Select Medical Holdings Corporation Announces Results For Its Second Quarter Ended June 30, 2020

MECHANICSBURG, Pa., July 30, 2020 /PRNewswire/ -- Select Medical Holdings Corporation ("Select Medical," "we," "us," or "our") (NYSE: SEM) today announced results for its second quarter ended June 30, 2020.

For the second quarter ended June 30, 2020, net operating revenues were $1,232.7 million, compared to $1,361.4 million for the same quarter, prior year. Income from operations was $119.5 million for the second quarter ended June 30, 2020, compared to $124.9 million for the same quarter, prior year. For the second quarter ended June 30, 2020, income from operations included other operating income of $55.0 million related to the recognition of payments received under the Public Health and Social Services Emergency Fund, also referred to as the Provider Relief Fund, for loss of revenue and health care related expenses attributable to the coronavirus disease 2019 ("COVID-19"). Net income increased 12.5% to $67.5 million for the second quarter ended June 30, 2020, compared to $60.0 million for the same quarter, prior year. Net income included a pre-tax gain on sale of businesses of $0.3 million for the second quarter ended June 30, 2020. Adjusted EBITDA was $178.8 million for the second quarter ended June 30, 2020, compared to $186.2 million for the same quarter, prior year. Earnings per common share was $0.39 on a fully diluted basis for the second quarter ended June 30, 2020, compared to $0.33 for the same quarter, prior year. Adjusted earnings per common share was $0.38 on a fully diluted basis for the second quarter ended June 30, 2020, compared to $0.33 for the same quarter, prior year. Adjusted earnings per common share excludes the gain on sale of businesses and its related tax effects for the second quarter ended June 30, 2020. The definition of Adjusted EBITDA and a reconciliation of net income to Adjusted EBITDA are presented in table IX of this release. A reconciliation of earnings per common share to adjusted earnings per common share is presented in table X of this release.

For the six months ended June 30, 2020, net operating revenues were $2,647.4 million, compared to $2,686.0 million for the same period, prior year. Income from operations increased 4.9% to $248.2 million for the six months ended June 30, 2020, compared to $236.6 million for the same period, prior year. For the six months ended June 30, 2020, income from operations included other operating income of $55.0 million related to the recognition of payments received under the Provider Relief Fund for loss of revenue and health care related expenses attributable to COVID-19. Net income increased 21.7% to $137.9 million for the six months ended June 30, 2020, compared to $113.3 million for the same period, prior year. Net income included a pre-tax gain on sale of businesses of $7.5 million and $6.5 million for the six months ended June 30, 2020 and 2019, respectively. Adjusted EBITDA increased 2.7% to $366.1 million for the six months ended June 30, 2020, compared to $356.4 million for the same period, prior year. Earnings per common share was $0.78 on a fully diluted basis for the six months ended June 30, 2020, compared to $0.63 for the same period, prior year. Adjusted earnings per common share was $0.75 on a fully diluted basis for the six months ended June 30, 2020, compared to $0.60 for the same period, prior year. Adjusted earnings per common share excludes the gain on sale of businesses and related tax effects for both the six months ended June 30, 2020 and 2019. The definition of Adjusted EBITDA and a reconciliation of net income to Adjusted EBITDA are presented in table IX of this release. A reconciliation of earnings per common share to adjusted earnings per common share is presented in table X of this release.

Please refer to "Effects of the COVID-19 Pandemic on Select Medical's Results of Operations" below for further discussion.

Company Overview

Select Medical is one of the largest operators of critical illness recovery hospitals, rehabilitation hospitals, outpatient rehabilitation clinics, and occupational health centers in the United States based on number of facilities. Select Medical's reportable segments include the critical illness recovery hospital segment, the rehabilitation hospital segment, the outpatient rehabilitation segment, and the Concentra segment. As of June 30, 2020, Select Medical operated 101 critical illness recovery hospitals in 28 states, 29 rehabilitation hospitals in 12 states, and 1,757 outpatient rehabilitation clinics in 37 states and the District of Columbia. Select Medical's joint venture subsidiary Concentra operated 522 occupational health centers in 41 states. Concentra also provides contract services at employer worksites and Department of Veterans Affairs community-based outpatient clinics. At June 30, 2020, Select Medical had operations in 47 states and the District of Columbia. Information about Select Medical is available at www.selectmedical.com.

CARES Act Provider Relief Fund

On March 27, 2020, the Coronavirus Aid, Relief, and Economic Security Act ("CARES Act") was enacted. The CARES Act provided additional waivers, reimbursement, grants and other funds to assist health care providers during the coronavirus disease 2019 ("COVID-19") pandemic, including $100.0 billion in appropriations for the Public Health and Social Services Emergency Fund, also referred to as the Provider Relief Fund, to be used for preventing, preparing, and responding to the coronavirus, and for reimbursing eligible health care providers for lost revenues and health care related expenses that are attributable to COVID-19.

For the three and six months ended June 30, 2020, Select Medical recognized approximately $55.0 million of other operating income related to payments received under the Provider Relief Fund for loss of revenue and health care related expenses attributable to COVID-19. $54.2 million of other operating income is included within the operating results of Select Medical's other activities; $0.8 million of other operating income is included in the operating results of Select Medical's Concentra segment.

Critical Illness Recovery Hospital Segment

For the second quarter ended June 30, 2020, net operating revenues for the critical illness recovery hospital segment increased 12.7% to $519.6 million, compared to $461.1 million for the same quarter, prior year. Adjusted EBITDA for the critical illness recovery hospital segment increased 39.9% to $89.7 million for the second quarter ended June 30, 2020, compared to $64.1 million for the same quarter, prior year. The Adjusted EBITDA margin for the critical illness recovery hospital segment was 17.3% for the second quarter ended June 30, 2020, compared to 13.9% for the same quarter, prior year. Certain critical illness recovery hospital key statistics are presented in table VII of this release for both the second quarters ended June 30, 2020 and 2019.

For the six months ended June 30, 2020, net operating revenues for the critical illness recovery hospital segment increased 11.0% to $1,020.1 million, compared to $918.7 million for the same period, prior year. Adjusted EBITDA for the critical illness recovery hospital segment increased 30.0% to $178.3 million for the six months ended June 30, 2020, compared to $137.1 million for the same period, prior year. The Adjusted EBITDA margin for the critical illness recovery hospital segment was 17.5% for the six months ended June 30, 2020, compared to 14.9% for the same period, prior year. Certain critical illness recovery hospital key statistics are presented in table VIII of this release for both the six months ended June 30, 2020 and 2019.

Rehabilitation Hospital Segment

For the second quarter ended June 30, 2020, net operating revenues for the rehabilitation hospital segment increased 5.2% to $168.7 million, compared to $160.4 million for the same quarter, prior year. Adjusted EBITDA for the rehabilitation hospital segment was $27.6 million for the second quarter ended June 30, 2020, compared to $30.0 million for the same quarter, prior year. The Adjusted EBITDA margin for the rehabilitation hospital segment was 16.4% for the second quarter ended June 30, 2020, compared to 18.7% for the same quarter, prior year. For the second quarter ended June 30, 2019, the Adjusted EBITDA results for the rehabilitation hospital segment included start-up losses of approximately $6.0 million. Certain rehabilitation hospital key statistics are presented in table VII of this release for both the second quarters ended June 30, 2020 and 2019.

For the six months ended June 30, 2020, net operating revenues for the rehabilitation hospital segment increased 11.4% to $350.7 million, compared to $314.9 million for the same period, prior year. Adjusted EBITDA for the rehabilitation hospital segment increased 18.7% to $66.2 million for the six months ended June 30, 2020, compared to $55.8 million for the same period, prior year. The Adjusted EBITDA margin for the rehabilitation hospital segment was 18.9% for the six months ended June 30, 2020, compared to 17.7% for the same period, prior year. For the six months ended June 30, 2019, the Adjusted EBITDA results for the rehabilitation hospital segment included start-up losses of approximately $8.8 million. Certain rehabilitation hospital key statistics are presented in table VIII of this release for both the six months ended June 30, 2020 and 2019.

Outpatient Rehabilitation Segment

For the second quarter ended June 30, 2020, net operating revenues for the outpatient rehabilitation segment were $167.1 million, compared to $261.9 million for the same quarter, prior year. The outpatient rehabilitation segment incurred Adjusted EBITDA losses of $6.3 million for the second quarter ended June 30, 2020, compared to Adjusted EBITDA of $42.6 million for the same quarter, prior year. The Adjusted EBITDA margin for the outpatient rehabilitation segment was (3.8)% for the second quarter ended June 30, 2020, compared to 16.3% for the same quarter, prior year. Certain outpatient rehabilitation key statistics are presented in table VII of this release for both the second quarters ended June 30, 2020 and 2019.

For the six months ended June 30, 2020, net operating revenues for the outpatient rehabilitation segment were $422.4 million, compared to $508.8 million for the same period, prior year. Adjusted EBITDA for the outpatient rehabilitation segment was $20.8 million for the six months ended June 30, 2020, compared to $71.6 million for the same period, prior year. The Adjusted EBITDA margin for the outpatient rehabilitation segment was 4.9% for the six months ended June 30, 2020, compared to 14.1% for the same period, prior year. Certain outpatient rehabilitation key statistics are presented in table VIII of this release for both the six months ended June 30, 2020 and 2019.

Concentra Segment

For the second quarter ended June 30, 2020, net operating revenues for the Concentra segment were $312.3 million, compared to $413.5 million for the same quarter, prior year. Adjusted EBITDA for the Concentra segment was $41.5 million for the second quarter ended June 30, 2020, compared to $76.1 million for the same quarter, prior year. The Adjusted EBITDA margin for the Concentra segment was 13.3% for the second quarter ended June 30, 2020, compared to 18.4% for the same quarter, prior year. Certain Concentra key statistics are presented in table VII of this release for both the second quarters ended June 30, 2020 and 2019.

For the six months ended June 30, 2020, net operating revenues for the Concentra segment were $710.9 million, compared to $809.8 million for the same period, prior year. Adjusted EBITDA for the Concentra segment was $103.0 million for the six months ended June 30, 2020, compared to $142.3 million for the same period, prior year. The Adjusted EBITDA margin for the Concentra segment was 14.5% for the six months ended June 30, 2020, compared to 17.6% for the same period, prior year. Certain Concentra key statistics are presented in table VIII of this release for both the six months ended June 30, 2020 and 2019.

Effects of the COVID-19 Pandemic on Select Medical's Results of Operations

The continuing implications of the COVID-19 pandemic on Select Medical's results of operations and overall financial performance remain uncertain. Select Medical has provided net operating revenues and certain operating statistics to assist readers in understanding how the COVID-19 pandemic impacted each of its segments during the three and six months ended June 30, 2020.

Critical Illness Recovery Hospital Segment. Select Medical's critical illness recovery hospitals are a key component of the inpatient hospital continuum of care. Both the Centers for Medicare & Medicaid Services ("CMS") and Congress acted to temporarily suspend certain regulations concerning length of stay requirements, which apply to Select Medical's critical illness recovery hospitals, in order to facilitate the transfer of patients from general acute care hospitals. This was done in order to expand hospital bed capacity to care for COVID-19 patients. COVID-19 has become more prevalent in certain markets that Select Medical serves; as a result, Select Medical's critical illness recovery hospitals have admitted patients with COVID-19 and have faced the challenging task of treating those patients while also taking measures to protect their patients and staff members who do not have COVID-19. The pandemic has caused, and will continue to cause, disruptions in Select Medical's critical illness recovery hospitals, which include, in some cases, the addition or reduction of beds, the creation of isolated units and spaces, temporary increases or restrictions on admissions, the incurrence of additional costs, staff illnesses, and the increased use of contract clinical labor.

The following table shows the trend in net operating revenues and patient day volume for each of the periods presented, as well as the number of critical illness recovery hospitals Select Medical operated at the end of each period.


                                                                                     
        
     One Month Ended                                                                              Three Months
                                                                                                                                                                                                      Ended June 30                      Six Months
                                                                                                                                                                                                                   Ended June 30


                                             January 31            February 28                    March 31                        April 30                May 31               June 30


                    
            
              2020



     Critical illness recovery hospital



     Net operating revenues                            $
     163,238                                          $
     165,375                     $
         171,908                   $
           171,445                                          $
           178,223           $
        169,958   $
     519,626 $
       1,020,147



     Patient days                               90,783                            87,844                                  91,831                   90,710           95,191                                                    90,988                    276,889         547,347



     Occupancy rate                         69
          %                        72
         %                               70
        %               71
         %          72
      %                                               71
          %                     72
     %         71
      %



     Number of hospitals owned                     100                               100                                     100                      100              100                                                       100                        100             100


                    
            
              2019



     Critical illness recovery hospital



     Net operating revenues                            $
     149,799                                          $
     145,586                     $
         162,149                   $
           156,231                                          $
           156,422           $
        148,490   $
     461,143   $
       918,677



     Patient days                               86,238                            80,806                                  91,085                   88,357           89,350                                                    85,153                    262,860         520,989



     Occupancy rate                         69
          %                        71
         %                               73
        %               70
         %          69
      %                                               68
          %                     69
     %         70
      %



     Number of hospitals owned                      96                                96                                      96                       99               99                                                        99                         99              99

The following table summarizes the changes in net operating revenues and patient day volume for 2020, as compared to the same period in 2019, for each of the periods presented.


                                                             
        
      One Month Ended                                       Three Months                      Six Months
                                                                                                               Ended June 30                    Ended June 30


                                         January 31 February 28                     March 31 April 30   May 31                          June 30



     Critical illness recovery hospital



     Net operating revenues                    9.0             13.6                                6.0         9.7                                                      13.9   14.5
                                                                  %                                                                                                                     %   %
                                                  %                                                 %          %                                                        %     %      12.7 11.0



     Patient days                              5.3              8.7                                0.8         2.7                                                       6.5    6.9
                                                                  %                                                                                                                     %   %
                                                  %                                                 %          %                                                        %     %       5.3  5.1

Rehabilitation Hospital Segment. Select Medical's rehabilitation hospitals receive most of their admissions from general acute care hospitals. Both CMS and Congress acted to temporarily suspend certain regulations that govern admissions into rehabilitation hospitals in order to facilitate the transfer of patients from general acute care hospitals and critical illness recovery hospitals. This was done in order to expand hospital bed capacity to care for COVID-19 patients. COVID-19 has become more prevalent in certain markets that Select Medical serves; as a result, Select Medical's rehabilitation hospitals have admitted patients with COVID-19 and have faced the challenging task of treating those patients while also taking measures to protect their patients and staff members who do not have COVID-19. The pandemic has caused, and will continue to cause, disruptions in Select Medical's rehabilitation hospitals, which include, in some cases, the addition or reduction of beds, the creation of isolated units and spaces, temporary restrictions on admissions, the incurrence of additional costs, staff illnesses, and the increased use of contract clinical labor. At the beginning of the pandemic, elective surgeries at hospitals and other facilities were suspended, which reduced the need for inpatient rehabilitation services. Beginning in May, state governors and health departments began to ease the restrictions imposed at the beginning of the pandemic and hospitals began to perform elective surgeries again, which has increased the need for the services provided by Select Medical's rehabilitation hospitals.

The following table shows the trend in net operating revenues and patient day volume for each of the periods presented, as well as the number of rehabilitation hospitals Select Medical operated at the end of each period.


                                                                                   
     
              One Month Ended                                                         Three Months                   Six Months
                                                                                                                                                                                         Ended June 30
                                                                                                                                                                        Ended June 30


                                       January 31           February 28                March 31                         April 30   May 31            June 30


          
              
              2020



     Rehabilitation hospital



     Net operating revenues                      $
     61,673                                      $
              60,690                       $
     59,656                                   $
     45,878                   $
     57,815           $
       64,974   $
     168,667 $
     350,686



     Patient days                         32,111                           31,813                                          30,644            23,553             29,787                                   30,741               84,081       178,649



     Occupancy rate                 79
            %                       84
         %                                   76
            %               61            73
       %                                      78
                                                                                                                                                %                                                         %               71
     %        75
     %



     Number of hospitals owned                19                               19                                              19                19                 19                                       19                   19            19


          
              
              2019



     Rehabilitation hospital



     Net operating revenues                      $
     50,615                                      $
              48,080                       $
     55,863                                   $
     51,991                   $
     56,019           $
       52,364   $
     160,374 $
     314,932



     Patient days                         27,434                           25,442                                          29,940            28,266             29,730                                   28,529               86,525       169,341



     Occupancy rate                 74
            %                       76
         %                                   78
            %               76            75
       %                                      73
                                                                                                                                                %                                                         %               75
     %        76
     %



     Number of hospitals owned                17                               17                                              18                18                 19                                       19                   19            19

The following table summarizes the changes in net operating revenues and patient day volume for 2020, as compared to the same period in 2019, for each of the periods presented.


                                                  
        
      One Month Ended                                         Three Months                      Six Months
                                                                                                      Ended June 30                    Ended June 30


                              January 31 February 28                     March 31 April 30   May 31                            June 30



     Rehabilitation hospital



     Net operating revenues        21.8             26.2                                6.8        (11.8)                                                      3.2  24.1
                                       %               %                                              %                                                                       %   %
                                                                                         %                                                                     %    %       5.2 11.4



     Patient days                  17.0             25.0                                2.4        (16.7)                                                      0.2   7.8
                                       %               %                                              %                                                                       %   %
                                                                                         %                                                                     %    %     (2.8) 5.5

Outpatient Rehabilitation Segment. Beginning in mid-March, hospitals and other facilities began to suspend elective surgeries. Additionally, state governments in the areas experiencing the most significant growth of COVID-19 infections began implementing mandatory closures of non-essential or non-life sustaining businesses, restrictions on individual activities outside of the home, restrictions on travel, and closures of schools. By the end of March, most states had implemented significant restrictions on businesses and individuals. The suspension of elective surgeries at hospitals and other facilities and the reduction of physician office visits, combined with recommendations of social distancing and the other items noted above, have had significant effects on patient visit volumes. Beginning in May, state governors and health departments began to ease the restrictions imposed at the beginning of the pandemic and hospitals began to perform elective surgeries again, which has increased the need for the services provided by Select Medical's outpatient rehabilitation clinics. Additionally, most physician offices have reopened for routine office visits. While some volume has recovered, Select Medical's outpatient rehabilitation segment continues to experience reduced volume of patients seeking rehabilitation services for employment injuries and sports activities.

The following table shows the trend in net operating revenues and patient visit volume for each of the periods presented, as well as the number of working days for each period.


                                                                              
        
          One Month Ended                                           Three Months             Six Months
                                                                                                                                        Ended June 30
                                                                                                                                                                           Ended June 30


                                     January 31                   February 28                       March 31 April 30            May 31       June 30


          
              
              2020



     Outpatient Rehabilitation



     Net operating revenues                    $
     90,924                       $
       88,239                           $
     76,086                                  $
     49,084                       $
     51,186              $
      66,868       $
     167,138 $
     422,387



     Visits                            757,171           739,061                              626,433                   386,108            409,703                                      546,456           1,342,267       3,464,932



     Working days(1)                        22                20                                   22                        22                 20                                           22                     64              128


          
              
              2019



     Outpatient Rehabilitation



     Net operating revenues                    $
     83,185                       $
       78,573                           $
     85,147                                  $
     90,230                       $
     90,272              $
      81,389       $
     261,891 $
     508,796



     Visits                            687,007           658,610                              708,866                   762,914            759,829                                      680,762           2,203,505       4,257,988



     Working days(1)                        22                20                                   21                        22                 22                                           20                     64              127




              (1)              Represents the number of days
                                  in which normal business
                                  operations were conducted
                                  during the periods presented.

The following table summarizes the changes in net operating revenues and patient visit volume for 2020, as compared to the same period in 2019, for each of the periods presented below.


                                                   
        
       One Month Ended                                           Three Months                      Six Months
                                                                                                          Ended June 30                    Ended June 30


                                January 31 February 28                      March 31 April 30   May 31                             June 30



     Outpatient Rehabilitation



     Net operating revenues           9.3             12.3                              (10.6)        (45.6)                                                      (43.3) (17.8) (36.2) (17.0)
                                         %               %                                  %             %                                                           %      %      %      %



     Visits                          10.2             12.2                              (11.6)        (49.4)                                                      (46.1) (19.7) (39.1) (18.6)
                                         %               %                                  %             %                                                           %      %      %      %

Concentra Segment. Beginning in mid-March, state governments in the areas experiencing the most significant growth of COVID-19 infections began implementing mandatory closures of non-essential or non-life sustaining businesses. By the end of March, most states implemented significant restrictions on businesses, causing many employers to furlough their workforce and temporarily cease or significantly reduce their operations. These actions have had significant effects on patient visit volumes. Beginning in May, state governors and health departments began to ease the restrictions imposed at the beginning of the pandemic and employers began to increase their workforce, which has resulted in an increased need for occupational health services.

The following table shows the trend in net operating revenues and patient visit volume for each of the periods presented, as well as the number of working days for each period.


                                                            
         
             One Month Ended                                                                           Three Months                           Six Months
                                                                                                                                                Ended June 30                          Ended June 30


                                  January 31                    February 28                              March 31            April 30                        May 31                                  June 30


          
              
           2020



     Concentra



     Net operating revenues                 $
     141,236                            $
           133,690               $
      123,609                       $
              91,178                                        $
             99,228              $
     121,932       $
     312,338 $
     710,873



     Visits                       1,032,069            965,741                                       879,585          610,555          674,629                                    865,896                                      2,151,080       5,028,475



     Working days(1)                     22                 20                                            22               22               20                                         22                                                64              128


          
              
           2019



     Concentra



     Net operating revenues                 $
     133,507                            $
           126,309               $
      136,505                      $
              140,050                                       $
             143,183              $
     130,218       $
     413,451 $
     809,772



     Visits                         985,598            919,065                                     1,006,944        1,040,543        1,073,763                                    988,783                                      3,103,089       6,014,696



     Working days(1)                     22                 20                                            21               22               22                                         20                                                64              127




              (1)              Represents the number of days
                                  in which normal business
                                  operations were conducted
                                  during the periods presented.

The following table summarizes the changes in net operating revenues and patient visit volume for 2020, as compared to the same period in 2019, for each of the periods presented below.


                                                
        
       One Month Ended                                            Three Months                      Six Months
                                                                                                        Ended June 30                    Ended June 30


                             January 31 February 28                      March 31 April 30   May 31                              June 30



     Concentra



     Net operating revenues        5.8              5.8                               (9.4)         (34.9)                                                       (30.7)   (6.4)
                                                      %                                                 %                                                            %                %       %
                                      %                                                  %                                                                                   %   (24.5)  (12.2)



     Visits                        4.7
                                                      %                                  %              %                                                            %       %        %       %
                                      %             5.1                              (12.6)         (41.3)                                                       (37.2)  (12.4)   (30.7)  (16.4)

Stock Repurchase Program

The board of directors of Select Medical has authorized a common stock repurchase program to repurchase up to $500.0 million worth of shares of its common stock. The program has been extended until December 31, 2020, and will remain in effect until then, unless further extended or earlier terminated by the board of directors. Stock repurchases under this program may be made in the open market or through privately negotiated transactions, and at times and in such amounts as Select Medical deems appropriate. Select Medical funds this program with cash on hand and borrowings under its revolving credit facility.

Select Medical did not repurchase shares during the quarter ended June 30, 2020. Since the inception of the program through June 30, 2020, Select Medical has repurchased 38,580,908 shares at a cost of approximately $356.6 million, or $9.24 per share, which includes transaction costs.

Conference Call

Select Medical will host a conference call regarding its second quarter results, as well as its business outlook and the impact of the COVID-19 pandemic on each of its reportable segments, on Friday, July 31, 2020, at 9:00am ET. The domestic dial in number for the call is 1-866-440-2669. The international dial in number is 1-409-220-9844. The conference ID for the call is 8496384. The conference call will be webcast simultaneously and can be accessed at Select Medical Holdings Corporation's website www.selectmedicalholdings.com.

For those unable to participate in the conference call, a replay will be available until 12:00pm ET, August 7, 2020. The replay number is 1-855-859-2056 (domestic) or 1-404-537-3406 (international). The conference ID for the replay will be 8496384. The replay can also be accessed at Select Medical Holdings Corporation's website, www.selectmedicalholdings.com.

Certain statements contained herein that are not descriptions of historical facts are "forward-looking" statements (as such term is defined in the Private Securities Litigation Reform Act of 1995). Because such statements include risks and uncertainties, actual results may differ materially from those expressed or implied by such forward-looking statements due to factors including the following:

    --  developments related to the COVID-19 pandemic including, but not limited
        to, the duration and severity of the pandemic, additional measures taken
        by government authorities and the private sector to limit the spread of
        COVID-19, and further legislative and regulatory actions which impact
        healthcare providers, including actions that may impact the Medicare
        program;
    --  changes in government reimbursement for our services and/or new payment
        policies may result in a reduction in net operating revenues, an
        increase in costs, and a reduction in profitability;
    --  the failure of our Medicare-certified long term care hospitals or
        inpatient rehabilitation facilities to maintain their Medicare
        certifications may cause our net operating revenues and profitability to
        decline;
    --  the failure of our Medicare-certified long term care hospitals and
        inpatient rehabilitation facilities operated as "hospitals within
        hospitals" to qualify as hospitals separate from their host hospitals
        may cause our net operating revenues and profitability to decline;
    --  a government investigation or assertion that we have violated applicable
        regulations may result in sanctions or reputational harm and increased
        costs;
    --  acquisitions or joint ventures may prove difficult or unsuccessful, use
        significant resources or expose us to unforeseen liabilities;
    --  our plans and expectations related to our acquisitions and our ability
        to realize anticipated synergies;
    --  private third-party payors for our services may adopt payment policies
        that could limit our future net operating revenues and profitability;
    --  the failure to maintain established relationships with the physicians in
        the areas we serve could reduce our net operating revenues and
        profitability;
    --  shortages in qualified nurses, therapists, physicians, or other licensed
        providers, or the inability to attract or retain healthcare
        professionals due to the heightened risk of infection related to the
        COVID-19 pandemic, could increase our operating costs significantly or
        limit our ability to staff our facilities;
    --  competition may limit our ability to grow and result in a decrease in
        our net operating revenues and profitability;
    --  the loss of key members of our management team could significantly
        disrupt our operations;
    --  the effect of claims asserted against us could subject us to substantial
        uninsured liabilities;
    --  a security breach of our or our third-party vendors' information
        technology systems may subject us to potential legal and reputational
        harm and may result in a violation of the Health Insurance Portability
        and Accountability Act of 1996 or the Health Information Technology for
        Economic and Clinical Health Act; and
    --  other factors discussed from time to time in our filings with the
        Securities and Exchange Commission (the "SEC"), including factors
        discussed under the heading "Risk Factors" of the quarterly reports on
        Form 10-Q and of the annual report on Form 10-K for the year ended
        December 31, 2019.

Except as required by applicable law, including the securities laws of the United States and the rules and regulations of the SEC, we are under no obligation to publicly update or revise any forward-looking statements, whether as a result of any new information, future events, or otherwise. You should not place undue reliance on our forward-looking statements. Although we believe that the expectations reflected in forward-looking statements are reasonable, we cannot guarantee future results or performance.

Investor inquiries:

Joel T. Veit
Senior Vice President and Treasurer
717-972-1100
ir@selectmedical.com

I. Condensed Consolidated Statements of Operations
For the Three Months Ended June 30, 2019 and 2020
(In thousands, except per share amounts, unaudited)




                                      2019                      2020           % Change


      Net operating revenues               $
          1,361,364           $
          1,232,718          (9.4)

                                                                                                    %


      Costs and expenses:


      Cost of services,
       exclusive of depreciation
       and amortization          1,150,150                   1,082,456                      (5.9)


      General and administrative    31,339                      33,461                        6.8


      Depreciation and
       amortization                 54,993                      52,271                      (4.9)


      Total costs and expenses   1,236,482                   1,168,188                      (5.5)


      Other operating income                                   54,988                        N/M


      Income from operations       124,882                     119,518                      (4.3)


      Other income and expense:


      Equity in earnings of
       unconsolidated
       subsidiaries                  7,394                       8,324                       12.6


      Gain on sale of businesses                                  346                        N/M


      Interest expense            (51,464)                   (37,366)                    (27.4)


      Income before income taxes    80,812                      90,822                       12.4


      Income tax expense            20,826                      23,336                       12.1



     Net income                    59,986                      67,486                       12.5


      Less: Net income
       attributable to non-
       controlling interests        15,170                      15,836                        4.4


      Net income attributable to              $
          44,816              $
          51,650           15.2
       Select Medical                                                                               %


      Diluted earnings per
       common share:(1)                         $
          0.33                $
          0.39




              (1)               Refer to table III for
                                   calculation of earnings per
                                   common share.




                N/M    
              Not Meaningful

II. Condensed Consolidated Statements of Operations
For the Six Months Ended June 30, 2019 and 2020
(In thousands, except per share amounts, unaudited)




                                      2019                      2020           % Change


      Net operating revenues               $
          2,685,995           $
          2,647,350          (1.4)

                                                                                                    %


      Costs and expenses:


      Cost of services,
       exclusive of depreciation
       and amortization          2,282,242                   2,282,827                        0.0


      General and administrative    60,016                      67,292                       12.1


      Depreciation and
       amortization                107,131                     104,023                      (2.9)


      Total costs and expenses   2,449,389                   2,454,142                        0.2


      Other operating income                                   54,988                        N/M


      Income from operations       236,606                     248,196                        4.9


      Other income and expense:


      Equity in earnings of
       unconsolidated
       subsidiaries                 11,760                      10,912                      (7.2)


      Gain on sale of businesses     6,532                       7,547                        N/M


      Interest expense           (102,275)                   (83,473)                    (18.4)


      Income before income taxes   152,623                     183,182                       20.0


      Income tax expense            39,293                      45,248                       15.2



     Net income                   113,330                     137,934                       21.7


      Less: Net income
       attributable to non-
       controlling interests        27,680                      33,159                       19.8


      Net income attributable to              $
          85,650             $
          104,775           22.3
       Select Medical                                                                               %


      Diluted earnings per
       common share:(1)                         $
          0.63                $
          0.78




              (1)               Refer to table III for
                                   calculation of earnings per
                                   common share.




                N/M    
              Not meaningful

III. Earnings per Share
For the Three and Six Months Ended June 30, 2019 and 2020
(In thousands, except per share amounts, unaudited)

Select Medical's capital structure includes common stock and unvested restricted stock awards. To compute earnings per share ("EPS"), Select Medical applies the two-class method because its unvested restricted stock awards are participating securities which are entitled to participate equally with its common stock in undistributed earnings.

The following table sets forth the net income attributable to Select Medical, its common shares outstanding, and its participating securities outstanding for the three and six months ended June 30, 2019 and 2020:


                                        
              
                Diluted EPS


                                      Three Months Ended                              Six Months Ended
                                June 30,                                       June 30,


                        2019                             2020                           2019           2020


     Net income              $
           59,986                                $
      67,486                      $
      113,330  $
     137,934


     Less: net income
      attributable to
      non-
      controlling
      interests       15,170                             15,836                           27,680                  33,159


     Net income
      attributable to
      Select Medical  44,816                             51,650                           85,650                 104,775


     Less: net income
      attributable to
      participating
      securities       1,484                              1,778                            2,826                   3,596


     Net income
      attributable to
      common shares          $
           43,332                                $
      49,872                       $
      82,824  $
     101,179

The following tables set forth the computation of EPS under the two-class method for the three and six months ended June 30, 2019 and 2020:


                                                          
      
               Three Months Ended June 30,


                                                              2019                                                                                2020


                    Net Income            Shares(1)         Diluted EPS                                 Net Income
                     Allocation                                                                          Allocation           Shares(1)             Diluted EPS


      Common shares             $
     43,332                        130,562                                              $
     0.33                                      $
     49,872       129,319         $
     0.39


      Participating
       securities         1,484                     4,471                                            $
              0.33                                        1,778           4,610         $
     0.39



     Total                     $
     44,816                                                                                               $
     51,650

                                                 
          
     Six Months Ended June 30,


                                                                          2019                                                    2020


                    Net Income            Shares(1)                     Diluted EPS             Net Income
                     Allocation                                                                  Allocation      Shares(1)           Diluted EPS


      Common shares             $
     82,824                                    130,711         $
              0.63                                    $
     101,179       129,479         $
     0.78


      Participating
       securities         2,826                     4,460                            $
     0.63                                3,596                           4,602         $
     0.78



     Total                     $
     85,650                                                                     $
        104,775




              (1)              Represents the weighted
                                  average share count
                                  outstanding during the
                                  period.

IV. Condensed Consolidated Balance Sheets
(In thousands, unaudited)


                                          December 31, 2019                          June 30, 2020


                           Assets


      Current Assets:


      Cash and cash
       equivalents                                            $
       335,882                       $
       509,737


      Accounts receivable                           762,677                  749,245


      Other current assets                          114,433                  104,347


      Total Current Assets                        1,212,992                1,363,329


      Operating lease right-
       of-use assets                              1,003,986                1,022,721


      Property and equipment,
       net                                          998,406                  959,086



     Goodwill                                    3,391,955                3,391,196


      Identifiable intangible
       assets, net                                  409,068                  398,266



     Other assets                                  323,881                  333,860


                   Total Assets                             $
       7,340,288                     $
       7,468,458


                   Liabilities and Equity


      Current Liabilities:


      Payables and accruals                                   $
       681,163                       $
       663,348


      Government advances                                                   316,992


      Unearned government
       assistance                                                            45,505


      Current operating lease
       liabilities                                  207,950                  216,689


      Current portion of
       long-term debt and
       notes payable                                 25,167                   13,435


      Total Current
       Liabilities                                  914,280                1,255,969


      Non-current operating
       lease liabilities                            852,897                  866,097


      Long-term debt, net of
       current portion                            3,419,943                3,390,417


      Non-current deferred
       tax liability                                148,258                  144,697


      Other non-current
       liabilities                                  101,334                  142,861


      Total Liabilities                           5,436,712                5,800,041


      Redeemable non-
       controlling interests                        974,541                  495,987



     Total equity                                  929,035                1,172,430


                   Total Liabilities and
                    Equity                                  $
       7,340,288                     $
       7,468,458

V. Condensed Consolidated Statements of Cash Flows
For the Three Months Ended June 30, 2019 and 2020
(In thousands, unaudited)


                                             2019                 2020


                   Operating activities



     Net income                                   $
      59,986             $
      67,486


      Adjustments to
       reconcile net income
       to net cash provided
       by operating
       activities:


      Distributions from
       unconsolidated
       subsidiaries                         3,276                  2,744


      Depreciation and
       amortization                        54,993                 52,271


      Provision for expected
       credit losses                          391                     54


      Equity in earnings of
       unconsolidated
       subsidiaries                       (7,394)               (8,324)


      Gain on sale of assets
       and businesses                       (121)                 (542)


      Stock compensation
       expense                              6,358                  6,963


      Amortization of debt
       discount, premium and
       issuance costs                       3,095                    540


      Deferred income taxes               (6,209)              (12,780)


      Changes in operating
       assets and
       liabilities, net of
       effects of business
       combinations:


      Accounts receivable                (11,121)                67,107


      Other current assets                (1,713)                   686


      Other assets                          (756)                 9,256


      Accounts payable and
       accrued expenses                   (8,149)                61,726


      Government advances                                       316,992


      Unearned government
       assistance                                                45,505


      Income taxes                        (1,484)                32,330


      Net cash provided by
       operating activities                91,152                642,014


                   Investing activities


      Business combinations,
       net of cash acquired              (79,942)                 (128)


      Purchases of property
       and equipment                     (40,212)              (32,045)


      Investment in
       businesses                        (24,649)               (4,901)


      Proceeds from sale of
       assets and businesses                  123                  1,171


      Net cash used in
       investing activities             (144,680)              (35,903)


                   Financing activities


      Borrowings on
       revolving facilities               275,000                 10,000


      Payments on revolving
       facilities                       (240,000)             (175,000)


      Borrowings of other
       debt                                 5,940                 25,000


      Principal payments on
       other debt                         (6,525)              (27,634)


      Repurchase of common
       stock                             (13,620)                 (724)


      Proceeds from exercise
       of stock options                       459


      Decrease in overdrafts              (3,874)


      Proceeds from issuance
       of non-controlling
       interests                           14,863                      7


      Distributions to and
       purchases of non-
       controlling interests              (2,494)               (1,186)


      Net cash provided by
       (used in) financing
       activities                          29,749              (169,537)


      Net increase
       (decrease) in cash
       and cash equivalents              (23,779)               436,574


      Cash and cash
       equivalents at
       beginning of period                147,815                 73,163


      Cash and cash
       equivalents at end of
       period                                     $
      124,036            $
      509,737


                   Supplemental
                    information


      Cash paid for interest                       $
      60,710             $
      18,239


      Cash paid for taxes                  28,523                  3,785

VI. Condensed Consolidated Statements of Cash Flows
For the Six Months Ended June 30, 2019 and 2020
(In thousands, unaudited)


                                             2019                 2020


                   Operating activities



     Net income                                  $
      113,330            $
      137,934


      Adjustments to
       reconcile net income
       to net cash provided
       by operating
       activities:


      Distributions from
       unconsolidated
       subsidiaries                        11,148                 11,223


      Depreciation and
       amortization                       107,131                104,023


      Provision for expected
       credit losses                        1,958                    253


      Equity in earnings of
       unconsolidated
       subsidiaries                      (11,760)              (10,912)


      Gain on sale of assets
       and businesses                     (6,354)               (7,881)


      Stock compensation
       expense                             12,613                 13,866


      Amortization of debt
       discount, premium and
       issuance costs                       6,326                  1,093


      Deferred income taxes               (6,290)               (3,416)


      Changes in operating
       assets and
       liabilities, net of
       effects of business
       combinations:


      Accounts receivable                (85,873)                13,179


      Other current assets                (9,236)                   713


      Other assets                          (939)                11,504


      Accounts payable and
       accrued expenses                  (15,486)                 8,279


      Government advances                                       316,992


      Unearned government
       assistance                                                45,505


      Income taxes                         16,346                 43,743


      Net cash provided by
       operating activities               132,914                686,098


                   Investing activities


      Business combinations,
       net of cash acquired              (86,062)               (6,961)


      Purchases of property
       and equipment                     (89,285)              (71,253)


      Investment in
       businesses                        (52,257)              (14,749)


      Proceeds from sale of
       assets and businesses                  125                 12,401


      Net cash used in
       investing activities             (227,479)              (80,562)


                   Financing activities


      Borrowings on
       revolving facilities               635,000                470,000


      Payments on revolving
       facilities                       (460,000)             (470,000)


      Payments on term loans            (132,685)              (39,843)


      Borrowings of other
       debt                                14,230                 31,487


      Principal payments on
       other debt                        (12,680)              (35,733)


      Repurchase of common
       stock                             (13,620)               (9,415)


      Proceeds from exercise
       of stock options                       459


      Increase in overdrafts                2,176


      Proceeds from issuance
       of non-controlling
       interests                           18,288                  1,686


      Distributions to and
       purchases of non-
       controlling interests              (7,745)              (13,660)


      Purchase of membership
       interests of
       Concentra Group
       Holdings Parent                                        (366,203)


      Net cash provided by
       (used in) financing
       activities                          43,423              (431,681)


      Net increase
       (decrease) in cash
       and cash equivalents              (51,142)               173,855


      Cash and cash
       equivalents at
       beginning of period                175,178                335,882


      Cash and cash
       equivalents at end of
       period                                     $
      124,036            $
      509,737


                   Supplemental
                    information


      Cash paid for interest                       $
      97,909             $
      86,124


      Cash paid for taxes                  29,241                  4,920

VII. Key Statistics
For the Three Months Ended June 30, 2019 and 2020
(unaudited)


                                                    2019                2020                 % Change


                  Critical Illness
                   Recovery Hospital


     Number of hospitals -
      end of period(a)                               100                                 101


     Net operating revenues                              $
         461,143                               $
         519,626            12.7
      (,000)                                                                                                                     %


     Number of patient                           262,860                             276,889                            5.3
      days(b)(c)                                                                                                        %


     Number of                                     9,172                               9,167                          (0.1)
      admissions(b)(d)                                                                                                  %


     Net revenue per patient                               $
         1,739                                 $
         1,867             7.4
      day(b)(e)                                                                                                                  %


     Adjusted EBITDA (,000)                               $
         64,138                                $
         89,743            39.9
                                                                                                                                 %


     Adjusted EBITDA margin               13.9
            %                     17.3
            %


                  Rehabilitation Hospital


     Number of hospitals -
      end of period(a)                                28                                  29


     Net operating revenues                              $
         160,374                               $
         168,667             5.2
      (,000)                                                                                                                     %


     Number of patient                            86,525                              84,081                          (2.8)
      days(b)(c)                                                                                                        %


     Number of                                     6,017                               5,713                          (5.1)
      admissions(b)(d)                                                                                                  %


     Net revenue per patient                               $
         1,635                                 $
         1,831            12.0
      day(b)(e)                                                                                                                  %


     Adjusted EBITDA (,000)                               $
         29,968                                $
         27,605           (7.9)
                                                                                                                                 %


     Adjusted EBITDA margin               18.7
            %                     16.4
            %


                  Outpatient
                   Rehabilitation


     Number of clinics - end
      of period(a)                                 1,695                               1,757


     Net operating revenues                              $
         261,891                               $
         167,138          (36.2)
      (,000)                                                                                                                     %


     Number of visits(b)                       2,203,505                           1,342,267                         (39.1)
                                                                                                                        %


     Revenue per visit(b)(f)                                 $
         102                                   $
         106             3.9
                                                                                                                                 %


     Adjusted EBITDA (,000)                               $
         42,584                               $
         (6,282)        (114.8)
                                                                                                                                 %


     Adjusted EBITDA margin               16.3
            %                              (3.8)
                                                                                          %


                  Concentra


     Number of centers - end
      of period(b)                                   526                                 522


     Net operating revenues                              $
         413,451                               $
         312,338          (24.5)
      (,000)                                                                                                                     %


     Number of visits(b)                       3,103,089                           2,151,080                         (30.7)
                                                                                                                        %


     Revenue per visit(b)(f)                                 $
         121                                   $
         124             2.5
                                                                                                                                 %


     Adjusted EBITDA (,000)                               $
         76,087                                $
         41,497          (45.5)
                                                                                                                                 %


     Adjusted EBITDA margin               18.4
            %                     13.3
            %




              (a)                    Includes managed locations.





              (b)                    Excludes managed locations.
                                       For purposes of the Concentra
                                       segment, onsite clinics and
                                       community-based outpatient
                                       clinics are excluded.





              (c)                    Each patient day represents
                                       one patient occupying one bed
                                       for one day during the
                                       periods presented.





              (d)                    Represents the number of
                                       patients admitted to our
                                       hospitals during the periods
                                       presented.





              (e)                    Represents the average amount
                                       of revenue recognized for
                                       each patient day. Net revenue
                                       per patient day is calculated
                                       by dividing patient service
                                       revenues, excluding revenues
                                       from certain other ancillary
                                       and outpatient services
                                       provided at our hospitals, by
                                       the total number of patient
                                       days.





              (f)                    Represents the average amount
                                       of revenue recognized for
                                       each patient visit. Net
                                       revenue per visit is
                                       calculated by dividing
                                       patient service revenue,
                                       excluding revenues from
                                       certain other ancillary
                                       services, by the total number
                                       of visits.

VIII. Key Statistics
For the Six Months Ended June 30, 2019 and 2020
(unaudited)


                                                    2019                         2020            % Change


                  Critical Illness
                   Recovery Hospital


     Number of hospitals -
      end of period(a)                               100                            101


     Net operating revenues                              $
         918,677                 $
           1,020,147          11.0
      (,000)                                                                                                         %


     Number of patient                           520,989                        547,347                       5.1
      days(b)(c)                                                                                              %


     Number of                                    18,628                         18,700                       0.4
      admissions(b)(d)                                                                                        %


     Net revenue per patient                               $
         1,749                     $
           1,853           5.9
      day(b)(e)                                                                                                      %


     Adjusted EBITDA (,000)                              $
         137,136                   $
           178,313          30.0
                                                                                                                     %


     Adjusted EBITDA margin               14.9
            %                17.5
            %


                  Rehabilitation Hospital


     Number of hospitals -
      end of period(a)                                28                             29


     Net operating revenues                              $
         314,932                   $
           350,686          11.4
      (,000)                                                                                                         %


     Number of patient                           169,341                        178,649                       5.5
      days(b)(c)                                                                                              %


     Number of                                    11,853                         12,046                       1.6
      admissions(b)(d)                                                                                        %


     Net revenue per patient                               $
         1,634                     $
           1,778           8.8
      day(b)(e)                                                                                                      %


     Adjusted EBITDA (,000)                               $
         55,765                    $
           66,174          18.7
                                                                                                                     %


     Adjusted EBITDA margin               17.7
            %                18.9
            %


                  Outpatient
                   Rehabilitation


     Number of clinics - end
      of period(a)                                 1,695                          1,757


     Net operating revenues                              $
         508,796                   $
           422,387        (17.0)
      (,000)                                                                                                         %


     Number of visits(b)                       4,257,988                      3,464,932                    (18.6)
                                                                                                              %


     Revenue per visit(b)(f)                                 $
         103                       $
           105           1.9
                                                                                                                     %


     Adjusted EBITDA (,000)                               $
         71,575                    $
           20,840        (70.9)
                                                                                                                     %


     Adjusted EBITDA margin               14.1
            %                 4.9
            %


                  Concentra


     Number of centers - end
      of period(b)                                   526                            522


     Net operating revenues                              $
         809,772                   $
           710,873        (12.2)
      (,000)                                                                                                         %


     Number of visits(b)                       6,014,696                      5,028,475                    (16.4)
                                                                                                              %


     Revenue per visit(b)(f)                                 $
         122                       $
           124           1.6
                                                                                                                     %


     Adjusted EBITDA (,000)                              $
         142,345                   $
           102,963        (27.7)
                                                                                                                     %


     Adjusted EBITDA margin               17.6
            %                14.5
            %




              (a)                    Includes managed locations.





              (b)                    Excludes managed locations.
                                       For purposes of the Concentra
                                       segment, onsite clinics and
                                       community-based outpatient
                                       clinics are excluded.





              (c)                    Each patient day represents
                                       one patient occupying one bed
                                       for one day during the
                                       periods presented.





              (d)                    Represents the number of
                                       patients admitted to our
                                       hospitals during the periods
                                       presented.





              (e)                    Represents the average amount
                                       of revenue recognized for
                                       each patient day. Net revenue
                                       per patient day is calculated
                                       by dividing patient service
                                       revenues, excluding revenues
                                       from certain other ancillary
                                       and outpatient services
                                       provided at our hospitals, by
                                       the total number of patient
                                       days.





              (f)                    Represents the average amount
                                       of revenue recognized for
                                       each patient visit. Net
                                       revenue per visit is
                                       calculated by dividing
                                       patient service revenue,
                                       excluding revenues from
                                       certain other ancillary
                                       services, by the total number
                                       of visits.

IX. Net Income to Adjusted EBITDA Reconciliation
For the Three and Six Months Ended June 30, 2019 and 2020
(In thousands, unaudited)

The presentation of Adjusted EBITDA is important to investors because Adjusted EBITDA is commonly used as an analytical indicator of performance by investors within the healthcare industry. Adjusted EBITDA is used to evaluate financial performance and determine resource allocation for each of Select Medical's operating segments. Adjusted EBITDA is not a measure of financial performance under generally accepted accounting principles ("GAAP"). Items excluded from Adjusted EBITDA are significant components in understanding and assessing financial performance. Adjusted EBITDA should not be considered in isolation or as an alternative to, or substitute for, net income, income from operations, cash flows generated by operations, investing or financing activities, or other financial statement data presented in the consolidated financial statements as indicators of financial performance or liquidity. Because Adjusted EBITDA is not a measurement determined in accordance with GAAP and is thus susceptible to varying definitions, Adjusted EBITDA as presented may not be comparable to other similarly titled measures of other companies.

The following table reconciles net income to Adjusted EBITDA for Select Medical. Adjusted EBITDA is used by Select Medical to report its segment performance. Adjusted EBITDA is defined as earnings excluding interest, income taxes, depreciation and amortization, gain (loss) on early retirement of debt, stock compensation expense, gain (loss) on sale of businesses, and equity in earnings (losses) of unconsolidated subsidiaries.


                                                   Three Months Ended                      Six Months Ended
                                             June 30,                               June 30,


                                    2019                                2020         2019                  2020



     Net income                          $
           59,986                       $
      67,486                      $
       113,330  $
     137,934


      Income tax expense          20,826                                23,336                  39,293                 45,248


      Interest expense            51,464                                37,366                 102,275                 83,473


      Gain on sale of
       businesses                                                       (346)                (6,532)               (7,547)


      Equity in earnings of
       unconsolidated
       subsidiaries              (7,394)                              (8,324)                (11,760)               (10,912)


      Income from operations     124,882                               119,518                 236,606                248,196


      Stock compensation
       expense:


      Included in general and
       administrative              4,796                                 5,451                   9,544                 10,888


      Included in cost of
       services                    1,562                                 1,512                   3,069                  2,978


      Depreciation and
       amortization               54,993                                52,271                 107,131                104,023


      Adjusted EBITDA                    $
           186,233                      $
      178,752                      $
       356,350  $
     366,085




      Critical illness recovery
       hospital                           $
           64,138                       $
      89,743                      $
       137,136  $
     178,313


      Rehabilitation hospital     29,968                                27,605                  55,765                 66,174


      Outpatient rehabilitation   42,584                               (6,282)                  71,575                 20,840



     Concentra(a)                76,087                                41,497                 142,345                102,963



     Other(a)(b)               (26,544)                               26,189                (50,471)                (2,205)


      Adjusted EBITDA                    $
           186,233                      $
      178,752                      $
       356,350  $
     366,085



               (a)               For the three and six months ended
                                  June 30, 2020, Select Medical
                                  recognized approximately $55.0
                                  million of other operating income
                                  related to payments received under
                                  the Provider Relief Fund for loss
                                  of revenue and health care related
                                  expenses attributable to COVID-
                                  19. $54.2 million of other
                                  operating income is included
                                  within the operating results of
                                  Select Medical's other activities;
                                  $0.8 million of other operating
                                  income is included in the
                                  operating results of Select
                                  Medical's Concentra segment.




               (b)               Other primarily includes general
                                  and administrative costs.

X. Reconciliation of Earnings per Common Share to Adjusted Earnings per Common Share
For the Three and Six Months Ended June 30, 2019 and 2020
(In thousands, except per share amounts, unaudited)

Adjusted net income attributable to common shares and adjusted earnings per common share are not measures of financial performance under GAAP. Items excluded from adjusted net income attributable to common shares and adjusted earnings per common share are significant components in understanding and assessing financial performance. Select Medical believes that the presentation of adjusted net income attributable to common shares and adjusted earnings per common share are important to investors because they are reflective of the financial performance of Select Medical's ongoing operations and provide better comparability of its results of operations between periods. Adjusted net income attributable to common shares and adjusted earnings per common share should not be considered in isolation or as alternatives to, or substitutes for, net income, cash flows generated by operations, investing or financing activities, or other financial statement data presented in the consolidated financial statements as indicators of financial performance or liquidity. Because adjusted net income attributable to common shares and adjusted earnings per common share are not measurements determined in accordance with GAAP and are thus susceptible to varying calculations, adjusted net income attributable to common shares and adjusted earnings per common share as presented may not be comparable to other similarly titled measures of other companies.

The following tables reconcile net income attributable to common shares and earnings per common share on a fully diluted basis to adjusted net income attributable to common shares and adjusted earnings per common share on a fully diluted basis.


                                        
      
               Three Months Ended June 30,


                         2019             Per Share(a)                  2020            Per Share(a)


     Net income
      attributable to
      common shares(a)        $
     43,332                                        $
      0.33              $
       49,872 $
     0.39


     Adjustments:(b)


     Gain on sale of
      businesses                                                                             (249)      (0.01)


     Adjusted net income
      attributable to
      common shares           $
     43,332                                        $
      0.33              $
       49,623 $
     0.38



                                           
       
              Six Months Ended June 30,


                            2019             Per Share(a)                           2020           Per Share(a)


     Net income
      attributable to
      common shares(a)           $
     82,824                                       $
       0.63                      $
      101,179 $
     0.78


     Adjustments:(b)


     Gain on sale of
      businesses         (4,545)                          (0.03)                           (3,900)                  (0.03)


     Adjusted net income
      attributable to
      common shares              $
     78,279                                       $
       0.60                       $
      97,279 $
     0.75



               (a)               Net income attributable to common
                                  shares and earnings per common
                                  share are calculated based on the
                                  diluted weighted average common
                                  shares outstanding, as presented
                                  in table III.




               (b)               Adjustments to net income
                                  attributable to common shares
                                  include estimated income tax and
                                  non-controlling interest impacts
                                  and are calculated based on the
                                  diluted weighted average common
                                  shares outstanding.




                                The estimated income tax impact,
                                  which is determined using tax
                                  rates based on the nature of the
                                  adjustment and the jurisdiction in
                                  which the adjustment occurred,
                                  includes both current and deferred
                                  income tax expense or benefit.




                                For the three months ended June 30,
                                  2020, the adjustment to net income
                                  attributable to common shares
                                  includes estimated income tax
                                  expense of approximately $0.1
                                  million.




                                For the six months ended June 30,
                                  2019 and 2020, the adjustments to
                                  net income attributable to common
                                  shares include estimated income
                                  tax expense of approximately $1.8
                                  million and $3.5 million,
                                  respectively.

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SOURCE Select Medical Holdings Corporation