|
Nevada
|
001-11151
|
76-0364866
|
||
|
(State or other jurisdiction
of incorporation or organization)
|
(Commission
File Number)
|
(I.R.S. Employer
Identification No.)
|
|
1300 WEST SAM HOUSTON PARKWAY,
SUITE 300,
HOUSTON, Texas
|
77043
|
|
|
(Address of Principal Executive Offices)
|
(Zip Code)
|
|
☐
|
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
|
|
☐
|
Soliciting material pursuant to Rule 14a-12(b) under the Exchange Act (17 CFR 240.14a-12)
|
|
☐
|
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
|
|
☐
|
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
|
|
Title of each class
|
Trading Symbol(s)
|
Name of each exchange on which registered
|
|
Common Stock, $.01 par value
|
USPH
|
New York Stock Exchange
|
|
Emerging growth company
|
☐
|
|
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying
with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
|
◻
|
|
Exhibits
|
Description of Exhibits
|
|
|
Registrant's Press Release dated May 7, 2025
|
||
| |
|
|
U.S. PHYSICAL THERAPY, INC.
|
|||||||
|
Dated: May 7, 2025
|
By:
|
/s/ CAREY HENDRICKSON
|
|||||
|
Carey Hendrickson
|
|||||||
|
Chief Financial Officer
|
|||||||
|
(duly authorized officer and principal financial and accounting officer)
|
|||||||

|
•
|
Adjusted EBITDA (1), a non-Generally Accepted Accounting Principles (“GAAP”) measure, was $19.5 million for the three months
ended March 31, 2025 (“2025 First Quarter”), an increase of $2.8 million, or 16.5%, from $16.8 million in the three months ended March 31, 2024 (“2024 First Quarter”) primarily driven by acquisitions since the prior year period and an
increase in net patient revenue per visit.
|
|
•
|
Net income attributable to USPH’s shareholders (“USPH Net Income”), a GAAP measure, was $9.9 million for the 2025 First Quarter compared
to $8.0 million in the 2024 First Quarter. In accordance with GAAP, the revaluation of noncontrolling interest, net of taxes, is not included in net income but is charged directly to retained earnings. However, this change is included in
the computation of earnings per share. Earnings per share was $0.80 for the 2025 First Quarter compared to $0.46 for the 2024 First Quarter.
|
|
•
|
Operating Results (1), a non-GAAP measure, was $7.3 million in the 2025 First Quarter compared to $7.7 million in the 2024
First Quarter. On a per share basis, Operating Results was $0.48 in the 2025 First Quarter compared to $0.51 in the 2024 First Quarter.
|
|
•
|
Total revenue from physical therapy operations for the 2025 First Quarter increased $22.0 million, or 16.4%, to $156.4 million.
|
|
•
|
Net rate per patient visit for the 2025 First Quarter was $105.66, increasing $2.29 per visit from $103.37 for the 2024 First Quarter,
despite the approximate 2.9% Medicare rate reduction which went into effect on January 1, 2025. Net rate per patient visit also increased sequentially by $0.93 from $104.73 for the three months ended December 31, 2024. The increase in net
rate per patient visit reflects the Company’s strategic priority of increasing reimbursement rates through contract negotiations with commercial and other payors as well as growing workers compensation as a percent of the Company’s overall
mix of business.
|
|
•
|
Average daily patient visits per clinic was an all-time first quarter high of 31.4 for the 2025 First Quarter compared to 29.5 in the
2024 First Quarter. Total patient visits were 1,443,805 in the 2025 First Quarter, a 13.9% increase from the 2024 First Quarter.
|
|
•
|
Industrial injury prevention services (“IIP”) revenue was $27.4 million for the 2025 First Quarter, an increase of 28.8% as compared to
the 2024 First Quarter. IIP gross profit was $5.6 million in the 2025 First Quarter, an increase of $1.3 million, or 29.1%, from $4.3 million in the 2024 First Quarter.
|
|
•
|
During the 2025 First Quarter, the Company added 14 clinics and closed seven clinics bringing its total owned and/or managed clinic
count to 773 as of March 31, 2025, compared to 720 as of March 31, 2024.
|
|
•
|
On February 28, 2025, the Company acquired a 65% equity interest in a three-clinic practice with the practice owners retaining a 35%
equity interest. The business currently generates $4.3 million in annual revenue and 23,000 in annual visits.
|
|
•
|
On April 30, 2025, the Company announced the acquisition of an outpatient home care physical and speech therapy practice through its
50%-owned subsidiary, MSO Metro, LLC. The practice currently generates approximately $2.1 million in annual revenue.
|
|
•
|
The Company’s Board of Directors declared a quarterly dividend of $0.45 per share payable on June 13, 2025, to shareholders of record on
May 23, 2025.
|
|
(1)
|
These are non-GAAP Measures. See pages 10 to 11 of this release for the definition and
reconciliation of Adjusted EBITDA, Operating Results and other non-GAAP measures to the most directly comparable GAAP measure.
|
|
U.S. Physical Therapy Press Release
|
Page 2
|
|
May 7, 2025
|
|
|
Three Months Ended
|
Variance
|
|||||||||||||||||||
|
March 31, 2025
|
March 31, 2024
|
$
|
%
|
|||||||||||||||||
|
(In thousands, except percentages)
|
||||||||||||||||||||
|
Revenue related to:
|
||||||||||||||||||||
|
Mature Clinics (1)
|
$
|
126,620
|
$
|
128,501
|
$
|
(1,881
|
)
|
(1.5
|
)%
|
|||||||||||
|
Clinic additions (2)
|
25,667
|
44
|
25,623
|
*
|
(7) | |||||||||||||||
|
Clinics sold or closed (3)
|
260
|
2,530
|
(2,270
|
)
|
*
|
(7) | ||||||||||||||
|
Net patient revenue
|
152,547
|
131,075
|
21,472
|
16.4
|
%
|
|||||||||||||||
|
Other (4)
|
3,861
|
3,350
|
511
|
15.3
|
%
|
|||||||||||||||
|
Total
|
156,408
|
134,425
|
21,983
|
16.4
|
%
|
|||||||||||||||
|
Operating costs (5)
|
130,940
|
110,361
|
20,579
|
18.6
|
%
|
|||||||||||||||
|
Gross profit
|
$
|
25,468
|
$
|
24,064
|
$
|
1,404
|
5.8
|
%
|
||||||||||||
|
Financial and operating metrics (not in thousands):
|
||||||||||||||||||||
|
Net rate per patient visit (1)
|
$
|
105.66
|
$
|
103.37
|
$
|
2.29
|
2.2
|
%
|
||||||||||||
|
Patient visits (1)
|
1,443,805
|
1,268,002
|
175,803
|
13.9
|
%
|
|||||||||||||||
|
Average daily visits per clinic (1)
|
31.4
|
29.5
|
1.9
|
6.4
|
%
|
|||||||||||||||
|
Gross margin
|
16.3
|
%
|
17.9
|
%
|
||||||||||||||||
|
Salaries and related costs per visit, clinics (6)
|
$
|
63.53
|
$
|
61.42
|
$
|
2.11
|
3.4
|
%
|
||||||||||||
|
Operating costs per visit, clinics (6)
|
$
|
89.28
|
$
|
85.50
|
$
|
3.78
|
4.4
|
%
|
||||||||||||
|
|
||||||||||||||||||||
|
(1) See Glossary of Terms - Revenue Metrics for
definition.
|
||||||||||||||||||||
|
(2) Includes 14 clinics added during the 2025 First Quarter and 103 added during the year ended December 31, 2024.
|
||||||||||||||||||||
|
(3) Includes 7 clinics closed during the 2025 First Quarter and 45 clinics closed during the year ended December 31, 2024.
|
||||||||||||||||||||
|
(4) Includes revenues from management contracts.
|
||||||||||||||||||||
|
(5) Includes costs from management contracts.
|
||||||||||||||||||||
|
(6) Excludes costs from management contracts and $0.1 million of certain incentive costs related to the Metro acquisition. Please refer to the
reconcilliation of non-GAAP measures to the most comparable GAAP measure on page 13.
|
||||||||||||||||||||
|
(7) Not meaningful.
|
||||||||||||||||||||
|
U.S. Physical Therapy Press Release
|
Page 3
|
|
May 7, 2025
|
|
|
Three Months Ended
|
Variance
|
|||||||||||||||
|
March 31, 2025
|
March 31, 2024
|
$
|
%
|
|||||||||||||
|
(In thousands, except percentages)
|
||||||||||||||||
|
Net revenue
|
$
|
27,380
|
$
|
21,250
|
$
|
6,130
|
28.8
|
%
|
||||||||
|
Operating costs
|
21,783
|
16,913
|
4,870
|
28.8
|
%
|
|||||||||||
|
Gross profit
|
$
|
5,597
|
$
|
4,337
|
$
|
1,260
|
29.1
|
%
|
||||||||
|
Gross margin
|
20.4
|
%
|
20.4
|
%
|
||||||||||||
|
U.S. Physical Therapy Press Release
|
Page 4
|
|
May 7, 2025
|
|
(1)
|
These are Non-GAAP Measures. See pages 10 to 11 of this release for the definition and
reconciliation of Adjusted EBITDA and Operating Results measures to the most directly comparable GAAP measure.
|
|
U.S. Physical Therapy Press Release
|
Page 5
|
|
May 7, 2025
|
| • |
changes in Medicare rules and guidelines and reimbursement or failure of our clinics to maintain their Medicare certification and/or enrollment
status;
|
| • |
revenue we receive from Medicare and Medicaid being subject to potential retroactive reduction;
|
| • |
changes in reimbursement rates or payment methods from third party payors including government agencies, and changes in the deductibles and co-pays
owed by patients;
|
| • |
private third-party payors for our services may adopt payment policies that could limit our future revenue and profitability;
|
| • |
compliance with federal and state laws and regulations relating to the privacy of individually identifiable patient information, and associated fines
and penalties for failure to comply;
|
| • |
compliance with state laws and regulations relating to the corporate practice of medicine and fee splitting, and associated fines and penalties for
failure to comply ;
|
| • |
competitive, economic or reimbursement conditions in our markets which may require us to reorganize or close certain clinics and thereby incur losses
and/or closure costs including the possible write-down or write-off of goodwill and other intangible assets;
|
| • |
the impact of future public health crises and epidemics/pandemics, such as was the case with the novel strain of COVID-19 and its variants;
|
| • |
certain of our acquisition agreements contain put-rights related to a future purchase of significant equity interests in our subsidiaries or in a
separate company;
|
| • |
the impact of future vaccinations and/or testing mandates at the federal, state and/or local level, which could have an adverse impact on staffing,
revenue, costs and the results of operations;
|
| • |
our debt and financial obligations could adversely affect our financial condition, our ability to obtain future financing and our ability to operate
our business;
|
| • |
changes as the result of government enacted national healthcare reform;
|
| • |
the ability to control variable interest entities for which we do not have a direct ownership;
|
| • |
business and regulatory conditions including federal and state regulations;
|
| • |
governmental and other third party payor inspections, reviews, investigations and audits, which may result in sanctions or reputational harm and
increased costs;
|
| • |
revenue and earnings expectations;
|
| • |
contingent consideration provisions in certain of our acquisition agreements, the value of which may impact future financial results;
|
| • |
legal actions, which could subject us to increased operating costs and uninsured liabilities;
|
| • |
general economic conditions, including but not limited to inflationary and recessionary periods;
|
| • |
actual or perceived events involving banking volatility or limited liability, defaults or other adverse developments that affect the U.S or the
international financial systems, may result in market wide liquidity problems which could have a material and adverse impact on our available cash and results of operations;
|
| • |
our business depends on hiring, training, and retaining qualified employees;
|
| • |
availability and cost of qualified physical therapists;
|
| • |
competitive environment in the industrial injury prevention services business, which could result in the termination or non-renewal of contractual
service arrangements and other adverse financial consequences for that service line;
|
| • |
our ability to identify and complete acquisitions, and the successful integration of the operations of the acquired businesses;
|
| • |
impact on the business and cash reserves resulting from retirement or resignation of key partners and resulting purchase of their non-controlling
interest (minority interests);
|
| • |
maintaining our information technology systems with adequate safeguards to protect against cyber-attacks;
|
| • |
a security breach of our or our third party vendors’ information technology systems may subject us to potential legal action and reputational harm
and may result in a violation of the Health Insurance Portability and Accountability Act of 1996 of the Health Information Technology for Economic and Clinical Health Act;
|
| • |
maintaining clients for which we perform management, industrial injury prevention related services, and other services, as a breach or termination of
those contractual arrangements by such clients could cause operating results to be less than expected.
|
| • |
maintaining adequate internal controls;
|
| • |
maintaining necessary insurance coverage;
|
| • |
availability, terms, and use of capital; and
|
| • |
weather and other seasonal factors.
|
|
U.S. Physical Therapy Press Release
|
Page 6
|
|
May 7, 2025
|
|
Three Months Ended
|
||||||||
|
March 31, 2025
|
March 31,2024
|
|||||||
|
Net patient revenue
|
$
|
152,547
|
$
|
131,075
|
||||
|
Other revenue
|
31,241
|
24,600
|
||||||
|
Net revenue
|
183,788
|
155,675
|
||||||
|
Operating cost:
|
||||||||
|
Salaries and related costs
|
111,249
|
93,731
|
||||||
|
Rent, supplies, contract labor and other
|
33,844
|
27,904
|
||||||
|
Depreciation and amortization
|
5,540
|
3,885
|
||||||
|
Provision for credit losses
|
1,848
|
1,627
|
||||||
|
Clinic closure costs - lease and other
|
242
|
127
|
||||||
|
Total operating cost
|
152,723
|
127,274
|
||||||
|
Gross profit
|
31,065
|
28,401
|
||||||
|
Corporate office costs
|
16,245
|
14,085
|
||||||
|
Gain on change in fair value of contingent earn-out consideration
|
(4,822
|
)
|
(612
|
)
|
||||
|
Operating income
|
19,642
|
14,928
|
||||||
|
Other (expense) income
|
||||||||
|
Interest expense, debt and other
|
(2,279
|
)
|
(1,968
|
)
|
||||
|
Interest income from investments
|
24
|
1,543
|
||||||
|
Change in revaluation of put-right liability
|
(404
|
)
|
(80
|
)
|
||||
|
Equity in earnings of unconsolidated affiliate
|
393
|
271
|
||||||
|
Loss on sale of a partnership
|
(123
|
)
|
-
|
|||||
|
Other
|
75
|
62
|
||||||
|
Total other expense
|
(2,314
|
)
|
(172
|
)
|
||||
|
Income before taxes
|
17,328
|
14,756
|
||||||
|
Provision for income taxes
|
3,860
|
3,139
|
||||||
|
Net income
|
13,468
|
11,617
|
||||||
|
Less: Net income attributable to non-controlling interest:
|
||||||||
|
Redeemable non-controlling interest - temporary equity
|
(2,012
|
)
|
(2,227
|
)
|
||||
|
Non-controlling interest - permanent equity
|
(1,557
|
)
|
(1,344
|
)
|
||||
|
(3,569
|
)
|
(3,571
|
)
|
|||||
|
Net income attributable to USPH shareholders
|
$
|
9,899
|
$
|
8,046
|
||||
|
Basic and diluted earnings per share attributable to USPH shareholders (1)
|
$
|
0.80
|
$
|
0.46
|
||||
|
Shares used in computation - basic and diluted
|
15,132
|
15,017
|
||||||
|
Dividends declared per common share
|
$
|
0.45
|
$
|
0.44
|
||||
|
U.S. Physical Therapy Press Release
|
Page 7
|
|
May 7, 2025
|
|
Three Months Ended
|
||||||||
|
March 31, 2025
|
March 31, 2024
|
|||||||
|
Net income
|
$
|
13,468
|
$
|
11,617
|
||||
|
Other comprehensive gain:
|
||||||||
|
Unrealized (loss) gain on cash flow hedge
|
(1,331
|
)
|
1,781
|
|||||
|
Tax effect at statutory rate (federal and state)
|
340
|
(455
|
)
|
|||||
|
Comprehensive income
|
$
|
12,477
|
$
|
12,943
|
||||
|
Comprehensive income attributable to non-controlling interest
|
(3,569
|
)
|
(3,571
|
)
|
||||
|
Comprehensive income attributable to USPH shareholders
|
$
|
8,908
|
$
|
9,372
|
||||
|
U.S. Physical Therapy Press Release
|
Page 8
|
|
May 7, 2025
|
|
March 31, 2025
|
December 31, 2024
|
|||||||
|
(unaudited)
|
||||||||
|
ASSETS
|
||||||||
|
Current assets:
|
||||||||
|
Cash and cash equivalents
|
$
|
39,183
|
$
|
41,362
|
||||
|
Patient accounts receivable, less provision for credit losses of $3,620 and $3,506, respectively
|
64,760
|
59,040
|
||||||
|
Accounts receivable - other
|
26,136
|
26,626
|
||||||
|
Other current assets
|
15,274
|
10,555
|
||||||
|
Total current assets
|
145,353
|
137,583
|
||||||
|
Fixed assets:
|
||||||||
|
Furniture and equipment
|
68,802
|
68,128
|
||||||
|
Leasehold improvements
|
53,504
|
51,105
|
||||||
|
Fixed assets, gross
|
122,306
|
119,233
|
||||||
|
Less accumulated depreciation and amortization
|
(89,542
|
)
|
(87,093
|
)
|
||||
|
Fixed assets, net
|
32,764
|
32,140
|
||||||
|
Operating lease right-of-use assets
|
133,197
|
133,936
|
||||||
|
Investment in unconsolidated affiliate
|
12,273
|
12,190
|
||||||
|
Goodwill
|
674,387
|
667,152
|
||||||
|
Other identifiable intangible assets, net
|
177,328
|
179,311
|
||||||
|
Other assets
|
4,385
|
5,155
|
||||||
|
Total assets
|
$
|
1,179,687
|
$
|
1,167,467
|
||||
|
|
||||||||
|
LIABILITIES, REDEEMABLE NON-CONTROLLING INTEREST, USPH SHAREHOLDERS’ EQUITY AND NON-CONTROLLING INTEREST
|
||||||||
|
Current liabilities:
|
||||||||
|
Accounts payable - trade
|
$
|
6,088
|
$
|
5,936
|
||||
|
Accrued expenses
|
68,326
|
59,513
|
||||||
|
Current portion of operating lease liabilities
|
40,124
|
39,835
|
||||||
|
Current portion of term loan and notes payable
|
9,257
|
10,999
|
||||||
|
Total current liabilities
|
123,795
|
116,283
|
||||||
|
Notes payable, net of current portion
|
387
|
903
|
||||||
|
Revolving facility
|
28,000
|
11,000
|
||||||
|
Term loan, net of current portion and deferred financing costs
|
128,851
|
130,627
|
||||||
|
Deferred taxes
|
34,055
|
29,465
|
||||||
|
Operating lease liabilities, net of current portion
|
100,688
|
101,868
|
||||||
|
Other long-term liabilities
|
4,903
|
18,275
|
||||||
|
Total liabilities
|
420,679
|
408,421
|
||||||
|
|
||||||||
|
Redeemable non-controlling interest - temporary equity
|
260,047
|
269,025
|
||||||
|
|
||||||||
|
Commitments and Contingencies
|
||||||||
|
|
||||||||
|
U.S. Physical Therapy, Inc. ("USPH") shareholders’ equity:
|
||||||||
|
Preferred stock, $.01 par value, 500,000 shares authorized, no shares issued and outstanding
|
-
|
-
|
||||||
|
Common stock, $.01 par value, 20,000,000 shares authorized,
|
||||||||
|
17,406,426 and 17,309,120 shares issued, respectively
|
172
|
172
|
||||||
|
Additional paid-in capital
|
292,773
|
290,321
|
||||||
|
Accumulated other comprehensive gain
|
1,783
|
2,799
|
||||||
|
Retained earnings
|
234,161
|
227,265
|
||||||
|
Treasury stock at cost, 2,214,737 shares
|
(31,628
|
)
|
(31,628
|
)
|
||||
|
Total USPH shareholders’ equity
|
497,261
|
488,929
|
||||||
|
Non-controlling interest - permanent equity
|
1,700
|
1,092
|
||||||
|
Total USPH shareholders' equity and non-controlling interest - permanent equity
|
498,961
|
490,021
|
||||||
|
Total liabilities, redeemable non-controlling interest,
|
||||||||
|
USPH shareholders' equity and non-controlling interest - permanent equity
|
$
|
1,179,687
|
$
|
1,167,467
|
||||
|
U.S. Physical Therapy Press Release
|
Page 9
|
|
May 7, 2025
|
|
Three Months Ended
|
||||||||
|
March 31, 2025
|
March 31, 2024
|
|||||||
|
OPERATING ACTIVITIES
|
||||||||
|
Net income including non-controlling interest
|
$
|
13,468
|
$
|
11,617
|
||||
|
Adjustments to reconcile net income including non-controlling interest to net cash provided by
operating activities:
|
||||||||
|
Depreciation and amortization
|
5,867
|
4,095
|
||||||
|
Provision for credit losses
|
1,848
|
1,627
|
||||||
|
Equity-based awards compensation expense
|
1,771
|
1,997
|
||||||
|
Amortization of debt issue costs
|
106
|
106
|
||||||
|
Change in deferred income taxes
|
5,242
|
1,943
|
||||||
|
Change in revaluation of put-right liability
|
404
|
80
|
||||||
|
Gain on change in fair value of contingent earn-out consideration
|
(4,822
|
)
|
(612
|
)
|
||||
|
Equity of earnings in unconsolidated affiliate
|
(393
|
)
|
(271
|
)
|
||||
|
Loss on sale of fixed assets
|
-
|
5
|
||||||
|
Loss on sale of a partnership
|
123
|
-
|
||||||
|
Changes in operating assets and liabilities:
|
||||||||
|
Increase in patient accounts receivable
|
(7,341
|
)
|
(5,124
|
)
|
||||
|
Decrease (increase) in accounts receivable - other
|
774
|
(3,985
|
)
|
|||||
|
Increase in other current and long term assets
|
(6,209
|
)
|
(433
|
)
|
||||
|
Decrease in accounts payable and accrued expenses
|
(14,229
|
)
|
(6,678
|
)
|
||||
|
(Decrease) increase in long term liabilities
|
(1,284
|
)
|
52
|
|||||
|
Net cash (used in) provided by operating activities
|
(4,675
|
)
|
4,419
|
|||||
|
INVESTING ACTIVITIES
|
||||||||
|
Purchase of fixed assets
|
(2,579
|
)
|
(1,838
|
)
|
||||
|
Purchase of majority interest in businesses, net of cash acquired
|
(4,211
|
)
|
(15,971
|
)
|
||||
|
Purchase of redeemable non-controlling interest, temporary equity
|
(907
|
)
|
(2,702
|
)
|
||||
|
Purchase of non-controlling interest, permanent equity
|
-
|
(498
|
)
|
|||||
|
Proceeds from the sale of partnership interest - redeemable non-controlling interest, temporary equity
|
15
|
67
|
||||||
|
Proceeds from the sale of non-controlling interest, permanent equity
|
-
|
23
|
||||||
|
Proceeds from sale of partnership
|
700
|
-
|
||||||
|
Distributions from unconsolidated affiliate
|
310
|
367
|
||||||
|
Other
|
44
|
88
|
||||||
|
Net cash (used in) investing activities
|
(6,628
|
)
|
(20,464
|
)
|
||||
|
FINANCING ACTIVITIES
|
||||||||
|
Proceeds from revolving facility
|
17,000
|
-
|
||||||
|
Distributions to non-controlling interest, permanent and temporary equity
|
(3,653
|
)
|
(3,160
|
)
|
||||
|
Payments on term loan
|
(3,750
|
)
|
(938
|
)
|
||||
|
Principal payments on notes payable
|
(473
|
)
|
(392
|
)
|
||||
|
Net cash provided by (used in) financing activities
|
9,124
|
(4,490
|
)
|
|||||
|
Net (decrease) in cash and cash equivalents
|
(2,179
|
)
|
(20,535
|
)
|
||||
|
Cash and cash equivalents - beginning of period
|
41,362
|
152,825
|
||||||
|
Cash and cash equivalents - end of period
|
$
|
39,183
|
$
|
132,290
|
||||
|
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION
|
||||||||
|
Cash paid during the period for:
|
||||||||
|
Income taxes
|
$
|
7,359
|
$
|
367
|
||||
|
Interest paid
|
2,205
|
1,844
|
||||||
|
Non-cash investing and financing transactions during the period:
|
||||||||
|
Purchase of businesses - seller financing portion
|
-
|
500
|
||||||
|
Purchase of redeemable non-controlling interest, temporary equity, recorded in accrued liabilities
|
6,672
|
-
|
||||||
|
Fair market value of initial contingent consideration related to purchase of businesses
|
1,259
|
-
|
||||||
|
Notes payable related to purchase of redeemable non-controlling interest, temporary equity
|
89
|
-
|
||||||
|
Notes receivable related to sale of redeemable non-controlling interest
|
646
|
315
|
||||||
|
Notes receivable related to the sale of non-controlling interest, permanent equity
|
-
|
243
|
||||||
|
Offset to notes receivable associated with purchase of redeemable non-controlling interest
|
180
|
75
|
||||||
|
Dividends payable to USPH shareholders
|
6,836
|
6,630
|
||||||
|
U.S. Physical Therapy Press Release
|
Page 10
|
|
May 7, 2025
|
|
U.S. Physical Therapy Press Release
|
Page 11
|
|
May 7, 2025
|
|
|
Three Months Ended
|
|||||||
|
|
March31,2025
|
March31,2024
|
||||||
|
Adjusted EBITDA (a non-GAAP measure)
|
||||||||
|
Net income attributable to USPH shareholders
|
$
|
9,899
|
$
|
8,046
|
||||
|
Adjustments:
|
||||||||
|
Provision for income taxes
|
3,860
|
3,139
|
||||||
|
Depreciation and amortization
|
5,867
|
4,095
|
||||||
|
Interest expense, debt and other, net
|
2,279
|
1,968
|
||||||
|
Interest income from investments
|
(24
|
)
|
(1,543
|
)
|
||||
|
Equity-based awards compensation expense
|
1,771
|
1,997
|
||||||
|
Change in revaluation of put-right liability
|
404
|
80
|
||||||
|
Change in fair value of contingent earn-out consideration
|
(4,822
|
)
|
(612
|
)
|
||||
|
Clinic closure costs (1)
|
242
|
126
|
||||||
|
Business acquisition related costs (2)
|
480
|
-
|
||||||
|
ERP implementation costs (3)
|
62
|
-
|
||||||
|
Loss on sale of a partnership
|
123
|
-
|
||||||
|
Other loss (income)
|
(75
|
)
|
(62
|
)
|
||||
|
Allocation to non-controlling interests
|
(527
|
)
|
(463
|
)
|
||||
|
$
|
19,539
|
$
|
16,771
|
|||||
|
Operating Results (a non-GAAP measure)
|
||||||||
|
Net income attributable to USPH shareholders
|
$
|
9,899
|
$
|
8,046
|
||||
|
Adjustments:
|
||||||||
|
Change in fair value of contingent earn-out consideration
|
(4,822
|
)
|
(612
|
)
|
||||
|
Change in revaluation of put-right liability
|
404
|
80
|
||||||
|
Clinic closure costs (1)
|
242
|
126
|
||||||
|
Business acquisition related costs (2)
|
480
|
-
|
||||||
|
ERP implementation costs (3)
|
62
|
-
|
||||||
|
Loss on sale of a partnership
|
123
|
-
|
||||||
|
Allocation to non-controlling interest
|
(10
|
)
|
(16
|
)
|
||||
|
Tax effect at statutory rate (federal and state)
|
935
|
108
|
||||||
|
$
|
7,313
|
$
|
7,732
|
|||||
|
Operating Results per share (a non-GAAP measure)
|
$
|
0.48
|
$
|
0.51
|
||||
|
Earnings per share
|
||||||||
|
Computation of earnings per share - USPH shareholders:
|
||||||||
|
Net income attributable to USPH shareholders
|
$
|
9,899
|
$
|
8,046
|
||||
|
Charges to retained earnings:
|
||||||||
|
Revaluation of redeemable non-controlling interest
|
2,903
|
(1,439
|
)
|
|||||
|
Tax effect at statutory rate (federal and state)
|
(742
|
)
|
368
|
|||||
|
$
|
12,060
|
$
|
6,975
|
|||||
|
Earnings per share (basic and diluted)
|
$
|
0.80
|
$
|
0.46
|
||||
|
Shares used in computation - basic and diluted
|
15,132
|
15,017
|
||||||
|
(1) Costs associated with the closure of 7 and 6 clinics during the 2025
First Quarter and the 2024 First Quarter, respectively.
|
|
(2) Primarily consists of legal and consulting expenses related to the
acquisitions of equity interests in certain partnerships.
(3) Consists of costs related to a one-time financial systems upgrade.
|
|
U.S. Physical Therapy Press Release
|
Page 12
|
|
May 7, 2025
|
|
Three Months Ended
|
||||||||||||
|
March 31, 2025
|
||||||||||||
|
As Reported
(GAAP) |
Adjustments (1)
|
As Adjusted
(Non-GAAP) |
||||||||||
|
(in thousands, except percentages)
|
||||||||||||
|
Segment information - Physical Therapy Operations
|
||||||||||||
|
Salaries and related costs, clinics (2)
|
$
|
91,799
|
$
|
(75
|
)
|
$
|
91,724
|
|||||
|
Operating costs, clinics (2)
|
$
|
128,971
|
$
|
(75
|
)
|
$
|
128,896
|
|||||
|
Gross profit
|
$
|
25,468
|
$
|
75
|
$
|
25,543
|
||||||
|
Gross margin
|
16.3
|
%
|
*
|
16.3
|
%
|
|||||||
|
Number of visits
|
1,443,805
|
1,443,805
|
||||||||||
|
Salaries and related costs per visit, clinics
|
$
|
63.58
|
$
|
(0.05
|
)
|
$
|
63.53
|
|||||
|
Operating costs per visit, clinics
|
$
|
89.33
|
$
|
(0.05
|
)
|
$
|
89.28
|
|||||
|
(1) Certain incentive costs related to the Metro acquisition. We believe that presenting this information will allow investors to evaluate the performance of the
Company's business more objectively.
(2) Excludes costs related to management contracts.
* Not meaningful
|
||||||||||||
|
U.S. Physical Therapy Press Release
|
Page 13
|
|
May 7, 2025
|
|
Number of Clinics(2)
|
Net Rate Per Visit(1)
|
Visits(1)
|
Average Visits Per Day(1)
|
|||||||||||||||||||||||||||||
|
2025
|
2024
|
2025
|
2024
|
2025
|
2024
|
2025
|
2024
|
|||||||||||||||||||||||||
|
First quarter
|
736
|
679
|
$
|
105.66
|
$
|
103.37
|
1,443,805
|
1,268,002
|
31.4
|
29.5
|
||||||||||||||||||||||
|
Second quarter
|
-
|
681
|
-
|
$
|
105.05
|
-
|
1,335,335
|
-
|
30.6
|
|||||||||||||||||||||||
|
Third quarter
|
-
|
661
|
-
|
$
|
105.65
|
-
|
1,317,051
|
-
|
30.1
|
|||||||||||||||||||||||
|
Fourth Quarter
|
-
|
729
|
-
|
$
|
104.73
|
-
|
1,432,801
|
-
|
31.7
|
|||||||||||||||||||||||
|
Year
|
-
|
729
|
-
|
$
|
104.71
|
1,443,805
|
5,353,189
|
-
|
30.4
|
|||||||||||||||||||||||
|
Three Months Ended
|
|||
|
March 31, 2025
|
March 31, 2024
|
||
|
Number of clinics owned or managed, beginning of period
|
729
|
671
|
|
|
Additions (3)
|
14
|
14
|
|
|
Closed or sold
|
(7)
|
(6)
|
|
|
Number of clinics owned or managed, end of period
|
736
|
679
|
|
|
(1)
|
See definition of the metrics above in the Glossary of Terms – Revenue Metrics section on page
5.
|
|
(2)
|
The Company also manages clinics owned by third parties through management contracts. In addition
to the clinic count shown above, as of March 31, 2025, the Company managed 37 clinics bringing the total owned/managed clinics to 773. As of March 31, 2024, the Company managed 41
clinics bringing the total owned/managed clinics to 720.
|
|
(1)
|
Includes clinics added through acquisitions.
|