UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ----------------------- FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 24, 2003 ----------------------- KINDRED HEALTHCARE, INC. (Exact name of registrant as specified in its charter) Delaware 001-14057 61-1323993 (State or other jurisdiction (Commission File (IRS Employer of incorporation or organization) Number) Identification No.) 680 South Fourth Street Louisville, Kentucky (Address of principal executive offices) 40202-2412 (Zip Code) Registrant's telephone number, including area code: (502) 596-7300 Not Applicable (Former name or former address, if changed since last report) Item 9. Regulation FD Disclosure. On March 24, 2003, the Company issued a press release announcing its financial results for the fourth quarter and fiscal year ended December 31, 2002. The press release, dated March 24, 2003, is attached as Annex A to this Item 9. On March 24, 2003, the Company also included the press release on its website at www.kindredhealthcare.com. Annex A is incorporated herein by reference and has been furnished, not filed. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereto duly authorized. KINDRED HEALTHCARE, INC. Date: March 24, 2003 By:/s/ Richard A. Lechleiter ------------------------- Richard A. Lechleiter Senior Vice President, Chief Financial Officer and Treasurer Annex A [Kindred Logo appears here] Contact: Richard A. Lechleiter Senior Vice President, Chief Financial Officer and Treasurer (502) 596-7734 KINDRED HEALTHCARE ANNOUNCES FISCAL 2002 RESULTS --------------------- Fiscal Year Net Income - $34.8 million or $1.93 per Diluted Share Fourth Quarter Net Income - $3.1 million or $0.18 per Diluted Share LOUISVILLE, Ky. (March 24, 2003) - Kindred Healthcare, Inc. (the "Company") (NASDAQ: KIND) today announced its operating results for the fourth quarter and fiscal year ended December 31, 2002. Fiscal Year Results Revenues for the year ended December 31, 2002 aggregated $3.4 billion and net income totaled $34.8 million or $1.93 per diluted share. Operating results for 2002 included a $2.3 million pretax gain from the sale of property in the fourth quarter and a $0.5 million lease termination charge for an unprofitable hospital recorded in the second quarter. In addition, the Company adjusted its accrued reorganization costs in the second quarter of 2002, the effect of which increased pretax income by approximately $5.5 million. The combined impact of these items increased reported net income by approximately $4 million or $0.25 per diluted share. Net income for 2002 also included an extraordinary gain on extinguishment of debt totaling $1.4 million or $0.08 per diluted share. As previously disclosed, the Company adopted the provisions of Statement of Financial Accounting Standards No. 142, "Goodwill and Other Intangible Assets" ("SFAS 142"), which, among other things, requires that goodwill should no longer be amortized effective January 1, 2002. The adoption of SFAS 142 increased 2002 net income by approximately $6.5 million or $0.36 per diluted share. As previously disclosed, operating results for fiscal 2002 were favorably impacted by a $12 million ($7 million net of tax or $0.41 per diluted share) settlement with a private insurance company in the third quarter related to disputed amounts owed for services rendered to patients in the Company's hospitals in prior years who were covered under Medicare supplemental insurance policies. Operating results for the year ended December 31, 2002 were adversely impacted by a significant increase in professional liability costs, particularly in the Company's nursing center business. Professional liability costs, including the costs of insurance provided by a wholly owned limited purpose insurance subsidiary and unaffiliated commercial insurance carriers, aggregated $145 million for the year ended December 31, 2002. As discussed below, the Company's operating results for 2001 have been segregated to present separately the period prior to its emergence from bankruptcy. Aggregate professional liability costs in 2001 were $53 million for the nine months ended December 31, 2001 and $13 million for the three months ended March 31, 2001. The portion of the 2002 professional liability costs that related to changes in estimates for prior year reserves approximated $30 million. A substantial portion of the increase in professional liability costs in 2002 related to the Company's nursing centers in Florida. Pretax losses associated with the Company's Florida nursing center operations aggregated $68 million ($42 million net of tax or $2.31 per diluted share) in 2002. Operating results for the year ended December 31, 2002 also were adversely impacted by the expiration of certain Medicare reimbursements to the Company's nursing centers on October 1, 2002. The impact of these reimbursement changes reduced 2002 pretax income by approximately $15 million ($9 million net of tax or $0.50 per diluted share). The Company believes that its recent increases in professional liability costs are expected to continue in the foreseeable future, particularly in the state of Florida. In addition, the expiration of certain Medicare funding on October 1, 2002 will continue to reduce materially the Company's nursing center operating income. As a result of the Company's emergence from bankruptcy in April 2001, the reported operating results of the Company for fiscal 2001 have been segregated for accounting purposes because the reported amounts after April 1, 2001 are not comparable to the amounts reported while the Company operated in bankruptcy. For the nine months ended December 31, 2001, the Company reported revenues of $2.3 billion and net income of $51.7 million or $2.83 per diluted share. Operating results for this period included a pretax gain of $3.2 million recorded in connection with the favorable resolution of a legal dispute in the third quarter and a pretax gain of $2.2 million in connection with the resolution of a loss contingency related to a partnership interest in the fourth quarter. The combined effect of these items increased reported net income by $3.3 million or $0.18 per diluted share. Net income for the nine months ended December 31, 2001 also included an extraordinary gain on extinguishment of debt totaling $4.3 million or $0.24 per diluted share. For the three months ended March 31, 2001 (the period prior to the Company's emergence from bankruptcy), revenues were $752 million and net income totaled $472 million or $6.59 per diluted share. For accounting purposes, the adjustments necessary to record the Company's court-approved financial restructuring were reflected in the operating results of the Company during this period. The impact of the reorganization increased net income from operations for the three months ended March 31, 2001 by approximately $53.7 million or $0.75 per diluted share. In addition, net income for this period included an extraordinary gain from the restructuring of the Company's debt of $422.8 million or $5.90 per diluted share. Fourth Quarter Results Revenues for the fourth quarter of 2002 grew 7% to $848 million compared to $790 million in the fourth quarter of 2001, and net income totaled $3.1 million or $0.18 per diluted share compared to $19 million or $0.98 per diluted share in the fourth quarter of 2001. Operating results for the fourth quarter of 2002 included the previously discussed gain on the sale of property totaling $2.3 million. Operating results for the fourth quarter of 2001 included the previously discussed pretax gain of $2.2 million in connection with the resolution of a loss contingency related to a partnership interest. Fourth quarter 2001 net income also included an extraordinary gain on extinguishment of debt totaling $2.9 million or $0.15 per diluted share. The Company also recorded certain adjustments that impacted its reported operating results for the fourth quarter of 2002. As previously discussed, the expiration of certain Medicare reimbursements to the Company's nursing centers on October 1, 2002 reduced fourth quarter pretax income by approximately $15 million. In addition, certain provisions of the Balanced Budget Act of 1997 that reduced allowable hospital capital expenditures by 15% expired on October 1, 2002. As a result, hospital Medicare revenues increased approximately $2 million in the fourth quarter of 2002. In the fourth quarter of 2002, the regular quarterly independent actuarial valuation of professional liability risks was performed. Based upon the results of the valuation, the Company recorded additional professional liability costs of $19 million, of which $10 million had been previously announced at the time of the Company's third quarter earnings release. Aggregate professional liability costs in the fourth quarter of 2002 were $37 million compared to $24 million in the fourth quarter of 2001. Most of these costs ($33 million in the fourth quarter of 2002 and $18 million in the fourth quarter of 2001) were charged to the Company's nursing center business. Operating results for the fourth quarter of 2002 also included certain other year-end adjustments. Incentive compensation costs for 2002 were reduced by approximately $3 million in the Company's nursing center business and $6 million in corporate overhead in the fourth quarter. In addition, certain operating expense accruals related to the Company's information systems operations were adjusted, reducing corporate overhead by approximately $4 million in the fourth quarter of 2002. The adoption of SFAS 142 increased net income by $1.6 million or $0.09 per diluted share in the fourth quarter of 2002. Commenting on the Company's operating results for 2002, Edward L. Kuntz, Chairman and Chief Executive Officer of the Company, noted ,"Our hospital business had an outstanding year, with revenue growth of 17% and operating income growth of 23%. Our pharmacy business had a very good year as well, growing its non-Kindred customer base by 17%. We also continued to keep our overhead in line with our expectations." With respect to the nursing center business, Mr. Kuntz remarked, "The significant increase in professional liability costs, particularly in Florida, materially impacted our operating results. In response to this difficult operating environment, we have focused on the divestiture of our Florida nursing centers. The Medicare reimbursement reductions that took effect on October 1 also impacted negatively our nursing center business. We are continuing our involvement in Washington to address the Medicare funding issues in our industry." Florida Divestiture As previously announced, the Company intends to divest its Florida nursing center operations during 2003. The Company operates 18 nursing centers in Florida, of which 15 are leased from Ventas, Inc. ("Ventas") (NYSE: VTR). In December 2002, the Company announced a non-binding letter of intent with a third party to sublease its Florida nursing centers. The parties continue to make progress in their negotiations of definitive agreements related to the letter of intent but have not reached agreement at this time. In addition to entering into a definitive agreement, the consummation of a proposed transaction is subject to a number of material conditions including, without limitation, the receipt of required approvals from regulators, governmental entities and other third parties. Ventas has informed the Company that it will object to the sublease transaction unless it receives a substantial and material consent fee and other lease concessions. The Company has informed Ventas that this demand is improper. The Company believes that under the master lease agreements it has the ability to sublease 12 of these facilities without Ventas's consent and that Ventas cannot unreasonably withhold its consent on the remaining three facilities. In addition, Ventas has informed the Florida licensure agency that it believes the proposed sublease transaction is not permitted under its master lease agreements with the Company and has requested that the agency suspend further processing of the necessary licensure applications for the change in ownership. The third party to the proposed transaction and the Company have independently informed the Florida agency that Ventas's request is improper and that it lacks the authority to make any such request. The Company believes that the Florida agency is aware that it must continue to process the change in ownership applications. The Company is continuing to pursue the proposed sublease transaction and its divestiture of the Florida facilities. If Ventas improperly interferes with the completion of the proposed transaction or the divestiture of these facilities, the Company will seek appropriate legal remedies against Ventas as well as damages for the continuing losses sustained by the Company. Expected Liquidity Issues in 2003 Cash and cash equivalents at December 31, 2002 aggregated $244 million. As previously discussed, the Company recorded substantial increases in the provision for loss for professional liability costs in 2002. A portion of these costs were not funded into the Company's limited purpose wholly owned insurance subsidiary in 2002. Based upon actuarially determined estimates, the Company will fund approximately $63 million into its limited purpose insurance subsidiary on March 31, 2003 to satisfy fiscal 2002 funding requirements. Consistent with its past practices, the Company intends to fund its 2003 professional liability premiums into its limited purpose insurance subsidiary each month based upon actuarially determined estimates. As previously disclosed, substantially all of the Company's hospitals will adopt the new Medicare prospective payment system on September 1, 2003. In connection with the transition, the new system includes certain regulations that will impact the method and timing of Medicare payments to the Company's hospitals that may increase substantially the level of Medicare accounts receivable in the third and fourth quarters of 2003. No Guidance for 2003 Due to uncertainties associated with professional liability costs and government reimbursement, the Company does not intend to issue any earnings guidance for fiscal 2003 at this time. Credit Agreements The Company was in compliance with the terms of its $120 million revolving credit facility and $300 million senior secured notes at December 31, 2002. As previously announced, on March 19, 2003, the Company successfully completed certain amendments to these agreements for reporting periods after December 31, 2002. Outstanding borrowings under the senior secured notes agreement approximated $161 million at December 31, 2002 compared to approximately $211 million at December 31, 2001. There were no outstanding borrowings under the revolving credit agreement at either December 31, 2002 or December 31, 2001. Other News The Company also announced that Edward L. Kuntz will become Executive Chairman of the Board of Directors effective January 1, 2004. As Executive Chairman, Mr. Kuntz will coordinate all Board matters, continue his responsibility for public lobbying efforts, and advise senior management on financing, development and regulatory matters. Upon assuming the duties as Executive Chairman, Mr. Kuntz will relinquish his position as Chief Executive Officer. The Company also announced that at its annual meeting of shareholders scheduled for May 22, 2003, the Nominating and Governance Committee of the Company's Board of Directors will recommend Paul J. Diaz and Thomas P. Cooper, M.D. as two new nominees to its Board of Directors to fill an open position created by the expected departure of David A. Tepper and an additional position to be created by the expansion of the Board. Mr. Diaz has been the Company's President and Chief Operating Officer since January 2002. Dr. Cooper, a physician, has over 30 years of experience in management positions in a number of healthcare related companies. Mr. Tepper, a current Board member, has elected not to stand for re-election to the Board. Forward-Looking Statements This press release includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements regarding the Company's expected future financial position, results of operations, cash flows, financing plans, business strategy, budgets, capital expenditures, competitive positions, growth opportunities, plans and objectives of management and statements containing the words such as "anticipate," "approximate," "believe," "plan," "estimate," "expect," "project," "could," "should," "will," "intend," "may" and other similar expressions, are forward-looking statements. Such forward-looking statements are inherently uncertain, and stockholders and other potential investors must recognize that actual results may differ materially from the Company's expectations as a result of a variety of factors, including, without limitation, those discussed below. Such forward-looking statements are based on management's current expectations and include known and unknown risks, uncertainties and other factors, many of which the Company is unable to predict or control, that may cause the Company's actual results or performance to differ materially from any future results or performance expressed or implied by such forward-looking statements. These statements involve risks, uncertainties and other factors detailed from time to time in the Company's filings with the Securities and Exchange Commission. Factors that may affect the plans or results of the Company include, without limitation, (a) the ability of the Company to operate pursuant to the terms of its debt obligations and its master lease agreements with Ventas; (b) the Company's ability to meet its rental and debt service obligations; (c) adverse developments with respect to the Company's liquidity or results of operations; (d) the ability of the Company to attract and retain key executives and other healthcare personnel; (e) increased operating costs due to shortages in qualified nurses and other healthcare personnel; (f) the effects of healthcare reform and government regulations, interpretation of regulations and changes in the nature and enforcement of regulations governing the healthcare industry; (g) changes in the reimbursement rates or methods of payment from third party payors, including the Medicare and Medicaid programs and the new prospective payment system for long-term acute care hospitals; (h) national and regional economic conditions, including their effect on the availability and cost of labor, materials and other services; (i) the Company's ability to control costs, including labor and employee benefit costs, in response to the prospective payment systems, implementation of the Company's Corporate Integrity Agreement and other regulatory actions; (j) the ability of the Company to comply with the terms of its Corporate Integrity Agreement; (k) the effect of a restatement of the Company's previously issued consolidated financial statements; (l) the Company's ability to integrate operations of acquired facilities; (m) the increase in the costs of defending and insuring against alleged professional liability claims and the Company's ability to predict the estimated costs related to such claims; and (n) the Company's ability to successfully reduce (by divestiture or otherwise) its exposure to professional liability claims in the state of Florida and other states. Many of these factors are beyond the control of the Company and its management. The Company cautions investors that any forward-looking statements made by the Company are not guarantees of future performance. The Company disclaims any obligation to update any such factors or to announce publicly the results of any revisions to any of the forward-looking statements to reflect future events or developments. Kindred Healthcare, Inc. is a national provider of long-term healthcare services primarily operating nursing centers and hospitals. KINDRED HEALTHCARE, INC. Financial Summary (In thousands, except per share amounts) | Predecessor Reorganized Company (a) | Company (a) ---------------------------------------------------------- | ------------ Three months Three months Year Nine months | Three months ended ended ended ended | ended December 31, December 31, December 31, December 31, | March 31, 2002 2001 2002 2001 | 2001 ------------ ------------ ------------ ------------ | ------------ Revenues $848,284 $ 789,575 $3,357,822 $2,329,019 | $752,409 -------- --------- ---------- ---------- | -------- | Income from operations $ 3,069 $ 16,054 $ 33,326 $ 47,342 | $ 49,185 Extraordinary gain on | extinguishment of debt - 2,917 1,427 4,313 | 422,791 -------- --------- ---------- ---------- | -------- Net income 3,069 18,971 34,753 51,655 | 471,976 Preferred stock dividend | requirements - - - - | (261) -------- --------- ---------- ---------- | -------- Income available to | common stockholders $ 3,069 $ 18,971 $ 34,753 $ 51,655 | $471,715 ======== ========= ========== ========== | ======== | Earnings per common share: | Basic: | Income from operations $ 0.18 $ 0.99 $ 1.92 $ 3.05 | $ 0.69 Extraordinary gain on | extinguishment of debt - 0.18 0.08 0.28 | 6.02 -------- --------- ---------- ---------- | -------- Net income $ 0.18 $ 1.17 $ 2.00 $ 3.33 | $ 6.71 ======== ========= ========== ========== | ======== | Diluted: | Income from operations $ 0.18 $ 0.83 $ 1.85 $ 2.59 | $ 0.69 Extraordinary gain on | extinguishment of debt - 0.15 0.08 0.24 | 5.90 -------- --------- ---------- ---------- | -------- Net income $ 0.18 $ 0.98 $ 1.93 $ 2.83 | $ 6.59 ======== ========= ========== ========== | ======== | Shares used in computing earnings | per common share: | Basic 17,377 16,210 17,361 15,505 | 70,261 Diluted 17,384 19,304 18,001 18,258 | 71,656 ----------- (a) As used in this press release, the term "Predecessor Company" refers to the Company and its operations for periods prior to April 1, 2001, while the term "Reorganized Company" is used to describe the Company and its operations for periods thereafter. KINDRED HEALTHCARE, INC. Consolidated Statement of Operations (In thousands, except per share amounts) | Predecessor Reorganized Company | Company ---------------------------------------------------------- | ------------ Three months Three months Year Nine months | Three months ended ended ended ended | ended December 31, December 31, December 31, December 31, | March 31, 2002 2001 2002 2001 | 2001 ------------ ------------ ------------ ------------ | ------------ Revenues $848,284 $789,575 $3,357,822 $2,329,019 | $752,409 -------- -------- ---------- ---------- | -------- | Salaries, wages and benefits 491,121 448,203 1,924,439 1,316,581 | 427,649 Supplies 109,097 102,466 424,177 295,598 | 94,319 Rent 68,806 65,471 270,562 195,284 | 76,995 Other operating expenses 153,532 124,435 606,394 375,090 | 126,701 Depreciation and amortization 18,960 17,565 71,356 50,219 | 18,645 Interest expense 3,135 5,754 14,373 21,740 | 14,000 Investment income (2,050) (2,637) (9,674) (9,285) | (1,919) -------- --------- ---------- ---------- | -------- 842,601 761,257 3,301,627 2,245,227 | 756,390 -------- --------- ---------- ---------- | -------- Income (loss) before reorganization | items and income taxes 5,683 28,318 56,195 83,792 | (3,981) Reorganization items - - (5,520) - | (53,666) -------- --------- ---------- ---------- | -------- Income before income taxes 5,683 28,318 61,715 83,792 | 49,685 Provision for income taxes 2,614 12,264 28,389 36,450 | 500 -------- --------- ---------- ---------- | -------- Income from operations 3,069 16,054 33,326 47,342 | 49,185 Extraordinary gain on extinguishment | of debt - 2,917 1,427 4,313 | 422,791 ------- --------- ---------- ---------- | -------- Net income 3,069 18,971 34,753 51,655 | 471,976 Preferred stock dividend requirements - - - - | (261) -------- --------- ---------- ---------- | -------- Income available to | common stockholders $ 3,069 $ 18,971 $ 34,753 $ 51,655 | $471,715 ======== ========= ========== ========== | ======== | Earnings per common share: | Basic: | Income from operations $ 0.18 $ 0.99 $ 1.92 $ 3.05 | $ 0.69 Extraordinary gain on | extinguishment of debt - 0.18 0.08 0.28 | 6.02 -------- --------- ---------- ---------- | -------- Net income $ 0.18 $ 1.17 $ 2.00 $ 3.33 | $ 6.71 ======== ========= ========== ========== | ======== | Diluted: | Income from operations $ 0.18 $ 0.83 $ 1.85 $ 2.59 | $ 0.69 Extraordinary gain on | extinguishment of debt - 0.15 0.08 0.24 | 5.90 -------- --------- ---------- ---------- | -------- Net income $ 0.18 $ 0.98 $ 1.93 $ 2.83 | $ 6.59 ======== ========= ========== ========== | ======== | Shares used in computing earnings | per common share: | Basic 17,377 16,210 17,361 15,505 | 70,261 Diluted 17,384 19,304 18,001 18,258 | 71,656 KINDRED HEALTHCARE, INC. Condensed Consolidated Balance Sheet (In thousands, except per share amounts) Reorganized Company ----------------------------- December 31, December 31, 2002 2001 ------------ ------------- ASSETS Current assets: Cash and cash equivalents $ 244,070 $ 190,799 Cash-restricted 7,908 18,025 Insurance subsidiary investments 130,415 99,101 Accounts receivable less allowance for loss 420,611 418,827 Inventories 30,460 29,720 Other 86,852 75,501 ----------- ---------- 920,316 831,973 Property and equipment 611,944 508,205 Accumulated depreciation (115,373) (44,323) ----------- ---------- 496,571 463,882 Goodwill 88,259 107,660 Other 139,032 105,359 ----------- ---------- $ 1,644,178 $1,508,874 =========== ========== LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities: Accounts payable $ 124,466 $ 100,473 Salaries, wages and other compensation 220,124 198,471 Due to third party payors 25,177 37,285 Other accrued liabilities 150,020 138,571 Income taxes 62,111 39,908 Long-term debt due within one year 258 418 ----------- ---------- 582,156 515,126 Long-term debt 162,008 212,269 Professional liability risks 211,771 136,764 Deferred credits and other liabilities 56,615 54,234 Commitments and contingencies Stockholders' equity: Common stock, $0.25 par value; authorized 175,000 shares - December 31, 2002 and 39,000 shares - December 31, 2001; issued 17,649 - December 31, 2002 and 17,683 shares - December 31, 2001 4,412 4,421 Capital in excess of par value 547,609 549,089 Deferred compensation (6,967) (14,764) Accumulated other comprehensive income 460 80 Retained earnings 86,114 51,655 ----------- ---------- 631,628 590,481 ----------- ---------- $ 1,644,178 $1,508,874 =========== ========== KINDRED HEALTHCARE, INC. Condensed Consolidated Statement of Cash Flows (In thousands) | Predecessor Reorganized Company | Company ----------------------------- | ------------ Year Nine months | Three months ended ended | ended December 31, December 31, | March 31, 2002 2001 | 2001 ------------ ------------ | ------------ Cash flows from operating activities: | Net income $ 34,753 $ 51,655 | $471,976 Adjustments to reconcile net income to net cash | provided by operating activities: | Depreciation and amortization 71,356 50,219 | 18,645 Amortization of deferred compensation costs 6,778 6,698 | - Provision for doubtful accounts 13,551 16,346 | 6,305 Deferred income taxes (17,608) 12,263 | - Extraordinary gain on extinguishment of debt (1,427) (4,313) | (422,791) Unusual transactions (1,795) (5,425) | - Reorganization items (5,520) - | (53,666) Other 1,224 (4,655) | 1,357 Change in operating assets and liabilities: | Accounts receivable (3,063) (31,001) | (14,668) Inventories and other assets (11,303) 18,698 | 12,476 Accounts payable 11,887 (300) | (10,845) Income taxes 44,626 17,582 | 108 Due to third party payors (12,108) (16,570) | 2,051 Other accrued liabilities 122,315 79,504 | 28,628 --------- --------- | --------- Net cash provided by operating activities before | reorganization items 253,666 190,701 | 39,576 Payment of reorganization items (4,987) (47,937) | (3,745) --------- --------- | --------- Net cash provided by operating activities 248,679 142,764 | 35,831 --------- --------- | --------- Cash flows from investing activities: | Purchase of property and equipment (84,071) (65,243) | (22,038) Acquisition of healthcare facilities (45,931) (14,152) | - Sale of investment in Behavioral Healthcare Corporation - 40,000 | - Sale of other assets 752 7,933 | - Surety bond deposits 9,676 (300) | - Net change in investments (26,343) (27,973) | (28,178) Other 64 809 | 224 --------- --------- | --------- Net cash used in investing activities (145,853) (58,926) | (49,992) --------- --------- | --------- Cash flows from financing activities: | Repayment of long-term debt (50,570) (149,161) | (4,355) Payment of debtor-in-possession deferred financing costs - - | (100) Payment of other deferred financing costs (1,375) - | - Issuance of common stock 159 89,796 | - Repurchase of common stock (1,046) - | - Other 3,277 11,172 | (5,971) --------- --------- | --------- Net cash used in financing activities (49,555) (48,193) | (10,426) --------- --------- | --------- Change in cash and cash equivalents 53,271 35,645 | (24,587) Cash and cash equivalents at beginning of period 190,799 155,154 | 184,642 --------- --------- | --------- Cash and cash equivalents at end of period $ 244,070 $190,799 | $160,055 ========= ======== | ========= KINDRED HEALTHCARE, INC. Business Segment Data (In thousands) | Predecessor Reorganized Company | Company ---------------------------------------------------------- | ------------ Three months Three months Year Nine months | Three months ended ended ended ended | ended December 31, December 31, December 31, December 31, | March 31, 2002 2001 2002 2001 | 2001 ------------ ------------ ------------ ------------ | ------------ Revenues: | Health services division: | Nursing centers $460,595 $ 456,671 $1,854,131 $1,348,236 | $ 429,523 Rehabilitation services 9,203 9,085 34,296 27,451 | 10,695 -------- --------- ---------- ---------- | --------- 469,798 465,756 1,888,427 1,375,687 | 440,218 Hospital division: | Hospitals 326,183 278,245 1,276,299 822,935 | 271,984 Pharmacy 68,855 60,788 257,782 176,105 | 54,880 -------- --------- ---------- ---------- | --------- 395,038 339,033 1,534,081 999,040 | 326,864 -------- --------- ---------- ---------- | --------- 864,836 804,789 3,422,508 2,374,727 | 767,082 Elimination of pharmacy charges | to Company nursing centers (16,552) (15,214) (64,686) (45,708) | (14,673) -------- --------- ---------- ---------- | --------- $848,284 $789,575 $3,357,822 $2,329,019 | $ 752,409 ======== ========= ========== ========== | ========= Income from operations: | Operating income: | Health services division: | Nursing centers $ 39,035 $ 75,426 $ 226,284 $ 234,500 | $ 70,543 Rehabilitation services 921 4,125 7,531 8,112 | 690 Other ancillary services 92 179 435 508 | 250 -------- --------- ---------- ---------- | --------- 40,048 79,730 234,250 243,120 | 71,483 Hospital division: | Hospitals 67,561 52,119 260,440 157,613 | 54,778 Pharmacy 6,174 7,793 23,531 20,831 | 6,176 -------- --------- ---------- ---------- | --------- 73,735 59,912 283,971 178,444 | 60,954 Corporate overhead (21,569) (27,358) (117,204) (85,239) | (28,697) -------- --------- ---------- ---------- | --------- 92,214 112,284 401,017 336,325 | 103,740 Unusual transactions 2,320 2,187 1,795 5,425 | - Reorganization items - - 5,520 - | 53,666 -------- --------- ---------- ---------- | --------- Operating income 94,534 114,471 408,332 341,750 | 157,406 Rent (68,806) (65,471) (270,562) (195,284) | (76,995) Depreciation and amortization (18,960) (17,565) (71,356) (50,219) | (18,645) Interest, net (1,085) (3,117) (4,699) (12,455) | (12,081) -------- --------- ---------- ---------- | --------- Income before income taxes 5,683 28,318 61,715 83,792 | 49,685 Provision for income taxes 2,614 12,264 28,389 36,450 | 500 -------- --------- ---------- ---------- | --------- $ 3,069 $ 16,054 $ 33,326 $ 47,342 | $ 49,185 ======== ========= ========== ========== | ========= KINDRED HEALTHCARE, INC. Business Segment Data (Continued) (In thousands) | Predecessor Reorganized Company | Company ---------------------------------------------------------- | ------------ Three months Three months Year Nine months | Three months ended ended ended ended | ended December 31, December 31, December 31, December 31, | March 31, 2002 2001 2002 2001 | 2001 ------------ ------------ ------------ ------------ | ------------ Rent: | Health services division: | Nursing centers $43,093 $ 41,546 $169,242 $ 123,047 | $ 44,253 Rehabilitation services 42 24 101 75 | 39 Other ancillary services - - - 4 | - ------- -------- -------- --------- | -------- 43,135 41,570 169,343 123,126 | 44,292 Hospital division: | Hospitals 24,375 22,883 96,899 68,571 | 30,839 Pharmacy 1,230 1,001 4,106 2,953 | 941 ------- -------- -------- --------- | -------- 25,605 23,884 101,005 71,524 | 31,780 Corporate 66 17 214 634 | 923 ------- -------- -------- --------- | -------- $68,806 $ 65,471 $270,562 $ 195,284 | $ 76,995 ======= ======== ======== ========= | ======== | Depreciation and amortization: | Health services division: | Nursing centers $ 6,619 $ 5,925 $ 25,446 $ 16,693 | $ 7,219 Rehabilitation services 13 11 37 24 | - Other ancillary services - - - - | 129 ------- -------- -------- --------- | -------- 6,632 5,936 25,483 16,717 | 7,348 Hospital division: | Hospitals 7,087 6,087 27,080 17,519 | 5,457 Pharmacy 616 523 2,387 1,446 | 627 ------- -------- -------- --------- | -------- 7,703 6,610 29,467 18,965 | 6,084 Corporate 4,625 5,019 16,406 14,537 | 5,213 ------- -------- -------- --------- | -------- $18,960 $ 17,565 $ 71,356 $ 50,219 | $ 18,645 ======= ======== ======== ========= | ======== | Capital expenditures: | Health services division $10,785 $ 3,602 $ 24,127 $ 13,315 | $ 7,962 Hospital division 12,262 7,942 30,124 19,830 | 8,901 Corporate: | Information systems 9,140 9,290 25,576 20,266 | 3,496 Other 1,691 1,184 4,244 11,832 | 1,679 ------- -------- -------- --------- | -------- $33,878 $ 22,018 $ 84,071 $ 65,243 | $ 22,038 ======= ======== ======== ========= | ======== KINDRED HEALTHCARE, INC. Business Segment Data (Continued) (Unaudited) | Predecessor Reorganized Company | Company ---------------------------------------------------------- | ------------ Three months Three months Year Nine months | Three months ended ended ended ended | ended December 31, December 31, December 31, December 31, | March 31, 2002 2001 2002 2001 | 2001 ------------ ------------ ------------ ------------ | ------------ Nursing Center Data: | End of period data: | Number of nursing centers: | Owned or leased 278 282 | 278 Managed 7 23 | 35 --------- --------- | --------- 285 305 | 313 ========= ========= | ========= Number of licensed beds: | Owned or leased 36,573 36,926 | 36,469 Managed 803 2,367 | 3,861 --------- --------- | --------- 37,376 39,293 | 40,330 ========= ========= | ========= Revenue mix %: | Medicare 31 31 33 32 | 31 Medicaid 50 48 48 47 | 47 Private and other 19 21 19 21 | 22 | Patient days (excludes managed | facilities): | Medicare 420,916 402,157 1,728,232 1,218,663 | 411,783 Medicaid 1,945,576 1,945,232 7,656,980 5,750,949 | 1,860,256 Private and other 492,888 537,582 1,998,116 1,613,658 | 532,943 --------- --------- ---------- --------- | --------- 2,859,380 2,884,971 11,383,328 8,583,270 | 2,804,982 ========= ========= ========== ========= | ========= Revenues per patient day: | Medicare $ 334 $ 357 $ 353 $ 349 | $ 325 Medicaid 119 113 116 111 | 109 Private and other 181 174 180 175 | 175 Weighted average 161 158 163 157 | 153 | Average daily census 31,080 31,358 31,187 31,212 | 31,166 Occupancy % 84.7 85.1 84.7 84.9 | 85.2 | Hospital Data: | End of period data: | Number of hospitals 65 57 | 56 Number of licensed beds 5,385 4,961 | 4,867 | Revenue mix %: | Medicare 61 59 59 57 | 56 Medicaid 9 6 9 9 | 11 Private and other 30 35 32 34 | 33 | Patient days: | Medicare 211,990 178,985 835,597 534,583 | 185,731 Medicaid 34,733 33,480 134,822 103,377 | 34,872 Private and other 57,279 56,399 229,605 164,465 | 52,426 --------- --------- ---------- --------- | --------- 304,002 268,864 1,200,024 802,425 | 273,029 ========= ========= ========== ========= | ========= Revenues per patient day (a): | Medicare $ 940 $ 920 $ 907 $ 877 | $ 820 Medicaid 821 511 836 733 | 871 Private and other 1,719 1,712 1,767 1,693 | 1,703 Weighted average 1,073 1,035 1,064 1,026 | 996 | Average daily census 3,304 2,922 3,288 2,918 | 3,034 Occupancy % 64.2 62.4 65.3 62.6 | 65.3 -------- (a) Certain reclassifications recorded in the fourth quarter of 2001 increased Medicare revenues per patient day by $34, reduced Medicaid revenues per patient day by $255 and increased Private and Other revenues per patient day by $44.