Select Medical Holdings Corporation Announces Results For Its Third Quarter Ended September 30, 2020

MECHANICSBURG, Pa., Oct. 29, 2020 /PRNewswire/ -- Select Medical Holdings Corporation ("Select Medical," "we," "us," or "our") (NYSE: SEM) today announced results for its third quarter ended September 30, 2020.

For the third quarter ended September 30, 2020, net operating revenues increased 2.2% to $1,423.9 million, compared to $1,393.3 million for the same quarter, prior year. Income from operations increased 27.0% to $156.1 million for the third quarter ended September 30, 2020, compared to $122.9 million for the same quarter, prior year. Income from operations included a net reduction of $1.2 million related to payments received under the Provider Relief Fund, as described below. Net income increased 137.2% to $104.5 million for the third quarter ended September 30, 2020, compared to $44.0 million for the same quarter, prior year. Net income included pre-tax gains on sales of businesses of $5.1 million for the third quarter ended September 30, 2020. Net income included pre-tax losses on early retirement of debt of $18.6 million for the third quarter ended September 30, 2019. Adjusted EBITDA increased 16.7% to $213.2 million for the third quarter ended September 30, 2020, compared to $182.7 million for the same quarter, prior year. Earnings per common share was $0.57 on a fully diluted basis for the third quarter ended September 30, 2020, compared to $0.23 for the same quarter, prior year. Adjusted earnings per common share was $0.56 on a fully diluted basis for the third quarter ended September 30, 2020, compared to $0.33 for the same quarter, prior year. Adjusted earnings per common share excludes the gains on sales of businesses and related tax effects for the third quarter ended September 30, 2020. Adjusted earnings per common share excludes the losses on early retirement of debt and related costs, and their related tax effects, for the third quarter ended September 30, 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.

For the nine months ended September 30, 2020, net operating revenues were $4,071.2 million, compared to $4,079.3 million for the same period, prior year. Income from operations increased 12.5% to $404.3 million for the nine months ended September 30, 2020, compared to $359.5 million for the same period, prior year. For the nine months ended September 30, 2020, income from operations included other operating income of $53.8 million related to the recognition of payments received under the Provider Relief Fund, as described below, for loss of revenue and health care related expenses attributable to coronavirus disease 2019 ("COVID-19"). Net income increased 54.0% to $242.4 million for the nine months ended September 30, 2020, compared to $157.4 million for the same period, prior year. Net income included pre-tax gains on sales of businesses of $12.7 million for the nine months ended September 30, 2020. Net income included pre-tax losses on early retirement of debt of $18.6 million and a pre-tax gain on sale of businesses of $6.5 million for the nine months ended September 30, 2019. Adjusted EBITDA increased 7.5% to $579.3 million for the nine months ended September 30, 2020, compared to $539.0 million for the same period, prior year. Earnings per common share was $1.35 on a fully diluted basis for the nine months ended September 30, 2020, compared to $0.86 for the same period, prior year. Adjusted earnings per common share was $1.31 on a fully diluted basis for the nine months ended September 30, 2020, compared to $0.93 for the same period, prior year. Adjusted earnings per common share excludes the gains on sales of businesses and related tax effects for the nine months ended September 30, 2020. Adjusted earnings per common share excludes the losses on early retirement of debt and related costs, gain on sale of businesses, and their related tax effects for the nine months ended September 30, 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 September 30, 2020, Select Medical operated 100 critical illness recovery hospitals in 28 states, 29 rehabilitation hospitals in 12 states, and 1,777 outpatient rehabilitation clinics in 37 states and the District of Columbia. Select Medical's joint venture subsidiary Concentra operated 523 occupational health centers in 41 states. At September 30, 2020, Select Medical had operations in 46 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 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 nine months ended September 30, 2020, Select Medical recognized payments received under the Provider Relief Fund for loss of revenue and health care related expenses attributable to COVID-19 as other operating income. For the three months ended September 30, 2020, other operating income of $0.4 million is included within the operating results of our Select Medical's Concentra segment, and a reduction to other operating income of $1.5 million is included within the operating results of its other activities. The reduction in other operating income resulted from changes in the terms and conditions associated with the acceptance of the Provider Relief Fund payments; these terms and conditions have changed from those which existed upon receipt of the payments. For the nine months ended September 30, 2020, $52.7 million and $1.1 million of other operating income is included within the operating results of Select Medical's other activities and its Concentra segment, respectively.

Critical Illness Recovery Hospital Segment

For the third quarter ended September 30, 2020, net operating revenues for the critical illness recovery hospital segment increased 12.2% to $519.5 million, compared to $462.9 million for the same quarter, prior year. Adjusted EBITDA for the critical illness recovery hospital segment increased 55.2% to $88.8 million for the third quarter ended September 30, 2020, compared to $57.2 million for the same quarter, prior year. The Adjusted EBITDA margin for the critical illness recovery hospital segment was 17.1% for the third quarter ended September 30, 2020, compared to 12.4% for the same quarter, prior year. Certain critical illness recovery hospital key statistics are presented in table VII of this release for both the third quarters ended September 30, 2020 and 2019.

For the nine months ended September 30, 2020, net operating revenues for the critical illness recovery hospital segment increased 11.4% to $1,539.6 million, compared to $1,381.6 million for the same period, prior year. Adjusted EBITDA for the critical illness recovery hospital segment increased 37.4% to $267.1 million for the nine months ended September 30, 2020, compared to $194.4 million for the same period, prior year. The Adjusted EBITDA margin for the critical illness recovery hospital segment was 17.4% for the nine months ended September 30, 2020, compared to 14.1% for the same period, prior year. Certain critical illness recovery hospital key statistics are presented in table VIII of this release for both the nine months ended September 30, 2020 and 2019.

Rehabilitation Hospital Segment

For the third quarter ended September 30, 2020, net operating revenues for the rehabilitation hospital segment increased 8.5% to $188.1 million, compared to $173.4 million for the same quarter, prior year. Adjusted EBITDA for the rehabilitation hospital segment increased 21.4% to $44.6 million for the third quarter ended September 30, 2020, compared to $36.8 million for the same quarter, prior year. The Adjusted EBITDA margin for the rehabilitation hospital segment was 23.7% for the third quarter ended September 30, 2020, compared to 21.2% for the same quarter, prior year. Certain rehabilitation hospital key statistics are presented in table VII of this release for both the third quarters ended September 30, 2020 and 2019.

For the nine months ended September 30, 2020, net operating revenues for the rehabilitation hospital segment increased 10.3% to $538.8 million, compared to $488.3 million for the same period, prior year. Adjusted EBITDA for the rehabilitation hospital segment increased 19.7% to $110.8 million for the nine months ended September 30, 2020, compared to $92.5 million for the same period, prior year. The Adjusted EBITDA margin for the rehabilitation hospital segment was 20.6% for the nine months ended September 30, 2020, compared to 19.0% for the same period, prior year. For the nine months ended September 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 nine months ended September 30, 2020 and 2019.

Outpatient Rehabilitation Segment

For the third quarter ended September 30, 2020, net operating revenues for the outpatient rehabilitation segment were $240.0 million, compared to $265.3 million for the same quarter, prior year. Adjusted EBITDA for the outpatient rehabilitation segment was $30.6 million for the third quarter ended September 30, 2020, compared to Adjusted EBITDA of $40.0 million for the same quarter, prior year. The Adjusted EBITDA margin for the outpatient rehabilitation segment was 12.8% for the third quarter ended September 30, 2020, compared to 15.1% for the same quarter, prior year. Certain outpatient rehabilitation key statistics are presented in table VII of this release for both the third quarters ended September 30, 2020 and 2019.

For the nine months ended September 30, 2020, net operating revenues for the outpatient rehabilitation segment were $662.4 million, compared to $774.1 million for the same period, prior year. Adjusted EBITDA for the outpatient rehabilitation segment was $51.5 million for the nine months ended September 30, 2020, compared to $111.6 million for the same period, prior year. The Adjusted EBITDA margin for the outpatient rehabilitation segment was 7.8% for the nine months ended September 30, 2020, compared to 14.4% for the same period, prior year. Certain outpatient rehabilitation key statistics are presented in table VIII of this release for both the nine months ended September 30, 2020 and 2019.

Concentra Segment

For the third quarter ended September 30, 2020, net operating revenues for the Concentra segment were $391.9 million, compared to $421.9 million for the same quarter, prior year. Adjusted EBITDA for the Concentra segment increased 3.7% to $80.5 million for the third quarter ended September 30, 2020, compared to $77.7 million for the same quarter, prior year. The Adjusted EBITDA margin for the Concentra segment was 20.6% for the third quarter ended September 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 third quarters ended September 30, 2020 and 2019.

For the nine months ended September 30, 2020, net operating revenues for the Concentra segment were $1,102.7 million, compared to $1,231.7 million for the same period, prior year. Adjusted EBITDA for the Concentra segment was $183.5 million for the nine months ended September 30, 2020, compared to $220.0 million for the same period, prior year. The Adjusted EBITDA margin for the Concentra segment was 16.6% for the nine months ended September 30, 2020, compared to 17.9% for the same period, prior year. Certain Concentra key statistics are presented in table VIII of this release for both the nine months ended September 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 nine months ended September 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 been 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 may 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, patient day volume, and occupancy rates for each of the periods presented, as well as the number of critical illness recovery hospitals Select Medical owned at the end of each period.


                                              
          
             Net Operating Revenues                                
       
     Patient Days                       Occupancy Rate                                 Number of
                                                                                                                                                                                               Hospitals Owned(1)



                                         2019                              2020               
     
          % Change                 2019           2020          
            
          % Change                                       2019     2020        2019   2020



                                        
            
           (in thousands, except percentages)



     January                                     $
         149,799                                    $
         163,238                9.0%               86,238                            90,783                          5.3%              69% 69%           96  100



     February                        145,586                                         165,375                      13.6%                80,806        87,844                              8.7%                                   71%     72%         96    100



     March                           162,149                                         171,908                       6.0%                91,085        91,831                              0.8%                                   73%     70%         96    100




     Three Months Ended March 31                 $
         457,534                                    $
         500,521                9.4%              258,129                           270,458                          4.8%              71% 70%           96  100






     April                                       $
         156,231                                    $
         171,445                9.7%               88,357                            90,710                          2.7%              70% 71%           99  100



     May                             156,422                                         178,223                      13.9%                89,350        95,191                              6.5%                                   69%     72%         99    100



     June                            148,490                                         169,958                      14.5%                85,153        90,988                              6.9%                                   68%     71%         99    100




     Three Months Ended June 30                  $
         461,143                                    $
         519,626               12.7%              262,860                           276,889                          5.3%              69% 72%           99  100




     Six Months Ended June 30                    $
         918,677                                  $
         1,020,147               11.0%              520,989                           547,347                          5.1%              70% 71%           99  100






     July                                        $
         151,416                                    $
         175,253               15.7%               87,143                            94,144                          8.0%              67% 71%           99   99



     August                          155,485                                         173,967                      11.9%                86,553        93,964                              8.6%                                   66%     71%         99     99



     September                       155,991                                         170,234                       9.1%                84,393        90,955                              7.8%                                   67%     71%         99     99




     Three Months Ended September 30             $
         462,892                                    $
         519,454               12.2%              258,089                           279,063                          8.1%              67% 71%           99   99




     Nine Months Ended September 30            $
         1,381,569                                  $
         1,539,601               11.4%              779,078                           826,410                          6.1%              69% 71%           99   99




     _______________________________________________________________________________



     (1)            
              Represents the number of hospitals owned at the end of each period presented.

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 been 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 governments and health departments began to ease these restrictions and hospitals began to perform elective surgeries again, which has since increased the need for the services provided by Select Medical's rehabilitation hospitals.

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


                                                     
              
                Net Operating Revenues                           
         
     Patient Days                      Occupancy Rate                                   Number of
                                                                                                                                                                                                         Hospitals Owned(1)



                                                                        2019                        2020            % Change             2019             2020                         % Change                                            2019     2020        2019   2020



                                      
     
     (in thousands, except percentages)



     January                                                                   $
              50,615               $
        61,673             21.8%                 27,434                           32,111                              17.0%              74% 79%           17  19



     February                                                        48,080                             60,690               26.2%                25,442        31,813                            25.0%                                        76%     84%         17     19



     March                                                           55,863                             59,656                6.8%                29,940        30,644                             2.4%                                        78%     76%         18     19




     Three Months Ended March 31                                              $
              154,558              $
        182,019             17.8%                 82,816                           94,568                              14.2%              76% 79%           18  19






     April                                                                     $
              51,991               $
        45,878           (11.8)%                 28,266                           23,553                            (16.7)%              76% 61%           18  19



     May                                                             56,019                             57,815                3.2%                29,730        29,787                             0.2%                                        75%     73%         19     19



     June                                                            52,364                             64,974               24.1%                28,529        30,741                             7.8%                                        73%     78%         19     19




     Three Months Ended June 30                                               $
              160,374              $
        168,667              5.2%                 86,525                           84,081                             (2.8)%              75% 71%           19  19




     Six Months Ended June 30                                                 $
              314,932              $
        350,686             11.4%                169,341                          178,649                               5.5%              76% 75%           19  19






     July                                                                      $
              57,077               $
        62,312              9.2%                 30,054                           31,986                               6.4%              75% 81%           19  18



     August                                                          58,072                             63,673                9.6%                30,228        32,518                             7.6%                                        75%     83%         19     18



     September                                                       58,220                             62,090                6.6%                29,172        31,176                             6.9%                                        75%     82%         19     18




     Three Months Ended September 30                                          $
              173,369              $
        188,075              8.5%                 89,454                           95,680                               7.0%              75% 82%           19  18




     Nine Months Ended September 30                                           $
              488,301              $
        538,761             10.3%                258,795                          274,329                               6.0%              75% 77%           19  18




     _______________________________________________________________________________



     (1)            
              Represents the number of hospitals owned at the end of each period presented.

Outpatient Rehabilitation Segment. Beginning in mid-March, state governments began implementing mandatory closures of non-essential or non-life sustaining businesses, restricting travel and individual activities outside of the home, closing schools, and mandating other social distancing measures. Additionally, hospitals and other facilities began to suspend elective surgeries. As a result, Select Medical's outpatient rehabilitation clinics experienced significantly less patient visit volume due to a decline in patient referrals from physicians, a reduction in workers' compensation injury visits resulting from the temporary closure of businesses, and the suspension of elective surgeries which would have required outpatient rehabilitation services. Beginning in May, state governments began to ease restrictions imposed on individuals and businesses. Further, most physician offices have reopened for routine office visits and hospitals and other facilities have begun to perform elective surgeries again, which has since increased the need for services provided by Select Medical's outpatient rehabilitation clinics.

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.


                                            
         
              Net Operating Revenues                          
      
      Visits                         Working Days(1)



                                        2019                          2020                    % Change             2019           2020                            % Change                    2019    2020



                                      
             
          (in thousands, except percentages)



     January                                  $
        83,185                                $
        90,924              9.3%                687,007                             757,171    10.2%              22   22



     February                        78,573                                      88,239                  12.3%           658,610         739,061                               12.2%              20       20



     March                           85,147                                      76,086                (10.6)%           708,866         626,433                             (11.6)%              21       22




     Three Months Ended March 31             $
        246,905                               $
        255,249              3.4%              2,054,483                           2,122,665     3.3%              63   64






     April                                    $
        90,230                                $
        49,084           (45.6)%                762,914                             386,108  (49.4)%              22   22



     May                             90,272                                      51,186                (43.3)%           759,829         409,703                             (46.1)%              22       20



     June                            81,389                                      66,868                (17.8)%           680,762         546,456                             (19.7)%              20       22




     Three Months Ended June 30              $
        261,891                               $
        167,138           (36.2)%              2,203,505                           1,342,267  (39.1)%              64   64




     Six Months Ended June 30                $
        508,796                               $
        422,387           (17.0)%              4,257,988                           3,464,932  (18.6)%             127  128






     July                                     $
        89,267                                $
        77,793           (12.9)%                754,102                             636,826  (15.6)%              22   22



     August                          90,687                                      79,034                (12.8)%           743,813         651,738                             (12.4)%              22       21



     September                       85,376                                      83,215                 (2.5)%           706,413         694,808                              (1.6)%              20       21




     Three Months Ended September 30         $
        265,330                               $
        240,042            (9.5)%              2,204,328                           1,983,372  (10.0)%              64   64




     Nine Months Ended September 30          $
        774,126                               $
        662,429           (14.4)%              6,462,316                           5,448,304  (15.7)%             191  192




     _______________________________________________________________________________



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

Concentra Segment. Beginning in mid-March, state governments began placing significant restrictions on businesses and mandating closures of non-essential or non-life sustaining businesses, causing many employers to furlough their workforce and temporarily cease or significantly reduce their operations. These actions have had significant effects on Select Medical's patient visit volumes. Beginning in May, state governments began to ease restrictions imposed on businesses and employers began to increase their workforce, which has since 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.


                                              
          
               Net Operating Revenues                             
      
      Visits                           Working Days(1)



                                         2019                              2020                     % Change              2019             2020                            % Change                    2019    2020



                                        
              
           (in thousands, except percentages)



     January                                     $
         133,507                                $
         141,236              5.8%                  985,598                           1,032,069     4.7%              22   22



     February                        126,309                                         133,690                     5.8%             919,065         965,741                                5.1%              20       20



     March                           136,505                                         123,609                   (9.4)%           1,006,944         879,585                             (12.6)%              21       22




     Three Months Ended March 31                 $
         396,321                                $
         398,535              0.6%                2,911,607                           2,877,395   (1.2)%              63   64






     April                                       $
         140,050                                 $
         91,178           (34.9)%                1,040,543                             610,555  (41.3)%              22   22



     May                             143,183                                          99,228                  (30.7)%           1,073,763         674,629                             (37.2)%              22       20



     June                            130,218                                         121,932                   (6.4)%             988,783         865,896                             (12.4)%              20       22




     Three Months Ended June 30                  $
         413,451                                $
         312,338           (24.5)%                3,103,089                           2,151,080  (30.7)%              64   64




     Six Months Ended June 30                    $
         809,772                                $
         710,873           (12.2)%                6,014,696                           5,028,475  (16.4)%             127  128






     July                                        $
         142,385                                $
         132,465            (7.0)%                1,057,809                             930,427  (12.0)%              22   22



     August                          144,452                                         130,291                   (9.8)%           1,087,165         933,555                             (14.1)%              22       21



     September                       135,063                                         129,103                   (4.4)%           1,005,929         963,065                              (4.3)%              20       21




     Three Months Ended September 30             $
         421,900                                $
         391,859            (7.1)%                3,150,903                           2,827,047  (10.3)%              64   64




     Nine Months Ended September 30            $
         1,231,672                              $
         1,102,732           (10.5)%                9,165,599                           7,855,522  (14.3)%             191  192




     _______________________________________________________________________________



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

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, 2021, 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 September 30, 2020. Since the inception of the program through September 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.

Business Outlook

Select Medical is issuing an updated business outlook following the reporting of its third quarter 2020 results. Select Medical now expects for the full year of 2020 consolidated net operating revenues to be in the range of $5.44 billion to $5.50 billion and Adjusted EBITDA for the full year of 2020 to be in the range of $745.0 million to $765.0 million. Select Medical now expects fully diluted earnings per common share for the full year 2020 to be in the range of $1.65 to $1.75 and adjusted earnings per common share for the full year 2020 to be in the range of $1.61 to $1.71. Adjusted earnings per common share excludes the gains on sales of businesses and their related tax effects. Reconciliations of net income to Adjusted EBITDA and diluted earnings per common share to adjusted earnings per common share for the full year of 2020 are presented in table XI of this release.

Conference Call

Select Medical will host a conference call regarding its third quarter results, as well as its business outlook and the impact of the COVID-19 pandemic on each of its reporting segments, on Friday, October 30, 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 6297066. 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 11:00am ET, November 6, 2020. The replay number is 1-855-859-2056 (domestic) or 1-404-537-3406 (international). The conference ID for the replay will be 6297066. 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 September 30, 2019 and 2020


     
                (In thousands, except per share amounts, unaudited)




                                                                               2019                      2020           % Change

                                                                                                                           ---


     Net operating revenues                                                        $
          1,393,343           $
          1,423,869                 2.2
                                                                                                                                                  %



     Costs and expenses:



     Cost of services, exclusive of depreciation and amortization        1,183,111                   1,180,951                      (0.2)



     General and administrative                                             34,385                      35,516                        3.3



     Depreciation and amortization                                          52,941                      50,110                      (5.3)




     Total costs and expenses                                            1,270,437                   1,266,577                      (0.3)




     Other operating income                                                      -                    (1,160)                             N/M




     Income from operations                                                122,906                     156,132                       27.0



     Other income and expense:



     Loss on early retirement of debt                                     (18,643)                                                        N/M



     Equity in earnings of unconsolidated subsidiaries                       6,950                       8,765                       26.1



     Gain on sale of businesses                                                  -                      5,143                              N/M



     Interest expense                                                     (54,336)                   (34,026)                    (37.4)




     Income before income taxes                                             56,877                     136,014                      139.1



     Income tax expense                                                     12,847                      31,557                      145.6




     Net income                                                             44,030                     104,457                      137.2



     Less: Net income attributable to non-controlling interests             13,298                      27,511                      106.9




     Net income attributable to Select Medical                                        $
          30,732              $
          76,946               150.4
                                                                                                                                                  %



     Diluted earnings per common share:(1)                                              $
          0.23                $
          0.57




     _______________________________________________________________________________



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




                       N/M    
              Not Meaningful



     
                II.  Condensed Consolidated Statements of Operations


     
                For the Nine Months Ended September 30, 2019 and 2020


     
                (In thousands, except per share amounts, unaudited)




                                                                              2019                       2020           % Change

                                                                                                                           ---


     Net operating revenues                                                       $
          4,079,338            $
          4,071,219               (0.2)
                                                                                                                                                  %



     Costs and expenses:



     Cost of services, exclusive of depreciation and amortization       3,465,353                    3,463,778                       0.0



     General and administrative                                            94,401                      102,808                       8.9



     Depreciation and amortization                                        160,072                      154,133                     (3.7)




     Total costs and expenses                                           3,719,826                    3,720,719                       0.0




     Other operating income                                                     -                      53,828                             N/M




     Income from operations                                               359,512                      404,328                      12.5



     Other income and expense:



     Loss on early retirement of debt                                    (18,643)                                                        N/M



     Equity in earnings of unconsolidated subsidiaries                     18,710                       19,677                       5.2



     Gain on sale of businesses                                             6,532                       12,690                             N/M



     Interest expense                                                   (156,611)                   (117,499)                    (25.0)




     Income before income taxes                                           209,500                      319,196                      52.4



     Income tax expense                                                    52,140                       76,805                      47.3




     Net income                                                           157,360                      242,391                      54.0



     Less: Net income attributable to non-controlling interests            40,978                       60,670                      48.1




     Net income attributable to Select Medical                                      $
          116,382              $
          181,721                56.1
                                                                                                                                                  %



     Diluted earnings per common share:(1)                                             $
          0.86                 $
          1.35




     _______________________________________________________________________________



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




                       N/M    
              Not meaningful


                            III.  Earnings per Share


                            For the Three and Nine Months Ended
                             September 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 nine months ended September 30,
                2019 and 2020:

                                                                                  
              
               Diluted EPS



                                                                               Three Months Ended                                Nine Months Ended
                                                                        
        September 30,                              
         September 30,



                                                                   2019                           2020                      2019                 2020




     Net income                                                          $
      44,030                                 $
       104,457                     $
     157,360  $
     242,391



     Less: net income attributable to non-controlling interests 13,298                           27,511                              40,978               60,670




     Net income attributable to Select Medical                  30,732                           76,946                             116,382              181,721



     Less: net income attributable to participating securities   1,052                            2,666                               3,888                6,254




     Net income attributable to common shares                            $
      29,680                                  $
       74,280                     $
     112,494  $
     175,467


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

                                                                       
         
       Three Months Ended September 30,



                                                                                                   2019                                                    2020



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




     Common shares                                   $
      29,680                                      130,007                 $
              0.23                                     $
      74,280       129,882         $
     0.57



     Participating securities                 1,052                       4,607                                  $
       0.23                                     2,666                         4,662         $
     0.57




     Total                                           $
      30,732                                                                                $
          76,946







                                                                        
         
       Nine Months Ended September 30,


                                                                                                   2019                                                    2020



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




     Common shares                                  $
      112,494                                      130,474                 $
              0.86                                    $
      175,467       129,616         $
     1.35



     Participating securities                 3,888                       4,509                                  $
       0.86                                     6,254                         4,620         $
     1.35




     Total                                          $
      116,382                                                                               $
          181,721




     _______________________________________________________________________________



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



     
                IV.  Condensed Consolidated Balance Sheets


     
                (In thousands, unaudited)




                                                                                   December 31, 2019                          September 30, 2020



                                            
              
                Assets



     Current Assets:



     Cash and cash equivalents                                                                        $
       335,882                          $
        639,800



     Accounts receivable                                                                    762,677                  842,615



     Other current assets                                                                   114,433                  141,719




     Total Current Assets                                                                 1,212,992                1,624,134



     Operating lease right-of-use assets                                                  1,003,986                1,005,689



     Property and equipment, net                                                            998,406                  927,975



     Goodwill                                                                             3,391,955                3,369,009



     Identifiable intangible assets, net                                                    409,068                  392,506



     Other assets                                                                           323,881                  340,564




     
                Total Assets                                                                      $
       7,340,288                        $
        7,659,877



                                    
              
                Liabilities and Equity



     Current Liabilities:



     Payables and accruals                                                                            $
       681,163                          $
        734,166



     Government advances                                                                                            318,116



     Unearned government assistance                                                                                  66,938



     Current operating lease liabilities                                                    207,950                  215,235



     Current portion of long-term debt and notes payable                                     25,167                   11,031




     Total Current Liabilities                                                              914,280                1,345,486



     Non-current operating lease liabilities                                                852,897                  852,555



     Long-term debt, net of current portion                                               3,419,943                3,390,945



     Non-current deferred tax liability                                                     148,258                  131,423



     Other non-current liabilities                                                          101,334                  178,967




     Total Liabilities                                                                    5,436,712                5,899,376



     Redeemable non-controlling interests                                                   974,541                  541,856



     Total equity                                                                           929,035                1,218,645




     
                Total Liabilities and Equity                                                      $
       7,340,288                        $
        7,659,877



              
                V.  Condensed Consolidated Statements of Cash Flows


              
                For the Three Months Ended September 30, 2019 and 2020


              
                (In thousands, unaudited)




                                                                                            2019             2020




              
                Operating activities



              Net income                                                                         $
      44,030                 $
      104,457



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



              Distributions from unconsolidated subsidiaries                              2,461                      10,497



              Depreciation and amortization                                              52,941                      50,110



              Provision for expected credit losses                                          386                          28



              Equity in earnings of unconsolidated subsidiaries                         (6,950)                    (8,765)



              Loss on extinguishment of debt                                             10,160



              Loss (gain) on sale of assets and businesses                                    5                    (16,842)



              Stock compensation expense                                                  6,818                       6,962



              Amortization of debt discount, premium and issuance costs                   3,143                         542



              Deferred income taxes                                                       (957)                   (11,140)



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



              Accounts receivable                                                       (7,552)                  (104,592)



              Other current assets                                                        3,220                    (23,528)



              Other assets                                                                2,198                       4,831



              Accounts payable and accrued expenses                                      39,251                     133,748



              Government advances                                                                                    1,124



              Unearned government assistance                                                                        21,433



              Income taxes                                                             (15,428)                   (34,328)




              Net cash provided by operating activities                                 133,726                     134,537




              
                Investing activities



              Business combinations, net of cash acquired                                 (207)                    (7,115)



              Purchases of property and equipment                                      (34,671)                   (34,319)



              Investment in businesses                                                  (8,411)                   (11,108)



              Proceeds from sale of assets and businesses                                    58                      70,919




              Net cash provided by (used in) investing activities                      (43,231)                     18,377




              
                Financing activities



              Borrowings on revolving facilities                                         65,000



              Payments on revolving facilities                                        (260,000)



              Proceeds from term loans                                                  593,683



              Payments on term loans                                                  (242,399)



              Proceeds from 6.250% senior notes                                         539,176



              Payment on 6.375% senior notes                                          (710,000)



              Revolving facility debt issuance costs                                      (310)



              Borrowings of other debt                                                    5,052                       3,599



              Principal payments on other debt                                          (9,948)                    (7,087)



              Repurchase of common stock                                               (23,689)                    (4,827)



              Proceeds from exercise of stock options                                       413



              Decrease in overdrafts                                                   (27,259)



              Distributions to and purchases of non-controlling interests               (8,287)                   (14,536)



              Net cash used in financing activities                                    (78,568)                   (22,851)




              Net increase in cash and cash equivalents                                  11,927                     130,063



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




              Cash and cash equivalents at end of period                                        $
      135,963                 $
      639,800




              
                Supplemental information



              Cash paid for interest                                                             $
      51,181                  $
      54,050



              Cash paid for taxes                                                        29,231                      77,025



              
                VI.  Condensed Consolidated Statements of Cash Flows


              
                For the Nine Months Ended September 30, 2019 and 2020


              
                (In thousands, unaudited)




                                                                                            2019            2020




              
                Operating activities



              Net income                                                                        $
     157,360                 $
     242,391



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



              Distributions from unconsolidated subsidiaries                             13,609                     21,720



              Depreciation and amortization                                             160,072                    154,133



              Provision for expected credit losses                                        2,344                        281



              Equity in earnings of unconsolidated subsidiaries                        (18,710)                  (19,677)



              Loss on extinguishment of debt                                             10,160



              Gain on sale of assets and businesses                                     (6,349)                  (24,723)



              Stock compensation expense                                                 19,431                     20,828



              Amortization of debt discount, premium and issuance costs                   9,469                      1,635



              Deferred income taxes                                                     (7,247)                  (14,556)



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



              Accounts receivable                                                      (93,425)                  (91,413)



              Other current assets                                                      (6,016)                  (22,815)



              Other assets                                                                1,259                     16,335



              Accounts payable and accrued expenses                                      23,765                    142,027



              Government advances                                                                                 318,116



              Unearned government assistance                                                                       66,938



              Income taxes                                                                  918                      9,415




              Net cash provided by operating activities                                 266,640                    820,635




              
                Investing activities



              Business combinations, net of cash acquired                              (86,269)                  (14,076)



              Purchases of property and equipment                                     (123,956)                 (105,572)



              Investment in businesses                                                 (60,668)                  (25,857)



              Proceeds from sale of assets and businesses                                   183                     83,320




              Net cash used in investing activities                                   (270,710)                  (62,185)




              
                Financing activities



              Borrowings on revolving facilities                                        700,000                    470,000



              Payments on revolving facilities                                        (720,000)                 (470,000)



              Proceeds from term loans                                                  593,683



              Payments on term loans                                                  (375,084)                  (39,843)



              Proceeds from 6.250% senior notes                                         539,176



              Payment on 6.375% senior notes                                          (710,000)



              Revolving facility debt issuance costs                                      (310)



              Borrowings of other debt                                                   19,282                     35,086



              Principal payments on other debt                                         (22,628)                  (42,820)



              Repurchase of common stock                                               (37,309)                  (14,242)



              Proceeds from exercise of stock options                                       872



              Decrease in overdrafts                                                   (25,083)



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



              Distributions to and purchases of non-controlling interests              (16,032)                  (28,196)



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




              Net cash used in financing activities                                    (35,145)                 (454,532)




              Net increase (decrease) in cash and cash equivalents                     (39,215)                   303,918



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




              Cash and cash equivalents at end of period                                        $
     135,963                 $
     639,800




              
                Supplemental information



              Cash paid for interest                                                            $
     149,090                 $
     140,174



              Cash paid for taxes                                                        58,472                     81,945



     
                VII.  Key Statistics


     
                For the Three Months Ended September 30, 2019 and 2020


     
                (unaudited)




                                                                                    2019                2020                 % Change




     
                Critical Illness Recovery Hospital



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



     Net operating revenues (,000)                                                      $
         462,892                               $
         519,454          12.2
                                                                                                                                                               %



     Number of patient days(b)(c)                                               258,089                             279,063                            8.1
                                                                                                                                                        %



     Number of admissions(b)(d)                                                   9,051                               9,380                            3.6
                                                                                                                                                        %



     Net revenue per patient day(b)(e)                                                    $
         1,773                                 $
         1,845           4.1
                                                                                                                                                               %



     Adjusted EBITDA (,000)                                                              $
         57,247                                $
         88,830          55.2
                                                                                                                                                               %



     Adjusted EBITDA margin                                              12.4
            %                     17.1
            %



     
                Rehabilitation Hospital



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



     Net operating revenues (,000)                                                      $
         173,369                               $
         188,075           8.5
                                                                                                                                                               %



     Number of patient days(b)(c)                                                89,454                              95,680                            7.0
                                                                                                                                                        %



     Number of admissions(b)(d)                                                   6,400                               6,443                            0.7
                                                                                                                                                        %



     Net revenue per patient day(b)(e)                                                    $
         1,724                                 $
         1,775           3.0
                                                                                                                                                               %



     Adjusted EBITDA (,000)                                                              $
         36,780                                $
         44,637          21.4
                                                                                                                                                               %



     Adjusted EBITDA margin                                              21.2
            %                     23.7
            %



     
                Outpatient Rehabilitation



     Number of clinics - end of period(a)                                         1,707                               1,777



     Net operating revenues (,000)                                                      $
         265,330                               $
         240,042         (9.5)
                                                                                                                                                               %



     Number of visits(b)                                                      2,204,328                           1,983,372                         (10.0)
                                                                                                                                                        %



     Revenue per visit(b)(f)                                                                $
         103                                   $
         104           1.0
                                                                                                                                                               %



     Adjusted EBITDA (,000)                                                              $
         40,040                                $
         30,623        (23.5)
                                                                                                                                                               %



     Adjusted EBITDA margin                                              15.1
            %                     12.8
            %



     
                Concentra



     Number of centers - end of period(b)                                           523                                 523



     Net operating revenues (,000)                                                      $
         421,900                               $
         391,859         (7.1)
                                                                                                                                                               %



     Number of visits(b)                                                      3,150,903                           2,827,047                         (10.3)
                                                                                                                                                        %



     Revenue per visit(b)(f)                                                                $
         120                                   $
         121           0.8
                                                                                                                                                               %



     Adjusted EBITDA (,000)                                                              $
         77,679                                $
         80,547           3.7
                                                                                                                                                               %



     Adjusted EBITDA margin                                              18.4
            %                     20.6
            %




     _______________________________________________________________________________



     (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 Nine Months Ended September 30, 2019 and 2020


     
                (unaudited)




                                                                                   2019                    2020                 % Change




     
                Critical Illness Recovery Hospital



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



     Net operating revenues (,000)                                                     $
           1,381,569                               $
           1,539,601          11.4
                                                                                                                                                                      %



     Number of patient days(b)(c)                                              779,078                                 826,410                                6.1
                                                                                                                                                               %



     Number of admissions(b)(d)                                                 27,679                                  28,080                                1.4
                                                                                                                                                               %



     Net revenue per patient day(b)(e)                                                     $
           1,757                                   $
           1,850           5.3
                                                                                                                                                                      %



     Adjusted EBITDA (,000)                                                              $
           194,383                                 $
           267,143          37.4
                                                                                                                                                                      %



     Adjusted EBITDA margin                                             14.1
            %                         17.4
            %



     
                Rehabilitation Hospital



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



     Net operating revenues (,000)                                                       $
           488,301                                 $
           538,761          10.3
                                                                                                                                                                      %



     Number of patient days(b)(c)                                              258,795                                 274,329                                6.0
                                                                                                                                                               %



     Number of admissions(b)(d)                                                 18,253                                  18,489                                1.3
                                                                                                                                                               %



     Net revenue per patient day(b)(e)                                                     $
           1,665                                   $
           1,777           6.7
                                                                                                                                                                      %



     Adjusted EBITDA (,000)                                                               $
           92,545                                 $
           110,811          19.7
                                                                                                                                                                      %



     Adjusted EBITDA margin                                             19.0
            %                         20.6
            %



     
                Outpatient Rehabilitation



     Number of clinics - end of period(a)                                        1,707                                   1,777



     Net operating revenues (,000)                                                       $
           774,126                                 $
           662,429        (14.4)
                                                                                                                                                                      %



     Number of visits(b)                                                     6,462,316                               5,448,304                             (15.7)
                                                                                                                                                               %



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



     Adjusted EBITDA (,000)                                                              $
           111,615                                  $
           51,463        (53.9)
                                                                                                                                                                      %



     Adjusted EBITDA margin                                             14.4
            %                          7.8
            %



     
                Concentra



     Number of centers - end of period(b)                                          523                                     523



     Net operating revenues (,000)                                                     $
           1,231,672                               $
           1,102,732        (10.5)
                                                                                                                                                                      %



     Number of visits(b)                                                     9,165,599                               7,855,522                             (14.3)
                                                                                                                                                               %



     Revenue per visit(b)(f)                                                                 $
           122                                     $
           123           0.8
                                                                                                                                                                      %



     Adjusted EBITDA (,000)                                                              $
           220,024                                 $
           183,510        (16.6)
                                                                                                                                                                      %



     Adjusted EBITDA margin                                             17.9
            %                         16.6
            %




     _______________________________________________________________________________



     (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 Nine Months Ended
                             September 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                                Nine Months Ended
                                                                 
        September 30,                            
            September 30,



                                                            2019                     2020             2019                        2020




     Net income                                                  $
      44,030                               $
        104,457                     $
        157,360  $
     242,391



     Income tax expense                                  12,847                               31,557                          52,140                76,805



     Interest expense                                    54,336                               34,026                         156,611               117,499



     Gain on sale of businesses                                                             (5,143)                        (6,532)             (12,690)



     Equity in earnings of unconsolidated subsidiaries  (6,950)                             (8,765)                       (18,710)             (19,677)



     Loss on early retirement of debt                    18,643                                                              18,643




     Income from operations                             122,906                              156,132                         359,512               404,328



     Stock compensation expense:



     Included in general and administrative               5,305                                5,600                          14,849                16,488



     Included in cost of services                         1,513                                1,362                           4,582                 4,340



     Depreciation and amortization                       52,941                               50,110                         160,072               154,133




     Adjusted EBITDA                                            $
      182,665                               $
        213,204                     $
        539,015  $
     579,289






     Critical illness recovery hospital                          $
      57,247                                $
        88,830                     $
        194,383  $
     267,143



     Rehabilitation hospital                             36,780                               44,637                          92,545               110,811



     Outpatient rehabilitation                           40,040                               30,623                         111,615                51,463



     Concentra(a)                                        77,679                               80,547                         220,024               183,510



     Other(a)(b)                                       (29,081)                            (31,433)                       (79,552)             (33,638)




     Adjusted EBITDA                                            $
      182,665                               $
        213,204                     $
        539,015  $
     579,289




     _______________________________________________________________________________


      (a)               For the three and nine months ended September 30, 2020, Select Medical recognized payments received under the Provider Relief Fund for loss of revenue and health care related expenses
                         attributable to COVID-19 as other operating income. Refer to "CARES Act Provider Relief Fund" for further discussion.




      (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 Nine Months Ended
                             September 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 September 30,



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

                                                                                                                                                      ---


     Net income attributable to common shares(a)                    $
      29,680                                           $
          0.23                       $
       74,280 $
     0.57



     Adjustments:(b)



     Loss on early retirement of debt and related costs(c)  12,777                                   0.10



     Gain on sale of businesses                                  -                                                                    (1,189)                  (0.01)




     Adjusted net income attributable to common shares              $
      42,457                                           $
          0.33                       $
       73,091 $
     0.56







                                                                                
     
                Nine Months Ended September 30,



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

                                                                                                                                                      ---


     Net income attributable to common shares(a)                   $
      112,494                                           $
          0.86                      $
       175,467 $
     1.35



     Adjustments:(b)



     Loss on early retirement of debt and related costs(c)  12,777                                   0.10



     Gain on sale of businesses                            (4,543)                                (0.03)                              (5,089)                  (0.04)




     Adjusted net income attributable to common shares             $
      120,728                                           $
          0.93                      $
       170,378 $
     1.31




     ______________________________________________________________________________



     (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 September 30, 2019, the adjustments to net income attributable to common shares include an estimated income tax benefit of approximately $5.9 million. For the
                          three months ended September 30, 2020, the adjustments to net income attributable to common shares include an estimated income tax benefit of approximately $0.2 million.




                         For the nine months ended September 30, 2019, the adjustments to net income attributable to common shares include an estimated income tax benefit of approximately $4.0 million. For the nine
                          months ended September 30, 2020, the adjustments to net income attributable to common shares include estimated income tax expense of approximately $3.3 million.





     (c)                For the three and nine months ended September 30, 2019, the loss on early retirement of debt and related costs adjustment includes expenses related to the amendment to the Select credit
                          agreement, the amendment to the Concentra-JPM first lien credit agreement, the repayment of term loans outstanding under the Concentra-JPM second lien credit agreement, and the redemption
                          of the 6.375% senior notes.




                         The redemption of the 6.375% senior notes occurred on August 30, 2019, while the issuance of the $550.0 million 6.250% senior notes occurred on August 1, 2019. As a result, Select Medical
                          recognized interest expense on both the 6.250% senior notes and the 6.375% senior notes during August 2019. The adjustment to net income attributable to common shares for the loss on early
                          retirement of debt and related costs includes the interest expense recognized on the 6.375% senior notes during August 2019 and its related tax effects.


                            XI. Net Income to Adjusted EBITDA and
                             Earnings per Common Share to Adjusted
                             Earnings per Common Share
                             Reconciliations


                            Business Outlook for the Year Ending
                             December 31, 2020


                            (In millions, unaudited)




               The following are reconciliations of
                full year 2020 Adjusted EBITDA and
                adjusted earnings per common share
                expectations as computed at the low and
                high points of the range to the closest
                comparable GAAP financial measure.
                Refer to table IX and table X for a
                discussion of Select Medical's use of
                Adjusted EBITDA and adjusted earnings
                per common share in evaluating
                financial performance. Refer to table
                IX for the definition of Adjusted
                EBITDA. Each item presented in the
                below tables are estimations of full
                year 2020 expectations.

                                     
            
         Range



                   Non-GAAP Measure
                    Reconciliation     Low                High

                                                           ---

      Net income
       attributable to
       Select Medical                       $
       221                    $
      235


      Net income
       attributable to
       non-controlling
       interests                        75                          75



      Net income                       296                         310


      Income tax expense                98                         104


      Interest expense                 154                         154


      Gain on sale of
       businesses                     (13)                       (13)


      Equity in earnings
       of unconsolidated
       subsidiaries                   (27)                       (27)



      Income from
       operations                      508                         528


      Stock compensation
       expense                          29                          29


      Depreciation and
       amortization                    208                         208



      Adjusted EBITDA                       $
       745                    $
      765







                                     
            
         Range



                   Non-GAAP Measure
                    Reconciliation     Low                High

                                                           ---

      Diluted earnings
       per common share                    $
       1.65                   $
      1.75



     Adjustments:


      Gain on sale of
       businesses                   (0.04)                     (0.04)



      Adjusted earnings
       per common share                    $
       1.61                   $
      1.71

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SOURCE Select Medical Holdings Corporation