Cover Page
Cover Page - USD ($) | 12 Months Ended | ||
Dec. 31, 2019 | Feb. 14, 2020 | Jun. 28, 2019 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Transition Report | false | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 31, 2019 | ||
Document Fiscal Year Focus | 2019 | ||
Document Fiscal Period Focus | FY | ||
Entity Registrant Name | MEDNAX, INC. | ||
Entity Central Index Key | 0000893949 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Common Stock, Shares Outstanding | 84,277,494 | ||
Entity Voluntary Filers | No | ||
Title of 12(b) Security | Common Stock | ||
Trading Symbol | MD | ||
Security Exchange Name | NYSE | ||
Entity File Number | 001-12111 | ||
Entity Incorporation, State or Country Code | FL | ||
Entity Tax Identification Number | 26-3667538 | ||
Entity Address, Address Line One | 1301 Concord Terrace | ||
Entity Address, City or Town | Sunrise | ||
Entity Address, State or Province | FL | ||
Entity Address, Postal Zip Code | 33323 | ||
City Area Code | 954 | ||
Local Phone Number | 384-0175 | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 2,051,190,371 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Current assets: | ||
Cash and cash equivalents | $ 112,767 | $ 25,491 |
Restricted cash | 0 | 20,000 |
Short-term investments | 74,510 | 21,923 |
Accounts receivable, net | 498,869 | 506,723 |
Prepaid expenses | 21,919 | 17,123 |
Other current assets | 23,442 | 17,166 |
Assets held for sale | 0 | 51,551 |
Total current assets | 731,507 | 659,977 |
Investments | 0 | 69,699 |
Property and equipment, net | 94,492 | 90,434 |
Goodwill | 2,710,292 | 4,061,439 |
Intangible assets, net | 274,407 | 313,165 |
Operating lease right-of-use assets | 82,824 | 0 |
Deferred income tax assets | 162,385 | 21,910 |
Other assets | 89,994 | 81,224 |
Assets held for sale | 0 | 639,633 |
Total assets | 4,145,901 | 5,937,481 |
Current liabilities: | ||
Accounts payable and accrued expenses | 511,866 | 448,567 |
Current portion of finance lease liabilities | 130 | 253 |
Current portion of operating lease liabilities | 23,317 | 0 |
Income taxes payable | 6,505 | 30,598 |
Liabilities held for sale | 0 | 23,344 |
Total current liabilities | 541,818 | 502,762 |
Line of credit | 0 | 739,500 |
Long-term debt and finance lease liabilities, net | 1,730,295 | 1,234,781 |
Long-term operating lease liabilities | 67,005 | 0 |
Long-term professional liabilities | 226,892 | 209,060 |
Deferred income tax liabilities | 57,995 | 95,581 |
Other liabilities | 22,900 | 31,828 |
Liabilities held for sale | 0 | 36,085 |
Total liabilities | 2,646,905 | 2,849,597 |
Commitments and contingencies | ||
Shareholders' equity: | ||
Preferred stock; $.01 par value; 1,000 shares authorized; none issued | 0 | 0 |
Common stock; $.01 par value; 200,000 shares authorized; 84,248 and 87,820 shares issued and outstanding, respectively | 842 | 878 |
Additional paid-in capital | 987,942 | 992,647 |
Retained earnings | 510,212 | 2,094,359 |
Total shareholders' equity | 1,498,996 | 3,087,884 |
Total liabilities and shareholders' equity | $ 4,145,901 | $ 5,937,481 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - $ / shares | Dec. 31, 2019 | Dec. 31, 2018 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 1,000,000 | 1,000,000 |
Preferred stock, issued | 0 | 0 |
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 200,000,000 | 200,000,000 |
Common stock, shares issued | 84,248,000 | 87,820,000 |
Common stock, shares outstanding | 84,248,000 | 87,820,000 |
Consolidated Statements of Inco
Consolidated Statements of Income - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Income Statement [Abstract] | |||||||||||
Net revenue | $ 905,375 | $ 888,675 | $ 868,309 | $ 851,183 | $ 888,436 | $ 848,759 | $ 864,987 | $ 852,628 | $ 3,513,542 | $ 3,454,810 | $ 3,253,391 |
Operating expenses: | |||||||||||
Practice salaries and benefits | 647,968 | 630,309 | 608,962 | 621,539 | 630,048 | 599,326 | 593,047 | 603,955 | 2,508,778 | 2,426,376 | 2,227,335 |
Practice supplies and other operating expenses | 32,009 | 26,950 | 28,016 | 25,791 | 25,870 | 27,249 | 28,329 | 27,403 | 112,766 | 108,851 | 106,444 |
General and administrative expenses | 96,926 | 102,356 | 103,540 | 101,821 | 105,532 | 95,771 | 100,938 | 101,693 | 404,643 | 403,934 | 385,864 |
Depreciation and amortization | 19,410 | 19,608 | 19,809 | 20,033 | 21,433 | 22,205 | 20,280 | 19,914 | 78,860 | 83,832 | 78,856 |
Transformational and restructuring related expenses | 44,311 | 19,992 | 27,482 | 3,544 | 95,329 | 0 | 0 | ||||
Goodwill impairment | 1,449,215 | 1,449,215 | 0 | 0 | |||||||
Total operating expenses | 840,624 | 2,248,430 | 787,809 | 772,728 | 782,883 | 744,551 | 742,594 | 752,965 | 4,649,591 | 3,022,993 | 2,798,499 |
(Loss) income from operations | 64,751 | (1,359,755) | 80,500 | 78,455 | 105,553 | 104,208 | 122,393 | 99,663 | (1,136,049) | 431,817 | 454,892 |
Investment and other income | 1,429 | 1,373 | 1,222 | 1,647 | 981 | 1,531 | 1,225 | 1,474 | 5,671 | 5,211 | 4,385 |
Interest expense | (27,677) | (29,901) | (31,080) | (30,723) | (25,448) | (21,788) | (21,618) | (19,935) | (119,381) | (88,789) | (74,556) |
Equity in earnings of unconsolidated affiliates | 2,304 | 2,249 | 1,990 | 1,236 | 2,277 | 1,766 | 1,257 | 1,525 | 7,779 | 6,825 | 952 |
Total non-operating expenses | (23,944) | (26,279) | (27,868) | (27,840) | (22,190) | (18,491) | (19,136) | (16,936) | (105,931) | (76,753) | (69,219) |
(Loss) income from continuing operations before income taxes | 40,807 | (1,386,034) | 52,632 | 50,615 | 83,363 | 85,717 | 103,257 | 82,727 | (1,241,980) | 355,064 | 385,673 |
Income tax benefit (provision) | (7,824) | 125,788 | (17,116) | (8,962) | (21,701) | (23,550) | (28,482) | (22,720) | 91,886 | (96,453) | (80,231) |
(Loss) income from continuing operations | 32,983 | (1,260,246) | 35,516 | 41,653 | 61,662 | 62,167 | 74,775 | 60,007 | (1,150,094) | 258,611 | 305,442 |
(Loss) income from discontinued operations, net of tax | (23,652) | 4,330 | (43,761) | (284,525) | (1,448) | 3,408 | 4,637 | 3,421 | (347,608) | 10,018 | 14,930 |
Net (loss) income | $ 9,331 | $ (1,255,916) | $ (8,245) | $ (242,872) | $ 60,214 | $ 65,575 | $ 79,412 | $ 63,428 | $ (1,497,702) | $ 268,629 | $ 320,372 |
(Loss) income from continuing operations: | |||||||||||
Basic | $ 0.40 | $ (15.29) | $ 0.43 | $ 0.48 | $ 700 | $ 680 | $ 800 | $ 650 | $ (13.78) | $ 2.84 | $ 3.31 |
Diluted | 0.40 | (15.29) | 0.42 | 0.48 | 700 | 680 | 800 | 640 | (13.78) | 2.82 | 3.29 |
Income (loss) from discontinued operations: | |||||||||||
Basic | (0.29) | 0.05 | (0.53) | (3.31) | (20) | 40 | 50 | 40 | (4.16) | 0.11 | 0.16 |
Diluted | (0.29) | 0.05 | (0.52) | (3.29) | (20) | 40 | 50 | 40 | (4.16) | 0.11 | 0.16 |
Net (loss) income: | |||||||||||
Basic | 0.11 | (15.24) | (0.10) | (2.82) | 0.68 | 0.72 | 0.85 | 0.68 | (17.94) | 2.95 | 3.47 |
Diluted | $ 0.11 | $ (15.24) | $ (0.10) | $ (2.81) | $ 0.68 | $ 0.72 | $ 0.85 | $ 0.68 | $ (17.94) | $ 2.93 | $ 3.45 |
Weighted average common shares: | |||||||||||
Basic | 82,592 | 82,441 | 83,234 | 86,073 | 87,810 | 90,984 | 92,987 | 92,859 | 83,495 | 91,104 | 92,431 |
Diluted | 83,288 | 82,441 | 83,689 | 86,545 | 88,258 | 91,359 | 93,529 | 93,505 | 83,495 | 91,606 | 92,958 |
Consolidated Statements of Equi
Consolidated Statements of Equity - USD ($) shares in Thousands, $ in Thousands | Total | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | |
Balance at Dec. 31, 2016 | $ 2,760,767 | $ 937 | $ 974,304 | $ 1,785,526 | |
Balance, Shares at Dec. 31, 2016 | 93,718 | ||||
Net income (loss) | 320,372 | 320,372 | |||
Common stock issued under employee stock option, employee stock purchase plan and stock purchase plan | 23,276 | $ 5 | 23,271 | ||
Common stock issued under employee stock option, employee stock purchase plan and stock purchase plan, shares | 528 | ||||
Issuance of restricted stock | $ 5 | (5) | |||
Issuance of restricted stock, shares | 536 | ||||
Issuance of restricted stock for acquisition consideration | 2,658 | $ 1 | 2,657 | ||
Issuance of restricted stock for acquisition consideration, shares | 69 | ||||
Stock-based compensation expense | 29,573 | 29,573 | |||
Forfeitures of restricted stock | $ (1) | 1 | |||
Forfeitures of restricted stock, shares | (92) | ||||
Repurchased common stock | (70,192) | $ (10) | (12,473) | (57,709) | |
Repurchased common stock, shares | (1,038) | ||||
Balance at Dec. 31, 2017 | 3,066,454 | $ 937 | 1,017,328 | 2,048,189 | |
Balance, Shares at Dec. 31, 2017 | 93,721 | ||||
Net income (loss) | 268,629 | 268,629 | |||
Common stock issued under employee stock option, employee stock purchase plan and stock purchase plan | 18,919 | $ 5 | 18,914 | ||
Common stock issued under employee stock option, employee stock purchase plan and stock purchase plan, shares | 495 | ||||
Issuance of restricted stock | $ 8 | (8) | |||
Issuance of restricted stock, shares | 770 | ||||
Stock-based compensation expense | 38,703 | 38,703 | |||
Stock swaps | (2,661) | $ (1) | (2,660) | ||
Stock swaps, shares | (56) | ||||
Forfeitures of restricted stock | $ (1) | 1 | |||
Forfeitures of restricted stock, shares | (69) | ||||
Repurchased common stock | (302,160) | $ (70) | (79,631) | (222,459) | |
Repurchased common stock, shares | (7,041) | ||||
Balance at Dec. 31, 2018 | 3,087,884 | $ 878 | 992,647 | 2,094,359 | |
Balance, Shares at Dec. 31, 2018 | 87,820 | ||||
Net income (loss) | (1,497,702) | (1,497,702) | |||
Unrealized holding gain on investments, net of tax | [1] | 78 | 78 | ||
Common stock issued under employee stock option, employee stock purchase plan and stock purchase plan | 11,947 | $ 5 | 11,942 | ||
Common stock issued under employee stock option, employee stock purchase plan and stock purchase plan, shares | 533 | ||||
Issuance of restricted stock | $ 11 | (11) | |||
Issuance of restricted stock, shares | 1,113 | ||||
Stock-based compensation expense | 42,758 | 42,758 | |||
Stock swaps | (689) | $ 0 | (689) | ||
Stock swaps, shares | (20) | ||||
Forfeitures of restricted stock | $ (1) | 1 | |||
Forfeitures of restricted stock, shares | (132) | ||||
Repurchased common stock | (145,280) | $ (51) | (58,706) | (86,523) | |
Repurchased common stock, shares | (5,066) | ||||
Balance at Dec. 31, 2019 | $ 1,498,996 | $ 842 | $ 987,942 | $ 510,212 | |
Balance, Shares at Dec. 31, 2019 | 84,248 | ||||
[1] | Presented within retained earnings on both the Consolidated Balance Sheets and the Consolidated Statements of Equity as the balance is immaterial. |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Cash flows from operating activities: | |||
Net (loss) income | $ (1,497,702) | $ 268,629 | $ 320,372 |
Loss (income) from discontinued operations | 347,608 | (10,018) | (14,930) |
Adjustments to reconcile net income to net cash provided from operating activities: | |||
Depreciation and amortization | 78,860 | 83,832 | 78,856 |
Goodwill impairment | 1,449,215 | 0 | 0 |
Amortization of premiums, discounts and issuance costs | 5,672 | 4,572 | 5,514 |
Stock-based compensation expense | 35,351 | 37,910 | 28,778 |
Deferred income taxes | (177,000) | (25,647) | (61,233) |
Other | 389 | (10,903) | (3,782) |
Changes in assets and liabilities: | |||
Accounts receivable | 7,854 | (43,408) | 10,784 |
Prepaid expenses and other current assets | (9,998) | (6,074) | (3,015) |
Other long-term assets | 37,989 | 68 | (2,950) |
Accounts payable and accrued expenses | 104,161 | 45,943 | 34,882 |
Income taxes payable | (24,119) | (61,256) | 73,050 |
Payments of contingent consideration liabilities | (1,170) | (1,093) | (750) |
Long-term professional liabilities | 9,844 | (4,490) | 18,478 |
Other liabilities | (28,487) | (3,957) | (687) |
Net cash provided by operating activities—continuing operations | 338,467 | 274,108 | 483,367 |
Net cash provided by operating activities—discontinued operations | 8,170 | 15,817 | 28,011 |
Net cash provided by operating activities | 346,637 | 289,925 | 511,378 |
Cash flows from investing activities: | |||
Acquisition payments, net of cash acquired | (111,975) | (114,491) | (531,232) |
Purchases of investments | (35,101) | (15,884) | (27,723) |
Proceeds from maturities or sales of investments | 51,105 | 13,710 | 25,410 |
Purchases of property and equipment | (31,881) | (30,479) | (26,150) |
Proceeds from sales of businesses | 249,730 | 22,764 | 0 |
Other | 0 | 0 | 6,705 |
Net cash provided by (used in) investing activities—continuing operations | 121,878 | (124,380) | (552,990) |
Net cash used in investing activities—discontinued operations | (19,423) | (18,389) | (23,623) |
Net cash provided by (used in) investing activities | 102,455 | (142,769) | (576,613) |
Cash flows from financing activities: | |||
Borrowings on credit agreement | 1,247,300 | 1,723,500 | 2,846,000 |
Payments on credit agreement | (1,986,800) | (2,094,500) | (2,699,000) |
Proceeds from issuance of senior notes | 500,000 | 500,000 | 0 |
Payments for financing costs | (9,194) | (7,090) | (3,525) |
Payments of contingent consideration liabilities | (10,120) | (5,263) | (5,449) |
Payments on finance lease obligations | (234) | (1,339) | (1,659) |
Proceeds from issuance of common stock | 11,258 | 16,258 | 23,276 |
Contribution from noncontrolling interests | 0 | 0 | 894 |
Repurchases of common stock | (145,280) | (302,160) | (70,192) |
Net cash (used in) provided by financing activities—continuing operations | (393,070) | (170,594) | 90,345 |
Net cash used in financing activities—discontinued operations | 0 | (17) | (608) |
Net cash (used in) provided by financing activities | (393,070) | (170,611) | 89,737 |
Net increase (decrease) in cash and cash equivalents | 56,022 | (23,455) | 24,502 |
Cash, cash equivalents and restricted cash at beginning of year | 56,745 | 80,200 | 55,698 |
Less cash and cash equivalents of discontinued operations at end of year | 0 | (11,254) | (13,843) |
Cash and cash equivalents and restricted cash at end of year | 112,767 | 45,491 | 66,357 |
Supplemental disclosure of cash flow information: | |||
Interest | 95,444 | 82,540 | 73,837 |
Income taxes | 86,268 | 185,416 | 75,427 |
Non-cash investing and financing activities: | |||
Value of common stock issued for acquisitions | 0 | 0 | 2,657 |
Equipment financed through finance leases | 0 | 0 | 684 |
Property and equipment included in accounts payable | $ 2,400 | $ 2,415 | $ 1,918 |
General
General | 12 Months Ended |
Dec. 31, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
General | 1. General: The principal business activity of MEDNAX, Inc. (“MEDNAX” or the “Company”) and its subsidiaries is to provide neonatal, anesthesia, radiology and teleradiology, maternal-fetal and other pediatric subspecialty physician services. The Company has contracts with affiliated business corporations or professional associations, limited liability companies and partnerships (“affiliated professional contractors”), which are separate legal entities that provide physician services in certain states and Puerto Rico. The Company and its affiliated professional contractors also have contracts with hospitals and other healthcare facilities to provide physician services, which include (i) fee-for-service |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 2. Summary of Significant Accounting Policies: Principles of Presentation The consolidated financial statements include all the accounts of the Company and its subsidiaries combined with the accounts of the affiliated professional contractors with which the Company currently has specific management arrangements. The Company’s agreements with affiliated professional contractors provide that the term of the arrangements are in most cases permanent, subject only to termination by the Company, except in the case of gross negligence, fraud or bankruptcy of the Company. The Company has the right to receive income, both as ongoing fees and as proceeds from the sale of its interest in the Company’s affiliated professional contractors, in an amount that fluctuates based on the performance of the affiliated professional contractors and the change in the fair value of the Company’s interest in the affiliated professional contractors. The Company has exclusive responsibility for the provision of all non-medical day-to-day The Company is a party to a joint venture in which it owns a 37.5% economic interest and a second joint venture in which it owns a 49.0% economic interest. The Company accounts for these joint ventures under the equity method of accounting because the Company exercises significant influence over, but does not control, these entities. In November 2018, the Company announced the initiation of a process to divest its management services organization, which operated as MedData, to allow the Company to focus on its core physician services business. On October 10, 2019, the Company entered into a securities purchase agreement with an affiliate of Frazier Healthcare Partners net of cord an additional gain or loss. The Company realized certain cash tax benefits from the transaction in the fourth quarter of 2019 and anticipates additional cash tax benefits in future periods. In addition, in accordance with accounting guidance for discontinued operations, the operating results of the service line were reported as discontinued operations in the Company’s Consolidated Statements of Income for the year ended December 31, 2019. Reclassifications have been made to certain prior period financial statements and footnote disclosures to reflect the impact of discontinued operations. See Note 8 Recently Adopted Accounting Pronouncements In February 2016, the accounting guidance related to leases was issued that require an entity to recognize leased assets and the rights and obligations created by those leased assets on the balance sheet and to disclose key information about the entity’s leasing arrangements. This guidance became effective for the Company on January 1, 2019. The adoption of this guidance had a material impact on the Company’s Consolidated Balance Sheets and related disclosures, resulting from the recognition of significant right of use assets and related liabilities, primarily related to its operating lease arrangements for space in hospitals and certain other facilities for its business and medical offices. See Note 10 New Accounting Pronouncements In December 2019, accounting guidance related to income taxes was issued with the goal of enhancing and simplifying various aspects of the income tax accounting guidance, including requirements related to hybrid tax regimes, deferred taxes on step-up year-to-date Accounting Estimates and Assumptions The preparation of financial statements in conformity with accounting principles generally accepted in the United States (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting periods. Significant estimates and assumptions are involved in the calculation of the Company’s allowance for contractual adjustments and uncollectibles on accounts receivable, liabilities for self-insured amounts and claims incurred but not reported related to the Company’s professional liability risks and the fair value of goodwill. Actual results could differ from those estimates. Segment Reporting The Company changed its management structure during the third quarter of 2019 to combine its two historical operating segments into a single unified physician services operating segment. The continue to be The following table summarizes the Company’s net revenue from continuing operations by service line (in percentages): Years Ended December 31, 2019 2018 2017 Women’s and Children’s services 50 % 49 % 50 % Anesthesiology and related 36 % 38 % 41 % Radiology 14 % 13 % 9 % 100 % 100 % 100 % Revenue Recognition Patient service revenue is recognized at the time services are provided by the Company’s affiliated physicians. The Company’s performance obligations related to the delivery of services to patients are satisfied at the time of service. Accordingly, there are no performance obligations that are unsatisfied or partially unsatisfied at the end of the reporting period with respect to patient service revenue. Almost all of the Company’s patient service revenue is reimbursed by GHC Programs and third-party insurance payors. Payments for services rendered to the Company’s patients are generally less than billed charges. The Company monitors its revenue and receivables from these sources and records an estimated contractual allowance to properly account for the anticipated differences between billed and reimbursed amounts. Accordingly, patient service revenue is presented net of an estimated provision for contractual adjustments and uncollectibles. The Company estimates allowances for contractual adjustments and uncollectibles on accounts receivable based upon historical experience and other factors, including days sales outstanding (“DSO”) for accounts receivable, evaluation of expected adjustments and delinquency rates, past adjustments and collection experience in relation to amounts billed, an aging of accounts receivable, current contract and reimbursement terms, changes in payor mix and other relevant information. Contractual adjustments result from the difference between the physician rates for services performed and the reimbursements by GHC Programs and third-party insurance payors for such services. Collection of patient service revenue the Company expects to receive is normally a function of providing complete and correct billing information to the GHC Programs and third-party insurance payors within the various filing deadlines and typically occurs within 30 to 60 days of billing. Some of the Company’s hospital agreements require hospitals to pay the Company administrative fees. Some agreements provide for fees if the hospital does not generate sufficient patient volume in order to guarantee that the Company receives a specified minimum revenue level. The Company also receives fees from hospitals for administrative services performed by its affiliated physicians providing medical director or other services at the hospital. Accounts receivable are primarily amounts due under fee-for-service GHC Programs Cash and Cash Equivalents Cash equivalents are defined as all highly liquid financial instruments with maturities of 90 days or less from the date of purchase. The Company’s cash equivalents typically consist of demand deposits, amounts on deposit in money market accounts, and funds invested in overnight repurchase agreements. Cash equivalent balances may, at certain times, exceed federally insured limits. Certain cash equivalents carried by the Company are subject to the fair value provisions of the accounting guidance for fair value measurements. See “Fair Value Measurements” below. Restricted Cash Restricted cash consists of funds in escrow related to a potential future payment for contingent consideration for an acquisition completed in 2017. Investments Investments consist of municipal debt securities, federal home loan securities and certificates of deposit. During the year ended December 31, 2019, the Company changed the classification of its investments from held-to-maturity Prior to January 1, 2019, the Company classified its investments as held-to-maturity Property and Equipment Property and equipment are recorded at original purchase cost. Depreciation of property and equipment is computed using the straight-line method over the estimated useful lives of the underlying assets. Estimated useful lives are generally 30 years for buildings; three finance Business Acquisitions The Company accounts for all business acquisitions at fair value and expenses acquisition costs as they are incurred. Any identifiable assets acquired and liabilities assumed are recognized and measured at their respective fair values on the acquisition date. If information about facts and circumstances existing as of the acquisition date is incomplete at the end of the reporting period in which a business acquisition occurs, the Company will report provisional amounts for the items for which the accounting is incomplete. The measurement period ends once the Company receives sufficient information to finalize the fair values; however, the period will not exceed one year from the acquisition date. Any adjustments to provisional amounts that are identified during the measurement period are recognized in the reporting period in which the adjustment amounts are determined. In connection with ce rtain acquisitions, the Company enters into agreements to pay additional amounts in cash or common stock based on the achievement of certain performance measures for up to five years ending after the acquisition dates. The Company measures this contingent consideration at fair value at the acquisition date and records such contingent consideration as a liability or equity on the Company’s Consolidated Balance Sheets on the acquisition date. The fair value of each contingent consideration liability is remeasured at each reporting period with any change in fair value recognized as income or expense within operations in the Company’s Consolidated Statements of Income. See Note 6 for more information on the Company’s business acquisitions. Goodwill and Other Intangible Assets The Company records acquired assets and assumed liabilities at their respective fair values under the acquisition method of accounting. Goodwill represents the excess of purchase price over the fair value of the net assets acquired. Intangible assets with finite lives, principally physician and hospital agreements, customer relationships, patented technology and trade names, are recognized apart from goodwill at the time of acquisition based on the contractual-legal and separability criteria established in the accounting guidance. Intangible assets with finite lives are amortized on either an accelerated basis based on the annual undiscounted economic cash flows associated with the particular intangible asset or on a straight-line basis over their estimated useful lives. Intangible assets with finite lives are amortized over periods of one Goodwill is tested for impairment at a reporting unit level on at least an annual basis in accordance with the subsequent measurement provisions of the accounting guidance for goodwill. The Company performs a single-step quantitative test with any goodwill impairment measured as the amount by which a reporting unit’s carrying value exceeds its fair value. The Company uses income and market-based valuation approaches to determine the fair value of its reporting units. These approaches focus on discounted cash flows and revenue and EBITDA multiples based on the Company’s market capitalization to derive the fair value of a reporting unit. Significant assumptions used in these valuations include the weighted average cost of capital discount factor, revenue growth rates and revenue and EBITDA multiples. The Company also considers the economic outlook for the healthcare services industry and various other factors during the testing process, including hospital and physician contract changes, local market developments, changes in third-party payor payments, and other publicly available information. The Company completed its annual impairment test for 2019 in the third quarter, and based on that analysis the Company recorded a non-cash – Long-Lived Assets The Company is required to evaluate long-lived assets, including intangible assets subject to amortization, whenever events or changes in circumstances indicate that the carrying value of the assets may not be fully recoverable. The recoverability of such assets is measured by a comparison of the carrying value of the assets to the future undiscounted cash flows before interest charges to be generated by the assets. If long-lived assets are impaired, the impairment to be recognized is measured as the excess of the carrying value over the fair value. Long-lived assets held for disposal are reported at the lower of the carrying value or fair value less disposal costs. The Company does not believe there are any indicators that would require an adjustment to such assets or their estimated periods of recovery at December 31, 2019 pursuant to current accounting standards. Common Stock Repurchases The Company repurchases shares of its common stock as authorized from time to time by its Board of Directors. The Company treats repurchased shares of its common stock as retired as any repurchased shares become authorized but unissued shares. The reacquisition cost of repurchased shares is recorded as a reduction in the respective components of shareholders’ equity. Professional Liability Coverage The Company maintains professional liability insurance policies with third-party insurers generally on a claims-made basis, subject to deductibles or self-insured retention, exclusions and other restrictions. The Company’s self-insured retention under its professional liability insurance is maintained primarily through a wholly owned captive insurance subsidiary. The Company records an estimate of liabilities for self-insured amounts and claims incurred but not reported based on an actuarial valuation using historical loss information, claim emergence patterns and various actuarial assumptions. Liabilities for claims incurred but not reported are not discounted. Income Taxes The Company records deferred income taxes using the liability method, whereby deferred tax assets and liabilities are determined based on the difference between the financial statement and tax bases of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. If it is more likely than not that all or a portion of deferred tax assets will not be realized, a valuation allowance is provided against such deferred tax assets. In making such determination, the Company considers all available positive and negative evidence, including future reversals of existing taxable temporary differences, projected future taxable income, tax-planning The accounting guidance for uncertain tax positions prescribes a recognition threshold and measurement attribute for financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. The guidance also requires policy disclosures regarding penalties and interest and extensive disclosures regarding increases and decreases in uncertain tax positions as a result of tax positions taken in a current or prior period, settlements with taxing authorities and any lapse of an applicable statute of limitations. Additional qualitative discussion is required for any tax position that may result in a significant increase or decrease in uncertain tax positions within a 12-month Stock Incentive Plans The Company grants stock-based awards consisting primarily of restricted stock to key employees under its Amended and Restated 2008 Incentive Compensation Plan. The Company measures the cost of employee services received in exchange for stock-based awards based on grant-date fair value and allocates the resulting compensation expense over the corresponding requisite service period using the graded vesting attribution method. The Company also performs analyses to estimate forfeitures of stock-based awards on an annual basis and adjusts the estimates as necessary based on the number of awards that ultimately vest. Net Income Per Common Share Basic net income per common share is calculated by dividing net income by the weighted average number of common shares outstanding during the period. Diluted net income per common share is calculated by dividing net income by the weighted average number of common and potential common shares outstanding during the period. Potential common shares consist of outstanding restricted stock, deferred stock and stock options and is calculated using the treasury stock method. Fair Value Measurements The accounting guidance establishes a fair value hierarchy that prioritizes valuation inputs into three levels based on the extent to which inputs used in measuring fair value are observable in the market. Each fair value measurement is reported in one of three levels: Level 1 Level 2 – Level 3 – The following table presents information about the Company’s financial instruments that are accounted for at fair value on a recurring basis at December 31, 2019 and 2018 (in thousands): Fair Value Fair Value December 31, December 31, Assets: Money market funds Level 1 $ 16,775 $ 481 Short-term investments Level 2 74,510 — (1) Company-owned life insurance Level 2 — 10,464 Mutual funds Level 1 14,264 — Liabilities: Contingent consideration Level 3 2,696 20,039 (1) Investments were measured at carrying value as of December 31, 2018. See table below. The following table presents information about the Company’s financial instruments that are not carried at fair value at December 31, 2019 and 2018 (in thousands): December 31, 2019 December 31, 2018 Carrying Amount Fair Value Carrying Amount Fair Value Assets: Short-term investments $ — (2) $ — (2) 21,923 21,858 Long-term investments — (2) — (2) 69,699 69,090 Liabilities: 2023 Notes 750,000 766,875 750,000 736,725 2027 Notes 1,000,000 1,025,600 500,000 482,500 (2) Investments were measured at fair value as of December 31, 2019. See table above. The carrying amounts of cash equivalents, accounts receivable and accounts payable and accrued expenses approximate fair value due to the short maturities of the respective instruments. The carrying value of the line of credit approximates fair value. If the Company’s line of credit was measured at fair value, it would be categorized as Level 2 in the fair value hierarchy. |
Investments
Investments | 12 Months Ended |
Dec. 31, 2019 | |
Investments, Debt and Equity Securities [Abstract] | |
Investments | 3. Investments: Investments held are summarized as follows (in thousands): December 31, 2019 December 31, 2018 Short- Term Long-Term Short-Term Long-Term Corporate $ 32,962 $ — $ — $ — Municipal debt 29,066 — 18,473 30,841 Federal home loan 8,013 — 2,000 34,393 Certificates of deposit 4,469 — 1,450 4,465 $ 74,510 $ — $ 21,923 $ 69,699 |
Accounts Receivable and Net Rev
Accounts Receivable and Net Revenue | 12 Months Ended |
Dec. 31, 2019 | |
Text Block [Abstract] | |
Accounts Receivable and Net Revenue | 4. Accounts Receivable and Net Revenue: Accounts receivable, net consists of the following (in thousands): December 31, 2019 2018 Gross accounts receivable $ 1,943,664 $ 1,993,395 Allowance for contractual adjustments and uncollectibles (1,444,795 ) (1,486,672 ) $ 498,869 $ 506,723 Net revenue consists of the following (in thousands): Years Ended December 31, 2019 2018 2017 Net patient service revenue $ 3,091,987 $ 3,067,784 $ 2,915,648 Hospital contract administrative fees 396,814 363,368 315,778 Other revenue 24,741 23,658 21,965 $ 3,513,542 $ 3,454,810 $ 3,253,391 The following is a summary of our payor mix, expressed as a percentage of net revenue, exclusive of administrative fees and revenue related to management services and other, for the periods indicated: Years Ended December 31, 2019 2018 2017 Contracted managed care 69 % 69 % 70 % Government 24 % 24 % 23 % Other third-parties 5 % 5 % 5 % Private-pay 2 % 2 % 2 % 100 % 100 % 100 % Accounts receivable consist primarily of amounts due from GHC Programs and third-party insurance payors for services provided by the Company’s affiliated physicians. Net revenue consists primarily of gross billed charges for services provided by the Company’s affiliated physicians less an estimated allowance for contractual adjustments and uncollectibles to properly account for the anticipated differences between gross billed charge amounts and expected reimbursement amounts. The Company’s contractual adjustments and uncollectibles as a percentage of gross patient service revenue vary slightly each year depending on several factors, including improved managed care contracting, changes in reimbursement from state Medicaid programs and other GHC Programs, shifts in the percentage of patient services being reimbursed under GHC Programs and annual price increases. The Company’s annual price increases typically increase contractual adjustments as a percentage of gross patient service revenue. This increase is primarily due to Medicaid, Medicare and other GHC Programs that generally provide for reimbursements on a fee-schedule Some of the Company’s hospital agreements require hospitals to pay the Company administrative fees. Some agreements provide for fees if the hospital does not generate sufficient patient volume in order to guarantee that the Company receives a specified minimum revenue level. The Company also receives fees from hospitals for administrative services performed by its affiliated physicians providing medical director or other services at the hospital. |
Property and Equipment
Property and Equipment | 12 Months Ended |
Dec. 31, 2019 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | 5. Property and Equipment: Property and equipment consists of the following (in thousands): December 31, 2019 2018 Building $ 26,934 $ 26,934 Land 6,683 6,683 Equipment and other 262,977 237,400 296,594 271,017 Accumulated depreciation (202,102 ) (180,583 ) $ 94,492 $ 90,434 The Company recorded depreciation expense of $30.0 million, $29.3 million and $26.4 million for the years ended December 31, 2019, 2018 and 2017, respectively. |
Business Acquisitions
Business Acquisitions | 12 Months Ended |
Dec. 31, 2019 | |
Business Combinations [Abstract] | |
Business Acquisitions | 6. Business Acquisitions: During the year ended December 31, 2019, the Company completed nine two two one four , and fixed assets of $0.2 million . The Company expects that $98.1 million of the goodwill recorded during the year ended December 31, 2019 will be deductible for tax purposes. In addition, the Company paid $11.3 million for contingent consideration in connection with prior period acquisitions. The Company also recorded a decrease of $6.6 million related to the change in fair value of a contingent consideration agreement for which the probability of the achievement of certain performance measures was updated during the year ended December 31, 2019. This change in fair value of contingent consideration was recorded within operating expenses. During the year ended December 31, 2018, the Company completed nine five two two During the year ended December 31, 2018, in connection with certain prior-period acquisitions, the Company paid $6.4 million for contingent consideration and $1.2 million for purchase consideration that had been held back pending satisfaction of certain conditions. Of these amounts, all except for the accretion recorded during 2018 were accrued as of December 31, 2017. In addition, the Company recorded a decrease of $5.3 million related to the change in the fair value of a contingent consideration agreement for which the probability of the achievement of certain performance measures was updated. This change in fair value of contingent consideration was recorded within operating expenses. During the year ended December 31, 2018, in connection with certain prior-period acquisitions, the Company also recorded a net increase in goodwill of $4.0 million composed of a decrease in current assets of $1.2 million, a decrease in noncurrent assets of $1.5 million and a decrease in liabilities of $0.2 million for measurement-period adjustments resulting from the finalization of acquisition accounting as well as additional cash consideration of $1.5 million related to a working capital true up. In January 2018, the Company completed the sale of a controlling interest and the contribution of remaining assets to a joint venture related to the $46.0 million of assets held for sale at December 31, 2017. The Company accounts for its 49.0% economic interest in the joint venture as an equity method investment. The investment in this joint venture is included in other assets as presented in the Company’s Condensed Consolidated Balance Sheet. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 12 Months Ended |
Dec. 31, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | 7. Goodwill and Intangible Assets: Goodwill was $ of 2019 The Company used a combination of income and market-based valuation approaches to determine the fair value of its reporting units. Significant assumptions used in these valuations included the weighted average cost of capital discount factor, revenue growth rate, and revenue and EBITDA multiples. non-cash non-cash charge against goodwill resulted in a tax benefit which generated an additional deferred tax asset of $147.2 million that increased the fair value of the reporting units. An incremental non-cash the ncremental non-cash $ million for a total non-cash charge of $ billion. The primary factors driving the non-cash charge were (i) the change in management structure effective during the third quarter resulting in reporting units one level below the Company’s single physician services operating segment, which is also its single reportable segment, (ii) the decrease in the Company’s share price used in the market capitalization reconciliation and (iii) changes in the assumptions used in the valuation analysis, specifically the discount rate used in the cash flow analysis which included a company-specific risk premium. Intangible assets, net, consist of the following (in thousands): December 31, 2019 Gross Carrying Value Accumulated Amortization Net Carrying Value Physician and hospital agreements $ 384,059 $ (269,889 ) $ 114,170 Customer relationships 156,530 (29,595 ) 126,935 Trade names 19,990 (2,326 ) 17,664 Patented and other technology 34,528 (18,890 ) 15,638 $ 595,107 $ (320,700 ) $ 274,407 December 31, 2018 Gross Carrying Value Accumulated Amortization Net Carrying Value Physician and hospital agreements $ 375,344 $ (222,818 ) $ 152,526 Customer relationships 156,530 (29,595 ) 126,935 Trade names 19,990 (2,326 ) 17,664 Patented and other technology 33,129 (17,089 ) 16,040 $ 584,993 $ (271,828 ) $ 313,165 During the year ended December 31, 2019, the Company recorded intangible assets related to acquisitions totaling $14.0 million, consisting primarily of physician and hospital agreements. The weighted-average amortization period for these physician and hospital agreements is approximately eight years Amortization expense for intangible assets was $48.9 million, $54.5 million and $52.5 million for the years ended December 31, 2019, 2018 and 2017, respectively. Amortization expense for existing intangible assets for the next five years is expected to be as follows (in thousands): 2020 $ 42,502 2021 36,502 2022 29,482 2023 24,482 2024 10,590 |
Discontinued Operations
Discontinued Operations | 12 Months Ended |
Dec. 31, 2019 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Discontinued Operations | 8. Discontinued Operations: In November 2018, the Company announced the initiation of a process to divest its management services organization, which operated as MedData, to allow the Company to focus on its core physician services business. On October 10, 2019, the Company entered into a securities purchase agreement with an affiliate of Frazier Healthcare Partners , and the $ million, net of certain net working capital and similar adjustments, as well as contingent economic consideration in an indirect holding company of the buyer, the value of which is contingent on both short and long-term performance of MedData and the maximum amount payable in respect of which is $ million. The operating results of the management services service line were reported as discontinued operations in the Company’s Consolidated Statements of Income for the year ended December 31, 2019 with prior periods recast to conform with the current period presentation. The initial classification of the management services service line to assets held for sale during the three months ended March 31, 2019 impacted the net book value of the assets and liabilities expected to be transferred upon sale. The initial determination of the estimated fair value of the management services service line was based on an estimated market value along with estimated broker, accounting, legal and other costs to sell. The Company deemed the carrying amount of other assets within the service line, specifically accounts receivable and property and equipment, to represent fair value and therefore recorded a non-cash non-cash non-cash non-cash During the three months ended June 30, 2019, an incremental non-cash non-cash non-cash non-cash non-cash non-cash During the three months ended December 31, 2019, the preliminary net proceeds for the management services service line were determined to be $242.5 million, net of cash sold and certain working capital adjustments, a preliminary loss on sale of $ Upon completion of the valuation of the contingent economic consideration and the working capital true-up, final net proceeds will be determined, and the Company will adjust the loss on sale at that time. The following table is a reconciliation of the major classes of assets and liabilities classified as assets and liabilities held for sale in the accompanying Consolidated Balance Sheets representing the management services service line as of December 31, 2018 (in thousands): December 31, 2018 Assets Cash and cash equivalents $ 11,254 Accounts receivable, net 38,118 Prepaid expenses and other assets 2,505 Property and equipment, net 42,603 Goodwill 321,556 Intangible assets, net 275,148 $ 691,184 Liabilities Accounts payable, accrued expenses and other liabilities $ 23,770 Deferred income taxes 35,659 $ 59,429 Income from discontinued operations, net of income taxes, as reported in the Company’s Consolidated Statements of Income for the years ended December 31, 2019, 2018 and 2017 includes net revenue of $172.7 million, $220.9 million and $230.7 million, respectively. Operating income, excluding transaction related costs, for the years ended December 31, 2019, 2018 and 2017 was , respectively |
Accounts Payable and Accrued Ex
Accounts Payable and Accrued Expenses | 12 Months Ended |
Dec. 31, 2019 | |
Payables and Accruals [Abstract] | |
Accounts Payable and Accrued Expenses | 9. Accounts Payable and Accrued Expenses: Accounts payable and accrued expenses consist of the following (in thousands): December 31, 2019 2018 Accounts payable $ 39,610 $ 31,059 Accrued salaries and bonuses 268,619 242,888 Accrued payroll taxes and benefits 67,268 78,415 Accrued professional liabilities 44,869 34,931 Accrued contingent consideration 2,696 18,760 Accrued interest 32,910 9,477 Other accrued expenses 55,894 33,037 $ 511,866 $ 448,567 |
Operating Leases
Operating Leases | 12 Months Ended |
Dec. 31, 2019 | |
Leases [Abstract] | |
Leases of Lessee Disclosure | 10. Operating Leases: Effective January 1, 2019, the Company adopted the new accounting guidance for lease s The Company primarily leases property under operating leases and has one material equipment operating lease for an aircraft. For leases with terms greater than 12 months, the Company records the related asset and obligation at the present value of the lease payment using a discount rate that reflects the Company’s estimated incremental borrowing rate. Certain of the Company’s leases include rental escalation clauses and renewal options that are factored into the determination of lease payments when appropriate. Operating leases for office equipment are not material, and therefore are excluded from the Company’s Consolidated Balance Sheet. Finance leases are not material but will continue to be reported on the Company’s Consolidated Balance Sheets with the right-of-use The table below presents the operating lease-related right-of-use December 31, 2019 Assets: Operating lease right-of-use $ 82,824 Liabilities: Current portion of operating lease liabilities 23,317 Long-term portion of operating lease liabilities 67,005 Other Information: Weighted-average remaining lease term 5.0 years Weighted average discount rate 5.3 % The table below presents certain information related to the lease costs for operating leases during the year ended December 31, 2019 (in thousands): Year Ended December 31, 2019 Operating lease costs $ 30,236 Variable lease costs 4,869 Other equipment rent 2,480 Other operating lease costs 4,578 Total operating lease costs $ 42,163 The table below presents supplemental cash flow information related to operating leases during the year ended December 31, 2019 (in thousands): December 31, 2019 Operating cash flows for operating leases $ 41,532 The table below reconciles the undiscounted cash flows for each of the first five years and total of the remaining years to the operating lease liabilities recorded on the balance sheet as of December 31, 2019 (in thousands): December 31, 2019 2020 $ 25,060 2021 23,270 2022 18,433 2023 13,794 2024 8,420 Thereafter 13,207 Total minimum lease payments 102,184 Less: Amount of payments representing interest (11,862 ) Present value of future minimum lease payments 90,322 Less: Current obligations (23,317 ) Long-term portion of operating leases $ 67,005 |
Accrued Professional Liabilitie
Accrued Professional Liabilities | 12 Months Ended |
Dec. 31, 2019 | |
Health Care Organizations [Abstract] | |
Accrued Professional Liabilities | 11. Accrued Professional Liabilities: At December 31, 2019 and 2018, the Company’s total accrued professional liabilities of $271.8 million and $244.0 million, respectively, included incurred but not reported loss reserves of $187.3 million and $139.1 million, respectively, and loss reserves for reported claims of $84.5 million and $104.9 million, respectively. Of the total liability, $44.9 million is classified as a current liability within accounts payable and accrued expenses in the Consolidated Balance Sheet. In addition, there is a corresponding insurance receivable of $29.8 million recorded as a component of other assets for certain professional liability claims that are covered by third-party insurance policies. The activity related to the Company’s total accrued professional liability for the years ended December 31, 2019, 2018, and 2017 is as follows (in thousands): Years Ended December 31, 2019 2018 2017 Balance at beginning of year $ 243,991 $ 250,187 $ 202,052 Assumed liabilities through acquisition — 1,276 20,716 Provision (adjustment) for losses related to: Current year 57,495 34,483 41,291 Prior years 23,191 10,299 9,983 Total provision for losses 80,686 44,782 51,274 Claim payments related to: Current year (3,044 ) (555 ) (712 ) Prior years (49,873 ) (51,699 ) (23,143 ) Total payments (52,917 ) (52,254 ) (23,855 ) Balance at end of year $ 271,760 $ 243,991 $ 250,187 The net increase in the Company’s total accrued professional liability for the year ended December 31, 2019 was primarily related to overall unfavorable trends in the Company’s claims experience that impacted its provision for losses. The net decrease in the Company’s total accrued professional liability for the year ended December 31, 2018 was primarily related to an increase in claims payments made in the current year, partially offset by overall unfavorable trends in the Company’s claims experience that impacted its provision for losses. |
Line of Credit, Long-Term Debt
Line of Credit, Long-Term Debt and Finance Lease Obligations | 12 Months Ended |
Dec. 31, 2019 | |
Debt Disclosure [Abstract] | |
Line of Credit, Long-Term Debt and Capital Lease Obligations | 12. Line of Credit, Long-Term Debt and Finance Lease Obligations: On March 28, 2019, the Company amended and restated its Credit Agreement to reduce the size of the revolving credit facility, extend the maturity and make other technical and conforming changes. As amended and restated, the Credit Agreement provides for a $1.2 billion unsecured revolving credit facility and includes a $37.5 million sub-facility option, borrowings under the Credit Agreement will bear interest at (i) the alternate base rate (defined as the higher of (a) the prime rate, (b) the Federal Funds Rate plus 1/2 of 1.00% and (c) LIBOR for an interest period of one month plus 1.00%) plus an applicable margin rate ranging from 0.125% to 0.750% based on the Company’s the Company’s the Company’s The Credit Agreement contains customary covenants and restrictions, including covenants that require the Company of the Company C In December 2015, the Company completed a private offering of $750.0 million aggregate principal amount of 2023 Notes. In November 2018, the Company completed a private offering of $500.0 million aggregate principal amount of 2027 Notes and in February 2019, the Company completed a private offering of $500.00 million aggregate principal amount of Additional 2027 Notes. At December 31, 2019, the outstanding balance on the 2027 Notes was $1.0 billion. The Company’s obligations under the 2023 Notes and the 2027 Notes are guaranteed on an unsecured senior basis by the same subsidiaries and affiliated professional contractors that guarantee the Credit Agreement. Interest on the 2023 Notes accrues at the rate of 5.25% per annum, or $39.4 million, and is payable semi-annually in arrears on June 1 and December 1. Interest on the 2027 Notes accrues at the rate of 6.25% per annum, or $62.5 million, and is payable semi-annually in arrears on January 15 and July 15. As of December 31, 2019, the Company may redeem all or a portion of the 2023 Notes, at the redemption prices of 101.313% in 2020 and 100% in 2021 and thereafter, plus accrued and unpaid interest to the redemption date. At any time prior to January 15, 2022, the Company may redeem all or a portion of the 2027 Notes at a redemption price equal to 100% of the principal amount of the notes being redeemed plus an applicable redemption premium and accrued and unpaid interest to the redemption date. In addition, at any time prior to January 15, 2022, the Company may redeem up to 35% of the aggregate principal amount of the 2027 Notes at a redemption price of 106.250% of the principal amount thereof, plus accrued and unpaid interest, if any, to the redemption date, using proceeds from one or more equity offerings. On or after January 15, 2022, the Company may redeem all or a portion of the 2027 Notes, at the redemption prices of 104.688% in 2022, 103.125% in 2023, 101.563% in 2024 and 100% in 2025 and thereafter, plus accrued and unpaid interest to the redemption date. The indenture under which the 2023 Notes and the 2027 Notes are issued, among other things, limits our ability to (1) incur liens and (2) enter into sale and lease-back transactions, and also limits our ability to merge or dispose of all or substantially all of our assets, in all cases, subject to a number of customary exceptions. Although we are not required to make mandatory redemption or sinking fund payments with respect to the 2023 Notes and repurchase the 2023 Notes or the 2027 Notes at a purchase price equal to % of the aggregate principal amount of the 2023 Notes and the 2027 Notes repurchased plus accrued and unpaid interest. The carrying value of the Company’s long-term debt was $1.7 billion and $2.0 billion at December 31, 2019 and 2018, respectively, and consisted of the following (in thousands): December 31, 2019 Principal Unamortized Debt Issuance Costs Total Senior n $ 1,750,000 $ (19,762 ) $ 1,730,238 Revolving line of credit — (2,664 ) (2,664 ) Total $ 1,750,000 $ (22,426 ) $ 1,727,574 December 31, 2018 Principal Unamortized Debt Issuance Costs Total Senior n $ 1,250,000 $ (15,408 ) $ 1,234,592 Revolving line of credit 739,500 (4,274 ) 735,226 Total $ 1,989,500 $ (19,682 ) $ 1,969,818 The Company presents issuance costs related to long-term debt liabilities, other than revolving credit arrangements, as a direct deduction from the carrying value of that long-term debt. The Company has outstanding letters of credit which reduced the amount available under the Credit Agreement by $0.2 million at December 31, 2019. At December 31, 2019, the Company had an available balance on its Credit Agreement of $1.2 billion. The carrying values of the Company’s variable rate revolving line of credit approximates fair value due to the short-term nature of the interest rates. The estimated fair value of the Company’s 2023 Notes and 2027 Notes were estimated using trading prices as of December 31, 2019 and 2018, respectively, as Level 2 inputs to estimate fair value and are summarized as follows (in thousands): December 31, 2019 2018 2023 Notes $ 766,875 $ 736,725 2027 Notes 1,025,600 482,500 The Company’s finance lease obligations consist of the following (in thousands): December 31, 2019 2018 Finance lease obligations $ 188 $ 441 Less: Current portion (130 ) (253 ) Long-term portion $ 58 $ 188 |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 13. Income Taxes: The components of the income tax provision (benefit) are as follows (in thousands): December 31, 2019 2018 2017 Federal: Current $ 73,333 $ 95,955 $ 122,379 Deferred (141,359 ) (21,386 ) (63,981 ) (68,026 ) 74,569 58,398 State: Current 11,777 26,145 19,084 Deferred (35,637 ) (4,261 ) 2,749 (23,860 ) 21,884 21,833 Total $ (91,886 ) $ 96,453 $ 80,231 The Company files its tax return on a consolidated basis with its subsidiaries, and its affiliated professional contractors file tax returns on an individual basis. Beginning on January 1, 2018, the Company’s statutory tax rate was reduced from 35.0% to 21.0% as a result of legislation enacted under the Tax Cuts and Jobs Act of 2017 (“TCJA”). The effective tax rate for continuing operations was 7.4%, During the three months ended September 30, 2019, a $213.7 million income tax charge recognized During the three months ended December 31, 2017, the Company recorded a $70.0 million income tax benefit related to the reduction of its net deferred tax liability resulting from the reduction in the corporate tax rate under the TCJA. The differences between the effective rate and the United States federal income tax statutory rate are as follows: December 31, 2019 2018 2017 Tax at statutory rate 21.00 % 21.00 % 35.00 % State income tax, net of federal benefit 3.85 4.35 3.38 Non-deductible (0.22 ) 0.42 0.48 Change in accrual estimates relating to uncertain tax positions 0.36 0.02 — Capital loss on liquidation 1.79 — — Change in valuation allowance (1.73 ) — — Impairments (17.16 ) — — Other, net (0.49 ) 1.70 0.10 Change in tax law — (0.32 ) (18.16 ) Income tax provision 7.40 % 27.17 % 20.80 % All of the Company’s deferred tax assets and liabilities are classified as long-term. The significant components of deferred income tax assets and liabilities are as follows (in thousands): December 31, 2019 2018 Allowance for uncollectible accounts $ 202,464 $ 194,299 Reserves and accruals 72,132 56,583 Stock-based compensation 11,393 9,201 Loss carryforwards 36,017 24,864 Property and equipment 388 — Other 631 1,197 Deferred tax assets before valuation allowance 323,025 286,144 Less: Valuation allowance (24,139 ) (2,628 ) Deferred tax assets, net of valuation allowance 298,886 283,516 Gross deferred tax liabilities: Amortization (119,481 ) (247,239 ) Accounting method changes (74,684 ) (109,418 ) Accrual to cash adjustment — (39 ) Other (331 ) (491 ) Total deferred tax liabilities (194,496 ) (357,187 ) Net deferred tax assets ( liabilities ) $ 104,390 $ (73,671 ) The Company’s net deferred tax assets were $104.4 million as of December 31, 2019, as compared to net deferred tax liabilities of $73.7 million at December 31, 2018. The increase in net deferred tax assets of $178.1 million during the year ended December 31, 2019 was primarily related to the deferred tax benefit from the Company’s non-cash year December 31 The increase in the Company’s valuation allowance during the year ended December 31, 2019 was primarily related to a capital loss carryforward generated during 2019. Beginning January 1, 2017, excess tax benefits or deficiencies associated with the exercise of stock options, the vesting of restricted and deferred stock and the purchase of shares under the Company’s non-qualified reporting period in which they occur instead of an increase or decrease to additional paid-in-capital. During the year ended December 31, 2019, the Company generated a $68.0 million capital loss carryforward which expires in 2024. As of December 31, 2019, the Company has provided a $17.1 million valuation allowance against this deferred tax asset based on management’s determination that it is more than Company has net operating loss for federal and state tax purposes totaling $ million, $ million and $ million at December , , and , respectively. With respect to the December , 9 balance, $ million expires at various times from through , and $ million does not expire. As of December , , and , the Company’s liability for uncertain tax positions, excluding accrued interest and penalties, was $ million, $ million and $ million, respectively. As of December , , the Company had $ million of uncertain tax positions that, if recognized, would favorably impact its effective tax rate. The following table summarizes the activity related to the Company’s liability for uncertain tax positions for the years ended December 31, 2019, 2018 and 2017 (in thousands): Years Ended December 31, 2019 2018 2017 Balance at beginning of year $ 11,185 $ 10,972 $ 9,469 Increases related to prior year tax positions 369 385 2,284 Decreases related to prior year tax positions — — (143 ) Increases related to current year tax positions 1,700 2,900 1,430 Decreases related to lapse of statutes of limitation (5,845 ) (3,072 ) (2,068 ) Balance at end of year $ 7,409 $ 11,185 $ 10,972 During the years ended December 31, 2019 and 2018, the Company decreased its liability for uncertain tax positions by a total of $3.8 million and increased its liability for uncertain tax positions by $0.2 million, respectively, primarily related to additional taxes on current and prior year positions, partially offset by the expiration of statutes of limitation. In addition, the Company anticipates that its liability for uncertain tax positions will increase by $2.0 million over the next 12 months. The Company includes interest and penalties related to income tax liabilities in income tax expense. The impact to income tax expense related to penalties and interest was not material during the years December 31, 2019, 2018 and 2017. At December 31, 2019 and 2018, the Company’s accrued liability for interest and penalties related to income tax liabilities totaled $0.6 million and The Company is currently subject to U.S. Federal and various state income tax examinations for the tax years 2015 through 2018. |
Common and Common Equivalent Sh
Common and Common Equivalent Shares | 12 Months Ended |
Dec. 31, 2019 | |
Earnings Per Share [Abstract] | |
Common and Common Equivalent Shares | 14. Common and Common Equivalent Shares: The calculation of shares used in the basic and diluted net income per share calculation for the years ended December 31, 2019, 2018, and 2017 is as follows (in thousands): Years Ended December 31, 2019 2018 2017 Weighted average number of common shares outstanding 83,495 91,104 92,431 Weighted average number of dilutive common share equivalents (a) — 502 527 Weighted average number of common and common equivalent shares outstanding 83,495 91,606 92,958 Antidilutive securities not included in the diluted net income per common share calculation 516 214 107 (a) Due to a loss for the year ended December 31, 2019, no incremental shares are included because the effect would be antidilutive. |
Stock Incentive Plans and Stock
Stock Incentive Plans and Stock Purchase Plans | 12 Months Ended |
Dec. 31, 2019 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock Incentive Plans and Stock Purchase Plans | 15. Stock Incentive Plans and Stock Purchase Plans: On May 16, 2019, the Company’s shareholders approved the Company’s Amended and Restated 2008 Incentive Compensation Plan (the “Amended and Restated 2008 Incentive Plan”). The amendments, among other things, increased the number of shares of common stock reserved for delivery under the under the Amended and Restated 2008 Incentive Plan from 19.5 million million deferred Under the Amended and Restated 2008 Incentive Plan, options to purchase shares of common stock may be granted at a price not less than the fair market value of the shares on the date of grant. The options must be exercised within 10 years from the date of grant and generally become exercisable on a pro rata basis over a three-year period from the date of grant. The Company issues new shares of its common stock upon exercise of its stock options. Restricted stock awards generally vest over periods of three years upon the fulfillment of specified service-based conditions and in certain instances performance-based conditions. Deferred stock awards generally vest upon the satisfaction of specified performance-based conditions and service-based conditions. The Company recognizes compensation expense related to its restricted stock and deferred stock awards ratably over the corresponding vesting periods. At December 31, 2019, the Company had 8.3 million shares available for future grants and awards under its Amended and Restated 2008 Incentive Plan. Under the Company’s 1996 Non-Qualified Non-Qualified non-employee Each of the ESPP and the SPP provide for the issuance of an aggregate of 2.6 million shares of the Company’s common stock less the number of shares of common stock purchased under the other plan. The Company recognizes stock-based compensation expense for the discount received by participating employees and non-employee the the The Company recognized $35.4 million, $37.9 million and $28.8 million of stock-based compensation expense related to its stock incentive plans, the ESPP and the SPP during the years ended December 31, 2019, 2018 and 2017, respectively. The activity related to the Company’s restricted stock and deferred stock awards and the corresponding weighted average grant-date fair values for the year ended December 31, 2019 are as follows: Number of Shares Weighted Average Fair Value Non-vested 1,310,853 $ 54.46 Awarded 1,112,773 $ 33.28 Forfeited (137,091 ) $ 48.37 Vested (563,420 ) $ 55.96 Non-vested 1,723,115 $ 40.77 The aggregate fair value of the restricted and deferred stock that vested during the years ended December 31, 2019, 2018 and 2017 was $31.5 million, $27.4 million and $29.3 million, respectively. The weighted average grant-date fair value of restricted and deferred stock awards that were granted during the years ended December 31, 2019, 2018 and 2017 was $33.28, $51.99 and $54.22, respectively. At December 31, 2019, the total stock-based compensation cost related to non-vested The Company did not grant any stock options in 2019, 2018 or 2017, and all stock-based compensation cost related to stock options has been recognized. The activity and certain other information related to the Company’s outstanding stock option awards for the year ended December 31, 2019 are as follows: Number of Stock Options Weighted Average Exercise Price Weighted (in years) Aggregate Value (in millions) Outstanding at January 1, 2019 112,976 $ 27.65 Exercised (40,168 ) $ 18.87 $ 0.6 Outstanding and exercisable at December 31, 2019 72,808 $ 32.49 0.8 $ — The aggregate intrinsic value of stock options exercised during the years ended December 31, 2019, 2018 and 2017 was $0.6 million, $2.8 million and $5.5 million, respectively. The cash proceeds received from the exercise of stock options for the years ended December 31, 2019, 2018 and 2017 were $0.1 million, $3.7 million and $4.8 million, respectively. |
Common Stock Repurchase Program
Common Stock Repurchase Programs | 12 Months Ended |
Dec. 31, 2019 | |
Text Block [Abstract] | |
Common Stock Repurchase Programs | 16. Common Stock Repurchase Programs: In July 2013, the Company’s Board of Directors authorized the repurchase of shares of the Company’s common stock up to an amount sufficient to offset the dilutive impact from the issuance of shares under the Company’s equity compensation programs. The share repurchase program allows the Company to make open market purchases from time-to-time In August 2018, the Company announced that its Board of Directors had authorized the repurchase of up to $500.0 million of the Company’s common stock in addition to its existing share repurchase program, of which $250.0 million remained available for repurchase as of December 31, 2018. Under this program, during the year ended December 31, 2019, the Company repurchased approximately 5.1 million shares of its common stock for $145.3 million, inclusive of 96,918 shares withheld to satisfy minimum statutory withholding obligations of $2.5 million in connection with the vesting of restricted stock during the year ended December 31, 2019. During the year ended December 31, 2018, the Company repurchased approximately 7.0 million shares of its common stock for approximately $302.2 million, inclusive of 54,909 shares withheld to satisfy minimum statutory withholding obligations of $2.5 million in connection with the vesting of restricted stock and exercises of stock options during the second quarter of 2018. The Company intends to utilize various methods to effect any future share repurchases, including, among others, open market purchases and accelerated share repurchase programs. The amount and timing of repurchases will depend upon several factors, including general economic and market conditions and trading restrictions. |
Retirement Plans
Retirement Plans | 12 Months Ended |
Dec. 31, 2019 | |
Retirement Benefits [Abstract] | |
Retirement Plans | 17. Retirement Plans: The Company maintains four qualified contributory savings plans as allowed under Section 401(k) of the Internal Revenue Code and Section 1165(e) of the Puerto Rico Income Tax Act of 1954 (the “401(k) Plans”). The 401(k) Plans permit participant contributions and allow elective and, in certain situations, non-elective Participants may defer a percentage of their annual compensation subject to the limits defined in the 401(k) Plans. The Company recorded expense of $43.0 million, $54.6 million and $50.1 million for the years ended December 31, 2019, 2018 and 2017, respectively, primarily related to the 401(k) Plans. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 18. Commitments and Contingencies: The Company expects that audits, inquiries and investigations from government authorities and agencies will occur in the ordinary course of business. Such audits, inquiries and investigations and their ultimate resolutions, individually or in the aggregate, could have a material adverse effect on the Company’s business, financial condition, results of operations, cash flows and the trading price of its securities. The Company has not included an accrual for these matters as of December 31, 2019 in its Consolidated Financial Statements, as the variables affecting any potential eventual liability depend on the currently unknown facts and circumstances that arise out of, and are specific to, any particular future audit, inquiry and investigation and cannot be reasonably estimated at this time. In the ordinary course of business, the Company becomes involved in pending and threatened legal actions and proceedings, most of which involve claims of medical malpractice related to medical services provided by the Company’s affiliated physicians. The Company’s contracts with hospitals generally require the Company to indemnify them and their affiliates for losses resulting from the negligence of the Company’s affiliated physicians. The Company may also become subject to other lawsuits which could involve large claims and significant costs. The Company believes, based upon a review of pending actions and proceedings, that the outcome of such legal actions and proceedings will not have a material adverse effect on its business, financial condition, results of operations, cash flows and the trading price of its securities. The outcome of such actions and proceedings, however, cannot be predicted with certainty and an unfavorable resolution of one or more of them could have a material adverse effect on the Company’s business, financial condition, results of operations, cash flows and the trading price of its securities. Although the Company currently maintains liability insurance coverage intended to cover professional liability and certain other claims, the Company cannot assure that its insurance coverage will be adequate to cover liabilities arising out of claims asserted against it in the future where the outcomes of such claims are unfavorable. With respect to professional liability risk, the Company generally self-insures a portion of this risk through its wholly owned captive insurance subsidiary. Liabilities in excess of the Company’s insurance coverage, including coverage for professional liability and certain other claims, could have a material adverse effect on the Company’s business, financial condition, results of operations, cash flows and the trading price of its securities. |
Selected Quarterly Financial In
Selected Quarterly Financial Information | 12 Months Ended |
Dec. 31, 2019 | |
Quarterly Financial Information Disclosure [Abstract] | |
Selected Quarterly Financial Information | 19. Selected Quarterly Financial Information (Unaudited): The following tables set forth a summary of the Company’s selected quarterly financial information for each of the four quarters ended December 31, 2019 and 2018 (in thousands, except for per share data): 2019 Quarters First Second Third Fourth Net revenue $ 851,183 $ 868,309 $ 888,675 $ 905,375 Operating expenses: Practice salaries and benefits 621,539 608,962 630,309 647,968 Practice supplies and other operating expenses 25,791 28,016 26,950 32,009 General and administrative expenses 101,821 103,540 102,356 96,926 Depreciation and amortization 20,033 19,809 19,608 19,410 Transformational and restructuring related expenses 3,544 27,482 19,992 44,311 Goodwill impairment — — 1,449,215 — Total operating expenses 772,728 787,809 2,248,430 840,624 Income (loss) from operations 78,455 80,500 (1,359,755 ) 64,751 Investment and other income 1,647 1,222 1,373 1,429 Interest expense (30,723 ) (31,080 ) (29,901 ) (27,677 ) Equity in earnings of unconsolidated affiliates 1,236 1,990 2,249 2,304 Total non-operating (27,840 ) (27,868 ) (26,279 ) (23,944 ) Income (loss) from continuing operations before income taxes 50,615 52,632 (1,386,034 ) 40,807 Income tax (provision) benefit (8,962 ) (17,116 ) 125,788 (7,824 ) Income (loss) from continuing operations 41,653 35,516 (1,260,246 ) 32,983 (Loss) income from discontinued operations, net of tax (284,525 ) (43,761 ) 4,330 (23,652 ) Net (loss) income $ (242,872 ) $ (8,245 ) $ (1,255,916 ) $ 9,331 Per common and common equivalent share data (1): Income (loss) from continuing operations: Basic $ 0.48 $ 0.43 $ (15.29 ) $ 0.40 Diluted $ 0.48 $ 0.42 $ (15.29 ) $ 0.40 (Loss) income from discontinued operations: Basic $ (3.31 ) $ (0.53 ) $ 0.05 $ (0.29 ) Diluted $ (3.29 ) $ (0.52 ) $ 0.05 $ (0.29 ) Net (loss) income: Basic $ (2.82 ) $ (0.10 ) $ (15.24 ) $ 0.11 Diluted $ (2.81 ) $ (0.10 ) $ (15.24 ) $ 0.11 Weighted average common shares: Basic 86,073 83,234 82,441 82,592 Diluted 86,545 83,689 82,441 83,288 (1) Basic and diluted per share amounts are computed for each of the periods presented. Accordingly, the sum of the quarterly per share amounts may not agree with the full year amount. 2018 Quarters First Second Third Fourth Net revenue $ 852,628 864,987 $ 848,759 $ 888,436 Operating expenses: Practice salaries and benefits 603,955 593,047 599,326 630,048 Practice supplies and other operating expenses 27,403 28,329 27,249 25,870 General and administrative expenses 101,693 100,938 95,771 105,532 Depreciation and amortization 19,914 20,280 22,205 21,433 Total operating expenses 752,965 742,594 744,551 782,883 Income from operations 99,663 122,393 104,208 105,553 Investment and other income 1,474 1,225 1,531 981 Interest expense (19,935 ) (21,618 ) (21,788 ) (25,448 ) Equity in earnings of unconsolidated affiliates 1,525 1,257 1,766 2,277 Total non-operating (16,936 ) (19,136 ) (18,491 ) (22,190 ) Income from continuing operations before income taxes 82,727 103,257 85,717 83,363 Income tax provision (22,720 ) (28,482 ) (23,550 ) (21,701 ) Income from continuing operations 60,007 74,775 62,167 61,662 Income (loss) from discontinued operations, net of tax 3,421 4,637 3,408 (1,448 ) Net income $ 63,428 79,412 $ 65,575 $ 60,214 Per common and common equivalent share data (2): Income from continuing operations: Basic $ 0.65 $ 0.80 $ 0.68 $ 0.70 Diluted $ 0.64 $ 0.80 $ 0.68 $ 0.70 Income (loss) from discontinued operations: Basic $ 0.04 $ 0.05 $ 0.04 $ (0.02 ) Diluted $ 0.04 $ 0.05 $ 0.04 $ (0.02 ) Net income: Basic $ 0.68 $ 0.85 $ 0.72 $ 0.68 Diluted $ 0.68 $ 0.85 $ 0.72 $ 0.68 Weighted average common shares: Basic 92,859 92,987 90,984 87,810 Diluted 93,505 93,529 91,359 88,258 (2) Basic and diluted per share amounts are computed for each of the periods presented. Accordingly, the sum of the quarterly per share amounts may not agree with the full year amount. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
Principles of Presentation | Principles of Presentation The consolidated financial statements include all the accounts of the Company and its subsidiaries combined with the accounts of the affiliated professional contractors with which the Company currently has specific management arrangements. The Company’s agreements with affiliated professional contractors provide that the term of the arrangements are in most cases permanent, subject only to termination by the Company, except in the case of gross negligence, fraud or bankruptcy of the Company. The Company has the right to receive income, both as ongoing fees and as proceeds from the sale of its interest in the Company’s affiliated professional contractors, in an amount that fluctuates based on the performance of the affiliated professional contractors and the change in the fair value of the Company’s interest in the affiliated professional contractors. The Company has exclusive responsibility for the provision of all non-medical day-to-day The Company is a party to a joint venture in which it owns a 37.5% economic interest and a second joint venture in which it owns a 49.0% economic interest. The Company accounts for these joint ventures under the equity method of accounting because the Company exercises significant influence over, but does not control, these entities. In November 2018, the Company announced the initiation of a process to divest its management services organization, which operated as MedData, to allow the Company to focus on its core physician services business. On October 10, 2019, the Company entered into a securities purchase agreement with an affiliate of Frazier Healthcare Partners net of cord an additional gain or loss. The Company realized certain cash tax benefits from the transaction in the fourth quarter of 2019 and anticipates additional cash tax benefits in future periods. In addition, in accordance with accounting guidance for discontinued operations, the operating results of the service line were reported as discontinued operations in the Company’s Consolidated Statements of Income for the year ended December 31, 2019. Reclassifications have been made to certain prior period financial statements and footnote disclosures to reflect the impact of discontinued operations. See Note 8 |
Recently Adopted Accounting Pronouncements | Recently Adopted Accounting Pronouncements In February 2016, the accounting guidance related to leases was issued that require an entity to recognize leased assets and the rights and obligations created by those leased assets on the balance sheet and to disclose key information about the entity’s leasing arrangements. This guidance became effective for the Company on January 1, 2019. The adoption of this guidance had a material impact on the Company’s Consolidated Balance Sheets and related disclosures, resulting from the recognition of significant right of use assets and related liabilities, primarily related to its operating lease arrangements for space in hospitals and certain other facilities for its business and medical offices. See Note 10 |
New Accounting Pronouncements | New Accounting Pronouncements In December 2019, accounting guidance related to income taxes was issued with the goal of enhancing and simplifying various aspects of the income tax accounting guidance, including requirements related to hybrid tax regimes, deferred taxes on step-up year-to-date |
Accounting Estimates and Assumptions | Accounting Estimates and Assumptions The preparation of financial statements in conformity with accounting principles generally accepted in the United States (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting periods. Significant estimates and assumptions are involved in the calculation of the Company’s allowance for contractual adjustments and uncollectibles on accounts receivable, liabilities for self-insured amounts and claims incurred but not reported related to the Company’s professional liability risks and the fair value of goodwill. Actual results could differ from those estimates. |
Segment Reporting | Segment Reporting The Company changed its management structure during the third quarter of 2019 to combine its two historical operating segments into a single unified physician services operating segment. The continue to be The following table summarizes the Company’s net revenue from continuing operations by service line (in percentages): Years Ended December 31, 2019 2018 2017 Women’s and Children’s services 50 % 49 % 50 % Anesthesiology and related 36 % 38 % 41 % Radiology 14 % 13 % 9 % 100 % 100 % 100 % |
Revenue Recognition | Revenue Recognition Patient service revenue is recognized at the time services are provided by the Company’s affiliated physicians. The Company’s performance obligations related to the delivery of services to patients are satisfied at the time of service. Accordingly, there are no performance obligations that are unsatisfied or partially unsatisfied at the end of the reporting period with respect to patient service revenue. Almost all of the Company’s patient service revenue is reimbursed by GHC Programs and third-party insurance payors. Payments for services rendered to the Company’s patients are generally less than billed charges. The Company monitors its revenue and receivables from these sources and records an estimated contractual allowance to properly account for the anticipated differences between billed and reimbursed amounts. Accordingly, patient service revenue is presented net of an estimated provision for contractual adjustments and uncollectibles. The Company estimates allowances for contractual adjustments and uncollectibles on accounts receivable based upon historical experience and other factors, including days sales outstanding (“DSO”) for accounts receivable, evaluation of expected adjustments and delinquency rates, past adjustments and collection experience in relation to amounts billed, an aging of accounts receivable, current contract and reimbursement terms, changes in payor mix and other relevant information. Contractual adjustments result from the difference between the physician rates for services performed and the reimbursements by GHC Programs and third-party insurance payors for such services. Collection of patient service revenue the Company expects to receive is normally a function of providing complete and correct billing information to the GHC Programs and third-party insurance payors within the various filing deadlines and typically occurs within 30 to 60 days of billing. Some of the Company’s hospital agreements require hospitals to pay the Company administrative fees. Some agreements provide for fees if the hospital does not generate sufficient patient volume in order to guarantee that the Company receives a specified minimum revenue level. The Company also receives fees from hospitals for administrative services performed by its affiliated physicians providing medical director or other services at the hospital. Accounts receivable are primarily amounts due under fee-for-service GHC Programs |
Cash and Cash Equivalents | Cash and Cash Equivalents Cash equivalents are defined as all highly liquid financial instruments with maturities of 90 days or less from the date of purchase. The Company’s cash equivalents typically consist of demand deposits, amounts on deposit in money market accounts, and funds invested in overnight repurchase agreements. Cash equivalent balances may, at certain times, exceed federally insured limits. Certain cash equivalents carried by the Company are subject to the fair value provisions of the accounting guidance for fair value measurements. See “Fair Value Measurements” below. |
Restricted Cash | Restricted Cash Restricted cash consists of funds in escrow related to a potential future payment for contingent consideration for an acquisition completed in 2017. |
Investments | Investments Investments consist of municipal debt securities, federal home loan securities and certificates of deposit. During the year ended December 31, 2019, the Company changed the classification of its investments from held-to-maturity Prior to January 1, 2019, the Company classified its investments as held-to-maturity |
Property and Equipment | Property and Equipment Property and equipment are recorded at original purchase cost. Depreciation of property and equipment is computed using the straight-line method over the estimated useful lives of the underlying assets. Estimated useful lives are generally 30 years for buildings; three finance |
Business Acquisitions | Business Acquisitions The Company accounts for all business acquisitions at fair value and expenses acquisition costs as they are incurred. Any identifiable assets acquired and liabilities assumed are recognized and measured at their respective fair values on the acquisition date. If information about facts and circumstances existing as of the acquisition date is incomplete at the end of the reporting period in which a business acquisition occurs, the Company will report provisional amounts for the items for which the accounting is incomplete. The measurement period ends once the Company receives sufficient information to finalize the fair values; however, the period will not exceed one year from the acquisition date. Any adjustments to provisional amounts that are identified during the measurement period are recognized in the reporting period in which the adjustment amounts are determined. In connection with ce rtain acquisitions, the Company enters into agreements to pay additional amounts in cash or common stock based on the achievement of certain performance measures for up to five years ending after the acquisition dates. The Company measures this contingent consideration at fair value at the acquisition date and records such contingent consideration as a liability or equity on the Company’s Consolidated Balance Sheets on the acquisition date. The fair value of each contingent consideration liability is remeasured at each reporting period with any change in fair value recognized as income or expense within operations in the Company’s Consolidated Statements of Income. See Note 6 for more information on the Company’s business acquisitions. |
Goodwill and Other Intangible Assets | Goodwill and Other Intangible Assets The Company records acquired assets and assumed liabilities at their respective fair values under the acquisition method of accounting. Goodwill represents the excess of purchase price over the fair value of the net assets acquired. Intangible assets with finite lives, principally physician and hospital agreements, customer relationships, patented technology and trade names, are recognized apart from goodwill at the time of acquisition based on the contractual-legal and separability criteria established in the accounting guidance. Intangible assets with finite lives are amortized on either an accelerated basis based on the annual undiscounted economic cash flows associated with the particular intangible asset or on a straight-line basis over their estimated useful lives. Intangible assets with finite lives are amortized over periods of one Goodwill is tested for impairment at a reporting unit level on at least an annual basis in accordance with the subsequent measurement provisions of the accounting guidance for goodwill. The Company performs a single-step quantitative test with any goodwill impairment measured as the amount by which a reporting unit’s carrying value exceeds its fair value. The Company uses income and market-based valuation approaches to determine the fair value of its reporting units. These approaches focus on discounted cash flows and revenue and EBITDA multiples based on the Company’s market capitalization to derive the fair value of a reporting unit. Significant assumptions used in these valuations include the weighted average cost of capital discount factor, revenue growth rates and revenue and EBITDA multiples. The Company also considers the economic outlook for the healthcare services industry and various other factors during the testing process, including hospital and physician contract changes, local market developments, changes in third-party payor payments, and other publicly available information. The Company completed its annual impairment test for 2019 in the third quarter, and based on that analysis the Company recorded a non-cash – |
Long-Lived Assets | Long-Lived Assets The Company is required to evaluate long-lived assets, including intangible assets subject to amortization, whenever events or changes in circumstances indicate that the carrying value of the assets may not be fully recoverable. The recoverability of such assets is measured by a comparison of the carrying value of the assets to the future undiscounted cash flows before interest charges to be generated by the assets. If long-lived assets are impaired, the impairment to be recognized is measured as the excess of the carrying value over the fair value. Long-lived assets held for disposal are reported at the lower of the carrying value or fair value less disposal costs. The Company does not believe there are any indicators that would require an adjustment to such assets or their estimated periods of recovery at December 31, 2019 pursuant to current accounting standards. |
Common Stock Repurchases | Common Stock Repurchases The Company repurchases shares of its common stock as authorized from time to time by its Board of Directors. The Company treats repurchased shares of its common stock as retired as any repurchased shares become authorized but unissued shares. The reacquisition cost of repurchased shares is recorded as a reduction in the respective components of shareholders’ equity. |
Professional Liability Coverage | Professional Liability Coverage The Company maintains professional liability insurance policies with third-party insurers generally on a claims-made basis, subject to deductibles or self-insured retention, exclusions and other restrictions. The Company’s self-insured retention under its professional liability insurance is maintained primarily |
Income Taxes | Income Taxes The Company records deferred income taxes using the liability method, whereby deferred tax assets and liabilities are determined based on the difference between the financial statement and tax bases of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. If it is more likely than not that all or a portion of deferred tax assets will not be realized, a valuation allowance is provided against such deferred tax assets. In making such determination, the Company considers all available positive and negative evidence, including future reversals of existing taxable temporary differences, projected future taxable income, tax-planning The accounting guidance for uncertain tax positions prescribes a recognition threshold and measurement attribute for financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. The guidance also requires policy disclosures regarding penalties and interest and extensive disclosures regarding increases and decreases in uncertain tax positions as a result of tax positions taken in a current or prior period, settlements with taxing authorities and any lapse of an applicable statute of limitations. Additional qualitative discussion is required for any tax position that may result in a significant increase or decrease in uncertain tax positions within a 12-month |
Stock Incentive Plans | Stock Incentive Plans The Company grants stock-based awards consisting primarily of restricted stock to key employees under its Amended and Restated 2008 Incentive Compensation Plan. The Company measures the cost of employee services received in exchange for stock-based awards based on grant-date fair value and allocates the resulting compensation expense over the corresponding requisite service period using the graded vesting attribution method. The Company also performs analyses to estimate forfeitures of stock-based awards on an annual basis and adjusts the estimates as necessary based on the number of awards that ultimately vest. |
Net Income Per Common Share | Net Income Per Common Share Basic net income per common share is calculated by dividing net income by the weighted average number of common shares outstanding during the period. Diluted net income per common share is calculated by dividing net income by the weighted average number of common and potential common shares outstanding during the period. Potential common shares consist of outstanding restricted stock, deferred stock and stock options and is calculated using the treasury stock method. |
Fair Value Measurements | Fair Value Measurements The accounting guidance establishes a fair value hierarchy that prioritizes valuation inputs into three levels based on the extent to which inputs used in measuring fair value are observable in the market. Each fair value measurement is reported in one of three levels: Level 1 Level 2 – The carrying amounts of cash equivalents, accounts receivable and accounts payable and accrued expenses approximate fair value due to the short maturities of the respective instruments. The carrying value of the line of credit approximates fair value. If the Company’s line of credit was measured at fair value, it would be categorized as Level 2 in the fair value hierarchy. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
Schedule of Net Revenue by Service Line | The following table summarizes the Company’s net revenue from continuing operations by service line (in percentages): Years Ended December 31, 2019 2018 2017 Women’s and Children’s services 50 % 49 % 50 % Anesthesiology and related 36 % 38 % 41 % Radiology 14 % 13 % 9 % 100 % 100 % 100 % |
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis | The following table presents information about the Company’s financial instruments that are accounted for at fair value on a recurring basis at December 31, 2019 and 2018 (in thousands): Fair Value Fair Value December 31, December 31, Assets: Money market funds Level 1 $ 16,775 $ 481 Short-term investments Level 2 74,510 — (1) Company-owned life insurance Level 2 — 10,464 Mutual funds Level 1 14,264 — Liabilities: Contingent consideration Level 3 2,696 20,039 (1) Investments were measured at carrying value as of December 31, 2018. See table below. |
Financial Instruments Measured At Carrying Amount | The following table presents information about the Company’s financial instruments that are not carried at fair value at December 31, 2019 and 2018 (in thousands): December 31, 2019 December 31, 2018 Carrying Amount Fair Value Carrying Amount Fair Value Assets: Short-term investments $ — (2) $ — (2) 21,923 21,858 Long-term investments — (2) — (2) 69,699 69,090 Liabilities: 2023 Notes 750,000 766,875 750,000 736,725 2027 Notes 1,000,000 1,025,600 500,000 482,500 (2) Investments were measured at fair value as of December 31, 2019. See table above. |
Investments (Tables)
Investments (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Investments, Debt and Equity Securities [Abstract] | |
Schedule of Investments | Investments held are summarized as follows (in thousands): December 31, 2019 December 31, 2018 Short- Term Long-Term Short-Term Long-Term Corporate $ 32,962 $ — $ — $ — Municipal debt 29,066 — 18,473 30,841 Federal home loan 8,013 — 2,000 34,393 Certificates of deposit 4,469 — 1,450 4,465 $ 74,510 $ — $ 21,923 $ 69,699 |
Accounts Receivable and Net R_2
Accounts Receivable and Net Revenue (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Text Block [Abstract] | |
Schedule of Accounts Receivable, Net | Accounts receivable, net consists of the following (in thousands): December 31, 2019 2018 Gross accounts receivable $ 1,943,664 $ 1,993,395 Allowance for contractual adjustments and uncollectibles (1,444,795 ) (1,486,672 ) $ 498,869 $ 506,723 |
Schedule of Net Revenue | Net revenue consists of the following (in thousands): Years Ended December 31, 2019 2018 2017 Net patient service revenue $ 3,091,987 $ 3,067,784 $ 2,915,648 Hospital contract administrative fees 396,814 363,368 315,778 Other revenue 24,741 23,658 21,965 $ 3,513,542 $ 3,454,810 $ 3,253,391 |
Schedule of Percentage of Net Revenue | The following is a summary of our payor mix, expressed as a percentage of net revenue, exclusive of administrative fees and revenue related to management services and other, for the periods indicated: Years Ended December 31, 2019 2018 2017 Contracted managed care 69 % 69 % 70 % Government 24 % 24 % 23 % Other third-parties 5 % 5 % 5 % Private-pay 2 % 2 % 2 % 100 % 100 % 100 % |
Property and Equipment (Tables)
Property and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property and Equipment | Property and equipment consists of the following (in thousands): December 31, 2019 2018 Building $ 26,934 $ 26,934 Land 6,683 6,683 Equipment and other 262,977 237,400 296,594 271,017 Accumulated depreciation (202,102 ) (180,583 ) $ 94,492 $ 90,434 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Summary of Intangible Assets, Net | Intangible assets, net, consist of the following (in thousands): December 31, 2019 Gross Carrying Value Accumulated Amortization Net Carrying Value Physician and hospital agreements $ 384,059 $ (269,889 ) $ 114,170 Customer relationships 156,530 (29,595 ) 126,935 Trade names 19,990 (2,326 ) 17,664 Patented and other technology 34,528 (18,890 ) 15,638 $ 595,107 $ (320,700 ) $ 274,407 December 31, 2018 Gross Carrying Value Accumulated Amortization Net Carrying Value Physician and hospital agreements $ 375,344 $ (222,818 ) $ 152,526 Customer relationships 156,530 (29,595 ) 126,935 Trade names 19,990 (2,326 ) 17,664 Patented and other technology 33,129 (17,089 ) 16,040 $ 584,993 $ (271,828 ) $ 313,165 |
Amortization Expenses for Existing Intangible Assets for the Next Five Years | Amortization expense for existing intangible assets for the next five years is expected to be as follows (in thousands): 2020 $ 42,502 2021 36,502 2022 29,482 2023 24,482 2024 10,590 |
Discontinued Operations (Tables
Discontinued Operations (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Disposal Groups, Including Discontinued Operations | The following table is a reconciliation of the major classes of assets and liabilities classified as assets and liabilities held for sale in the accompanying Consolidated Balance Sheets representing the management services service line as of December 31, 2018 (in thousands): December 31, 2018 Assets Cash and cash equivalents $ 11,254 Accounts receivable, net 38,118 Prepaid expenses and other assets 2,505 Property and equipment, net 42,603 Goodwill 321,556 Intangible assets, net 275,148 $ 691,184 Liabilities Accounts payable, accrued expenses and other liabilities $ 23,770 Deferred income taxes 35,659 $ 59,429 |
Accounts Payable and Accrued _2
Accounts Payable and Accrued Expenses (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Payables and Accruals [Abstract] | |
Schedule of Accounts Payable and Accrued Expenses | 9. Accounts Payable and Accrued Expenses: Accounts payable and accrued expenses consist of the following (in thousands): December 31, 2019 2018 Accounts payable $ 39,610 $ 31,059 Accrued salaries and bonuses 268,619 242,888 Accrued payroll taxes and benefits 67,268 78,415 Accrued professional liabilities 44,869 34,931 Accrued contingent consideration 2,696 18,760 Accrued interest 32,910 9,477 Other accrued expenses 55,894 33,037 $ 511,866 $ 448,567 |
Operating Leases (Tables)
Operating Leases (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Leases [Abstract] | |
Operating Lease Related Assets And Liabilities And Other Related Information | The table below presents the operating lease-related right-of-use December 31, 2019 Assets: Operating lease right-of-use $ 82,824 Liabilities: Current portion of operating lease liabilities 23,317 Long-term portion of operating lease liabilities 67,005 Other Information: Weighted-average remaining lease term 5.0 years Weighted average discount rate 5.3 % |
Lease, Cost | The table below presents certain information related to the lease costs for operating leases during the year ended December 31, 2019 (in thousands): Year Ended December 31, 2019 Operating lease costs $ 30,236 Variable lease costs 4,869 Other equipment rent 2,480 Other operating lease costs 4,578 Total operating lease costs $ 42,163 |
Operating Leases Cash Flow Related Information | The table below presents supplemental cash flow information related to operating leases during the year ended December 31, 2019 (in thousands): December 31, 2019 Operating cash flows for operating leases $ 41,532 |
Lessee, Operating Lease, Liability, Maturity | The table below reconciles the undiscounted cash flows for each of the first five years and total of the remaining years to the operating lease liabilities recorded on the balance sheet as of December 31, 2019 (in thousands): December 31, 2019 2020 $ 25,060 2021 23,270 2022 18,433 2023 13,794 2024 8,420 Thereafter 13,207 Total minimum lease payments 102,184 Less: Amount of payments representing interest (11,862 ) Present value of future minimum lease payments 90,322 Less: Current obligations (23,317 ) Long-term portion of operating leases $ 67,005 |
Accrued Professional Liabilit_2
Accrued Professional Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Health Care Organizations [Abstract] | |
Schedule of Accrued Professional Liability | The activity related to the Company’s total accrued professional liability for the years ended December 31, 2019, 2018, and 2017 is as follows (in thousands): Years Ended December 31, 2019 2018 2017 Balance at beginning of year $ 243,991 $ 250,187 $ 202,052 Assumed liabilities through acquisition — 1,276 20,716 Provision (adjustment) for losses related to: Current year 57,495 34,483 41,291 Prior years 23,191 10,299 9,983 Total provision for losses 80,686 44,782 51,274 Claim payments related to: Current year (3,044 ) (555 ) (712 ) Prior years (49,873 ) (51,699 ) (23,143 ) Total payments (52,917 ) (52,254 ) (23,855 ) Balance at end of year $ 271,760 $ 243,991 $ 250,187 |
Line of Credit, Long-Term Deb_2
Line of Credit, Long-Term Debt and Finance Lease Obligations (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Debt Disclosure [Abstract] | |
Schedule of Long-Term Debt | The carrying value of the Company’s long-term debt was $1.7 billion and $2.0 billion at December 31, 2019 and 2018, respectively, and consisted of the following (in thousands): December 31, 2019 Principal Unamortized Debt Issuance Costs Total Senior n $ 1,750,000 $ (19,762 ) $ 1,730,238 Revolving line of credit — (2,664 ) (2,664 ) Total $ 1,750,000 $ (22,426 ) $ 1,727,574 December 31, 2018 Principal Unamortized Debt Issuance Costs Total Senior n $ 1,250,000 $ (15,408 ) $ 1,234,592 Revolving line of credit 739,500 (4,274 ) 735,226 Total $ 1,989,500 $ (19,682 ) $ 1,969,818 |
Summary of Estimated Fair Value of Notes | The estimated fair value of the Company’s 2023 Notes and 2027 Notes were estimated using trading prices as of December 31, 2019 and 2018, respectively, as Level 2 inputs to estimate fair value and are summarized as follows (in thousands): December 31, 2019 2018 2023 Notes $ 766,875 $ 736,725 2027 Notes 1,025,600 482,500 |
Schedule of Financial Lease Obligations | The Company’s finance lease obligations consist of the following (in thousands): December 31, 2019 2018 Finance lease obligations $ 188 $ 441 Less: Current portion (130 ) (253 ) Long-term portion $ 58 $ 188 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |
Summary of Components of Income Tax Provision | The components of the income tax provision (benefit) are as follows (in thousands): December 31, 2019 2018 2017 Federal: Current $ 73,333 $ 95,955 $ 122,379 Deferred (141,359 ) (21,386 ) (63,981 ) (68,026 ) 74,569 58,398 State: Current 11,777 26,145 19,084 Deferred (35,637 ) (4,261 ) 2,749 (23,860 ) 21,884 21,833 Total $ (91,886 ) $ 96,453 $ 80,231 |
Schedule of Differences Between Effective Rate and United States Federal Income Tax Statutory Rate | The differences between the effective rate and the United States federal income tax statutory rate are as follows: December 31, 2019 2018 2017 Tax at statutory rate 21.00 % 21.00 % 35.00 % State income tax, net of federal benefit 3.85 4.35 3.38 Non-deductible (0.22 ) 0.42 0.48 Change in accrual estimates relating to uncertain tax positions 0.36 0.02 — Capital loss on liquidation 1.79 — — Change in valuation allowance (1.73 ) — — Impairments (17.16 ) — — Other, net (0.49 ) 1.70 0.10 Change in tax law — (0.32 ) (18.16 ) Income tax provision 7.40 % 27.17 % 20.80 % |
Significant Components of Deferred Income Tax Assets and Liabilities | All of the Company’s deferred tax assets and liabilities are classified as long-term. The significant components of deferred income tax assets and liabilities are as follows (in thousands): December 31, 2019 2018 Allowance for uncollectible accounts $ 202,464 $ 194,299 Reserves and accruals 72,132 56,583 Stock-based compensation 11,393 9,201 Loss carryforwards 36,017 24,864 Property and equipment 388 — Other 631 1,197 Deferred tax assets before valuation allowance 323,025 286,144 Less: Valuation allowance (24,139 ) (2,628 ) Deferred tax assets, net of valuation allowance 298,886 283,516 Gross deferred tax liabilities: Amortization (119,481 ) (247,239 ) Accounting method changes (74,684 ) (109,418 ) Accrual to cash adjustment — (39 ) Other (331 ) (491 ) Total deferred tax liabilities (194,496 ) (357,187 ) Net deferred tax assets ( liabilities ) $ 104,390 $ (73,671 ) |
Schedule of Activity Related to Gross Unrecognized Tax Benefits | The following table summarizes the activity related to the Company’s liability for uncertain tax positions for the years ended December 31, 2019, 2018 and 2017 (in thousands): Years Ended December 31, 2019 2018 2017 Balance at beginning of year $ 11,185 $ 10,972 $ 9,469 Increases related to prior year tax positions 369 385 2,284 Decreases related to prior year tax positions — — (143 ) Increases related to current year tax positions 1,700 2,900 1,430 Decreases related to lapse of statutes of limitation (5,845 ) (3,072 ) (2,068 ) Balance at end of year $ 7,409 $ 11,185 $ 10,972 |
Common and Common Equivalent _2
Common and Common Equivalent Shares (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Earnings Per Share [Abstract] | |
Schedule of Calculation of Shares Used in Basic and Diluted Net Income Per Share | The calculation of shares used in the basic and diluted net income per share calculation for the years ended December 31, 2019, 2018, and 2017 is as follows (in thousands): Years Ended December 31, 2019 2018 2017 Weighted average number of common shares outstanding 83,495 91,104 92,431 Weighted average number of dilutive common share equivalents (a) — 502 527 Weighted average number of common and common equivalent shares outstanding 83,495 91,606 92,958 Antidilutive securities not included in the diluted net income per common share calculation 516 214 107 (a) Due to a loss for the year ended December 31, 2019, no incremental shares are included because the effect would be antidilutive. |
Stock Incentive Plans and Sto_2
Stock Incentive Plans and Stock Purchase Plans (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule of Restricted Stock and Deferred Stock Awards | The activity related to the Company’s restricted stock and deferred stock awards and the corresponding weighted average grant-date fair values for the year ended December 31, 2019 are as follows: Number of Shares Weighted Average Fair Value Non-vested 1,310,853 $ 54.46 Awarded 1,112,773 $ 33.28 Forfeited (137,091 ) $ 48.37 Vested (563,420 ) $ 55.96 Non-vested 1,723,115 $ 40.77 |
Schedule of Activity and Certain Other Information Related to Stock Option Awards | The activity and certain other information related to the Company’s outstanding stock option awards for the year ended December 31, 2019 are as follows: Number of Stock Options Weighted Average Exercise Price Weighted (in years) Aggregate Value (in millions) Outstanding at January 1, 2019 112,976 $ 27.65 Exercised (40,168 ) $ 18.87 $ 0.6 Outstanding and exercisable at December 31, 2019 72,808 $ 32.49 0.8 $ — |
Selected Quarterly Financial _2
Selected Quarterly Financial Information (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Quarterly Financial Information Disclosure [Abstract] | |
Summary of Company's Selected Quarterly Financial Information | The following tables set forth a summary of the Company’s selected quarterly financial information for each of the four quarters ended December 31, 2019 and 2018 (in thousands, except for per share data): 2019 Quarters First Second Third Fourth Net revenue $ 851,183 $ 868,309 $ 888,675 $ 905,375 Operating expenses: Practice salaries and benefits 621,539 608,962 630,309 647,968 Practice supplies and other operating expenses 25,791 28,016 26,950 32,009 General and administrative expenses 101,821 103,540 102,356 96,926 Depreciation and amortization 20,033 19,809 19,608 19,410 Transformational and restructuring related expenses 3,544 27,482 19,992 44,311 Goodwill impairment — — 1,449,215 — Total operating expenses 772,728 787,809 2,248,430 840,624 Income (loss) from operations 78,455 80,500 (1,359,755 ) 64,751 Investment and other income 1,647 1,222 1,373 1,429 Interest expense (30,723 ) (31,080 ) (29,901 ) (27,677 ) Equity in earnings of unconsolidated affiliates 1,236 1,990 2,249 2,304 Total non-operating (27,840 ) (27,868 ) (26,279 ) (23,944 ) Income (loss) from continuing operations before income taxes 50,615 52,632 (1,386,034 ) 40,807 Income tax (provision) benefit (8,962 ) (17,116 ) 125,788 (7,824 ) Income (loss) from continuing operations 41,653 35,516 (1,260,246 ) 32,983 (Loss) income from discontinued operations, net of tax (284,525 ) (43,761 ) 4,330 (23,652 ) Net (loss) income $ (242,872 ) $ (8,245 ) $ (1,255,916 ) $ 9,331 Per common and common equivalent share data (1): Income (loss) from continuing operations: Basic $ 0.48 $ 0.43 $ (15.29 ) $ 0.40 Diluted $ 0.48 $ 0.42 $ (15.29 ) $ 0.40 (Loss) income from discontinued operations: Basic $ (3.31 ) $ (0.53 ) $ 0.05 $ (0.29 ) Diluted $ (3.29 ) $ (0.52 ) $ 0.05 $ (0.29 ) Net (loss) income: Basic $ (2.82 ) $ (0.10 ) $ (15.24 ) $ 0.11 Diluted $ (2.81 ) $ (0.10 ) $ (15.24 ) $ 0.11 Weighted average common shares: Basic 86,073 83,234 82,441 82,592 Diluted 86,545 83,689 82,441 83,288 (1) Basic and diluted per share amounts are computed for each of the periods presented. Accordingly, the sum of the quarterly per share amounts may not agree with the full year amount. 2018 Quarters First Second Third Fourth Net revenue $ 852,628 864,987 $ 848,759 $ 888,436 Operating expenses: Practice salaries and benefits 603,955 593,047 599,326 630,048 Practice supplies and other operating expenses 27,403 28,329 27,249 25,870 General and administrative expenses 101,693 100,938 95,771 105,532 Depreciation and amortization 19,914 20,280 22,205 21,433 Total operating expenses 752,965 742,594 744,551 782,883 Income from operations 99,663 122,393 104,208 105,553 Investment and other income 1,474 1,225 1,531 981 Interest expense (19,935 ) (21,618 ) (21,788 ) (25,448 ) Equity in earnings of unconsolidated affiliates 1,525 1,257 1,766 2,277 Total non-operating (16,936 ) (19,136 ) (18,491 ) (22,190 ) Income from continuing operations before income taxes 82,727 103,257 85,717 83,363 Income tax provision (22,720 ) (28,482 ) (23,550 ) (21,701 ) Income from continuing operations 60,007 74,775 62,167 61,662 Income (loss) from discontinued operations, net of tax 3,421 4,637 3,408 (1,448 ) Net income $ 63,428 79,412 $ 65,575 $ 60,214 Per common and common equivalent share data (2): Income from continuing operations: Basic $ 0.65 $ 0.80 $ 0.68 $ 0.70 Diluted $ 0.64 $ 0.80 $ 0.68 $ 0.70 Income (loss) from discontinued operations: Basic $ 0.04 $ 0.05 $ 0.04 $ (0.02 ) Diluted $ 0.04 $ 0.05 $ 0.04 $ (0.02 ) Net income: Basic $ 0.68 $ 0.85 $ 0.72 $ 0.68 Diluted $ 0.68 $ 0.85 $ 0.72 $ 0.68 Weighted average common shares: Basic 92,859 92,987 90,984 87,810 Diluted 93,505 93,529 91,359 88,258 (2) Basic and diluted per share amounts are computed for each of the periods presented. Accordingly, the sum of the quarterly per share amounts may not agree with the full year amount. |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Additional Information (Detail) - USD ($) $ in Millions | Oct. 10, 2019 | Dec. 31, 2019 | Dec. 31, 2018 |
Summary Of Significant Accounting Policies [Line Items] | |||
Equity method ownership percentage in joint venture | 49.00% | ||
Cash Payments Received On Divestiture Of MedData | $ 249.7 | ||
Equity consideration in the parent company of Buyer | $ 50 | ||
Cash and cash equivalents maturity description | 90 | ||
Additional amounts to be paid in cash or common stock based on achievement of performance measures within period, maximum years | 5 years | ||
Accumulated Non cash impairment charge of goodwill | $ 1,450 | ||
Unnamed Corporate Joint Venture One [Member] | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Equity method ownership percentage in joint venture | 37.50% | ||
Unnamed Corporate Joint Venture Two [Member] | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Equity method ownership percentage in joint venture | 49.00% | ||
Government Contracts Concentration Risk [Member] | Accounts Receivable [Member] | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Percentage of net accounts receivable | 20.00% | 19.00% | |
Buildings [Member] | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Property and equipment estimated useful lives, years | 30 years | ||
Maximum [Member] | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Short-Term investments maturity period, in years | 1 year | ||
Intangible assets finite lives | 20 years | ||
Maximum [Member] | Medical Equipment [Member] | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Property and equipment estimated useful lives, years | 7 years | ||
Maximum [Member] | Computer Equipment [Member] | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Property and equipment estimated useful lives, years | 7 years | ||
Maximum [Member] | Software and Software Development Costs [Member] | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Property and equipment estimated useful lives, years | 7 years | ||
Maximum [Member] | Furniture [Member] | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Property and equipment estimated useful lives, years | 7 years | ||
Minimum [Member] | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Intangible assets finite lives | 1 year | ||
Minimum [Member] | Medical Equipment [Member] | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Property and equipment estimated useful lives, years | 3 years | ||
Minimum [Member] | Computer Equipment [Member] | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Property and equipment estimated useful lives, years | 3 years | ||
Minimum [Member] | Software and Software Development Costs [Member] | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Property and equipment estimated useful lives, years | 3 years | ||
Minimum [Member] | Furniture [Member] | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Property and equipment estimated useful lives, years | 3 years |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Schedule of Net Revenue by Service Line (Detail) - Product Concentration Risk [Member] - Sales Revenue, Services, Net [Member] | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Segment Reporting Information [Line Items] | |||
Net revenue in percentage | 100.00% | 100.00% | 100.00% |
Neonatology and Other Pediatric Subspecialties [Member] | |||
Segment Reporting Information [Line Items] | |||
Net revenue in percentage | 50.00% | 49.00% | 50.00% |
Anesthesiology And Related [Member] | |||
Segment Reporting Information [Line Items] | |||
Net revenue in percentage | 36.00% | 38.00% | 41.00% |
Radiology And Teleradiology [Member] | |||
Segment Reporting Information [Line Items] | |||
Net revenue in percentage | 14.00% | 13.00% | 9.00% |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Schedule of fair value on a recurring basis (Detail) - Fair Value, Measurements, Recurring [Member] - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Fair Value, Inputs, Level 1 [Member] | ||
Assets: | ||
Money market funds | $ 16,775 | $ 481 |
Mutual funds | 14,264 | 0 |
Fair Value, Inputs, Level 2 [Member] | ||
Assets: | ||
Short-term investments | 74,510 | 0 |
Company-owned life insurance | 0 | 10,464 |
Fair Value, Inputs, Level 3 [Member] | ||
Liabilities: | ||
Contingent consideration | $ 2,696 | $ 20,039 |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies - Schedule of financial instruments that are not carried at fair value (Detail) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Assets: | ||
Carrying Amount, Short-term investments | $ 0 | $ 21,923 |
Carrying Amount, Long-term Investments | 0 | 69,699 |
Assets: | ||
Fair Value, Short-term investments | 21,858 | |
Fair Value, Long-term investments | 69,090 | |
2023 Notes [Member] | ||
Liabilities: | ||
Notes Payable | 750,000 | 750,000 |
Liabilities: | ||
Notes Payable Fair Value Disclosure | 766,875 | 736,725 |
2027 Notes [Member] | ||
Liabilities: | ||
Notes Payable | 1,000,000 | 500,000 |
Liabilities: | ||
Notes Payable Fair Value Disclosure | $ 1,025,600 | $ 482,500 |
Investments - Schedule of Inves
Investments - Schedule of Investments (Detail) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Schedule of Avaliable-For-Sale Securities [Line Items] | ||
Short-Term | $ 74,510 | $ 21,923 |
Long-Term | 0 | 69,699 |
Corporate Securities [Member] | ||
Schedule of Avaliable-For-Sale Securities [Line Items] | ||
Short-Term | 32,962 | 0 |
Long-Term | 0 | 0 |
Municipal Debt Securities [Member] | ||
Schedule of Avaliable-For-Sale Securities [Line Items] | ||
Short-Term | 29,066 | 18,473 |
Long-Term | 0 | 30,841 |
Federal Home Loan Securities [Member] | ||
Schedule of Avaliable-For-Sale Securities [Line Items] | ||
Short-Term | 8,013 | 2,000 |
Long-Term | 0 | 34,393 |
Certificates of Deposit [Member] | ||
Schedule of Avaliable-For-Sale Securities [Line Items] | ||
Short-Term | 4,469 | 1,450 |
Long-Term | $ 0 | $ 4,465 |
Accounts Receivable and Net R_3
Accounts Receivable and Net Revenue - Schedule of Accounts Receivable, Net (Detail) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Receivables [Abstract] | ||
Gross accounts receivable | $ 1,943,664 | $ 1,993,395 |
Allowance for contractual adjustments and uncollectibles | (1,444,795) | (1,486,672) |
Accounts receivable, net | $ 498,869 | $ 506,723 |
Accounts Receivable and Net R_4
Accounts Receivable and Net Revenue - Schedule of Net Revenue (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Disaggregation of Revenue [Abstract] | |||||||||||
Net revenue | $ 905,375 | $ 888,675 | $ 868,309 | $ 851,183 | $ 888,436 | $ 848,759 | $ 864,987 | $ 852,628 | $ 3,513,542 | $ 3,454,810 | $ 3,253,391 |
Net patient service revenue [Member] | |||||||||||
Disaggregation of Revenue [Abstract] | |||||||||||
Net revenue | 3,091,987 | 3,067,784 | 2,915,648 | ||||||||
Hospital contract administrative fees [Member] | |||||||||||
Disaggregation of Revenue [Abstract] | |||||||||||
Net revenue | 396,814 | 363,368 | 315,778 | ||||||||
Other revenue [Member] | |||||||||||
Disaggregation of Revenue [Abstract] | |||||||||||
Net revenue | $ 24,741 | $ 23,658 | $ 21,965 |
Accounts Receivable and Net R_5
Accounts Receivable and Net Revenue - Schedule of Net Patient Service Revenue by Type of Payor (Detail) | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Health Care Organization, Receivable and Revenue Disclosures [Line Items] | |||
Percentage of net patient service revenue | 100.00% | 100.00% | 100.00% |
Contracted Managed Care [Member] | |||
Health Care Organization, Receivable and Revenue Disclosures [Line Items] | |||
Percentage of net patient service revenue | 69.00% | 69.00% | 70.00% |
Government [Member] | |||
Health Care Organization, Receivable and Revenue Disclosures [Line Items] | |||
Percentage of net patient service revenue | 24.00% | 24.00% | 23.00% |
Other Third-Parties [Member] | |||
Health Care Organization, Receivable and Revenue Disclosures [Line Items] | |||
Percentage of net patient service revenue | 5.00% | 5.00% | 5.00% |
Private-Pay Patients [Member] | |||
Health Care Organization, Receivable and Revenue Disclosures [Line Items] | |||
Percentage of net patient service revenue | 2.00% | 2.00% | 2.00% |
Property Plant and Equipment -
Property Plant and Equipment - Schedule of Property and Equipment (Detail) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Property, Plant and Equipment [Abstract] | ||
Building | $ 26,934 | $ 26,934 |
Land | 6,683 | 6,683 |
Equipment and other | 262,977 | 237,400 |
Property and equipment, gross | 296,594 | 271,017 |
Accumulated depreciation | (202,102) | (180,583) |
Property and equipment, net | $ 94,492 | $ 90,434 |
Property and Equipment - Additi
Property and Equipment - Additional Information (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Property, Plant and Equipment [Line Items] | |||
Recorded depreciation expense | $ 30 | $ 29.3 | $ 26.4 |
Business Acquisitions - Additio
Business Acquisitions - Additional Information (Detail) $ in Millions | 12 Months Ended | ||
Dec. 31, 2019USD ($)Number | Dec. 31, 2018USD ($)Number | Dec. 31, 2017USD ($) | |
Business Acquisition [Line Items] | |||
Total business acquisition consideration | $ 112 | $ 111.8 | |
Contingent consideration payments related to prior-period acquisitions | 11.3 | $ 6.4 | |
Goodwill deductible for tax purposes | $ 98.1 | ||
Assets held for sale | $ 46 | ||
Sale of equity method investments | 49.00% | ||
Number Of Physician Group Practices Acquired | Number | 9 | 9 | |
Number Of Neonatology Practices Acquired | Number | 2 | 2 | |
Number Of Pediatric Subspecialty Practices Acquired | Number | 4 | 2 | |
Number Of Radiology Practices Acquired | Number | 1 | 5 | |
Number Of Maternal-fetal Medicine Practices Acquired | Number | 2 | ||
Change in the fair value of a contingent consideration | $ 5.3 | ||
Accrued Purchase Consideration | $ 0.3 | ||
Purchase consideration payments related to prior-period acquisitions | 1.2 | ||
Physician Group [Member] | |||
Business Acquisition [Line Items] | |||
Goodwill | 98.1 | 95 | |
Other intangible assets | 14 | 17.2 | |
Fixed assets | 0.2 | ||
Change in the fair value of a contingent consideration | $ 6.6 | ||
Decrease in current assets | 1.7 | ||
Other Liabilities | 2.1 | ||
Prior Period Acquisitions [Member] | |||
Business Acquisition [Line Items] | |||
Decrease in current assets | 1.2 | ||
Net increase in goodwill resulting from finalization of tax acquisition accounting | 4 | ||
Additional cash consideration related to a working capital true up | 1.5 | ||
Decrease in noncurrent assets | 1.5 | ||
Decrease in liabilities | $ 0.2 |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Sep. 30, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Goodwill And Other Intangible Assets [Line Items] | ||||
Goodwill | $ 2,710,292 | $ 4,061,439 | ||
Non cash impairment charge of goodwill | $ 1,449,215 | 1,449,215 | 0 | $ 0 |
Goodwill recognition of deferred tax asset | 147,200 | |||
Goodwill incremental impairment charges | 147,200 | |||
Accumulated Non cash impairment charge of goodwill | 1,450,000 | |||
Intangible assets related to acquisitions | 14,000 | |||
Amortization expense for intangible assets | $ 48,900 | $ 54,500 | $ 52,500 | |
Physician And Hospital Agreements [Member] | ||||
Goodwill And Other Intangible Assets [Line Items] | ||||
Weighted average amortization period | 8 years | |||
Anaesthesiology Reporting Unit [Member] | ||||
Goodwill And Other Intangible Assets [Line Items] | ||||
Non cash impairment charge of goodwill | $ 1,300,000 |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets - Summary of Intangible Assets, Net (Detail) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Value | $ 595,107 | $ 584,993 |
Accumulated Amortization | (320,700) | (271,828) |
Net Carrying Value | 274,407 | 313,165 |
Physician And Hospital Agreements [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Value | 384,059 | 375,344 |
Accumulated Amortization | (269,889) | (222,818) |
Net Carrying Value | 114,170 | 152,526 |
Customer Relationships [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Value | 156,530 | 156,530 |
Accumulated Amortization | (29,595) | (29,595) |
Net Carrying Value | 126,935 | 126,935 |
Trade Names [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Value | 19,990 | 19,990 |
Accumulated Amortization | (2,326) | (2,326) |
Net Carrying Value | 17,664 | 17,664 |
Patented and Other Technology [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Value | 34,528 | 33,129 |
Accumulated Amortization | (18,890) | (17,089) |
Net Carrying Value | $ 15,638 | $ 16,040 |
Goodwill and Intangible Asset_4
Goodwill and Intangible Assets - Amortization Expenses for Existing Intangible Assets for the Next Five Years (Detail) $ in Thousands | Dec. 31, 2019USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Amortization expense for existing other intangible assets, 2020 | $ 42,502 |
Amortization expense for existing other intangible assets, 2021 | 36,502 |
Amortization expense for existing other intangible assets, 2022 | 29,482 |
Amortization expense for existing other intangible assets, 2023 | 24,482 |
Amortization expense for existing other intangible assets, 2024 | $ 10,590 |
Discontinued Operations - Addit
Discontinued Operations - Additional Information (Detail) - USD ($) $ in Millions | Oct. 10, 2019 | Dec. 31, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 |
Asset Impairment Charges | $ 66.4 | $ 285 | $ 50 | ||||
Deferred Tax Assets, Goodwill and Intangible Assets | 16.4 | 36.6 | |||||
Net proceeds for the management services service line | $ 249.7 | $ 242.5 | |||||
Preliminary gain loss on sale | $ 29.1 | ||||||
Net Revenue | 172.7 | $ 220.9 | $ 230.7 | ||||
Operating Income From Discontinued Operations | 20.1 | $ 14 | $ 25.2 | ||||
Deferred Tax Assets Goodwill [Member] | |||||||
Asset Impairment Charges | 16.4 | $ 36.6 | $ 321.6 | ||||
Deferred Tax Assets Intangible Assets [Member] | |||||||
Asset Impairment Charges | $ 50 |
Discontinued Operations - Sched
Discontinued Operations - Schedule of Management Services Service Line (Detail) $ in Thousands | Dec. 31, 2018USD ($) |
Assets | |
Cash and cash equivalents | $ 11,254 |
Accounts receivable, net | 38,118 |
Prepaid expenses and other assets | 2,505 |
Property and equipment, net | 42,603 |
Goodwill | 321,556 |
Intangible assets, net | 275,148 |
Total Assets | 691,184 |
Liabilities | |
Accounts payable, accrued expenses and other liabilities | 23,770 |
Deferred income taxes | 35,659 |
Total Liabilities | $ 59,429 |
Accounts Payable and Accrued _3
Accounts Payable and Accrued Expenses - Schedule of Accounts Payable and Accrued Expenses (Detail) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Payables and Accruals [Abstract] | ||
Accounts payable | $ 39,610 | $ 31,059 |
Accrued salaries and bonuses | 268,619 | 242,888 |
Accrued payroll taxes and benefits | 67,268 | 78,415 |
Accrued professional liabilities | 44,869 | 34,931 |
Accrued contingent consideration | 2,696 | 18,760 |
Accrued interest | 32,910 | 9,477 |
Other accrued expenses | 55,894 | 33,037 |
Accounts payable and accrued expenses, total | $ 511,866 | $ 448,567 |
Operating Leases - Schedule of
Operating Leases - Schedule of operating lease-related right-of-use assets and related liabilities recorded on the Company's balance sheet and the weighted average remaining lease term and discount rate (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Assets: | ||
Operating lease right-of-use assets | $ 82,824 | $ 0 |
Liabilities: | ||
Current portion of operating lease liabilities | 23,317 | 0 |
Long-term portion of operating lease liabilities | $ 67,005 | $ 0 |
Other Information: | ||
Weighted-average remaining lease term | 5 years | |
Weighted average discount rate | 5.30% |
Operating Leases - Schedule o_2
Operating Leases - Schedule of lease costs for operating leases (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2019USD ($) | |
Operating lease costs | $ 30,236 |
Variable lease costs | 4,869 |
Other equipment rent | 2,480 |
Other operating lease costs | 4,578 |
Total operating lease costs | $ 42,163 |
Operating Leases - Schedule o_3
Operating Leases - Schedule of supplemental cash flow information related to operating leases (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2019USD ($) | |
Operating cash flows for operating leases | $ 41,532 |
Operating Leases - Schedule o_4
Operating Leases - Schedule of operating lease liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
2020 | $ 25,060 | |
2021 | 23,270 | |
2022 | 18,433 | |
2023 | 13,794 | |
2024 | 8,420 | |
Thereafter | 13,207 | |
Total minimum lease payments | 102,184 | |
Less: Amount of payments representing interest | (11,862) | |
Present value of future minimum lease payments | 90,322 | |
Less: Current obligations | (23,317) | $ 0 |
Long-term portion of operating leases | $ 67,005 | $ 0 |
Accrued Professional Liabilit_3
Accrued Professional Liabilities - Additional Information (Detail) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 |
Payables and Accruals [Abstract] | ||||
Total accrued professional liability | $ 271,760 | $ 243,991 | $ 250,187 | $ 202,052 |
Accrued professional liability incurred but loss reserves not reported for claims | 187,300 | 139,100 | ||
Accrued professional liability incurred and loss reserves reported for claims | 84,500 | 104,900 | ||
Accrued professional liabilities | 44,869 | $ 34,931 | ||
Insurance receivables | $ 29,800 |
Accrued Professional Liabilit_4
Accrued Professional Liabilities - Schedule of Accrued Professional Liability (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Payables and Accruals [Abstract] | |||
Balance at beginning of year | $ 243,991 | $ 250,187 | $ 202,052 |
Assumed liabilities through acquisition | 0 | 1,276 | 20,716 |
Provision (adjustment) for losses related to Current year | 57,495 | 34,483 | 41,291 |
Provision (adjustment) for losses related to Prior years | 23,191 | 10,299 | 9,983 |
Total provision for losses | 80,686 | 44,782 | 51,274 |
Claim payments related to Current year | (3,044) | (555) | (712) |
Claim payments related to Prior years | (49,873) | (51,699) | (23,143) |
Total payments | (52,917) | (52,254) | (23,855) |
Balance at end of year | $ 271,760 | $ 243,991 | $ 250,187 |
Line of Credit, Long-Term Deb_3
Line of Credit, Long-Term Debt and Finance Lease Obligations - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||||
Dec. 31, 2019 | Feb. 28, 2019 | Dec. 31, 2018 | Nov. 30, 2018 | Dec. 31, 2015 | |
Debt Instrument [Line Items] | |||||
Line of Credit facility, maturity date | Mar. 28, 2024 | ||||
Long term debt | $ 1,727,574 | $ 1,969,818 | |||
Letters of credit outstanding amount | 200 | ||||
Line of Credit facility, available balance | $ 1,200,000 | ||||
Minimum [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, variable interest rate | 0.15% | ||||
Maximum [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, variable interest rate | 0.20% | ||||
Alternate Base Rate [Member] | Federal Funds Rate [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, interest rate | Federal Funds Rate plus 1/2 of 1.00% | ||||
Alternate Base Rate [Member] | LIBOR [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, interest rate | LIBOR for an interest period of one month plus 1.00% | ||||
Debt instrument, variable interest rate | 1.00% | ||||
Applicable Margin Rate [Member] | LIBOR [Member] | Minimum [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, variable interest rate | 0.125% | ||||
Applicable Margin Rate [Member] | LIBOR [Member] | Maximum [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, variable interest rate | 0.75% | ||||
Unsecured Revolving Credit Facility [Member] | |||||
Debt Instrument [Line Items] | |||||
Line of Credit facility, borrowing capacity | $ 1,200,000 | ||||
Letters of Credit [Member] | |||||
Debt Instrument [Line Items] | |||||
Line of Credit facility, borrowing capacity | $ 37,500 | ||||
5.25% Senior Unsecured Notes Due 2023 [Member] | |||||
Debt Instrument [Line Items] | |||||
Aggregate principal amount of debt | $ 750,000 | ||||
Debt instrument interest rate | 5.25% | 5.25% | |||
Debt instrument maturity date description | payable semi-annually in arrears on June 1 and December 1 | ||||
Debt instrument, maturity year | 2023 | ||||
Long term debt | $ 1,730,238 | $ 1,234,592 | |||
Interest accrued periodically | $ 39,400 | ||||
5.25% Senior Unsecured Notes Due 2023 [Member] | Change In Control [Member] | |||||
Debt Instrument [Line Items] | |||||
Redemption percentage of principal amount | 101.00% | ||||
5.25% Senior Unsecured Notes Due 2023 [Member] | Redemption in 2020 [Member] | |||||
Debt Instrument [Line Items] | |||||
Redemption percentage of principal amount | 101.313% | ||||
5.25% Senior Unsecured Notes Due 2023 [Member] | Redemption in 2021 and Thereafter [Member] | |||||
Debt Instrument [Line Items] | |||||
Redemption percentage of principal amount | 100.00% | ||||
6.25% Senior Unsecured Notes Due 2027 [Member] | |||||
Debt Instrument [Line Items] | |||||
Aggregate principal amount of debt | $ 500,000 | $ 500,000 | |||
Debt instrument interest rate | 6.25% | 6.25% | |||
Debt instrument maturity date description | payable semi-annually in arrears on January 15 and July 15 | ||||
Debt instrument, maturity year | 2027 | ||||
Long term debt | $ 1,000,000 | ||||
Interest accrued periodically | $ 62,500 | ||||
6.25% Senior Unsecured Notes Due 2027 [Member] | Change In Control [Member] | |||||
Debt Instrument [Line Items] | |||||
Redemption percentage of principal amount | 101.00% | ||||
6.25% Senior Unsecured Notes Due 2027 [Member] | Redemption Before 2022 [Member] | |||||
Debt Instrument [Line Items] | |||||
Redemption percentage of principal amount | 100.00% | ||||
6.25% Senior Unsecured Notes Due 2027 [Member] | Redemption Before 2022 [Member] | Redeem up to 35% of Aggregate Principal Amount [Member] | |||||
Debt Instrument [Line Items] | |||||
Redemption percentage of principal amount | 35.00% | ||||
Redemption price percentage of aggregate principal amount redeemed | 106.25% | ||||
6.25% Senior Unsecured Notes Due 2027 [Member] | Redemption in 2022 [Member] | |||||
Debt Instrument [Line Items] | |||||
Redemption percentage of principal amount | 104.688% | ||||
6.25% Senior Unsecured Notes Due 2027 [Member] | Redemption in 2023 [Member] | |||||
Debt Instrument [Line Items] | |||||
Redemption percentage of principal amount | 103.125% | ||||
6.25% Senior Unsecured Notes Due 2027 [Member] | Redemption in 2024 [Member] | |||||
Debt Instrument [Line Items] | |||||
Redemption percentage of principal amount | 101.563% | ||||
6.25% Senior Unsecured Notes Due 2027 [Member] | Redemption in 2025 and Thereafter [Member] | |||||
Debt Instrument [Line Items] | |||||
Redemption percentage of principal amount | 100.00% |
Line of Credit, Long-Term Deb_4
Line of Credit, Long-Term Debt and Finance Lease Obligations - Schedule of Long-Term Debt (Detail) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Debt Instrument [Line Items] | ||
Debt instrument principal amount | $ 1,750,000 | $ 1,989,500 |
Unamortized debt issuance cost | (22,426) | (19,682) |
Long term debt | 1,727,574 | 1,969,818 |
5.25% Senior Unsecured Notes Due 2023 [Member] | ||
Debt Instrument [Line Items] | ||
Debt instrument principal amount | 1,750,000 | 1,250,000 |
Unamortized debt issuance cost | (19,762) | (15,408) |
Long term debt | 1,730,238 | 1,234,592 |
Revolving Credit Facility [Member] | ||
Debt Instrument [Line Items] | ||
Debt instrument principal amount | 739,500 | |
Unamortized debt issuance cost | $ (2,664) | (4,274) |
Long term debt | $ 735,226 |
Line of Credit, Long-Term Deb_5
Line of Credit, Long-Term Debt and Finance Lease Obligations - Summary of Estimated Fair Value of Notes (Detail) - Level 2 [Member] - Estimate of Fair Value Measurement [Member] - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
5.25% Senior Unsecured Notes Due 2023 [Member] | ||
Debt Instrument Fair Value [Line Items] | ||
Estimated fair value | $ 766,875 | $ 736,725 |
6.25% Senior Unsecured Notes Due 2027 [Member] | ||
Debt Instrument Fair Value [Line Items] | ||
Estimated fair value | $ 1,025,600 | $ 482,500 |
Line of Credit, Long-Term Deb_6
Line of Credit, Long-Term Debt and Financial Lease Obligations - Schedule of Financial Lease Obligations (Detail) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Debt Disclosure [Abstract] | ||
Finance lease obligations | $ 188 | $ 441 |
Less: Current portion | (130) | (253) |
Long-term portion | $ 58 | $ 188 |
Income Taxes - Summary of Compo
Income Taxes - Summary of Components of Income Tax Provision (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |||||||||||
Federal, Current | $ 73,333 | $ 95,955 | $ 122,379 | ||||||||
Federal, Deferred | (141,359) | (21,386) | (63,981) | ||||||||
Federal income tax provision, Total | (68,026) | 74,569 | 58,398 | ||||||||
State, Current | 11,777 | 26,145 | 19,084 | ||||||||
State, Deferred | (35,637) | (4,261) | 2,749 | ||||||||
State income tax provision, Total | (23,860) | 21,884 | 21,833 | ||||||||
Income tax provision, Total | $ 7,824 | $ (125,788) | $ 17,116 | $ 8,962 | $ 21,701 | $ 23,550 | $ 28,482 | $ 22,720 | $ (91,886) | $ 96,453 | $ 80,231 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||
Sep. 30, 2019 | Dec. 31, 2017 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Income Tax [Line Items] | |||||||
Tax at statutory rate | 21.00% | 21.00% | 35.00% | ||||
Effective tax rate | 7.40% | 27.17% | 20.80% | ||||
Effective income tax rate reconciliation nondeductible portion of goodwill impairment charge | $ 213,700 | ||||||
Income tax benefit resulting from the reduction of deferred tax liabilities | $ (70,000) | ||||||
Increase (decrease) in net deferred tax liability | $ 178,100 | ||||||
Income tax expense for excess tax deficiencies | 3,900 | $ 1,400 | $ 200 | ||||
Net operating loss carryforwards for federal and state tax | 114,500 | 75,400 | 100,700 | 114,500 | |||
Operating loss carryforwards subject to expiration | 38,700 | ||||||
Operating loss carryforwards not subject to expiration | 36,700 | ||||||
Uncertain tax position liability | $ 10,972 | 7,409 | 11,185 | $ 10,972 | $ 9,469 | ||
Unrecognized tax benefits that would impact effective tax rate | 7,100 | ||||||
Increase (decrease) in uncertain tax position | 3,800 | 200 | |||||
Company's accrued liability for interest and penalties related to income tax liabilities | 600 | 1,100 | |||||
Deferred tax assets | 104,390 | ||||||
Net deferred tax liabilities | $ 73,671 | ||||||
Capital losses incurred | $ 68,000 | ||||||
Capital loss carryforwards, expiration date | 2024 | ||||||
Capital loss carryforwards, valuation allowance | $ 17,100 | ||||||
Earliest Tax Year [Member] | |||||||
Income Tax [Line Items] | |||||||
Federal and state income tax examinations | 2015 | ||||||
Latest Tax Year [Member] | |||||||
Income Tax [Line Items] | |||||||
Federal and state income tax examinations | 2018 | ||||||
Scenario, Forecast [Member] | |||||||
Income Tax [Line Items] | |||||||
Increase (decrease) in uncertain tax position | $ 2,000 | ||||||
Minimum [Member] | |||||||
Income Tax [Line Items] | |||||||
Expiration period of operating loss carryforwards | 2021 | ||||||
Maximum [Member] | |||||||
Income Tax [Line Items] | |||||||
Expiration period of operating loss carryforwards | 2039 |
Income Taxes - Schedule of Diff
Income Taxes - Schedule of Differences Between Effective Rate and United States Federal Income Tax Statutory Rate (Detail) | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |||
Tax at statutory rate | 21.00% | 21.00% | 35.00% |
State income tax, net of federal benefit | 3.85% | 4.35% | 3.38% |
Non-deductible expenses | (0.22%) | 0.42% | 0.48% |
Change in accrual estimates relating to uncertain tax positions | 0.36% | 0.02% | |
Capital loss on liquidation | 1.79% | ||
Change in valuation allowance | (1.73%) | ||
Impairments | (17.16%) | ||
Other, net | (0.49%) | 1.70% | 0.10% |
Change in tax law | (0.32%) | (18.16%) | |
Income tax provision | 7.40% | 27.17% | 20.80% |
Income Taxes - Significant Comp
Income Taxes - Significant Components of Deferred Income Tax Assets and Liabilities (Detail) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Income Tax Disclosure [Abstract] | ||
Allowance for uncollectible accounts | $ 202,464 | $ 194,299 |
Reserves and accruals | 72,132 | 56,583 |
Stock-based compensation | 11,393 | 9,201 |
Loss carryforwards | 36,017 | 24,864 |
Property and equipment | 388 | 0 |
Other | 631 | 1,197 |
Deferred tax assets before valuation allowance | 323,025 | 286,144 |
Less: Valuation allowance | (24,139) | (2,628) |
Deferred tax assets, net of valuation allowance | 298,886 | 283,516 |
Gross deferred tax liabilities: | ||
Amortization | (119,481) | (247,239) |
Accounting method changes | (74,684) | (109,418) |
Accrual to cash adjustment | (39) | |
Other | (331) | (491) |
Total deferred tax liabilities | (194,496) | (357,187) |
Net deferred tax assets | $ 104,390 | |
Net deferred tax liabilities | $ (73,671) |
Income Taxes - Schedule of Acti
Income Taxes - Schedule of Activity Related to Gross Unrecognized Tax Benefits (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |||
Balance at beginning of year | $ 11,185 | $ 10,972 | $ 9,469 |
Increases related to prior year tax positions | 369 | 385 | 2,284 |
Decreases related to prior year tax positions | (143) | ||
Increases related to current year tax positions | 1,700 | 2,900 | 1,430 |
Decreases related to lapse of statutes of limitation | (5,845) | (3,072) | (2,068) |
Balance at end of year | $ 7,409 | $ 11,185 | $ 10,972 |
Common and Common Equivalent _3
Common and Common Equivalent Shares - Schedule of Calculation of Shares Used in Basic and Diluted Net Income Per Share (Detail) - shares shares in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Earnings Per Share [Abstract] | |||||||||||
Weighted average number of common shares outstanding | 82,592 | 82,441 | 83,234 | 86,073 | 87,810 | 90,984 | 92,987 | 92,859 | 83,495 | 91,104 | 92,431 |
Weighted average number of dilutive common share equivalents | 502 | 527 | |||||||||
Weighted average number of common and common equivalent shares outstanding | 83,288 | 82,441 | 83,689 | 86,545 | 88,258 | 91,359 | 93,529 | 93,505 | 83,495 | 91,606 | 92,958 |
Antidilutive securities not included in the diluted net income per common share calculation | 516 | 214 | 107 |
Stock Incentive Plans and Sto_3
Stock Incentive Plans and Stock Purchase Plans - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | ||||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | May 16, 2019 | May 15, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Common stock, aggregate shares authorized | 200,000,000 | 200,000,000 | |||
Stock-based compensation expense | $ 35.4 | $ 37.9 | $ 28.8 | ||
Aggregate fair value of restricted and deferred stocks vested | $ 31.5 | $ 27.4 | $ 29.3 | ||
Weighted average grant-date fair value of restricted and deferred stock awards granted | $ 33.28 | $ 51.99 | $ 54.22 | ||
Aggregate intrinsic value of stock options exercised | $ 0.6 | $ 2.8 | $ 5.5 | ||
Cash proceeds received from the exercise of stock options | $ 0.1 | $ 3.7 | $ 4.8 | ||
Stock Option [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Award vesting period | 3 years | ||||
Stock Option [Member] | Maximum [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Vesting period of options, maximum years | 10 years | ||||
Restricted Stock [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Award vesting period | 3 years | ||||
Restricted and Deferred Stock Units [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Unrecognized compensation expense related to non-vested restricted stock, weighted-average period in years | 1 year 4 months 24 days | ||||
Unrecognized compensation expense related to non-vested restricted shares | $ 22.1 | ||||
1996 Non-Qualified Employee Stock Purchase Plan [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Percentage of market value of common stock at which employees are permitted to purchase | 85.00% | ||||
2015 Non-Qualified Stock Purchase Plan [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Percentage of market value of common stock at which employees are permitted to purchase | 90.00% | ||||
Amended and Restated 2008 Plan [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share based compensation authorized shares | 27,800,000 | 19,500,000 | |||
Amended and Restated 2008 Plan [Member] | Stock Option [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Shares available for future grants and awards under Stock Incentive Plans | 8,300,000 | ||||
1996 Non-Qualified Employee Stock Purchase Plan and 2015 Non-Qualified Stock Purchase Plan [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Common stock, aggregate shares authorized | 2,600,000 | ||||
Aggregate number Shares issued under Stock Purchase Plans | 500,000 | ||||
Common stock, reserved for issuance | 1,100,000 |
Stock Incentive Plans and Sto_4
Stock Incentive Plans and Stock Purchase Plans - Schedule of Restricted Stock and Deferred Stock Awards (Detail) - $ / shares | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||
Number of Shares, Non-vested shares at January 1, 2019 | 1,310,853 | ||
Number of Shares, Awarded | 1,112,773 | ||
Number of Shares, Forfeited | (137,091) | ||
Number of Shares, Vested | (563,420) | ||
Number of Shares, Non-vested shares at December 31, 2019 | 1,723,115 | 1,310,853 | |
Weighted Average Fair Value, Non-vested shares at January 1, 2019 | $ 54.46 | ||
Weighted Average Fair Value, Awarded | 33.28 | $ 51.99 | $ 54.22 |
Weighted Average Fair Value, Forfeited | 48.37 | ||
Weighted Average Fair Value, Vested | 55.96 | ||
Weighted Average Fair Value, Non-vested shares at December 31, 2019 | $ 40.77 | $ 54.46 |
Stock Incentive Plans and Sto_5
Stock Incentive Plans and Stock Purchase Plans - Schedule of Activity and Certain Other Information Related to Stock Option Awards (Detail) - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||
Number of Shares, Outstanding at January 1, 2019 | 112,976 | ||
Number of Shares, Exercised | (40,168) | ||
Number of Shares, Outstanding at December 31, 2019 | 72,808 | 112,976 | |
Number of Shares, Exercisable at December 31, 2019 | 72,808 | ||
Weighted Average Exercise Price, Outstanding at January 1, 2019 | $ 27.65 | ||
Weighted Average Exercise Price, Exercised | 18.87 | ||
Weighted Average Exercise Price, Outstanding at December 31, 2019 | 32.49 | $ 27.65 | |
Weighted Average Exercise Price, Exercisable at December 31, 2019 | $ 32.49 | ||
Weighted Average Remaining Contractual Term (in years), Outstanding at December 31, 2019 | 9 months 18 days | ||
Weighted Average Remaining Contractual Term (in years), Exercisable at December 31, 2019 | 9 months 18 days | ||
Aggregate Intrinsic Value, Exercised | $ 0.6 | $ 2.8 | $ 5.5 |
Common Stock Repurchase Progr_2
Common Stock Repurchase Programs - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||
Jun. 30, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Aug. 31, 2018 | |
Common Stock [Line Items] | |||||
Common stock authorized for repurchase | $ 500,000 | ||||
Common stock repurchased | $ 145,280 | $ 302,160 | $ 70,192 | ||
Company's Common stock repurchased | 250,000 | ||||
Common Stock [Member] | |||||
Common Stock [Line Items] | |||||
Common stock repurchased | $ 51 | $ 70 | $ 10 | ||
Repurchased common stock, shares | 5,066,000 | 7,041,000 | 1,038,000 | ||
Restricted Stock [Member] | |||||
Common Stock [Line Items] | |||||
Number of shares withheld to satisfy minimum statutory tax withholding obligations | 54,909 | 96,918 | |||
Amount withheld to satisfy minimum statutory tax withholding obligations | $ 2,500 | $ 2,500 |
Retirement Plans - Additional I
Retirement Plans - Additional Information (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Retirement Benefits [Abstract] | |||
Expense of retirement plans related to the 401(k) Plans | $ 43 | $ 54.6 | $ 50.1 |
Selected Quarterly Financial _3
Selected Quarterly Financial Information - Summary of Company's Selected Quarterly Financial Information (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Quarterly Financial Information Disclosure [Abstract] | |||||||||||
Net revenue | $ 905,375 | $ 888,675 | $ 868,309 | $ 851,183 | $ 888,436 | $ 848,759 | $ 864,987 | $ 852,628 | $ 3,513,542 | $ 3,454,810 | $ 3,253,391 |
Practice salaries and benefits | 647,968 | 630,309 | 608,962 | 621,539 | 630,048 | 599,326 | 593,047 | 603,955 | 2,508,778 | 2,426,376 | 2,227,335 |
Practice supplies and other operating expenses | 32,009 | 26,950 | 28,016 | 25,791 | 25,870 | 27,249 | 28,329 | 27,403 | 112,766 | 108,851 | 106,444 |
General and administrative expenses | 96,926 | 102,356 | 103,540 | 101,821 | 105,532 | 95,771 | 100,938 | 101,693 | 404,643 | 403,934 | 385,864 |
Depreciation and amortization | 19,410 | 19,608 | 19,809 | 20,033 | 21,433 | 22,205 | 20,280 | 19,914 | 78,860 | 83,832 | 78,856 |
Transformational and restructuring related expenses | 44,311 | 19,992 | 27,482 | 3,544 | 95,329 | 0 | 0 | ||||
Goodwill impairment | 1,449,215 | 1,449,215 | 0 | 0 | |||||||
Total operating expenses | 840,624 | 2,248,430 | 787,809 | 772,728 | 782,883 | 744,551 | 742,594 | 752,965 | 4,649,591 | 3,022,993 | 2,798,499 |
Income (loss) from operations | 64,751 | (1,359,755) | 80,500 | 78,455 | 105,553 | 104,208 | 122,393 | 99,663 | (1,136,049) | 431,817 | 454,892 |
Investment and other income | 1,429 | 1,373 | 1,222 | 1,647 | 981 | 1,531 | 1,225 | 1,474 | 5,671 | 5,211 | 4,385 |
Interest expense | (27,677) | (29,901) | (31,080) | (30,723) | (25,448) | (21,788) | (21,618) | (19,935) | (119,381) | (88,789) | (74,556) |
Equity in earnings of unconsolidated affiliates | 2,304 | 2,249 | 1,990 | 1,236 | 2,277 | 1,766 | 1,257 | 1,525 | 7,779 | 6,825 | 952 |
Total non-operating expenses | (23,944) | (26,279) | (27,868) | (27,840) | (22,190) | (18,491) | (19,136) | (16,936) | (105,931) | (76,753) | (69,219) |
Income (loss) from continuing operations before income taxes | 40,807 | (1,386,034) | 52,632 | 50,615 | 83,363 | 85,717 | 103,257 | 82,727 | (1,241,980) | 355,064 | 385,673 |
Income tax (provision) benefit | (7,824) | 125,788 | (17,116) | (8,962) | (21,701) | (23,550) | (28,482) | (22,720) | 91,886 | (96,453) | (80,231) |
Income (loss) from continuing operations | 32,983 | (1,260,246) | 35,516 | 41,653 | 61,662 | 62,167 | 74,775 | 60,007 | (1,150,094) | 258,611 | 305,442 |
(Loss) income from discontinued operations, net of tax | (23,652) | 4,330 | (43,761) | (284,525) | (1,448) | 3,408 | 4,637 | 3,421 | (347,608) | 10,018 | 14,930 |
Net (loss) income | $ 9,331 | $ (1,255,916) | $ (8,245) | $ (242,872) | $ 60,214 | $ 65,575 | $ 79,412 | $ 63,428 | $ (1,497,702) | $ 268,629 | $ 320,372 |
Income (loss) from continuing operations, Basic | $ 0.40 | $ (15.29) | $ 0.43 | $ 0.48 | $ 700 | $ 680 | $ 800 | $ 650 | $ (13.78) | $ 2.84 | $ 3.31 |
Income (loss) from continuing operations, Diluted | 0.40 | (15.29) | 0.42 | 0.48 | 700 | 680 | 800 | 640 | (13.78) | 2.82 | 3.29 |
(Loss) income from discontinued operations, Basic | (0.29) | 0.05 | (0.53) | (3.31) | (20) | 40 | 50 | 40 | (4.16) | 0.11 | 0.16 |
(Loss) income from discontinued operations, Diluted | (0.29) | 0.05 | (0.52) | (3.29) | (20) | 40 | 50 | 40 | (4.16) | 0.11 | 0.16 |
Earnings (loss) per share, Basic | 0.11 | (15.24) | (0.10) | (2.82) | 0.68 | 0.72 | 0.85 | 0.68 | (17.94) | 2.95 | 3.47 |
Earnings (loss) per share, Diluted | $ 0.11 | $ (15.24) | $ (0.10) | $ (2.81) | $ 0.68 | $ 0.72 | $ 0.85 | $ 0.68 | $ (17.94) | $ 2.93 | $ 3.45 |
Weighted average shares, Basic | 82,592 | 82,441 | 83,234 | 86,073 | 87,810 | 90,984 | 92,987 | 92,859 | 83,495 | 91,104 | 92,431 |
Weighted average shares, Diluted | 83,288 | 82,441 | 83,689 | 86,545 | 88,258 | 91,359 | 93,529 | 93,505 | 83,495 | 91,606 | 92,958 |