ENSIGN
GROUP
Investor Presentation May 2017
Safe Harbor Statement Under the Private Securities Litigation Reform Act of 1995 Statements in this presentation concerning The Ensign Group’s (“Ensign” or the “Company”) future prospects are forward-looking statements based on management’s current expectations, assumptions and beliefs about our business, financial performance, operating results, the industry in which we operate and possible future events. These statements include, but are not limited to, statements regarding our growth prospects and future operating and financial performance. They are not guarantees of future results and are subject to risks, uncertainties and assumptions that could cause our actual results to materially and adversely differ from those expressed in any forwardlooking statement. Readers should not place undue reliance on any forward-looking statements and are encouraged to review our periodic filings with the Securities and Exchange Commission, including our recently filed Forms 10-K and 10-Q, for a more complete discussion of the risks and other factors that could affect Ensign’s business, prospects and any forwardlooking statements. These documents are available on our website at www.ensigngroup.net. This information is provided as of today’s date only, and except as required by federal securities law, Ensign does not undertake to publicly update or revise any forward-looking statements, whether as a result of new information, future events, changing circumstances or for any other reason after the date of this presentation. We supplement our GAAP reporting with EBITDA, EBITDAR, adjusted EBITDA, adjusted EBITDAR, adjusted net income and adjusted EPS metrics, which are supplemental non-GAAP financial measures. They reflect an additional way of looking at aspects of our operations that, when viewed with our GAAP results, provide a more complete understanding of factors and trends affecting our business. They should not be relied upon to the exclusion of GAAP financial measures. A more ample discussion of these GAAP financial measures is available on the “Investor Relations” tab of our website and a reconciliation to GAAP is included as an appendix to this presentation. During this presentation we may reference operations in any or all of the 215 transitional, skilled and assisted living Operations and other businesses operated by our subsidiaries. Each such business is operated as a separate, wholly-owned independent operating subsidiary that has its own management, employees and assets. References in the presentation to the consolidated “Company” and “its” assets and activities, as well as the use of the terms “we,” “us,” “our,” and similar verbiage are not meant to imply that The Ensign Group, Inc. has direct operating assets, employees or revenue, or that any of the Operations, the Service Center or the captive insurance subsidiary are operated by the same entity.
Table of Contents Ensign Overview
4
Organic Growth
9
Strategic Growth
17
Financial Update
22
Industry Overview
26
New Ventures
33
Appendix
36
ENSIGN
OVERVIEW
Presence Across 14 States
Ensign Overview
Organic Growth
Strategic Growth
Financial Update
Industry Overview
New Ventures
5
Ensign Overview Healthcare Market Map
Segment Revenue – Q1 2017
Acute Care
Patient Service Intensity
Urgent Care Inpatient Rehab
Outpatient Rehab
7.3%
Transitional & 84.3% Skilled Services
LTAC
Assisted Living
Home Health & 7.3% Hospice 1.1%
Other
Skilled Nursing
Revenue Payor Mix – Q1 2017(1)
Assisted Living Hospice
Other(2) Home Health
Managed Care
Home Care HOME
14.7% 38.8%
17.1%
Medicaid
Denotes Ensign Business 29.4%
Patient Illness Intensity
Source: Company filings, management. Other: Mobile Diagnostics, Urgent Care and Medical Transport not shown. (1) Represents all business lines. (2) Includes revenue from all private payors and revenue generated in our other ancillary operations.
Ensign Overview
Organic Growth
Strategic Growth
Financial Update
Medicare
Industry Overview
New Ventures
6
The Ensign Formula: Empower Local Leadership Local Leadership
Superior Clinical Outcomes
Local Market Operation of Choice
Ensign Overview
Organic Growth
Strategic Growth
Financial Update
Industry Overview
New Ventures
7
Ensign Investment Thesis Superior Results Clinical Excellence Organic Growth Opportunities In-House Therapy
Strategic Growth Opportunities
Local Leadership & Accountability
Unique Company Culture
Ensign is Positioned to Deliver Superior Clinical Excellence that Will Generate Exceptional Financial and Operating Results Ensign Overview
Organic Growth
Strategic Growth
Financial Update
Industry Overview
New Ventures
8
ORGANIC
GROWTH
Clinical Success = Financial Success Ensign CMS Star Rating Trend
83%
Facility count by Star Rating
200
1-Star
2-Star
3-Star
4-Star
5-Star
150 100 50
Over a 2-Year Period(1)
0 14
21
2009
38
45
2011
60
77
2013
72
86
2015
94 Mar-17
Ensign Adjusted EBITDAR Trend
Ensign 1-Star Facility % Trend
$ in millions
41%
$262 $268
33%
$221 20%
14% 7%
2009
2010
2011
2012
2013
3% 2014
6%
2015
10%
$87
$107
$149 $159 $130 $144
6%
2016 Mar-17
2009 2010 2011 2012 2013 2014 2015 2016 TTM
Source: Company filings, management. (1) Star Rating Process encompasses a rolling 3-year look-back period.
Ensign Overview
Organic Growth
Strategic Growth
Financial Update
Industry Overview
New Ventures
10
Established Track Record of Organic Top and Bottom-line Growth Average Operational Improvement from 1st quarter to 5th quarter(1)
Occupancy
Skilled Mix Revenue
Quality Mix Revenue
EBITDAR Margin
406 bps
504 bps
327 bps
145 bps
23%
16% of Ensign’s skilled nursing operations are “recently acquired”
61%
Same Facility
16%
Transitioning
15. 1%
Recently acquired skilled nursing operations are primed for organic growth
13.4%
166 bps
Average 1st Q EBITDAR Margin % for Recently Acquired Skilled Nursing Operations(2)
Recently Acquired
Ensign’s Untapped Organic Growth is the Largest in History Source: Management. (1) Acquisition track record based on an average for all SNF acquisitions from 2001 to July 1, 2015 measuring 5 quarters of operating performance. (2) Recently acquired skilled nursing Operations were acquired on or after January 1, 2016.
Ensign Overview
Organic Growth
Strategic Growth
Financial Update
Industry Overview
New Ventures
11
Q1 2017 Summary Metrics Skilled Mix Revenue
Medicare Rates
Consolidated 57.0% 104 Operations
Consolidated $565
40 Operations
27 Operations
52.0%
57.0%
53.5%
Same Store
Transitioning
Recently Acquired
104 Operations
40 Operations
27 Operations
$596
$539
$502
Same Store
Transitioning
Recently Acquired
Occupancy
Skilled Mix Days Consolidated 32.0%
Consolidated 74.9% 104 Operations
40 Operations
78.5%
74.5%
Same Store
Transitioning
Medicaid $205
27 Operations
104 Operations
38.3%
30.9%
65.9% Recently Acquired
40 Operations
Same Store
Transitioning
27 Operations
29.2% Recently Acquired
Source: Company filings, management. At the end of Q1, there were 171 skilled nursing Operations in operation. Transitioning represents all skilled nursing Operations purchased from January 1, 2014 to December 31, 2015 totaling 40 Operations. Same Store represents all skilling nursing Operations purchased prior to January 1, 2014 totaling 104 Operations.
Ensign Overview
Organic Growth
Strategic Growth
Financial Update
Industry Overview
New Ventures
12
Case Study - Legend Oaks Healthcare and Rehabilitation An Example of a recently acquired operation • • • •
124 licensed-bed facility in West Houston, Texas Acquired by Ensign in May 2016 EBITDAR has grown 92% from the first month of operation to Q1 2017. Increased Medicare average daily census by 44% from the first month of operation to Q1 2017.
Post Acquisition Revenue Growth $ in thousands
Post Acquisition EBITDAR Growth $ in thousands
$2,534
$2,480
$603
$2,611 $478
$1,708
Q2 2016
Ensign Overview
$455
$315
Q3 2016
Organic Growth
Q4 2016
Q1 2017
Strategic Growth
Q2 2016
Financial Update
Q3 2016
Industry Overview
Q4 2016
New Ventures
Q1 2017
13
Case Study – Opus Post Acute Rehabilitation An Example of a Transitioning Operation • • •
• •
100 licensed-bed facility in West Columbia, South Carolina Acquired by Ensign in December 2015 Revenue growth: occupancy expansion from 68.5% in the first month of operations to 79.5% occupancy in March 2017 EBITDAR expansion: 57% growth since the first quarter of operations Skilled mix growth: skilled mix days growth from 35.0% in the first month of operations to 38.2% in March 2017
Post Acquisition Revenue Growth
Post Acquisition EBITDAR Growth
$ in thousands $252
$1,995 $1,690 $160
1st QTD
Ensign Overview
1st QTD
5th QTD
Organic Growth
Strategic Growth
Financial Update
5th QTD
Industry Overview
New Ventures
14
Case Study – Brookfield Rehabilitation An Example of a Same Store Operation •
143 licensed-bed facility in Downey, California
•
Acquired by Ensign in June 2003
•
CMS Star Rating:
•
EBITDAR has grown 86% from Q1 2016 to Q1 2017
•
Typical Cases: cardiac, orthopedic, pressure ulcer/wound, CJR, transplants, LVAD/HVAD
Post Acquisition Revenue Growth $ in thousands
$2,976
Post Acquisition EBITDAR Growth $ in thousands
$2,843
$723
$766
$2,351 $412
Q1 2016
Ensign Overview
Q4 2016
Organic Growth
Q1 2017
Strategic Growth
Q1 2016
Financial Update
Q4 2016
Industry Overview
Q1 2017
New Ventures
15
Multifaceted Growth Opportunity Skilled Mix
Disciplined Acquisitions
Occupancy
Organic
CREATING VALUE Strategic
Fundamentals
Distressed Assets
New Ventures Ensign Overview
Organic Growth
Strategic Growth
Financial Update
Industry Overview
New Ventures
16
STRATEGIC
GROWTH
Proven Track Record of Successful Acquisitions Adjusted EBITDAR(1) Growth Outpaces Revenue Growth $ in millions
$268 $221 $149
$130
$542
$411 '07
$1,342
$87
$60
'08
'09
$1,713
$905
$758 '10 '11 Revenue
'12
'13 '14 EBITDAR
'15
16
TTM
16% EBITDAR CAGR(1)
EBITDAR growth has outpaced revenue growth by nearly 200 basis points on average over the past 10 years.
15% Revenue CAGR Source: Company filings, management. (1) See appendix for calculation of Adjusted EBITDAR.
Ensign Overview
Organic Growth
Strategic Growth
Financial Update
Industry Overview
New Ventures
18
Proven Track Record of Successful Acquisitions Historical Unit Growth
61
63
77
82
'07
'08
'09
'10
102
108
119
136
'11
'12
'13
'14
Skilled Nursing & Assisted Living
21 20 4 2
186
210
215
'15
'16
'17
Other
Home Health / Home Care Hospice Agencies Mobile Diagnostic Operations Medical Transport Companies
Source: Company filings, management.
Ensign Overview
Organic Growth
Strategic Growth
Financial Update
Industry Overview
New Ventures
19
Well-Capitalized for Growth Capital Structure – March 31, 2017 Cash & Cash Equivalents Revolving Credit Facility Other Debt
Conservative Leverage Profile
$ 31.5 253.2
Ability to Add Incremental Debt
13.9
Total Debt
$ 267.1
Net Debt
$ 235.6
Net Debt to Adjusted EBITDAR (1)
Active Acquisition Pipeline
4.1x
Closed $450M Credit Facility in July 2016 Source: Company filings, management. (1) Includes all interest bearing debt, plus capitalized lease obligations at 8x, minus cash and cash equivalents.
Ensign Overview
Organic Growth
Strategic Growth
Financial Update
Industry Overview
New Ventures
20
Ownership Status as of May 11, 2017 % of Total Facilites 215 Facilites
Total Operational Skilled Nursing Beds: 18,204
77.0%
17.5% 5.5%
24.7% 70.7%
4.7%
Total Assisted and Independent Units: 4,523
35.8% Leased (without a Purchase Option) Owned Leased (with a Purchase Option)
Ensign Overview
Organic Growth
Strategic Growth
60.1%
Financial Update
Industry Overview
4.1%
New Ventures
21
FINANCIAL
UPDATE
Q1 Year-Over-Year Highlights Q1 2017
Q1 2016
$ in millions
Revenue
Same Facility Revenue(1)
Adjusted EBITDAR(2)
15.3%
$441.7
$383.2
2.2%
$240.1
$234.9
$68.7
$62.6
9.7%
Source: Company filings, management. (1) Represents 104 transitional and skilled Operations purchased prior to January 1, 2014 at the end of Q1 2017. (2) See appendix for calculation of Adjusted EBITDAR.
Ensign Overview
Organic Growth
Strategic Growth
Financial Update
Industry Overview
New Ventures
23
Sequential Highlights Q1 2017
Q4 2016
$ in millions, except for census
Same Store Managed Care Revenue(1)
11%
$42.1
$37.9
Transitioning Skilled Mix Revenue(2)
6.4%
$43.8
$41.2
406.3
366.5
Transitioning Medicare Census(2)
10.9%
Source: Company filings, management. (1) Represents 104 transitional and skilled Operations purchased prior to January 1, 2014 at the end of Q1 2017. (2) Represents 40 transitional and skilled Operations purchased from January 1, 2014 to December 31, 2015.
Ensign Overview
Organic Growth
Strategic Growth
Financial Update
Industry Overview
New Ventures
24
Revenue and EPS Guidance(1) 2017
Revenue (in billions)
$1.76 to $1.80
Diluted Adjusted EPS $1.46 to $1.53
(1)
See detailed statement on guidance in earnings release.
Ensign Overview
Organic Growth
Strategic Growth
Financial Update
Industry Overview
New Ventures
25
INDUSTRY
OVERVIEW
BPCI Shares Gain or Loss with Awardee Participants FFS Payments Continue under BPCI Model 3 Acute Care
Post-Acute Care
Re-admit
Acute Care
Medicare FFS Payments
Physical Therapy in SNF
Home Care
BPCI Payments reward Quality of Care, rather than Quantity
Model 3 Bundle (30/60/90 days Post Acute Care)
Total FFS Payments Retrospectively Reconciled to Target Price (Quarterly) Medicare Target Price for Bundle of Care
Set by CMS Based on Historical Averages
Total Medicare FFS Payments Made During 90-Day Episode
BPCI Gain/(Loss)
Ensign Overview
Organic Growth
Limited to 20% of Target Price
Strategic Growth
Ensign has effectively managed the costs to provide services within its elected bundles of care, resulting in a net gain of $1.6M for BPCI participation, to date.
Financial Update
Industry Overview
New Ventures
27
Verdict from Actual Value Based Payment Participation = Ensign Wins Increased Volume via CJR Model
More Medicare CJR Business Ensign CJR Revenue as % of Medicare Revenue
CJR Admissions
4.7% 3.7%
511 340
50.3% 1.0%
2015 YTD
2016 YTD
% Increase
Effective April 1, 2016 Awardee hospitals are financially accountable for CJR(1) episodes of care during a 90-day period. Ensign’s referral volume for CJR episodes has increased indicating we are a partner of choice as hospitals narrow networks.
2015 YTD
2016 YTD
Increase
Along with increased admissions, Ensign’s Medicare revenue for CJR care has increased as a percentage of total Medicare revenue.
CJR: Comprehensive Care for Joint Replacement. (1) CJR patients are Medicare beneficiaries discharged from a participant hospital for knee and hip replacements.
Ensign Overview
Organic Growth
Strategic Growth
Financial Update
Industry Overview
New Ventures
28
Largest Beneficiary of Medicare Post-Acute Dollars with Lowest Cost Post-Acute Destinations - % of Medicare Dollars 41%
37%
10%
Skilled Nursing
Home Health
9%
IRF
2%
1%
LTAC
Hospice
Other
Relative Costs of Treatment Across Post-Acute Destinations $ in thousands
LTAC
IRF
Skilled Nursing
$115
$26
$31 $34
$10
Tracheotomy with Vent
$45 $9
Hip Fracture
$75
$67 $18 $11
Joint Replacement
$17
$6
Respiratory with Vent
$26
$8
Stroke
Skilled Nursing is the Most Utilized and Lowest Cost Setting for Post-Acute Care Sources: Medpac and US HHS Department.
Ensign Overview
Organic Growth
Strategic Growth
Financial Update
Industry Overview
New Ventures
29
Growth in 65+ Population to Outpace Skilled Nursing Supply Number of Individuals 65+ Will Grow 5x Faster Than Total Population(1) Population over 65 years old % of Total Population
100
25%
75
20%
50
15%
25
10%
0
5%
'10 '15 '20 '25 '30 '35 '40 '45 '50 '55 '60
Between 2010 and 2030, the number of individuals aged 65+ is projected to nearly double from 39M to 73M, a growth rate nearly 5x faster than the 18% increase expected for the total population. As a result, the percentage of Americans 65+ is estimated to grow from 13% to 20% of the population by 2030.
Skilled Nursing Facility Supply May Not Keep up With 65+ Population(2) 16,800 16,600 16,400 16,200 16,000 15,800 15,600 15,400 15,200 15,000
(1) (2)
Amid the growing demand for Skilled Nursing Operations, the supply has steadily decreased due to consolidation and changing reimbursement environment. '00 '01 '02 '03 '04 '05 '06 '07 '08 '09 '10 '11 '12 '13 '14 '15
US Bureau of Census (March 2015). AHCA/NCAL data (March 2015).
Ensign Overview
Organic Growth
Strategic Growth
Financial Update
Industry Overview
New Ventures
30
Growth Through Industry Headwinds $ in millions $2,000 2011 to 2014 Medicare 2% sequestration.
$1,800 2007 to 2010 Changes in RUG Classification Categories. Average price per bed hits new high.
$1,600 1999 to 2002 Reimbursement transitions to Prospective Payment System (“PPS”) leading several larger operators to file for bankruptcy
$1,400 $1,200 $1,000 $800 $600
2003 to 2006 Large operators spin off less desirable assets
Ensign is Born in 1999
Ensign acquires 54 Operations and expands home health
215 200
136
150 100
63
46
50
$200 $0
5 1999
2000
2001
2002
2003
2004
2005
2006
TSA Facilities
Ensign Overview
Organic Growth
350
250
102
$400
400
300
210
Ensign focuses on organic growth. Revenues grow 81% during this period
Ensign grows 70%
Ensign embraces new payment and delivery models
Strategic Growth
2007
2008
2009
2010
Revenue
Financial Update
2011
2012
2013
2014
2015
2016 May-17
0
Guidance
Industry Overview
New Ventures
31
Skilled Nursing Reimbursement Stable and Increasing Over Time Avg. SNF Medicaid Rate Per Day Avg. SNF Medicare Rate Per Day ENSG Same Facility Rate Per Day
(1)
$620
$508 $451
$287
$336 $349 $325 $312 $301
$363
$385
$408
$543
$580 $566 $579
$574 $505
$432
$454
$600
$484 $492 $469 $478
$196 $179 $183 $186 $177 $174 $172 $156 $164 $142 $145 $150 $129 $124 $109 $118
2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015
October 1, 2016: 2.4% net market basket increase for 2017 SNF payments Sources: Eljay LLC, Hansen, Hunter and Company for AHCA and composite of CMS, AHCA, AQNHC, OSCAR, Eljay LLC and Avalere Group Data; ENSG company filings. (1) Amounts represent the Medicare rates for all Operations acquired on or before 2013 in each year.
Ensign Overview
Organic Growth
Strategic Growth
Financial Update
Industry Overview
New Ventures
32
NEW
VENTURES
Entrepreneurial Growth New Geographic Markets
New Ventures
New Synergistic Enterprise
Ensign Overview
Organic Growth
Strategic Growth
Financial Update
Industry Overview
New Ventures
34
New Ventures: Other Post Acute Services Assisted and Independent Living Revenue Growth $ in thousands
$123,636
$125,811
2016
TTM
$88,129 $48,848
$40,931
2013
2014
2015
Home Health and Hospice Revenue Growth $ in thousands $121,280
$115,813 $90,356 $54,516 $39,762
2013 Ensign Overview
2014 Organic Growth
2015 Strategic Growth
2016 Financial Update
TTM Industry Overview
New Ventures
35
APPENDIX
Reconciliation of GAAP to Non-GAAP Financial Measures $ in thousands
Three Months Ended March 31 2017
2016
Net Income Less: net income (loss) attributable to noncontrolling interests Interest expense, net Provision for income taxes Depreciation and amortization EBITDA Facility rent – cost of services EBITDAR EBITDA Adjustments to EBITDA: Results related to closed operations and operations not at fall capacity, including continued obligations and closing expenses(a) Costs incurred for Operations currently being constructed & other start-up operations(b)
$2,956 116 3,155 1,441 10,514 $17,950 31,900 $49,850 17,950
$9,290 118 1,136 5,889 8,298 $24,495 26,991 $51,486 24,495
4,919
8,125
631
1,363
Urgent care center earnings(c) Legal costs and charges related to the settlement of the class action lawsuit(d) Share-based compensation expense(e) Acquisition related costs(f) Costs incurred related to new systems implementation and professional service fee(g) Rent related to items (a), (b), and (c) above Adjusted EBITDA Facility rent – cost of services Less: rent related to items (a), (b), and (c) above Adjusted EBITDAR
--11,000 2,224 88 --4,273 $41,085 31,900 (4,273) $68,712
(1,057) --1,885 145 678 1,940 $37,574 26,991 (1,940) $62,625
37
Reconciliation of GAAP to Non-GAAP Financial Measures Footnotes to Reconciliation of Net Income to EBITDA, EBITDAR, Adjusted EBITDA and Adjusted EBITDAR (a) Represent results at closed operations and operations not at full capacity during the three months ended March 31, 2017 and 2016, including the fair value of continued obligation under the lease agreement and related closing expenses of $4.0 million and $7.9 million, respectively. (b) Costs incurred for Operations currently being constructed and other start-up operations. This amount excludes rent, depreciation and interest expense. (c) Operating results at urgent care centers for the three months ended March 31, 2016. This amount excludes rent, depreciation, interest expense and the net loss attributable to the variable interest entity associated with our urgent care business. (d) Legal costs and charges incurred in connection with the settlement of the class action lawsuit. (e) Share-based compensation expense incurred during the three months ended March 31, 2017 and 2016. (f) Costs incurred to acquire an operation which are not capitalizable. (g) Costs incurred related to new systems implementation and income tax credits which contributed to a decrease in effective tax rate.
38
Reconciliation by Segment $ in thousands
Three Months ended March 31, Transitional and Skilled Services
Income from operations, excluding general & admin expense(a) Less: net income attributable to noncontrolling Depreciation and amortization EBITDA Rent – cost of services EBITDAR EBITDA Adjustments to EBITDA: Costs at Operations currently being constructed and other start-up operations(b) Results at closed Operations, including continued obligations and closing expenses(c) Share-based compensation expense(d) Rent related to item (b) and (c) above Adjusted EBITDA Rent – cost of services Less: rent related to items (b) and (c) above Adjusted EBITDAR (a) (b) (c) (d)
Assisted and Independent Independent Services
2017
2016
$ 31,790
$ 27,596
---
---
2017
2016
$ 4,439
Home Health & Hospice 2017
2016
$ 3,260
$ 4,294
$ 3,176
---
---
8
---
6,953 $38,743 25,946 $64,689 38,743
5,239 $32,835 18,983 $51,818 32,835
1,623 $6,062 5,308 $11,370 5,308
1,063 $4,323 7,004 $11,327 4,323
235 $4,521 551 $5,072 4,521
268 $3,444 378 $3,822 3,444
190
1,224
346
108
95
31
4,404
8,125
2
---
513
---
1,028 3,180 $47,545 25,946
1,026 1,001 $44,211 18,983
90 934 $7,434 5,308
95 368 $4,894 7,004
85 159 $5,373 551
66 9 $3,550 378
(3,180)
(1,001)
(934)
(368)
(159)
(9)
$70,311
$62,193
$11,808
$11,530
$5,765
$3,919
General and administrative expenses are not allocated to any segment for purposes of determining segment profit or loss. Costs incurred for Operations currently being constructed and other start-up operations. Represent results at closed operations and operations not at full capacity during the three months ended March 31, 2017 and 2016, including the fair value of continued obligation under the lease agreement and related closing expenses of $4.0 million and $7.9 million, respectively. 39 Share-based compensation expense incurred during the three months ended March 31, 2017 and 2016.