144 million and $119 million for the three-month periods ended June 30, 2019 and 2018, respectively, and approximately $281 million and $234 million for the six-month periods ended June 30, 2019 and 2018, respectively. Total assets at our U.K. behavioral health care facilities were approximately $1.217 billion and $1.123 billion as of June 30, 2019 and 2018, respectively. |
Earnings Per Share Data ("EPS")
Earnings Per Share Data ("EPS") and Stock Based Compensation | 6 Months Ended |
Jun. 30, 2019 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Earnings Per Share Data ("EPS") and Stock Based Compensation | (8) Earnings Per Share Data (“EPS”) and Stock Based Compensation Basic earnings per share are based on the weighted average number of common shares outstanding during the period. Diluted earnings per share are based on the weighted average number of common shares outstanding during the period adjusted to give effect to common stock equivalents. The following table sets forth the computation of basic and diluted earnings per share for the periods indicated (in thousands, except per share data): Three months ended June 30, Six months ended June 30, 2019 2018 2019 2018 Basic and Diluted: Net income attributable to UHS $ 238,320 $ 226,052 $ 472,488 $ 449,884 Less: Net income attributable to unvested restricted share grants (656 ) (392 ) (1,171 ) (496 ) Net income attributable to UHS – basic and diluted $ 237,664 $ 225,660 $ 471,317 $ 449,388 Weighted average number of common shares - basic 89,136 93,842 89,956 94,034 Net effect of dilutive stock options and grants based on the treasury stock method 99 439 145 448 Weighted average number of common shares and equivalents - diluted 89,235 94,281 90,101 94,482 Earnings per basic share attributable to UHS: $ 2.67 $ 2.40 $ 5.24 $ 4.78 Earnings per diluted share attributable to UHS: $ 2.66 $ 2.39 $ 5.23 $ 4.76 The “Net effect of dilutive stock options and grants based on the treasury stock method”, for all periods presented above, excludes certain outstanding stock options applicable to each period since the effect would have been anti-dilutive. The excluded weighted-average stock options totaled 8.5 million for the three months ended June 30, 2019 and 7.8 million for the six months ended June 30, 2019. The excluded weighted-average stock options totaled 7.6 million for the three months ended June 30, 2018 and 5.3 million for the six months ended June 30, 2018. All classes of our common stock have the same dividend rights. The decrease in our basic and diluted weighted number of common shares outstanding for the three and six months ended June 30, 2019, as compared to the comparable prior year three and six months, was due primarily to the impact of shares repurchased by us since January 1, 2018. Stock-Based Compensation: During the three-month periods ended June 30, 2019 and 2018, pre-tax compensation cost of $14.7 million and $13.6 million, respectively, was recognized related to outstanding stock options. During the six-month periods ended June 30, 2019 and 2018, pre-tax compensation costs of $30.5 million and $32.5 million, respectively, was recognized related to outstanding stock options. In addition, during the three-month periods ended June 30, 2019 and 2018, pre-tax compensation cost of approximately $2.1 million and $1.2 million (net of cancellations), respectively, was recognized related to restricted stock. During the six-month periods ended June 30, 2019 and 2018, pre-tax compensation costs of approximately $3.7 million and $1.7 million (net of cancellations), respectively, was recognized related to restricted stock. As of June 30, 2019 there was approximately $157.4 million of unrecognized compensation cost related to unvested options and restricted stock which is expected to be recognized over the remaining weighted average vesting period of 2.9 years The expense associated with stock-based compensation arrangements is a non-cash charge. In the Condensed Consolidated Statements of Cash Flows, stock-based compensation expense is an adjustment to reconcile net income to cash provided by operating activities and aggregated to $34.7 million during each of the six-month periods ended June 30, 2019 and 2018. |
Dispositions and acquisitions
Dispositions and acquisitions | 6 Months Ended |
Jun. 30, 2019 | |
Business Combinations [Abstract] | |
Dispositions and acquisitions | (9) Dispositions and acquisitions Six-month period ended June 30, 2019: Acquisitions: During the first six months of 2019, there were no acquisitions. Divestitures: During the first six months of 2019, there were no divestitures. Six-month period ended June 30, 2018: Acquisitions: During the first six months of 2018, we paid approximately $21 million to acquire businesses and property consisting primarily of the acquisition of a 109-bed behavioral health care facility located in Gulfport, Mississippi (acquired during the first quarter). Divestitures: During the first six months of 2018, we received approximately $14 million in connection with: (i) the required divestiture of an 18-bed behavioral health care facility located in the U.K. (pursuant to final ruling of The Competition and Markets Authority in connection with our acquisition of Cambian Group, PLC), and; (ii) the real property of a closed behavioral health facility. |
Dividends
Dividends | 6 Months Ended |
Jun. 30, 2019 | |
Earnings Per Share [Abstract] | |
Dividends | (10) Dividends We declared and paid dividends of $8.9 million, or $.10 per share, during the second quarter of 2019 and $9.4 million or $.10 per share during the second quarter of 2018. We declared and paid dividends of $18.0 million and $18.8 million during the six-month periods ended June 30, 2019 and 2018, respectively. |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2019 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | (11) Income Taxes Our effective income tax rates were 22.4% and 23.5% during the three-month periods ended June 30, 2019 and 2018, respectively, and 21.2% and 23.2% during the six-month periods ended June 30, 2019, and 2018, respectively. The decrease in the effective tax rate during the three-month period ended June 30, 2019, as compared to the comparable quarter of 2018, was primarily due to a favorable $4 million adjustment to the income tax provision related to the effects of a change in state tax law enacted during the second quarter of 2019. The decrease in the effective tax rate during the six-month period ended June 30, 2019, compared with the same period in 2018, was primarily due to a $9 million decrease in our provision for income taxes attributable to employee share-based payment accounting, which decreased our provision for income taxes by $10 million during the first six months of 2019 as compared to $2 million during the first six months of 2018. The global intangible low-taxed income (“GILTI”) provisions from the TCJA-17 require the inclusion of the earnings of certain foreign subsidiaries in excess of an acceptable rate of return on certain assets of the respective subsidiaries in our U.S. tax return for tax years beginning after December 31, 2017. An accounting policy election was made during 2018 to treat taxes related to GILTI as a period cost when the tax is incurred. We recorded a GILTI tax provision of less than $1 million for the six-month periods ended June 30, 2019 and 2018, respectively. As of January 1, 2019, our unrecognized tax benefits were approximately $2 million. The amount, if recognized, that would favorably affect the effective tax rate is approximately $1 million. During the six months ended June 30, 2019, changes to the estimated liabilities for uncertain tax positions (including accrued interest) relating to tax positions taken during prior and current periods did not have a material impact on our financial statements. We recognize accrued interest and penalties associated with uncertain tax positions as part of the tax provision. As of June 30, 2019, we have less than $1 million of accrued interest and penalties. The U.S. federal statute of limitations remains open for 2015 and subsequent years. Foreign and U.S. state and local jurisdictions have statutes of limitations generally ranging from 3 to 4 years. The statute of limitations on certain jurisdictions could expire within the next twelve months. It is reasonably possible that the amount of uncertain tax benefits will change during the next 12 months, however, it is anticipated that any such change, if it were to occur, would not have a material impact on our results of operations. We operate in multiple jurisdictions with varying tax laws. We are subject to audits by any of these taxing authorities. Our tax returns have been examined by the Internal Revenue Service (“IRS”) through the year ended December 31, 2006. We believe that adequate accruals have been provided for federal, foreign and state taxes. |
Revenue
Revenue | 6 Months Ended |
Jun. 30, 2019 | |
Revenue From Contract With Customer [Abstract] | |
Revenue | (12) Revenue In May 2014 and March 2016, the FASB issued ASU 2014-09 and ASU 2016-08, “Revenue from Contracts with Customers (Topic 606)” and “Revenue from Contracts with Customers: Principal versus Agent Considerations (Reporting Revenue Gross versus Net)”, respectively, which provides guidance for revenue recognition. The standard’s core principle is that a company will recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. Under the new standards, our estimate for amounts not expected to be collected based on historica l experience will continue to be recognized as a reduction to net revenue. However, subsequent changes in estimate of collectability due to a change in the financial status of a payer, for example a bankruptcy, will be recognized as bad debt expense in ope rating charges. The performance obligation is separately identifiable from other promises in the customer contract. As the performance obligations are met (i.e.: room, board, ancillary services, level of care), revenue is recognized based upon allocated transaction price. . In assessing collectability, we have elected the portfolio approach. This portfolio approach is being used as we have large volume of similar contracts with similar classes of customers. We reasonably expect that the effect of applying a portfolio approach to a group of contracts would not differ materially from considering each contract separately. Management’s judgment to group the contracts by portfolio is based on the payment behavior expected in each portfolio category. As a result, aggregating all of the contracts (which are at the patient level) by the particular payer or group of payers, will result in the recognition of the same amount of revenue as applying the analysis at the individual patient level. We group our revenues into categories based on payment behaviors. Each component has its own reimbursement structure which allows us to disaggregate the revenue into categories that share the nature and timing of payments. The other patient revenue consists primarily of self-pay, government-funded non-Medicaid, and other. The following table disaggregates our revenue by major source for the three and six month periods ended June 30, 2019 and 2018 (in thousands): For the three months ended June 30, 2019 Acute Care Behavioral Health Other Total Medicare $ 319,060 21 % $ 139,248 11 % $ 458,308 16 % Managed Medicare 211,660 14 % 54,152 4 % 265,812 9 % Medicaid 138,682 9 % 183,563 14 % 322,245 11 % Managed Medicaid 145,970 10 % 275,252 21 % 421,222 15 % Managed Care (HMO and PPOs) 566,165 37 % 346,717 26 % 912,882 32 % UK Revenue 0 0 % 143,800 11 % 143,800 5 % Other patient revenue and adjustments, net 36,161 2 % 126,903 10 % 163,064 6 % Other non-patient revenue 114,011 7 % 50,606 4 % 3,218 167,835 6 % Total Net Revenue $ 1,531,709 100 % $ 1,320,241 100 % $ 3,218 2,855,168 100 % For the six months ended June 30, 2019 Acute Care Behavioral Health Other Total Medicare $ 654,969 21 % $ 276,704 11 % $ 931,673 16 % Managed Medicare 420,763 14 % 106,411 4 % 527,174 9 % Medicaid 243,192 8 % 356,479 14 % 599,671 11 % Managed Medicaid 279,701 9 % 542,525 21 % 822,226 15 % Managed Care (HMO and PPOs) 1,136,548 37 % 694,599 27 % 1,831,147 32 % UK Revenue 0 0 % 280,502 11 % 280,502 5 % Other patient revenue and adjustments, net 88,044 3 % 250,381 10 % 338,425 6 % Other non-patient revenue 223,336 7 % 99,023 4 % 6,382 328,741 6 % Total Net Revenue $ 3,046,553 100 % $ 2,606,624 100 % $ 6,382 5,659,559 100 % For the three months ended June 30, 2018 Acute Care Behavioral Health Other Total Medicare $ 305,471 22 % $ 146,643 12 % $ 452,114 17 % Managed Medicare 174,196 12 % 51,043 4 % 225,239 8 % Medicaid 109,225 8 % 175,966 14 % 285,191 11 % Managed Medicaid 138,346 10 % 247,276 19 % 385,622 14 % Managed Care (HMO and PPOs) 512,631 37 % 361,047 28 % 873,678 33 % UK Revenue 0 0 % 119,457 9 % 119,457 4 % Other patient revenue and adjustments, net 63,950 5 % 121,392 10 % 185,342 7 % Other non-patient revenue 100,172 7 % 51,259 4 % 3,279 154,710 6 % Total Net Revenue $ 1,403,991 100 % $ 1,274,083 100 % $ 3,279 2,681,353 100 % For the six months ended June 30, 2018 Acute Care Behavioral Health Other Total Medicare $ 661,228 23 % $ 289,170 12 % $ 950,398 18 % Managed Medicare 363,294 13 % 96,038 4 % 459,332 9 % Medicaid 219,004 8 % 353,302 14 % 572,306 11 % Managed Medicaid 268,285 9 % 478,052 19 % 746,337 14 % Managed Care (HMO and PPOs) 1,028,609 36 % 719,109 29 % 1,747,718 33 % UK Revenue 0 0 % 234,198 9 % 234,198 4 % Other patient revenue and adjustments, net 110,840 4 % 238,377 9 % 349,217 7 % Other non-patient revenue 198,363 7 % 103,833 4 % 7,167 309,363 6 % Total Net Revenue $ 2,849,623 100 % $ 2,512,079 100 % $ 7,167 5,368,869 100 % |
Lease Accounting
Lease Accounting | 6 Months Ended |
Jun. 30, 2019 | |
Leases [Abstract] | |
Lease Accounting | (13) Lease Accounting In February 2016, the FASB issued ASU 2016-02 (Topic 842) "Leases." Topic 842 supersedes the lease requirements in Accounting Standards Codification Topic 840, "Leases." Under Topic 842, lessees are required to recognize assets and liabilities on the balance sheet for most leases and provide enhanced disclosures. Leases will be classified as either finance or operating. We adopted Topic 842 effective January 1, 2019. We applied Topic 842 to all leases as of January 1, 2019 with comparative periods continuing to be reported under Topic 840. We have elected the practical expedient package to not reassess at adoption (i) expired or existing contracts for whether they are or contain a lease, (ii) the lease classification of any existing leases or (iii) initial indirect costs for existing leases. We determine if an arrangement is or contains a lease at inception of the contract. Our right-of-use assets represent our right to use the underlying assets for the lease term and our lease liabilities represent our obligation to make lease payments arising from the leases. Right-of-use assets and lease liabilities are recognized at commencement date based on the present value of lease payments over the lease term. We use the implicit rate noted within the contract. If not readily available, we use our estimated incremental borrowing rate, which is derived using a collateralized borrowing rate for the same currency and term as the associated lease. Our operating leases are primarily for real estate, including certain acute care facilities, off-campus outpatient facilities, medical office buildings, and corporate and other administrative offices. Our real estate lease agreements typically have initial terms of five to 10 years. These real estate leases may include one or more options to renew, with renewals that can extend the lease term from five to 10 years. The exercise of lease renewal options is at our sole discretion. When determining the lease term, we included options to extend or terminate the lease when it is reasonably certain that we will exercise that option. The components of lease expense for the three and six month periods ended June 30, 2019 are as follows (in thousands): Three months ended June 30, Six months ended June 30, 2019 2019 Operating lease cost $ 18,260 $ 36,339 Variable and short term lease cost (a) 8,275 16,321 Total lease cost $ 26,535 $ 52,660 Finance lease cost: Amortization of right-of-use-assets $ 482 $ 963 Interest on lease liabilities 474 958 Total finance lease cost $ 956 $ 1,921 (a) Includes equipment, month-to-month and leases with a maturity of less than 12 months. Supplemental cash flow information related to leases for the six month period ended June 30, 2019 are as follows (in thousands): Six months ended June 30, 2019 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 52,036 Operating cash flows from finance leases $ 1,108 Financing cash flows from finance leases $ 907 Right-of-use assets obtained in exchange for lease obligations: Operating leases $ 359,329 Finance leases 0 Included in the $359 million of right-of-use assets obtained in exchange for operating lease obligations is $8.9 million of new operating leases entered into during the six month period ended June 30, 2019. Supplemental balance sheet information related to leases as of June 30, 2019 are as follows (in thousands): June 30, 2019 Operating Leases Right of use assets-operating leases $ 332,135 Operating lease liabilities $ 56,447 Operating lease liabilities noncurrent 275,688 Total operating lease liabilities $ 332,135 Finance Leases Property and equipment $ 23,250 Accumulated depreciation (10,363 ) Property and equipment, net $ 12,887 Current maturities of long-term debt $ 1,664 Long-term debt 17,206 Total finance lease liabilities $ 18,870 Weighted Average remaining lease term, years Operating leases 10.0 Finance leases 7.6 Weighted Average discount rate Operating leases 4.7 % Finance leases 10.4 % Future maturities of lease liabilities as of June 30, 2019 are as follows (in thousands): Operating Leases Finance Leases Year ending December 31, 2019 (remaining 6 months) $ 35,307 $ 1,834 2020 64,302 3,375 2021 57,151 3,257 2022 46,746 3,559 2023 42,234 3,654 Later years 181,673 12,092 Total lease payments 427,413 27,771 less imputed interest (95,278 ) (8,901 ) Total $ 332,135 $ 18,870 Future minimum rental payments under lease commitments with a term of more than one year as of December 31, 2018, prior to our adoption of ASU 2016-02 are as follows (amounts in thousands): Year Capital Leases Operating Leases 2019 $ 3,996 $ 72,353 2020 3,345 59,492 2021 3,227 48,891 2022 3,508 35,233 2023 3,624 28,839 Later years 12,070 123,039 Total minimum rental $ 29,770 $ 367,847 Less: Amount representing interest (9,829 ) Present value of minimum rental commitments 19,941 Less: Current portion of capital lease obligations (2,128 ) Long-term portion of capital lease obligations $ 17,813 |
Recent Accounting Standards
Recent Accounting Standards | 6 Months Ended |
Jun. 30, 2019 | |
Accounting Changes And Error Corrections [Abstract] | |
Recent Accounting Standards | (14) Recent Accounting Standards In January, 2017, the FASB issued ASU No. 2017-04, “Intangibles-Goodwill and Other (Topic 350): Simplifying the Accounting for Goodwill Impairment” (“ASU 2017-04”), which removes the requirement to perform a hypothetical purchase price allocation to measure goodwill impairment. A goodwill impairment will now be the amount by which a reporting unit’s carrying value exceeds its fair value, not to exceed the carrying amount of goodwill. ASU 2017-04 is effective for the annual and interim periods beginning January 1, 2020 with early adoption permitted, and applied prospectively. We do not expect ASU 2017-04 to have a material impact on our financial statements. From time to time, new accounting guidance is issued by the FASB or other standard setting bodies that is adopted by the Company as of the effective date or, in some cases where early adoption is permitted, in advance of the effective date. The Company has assessed the recently issued guidance that is not yet effective and, unless otherwise indicated above, believes the new guidance will not have a material impact on our results of operations, cash flows or financial position. |
Relationship with Universal H_2
Relationship with Universal Health Realty Income Trust and Related Party Transactions (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Related Party Transactions [Abstract] | |
Remaining Renewal Options and Terms for Each of Three Hospital Facilities Leased from Trust | The table below details the renewal options and terms for each of our three acute care hospital facilities leased from the Trust: Hospital Name Annual Minimum Rent End of Lease Term Renewal Term (years) McAllen Medical Center $ 5,485,000 December, 2026 5(a) Wellington Regional Medical Center $ 3,030,000 December, 2021 10(b) Southwest Healthcare System, Inland Valley Campus $ 2,648,000 December, 2021 10(b) (a) We have one 5-year renewal option at existing lease rates (through 2031). (b) We have two 5-year |
Treasury (Tables)
Treasury (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Equity [Abstract] | |
Summary of Effects of Interest Rate Swap Agreements and Foreign Currency Foreign Exchange Contracts on Result of Operations | The following table presents the effects of our interest rate swap agreements and our foreign currency foreign exchange contracts on our results of operations for the three and six month periods ended June 30, 2019 and 2018 (in thousands): Gain/(Loss) recognized in AOCI Three months ended Six months ended June 30, June 30, June 30, June 30, 2019 2018 2019 2018 Cash Flow Hedge relationships Interest rate swap agreements (a) $ (1,008 ) $ (545 ) $ (3,925 ) $ 1,579 Net Investment Hedge relationships Foreign currency foreign exchange contracts (b) $ 40,436 $ 68,151 $ 45,657 $ 22,298 (a) The amount of (b) The amount reclassified out of AOCI into Other (income) expense, net includes the net effect of a $815,000 gain offset by a $815,000 loss recorded on repatriation of cash related to our net investment in the U.K. for the three-month period ended June 30, 2019, and $4.6 million gain offset by a $4.6 million loss recorded on repatriation of cash related to our net investment in the U.K. during the six-month period ended June 30, 2019. There were no amounts reclassified out of AOCI for the three and six-month periods ended June 30, 2018. |
Summary of Cash, Cash Equivalents and Restricted Cash Reported In Condensed Consolidated Statements of Cash Flows | Cash, cash equivalents, and restricted cash as reported in the condensed consolidated statements of cash flows are presented separately on our condensed consolidated balance sheets as follow (in thousands): June 30, December 31, 2019 2018 Cash and cash equivalents $ 61,297 $ 105,220 Restricted cash and cash equivalents (a) 95,404 94,465 Total cash, cash equivalents and restricted cash $ 156,701 $ 199,685 (a) Restricted cash and cash equivalents is included in other assets on the accompanying consolidated balance sheet. |
Fair Value Measurement (Tables)
Fair Value Measurement (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Fair Value Disclosures [Abstract] | |
Summary of Assets and Liabilities Recorded at Fair Value on Recurring Basis | The following tables present the assets and liabilities recorded at fair value on a recurring basis: Balance at Balance Sheet Basis of Fair Value Measurement (in thousands) June 30, 2019 Location Level 1 Level 2 Level 3 Assets: Money market mutual funds $ 110,830 Other assets 110,830 Certificates of deposit 2,202 Other assets 2,202 Available for sale securities 58,213 Other assets 58,213 Deferred compensation assets 32,773 Other assets 32,773 Interest rate swap agreements - Accounts Receivable, net - Foreign currency exchange contracts 1,202 Other current assets 1,202 $ 205,220 204,018 1,202 - Liabilities: Deferred compensation liability $ 32,773 Other noncurrent liabilities 32,773 $ 32,773 32,773 - - Balance at Balance Sheet Basis of Fair Value Measurement (in thousands) December 31, 2018 Location Level 1 Level 2 Level 3 Assets: Money market mutual funds $ 106,530 Other assets 106,530 Certificates of deposit 5,415 Other assets 5,415 Available for sale securities 55,594 Other assets 55,594 Deferred compensation assets 32,998 Other assets 32,998 Interest rate swap agreements 3,925 Accounts Receivable, net 3,925 Foreign currency exchange contracts 8,908 Other current assets 8,908 $ 213,370 200,537 12,833 - Liabilities: Deferred compensation liability $ 32,998 Other noncurrent liabilities 32,998 $ 32,998 32,998 - - |
Segment Reporting (Tables)
Segment Reporting (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Segment Reporting [Abstract] | |
Segment Reporting | Three months ended June 30, 2019 Acute Care Hospital Services Behavioral Health Services (a) Other Total Consolidated (Amounts in thousands) Gross inpatient revenues $ 7,051,925 $ 2,547,626 $ 0 $ 9,599,551 Gross outpatient revenues $ 4,402,308 $ 268,693 $ 0 $ 4,671,001 Total net revenues $ 1,531,709 $ 1,320,241 $ 3,218 $ 2,855,168 Income/(loss) before allocation of corporate overhead and income taxes $ 188,157 $ 265,986 $ (143,335 ) $ 310,808 Allocation of corporate overhead $ (57,528 ) $ (41,638 ) $ 99,166 $ 0 Income/(loss) after allocation of corporate overhead and before income taxes $ 130,629 $ 224,348 $ (44,169 ) $ 310,808 Total assets as of June 30, 2019 $ 4,413,509 $ 6,933,825 $ 405,316 $ 11,752,650 Six months ended June 30, 2019 Acute Care Hospital Services Behavioral Health Services (a) Other Total Consolidated (Amounts in thousands) Gross inpatient revenues $ 14,215,639 $ 5,031,625 $ 0 $ 19,247,264 Gross outpatient revenues $ 8,659,922 $ 535,239 $ 0 $ 9,195,161 Total net revenues $ 3,046,553 $ 2,606,624 $ 6,382 $ 5,659,559 Income/(loss) before allocation of corporate overhead and income taxes $ 380,370 $ 510,154 $ (283,420 ) $ 607,104 Allocation of corporate overhead $ (115,028 ) $ (83,285 ) $ 198,313 $ 0 Income/(loss) after allocation of corporate overhead and before income taxes $ 265,342 $ 426,869 $ (85,107 ) $ 607,104 Total assets as of June 30, 2019 $ 4,413,509 $ 6,933,825 $ 405,316 $ 11,752,650 Three months ended June 30, 2018 Acute Care Hospital Services Behavioral Health Services (a) Other Total Consolidated (Amounts in thousands) Gross inpatient revenues $ 6,164,010 $ 2,448,894 $ 0 $ 8,612,904 Gross outpatient revenues $ 3,760,326 $ 267,537 $ 0 $ 4,027,863 Total net revenues $ 1,403,991 $ 1,274,083 $ 3,279 $ 2,681,353 Income/(loss) before allocation of corporate overhead and income taxes $ 162,015 $ 261,444 $ (121,689 ) $ 301,770 Allocation of corporate overhead $ (49,902 ) $ (40,246 ) $ 90,148 $ 0 Income/(loss) after allocation of corporate overhead and before income taxes $ 112,113 $ 221,198 $ (31,541 ) $ 301,770 Total assets as of June 30, 2018 $ 3,971,106 $ 6,746,272 $ 352,039 $ 11,069,417 Six months ended June 30, 2018 Acute Care Hospital Services Behavioral Health Services (a) Other Total Consolidated (Amounts in thousands) Gross inpatient revenues $ 12,525,776 $ 4,851,152 $ 0 $ 17,376,928 Gross outpatient revenues $ 7,474,987 $ 522,718 $ 0 $ 7,997,705 Total net revenues $ 2,849,623 $ 2,512,079 $ 7,167 $ 5,368,869 Income/(loss) before allocation of corporate overhead and income taxes $ 365,726 $ 500,192 $ (267,910 ) $ 598,008 Allocation of corporate overhead $ (99,793 ) $ (80,578 ) $ 180,371 $ 0 Income/(loss) after allocation of corporate overhead and before income taxes $ 265,933 $ 419,614 $ (87,539 ) $ 598,008 Total assets as of June 30, 2018 $ 3,971,106 $ 6,746,272 $ 352,039 $ 11,069,417 (a) Includes net revenues generated from our behavioral health care facilities located in the U.K. amounting to approximately $144 million and $119 million for the three-month periods ended June 30, 2019 and 2018, respectively, and approximately $281 million and $234 million for the six-month periods ended June 30, 2019 and 2018, respectively. Total assets at our U.K. behavioral health care facilities were approximately $1.217 billion and $1.123 billion as of June 30, 2019 and 2018, respectively. |
Earnings Per Share Data ("EPS_2
Earnings Per Share Data ("EPS") and Stock Based Compensation (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Computation of Basic and Diluted Earnings per Share | The following table sets forth the computation of basic and diluted earnings per share for the periods indicated (in thousands, except per share data): Three months ended June 30, Six months ended June 30, 2019 2018 2019 2018 Basic and Diluted: Net income attributable to UHS $ 238,320 $ 226,052 $ 472,488 $ 449,884 Less: Net income attributable to unvested restricted share grants (656 ) (392 ) (1,171 ) (496 ) Net income attributable to UHS – basic and diluted $ 237,664 $ 225,660 $ 471,317 $ 449,388 Weighted average number of common shares - basic 89,136 93,842 89,956 94,034 Net effect of dilutive stock options and grants based on the treasury stock method 99 439 145 448 Weighted average number of common shares and equivalents - diluted 89,235 94,281 90,101 94,482 Earnings per basic share attributable to UHS: $ 2.67 $ 2.40 $ 5.24 $ 4.78 Earnings per diluted share attributable to UHS: $ 2.66 $ 2.39 $ 5.23 $ 4.76 |
Revenue (Tables)
Revenue (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Revenue From Contract With Customer [Abstract] | |
Schedule of Disaggregates Revenue by Major Source | The following table disaggregates our revenue by major source for the three and six month periods ended June 30, 2019 and 2018 (in thousands): For the three months ended June 30, 2019 Acute Care Behavioral Health Other Total Medicare $ 319,060 21 % $ 139,248 11 % $ 458,308 16 % Managed Medicare 211,660 14 % 54,152 4 % 265,812 9 % Medicaid 138,682 9 % 183,563 14 % 322,245 11 % Managed Medicaid 145,970 10 % 275,252 21 % 421,222 15 % Managed Care (HMO and PPOs) 566,165 37 % 346,717 26 % 912,882 32 % UK Revenue 0 0 % 143,800 11 % 143,800 5 % Other patient revenue and adjustments, net 36,161 2 % 126,903 10 % 163,064 6 % Other non-patient revenue 114,011 7 % 50,606 4 % 3,218 167,835 6 % Total Net Revenue $ 1,531,709 100 % $ 1,320,241 100 % $ 3,218 2,855,168 100 % For the six months ended June 30, 2019 Acute Care Behavioral Health Other Total Medicare $ 654,969 21 % $ 276,704 11 % $ 931,673 16 % Managed Medicare 420,763 14 % 106,411 4 % 527,174 9 % Medicaid 243,192 8 % 356,479 14 % 599,671 11 % Managed Medicaid 279,701 9 % 542,525 21 % 822,226 15 % Managed Care (HMO and PPOs) 1,136,548 37 % 694,599 27 % 1,831,147 32 % UK Revenue 0 0 % 280,502 11 % 280,502 5 % Other patient revenue and adjustments, net 88,044 3 % 250,381 10 % 338,425 6 % Other non-patient revenue 223,336 7 % 99,023 4 % 6,382 328,741 6 % Total Net Revenue $ 3,046,553 100 % $ 2,606,624 100 % $ 6,382 5,659,559 100 % For the three months ended June 30, 2018 Acute Care Behavioral Health Other Total Medicare $ 305,471 22 % $ 146,643 12 % $ 452,114 17 % Managed Medicare 174,196 12 % 51,043 4 % 225,239 8 % Medicaid 109,225 8 % 175,966 14 % 285,191 11 % Managed Medicaid 138,346 10 % 247,276 19 % 385,622 14 % Managed Care (HMO and PPOs) 512,631 37 % 361,047 28 % 873,678 33 % UK Revenue 0 0 % 119,457 9 % 119,457 4 % Other patient revenue and adjustments, net 63,950 5 % 121,392 10 % 185,342 7 % Other non-patient revenue 100,172 7 % 51,259 4 % 3,279 154,710 6 % Total Net Revenue $ 1,403,991 100 % $ 1,274,083 100 % $ 3,279 2,681,353 100 % For the six months ended June 30, 2018 Acute Care Behavioral Health Other Total Medicare $ 661,228 23 % $ 289,170 12 % $ 950,398 18 % Managed Medicare 363,294 13 % 96,038 4 % 459,332 9 % Medicaid 219,004 8 % 353,302 14 % 572,306 11 % Managed Medicaid 268,285 9 % 478,052 19 % 746,337 14 % Managed Care (HMO and PPOs) 1,028,609 36 % 719,109 29 % 1,747,718 33 % UK Revenue 0 0 % 234,198 9 % 234,198 4 % Other patient revenue and adjustments, net 110,840 4 % 238,377 9 % 349,217 7 % Other non-patient revenue 198,363 7 % 103,833 4 % 7,167 309,363 6 % Total Net Revenue $ 2,849,623 100 % $ 2,512,079 100 % $ 7,167 5,368,869 100 % |
Lease Accounting (Tables)
Lease Accounting (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Leases [Abstract] | |
Components of Lease Expense | The components of lease expense for the three and six month periods ended June 30, 2019 are as follows (in thousands): Three months ended June 30, Six months ended June 30, 2019 2019 Operating lease cost $ 18,260 $ 36,339 Variable and short term lease cost (a) 8,275 16,321 Total lease cost $ 26,535 $ 52,660 Finance lease cost: Amortization of right-of-use-assets $ 482 $ 963 Interest on lease liabilities 474 958 Total finance lease cost $ 956 $ 1,921 (a) Includes equipment, month-to-month and leases with a maturity of less than 12 months. |
Supplemental Cash Flow Information Related to Leases | Supplemental cash flow information related to leases for the six month period ended June 30, 2019 are as follows (in thousands): Six months ended June 30, 2019 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 52,036 Operating cash flows from finance leases $ 1,108 Financing cash flows from finance leases $ 907 Right-of-use assets obtained in exchange for lease obligations: Operating leases $ 359,329 Finance leases 0 |
Supplemental Balance Sheet Information Related to Leases | Supplemental balance sheet information related to leases as of June 30, 2019 are as follows (in thousands): June 30, 2019 Operating Leases Right of use assets-operating leases $ 332,135 Operating lease liabilities $ 56,447 Operating lease liabilities noncurrent 275,688 Total operating lease liabilities $ 332,135 Finance Leases Property and equipment $ 23,250 Accumulated depreciation (10,363 ) Property and equipment, net $ 12,887 Current maturities of long-term debt $ 1,664 Long-term debt 17,206 Total finance lease liabilities $ 18,870 Weighted Average remaining lease term, years Operating leases 10.0 Finance leases 7.6 Weighted Average discount rate Operating leases 4.7 % Finance leases 10.4 % |
Future Maturities of Lease Liabilities | Future maturities of lease liabilities as of June 30, 2019 are as follows (in thousands): Operating Leases Finance Leases Year ending December 31, 2019 (remaining 6 months) $ 35,307 $ 1,834 2020 64,302 3,375 2021 57,151 3,257 2022 46,746 3,559 2023 42,234 3,654 Later years 181,673 12,092 Total lease payments 427,413 27,771 less imputed interest (95,278 ) (8,901 ) Total $ 332,135 $ 18,870 |
Future Minimum Rental Payments Under Lease Commitments | Future minimum rental payments under lease commitments with a term of more than one year as of December 31, 2018, prior to our adoption of ASU 2016-02 are as follows (amounts in thousands): Year Capital Leases Operating Leases 2019 $ 3,996 $ 72,353 2020 3,345 59,492 2021 3,227 48,891 2022 3,508 35,233 2023 3,624 28,839 Later years 12,070 123,039 Total minimum rental $ 29,770 $ 367,847 Less: Amount representing interest (9,829 ) Present value of minimum rental commitments 19,941 Less: Current portion of capital lease obligations (2,128 ) Long-term portion of capital lease obligations $ 17,813 |
Relationship with Universal H_3
Relationship with Universal Health Realty Income Trust and Related Party Transactions - Additional Information (Detail) | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||||||
Sep. 30, 2019USD ($)BedLeaseSquareFoot | Jun. 30, 2019USD ($)Facility | Jun. 30, 2018USD ($) | Dec. 31, 2013 | Jun. 30, 2019USD ($)HospitalFacility | Jun. 30, 2018USD ($)Hospital | Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($) | Dec. 31, 2017 | Dec. 31, 2016 | |
Related Party Transaction [Line Items] | ||||||||||
Net revenues | $ 2,855,168,000 | $ 2,681,353,000 | $ 5,659,559,000 | $ 5,368,869,000 | ||||||
Chief Executive Officer | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Estimated payments to acquire life insurance policies | 28,000,000 | |||||||||
Payments to acquire life insurance policies, net | $ 1,100,000 | |||||||||
Chief Executive Officer | Trust Owned by CEO | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Estimated payments to acquire life insurance policies | $ 9,000,000 | |||||||||
Scenario Forecast | Chief Executive Officer | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Payments to acquire life insurance policies, net | $ 1,100,000 | |||||||||
Scenario Forecast | Joint Venture Agreement | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Lease initial terms | 20 years | |||||||||
Lease renewal period, years | 10 years | |||||||||
Number of beds | Bed | 108 | |||||||||
Number of triple net lease | Lease | 5 | |||||||||
Number of square foot to be constructed | SquareFoot | 80,000 | |||||||||
Expected aggregate fee | $ 750,000 | |||||||||
Estimated project cost | 37,500,000 | |||||||||
Estimated initial annual rent | $ 2,700,000 | |||||||||
Expected project to begin and be completed year | 2020 | |||||||||
Minimum | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Lease initial terms | 5 years | 5 years | ||||||||
Minimum | Chief Executive Officer | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Estimated death benefit proceeds | $ 37,000,000 | |||||||||
Maximum | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Lease initial terms | 10 years | 10 years | ||||||||
Relationship with Universal Health Realty Income Trust | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Trust outstanding shares held, percentage | 5.70% | 5.70% | ||||||||
Percentage of annual incentive fee | 20.00% | |||||||||
Percentage of advisory fee on average invested real estate assets | 0.70% | 0.70% | 0.70% | 0.70% | 0.70% | |||||
Pre-tax share of income from the Trust | $ 200,000 | 590,000 | $ 500,000 | $ 874,000 | ||||||
Dividends received from the Trust | 536,000 | 528,000 | 1,100,000 | 1,100,000 | ||||||
Carrying value of investment in Trust | 6,900,000 | 6,900,000 | $ 7,500,000 | |||||||
Market value of investment in Trust | 66,900,000 | $ 66,900,000 | 48,300,000 | |||||||
Lease renewal period, years | 5 years | |||||||||
Rent expense under operating leases | $ 4,000,000 | 4,000,000 | $ 8,000,000 | $ 8,000,000 | ||||||
Notice period on renewal of lease | 90 days | |||||||||
Period of rights of refusal to leased facilities | 180 days | |||||||||
Number of hospital facilities | Hospital | 3 | 3 | ||||||||
Number of free-standing emergency departments to be acquired | Facility | 2 | 2 | ||||||||
Relationship with Universal Health Realty Income Trust | Minimum | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Lease initial terms | 13 years | 13 years | ||||||||
Relationship with Universal Health Realty Income Trust | Minimum | Limited Liability Companies | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Non-controlling ownership interests by subsidiaries | 95.00% | 95.00% | ||||||||
Relationship with Universal Health Realty Income Trust | Maximum | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Lease initial terms | 15 years | 15 years | ||||||||
Relationship with Universal Health Realty Income Trust | Maximum | Limited Liability Companies | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Non-controlling ownership interests by subsidiaries | 100.00% | 100.00% | ||||||||
Relationship with Universal Health Realty Income Trust | Advisory Fee | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Net revenues | $ 1,000,000 | $ 900,000 | $ 2,000,000 | $ 1,900,000 | ||||||
Premier, Inc. | Other (Income) Expense, Net | ASU 2016-01 | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Unrealized gain | 2,000,000 | |||||||||
Premier, Inc. | Group Purchasing Organization Agreement | Restricted Stock | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Shares vesting period | 7 years | |||||||||
Shares vesting period start year | 2014 | |||||||||
Shares vesting period end year | 2020 | |||||||||
Market value of retained vested shares | $ 58,000,000 | $ 56,000,000 |
Remaining Renewal Options and T
Remaining Renewal Options and Terms for Hospital Facilities Leased from Trust (Detail) | 6 Months Ended | |
Jun. 30, 2019USD ($) | ||
McAllen Medical Center | ||
Property Subject to or Available for Operating Lease [Line Items] | ||
Annual Minimum Rent | $ 5,485,000 | |
End of Lease Term | 2026-12 | |
Renewal Term (years) | 5 years | [1] |
Wellington Regional Medical Center | ||
Property Subject to or Available for Operating Lease [Line Items] | ||
Annual Minimum Rent | $ 3,030,000 | |
End of Lease Term | 2021-12 | |
Renewal Term (years) | 10 years | [2] |
Southwest Healthcare System, Inland Valley Campus | ||
Property Subject to or Available for Operating Lease [Line Items] | ||
Annual Minimum Rent | $ 2,648,000 | |
End of Lease Term | 2021-12 | |
Renewal Term (years) | 10 years | [2] |
[1] | We have one 5-year renewal option at existing lease rates (through 2031). | |
[2] | We have two 5-year |
Remaining Renewal Options and_2
Remaining Renewal Options and Terms for Hospital Facilities Leased from Trust (Parenthetical) (Detail) | 6 Months Ended |
Jun. 30, 2019RenewalOption | |
McAllen Medical Center | |
Property Subject to or Available for Operating Lease [Line Items] | |
Number of renewal options at existing lease rates | 1 |
Renewal options term at existing lease rates | 5 years |
McAllen Medical Center | Maximum | |
Property Subject to or Available for Operating Lease [Line Items] | |
Renewal options at existing lease rates expiration year | 2031 |
Wellington Regional Medical Center | |
Property Subject to or Available for Operating Lease [Line Items] | |
Number of renewal options at fair market lease rates | 2 |
Renewal options term at fair market lease rates | 5 years |
Wellington Regional Medical Center | Maximum | |
Property Subject to or Available for Operating Lease [Line Items] | |
Renewal options at fair market value lease rates expiration year | 2031 |
Wellington Regional Medical Center | Minimum | |
Property Subject to or Available for Operating Lease [Line Items] | |
Renewal options at fair market value lease rates expiration year | 2022 |
Southwest Healthcare System, Inland Valley Campus | |
Property Subject to or Available for Operating Lease [Line Items] | |
Number of renewal options at fair market lease rates | 2 |
Renewal options term at fair market lease rates | 5 years |
Southwest Healthcare System, Inland Valley Campus | Maximum | |
Property Subject to or Available for Operating Lease [Line Items] | |
Renewal options at fair market value lease rates expiration year | 2031 |
Southwest Healthcare System, Inland Valley Campus | Minimum | |
Property Subject to or Available for Operating Lease [Line Items] | |
Renewal options at fair market value lease rates expiration year | 2022 |
Other Noncurrent Liabilities _2
Other Noncurrent Liabilities and Redeemable/Noncontrolling Interests - Additional Information (Detail) $ in Millions | Jun. 30, 2019USD ($)Facility |
Minority Interest [Line Items] | |
Behavioral health care facilities with outside owners holding non-controlling minority interest | Facility | 2 |
Non-controlling interest balances | $ 71 |
Redeemable non-controlling interest balances | $ 4 |
Outside Owners | Acute Care Facility | Washington, District of Columbia | |
Minority Interest [Line Items] | |
Percentage of non-controlling, minority ownership interests held by outside owners | 20.00% |
Outside Owners | Acute Care Facility | Texas | |
Minority Interest [Line Items] | |
Percentage of non-controlling, minority ownership interests held by outside owners | 11.00% |
Outside Owners | Acute Care Facility | Nevada | |
Minority Interest [Line Items] | |
Percentage of non-controlling, minority ownership interests held by outside owners | 5.00% |
Outside Owners | Behavioral Health Care Facility | Pennsylvania | |
Minority Interest [Line Items] | |
Percentage of non-controlling, minority ownership interests held by outside owners | 20.00% |
Outside Owners | Behavioral Health Care Facility | Ohio | |
Minority Interest [Line Items] | |
Percentage of non-controlling, minority ownership interests held by outside owners | 30.00% |
Outside Owners | Behavioral Health Care Facility | Washington | |
Minority Interest [Line Items] | |
Percentage of non-controlling, minority ownership interests held by outside owners | 20.00% |
Treasury - Additional Informati
Treasury - Additional Information (Detail) $ in Thousands | Nov. 26, 2018USD ($) | Oct. 23, 2018USD ($) | Jun. 07, 2016USD ($) | Dec. 31, 2015USD ($)Derivative | Sep. 30, 2015USD ($)Derivative | Jun. 30, 2015USD ($)Derivative | Jun. 30, 2019USD ($) | Jun. 30, 2018USD ($) | Dec. 31, 2015USD ($)Derivative | Dec. 31, 2018USD ($) | Oct. 31, 2018USD ($) | Apr. 30, 2018USD ($) | Jun. 03, 2016USD ($) | Aug. 07, 2014USD ($) |
Equity Class Of Treasury Stock [Line Items] | ||||||||||||||
Line of credit facility, starting date | Oct. 23, 2018 | |||||||||||||
Rate adjustment to weighted average federal funds rate for credit facility borrowings | 0.50% | |||||||||||||
Rate adjustment to one month Eurodollar rate on credit facility borrowings | 1.00% | |||||||||||||
Accounts receivable securitization program credit facility, borrowing capacity | $ 440,000 | $ 450,000 | ||||||||||||
Accounts receivable securitization program credit facility, amount outstanding | $ 437,000 | |||||||||||||
Accounts receivable securitization program credit facility, available borrowing capacity | 13,000 | |||||||||||||
Debt instrument carrying amount | 4,150,000 | $ 4,000,000 | ||||||||||||
Fair value of debt | 4,170,000 | $ 4,000,000 | ||||||||||||
Number of additional forward starting interest rate swaps | Derivative | 4 | |||||||||||||
One Point Three One Percent Forward Starting Interest Rate Swaps | ||||||||||||||
Equity Class Of Treasury Stock [Line Items] | ||||||||||||||
Number of additional forward starting interest rate swaps | Derivative | 9 | |||||||||||||
Maturity date of interest rate cash flow hedges | Apr. 15, 2019 | |||||||||||||
Fixed rate payable on interest rate swap | 1.31% | 1.31% | ||||||||||||
One Point Four Zero Percent Forward Starting Interest Rate Swaps | ||||||||||||||
Equity Class Of Treasury Stock [Line Items] | ||||||||||||||
Number of additional forward starting interest rate swaps | Derivative | 4,000,000 | |||||||||||||
Maturity date of interest rate cash flow hedges | Apr. 15, 2019 | |||||||||||||
Average fixed rate payable on interest rate swap | 1.40% | |||||||||||||
Forward Starting Interest Rate Swaps | ||||||||||||||
Equity Class Of Treasury Stock [Line Items] | ||||||||||||||
Maturity date of interest rate cash flow hedges | Apr. 15, 2019 | |||||||||||||
Average fixed rate payable on interest rate swap | 1.23% | |||||||||||||
One Point Two One Percent Forward Starting Interest Rate Swaps | ||||||||||||||
Equity Class Of Treasury Stock [Line Items] | ||||||||||||||
Number of additional forward starting interest rate swaps | Derivative | 1 | |||||||||||||
Maturity date of interest rate cash flow hedges | Apr. 15, 2019 | |||||||||||||
Fixed rate payable on interest rate swap | 1.21% | 1.21% | ||||||||||||
Foreign Currency Forward Exchange Contracts | ||||||||||||||
Equity Class Of Treasury Stock [Line Items] | ||||||||||||||
Net cash inflows (outflows) | 53,000 | $ 22,000 | ||||||||||||
Cash Flow Hedging | One Point Three One Percent Forward Starting Interest Rate Swaps | ||||||||||||||
Equity Class Of Treasury Stock [Line Items] | ||||||||||||||
Notional amount of interest rate cash flow hedges | $ 1,000,000 | $ 1,000,000 | ||||||||||||
Cash Flow Hedging | One Point Four Zero Percent Forward Starting Interest Rate Swaps | ||||||||||||||
Equity Class Of Treasury Stock [Line Items] | ||||||||||||||
Notional amount of interest rate cash flow hedges | $ 500,000 | |||||||||||||
Cash Flow Hedging | Forward Starting Interest Rate Swaps | ||||||||||||||
Equity Class Of Treasury Stock [Line Items] | ||||||||||||||
Notional amount of interest rate cash flow hedges | $ 400,000 | |||||||||||||
Cash Flow Hedging | One Point Two Three Percent Forward Starting Interest Rate Swaps One | ||||||||||||||
Equity Class Of Treasury Stock [Line Items] | ||||||||||||||
Notional amount of interest rate cash flow hedges | 100,000 | |||||||||||||
Cash Flow Hedging | One Point Two Three Percent Forward Starting Interest Rate Swaps Two | ||||||||||||||
Equity Class Of Treasury Stock [Line Items] | ||||||||||||||
Notional amount of interest rate cash flow hedges | 200,000 | |||||||||||||
Cash Flow Hedging | One Point Two Three Percent Forward Starting Interest Rate Swaps Three | ||||||||||||||
Equity Class Of Treasury Stock [Line Items] | ||||||||||||||
Notional amount of interest rate cash flow hedges | $ 100,000 | |||||||||||||
Cash Flow Hedging | One Point Two One Percent Forward Starting Interest Rate Swaps | ||||||||||||||
Equity Class Of Treasury Stock [Line Items] | ||||||||||||||
Notional amount of interest rate cash flow hedges | $ 100,000 | $ 100,000 | ||||||||||||
Revolving Credit Facility | ||||||||||||||
Equity Class Of Treasury Stock [Line Items] | ||||||||||||||
Line of credit facility, borrowing capacity | $ 1,000,000 | $ 800,000 | 1,000,000 | |||||||||||
Line of credit facility increased amount | 200,000 | |||||||||||||
Line of credit facility, available borrowing capacity | 851,000 | |||||||||||||
Line of credit facility amount outstanding | $ 102,000 | |||||||||||||
Current applicable margins | 1.50% | |||||||||||||
Revolving Credit Facility | ABR-based loans | ||||||||||||||
Equity Class Of Treasury Stock [Line Items] | ||||||||||||||
Current applicable margins | 1.75% | |||||||||||||
Revolving Credit Facility | Minimum | One Month Eurodollar Rate Plus Index Based Loans | ||||||||||||||
Equity Class Of Treasury Stock [Line Items] | ||||||||||||||
Consolidated Leverage Ratio | 0.375% | |||||||||||||
Revolving Credit Facility | Minimum | One Two Three Six Month Eurodollar Rate Plus Index Based Loans | ||||||||||||||
Equity Class Of Treasury Stock [Line Items] | ||||||||||||||
Consolidated Leverage Ratio | 1.375% | |||||||||||||
Revolving Credit Facility | Maximum | One Month Eurodollar Rate Plus Index Based Loans | ||||||||||||||
Equity Class Of Treasury Stock [Line Items] | ||||||||||||||
Consolidated Leverage Ratio | 0.625% | |||||||||||||
Revolving Credit Facility | Maximum | One Two Three Six Month Eurodollar Rate Plus Index Based Loans | ||||||||||||||
Equity Class Of Treasury Stock [Line Items] | ||||||||||||||
Consolidated Leverage Ratio | 1.625% | |||||||||||||
Revolving Credit Facility | Short Term on Demand Credit Facility | ||||||||||||||
Equity Class Of Treasury Stock [Line Items] | ||||||||||||||
Line of credit facility amount outstanding | $ 35,000 | |||||||||||||
Revolving Credit Facility | Letter of Credit | ||||||||||||||
Equity Class Of Treasury Stock [Line Items] | ||||||||||||||
Line of credit facility, borrowing capacity | 125,000 | |||||||||||||
Line of credit facility amount outstanding | 12,000 | |||||||||||||
Tranche A Term Loan | ||||||||||||||
Equity Class Of Treasury Stock [Line Items] | ||||||||||||||
Line of credit facility, borrowing capacity | 2,000,000 | $ 1,710,000 | ||||||||||||
Line of credit facility increased amount | $ 290,000 | |||||||||||||
Senior notes, maturity date | Oct. 23, 2023 | Aug. 7, 2019 | ||||||||||||
Line of credit facility amount outstanding | 1,975,000 | |||||||||||||
Tranche A Term Loan | Quarterly Payment for First Eight Installments | ||||||||||||||
Equity Class Of Treasury Stock [Line Items] | ||||||||||||||
Scheduled principal payments per quarter | $ 12,500 | |||||||||||||
Debt Instrument Periodic Payment, description | commenced in March of 2019 and are scheduled to continue through December of 2020 | |||||||||||||
Tranche A Term Loan | Quarterly Payment after Eight Installments Until Maturity | ||||||||||||||
Equity Class Of Treasury Stock [Line Items] | ||||||||||||||
Scheduled principal payments per quarter | $ 25,000 | |||||||||||||
Debt Instrument Periodic Payment, description | commencing in March of 2021 until maturity in October of 2023 | |||||||||||||
Tranche B Term Loan | ||||||||||||||
Equity Class Of Treasury Stock [Line Items] | ||||||||||||||
Line of credit facility, borrowing capacity | $ 500,000 | |||||||||||||
Senior notes, maturity date | Oct. 31, 2025 | |||||||||||||
Line of credit facility amount outstanding | $ 498,000 | |||||||||||||
Scheduled principal payments per quarter | $ 1,250 | |||||||||||||
Debt Instrument Periodic Payment, description | which commenced on March 31, 2019 and are scheduled to continue until maturity in October of 2025 | |||||||||||||
New Senior Secured Notes | ||||||||||||||
Equity Class Of Treasury Stock [Line Items] | ||||||||||||||
Senior notes, issued | $ 1,100,000 | |||||||||||||
New Senior Secured Notes | 3.75% Senior Secured Notes due 2019 | ||||||||||||||
Equity Class Of Treasury Stock [Line Items] | ||||||||||||||
Senior Notes | $ 300,000 | |||||||||||||
Senior notes, interest rate | 3.75% | |||||||||||||
Redemption of senior notes | $ 300,000 | |||||||||||||
Redemption price, percentage | 100.485% | |||||||||||||
Redemption premium paid | $ 1,000 | |||||||||||||
New Senior Secured Notes | 4.75% Senior Secured Notes due 2022 | ||||||||||||||
Equity Class Of Treasury Stock [Line Items] | ||||||||||||||
Senior notes, maturity date | Aug. 1, 2022 | |||||||||||||
Senior notes, interest rate | 4.75% | |||||||||||||
Senior notes, issued | $ 700,000 | |||||||||||||
New Senior Secured Notes | 4.75% Senior Secured Notes due 2022 | Senior Secured Notes Issued on August Seven Two Thousand Fourteen | ||||||||||||||
Equity Class Of Treasury Stock [Line Items] | ||||||||||||||
Senior notes, issued | 300,000 | |||||||||||||
New Senior Secured Notes | 4.75% Senior Secured Notes due 2022 | Senior Secured Notes Issued on June Three Two Thousand Sixteen | ||||||||||||||
Equity Class Of Treasury Stock [Line Items] | ||||||||||||||
Senior notes, issued | $ 400,000 | |||||||||||||
Senior notes issued percentage | 101.50% | |||||||||||||
Senior notes yield percentage | 4.35% | |||||||||||||
New Senior Secured Notes | 5.00% Senior Secured Notes due 2026 | ||||||||||||||
Equity Class Of Treasury Stock [Line Items] | ||||||||||||||
Senior notes, maturity date | Jun. 1, 2026 | |||||||||||||
New Senior Secured Notes | 5.00% Senior Secured Notes due 2026 | Senior Secured Notes Issued on June Three Two Thousand Sixteen | ||||||||||||||
Equity Class Of Treasury Stock [Line Items] | ||||||||||||||
Senior notes, interest rate | 5.00% | |||||||||||||
Senior notes, issued | $ 400,000 | |||||||||||||
Term Loan A | ||||||||||||||
Equity Class Of Treasury Stock [Line Items] | ||||||||||||||
Current applicable margins | 1.50% | |||||||||||||
Term Loan A | ABR-based loans | ||||||||||||||
Equity Class Of Treasury Stock [Line Items] | ||||||||||||||
Current applicable margins | 0.50% | |||||||||||||
Term Loan A | Minimum | One Month Eurodollar Rate Plus Index Based Loans | ||||||||||||||
Equity Class Of Treasury Stock [Line Items] | ||||||||||||||
Consolidated Leverage Ratio | 0.375% | |||||||||||||
Term Loan A | Minimum | One Two Three Six Month Eurodollar Rate Plus Index Based Loans | ||||||||||||||
Equity Class Of Treasury Stock [Line Items] | ||||||||||||||
Consolidated Leverage Ratio | 1.375% | |||||||||||||
Term Loan A | Maximum | One Month Eurodollar Rate Plus Index Based Loans | ||||||||||||||
Equity Class Of Treasury Stock [Line Items] | ||||||||||||||
Consolidated Leverage Ratio | 0.625% | |||||||||||||
Term Loan A | Maximum | One Two Three Six Month Eurodollar Rate Plus Index Based Loans | ||||||||||||||
Equity Class Of Treasury Stock [Line Items] | ||||||||||||||
Consolidated Leverage Ratio | 1.625% | |||||||||||||
Term Loan A | Tranche B Term Loan | One Month Eurodollar Rate Plus Index Based Loans | ||||||||||||||
Equity Class Of Treasury Stock [Line Items] | ||||||||||||||
Consolidated Leverage Ratio | 0.75% | |||||||||||||
Term Loan A | Tranche B Term Loan | One Two Three Six Month Eurodollar Rate Plus Index Based Loans | ||||||||||||||
Equity Class Of Treasury Stock [Line Items] | ||||||||||||||
Consolidated Leverage Ratio | 1.75% |
Summary of Effects of Interest
Summary of Effects of Interest Rate Swap Agreements and Foreign Currency Foreign Exchange Contracts on Result of Operations (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | ||
Derivative Instruments Gain Loss [Line Items] | |||||
Gain/(Loss) recognized in AOCI | $ (1,008) | $ (545) | $ (3,925) | $ 1,579 | |
Designated As Hedging Instrument | Cash Flow Hedging | Interest Rate Swap | |||||
Derivative Instruments Gain Loss [Line Items] | |||||
Gain/(Loss) recognized in AOCI | [1] | (1,008) | (545) | (3,925) | 1,579 |
Designated As Hedging Instrument | Net Investment Hedge | Foreign Currency Foreign Exchange Contracts | |||||
Derivative Instruments Gain Loss [Line Items] | |||||
Gain/(Loss) recognized in AOCI | [2] | $ 40,436 | $ 68,151 | $ 45,657 | $ 22,298 |
[1] | The amount of | ||||
[2] | The amount reclassified out of AOCI into Other (income) expense, net includes the net effect of a $815,000 gain offset by a $815,000 loss recorded on repatriation of cash related to our net investment in the U.K. for the three-month period ended June 30, 2019, and $4.6 million gain offset by a $4.6 million loss recorded on repatriation of cash related to our net investment in the U.K. during the six-month period ended June 30, 2019. There were no amounts reclassified out of AOCI for the three and six-month periods ended June 30, 2018. |
Summary of Effects of Interes_2
Summary of Effects of Interest Rate Swap Agreements and Foreign Currency Foreign Exchange Contracts on Result of Operations (Parenthetical) (Detail) - Designated As Hedging Instrument - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
UK | Net Investment Hedge | Foreign Currency Foreign Exchange Contracts | ||||
Derivative Instruments Gain Loss [Line Items] | ||||
Loss recorded on repatriation of cash related to investment | $ 815,000 | $ 4,600,000 | ||
Interest Expense, Net | Cash Flow Hedging | Interest Rate Swap | ||||
Derivative Instruments Gain Loss [Line Items] | ||||
Gain reclassified out of AOCI into other (income) expenses | 456,000 | $ 1,500,000 | 3,400,000 | $ 2,200,000 |
Other (Income) Expense, Net | Net Investment Hedge | Foreign Currency Foreign Exchange Contracts | ||||
Derivative Instruments Gain Loss [Line Items] | ||||
Gain reclassified out of AOCI into other (income) expenses | $ 815,000 | $ 0 | $ 4,600,000 | $ 0 |
Summary of Cash, Cash Equivalen
Summary of Cash, Cash Equivalents and Restricted Cash Reported In Condensed Consolidated Statements of Cash Flows (Detail) - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 | |
Cash And Cash Equivalents Period Increase Decrease [Abstract] | |||
Cash and cash equivalents | $ 61,297 | $ 105,220 | |
Restricted cash and cash equivalents | [1] | $ 95,404 | $ 94,465 |
Restricted Cash and Cash Equivalents, Noncurrent, Asset, Statement of Financial Position [Extensible List] | us-gaap:OtherAssetsMiscellaneousNoncurrent | us-gaap:OtherAssetsMiscellaneousNoncurrent | |
Total cash, cash equivalents and restricted cash | $ 156,701 | $ 199,685 | |
[1] | Restricted cash and cash equivalents is included in other assets on the accompanying consolidated balance sheet. |
Summary of Assets and Liabiliti
Summary of Assets and Liabilities Recorded at Fair Value on Recurring Basis (Detail) - Recurring - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Assets: | ||
Assets, fair value | $ 205,220 | $ 213,370 |
Liabilities: | ||
Liabilities, fair value | 32,773 | 32,998 |
Money Market Mutual Funds | Other Assets | ||
Assets: | ||
Assets, fair value | 110,830 | 106,530 |
Certificates of Deposit | Other Assets | ||
Assets: | ||
Assets, fair value | 2,202 | 5,415 |
Available for Sale Securities | Other Assets | ||
Assets: | ||
Assets, fair value | 58,213 | 55,594 |
Deferred Compensation Assets | Other Assets | ||
Assets: | ||
Assets, fair value | 32,773 | 32,998 |
Interest Rate Swap Agreements | Accounts Receivable, Net | ||
Assets: | ||
Assets, fair value | 3,925 | |
Foreign Currency Foreign Exchange Contracts | Other Current Assets | ||
Assets: | ||
Assets, fair value | 8,908 | |
Offsetting of assets, fair value | 1,202 | |
Deferred Compensation Liability | Other Noncurrent Liabilities | ||
Liabilities: | ||
Liabilities, fair value | 32,773 | 32,998 |
Basis of Fair Value Measurement, Level 1 | ||
Assets: | ||
Assets, fair value | 204,018 | 200,537 |
Liabilities: | ||
Liabilities, fair value | 32,773 | 32,998 |
Basis of Fair Value Measurement, Level 1 | Money Market Mutual Funds | Other Assets | ||
Assets: | ||
Assets, fair value | 110,830 | 106,530 |
Basis of Fair Value Measurement, Level 1 | Certificates of Deposit | Other Assets | ||
Assets: | ||
Assets, fair value | 2,202 | 5,415 |
Basis of Fair Value Measurement, Level 1 | Available for Sale Securities | Other Assets | ||
Assets: | ||
Assets, fair value | 58,213 | 55,594 |
Basis of Fair Value Measurement, Level 1 | Deferred Compensation Assets | Other Assets | ||
Assets: | ||
Assets, fair value | 32,773 | 32,998 |
Basis of Fair Value Measurement, Level 1 | Deferred Compensation Liability | Other Noncurrent Liabilities | ||
Liabilities: | ||
Liabilities, fair value | 32,773 | 32,998 |
Basis of Fair Value Measurement, Level 2 | ||
Assets: | ||
Assets, fair value | 12,833 | |
Assets, fair value | 1,202 | |
Basis of Fair Value Measurement, Level 2 | Interest Rate Swap Agreements | Accounts Receivable, Net | ||
Assets: | ||
Assets, fair value | 3,925 | |
Basis of Fair Value Measurement, Level 2 | Foreign Currency Foreign Exchange Contracts | Other Current Assets | ||
Assets: | ||
Assets, fair value | $ 8,908 | |
Offsetting of assets, fair value | $ 1,202 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) £ in Millions | 1 Months Ended | 3 Months Ended | 6 Months Ended | 12 Months Ended | 63 Months Ended | |||||||||||
Jul. 31, 2019USD ($) | Jun. 30, 2019USD ($) | Jun. 30, 2018USD ($) | Jun. 30, 2019USD ($) | Jun. 30, 2019GBP (£) | Jun. 30, 2018USD ($) | Dec. 31, 2018USD ($) | Dec. 31, 2014USD ($) | Dec. 31, 2013USD ($) | Dec. 31, 2012USD ($) | Dec. 31, 2011USD ($)Hospital | Jun. 30, 2019USD ($) | Jan. 31, 2017USD ($) | Jan. 31, 2017GBP (£) | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | |
Commitments and Contingencies Disclosure [Line Items] | ||||||||||||||||
Self-insured for professional and general liability, current | $ 42,000,000 | $ 42,000,000 | $ 42,000,000 | $ 42,000,000 | ||||||||||||
Compensation liability claims | 74,000,000 | 74,000,000 | 72,000,000 | 74,000,000 | ||||||||||||
Compensation and related benefits | 40,000,000 | 40,000,000 | 40,000,000 | 40,000,000 | ||||||||||||
Accounts receivable, net | 1,601,352,000 | 1,601,352,000 | 1,509,909,000 | 1,601,352,000 | ||||||||||||
Department of Human Services | ||||||||||||||||
Commitments and Contingencies Disclosure [Line Items] | ||||||||||||||||
Repayment of legal settlement amount on demand | $ 4,000,000 | $ 4,000,000 | $ 4,000,000 | $ 4,000,000 | ||||||||||||
Amount claimed from over payments of legal settlements | 7,000,000 | 7,000,000 | $ 4,000,000 | |||||||||||||
Amount claimed from over payments of legal settlements due to change in calculations | 2,000,000 | |||||||||||||||
DOJ | ||||||||||||||||
Commitments and Contingencies Disclosure [Line Items] | ||||||||||||||||
Increase in aggregate pre-tax reserve | $ 9,000,000 | 134,000,000 | $ 22,000,000 | 123,000,000 | ||||||||||||
Pre-tax increase to reserve for civil aspects | 11,000,000 | 11,000,000 | ||||||||||||||
DOJ | Subsequent Event | ||||||||||||||||
Commitments and Contingencies Disclosure [Line Items] | ||||||||||||||||
Definitive settlement and related civil agreements | $ 127,000,000 | |||||||||||||||
River Point Behavioral Health | ||||||||||||||||
Commitments and Contingencies Disclosure [Line Items] | ||||||||||||||||
Amount withheld in contingent Medicare payment suspension | 9,000,000 | |||||||||||||||
Wind Storms | ||||||||||||||||
Commitments and Contingencies Disclosure [Line Items] | ||||||||||||||||
Minimum Insurance Deductible | 50,000 | 50,000 | 50,000 | |||||||||||||
Maximum insurance deductible | 250,000 | 250,000 | 250,000 | |||||||||||||
Flood | ||||||||||||||||
Commitments and Contingencies Disclosure [Line Items] | ||||||||||||||||
Maximum insurance deductible | 500,000 | 500,000 | 500,000 | |||||||||||||
Illinois | ||||||||||||||||
Commitments and Contingencies Disclosure [Line Items] | ||||||||||||||||
Accounts receivable, net | 26,000,000 | 26,000,000 | 32,000,000 | 26,000,000 | ||||||||||||
Accounts receivable net greater than sixty days Past due | 12,000,000 | 12,000,000 | 18,000,000 | 12,000,000 | ||||||||||||
Pennsylvania | Department of Human Services | ||||||||||||||||
Commitments and Contingencies Disclosure [Line Items] | ||||||||||||||||
Number of behavioral health care hospitals | Hospital | 7 | |||||||||||||||
Cygnet Health Care Limited | ||||||||||||||||
Commitments and Contingencies Disclosure [Line Items] | ||||||||||||||||
Property insurance | £ | £ 1,290 | |||||||||||||||
Maximum | Wind Storms | ||||||||||||||||
Commitments and Contingencies Disclosure [Line Items] | ||||||||||||||||
Commercial property insurance policies covering catastrophic losses | $ 1,000,000,000 | $ 1,000,000,000 | $ 1,000,000,000 | |||||||||||||
Percentage of insurance deductible | 5.00% | 5.00% | 5.00% | |||||||||||||
Maximum | LAS VEGAS, NEVADA | Earthquake | ||||||||||||||||
Commitments and Contingencies Disclosure [Line Items] | ||||||||||||||||
Commercial property insurance policies covering catastrophic losses | $ 500,000,000 | $ 500,000,000 | $ 500,000,000 | |||||||||||||
Maximum | CALIFORNIA | Earthquake | ||||||||||||||||
Commitments and Contingencies Disclosure [Line Items] | ||||||||||||||||
Commercial property insurance policies covering catastrophic losses | 130,000,000 | 130,000,000 | 130,000,000 | |||||||||||||
Maximum | Faulty Zones of UNITED STATES | Earthquake | ||||||||||||||||
Commitments and Contingencies Disclosure [Line Items] | ||||||||||||||||
Commercial property insurance policies covering catastrophic losses | 100,000,000 | 100,000,000 | 100,000,000 | |||||||||||||
Maximum | PUERTO RICO | Earthquake | ||||||||||||||||
Commitments and Contingencies Disclosure [Line Items] | ||||||||||||||||
Commercial property insurance policies covering catastrophic losses | 40,000,000 | 40,000,000 | 40,000,000 | |||||||||||||
Maximum | OTHER STATES | Earthquake | ||||||||||||||||
Commitments and Contingencies Disclosure [Line Items] | ||||||||||||||||
Commercial property insurance policies covering catastrophic losses | $ 250,000,000 | $ 250,000,000 | $ 250,000,000 | |||||||||||||
Minimum | Wind Storms | ||||||||||||||||
Commitments and Contingencies Disclosure [Line Items] | ||||||||||||||||
Percentage of insurance deductible | 3.00% | 3.00% | 3.00% | |||||||||||||
General and Professional Liability | ||||||||||||||||
Commitments and Contingencies Disclosure [Line Items] | ||||||||||||||||
Self-insured for professional and general liability | $ 248,000,000 | $ 248,000,000 | $ 243,000,000 | $ 248,000,000 | ||||||||||||
Subsidiaries | Professional Liability | Cygnet Health Care Limited | ||||||||||||||||
Commitments and Contingencies Disclosure [Line Items] | ||||||||||||||||
Self-insured for professional and general liability | £ | £ 10 | |||||||||||||||
Subsidiaries | Professional Liability | Maximum | ||||||||||||||||
Commitments and Contingencies Disclosure [Line Items] | ||||||||||||||||
Self-insured for professional and general liability | $ 5,000,000 | $ 10,000,000 | ||||||||||||||
Subsidiaries | General Liability | Cygnet Health Care Limited | ||||||||||||||||
Commitments and Contingencies Disclosure [Line Items] | ||||||||||||||||
Self-insured for professional and general liability | £ | £ 25 | |||||||||||||||
Subsidiaries | General Liability | Maximum | ||||||||||||||||
Commitments and Contingencies Disclosure [Line Items] | ||||||||||||||||
Self-insured for professional and general liability | $ 3,000,000 | 3,000,000 | ||||||||||||||
Subsidiaries | General And Professional Liability Insurance Policies | ||||||||||||||||
Commitments and Contingencies Disclosure [Line Items] | ||||||||||||||||
Percentage of liability for claims paid under commercially insured coverage | 10.00% | 10.00% | 10.00% | |||||||||||||
Subsidiaries | General And Professional Liability Insurance Policies | Maximum | ||||||||||||||||
Commitments and Contingencies Disclosure [Line Items] | ||||||||||||||||
Purchased several excess policies through commercial insurance carriers per occurrence | $ 250,000,000 | $ 200,000,000 | $ 250,000,000 | $ 250,000,000 | ||||||||||||
Liability for claims paid under commercially insured coverage | $ 5,000,000 | $ 5,000,000 | $ 5,000,000 | |||||||||||||
Subsidiaries | General And Professional Liability Insurance Policies | Maximum | Located in U.K. | ||||||||||||||||
Commitments and Contingencies Disclosure [Line Items] | ||||||||||||||||
Liability for claims paid under commercially insured coverage | $ 8,500,000 | $ 8,500,000 | $ 8,500,000 |
Segment Reporting (Detail)
Segment Reporting (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | Dec. 31, 2018 | ||
Segment Reporting Information [Line Items] | ||||||
Gross inpatient revenues | $ 9,599,551 | $ 8,612,904 | $ 19,247,264 | $ 17,376,928 | ||
Gross outpatient revenues | 4,671,001 | 4,027,863 | 9,195,161 | 7,997,705 | ||
Total net revenues | 2,855,168 | 2,681,353 | 5,659,559 | 5,368,869 | ||
Income/(loss) before allocation of corporate overhead and income taxes | 310,808 | 301,770 | 607,104 | 598,008 | ||
Allocation of corporate overhead | 0 | 0 | 0 | 0 | ||
Income before income taxes | 310,808 | 301,770 | 607,104 | 598,008 | ||
Total assets | 11,752,650 | 11,069,417 | 11,752,650 | 11,069,417 | $ 11,265,480 | |
Acute Care Hospital Services | ||||||
Segment Reporting Information [Line Items] | ||||||
Gross inpatient revenues | 7,051,925 | 6,164,010 | 14,215,639 | 12,525,776 | ||
Gross outpatient revenues | 4,402,308 | 3,760,326 | 8,659,922 | 7,474,987 | ||
Total net revenues | 1,531,709 | 1,403,991 | 3,046,553 | 2,849,623 | ||
Income/(loss) before allocation of corporate overhead and income taxes | 188,157 | 162,015 | 380,370 | 365,726 | ||
Allocation of corporate overhead | (57,528) | (49,902) | (115,028) | (99,793) | ||
Income before income taxes | 130,629 | 112,113 | 265,342 | 265,933 | ||
Total assets | 4,413,509 | 3,971,106 | 4,413,509 | 3,971,106 | ||
Behavioral Health Services | ||||||
Segment Reporting Information [Line Items] | ||||||
Gross inpatient revenues | [1] | 2,547,626 | 2,448,894 | 5,031,625 | 4,851,152 | |
Gross outpatient revenues | [1] | 268,693 | 267,537 | 535,239 | 522,718 | |
Total net revenues | [1] | 1,320,241 | 1,274,083 | 2,606,624 | 2,512,079 | |
Income/(loss) before allocation of corporate overhead and income taxes | [1] | 265,986 | 261,444 | 510,154 | 500,192 | |
Allocation of corporate overhead | [1] | (41,638) | (40,246) | (83,285) | (80,578) | |
Income before income taxes | [1] | 224,348 | 221,198 | 426,869 | 419,614 | |
Total assets | [1] | 6,933,825 | 6,746,272 | 6,933,825 | 6,746,272 | |
Other | ||||||
Segment Reporting Information [Line Items] | ||||||
Gross inpatient revenues | 0 | 0 | 0 | 0 | ||
Gross outpatient revenues | 0 | 0 | 0 | 0 | ||
Total net revenues | 3,218 | 3,279 | 6,382 | 7,167 | ||
Income/(loss) before allocation of corporate overhead and income taxes | (143,335) | (121,689) | (283,420) | (267,910) | ||
Allocation of corporate overhead | 99,166 | 90,148 | 198,313 | 180,371 | ||
Income before income taxes | (44,169) | (31,541) | (85,107) | (87,539) | ||
Total assets | $ 405,316 | $ 352,039 | $ 405,316 | $ 352,039 | ||
[1] | Includes net revenues generated from our behavioral health care facilities located in the U.K. amounting to approximately $144 million and $119 million for the three-month periods ended June 30, 2019 and 2018, respectively, and approximately $281 million and $234 million for the six-month periods ended June 30, 2019 and 2018, respectively. Total assets at our U.K. behavioral health care facilities were approximately $1.217 billion and $1.123 billion as of June 30, 2019 and 2018, respectively. |
Segment Reporting (Parenthetica
Segment Reporting (Parenthetical) (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | Dec. 31, 2018 | ||
Segment Reporting Information [Line Items] | ||||||
Net revenues | $ 2,855,168 | $ 2,681,353 | $ 5,659,559 | $ 5,368,869 | ||
Total assets | 11,752,650 | 11,069,417 | 11,752,650 | 11,069,417 | $ 11,265,480 | |
Behavioral Health Services | ||||||
Segment Reporting Information [Line Items] | ||||||
Net revenues | [1] | 1,320,241 | 1,274,083 | 2,606,624 | 2,512,079 | |
Total assets | [1] | 6,933,825 | 6,746,272 | 6,933,825 | 6,746,272 | |
Behavioral Health Services | Located in U.K. | ||||||
Segment Reporting Information [Line Items] | ||||||
Net revenues | 144,000 | 119,000 | 281,000 | 234,000 | ||
Total assets | $ 1,217,000 | $ 1,123,000 | $ 1,217,000 | $ 1,123,000 | ||
[1] | Includes net revenues generated from our behavioral health care facilities located in the U.K. amounting to approximately $144 million and $119 million for the three-month periods ended June 30, 2019 and 2018, respectively, and approximately $281 million and $234 million for the six-month periods ended June 30, 2019 and 2018, respectively. Total assets at our U.K. behavioral health care facilities were approximately $1.217 billion and $1.123 billion as of June 30, 2019 and 2018, respectively. |
Computation of Basic and Dilute
Computation of Basic and Diluted Earnings Per Share (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Basic and Diluted: | ||||
Net income attributable to UHS | $ 238,320 | $ 226,052 | $ 472,488 | $ 449,884 |
Less: Net income attributable to unvested restricted share grants | (656) | (392) | (1,171) | (496) |
Net income attributable to UHS – basic and diluted | $ 237,664 | $ 225,660 | $ 471,317 | $ 449,388 |
Weighted average number of common shares - basic | 89,136 | 93,842 | 89,956 | 94,034 |
Net effect of dilutive stock options and grants based on the treasury stock method | 99 | 439 | 145 | 448 |
Weighted average number of common shares and equivalents - diluted | 89,235 | 94,281 | 90,101 | 94,482 |
Earnings per basic share attributable to UHS: | $ 2.67 | $ 2.40 | $ 5.24 | $ 4.78 |
Earnings per diluted share attributable to UHS: | $ 2.66 | $ 2.39 | $ 5.23 | $ 4.76 |
Earnings Per Share Data ("EPS_3
Earnings Per Share Data ("EPS") and Stock Based Compensation - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Anti-dilutive weighted average stock options excluded from computation of earnings per share | 8,500,000 | 7,600,000 | 7,800,000 | 5,300,000 |
Unrecognized compensation cost related to unvested options and restricted stock | $ 157,400 | $ 157,400 | ||
Stock options granted during period | 2,394,515 | |||
Weighted-average grant date fair value, per share | $ 30.42 | |||
Compensation cost recognized | $ 34,676 | $ 34,716 | ||
Stock Options | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Compensation cost recognized, pre-tax charge | 14,700 | $ 13,600 | 30,500 | 32,500 |
Restricted Stock | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Compensation cost recognized, pre-tax charge | $ 2,100 | $ 1,200 | $ 3,700 | $ 1,700 |
Unrecognized compensation cost vesting period | 2 years 10 months 24 days | |||
Restricted shares granted during period | 145,076,000 | |||
Weighted-average grant date fair value, per share | $ 133.98 | |||
Unvested Stock option | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Unrecognized compensation cost vesting period | 2 years 10 months 24 days |
Dispositions and Acquisitions -
Dispositions and Acquisitions - Additional Information (Detail) | 6 Months Ended | |
Jun. 30, 2019USD ($) | Jun. 30, 2018USD ($)Bed | |
Business Acquisition [Line Items] | ||
Acquisition, cash paid | $ 0 | $ 21,000,000 |
Aggregate cash proceeds from divestiture of businesses | $ 0 | |
Located in U.K. | ||
Business Acquisition [Line Items] | ||
Aggregate cash proceeds from divestiture of businesses | $ 14,000,000 | |
Number of beds | Bed | 18 | |
Gulfport Behavioral Health System | Located in Gulfport | ||
Business Acquisition [Line Items] | ||
Number of beds | Bed | 109 |
Dividends - Additional Informat
Dividends - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Dividends [Abstract] | ||||
Dividends declared and paid | $ 8.9 | $ 9.4 | $ 18 | $ 18.8 |
Quarterly cash dividend | $ 0.10 | $ 0.10 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) | 3 Months Ended | 6 Months Ended | |||
Mar. 31, 2019 | Mar. 31, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | Jan. 01, 2019 | |
Income Taxes [Line Items] | |||||
Effective income tax rate | 22.40% | 23.50% | 21.20% | 23.20% | |
Increase (decrease) in provision for income tax related to change in enacted tax law | $ (4,000,000) | ||||
Increase (decrease) in provision for income taxes | $ (9,000,000) | ||||
Provision for income taxes | $ 10,000,000 | $ 2,000,000 | |||
Unrecognized tax benefits | $ 2,000,000 | ||||
Impact of unrecognized tax benefits if recognized | $ 1,000,000 | ||||
Period of expiration of the statute of limitations for certain jurisdictions | within the next twelve months | ||||
Jurisdictions statutes of limitations expiration period | 12 months | ||||
Maximum | |||||
Income Taxes [Line Items] | |||||
Provisional deferred tax - GILTI | $ 1,000,000 | $ 1,000,000 | |||
Accrued interest and penalties | $ 1,000,000 | ||||
Foreign and U.S. state and local jurisdictions have statutes of limitations, in years | 4 years | ||||
Minimum | |||||
Income Taxes [Line Items] | |||||
Foreign and U.S. state and local jurisdictions have statutes of limitations, in years | 3 years |
Schedule of Disaggregates Reven
Schedule of Disaggregates Revenue by Major Source (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | ||
Disaggregation Of Revenue [Line Items] | |||||
Net revenues | $ 2,855,168 | $ 2,681,353 | $ 5,659,559 | $ 5,368,869 | |
Percentage of Net Revenue | 100.00% | 100.00% | 100.00% | 100.00% | |
Medicare | |||||
Disaggregation Of Revenue [Line Items] | |||||
Net revenues | $ 458,308 | $ 452,114 | $ 931,673 | $ 950,398 | |
Percentage of Net Revenue | 16.00% | 17.00% | 16.00% | 18.00% | |
Managed Medicare | |||||
Disaggregation Of Revenue [Line Items] | |||||
Net revenues | $ 265,812 | $ 225,239 | $ 527,174 | $ 459,332 | |
Percentage of Net Revenue | 9.00% | 8.00% | 9.00% | 9.00% | |
Medicaid | |||||
Disaggregation Of Revenue [Line Items] | |||||
Net revenues | $ 322,245 | $ 285,191 | $ 599,671 | $ 572,306 | |
Percentage of Net Revenue | 11.00% | 11.00% | 11.00% | 11.00% | |
Managed Medicaid | |||||
Disaggregation Of Revenue [Line Items] | |||||
Net revenues | $ 421,222 | $ 385,622 | $ 822,226 | $ 746,337 | |
Percentage of Net Revenue | 15.00% | 14.00% | 15.00% | 14.00% | |
Managed Care (HMO and PPOs) | |||||
Disaggregation Of Revenue [Line Items] | |||||
Net revenues | $ 912,882 | $ 873,678 | $ 1,831,147 | $ 1,747,718 | |
Percentage of Net Revenue | 32.00% | 33.00% | 32.00% | 33.00% | |
UK Revenue | |||||
Disaggregation Of Revenue [Line Items] | |||||
Net revenues | $ 143,800 | $ 119,457 | $ 280,502 | $ 234,198 | |
Percentage of Net Revenue | 5.00% | 4.00% | 5.00% | 4.00% | |
Other Patient Revenue and Adjustments,Net | |||||
Disaggregation Of Revenue [Line Items] | |||||
Net revenues | $ 163,064 | $ 185,342 | $ 338,425 | $ 349,217 | |
Percentage of Net Revenue | 6.00% | 7.00% | 6.00% | 7.00% | |
Other Non-patient Revenue | |||||
Disaggregation Of Revenue [Line Items] | |||||
Net revenues | $ 167,835 | $ 154,710 | $ 328,741 | $ 309,363 | |
Percentage of Net Revenue | 6.00% | 6.00% | 6.00% | 6.00% | |
Acute Care Hospital Services | |||||
Disaggregation Of Revenue [Line Items] | |||||
Net revenues | $ 1,531,709 | $ 1,403,991 | $ 3,046,553 | $ 2,849,623 | |
Percentage of Net Revenue | 100.00% | 100.00% | 100.00% | 100.00% | |
Acute Care Hospital Services | Medicare | |||||
Disaggregation Of Revenue [Line Items] | |||||
Net revenues | $ 319,060 | $ 305,471 | $ 654,969 | $ 661,228 | |
Percentage of Net Revenue | 21.00% | 22.00% | 21.00% | 23.00% | |
Acute Care Hospital Services | Managed Medicare | |||||
Disaggregation Of Revenue [Line Items] | |||||
Net revenues | $ 211,660 | $ 174,196 | $ 420,763 | $ 363,294 | |
Percentage of Net Revenue | 14.00% | 12.00% | 14.00% | 13.00% | |
Acute Care Hospital Services | Medicaid | |||||
Disaggregation Of Revenue [Line Items] | |||||
Net revenues | $ 138,682 | $ 109,225 | $ 243,192 | $ 219,004 | |
Percentage of Net Revenue | 9.00% | 8.00% | 8.00% | 8.00% | |
Acute Care Hospital Services | Managed Medicaid | |||||
Disaggregation Of Revenue [Line Items] | |||||
Net revenues | $ 145,970 | $ 138,346 | $ 279,701 | $ 268,285 | |
Percentage of Net Revenue | 10.00% | 10.00% | 9.00% | 9.00% | |
Acute Care Hospital Services | Managed Care (HMO and PPOs) | |||||
Disaggregation Of Revenue [Line Items] | |||||
Net revenues | $ 566,165 | $ 512,631 | $ 1,136,548 | $ 1,028,609 | |
Percentage of Net Revenue | 37.00% | 37.00% | 37.00% | 36.00% | |
Acute Care Hospital Services | UK Revenue | |||||
Disaggregation Of Revenue [Line Items] | |||||
Net revenues | $ 0 | $ 0 | $ 0 | $ 0 | |
Percentage of Net Revenue | 0.00% | 0.00% | 0.00% | 0.00% | |
Acute Care Hospital Services | Other Patient Revenue and Adjustments,Net | |||||
Disaggregation Of Revenue [Line Items] | |||||
Net revenues | $ 36,161 | $ 63,950 | $ 88,044 | $ 110,840 | |
Percentage of Net Revenue | 2.00% | 5.00% | 3.00% | 4.00% | |
Acute Care Hospital Services | Other Non-patient Revenue | |||||
Disaggregation Of Revenue [Line Items] | |||||
Net revenues | $ 114,011 | $ 100,172 | $ 223,336 | $ 198,363 | |
Percentage of Net Revenue | 7.00% | 7.00% | 7.00% | 7.00% | |
Behavioral Health Services | |||||
Disaggregation Of Revenue [Line Items] | |||||
Net revenues | [1] | $ 1,320,241 | $ 1,274,083 | $ 2,606,624 | $ 2,512,079 |
Percentage of Net Revenue | 100.00% | 100.00% | 100.00% | 100.00% | |
Behavioral Health Services | Medicare | |||||
Disaggregation Of Revenue [Line Items] | |||||
Net revenues | $ 139,248 | $ 146,643 | $ 276,704 | $ 289,170 | |
Percentage of Net Revenue | 11.00% | 12.00% | 11.00% | 12.00% | |
Behavioral Health Services | Managed Medicare | |||||
Disaggregation Of Revenue [Line Items] | |||||
Net revenues | $ 54,152 | $ 51,043 | $ 106,411 | $ 96,038 | |
Percentage of Net Revenue | 4.00% | 4.00% | 4.00% | 4.00% | |
Behavioral Health Services | Medicaid | |||||
Disaggregation Of Revenue [Line Items] | |||||
Net revenues | $ 183,563 | $ 175,966 | $ 356,479 | $ 353,302 | |
Percentage of Net Revenue | 14.00% | 14.00% | 14.00% | 14.00% | |
Behavioral Health Services | Managed Medicaid | |||||
Disaggregation Of Revenue [Line Items] | |||||
Net revenues | $ 275,252 | $ 247,276 | $ 542,525 | $ 478,052 | |
Percentage of Net Revenue | 21.00% | 19.00% | 21.00% | 19.00% | |
Behavioral Health Services | Managed Care (HMO and PPOs) | |||||
Disaggregation Of Revenue [Line Items] | |||||
Net revenues | $ 346,717 | $ 361,047 | $ 694,599 | $ 719,109 | |
Percentage of Net Revenue | 26.00% | 28.00% | 27.00% | 29.00% | |
Behavioral Health Services | UK Revenue | |||||
Disaggregation Of Revenue [Line Items] | |||||
Net revenues | $ 143,800 | $ 119,457 | $ 280,502 | $ 234,198 | |
Percentage of Net Revenue | 11.00% | 9.00% | 11.00% | 9.00% | |
Behavioral Health Services | Other Patient Revenue and Adjustments,Net | |||||
Disaggregation Of Revenue [Line Items] | |||||
Net revenues | $ 126,903 | $ 121,392 | $ 250,381 | $ 238,377 | |
Percentage of Net Revenue | 10.00% | 10.00% | 10.00% | 9.00% | |
Behavioral Health Services | Other Non-patient Revenue | |||||
Disaggregation Of Revenue [Line Items] | |||||
Net revenues | $ 50,606 | $ 51,259 | $ 99,023 | $ 103,833 | |
Percentage of Net Revenue | 4.00% | 4.00% | 4.00% | 4.00% | |
Other | |||||
Disaggregation Of Revenue [Line Items] | |||||
Net revenues | $ 3,218 | $ 3,279 | $ 6,382 | $ 7,167 | |
Other | Other Non-patient Revenue | |||||
Disaggregation Of Revenue [Line Items] | |||||
Net revenues | $ 3,218 | $ 3,279 | $ 6,382 | $ 7,167 | |
[1] | Includes net revenues generated from our behavioral health care facilities located in the U.K. amounting to approximately $144 million and $119 million for the three-month periods ended June 30, 2019 and 2018, respectively, and approximately $281 million and $234 million for the six-month periods ended June 30, 2019 and 2018, respectively. Total assets at our U.K. behavioral health care facilities were approximately $1.217 billion and $1.123 billion as of June 30, 2019 and 2018, respectively. |
Lease Accounting - Additional I
Lease Accounting - Additional Information (Detail) $ in Thousands | 6 Months Ended |
Jun. 30, 2019USD ($) | |
Lessee Lease Description [Line Items] | |
Lessee, operating lease, existence of option to extend [true false] | true |
Right-of-use assets obtained in exchange for operating lease obligations | $ 359,329 |
New Operating Leases | |
Lessee Lease Description [Line Items] | |
Right-of-use assets obtained in exchange for operating lease obligations | $ 8,900 |
Minimum | |
Lessee Lease Description [Line Items] | |
Initial term of real estate lease | 5 years |
Real estate leases option to extend lease term | 5 years |
Maximum | |
Lessee Lease Description [Line Items] | |
Initial term of real estate lease | 10 years |
Real estate leases option to extend lease term | 10 years |
Components of Lease Expense (De
Components of Lease Expense (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2019 | ||
Leases [Abstract] | |||
Operating lease cost | $ 18,260 | $ 36,339 | |
Variable and short term lease cost | [1] | 8,275 | 16,321 |
Total lease cost | 26,535 | 52,660 | |
Finance lease cost: | |||
Amortization of right-of-use-assets | 482 | 963 | |
Interest on lease liabilities | 474 | 958 | |
Total finance lease cost | $ 956 | $ 1,921 | |
[1] | Includes equipment, month-to-month and leases with a maturity of less than 12 months. |
Supplemental Cash Flow Informat
Supplemental Cash Flow Information Related to Leases (Detail) $ in Thousands | 6 Months Ended |
Jun. 30, 2019USD ($) | |
Cash paid for amounts included in the measurement of lease liabilities: | |
Operating cash flows from operating leases | $ 52,036 |
Operating cash flows from finance leases | 1,108 |
Financing cash flows from finance leases | 907 |
Right-of-use assets obtained in exchange for lease obligations: | |
Operating leases | 359,329 |
Finance leases | $ 0 |
Supplemental Balance Sheet Info
Supplemental Balance Sheet Information Related to Leases (Detail) - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Operating Leases | ||
Right of use assets-operating leases | $ 332,135 | $ 0 |
Operating lease liabilities | 56,447 | 0 |
Operating lease liabilities noncurrent | 275,688 | 0 |
Total operating lease liabilities | 332,135 | |
Finance Leases | ||
Property and equipment | 8,859,104 | 8,563,455 |
Less: accumulated depreciation | (3,914,406) | (3,715,515) |
Property, plant and equipment, net, Total | 4,944,698 | $ 4,847,940 |
Current maturities of long-term debt | 1,664 | |
Long-term debt | 17,206 | |
Total finance lease liabilities | $ 18,870 | |
Weighted Average remaining lease term, years | ||
Operating leases | 10 years | |
Finance leases | 7 years 7 months 6 days | |
Weighted Average discount rate | ||
Operating leases | 4.70% | |
Finance leases | 10.40% | |
Finance Lease | ||
Finance Leases | ||
Property and equipment | $ 23,250 | |
Less: accumulated depreciation | (10,363) | |
Property, plant and equipment, net, Total | $ 12,887 |
Future Maturities of Lease Liab
Future Maturities of Lease Liabilities (Detail) $ in Thousands | Jun. 30, 2019USD ($) |
Operating Leases | |
2019 (remaining 6 months) | $ 35,307 |
2020 | 64,302 |
2021 | 57,151 |
2022 | 46,746 |
2023 | 42,234 |
Later years | 181,673 |
Total lease payments | 427,413 |
less imputed interest | (95,278) |
Total | 332,135 |
Finance Leases | |
2019 (remaining 6 months) | 1,834 |
2020 | 3,375 |
2021 | 3,257 |
2022 | 3,559 |
2023 | 3,654 |
Later years | 12,092 |
Total lease payments | 27,771 |
less imputed interest | (8,901) |
Total | $ 18,870 |
Future Minimum Rental Payments
Future Minimum Rental Payments under Lease Commitments (Detail) $ in Thousands | Dec. 31, 2018USD ($) |
Capital Leases | |
2019 | $ 3,996 |
2020 | 3,345 |
2021 | 3,227 |
2022 | 3,508 |
2023 | 3,624 |
Later years | 12,070 |
Total minimum rental | 29,770 |
Less: Amount representing interest | (9,829) |
Present value of minimum rental commitments | 19,941 |
Less: Current portion of capital lease obligations | (2,128) |
Long-term portion of capital lease obligations | 17,813 |
Operating Leases | |
2019 | 72,353 |
2020 | 59,492 |
2021 | 48,891 |
2022 | 35,233 |
2023 | 28,839 |
Later years | 123,039 |
Total minimum rental | $ 367,847 |