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American Renal Associates Holdings, Inc. Announces Second Quarter 2017 ResultsAmerican Renal Associates Holdings, Inc. (NYSE: ARA) ("ARA" or the "Company"), a leading provider of outpatient dialysis services, today announced financial and operating results for the second quarter ended June 30, 2017. Certain metrics, including those expressed on an adjusted basis, are Non-GAAP financial measures (See "Use of Non-GAAP Financial Measures" and the reconciliation tables further below). Second Quarter 2017 Highlights (all percentage changes compare Q2 2017 to Q2 2016 unless noted):
Joseph (Joe) Carlucci, Chairman and Chief Executive Officer, said, "In coordination with our physician partners, ARA's dedicated staff has remained focused on delivering the highest quality patient care, while also executing well on the operational initiatives we outlined earlier this year. Our second quarter financial performance validates that the actions our organization has taken thus far in 2017 are yielding positive results." "During the second quarter of 2017, we opened two new de novo clinics and ended the period with a pipeline of 32 signed clinics at June 30, 2017. Our pipeline continues to be strong and reflects the growing acceptance of our operating philosophy within the nephrology community. Our pipeline also reflects the high satisfaction rates ARA enjoys among existing nephrology groups, many of which continue to build on their relationship with ARA through additional de novo development," continued Carlucci. Financial and operating highlights include: Revenue: Net patient service operating revenues for the second quarter of 2017 were $186.0 million, an increase of 0.2% as compared to $185.6 million for the prior-year period due to treatment growth and offset by adverse changes in payor mix. Net patient service operating revenues for the six months ending June 30, 2017 were $363.0 million, an increase of 1.5% as compared to $357.7 million for the prior-year period. Treatment Volume: Total dialysis treatments for the second quarter of 2017 were 542,749 representing an increase of 8.9% over the second quarter of 2016. Non-acquired treatment growth was 8.6%, and acquired treatment growth was 0.3% for the second quarter of 2017. Center Activity: As of June 30, 2017, the Company provided services at 217 outpatient dialysis centers serving 15,023 patients. During the second quarter of 2017, we opened two de novo centers, sold one center and merged one center into another. As of June 30, 2017, we had 32 signed de novo clinics scheduled to open in the future. Net income, Net income attributable to noncontrolling interests, Net loss attributable to American Renal Associates Holdings, Inc., Adjusted EBITDA and Adjusted EBITDA less noncontrolling interests:
_______________________________________________________ * NM - Not Meaningful ** See reconciliation of Non-GAAP Financial Measures. Operating Expenses: Patient care costs for the second quarter of 2017 were $118.1 million or 63.5% (or 63.4% excluding the Modification Expense, severance costs and gain on sale of assets described below) of net patient service operating revenues as compared to $109.8 million or 59.2% (or 58.4% excluding the Modification Expense described below) of net patient service operating revenues in the prior-year period. General and administrative expenses were $26.4 million or 14.2% (or 12.6% excluding the Modification Expense and severance costs described below) of net patient service operating revenues as compared to $31.9 million or 17.2% (or 12.7% excluding the Modification Expense described below) of net patient service operating revenues in the prior-year period. Patient care costs include $0.5 million and $1.4 million for the second quarter of 2017 and 2016, respectively, of stock-based compensation related to modification of options at the time of the Company's initial public offering (the "Modification Expense"). Patient care costs also include $0.1 million of severance costs and $0.5 million gain on sale of assets for the second quarter of 2017. General and administrative expenses include $2.1 million and $8.0 million for the second quarter of 2017 and 2016, respectively, of Modification Expense. General and administrative expenses also include $0.8 million of severance costs for the second quarter of 2017. Patient care costs for the six months ended June 30, 2017 were $238.4 million or 65.7% (or 65.1% excluding the Modification Expense, severance costs and gain on sale of assets) of net patient service operating revenues as compared to $215.2 million or 60.2% (or 59.8% excluding the Modification Expense) of net patient service operating revenues in the prior-year period. Patient care costs include $2.2 million and $1.4 million for the six months ended June 30, 2017 and 2016, respectively, of Modification Expense. Patient care costs also include $0.1 million of severance costs and $0.5 million gain on sale of assets for the six months ended June 30, 2017. General and administrative expenses during the six months ended June 30, 2017, were $57.6 million or 15.9% (or 13.0% excluding the Modification Expense) of net patient service operating revenues as compared to $53.4 million or 14.9% (or 12.7% excluding the Modification Expense) of net patient service operating revenues in the prior-year period. General and administrative expenses include $9.5 million and $8.0 million for the six months ended June 30, 2017 and 2016, respectively, of Modification Expense. General and administrative expenses also include $0.8 million in severance costs for the six months ended June 30, 2017. Cash Flow: Cash provided by operating activities for the second quarter of 2017 was $35.8 million as compared to $52.7 million in the prior-year period. Adjusted cash provided by operating activities less distributions to noncontrolling interests (see reconciliation of Non-GAAP Financial Measures) for the second quarter of 2017 was $17.1 million as compared to $32.3 million in the prior-year period. Total capital expenditures for the second quarter of 2017 were $7.6 million as compared to $17.8 million in the prior-year period. Capital expenditures for the three months ended June 30, 2017 included $2.0 million for maintenance and $5.7 million for expansions and new clinic development. Cash provided by operating activities for the six months ended June 30, 2017 were $52.4 million as compared to $89.2 million in the prior-year period. Adjusted cash provided by operating activities less distributions to noncontrolling interests (see reconciliation of Non-GAAP Financial Measure) for the six months ended June 30, 2017 were $14.5 million as compared to $47.5 million in the prior-year period. Total capital expenditures for the six months ended June 30, 2017 were $14.1 million as compared to $34.2 million in the prior-year period. Capital expenditures for the six months ended June 30, 2017 included $3.9 million for maintenance and $10.1 million for expansions and new clinic development. Balance Sheet: At June 30, 2017, the Company's balance sheet included consolidated cash of $74.9 million and consolidated debt of $562.2 million, including the current portion of long-term debt. Excluding clinic-level debt not guaranteed by ARA and clinic-level cash not owned by ARA, Adjusted owned net debt (see reconciliation of Non-GAAP Financial Measures) was $457.0 million at June 30, 2017, as compared to $438.1 million at December 31, 2016. Adjusted owned net debt to last twelve months Adjusted EBITDA less NCI leverage ratio was 4.0x at June 30, 2017. As of June 30, 2017, net patient accounts receivable was $77.8 million, and DSO for the period was 38 days as compared to 39 days for the three months ended March 31, 2017. 2017 Outlook for Adjusted EBITDA less NCI: The Company is reiterating its prior guidance for 2017 Adjusted EBITDA less NCI to be in a range of $100 million and $106 million. The Company's 2017 Adjusted EBITDA less NCI Outlook excludes severance costs, certain legal costs, and other future potential costs, which could include potential closure and consolidation costs, to the extent they occur during 2017. We are not providing a quantitative reconciliation of our Non-GAAP outlook to the corresponding GAAP information because the GAAP measures that we exclude from our Non-GAAP outlook are not available without unreasonable effort on a forward-looking basis due to their unpredictability, high variability, complexity and low visibility. These excluded GAAP measures include noncontrolling interests, interest expense, income taxes, and other charges. We expect the variability of these charges to have a potentially unpredictable, and potentially significant, impact on our future GAAP financial results. Please see the "Forward-Looking Statements" section of this release for a discussion of certain risks to our outlook. Conference Call American Renal Associates Holdings, Inc. will hold a conference call to discuss this release on Wednesday, August 9, 2017, at 9:00 a.m. Eastern time. Investors will have the opportunity to listen to the conference call by dialing (877) 407-8029, or for international callers (201) 689-8029, or may listen over the Internet by going to the Investor Relations section at www.ir.americanrenal.com. For those who cannot listen to the live broadcast, a replay will be available and can be accessed by dialing (877) 660-6853, or for international callers (201) 612-7415. The conference ID for the live call and the replay is 13664401. About American Renal Associates American Renal Associates Holdings, Inc. (NYSE: ARA) is a leading provider of outpatient dialysis services in the United States. As of June 30, 2017, ARA operated 217 dialysis clinic locations in 25 states and the District of Columbia serving approximately 15,000 patients with end stage renal disease. ARA operates exclusively through a physician joint venture model, in which it partners with approximately 386 local nephrologists to develop, own and operate dialysis clinics. ARA's Core Values emphasize taking good care of patients, providing physicians with clinical autonomy and operational support, hiring and retaining the best possible staff and providing best practices management services. For more information about American Renal Associates, visit www.americanrenal.com. Forward-Looking Statements This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These statements, which have been included in reliance of the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995, involve risks and uncertainties and assumptions relating to our operations, financial condition, business, prospects, growth strategy and liquidity, which may cause our actual results to differ materially from those projected by such forward-looking statements, and the Company cannot give assurances that such statements will prove to be correct. You can identify forward-looking statements because they do not relate strictly to historical or current facts. These statements may include words such as "aim," "anticipate," "believe," "estimate," "expect," "forecast," "outlook," "potential," "project," "projection," "plan," "intend," "seek," "may," "could," "would," "will," "should," "can," "can have," "likely," the negatives thereof and other words and terms of similar meaning in connection with any discussion of the timing or nature of future operating or financial performance or other events. The forward-looking statements appear in a number of places throughout this press release and include statements regarding our intentions, beliefs or current expectations concerning, among other things, our results of operations, financial condition, liquidity, prospects, growth, strategies and the industry in which we operate. All forward-looking statements are subject to risks and uncertainties, including but not limited to those risks and uncertainties described in "Risk Factors" and "Special Note Regarding Forward-Looking Statements" in our Annual Report on Form 10-K for the year ended December 31, 2016, our 10-Q for the quarter ended March 31, 2017 and our 10-Q for the quarter ended June 30, 2017 filed or to be filed with the SEC that may cause actual results to differ materially from those that we expected. Some of the factors that could cause actual results to differ materially from those expressed or implied by the forward-looking statements include, among others, the following:
The forward-looking statements made in this press release are made only as of the date of the hereof. Except as required by law, we undertake no obligation to update any forward-looking statement, whether as a result of new information or otherwise. More information about potential factors that could affect our business and financial results is included in our filings with the SEC. Use of Non-GAAP Financial Measures In addition to the results prepared in accordance with generally accepted accounting principles in the United States ("GAAP") provided throughout this press release, the Company has presented the following Non-GAAP financial measures: EBITDA, Adjusted EBITDA, Adjusted EBITDA less noncontrolling interests (NCI), Adjusted net income (loss) attributable to American Renal Associates Holdings, Inc., Adjusted cash provided (used) by operating activities and Adjusted owned net debt, which exclude various items detailed in the attached "Reconciliation of Non-GAAP Financial Measures." These Non-GAAP financial measures are not intended to replace financial performance and liquidity measures determined in accordance with GAAP. Rather, they are presented as supplemental measures of the Company's performance and liquidity that management believes may enhance the evaluation of the Company's ongoing operating results. Please see "Reconciliation of Non-GAAP Financial Measures" for additional reasons for why these measures are provided.
* Paid to shareholders prior to the Company's initial public offering.
* See reconciliation of Non-GAAP Financial Measures. (1) Adjusted patient care costs exclude $0.5 million, $1.7 million and $1.4 million of stock-based compensation related to modification of options at the time of the Company's IPO during the three months ended June 30, 2017, March 31, 2017 and June 30, 2016, respectively. The three months ended June 30, 2017 also excludes $0.1 million severance expense and $0.5 million gain on sale of assets. The three months ended June 30, 2016 excludes $0.1 million of stock-based compensation related to the early adoption of ASU 2016-09, as the stock compensation relates to the modified options referenced above. (2) Adjusted general and administrative expenses exclude $2.1 million, $7.4 million and $8.0 million of stock-based compensation related to modification of options at the time of the Company's IPO during the three months ended June 30, 2017, March 31, 2017 and June 30, 2016, respectively. The three months ended June 30, 2017 also excludes $0.8 million severance expense. The three months ended June 30, 2016 excludes $0.3 million of stock-based compensation related to the early adoption of ASU 2016-09, as the stock compensation relates to the modified options referenced above.
American Renal Associates Holdings, Inc. and Subsidiaries We use Adjusted EBITDA and Adjusted EBITDA-NCI to track our performance. "Adjusted EBITDA" is defined as net income before income taxes, interest expense, net, depreciation and amortization, as adjusted for stock-based compensation and associated payroll taxes, loss on early extinguishment of debt, transaction-related costs, certain legal matters costs, executive and management severance costs, income tax receivable agreement income and expense, management fees and gain on sale of assets. "Adjusted EBITDA-NCI" is defined as Adjusted EBITDA less net income attributable to noncontrolling interests. We believe Adjusted EBITDA and Adjusted EBITDA-NCI provide information useful for evaluating our business and a further understanding of the Company's results of operations from management's perspective. We believe Adjusted EBITDA is helpful in highlighting trends because Adjusted EBITDA excludes the results of actions that are outside the operational control of management, but can differ significantly from company to company depending on long-term strategic decisions regarding capital structure, the tax jurisdictions in which companies operate and capital investments. We believe Adjusted EBITDA-NCI is helpful in highlighting the amount of Adjusted EBITDA that is available to us after reflecting the interests of our joint venture partners. Adjusted EBITDA and Adjusted EBITDA-NCI are not measures of operating performance computed in accordance with GAAP and should not be considered as a substitute for operating income, net income, cash flows from operations, or other statement of operations or cash flow data prepared in conformity with GAAP, or as measures of profitability or liquidity. In addition, Adjusted EBITDA and Adjusted EBITDA-NCI may not be comparable to similarly titled measures of other companies. Adjusted EBITDA and Adjusted EBITDA-NCI may not be indicative of historical operating results, and we do not mean for these items to be predictive of future results of operations or cash flows. Adjusted EBITDA and Adjusted EBITDA-NCI have limitations as analytical tools, and you should not consider these items in isolation, or as substitutes for an analysis of our results as reported under GAAP. Some of these limitations are that Adjusted EBITDA and Adjusted EBITDA-NCI:
In addition, Adjusted EBITDA is not adjusted for the portion of earnings that we distribute to our joint venture partners. You should not consider Adjusted EBITDA and Adjusted EBITDA-NCI as alternatives to income from operations or net income, determined in accordance with GAAP, as an indicator of our operating performance, or as alternatives to cash provided by operating activities, determined in accordance with GAAP, as an indicator of cash flows or as a measure of liquidity. This presentation of Adjusted EBITDA and Adjusted EBITDA-NCI may not be directly comparable to similarly titled measures of other companies, since not all companies use identical calculations. We use Adjusted net income attributable to American Renal Associates Holdings, Inc. because it is a useful measure to evaluate our performance by excluding the impact of certain items that we believe are not related to our normal business operations and/or are a result of changes in our liabilities from period to period. See the notes to the tables below for further explanation of the exclusion of certain items. By excluding these items, we believe Adjusted net income allows us and investors to evaluate our net income on a more consistent basis. "Adjusted net income attributable to American Renal Associates Holdings, Inc." is defined as Net income (loss) attributable to American Renal Associates Holdings, Inc. plus or minus, as applicable, income tax receivable agreement income/expense, accounting changes in fair value of non-controlling interest puts, certain legal matter costs, and stock-based compensation due to option modifications and other transactions at the time of the Company's initial public offering, net of taxes. We use Adjusted weighted average number of diluted shares to calculate Adjusted net income attributable to American Renal Associates Holdings, Inc. per share. Adjusted weighted average number of diluted shares outstanding is calculated using the treasury method as if certain unvested in-the-money options subject to a contingency are treated as being vested to provide investors with a calculation of the fully-diluted number of shares assuming certain pre-IPO options vested prior to their actual vesting on April 21, 2017. We use Adjusted cash provided (used) by operating activities less distributions to NCI because it is a useful measure to evaluate the cash flow that is available to the Company for investment in property, plant and equipment, debt service, growth and other general corporate purposes. "Adjusted cash provided (used) by operating activities less distributions to noncontrolling interests" is defined as cash provided by operating activities plus transaction-related expenses less distributions to noncontrolling interests. We use Adjusted owned net debt because it is a useful metric to evaluate the Company's share of interests in the cash on our consolidated balance sheet and the debt of the Company. "Adjusted owned net debt" is defined as Debt (other than clinic-level debt) plus Clinic-level debt guaranteed by our wholly owned subsidiaries of American Renal Associates Holdings, Inc. less Cash (other than clinic-level cash) less the Company's pro rata interest in Clinic-level cash. "Owned Net Leverage" is defined as the ratio of Owned Net Debt to our trailing twelve months Adjusted EBITDA less NCI. The following table presents the reconciliation from net income to Adjusted EBITDA and Adjusted EBITDA-NCI for the periods indicated:
__________________________________ (1) Last twelve months ("LTM") is the period beginning July 1, 2016 through June 30, 2017. (2) Certain legal matters costs include professional fees and other expenses associated with the Company's handling of, and response to, the UnitedHealth litigation, the now-concluded SEC inquiry, the CMS request for information, the securities litigation, and the Company's internal review and analysis of factual and legal issues relating to the aforementioned matters as described in our Form 10-Q for the period ended June 30, 2017. We have excluded these costs because they represent unusual fees and expenses that are not related to the usual operation of our business. (3) Represents executive and management severance costs. The following table presents the reconciliation from Net loss attributable to American Renal Associates Holdings, Inc. to Adjusted net income attributable to American Renal Associates Holdings, Inc. for the periods indicated:
__________________________ (1) Changes in fair values of contractual noncontrolling interest put provisions are related to certain put rights that may be accelerated as a result of the IPO. (2) Stock-based compensation due to option modification and other transactions at the time of the IPO which were expensed within 12 months after the IPO have been excluded since they arose based on transactions that are not expected to occur in the future. (3) Certain legal matters costs include professional fees and other expenses associated with the Company's handling of, and response to, the UnitedHealth litigation, the now-concluded SEC inquiry, the CMS request for information, the securities litigation, and the Company's internal review and analysis of factual and legal issues relating to the aforementioned matters as described in our Form 10-Q for the period ended June 30, 2017. We have excluded these costs because they represent unusual fees and expenses that are not related to the usual operation of our business. (4) Adjusted weighted average number of diluted shares outstanding calculated using the treasury method as if 2.5 million shares related to unvested in-the-money options subject to a contingency are vested.
_________________________ (1) Transaction-related costs due to the IPO and debt refinancing in the three and six months ended June 30, 2016 and the debt refinancing in the three and six months ended June 30, 2017, including accounting, valuation, legal and other consulting and professional fees. (2) Leverage ratio calculated as follows: Adjusted owned net debt divided by Adjusted EBITDA less NCI, last twelve months.
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