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What changed in Universal Health Services's 10-K — 2023 vs 2024

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Paragraph-level year-over-year comparison of Universal Health Services's 2023 and 2024 10-K annual filings, covering the Business, Risk Factors, Legal Proceedings, Cybersecurity, MD&A and Market Risk sections. Every new, removed and edited paragraph is highlighted side-by-side so you can see exactly what management changed in the 2024 report.

+590 added−605 removedSource: 10-K (2025-02-26) vs 10-K (2024-02-27)

Top changes in Universal Health Services's 2024 10-K

590 paragraphs added · 605 removed · 440 edited across 9 sections

Item 1. Business

Business — how the company describes what it does

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Biggest changeIn addition to any liabilities that a hospital may incur under EMTALA, an injured patient, the patient’s family or a medical facility that suffers a financial loss as a direct result of another hospital’s violation of the law can bring a civil suit against the hospital unrelated to the rights granted under that statute. 6 The federal government broadly interprets EMTALA to cover situations in which patients do not actually present to a hospital’s emergency room, but present for emergency examination or treatment to the hospital’s campus, generally, or to a hospital-based clinic that treats emergency medical conditions or are transported in a hospital-owned ambulance, subject to certain exceptions.
Biggest changeIn addition to any liabilities that a hospital may incur under EMTALA, an injured patient, the patient’s family or a medical facility that suffers a financial loss as a 6 direct result of another hospital’s violation of the law can bring a civil suit against the hospital unrelated to the rights granted under that statute.
In 2020, the OIG issued a final rule that established an anti-kickback statute safe harbor for value based models. Although the final regulations provide safe harbors, there may remain regulatory risks for participating hospitals, as well as financial and operational risks.
In 2020, the OIG 4 issued a final rule that established an anti-kickback statute safe harbor for value based models. Although the final regulations provide safe harbors, there may remain regulatory risks for participating hospitals, as well as financial and operational risks.
The fact that 4 conduct or a business arrangement does not fall within a safe harbor or exception does not automatically render the conduct or business arrangement illegal under the anti-kickback statute. However, such conduct and business arrangements may lead to increased scrutiny by government enforcement authorities.
The fact that conduct or a business arrangement does not fall within a safe harbor or exception does not automatically render the conduct or business arrangement illegal under the anti-kickback statute. However, such conduct and business arrangements may lead to increased scrutiny by government enforcement authorities.
We have contracted with PROs in each state where we do business to perform the required reviews. Audits: Most hospitals are subject to federal audits to validate the accuracy of Medicare and Medicaid program submitted claims. If these audits identify overpayments, we could be required to pay a substantial rebate of prior years’ payments subject to various administrative appeal rights.
We have contracted with QIOs in each state where we do business to perform the required reviews. Audits: Most hospitals are subject to federal audits to validate the accuracy of Medicare and Medicaid program submitted claims. If these audits identify overpayments, we could be required to pay a substantial rebate of prior years’ payments subject to various administrative appeal rights.
In accordance with Section 303A.12(a) of the New York Stock Exchange Listed Company Manual, we submitted our CEO’s certification to the New York Stock Exchange in 2023.
In accordance with Section 303A.12(a) of the New York Stock Exchange Listed Company Manual, we submitted our CEO’s certification to the New York Stock Exchange in 2024.
PROs may deny payment for services provided, assess fines and also have the authority to recommend to the Department of Health and Human Services (“HHS”) that a provider that is in substantial non-compliance with the standards of the PRO be excluded from participating in the Medicare program.
QIOs may deny payment for services provided, assess fines and also have the authority to recommend to the Department of Health and Human Services (“HHS”) that a provider that is in substantial non-compliance with the standards of the QIO be excluded from participating in the Medicare program.
When a defendant is determined by a court of law to have violated the False Claims Act, the defendant may be liable for up to three times the actual damages sustained by the government, plus mandatory civil penalties of between $13,508 to $27,018 for each separate false claim. There are many potential bases for liability under the False Claims Act.
When a defendant is determined by a court of law to have violated the False Claims Act, the defendant may be liable for up to three times the actual damages sustained by the government, plus mandatory civil penalties for each separate false claim. There are many potential bases for liability under the False Claims Act.
The law and regulations require Peer Review Organizations (“PROs”) to review the appropriateness of Medicare and Medicaid patient admissions and discharges, the quality of care provided, the validity of diagnosis related group (“DRG”) classifications and the appropriateness of cases of extraordinary length of stay.
The law and regulations require Quality Improvement Organizations (“QIOs”) to review the appropriateness of Medicare and Medicaid patient admissions and discharges, the quality of care provided, the validity of diagnosis related group (“DRG”) classifications and the appropriateness of cases of extraordinary length of stay.
Civil money penalties may include fines of up to $120,816 per violation and damages of up to three times the total amount of the remuneration and/or exclusion from participation in Medicare and Medicaid.
Civil money penalties may include fines and damages of up to three times the total amount of the remuneration and/or exclusion from participation in Medicare and Medicaid.
HIPAA also established federal rules protecting the privacy and security of personal health information. The privacy and security regulations address the use and disclosure of individual health care information and the rights of patients to understand and control how such information is used and disclosed. Violations of HIPAA can result in both criminal and civil fines and penalties.
The privacy and security regulations address the use and disclosure of individual health care information and the rights of patients to understand and control how such information is used and disclosed. Violations of HIPAA can result in both criminal and civil fines and penalties.
We believe that we have been in substantial compliance with HIPAA and HITECH requirements to date. Recent changes to the HIPAA regulations may result in greater compliance requirements for healthcare providers, including expanded obligations to report breaches of unsecured patient data, as well as create new liabilities for the actions of parties acting as business associates on our behalf.
We believe that we have been in substantial compliance with HIPAA and HITECH requirements to date. HIPAA regulations may result in greater compliance requirements for healthcare providers, including obligations to report breaches of unsecured patient data, as well as potential liabilities resulting from the actions of parties acting as business associates on our behalf.
Our behavioral health care facilities located in the U.K. generated net revenues of approximately $761 million in 2023 and $685 million in 2022. Total assets at our U.K. behavioral health care facilities were approximately $1.327 billion as of December 31, 2023 and $1.235 billion as of December 31, 2022.
Our behavioral health care facilities located in the U.K. generated net revenues of approximately $880 million in 2024 and $761 million in 2023. Total assets at our U.K. behavioral health care facilities were approximately $1.358 billion as of December 31, 2024 and $1.327 billion as of December 31, 2023.
Net revenues from our acute care hospitals, outpatient facilities and commercial health insurer accounted for 57% of our consolidated net revenues during each of 2023 and 2022. Net revenues from our behavioral health care facilities and commercial health insurer accounted for 43% of our consolidated net revenues during each of 2023 and 2022.
Net revenues from our acute care hospitals, outpatient facilities and commercial health insurer accounted for 56% of our consolidated net revenues during 2024 and 57% during 2023. Net revenues from our behavioral health care facilities and commercial health insurer accounted for 44% of our consolidated net revenues during 2024 and 43% during 2023.
As of February 27, 2024, we owned and/or operated 360 inpatient facilities and 48 outpatient and other facilities, including the following, located in 39 states, Washington, D.C., the United Kingdom and Puerto Rico: Acute care facilities located in the U.S.: • 27 inpatient acute care hospitals; • 27 free-standing emergency departments, and; • 10 outpatient centers & 1 surgical hospital.
As of February 26, 2025, we owned and/or operated 359 inpatient facilities and 60 outpatient and other facilities, including the following, located in 39 states, Washington, D.C., the United Kingdom and Puerto Rico: Acute care facilities located in the U.S.: • 28 inpatient acute care hospitals; • 33 free-standing emergency departments, and; • 10 outpatient centers & 1 surgical hospital.
HIPAA Administrative Simplification and Privacy Requirements: The administrative simplification provisions of HIPAA, as amended by the Health Information Technology for Economic and Clinical Health Act (“HITECH”), require the use of uniform 5 electronic data transmission standards for health care claims and payment transactions submitted or received electronically. These provisions are intended to encourage electronic commerce in the health care industry.
There are civil penalties for prohibited conduct, including, but not limited to billing for medically unnecessary products or services. 5 HIPAA Administrative Simplification and Privacy Requirements: The administrative simplification provisions of HIPAA, as amended by the Health Information Technology for Economic and Clinical Health Act (“HITECH”), require the use of uniform electronic data transmission standards for health care claims and payment transactions submitted or received electronically.
Behavioral health care facilities (333 inpatient facilities and 10 outpatient facilities): Located in the U.S.: • 186 inpatient behavioral health care facilities, and; • 8 outpatient behavioral health care facilities. Located in the U.K.: • 144 inpatient behavioral health care facilities, and; • 2 outpatient behavioral health care facilities. Located in Puerto Rico: • 3 inpatient behavioral health care facilities.
Behavioral health care facilities (331 inpatient facilities and 16 outpatient facilities): Located in the U.S.: • 181 inpatient behavioral health care facilities, and; • 14 outpatient behavioral health care facilities. Located in the U.K.: • 147 inpatient behavioral health care facilities, and; • 2 outpatient behavioral health care facilities. Located in Puerto Rico: • 3 inpatient behavioral health care facilities.
HIPAA also introduced enforcement mechanisms to prevent fraud and abuse in Medicare. There are civil penalties for prohibited conduct, including, but not limited to billing for medically unnecessary products or services.
HIPAA also introduced enforcement mechanisms to prevent fraud and abuse in Medicare.
These types of referrals are known as “self-referrals.” Sanctions for violating the Stark Law include civil penalties up to $29,899 for each violation, and up to $199,338 for sham arrangements.
These types of referrals are known as “self-referrals.” Medicare may deny payment for all services related to a prohibited referral and a hospital that has billed for prohibited services may be obligated to refund the amounts collected. In addition, sanctions for violation of the Stark Law may include civil penalties or exclusion from the Medicare and Medicaid programs.
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These provisions are intended to encourage electronic commerce in the health care industry. HIPAA also established federal rules protecting the privacy and security of personal health information, including recently proposed updates to HIPAA security rule requirements.
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The federal government broadly interprets EMTALA to cover situations in which patients do not actually present to a hospital’s emergency room, but present for emergency examination or treatment to the hospital’s campus, generally, or to a hospital-based clinic that treats emergency medical conditions or are transported in a hospital-owned ambulance, subject to certain exceptions.

Item 1A. Risk Factors

Risk Factors — what could go wrong, per management

252 edited+94 added−86 removed178 unchanged
Biggest changeNet cash used in financing activities Net cash used in financing activities was $494 million during 2023 and $318 million during 2022. 2023: The $494 million of net cash used in financing activities during 2023 consisted of the following: • generated $185 million of proceeds from additional borrowings pursuant to our revolving credit facility; • spent $547 million to repurchase shares of our Class B Common Stock in connection with: (i) open market purchases pursuant to our stock repurchase program ($524 million), and; (ii) income tax withholding obligations related to stock-based compensation programs ($23 million); • spent $85 million on net repayment of debt as follows: (i) $79 million related to our tranche A term loan facility, and; (ii) $6 million related to other debt facilities; • spent $55 million to pay quarterly cash dividends of $.20 per share; • generated $14 million from the issuance of shares of our Class B Common Stock pursuant to the terms of employee stock purchase plans; • spent $7 million to pay profit distributions related to noncontrolling interests in majority owned businesses, and; • received $3 million for the purchase of minority ownership interests in majority owned businesses. 2022: The $318 million of net cash used in financing activities during 2022 consisted of the following: • generated $705 million of proceeds from new borrowings consisting primarily of $700 million of proceeds generated from the new tranche A term loan facility which commenced in June, 2022; • spent $833 million to repurchase shares of our Class B Common Stock in connection with: (i) open market purchases pursuant to our stock repurchase program ($811 million), and; (ii) income tax withholding obligations related to stock-based compensation programs ($22 million); • spent $89 million on net repayment of debt as follows: (i) $51 million related to our tranche A term loan facility; (ii) $32 million related to our revolving credit facility, and; (iii) $6 million related to other debt facilities; • spent $58 million to pay quarterly cash dividends of $.20 per share; • spent $49 million in connection with the purchase of ownership interests from minority members, net of sales, consisting primarily of our purchase of George Washington University's 20% ownership in the George Washington University Hospital (we now own 100% of the hospital); • generated $14 million from the issuance of shares of our Class B Common Stock pursuant to the terms of employee stock purchase plans; • spent $5 million to pay profit distributions related to noncontrolling interests in majority owned businesses, and; • spent $3 million to pay financing costs. 2024 Expected Capital Expenditures: During 2024, we expect to spend approximately $850 million to $1.000 billion on capital expenditures which includes expenditures for capital equipment, construction of new facilities, and renovations and expansions at existing hospitals.
Biggest changeNet cash used in financing activities Net cash used in financing activities was $1.145 billion during 2024 and $494 million during 2023. 2024: The $1.145 billion of net cash used in financing activities during 2024 consisted of the following: • spent $2.640 billion on net repayments of debt as follows: (i) $2.259 billion related to our previous tranche A term loan facility which was extinguished in September, 2024, and replaced with a new $1.2 billion tranche A term loan facility; (ii) $366 million related to our revolving credit facility, and; (iii) $15 million related to other debt facilities; • generated $2.210 billion of proceeds from additional borrowings as follows: (i) $1.200 billion related to our new tranche A term loan facility, as mentioned above; (ii) generated approximately $500 million of net proceeds (before expenses) related to the public offering, in September, 2024, of 4.625% senior secured notes due in 2029; (iii) generated approximately $498 million of net proceeds (before expenses) related to the public offering, in September, 2024, of 5.050% senior secured notes due in 2034, and; (iv) $12 million of proceeds related to other debt facilities; • spent $671 million to repurchase shares of our Class B Common Stock in connection with: (i) open market purchases pursuant to our stock repurchase program ($599 million), and; (ii) income tax withholding obligations related to stock-based compensation programs ($72 million); • spent $53 million to pay quarterly cash dividends of $.20 per share; • generated $15 million from the issuance of shares of our Class B Common Stock pursuant to the terms of employee stock purchase plans; • received $13 million from the sale of ownership interests to minority members; • spent $13 million to pay financing costs, and; • spent $7 million to pay profit distributions related to noncontrolling interests in majority owned businesses. 2023: The $494 million of net cash used in financing activities during 2023 consisted of the following: • generated $185 million of proceeds from additional borrowings pursuant to our revolving credit facility; • spent $547 million to repurchase shares of our Class B Common Stock in connection with: (i) open market purchases pursuant to our stock repurchase program ($524 million), and; (ii) income tax withholding obligations related to stock-based compensation programs ($23 million); • spent $85 million on net repayment of debt as follows: (i) $79 million related to our tranche A term loan facility, and; (ii) $6 million related to other debt facilities; 69 • spent $55 million to pay quarterly cash dividends of $.20 per share; • generated $14 million from the issuance of shares of our Class B Common Stock pursuant to the terms of employee stock purchase plans; • spent $7 million to pay profit distributions related to noncontrolling interests in majority owned businesses, and; • received $3 million for the purchase of minority ownership interests in majority owned businesses. 2025 Expected Capital Expenditures: During 2025, we expect to spend approximately $850 million to $1.000 billion on capital expenditures which includes expenditures for capital equipment, construction of new facilities, and renovations and expansions at existing hospitals.
Our Same Facility results also neutralize (if applicable) the effect of items that are non-operational in nature including items such as, but not limited to, gains/losses on sales of assets and businesses, impacts of settlements, legal judgments and lawsuits, impairments of long-lived and intangible assets and other amounts that may be reflected in the current or prior year financial statements that relate to prior periods.
Our Same Facility results also neutralize (if applicable) the effect of items that are non-operational in nature including items such as, but not limited to, gains/losses on sales of assets and businesses, impacts of settlements, legal judgments and lawsuits, impairments of long-lived and intangible assets and other amounts that may be reflected in the current or prior year financial statements that relate to prior periods.
Under this final rule, effective January 1, 2021, CMS will require: (1) hospitals make public their standard changes (both gross charges and payer-specific negotiated charges) for all items and services online in a machine-readable format, and; (2) hospitals to make public standard charge data for a limited set of “shoppable services” the hospital provides in a form and manner that is more consumer friendly.
Under this final rule, effective January 1, 2021, CMS will require: hospitals to make public: (1) their standard changes (both gross charges and payer-specific negotiated charges) for all items and services online in a machine-readable format, and; (2) standard charge data for a limited set of “shoppable services” the hospital provides in a form and manner that is more consumer friendly.
The final modifications include: • Creation of a new a pay-for-performance incentive payment through a third component in CHIRP, the Alternate Participating Hospital Reimbursement for Improving Quality Award ("APHRIQA").
The final modifications include: • Creation of a new pay-for-performance incentive payment through a third component in CHIRP, the Alternate Participating Hospital Reimbursement for Improving Quality Award ("APHRIQA").
The HARP program is technically a Medicaid Upper Payment Limit as payment under this program is based on a reasonable estimate of the amount that would be paid for the services under Medicare payment principles but is referred to as HARP by THHSC.
HARP is technically a Medicaid Upper Payment Limit as payment under this program is based on a reasonable estimate of the amount that would be paid for the services under Medicare payment principles but is referred to as HARP by THHSC.
Due to recent guidance and enacted laws surrounding the global 15% minimum tax rate that will be effective after 2024 from the Organization for Economic Co-operation and Development ("OECD") as well as jurisdictions that we operate in, we anticipate adverse effects to our provision for income taxes as well as cash taxes.
Due to recent guidance and enacted laws surrounding the global 15% minimum tax rate that will be effective after 2024 from the Organization for Economic Co-operation and Development ("OECD"), as well as jurisdictions that we operate in, we anticipate adverse effects to our provision for income taxes as well as cash taxes.
However, the liens on the collateral securing The Notes and the Guarantees will be released if: (i) The Notes have investment grade ratings; (ii) no default has occurred and is continuing, and; (iii) the liens on the collateral securing all first lien obligations (including the Credit Agreement and The Notes) and any junior lien obligations are released or the collateral under the Credit Agreement, any other first lien obligations and any junior lien obligations is released or no longer required to be pledged.
However, the liens on the collateral securing All the Notes and the Guarantees will be released if: (i) All the Notes have investment grade ratings; (ii) no default has occurred and is continuing, and; (iii) the liens on the collateral securing all first lien obligations (including the Credit Agreement and All the Notes) and any junior lien obligations are released or the collateral under the Credit Agreement, any other first lien obligations and any junior lien obligations is released or no longer required to be pledged.
The Company’s obligations with respect to The Notes, the obligations of the Subsidiary Guarantors under the Guarantees, and the performance of all of the Company’s and the Subsidiary Guarantors’ other obligations under the Indentures, are secured equally and ratably with the Company’s and the Subsidiary Guarantors’ obligations under the Credit Agreement and The Notes by a perfected first-priority security interest, subject to permitted liens, in the collateral owned by the Company and its Subsidiary Guarantors, whether now owned or hereafter acquired.
The Company’s obligations with respect to All the Notes, the obligations of the Subsidiary Guarantors under the Guarantees, and the performance of all of the Company’s and the Subsidiary Guarantors’ other obligations under the Indentures, are secured equally and ratably with the Company’s and the Subsidiary Guarantors’ obligations under the Credit Agreement and All the Notes by a perfected first-priority security interest, subject to permitted liens, in the collateral owned by the Company and its Subsidiary Guarantors, whether now owned or hereafter acquired.
However, the liens on the collateral securing The Notes and the Guarantees will be released if: (i) The Notes have investment grade ratings; (ii) no default has occurred and is continuing, and; (iii) the liens on the collateral securing all first lien obligations (including the Credit Agreement and The Notes) and any junior lien obligations are released or the collateral under the Credit Agreement, any other first lien obligations and any junior lien obligations is released or no longer required to be pledged.
However, the liens on the collateral securing All the Notes and the Guarantees will be released if: (i) All the Notes have investment grade ratings; (ii) no default has occurred and is continuing, and; (iii) the liens on the collateral securing all first lien obligations (including the Credit Agreement and All the Notes) and any junior lien obligations are released or the collateral under the Credit Agreement, any other first lien obligations and any junior lien obligations is released or no longer required to be pledged.
The Notes will be structurally subordinated to all obligations of our existing and future subsidiaries that are not and do not become Subsidiary Guarantors of The Notes.
All the Notes will be structurally subordinated to all obligations of our existing and future subsidiaries that are not and do not become Subsidiary Guarantors of All the Notes.
We are therefore particularly sensitive to potential reductions in Medicaid and other state-based revenue programs as well as regulatory, economic, environmental and competitive changes in those states; • our ability to continue to obtain capital on acceptable terms, including borrowed funds, to fund the future growth of our business; • our inpatient acute care and behavioral health care facilities may experience decreasing admission and length of stay trends; 43 • our financial statements reflect large amounts due from various commercial and private payers and there can be no assurance that failure of the payers to remit amounts due to us will not have a material adverse effect on our future results of operations; • the Budget Control Act of 2011 (the “2011 Act”) imposed annual spending limits for most federal agencies and programs aimed at reducing budget deficits by $917 billion between 2012 and 2021, according to a report released by the Congressional Budget Office.
We are therefore particularly sensitive to potential reductions in Medicaid and other state-based revenue programs as well as regulatory, economic, environmental and competitive changes in those states; • our ability to continue to obtain capital on acceptable terms, including borrowed funds, to fund the future growth of our business; • our inpatient acute care and behavioral health care facilities may experience decreasing admission and length of stay trends; • our financial statements reflect large amounts due from various commercial and private payers and there can be no assurance that failure of the payers to remit amounts due to us will not have a material adverse effect on our future results of operations; • the Budget Control Act of 2011 (the “2011 Act”) imposed annual spending limits for most federal agencies and programs aimed at reducing budget deficits by $917 billion between 2012 and 2021, according to a report released by the Congressional Budget Office.
Under federal bankruptcy law and comparable provisions of state fraudulent transfer or conveyance laws, which may vary from state to state, The Notes or the Guarantees (or the grant of collateral securing any such obligations) could be voided as a fraudulent transfer or conveyance if we or any of the Subsidiary Guarantors, as applicable, (a) issued The Notes or incurred the Guarantees with the intent of hindering, delaying or defrauding creditors or (b) under certain circumstances received less than reasonably equivalent value or fair consideration in return for either issuing The Notes or incurring the Guarantees.
Under federal bankruptcy law and comparable provisions of state fraudulent transfer or conveyance laws, which may vary from state to state, All the Notes or the Guarantees (or the grant of collateral securing any such obligations) could be voided as a fraudulent transfer or conveyance if we or any of the Subsidiary Guarantors, as applicable, (a) issued All the Notes or incurred the Guarantees with the intent of hindering, delaying or defrauding creditors or (b) under certain circumstances received less than reasonably equivalent value or fair consideration in return for either issuing All the Notes or incurring the Guarantees.
These amounts include: (i) our behavioral health care results on a same facility basis, as indicated above; (ii) the impact of provider tax assessments which increased net revenues and other operating expenses but had no impact on income before income taxes, and; (iii) certain other amounts, if applicable, including the results of facilities acquired or opened during the past year as well as the results of certain facilities that were closed or restructured during the past year.
These amounts include: (i) our behavioral health care results on a same facility basis, as indicated above; (ii) the impact of provider tax assessments which increased net revenues and other operating expenses but had no impact on income before income taxes, and; (iii) certain other amounts, if applicable, including the results of facilities acquired or opened during the past year as well as the results of facilities that were opened or closed during the past year.
Upon the occurrence and during the continuance of an event of default under the indentures governing The Notes, subject to the terms of the Security Agreement relating to The Notes provide for (among other available remedies) the foreclosure upon and sale of the Collateral (including the pledged stock) and the distribution of the net proceeds of any such sale to the holders of The Notes, the lenders under the Credit Agreement and the holders of any other permitted first priority secured obligations on a pro rata basis, subject to any prior liens on the collateral.
Upon the occurrence and during the continuance of an event of default under the indentures governing All the Notes, subject to the terms of the Security Agreement relating to All the Notes provide for (among other available remedies) the foreclosure upon and sale of the Collateral (including the pledged stock) and the distribution of the net proceeds of any such sale to the holders of All the Notes, the lenders under the Credit Agreement and the holders of any other permitted first priority secured obligations on a pro rata basis, subject to any prior liens on the collateral.
While Congress had previously revised the intent requirement of the Anti-Kickback Statute to provide that a person is not required to “have actual knowledge or specific intent to commit a violation of” the Anti-Kickback Statute in order to be found in violation of such law, the Legislation also provides that any claims for items or services that violate the Anti-Kickback Statute are also considered false claims for purposes of the federal civil False Claims Act.
While Congress had previously revised the intent requirement of the Anti-Kickback Statute to provide that a person is not required to “have actual knowledge or specific intent to 53 commit a violation of” the Anti-Kickback Statute in order to be found in violation of such law, the Legislation also provides that any claims for items or services that violate the Anti-Kickback Statute are also considered false claims for purposes of the federal civil False Claims Act.
Provision for Asset Impairments Our financial statements for the year ended December 31, 2022, include a pre-tax provision for asset impairment of approximately $58 million, which is included in other operating expenses on the accompanying consolidated statements of income, to write-down the asset value of Desert Springs Hospital Medical Center, a 282-bed acute care hospital located in Las Vegas, Nevada.
Provision for Asset Impairments 67 Our financial statements for the year ended December 31, 2022, include a pre-tax provision for asset impairment of approximately $58 million, which is included in other operating expenses on the accompanying consolidated statements of income, to write-down the asset value of Desert Springs Hospital Medical Center, a 282-bed acute care hospital located in Las Vegas, Nevada.
In the fiscal year 2015 IPPS final rule, CMS added readmissions for coronary artery bypass graft ("CABG") surgical procedures beginning in fiscal year 2017. To account for excess readmissions, an applicable hospital's base operating DRG payment amount is adjusted for each discharge occurring during the fiscal year. Readmissions payment adjustment factors can be no more than a 3 percent reduction.
In the fiscal year 2015 IPPS final rule, CMS added readmissions for coronary artery bypass graft ("CABG") surgical procedures beginning in fiscal year 2017. To account for excess readmissions, an applicable hospital's base operating DRG payment amount is adjusted for each discharge occurring during the fiscal year. Readmissions payment adjustment factors can be no more than a 3% reduction.
If CMS determines Provider Taxes used by a state Medicaid program to finance the non-federal share of a SDP (or other Medicaid supplemental payment programs) are not in compliance with the applicable Provider Tax regulations and related federal statute, Company SDP payments (and other Medicaid supplemental payments) could be subject to recoupment by the respective state agency when non-compliance is determined by CMS to exist.
If CMS determines Provider Taxes used by a state Medicaid program to finance the non-federal share of a SDP (or other Medicaid supplemental payment programs) are not in compliance with the 63 applicable Provider Tax regulations and related federal statute, Company SDP payments (and other Medicaid supplemental payments) could be subject to recoupment by the respective state agency when non-compliance is determined by CMS to exist.
The Notes and the Guarantees are secured by first-priority liens, subject to permitted liens, on certain of the Company’s and the Subsidiary Guarantors’ assets now owned or acquired in the future by the Company or the Subsidiary Guarantors (other than real property, accounts receivable sold pursuant to the Company’s existing receivables facility (as defined in the Indentures pursuant to which The Notes were issued ), and certain other excluded assets).
All the Notes and the Guarantees are secured by first-priority liens, subject to permitted liens, on certain of the Company’s and the Subsidiary Guarantors’ assets now owned or acquired in the future by the Company or the Subsidiary Guarantors (other than real property, accounts receivable sold pursuant to the Company’s existing receivables facility (as defined in the Indentures pursuant to which All the Notes were issued), and certain other excluded assets).
This projected impact from the IPPS 2023 final rule includes an increase of approximately 0.5% to partially restore cuts made as a result of the American Taxpayer Relief Act of 2012 (“ATRA”), as required by the 21st Century Cures Act, but excludes the impact of the sequestration reductions related to the 2011 Act, Bipartisan Budget Act of 2015, and Bipartisan Budget Act of 2018.
This projected impact from the IPPS 2023 final rule includes an increase of approximately 0.5% to partially restore cuts made as a result of the American Taxpayer Relief Act of 2012, as required by the 21st Century Cures Act, but excludes the impact of the sequestration reductions related to the 2011 Act, Bipartisan Budget Act of 2015, and Bipartisan Budget Act of 2018.
These value-based purchasing programs include both public reporting of quality data and preventable adverse events tied to the quality and efficiency of care provided by facilities. Governmental programs including Medicare and Medicaid currently require hospitals to report certain quality data to receive full reimbursement updates. In addition, Medicare does not reimburse for care related to certain preventable adverse events.
These value-based purchasing programs include both public reporting of quality data and preventable adverse events tied to the quality and efficiency of care provided by facilities. Governmental programs including Medicare and Medicaid currently require hospitals to report certain quality 65 data to receive full reimbursement updates. In addition, Medicare does not reimburse for care related to certain preventable adverse events.
We consider our critical accounting policies to be those that require us to make significant judgments and estimates when we prepare our financial statements, including the following: Revenue Recognition: We report net patient service revenue at the estimated net realizable amounts from patients and third-party payers and others for services rendered.
We consider our critical accounting policies to be those that require us to make significant judgments and estimates when we prepare our financial statements, including the following: 43 Revenue Recognition: We report net patient service revenue at the estimated net realizable amounts from patients and third-party payers and others for services rendered.
Various Other State Programs: We receive substantial reimbursement from multiple states in connection with various supplemental Medicaid payment programs. The states include, but are not limited to, the state programs listed below from which we receive significant reimbursements. Kentucky Hospital Rate Increase Program (“HRIP”): In early 2021, CMS approved the Kentucky Medicaid Managed Care Hospital Rate Increase Program (“HRIP”).
Various Other State Programs: We receive substantial reimbursement from multiple states in connection with various supplemental Medicaid payment programs. The states include, but are not limited to, the state programs listed below from which we receive significant reimbursements. Kentucky Hospital Rate Increase Program (“HRIP”) 59 In early 2021, CMS approved the Kentucky Medicaid Managed Care Hospital Rate Increase Program.
In FFY 2024, as part of the FFY 2024 IPPS final rule, CMS removed the budget neutral policy that was in place in FFY 2022 and FFY 2023. 64 Hospital Acquired Conditions: The Legislation prohibits the use of federal funds under the Medicaid program to reimburse providers for medical assistance provided to treat hospital acquired conditions (“HAC”).
In FFY 2024, as part of the FFY 2024 IPPS final rule, CMS removed the budget neutral policy that was in place in FFY 2022 and FFY 2023. Hospital Acquired Conditions The Legislation prohibits the use of federal funds under the Medicaid program to reimburse providers for medical assistance provided to treat hospital acquired conditions (“HAC”).
The Court concluded that the Individual Mandate is no longer permissible under Congress’s taxing power as a result of the Tax Cut and Jobs Act of 2017 (“TCJA”) reducing the individual mandate’s tax to $0 (i.e., it no longer produces revenue, which is an essential feature of a tax), rendering the Legislation unconstitutional.
The Court concluded that the Individual Mandate is no longer permissible under Congress’s taxing power as a result of the Tax Cut and Jobs Act of 2017 reducing the individual mandate’s tax to $0 (i.e., it no longer produces revenue, which is an essential feature of a tax), rendering the Legislation unconstitutional.
Private insurance carriers typically make direct payments to hospitals or, in some cases, reimburse their policy holders, based upon the 63 particular hospital’s established charges and the particular coverage provided in the insurance policy. Private insurance reimbursement varies among payers and states and is generally based on contracts negotiated between the hospital and the payer.
Private insurance carriers typically make direct payments to hospitals or, in some cases, reimburse their policy holders, based upon the particular hospital’s established charges and the particular coverage provided in the insurance policy. Private insurance reimbursement varies among payers and states and is generally based on contracts negotiated between the hospital and the payer.
However, we are unable to provide assurance CMS will determine on a 62 retroactive basis that a state’s SDP (or other Medicaid supplemental payment program) design and Medicaid financing structures is in full compliance with the applicable federal regulations and federal statute(s).
However, we are unable to provide assurance CMS will determine on a retroactive basis that a state’s SDP (or other Medicaid supplemental payment program) design and Medicaid financing structures is in full compliance with the applicable federal regulations and federal statute(s).
In light of this decision, the government issued a final rule on August 19, 2022 eliminating the rebuttable presumption in favor of the qualifying payment amount (“QPA”) by the IDR entity and providing additional factors the IDR entity should consider when choosing between two competing offers.
In light of this decision, the government issued a final rule on August 19, 2022 eliminating the rebuttable presumption in favor of the qualifying payment amount by the IDR entity and providing additional factors the IDR entity should consider when choosing between two competing offers.
It implements additional protections against surprise medical bills under the No Surprises Act, including provisions related to the independent dispute resolution process, good faith estimates for uninsured (or self-pay) individuals, the patient-provider dispute resolution process, and expanded rights to external review.
It implements additional protections against surprise medical bills under the No Surprises Act, including provisions related to the independent dispute resolution ("IDR") process, good faith estimates for uninsured (or self-pay) individuals, the patient-provider dispute resolution process, and expanded rights to external review.
Such collateral securities are secured equally and ratably with our and the Guarantors’ obligations under our Credit Agreement. For a list of our subsidiaries the capital stock of which has been pledged to secure The Notes, see Exhibit 22.1 to this Report.
Such collateral securities are secured equally and ratably with our and the Guarantors’ obligations under our Credit Agreement. For a list of our subsidiaries the capital stock of which has been pledged to secure All the Notes, see Exhibit 22.1 to this Report.
The CAA addresses surprise medical bills stemming from emergency services, out-of-network ancillary providers at in-network facilities, and air ambulance carriers. The legislation prohibits surprise billing when out-of-network emergency services or out-of-network services at an in-network facility are provided, unless informed consent is received.
The CAA addresses surprise medical bills stemming from emergency services, out-of-network ancillary providers at in-network facilities, and air ambulance carriers. The CAA prohibits surprise billing when out-of-network emergency services or out-of-network services at an in-network facility are provided, unless informed consent is received.
Including DSH payments, an increase to the Medicare Outlier threshold and certain other adjustments, we estimate our overall increase from the final IPPS 2023 rule (covering the period of October 1, 2022 through September 30, 2023) will 55 approximate 4.4%.
Including DSH payments, an increase to the Medicare Outlier threshold and certain other adjustments, we estimate our overall increase from the final IPPS 2023 rule (covering the period of October 1, 2022 through September 30, 2023) will approximate 4.4%.
We sublease space in these buildings and any amounts received from these subleases are offset against the expense. In addition, we lease certain hospital facilities from Universal Health Realty Trust (the “Trust”) with terms scheduled to expire in 2026, 2033 and 2040.
We sublease space in these buildings and any amounts received from these subleases are offset against the expense. In addition, we lease certain hospital facilities from Universal Health Realty Income Trust (the “Trust”) with terms scheduled to expire in 2026, 2033 and 2040.
On November 2, 2021, CMS released a final rule increasing the monetary penalty that CMS can impose on hospitals that fail to comply with the price transparency requirements. We believe that our hospitals are in full compliance with the applicable federal regulations.
On 56 November 2, 2021, CMS released a final rule increasing the monetary penalty that CMS can impose on hospitals that fail to comply with the price transparency requirements. We believe that our hospitals are in full compliance with the applicable federal regulations.
As a result of our purchase option within the Aiken and Canyon Creek lease agreements, this asset purchase and sale transaction is accounted for as a failed sale leaseback in accordance with U.S. GAAP and we have accounted for the transaction as a financing arrangement.
As a result of our purchase option within the Aiken and Canyon Creek lease agreements, this asset purchase and sale transaction is accounted for as a failed sale leaseback in accordance with 71 U.S. GAAP and we have accounted for the transaction as a financing arrangement.
Although our Credit Agreement contains restrictions on the incurrence of additional indebtedness and our Credit Agreement and The Notes contain restrictions on our ability to incur liens to secure additional indebtedness, these restrictions are subject to a number of qualifications and exceptions, and the additional indebtedness incurred in compliance with these restrictions could be substantial.
Although our Credit Agreement contains restrictions on the incurrence of additional indebtedness and our Credit Agreement and All the Notes contain restrictions on our ability to incur liens to secure additional indebtedness, these restrictions are subject to a number of qualifications and exceptions, and the additional indebtedness incurred in compliance with these restrictions could be substantial.
The Legislation permits existing physician investments in a hospital to continue under a “grandfather” clause if the arrangement satisfies certain requirements and restrictions, but physicians are prohibited from 54 increasing the aggregate percentage of their ownership in the hospital.
The Legislation permits existing physician investments in a hospital to continue under a “grandfather” clause if the arrangement satisfies certain requirements and restrictions, but physicians are prohibited from increasing the aggregate percentage of their ownership in the hospital.
For additional disclosure related to our revenues including a disaggregation of our consolidated net revenues by major source for each of the periods presented herein, please see Note 10 to the Consolidated Financial Statements-Revenue .
For additional disclosure related to our revenues including a disaggregation of our consolidated net revenues by major source for each of the periods presented herein, please see Note 10 to the Consolidated Financial Statements-Revenue Recognition .
We have certain lease termination rights in connection with the District Facilities beginning on the tenth anniversary of the lease commencement date for various and 74 decreasing amounts as provided for in the agreements.
We have certain lease termination rights in connection with the District Facilities beginning on the tenth anniversary of the lease commencement date for various and decreasing amounts as provided for in the agreements.
Adjustments related to the final settlement of these retrospectively determined amounts did not materially impact our results in 2023, 2022 or 2021. If it were to occur, each 1% adjustment to our estimated net Medicare revenues that are subject to retrospective review and settlement as of December 31, 2023, would change our after-tax net income by approximately $2 million.
Adjustments related to the final settlement of these retrospectively determined amounts did not materially impact our results in 2024, 2023 or 2022. If it were to occur, each 1% adjustment to our estimated net Medicare revenues that are subject to retrospective review and settlement as of December 31, 2024, would change our after-tax net income by approximately $2 million.
This may have the effect of reducing the amount of proceeds paid to holders of The Notes. Federal and state fraudulent transfer and conveyance statutes may apply to the issuance of The Notes and the incurrence of the Guarantees.
This may have the effect of reducing the amount of proceeds paid to holders of All the Notes. Federal and state fraudulent transfer and conveyance statutes may apply to the issuance of All the Notes and the incurrence of the Guarantees.
The liens on any collateral securing The Notes and the Guarantees will also be released if the liens on that collateral securing the Credit Agreement, other first lien obligations and any junior lien obligations are released.
The liens on any collateral securing All the Notes and the Guarantees will also be released if the liens on that collateral securing the Credit Agreement, other first lien obligations and any junior lien obligations are released.
The liens on any collateral securing The Notes and the Guarantees will also be released if the liens on that collateral securing the Credit Agreement, other first lien obligations and any junior lien obligations are released.
The liens on any collateral securing All the Notes and the Guarantees will also be released if the liens on that collateral securing the Credit Agreement, other first lien obligations and any junior lien obligations are released.
(c) Our share of the estimated construction cost of two behavioral health care facilities scheduled to be completed in 2025 that, subject to approval of certain regulatory conditions, we are required to build pursuant to joint-venture agreements with third parties. In addition, we had various other projects under construction as of December 31, 2023.
(c) Our share of the estimated construction cost of two behavioral health care facilities scheduled to be completed in 2025 that, subject to approval of certain regulatory conditions, we are required to build pursuant to joint-venture agreements with third parties. In addition, we had various other projects under construction as of December 31, 2024.
Consequently, liquidating the collateral securities securing The Notes may not produce proceeds in an amount sufficient to pay any amounts due on The Notes.
Consequently, liquidating the collateral securities securing All the Notes may not produce proceeds in an amount sufficient to pay any amounts due on All the Notes.
In July, 2023, CMS proposed multiple provisions, effective as of January 1, 2024, focused on increasing hospital price transparency and compliance enforcement including but not limited to: (1) standard charges data would be posted online using a CMS template, instead of using the hospital’s own form/format; (2) all standard charge information would be encoded with a specified set of data elements (e.g., hospital name; license number; payer/plan name; description of service; billing codes, among others); (3) other technical changes related to increasing consumers’ automated accessibility to hospital standard charges, and; (4) certifications regarding accuracy of standard charge data and related compliance warning notices from CMS and requiring accessibility to health system leadership regarding transparency noncompliance.
In November, 2023, CMS finalized multiple provisions, effective as of January 1, 2024, focused on increasing hospital price transparency and compliance enforcement including but not limited to: (1) standard charges data would be posted online using a CMS template, instead of using the hospital’s own form/format; (2) all standard charge information would be encoded with a specified set of data elements (e.g., hospital name; license number; payer/plan name; description of service; billing codes, among others); (3) other technical changes related to increasing consumers’ automated accessibility to hospital standard charges, and; (4) certifications regarding accuracy of standard charge data and related compliance warning notices from CMS and requiring accessibility to health system leadership regarding transparency noncompliance.
Although the patient’s ultimate eligibility determination may result in adjustments to net revenues, these adjustments did not have a material impact on our results of operations in 2023 or 2022 since our facilities make estimates at each financial reporting period to adjust revenue based on historical collections.
Although the patient’s ultimate eligibility determination may result in adjustments to net revenues, these adjustments did not have a material impact on our results of operations in 2024 or 2023 since our facilities make estimates at each financial reporting period to adjust revenue based on historical collections.
Medicaid Federal DSH Allotment : Although the implementation has been delayed several times, the Legislation (as amended by subsequent federal legislation) requires annual aggregate reductions in federal Medicaid DSH allotment from FFY 2024 through FFY 2027. Commencing in federal fiscal year 2024, and continuing through 2027, DSH payments are scheduled to be reduced by $8 billion annually.
Medicaid Federal DSH Allotment Although the implementation has been delayed several times, the Legislation (as amended by subsequent federal legislation) requires annual aggregate reductions in federal Medicaid DSH allotment from FFY 2025 through FFY 2027. Commencing in federal fiscal year 2025, and continuing through 2027, DSH payments are scheduled to be reduced by $8 billion annually.
(e) Reflects our future minimum operating lease payment obligations related to our operating lease agreements outstanding as of December 31, 2023 as discussed in Note 7 to the Consolidated Financial Statements . Some of the lease agreements provide us with the option to renew the lease and our future lease obligations would change if we exercised these renewal options.
(e) Reflects our future minimum operating lease payment obligations related to our operating lease agreements outstanding as of December 31, 2024 as discussed in Note 7 to the Consolidated Financial Statements . Some of the lease agreements provide us with the option to renew the lease and our future lease obligations would change if we exercised these renewal options.
Please see Results of Operations - Clinical Staffing, Physician Related Expenses and Effects of Inflation above for additional disclosure regarding the factors impacting our operating costs. Behavioral Health Care Services The following table sets forth certain operating statistics for our behavioral health care services for the years ended December 31, 2023 and 2022.
Please see Results of Operations - Clinical Staffing, Physician Related Expenses and Effects of Inflation above for additional disclosure regarding the factors impacting our operating costs. Behavioral Health Care Services The following table sets forth certain operating statistics for our behavioral health care services for the years ended December 31, 2024 and 2023.
The Legislation revised reimbursement under the Medicare and Medicaid programs to emphasize the efficient delivery of high-quality care and contains a number of incentives and penalties under these programs to achieve these goals. The Legislation provides for reductions to Medicaid DSH payments which are scheduled to begin in 2024. A 2012 U.S.
The Legislation revised reimbursement under the Medicare and Medicaid programs to emphasize the efficient delivery of high-quality care and contains a number of incentives and penalties under these programs to achieve these goals. The Legislation provides for reductions to Medicaid DSH payments which are scheduled to begin in 2025. A 2012 U.S.
The Notes are fully and unconditionally guaranteed pursuant to the Guarantees on a senior secured basis by the Subsidiary Guarantors.
All the Notes are fully and unconditionally guaranteed pursuant to the Guarantees on a senior secured basis by the Subsidiary Guarantors.
We exclude the $431 million for professional and general liability claims from the contractual obligations table because there are no significant contractual obligations associated with these liabilities and because of the uncertainty of the dollar amounts to be ultimately paid as well as the timing of such payments.
We exclude the $487 million for professional and general liability claims from the contractual obligations table because there are no significant contractual obligations associated with these liabilities and because of the uncertainty of the dollar amounts to be ultimately paid as well as the timing of such payments.
The Legislation and subsequent federal legislation provides for a significant reduction in Medicaid disproportionate share payments beginning in federal fiscal year 2024 (see above in Sources of Revenues and Health Care Reform-Medicaid for additional disclosure related to the delay of these DSH reductions).
The Legislation and subsequent federal legislation provides for a significant reduction in Medicaid disproportionate share payments beginning in federal fiscal year 2025 (see above in Sources of Revenues and Health Care Reform-Medicaid for additional disclosure related to the delay of these DSH reductions).
Recent Accounting Pronouncements: For a summary of recent accounting pronouncements, please see Note 1 to the Consolidated Financial Statements-Business and Summary of Significant Accounting Standards as included in this Report on Form 10-K for the year ended December 31, 2023.
Recent Accounting Pronouncements: For a summary of recent accounting pronouncements, please see Note 1 to the Consolidated Financial Statements-Business and Summary of Significant Accounting Standards as included in this Report on Form 10-K for the year ended December 31, 2024.
(b) Assumes that all debt outstanding as of December 31, 2023, including borrowings under our Credit Agreement, remain outstanding until the final maturity of the debt agreements at the same interest rates (some of which are floating) which were in effect as of December 31, 2023.
(b) Assumes that all debt outstanding as of December 31, 2024, including borrowings under our Credit Agreement, remain outstanding until the final maturity of the debt agreements at the same interest rates (some of which are floating) which were in effect as of December 31, 2024.
In November, 2020, CMS issued a final rule permitting pass-through supplemental provider payments during a time-limited period when states transition populations or services from fee-for-service Medicaid to managed care. We receive Medicaid SDP payments from managed care organizations (“MCO’s”) authorized by CMS under 42 CFR §438.6 (c).
In November, 2020, CMS issued a final rule permitting pass-through supplemental provider payments during a time-limited period when states transition populations or services from fee-for-service Medicaid to managed care. We receive Medicaid SDP payments from MCOs authorized by CMS under 42 CFR § 438.6(c).
In addition, if we incur any additional indebtedness secured by liens that rank equally with The Notes, subject to collateral arrangements, the holders of that debt will be entitled to share ratably with you in any proceeds distributed in connection with any insolvency, liquidation, reorganization, dissolution or other winding up of our company.
In addition, if we incur any additional indebtedness secured by liens that rank equally with All the Notes, subject to collateral arrangements, the holders of that debt will be entitled to share 72 ratably with holders of All the Notes in any proceeds distributed in connection with any insolvency, liquidation, reorganization, dissolution or other winding up of our company.
Our estimated liability for self-insured professional and general liability claims is based on a number of factors including, among other things, the number of asserted claims and reported incidents, estimates of losses for these claims based on recent and historical settlement amounts, estimate of incurred but not reported claims based on historical experience, and estimates of amounts recoverable under our commercial insurance policies.
Our estimated liability for self-insured professional and general liability claims is based on a number of factors including, among other things, the number of asserted claims and reported incidents, estimates of losses for these claims based on recent and historical settlement amounts and jury verdicts, estimates of incurred but not reported claims based on historical experience, and estimates of amounts recoverable under our commercial insurance policies.
These amounts include: (i) our acute care results on a same facility basis, as indicated above; (ii) the impact of provider tax assessments which increased net revenues and other operating expenses but had no impact on income before income taxes, and; (iii) certain other amounts including, if applicable, the operating results of recently acquired/opened facilities, or divested/closed facilities, including the operating results and provision for asset impairment (recorded during 2022) for Desert Springs Hospital which discontinued all inpatient operations during the first quarter of 2023.
These amounts include: (i) our acute care results on a same facility basis, as indicated above; (ii) the impact of provider tax assessments which increased net revenues and other operating expenses but had no impact on income before income taxes, and; (iii) certain other amounts including, if applicable, the operating results of recently acquired/opened facilities, or divested/closed facilities, including the operating results for Desert Springs Hospital which discontinued all inpatient operations during the first quarter of 2023.
The Inflation Reduction Act of 2022 (“IRA”) was passed on August 16, 2022, which among other things, allows for CMS to negotiate prices for certain single-source drugs reimbursed under Medicare Part B and Part D.
The Inflation Reduction Act of 2022 (“IRA”) was passed on August 16, 2022, which among other things, allows for the Centers for Medicare and Medicaid Services ("CMS") to negotiate prices for certain single-source drugs reimbursed under Medicare Part B and Part D.
Azar (“CHAT”). Nevada State Plan Amendment ("SPA") CMS initially approved an SPA in Nevada in August, 2014 and this SPA has been approved for additional state fiscal years, including the 2023 fiscal year covering the period of July 1, 2022 through June 30, 2023. CMS approval for the 2024 fiscal year, which is still pending, is expected to occur.
Nevada State Plan Amendment ("SPA") CMS initially approved an SPA in Nevada in August, 2014 and this SPA has been approved for additional state fiscal years, including the 2024 fiscal year covering the period of July 1, 2023 through June 30, 2024. CMS approval for the 2025 fiscal year, which is still pending, is expected to occur.
The rules have limited the ability of our hospital-based physicians to receive payments for services at usually higher out-of-network rates in certain circumstances, and, as a result, have caused us to increase subsidies to these physicians or to replace their services at a higher cost level.
The rules have limited the ability of our hospital-based physicians to receive payments for services at usually higher out-of-network rates in certain circumstances, and, as a result, have caused us to increase subsidies to these physicians or to replace their services at a higher cost level; • in June 2024, the U.S.
We estimate that our reimbursements pursuant to this program will approximate $51 million during the year ended December 31, 2024. Mississippi Hospital Access Program In September, 2023, subject to CMS approval, Mississippi announced a $689 million, two-part Medicaid payment proposal, effective retroactively to July 1, 2023, that would be funded by annual hospital assessments to the state's Medicaid program.
We estimate that our net reimbursements pursuant to this program will approximate $63 million during the year ended December 31, 2025. Mississippi Hospital Access Program In September, 2023, subject to CMS approval, Mississippi announced a $689 million, two-part Medicaid payment proposal, effective retroactively to July 1, 2023, that would be funded by annual hospital assessments to the state's Medicaid program.
While these proposed rules, if adopted, would likely improve patient access to inpatient and outpatient mental health services, we are unable to estimate the related potential impact on our results of operations. Medicaid: Medicaid is a joint federal-state funded health care benefit program that is administered by the states to provide benefits to qualifying individuals.
While these rules will likely improve patient access to inpatient and outpatient mental health services, we are unable to estimate the related potential impact on our results of operations. Medicaid : Medicaid is a joint federal-state funded health care benefit program that is administered by the states to provide benefits to qualifying individuals.
These hospital assessments are calculated using a formula provided under state law. The first part of the proposal, known as the Mississippi Hospital Access Program (“MHAP”), would provide direct payments for hospitals that serve patients in the state's Medicaid managed care delivery system.
These hospital assessments are calculated using a formula provided under state law. The first part of the program, known as the Mississippi Hospital Access Program (“MHAP”), provides direct payments for hospitals that serve patients in the state's Medicaid managed care delivery system.
Revolving credit and tranche A term loan borrowings under the Credit Agreement bear interest at our election at either (1) the ABR rate which is defined as the rate per annum equal to the greatest of (a) the lender’s prime rate, (b) the weighted average of the federal funds rate, plus 0.5% and (c) one month term SOFR rate plus 1%, in each case, plus an applicable margin based upon our consolidated leverage ratio at the end of each quarter ranging from 0.25% to 0.625%, or (2) the one, three or six month term SOFR rate plus 0.1% (at our election), plus an applicable margin based upon our consolidated leverage ratio at the end of each quarter ranging from 1.25% to 1.625 %.
Revolving credit and Tranche A Term Loan borrowings under the Credit Agreement bear interest at our election at either (1) the ABR rate which is defined as the rate per annum equal to the greatest of (a) the lender’s prime rate, (b) the greater of the federal funds effective rate and the overnight bank funding rate, plus 0.5% and (c) one month term SOFR rate plus 1.1%, in each case, plus an applicable margin based upon our consolidated leverage ratio at the end of each quarter ranging from 0.25% to 0.625%, or (2) the one, three or six month term SOFR rate plus 0.1% (at our election), plus an applicable margin based upon our consolidated leverage ratio at the end of each quarter ranging from 1.25% to 1.625%.
We consider these to be “level 2” in the fair value hierarchy as outlined in the authoritative guidance for disclosures in connection with debt instruments. Our total debt as a percentage of total capitalization was approximately 44% at December 31, 2023 and 45% at December 31, 2022.
We consider these to be “level 2” in the fair value hierarchy as outlined in the authoritative guidance for disclosures in connection with debt instruments. Our total debt as a percentage of total capitalization was approximately 40% at December 31, 2024 and 44% at December 31, 2023.
The agreements contemplate that we will serve as manager for development and construction of the District Facilities on behalf of the District, with a projected aggregate cost of approximately $439 million, approximately $210 million of which was incurred as of December 31, 2023, which is being entirely funded by the District.
The agreements contemplate that we will serve as manager for development and construction of the District Facilities on behalf of the District, with a projected aggregate cost of approximately $439 million, approximately $344 million of which was incurred as of December 31, 2024, which is being entirely funded by the District.
Adjustments to self-insured professional and general liability and workers' compensation liability reserves: Professional and general liability: Our estimated liability for self-insured professional and general liability claims is based on a number of factors including, among other things, the number of asserted claims and reported incidents, estimates of losses for these claims based on recent and 48 historical settlement amounts, estimates of incurred but not reported claims based on historical experience, and estimates of amounts recoverable under our commercial insurance policies.
Adjustments to Self-Insured Professional and General Liability Reserves: Our estimated liability for self-insured professional and general liability claims is based on a number of factors including, among other things, the number of asserted claims and reported incidents, estimates of losses for these claims based on recent and historical settlement amounts and jury verdicts, estimates of incurred but not reported claims based on historical experience, and estimates of amounts recoverable under our commercial insurance policies.
The Court did not reach the plaintiffs’ merits arguments, which specifically challenged the constitutionality of the Legislation’s individual mandate and the entirety of the Legislation itself. As a result, the Legislation will continue to be law, and HHS and its respective agencies will continue to enforce regulations implementing the law.
The Court did not reach the plaintiffs’ merits arguments, which specifically challenged the constitutionality of the Legislation’s individual mandate and the entirety of the Legislation itself. As a result, the Legislation will continue to be law, and the Department of Health and Human Services ("HHS") and its respective agencies will continue to enforce regulations implementing the law.
On August 1, 2022, CMS approved the CHIRP program, with a pool of $5.2 billion, for the rate period effective September 1, 2022 to August 31, 2023. On July 31, 2023, CMS approved the CHIRP program, with a pool of $6.5 billion, for the rate period of September 1, 2023 to August 31, 2024.
On July 31, 2023, CMS approved the CHIRP program, with a pool of $6.5 billion, for the rate period of September 1, 2023 to August 31, 2024.
Obligations under operating leases for real property, real property master leases and equipment amount to $915 million as of December 31, 2023. The real property master leases are leases for buildings on or near hospital property for which we guarantee a certain level of rental income.
Obligations under operating leases for real property, real property master leases and equipment amount to $919 million as of December 31, 2024. The real property master leases are leases for buildings on or near hospital property for which we guarantee a certain level of rental income.
In these circumstances providers are prohibited from billing the patient for any amounts that exceed in-network cost-sharing requirements. HHS, the Department of Labor and the Department of the Treasury have issued interim final rules, which begin to implement the legislation.
In these circumstances providers are prohibited from billing the patient for any amounts that exceed in-network cost-sharing requirements. HHS, the Department of Labor and the Department of the Treasury have issued rules to implement the legislation.
As of December 31, 2023, the applicable margins were 0.50% for ABR-based loans and 1.50% for SOFR-based loans under the revolving credit and term loan A facilities. The revolving credit facility includes a $125 million sub-limit for letters of credit.
As of December 31, 2024, the applicable margins were 0.375% for ABR-based loans and 1.375% for SOFR-based loans under the revolving credit and term loan A facilities. The revolving credit facility includes a $125 million sub-limit for letters of credit.
The Notes and the Guarantees are secured by first-priority liens, subject to permitted liens, on certain of the Company’s and the Subsidiary Guarantors’ assets now owned or acquired in the future by the Company or the Subsidiary Guarantors (other than real property, accounts receivable sold pursuant to the Company’s Existing Receivables Facility (as defined in the Indenture pursuant to which The Notes were issued (the “Indenture”)), and certain other excluded assets).
All the Notes and the Guarantees are secured by first-priority liens, subject to permitted liens, on certain of the Company’s and the Subsidiary Guarantors’ assets now owned or acquired in the future by the Company or the Subsidiary Guarantors (other than real property, accounts receivable sold pursuant to a Company-related receivables facility (as defined in the Indenture pursuant to which All the Notes were issued (the “Indentures”), and certain other excluded assets).
On January 26, 2024, THHSC issued a final rule that will modify the CHIRP payments beginning with the State Fiscal Year (SFY) 2025 rate period to promote the advancement of the quality goals and strategies the program is designed to advance.
On January 26, 2024, the Texas Health and Human Services Commission ("THHSC") issued a final rule that will modify the CHIRP payments beginning with the State Fiscal Year (SFY) 2025 rate period to promote the advancement of the quality goals and strategies the program is designed to advance.
In July, 2023, the Departments of Labor, Health and Human Services and the Treasury announced proposed rules that would: • Mandate that insurers analyze the outcomes of their coverage to ensure there's equivalent access to mental health care, including provider networks, prior authorization rates and payment for out-of-network providers, and take action to get in compliance; • Establish when health plans can’t use prior authorization or other tactics to make it more difficult to access mental health and substance use treatment; • Require additional insurers to comply with the 2008 Mental Health Parity and Addiction Equity Act.
In September, 2024, the Departments of Labor, Health and Human Services and the Treasury published final rules that: • Mandate that insurers analyze the outcomes of their coverage to ensure there's equivalent access to mental health care, including provider networks, prior authorization rates and payment for out-of-network providers, and take action to get in compliance; • Establish when health plans can’t use prior authorization or other tactics to make it more difficult to access mental health and substance use treatment, and; • Require additional insurers to comply with the 2008 Mental Health Parity and Addiction Equity Act.
For state fiscal years beginning with SFY 2025, THHSC does not anticipate that behavioral health hospitals or rural hospitals will be included in a pay-for-performance program. • The funds for payment of the APHRIQA component will be transitioned from the existing uniform rate increase components of the UHRIP and the Average Commercial Incentive Award and will be paid using a scorecard that directs managed care organizations to pay providers for performance achievements on quality outcome measures.
For state fiscal years beginning with SFY 2025, behavioral health hospitals and rural hospitals will not be included in the pay-for-performance program, and; 58 • The funds for payment of the APHRIQA component will be transitioned from the existing uniform rate increase components of the Uniform Hospital Rate Increase Percentage and the Average Commercial Incentive Award and will be paid using a scorecard that directs managed care organizations to pay providers for performance achievements on quality outcome measures.
The increase during 2023, as compared to 2022, was due to a 4.1% increase in salaries, wages and benefits expense per average full-time equivalent employee, as well as a 4.0% increase in the average number of full time equivalent employees. The increased staffing was due, in part, to increased patient volumes.
The increase during 2024, as compared to 2023, was due to a 3.2% increase in salaries, wages and benefits expense per average full-time equivalent employee, as well as a 4.0% increase in the average number of full time equivalent employees. The increased staffing was due, in part, to increased patient volumes.

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Item 1C. Cybersecurity

Cybersecurity — threats and controls disclosure

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Biggest changeAs part of these processes, we regularly engage with assessors, consultants, auditors, and other third parties to review our cybersecurity program to help identify areas for continued focus, improvement, and compliance. Third parties who provide services and solutions to our organization are also a source of cyber risk.
Biggest changeAs part of these processes, we regularly engage with assessors, consultants, auditors, and other third parties to review our cybersecurity program to help identify areas for continued focus, improvement, and compliance. We have a commercial cybersecurity insurance policy that provides for coverage for losses sustained from cybersecurity incidents, subject to certain deductibles and limitations.
Through a third-party risk management program, we review risks associated with these third parties through contractual reviews, vendor risk assessments, and 27 continual risk reviews by monitoring the cybersecurity risk exposure these third parties pose and implementing remediation where necessary.
Through a third-party risk management program, we review risks associated with these third parties through contractual reviews, vendor risk assessments, and continual risk reviews by monitoring the cybersecurity risk exposure these third parties pose and implementing remediation where necessary.
Based on the information available as of the date of this Form 10-K, during our fiscal year 2023 and through the date of this filing, we did not identify any risks from cybersecurity threats, including as a result of any previous cybersecurity incidents (as such terms are defined in Item 106(a) of Regulation S-K), that have materially affected or are reasonably likely to materially affect us, including our business strategy, results of operations or financial condition.
Based on the information available as of the date of this Form 10-K, during our fiscal year 2024 and through the date of this filing, we did not identify any risks from cybersecurity threats, including as a result of any previous cybersecurity incidents (as such terms are defined in Item 106(a) of Regulation S-K), that have materially affected or are reasonably likely to materially affect us, including our business strategy, results of operations or financial condition.
Risk Factors .” Governance of Cybersecurity Cybersecurity is an integral part of our risk management program and is an area of focus for our Board of Directors and management. The Audit Committee of our Board of Directors is responsible for the oversight of risks from cybersecurity threats.
Risk Factors .” Governance of Cybersecurity 26 Cybersecurity is an integral part of our risk management program and is an area of focus for our Board of Directors and management. The Audit Committee of our Board of Directors is responsible for the oversight of risks from cybersecurity threats.
This process defines roles, responsibilities and action plans designed to contain, eradicate, and restore systems in the event of a major disruption. Regularly, we conduct tabletop exercises to simulate responses to an incident and implement any insight gained from those exercises to improve our recovery practices.
This process defines roles, responsibilities and action plans designed to contain and eradicate the issue and then restore systems in the event of a major disruption. Regularly, we conduct tabletop exercises to simulate responses to an incident and implement any insight gained from those exercises to improve our recovery practices.
To address cybersecurity risks facing our organization, we have adopted a “continuous risk assessment” process. We engage a third party to conduct a bi-annual National Institute of Technology-Cyber Security Framework assessment to determine the maturity of our program and related controls.
To address cybersecurity risks facing our organization, we have adopted a “continuous risk assessment” process. We engage a third party to conduct a bi-annual National Institute of Technology-Cyber Security Framework assessment to determine the effectiveness of our program and related controls.
In addition, our Board of Directors are provided with an annual report regarding cybersecurity information and related topics. Our cybersecurity risk management and strategy processes are overseen by our CISO along with leaders from our Information Security, Compliance, Legal and Internal Auditing teams.
Senior executive leadership also engage in ad-hoc discussions with management on cybersecurity topics. In addition, our Board of Directors are provided with an annual report regarding cybersecurity information and related topics . Our cybersecurity risk management and strategy processes are overseen by our CISO along with leaders from our Information Security, Compliance, Legal and Internal Auditing teams.
Members of the Audit Committee receive updates, as warranted, including quarterly updates from our Chief Information Security Officer (“CISO”) regarding matters of cybersecurity, such as key risks facing the organization, core topics, review of incidents, as well as progress against key information security initiatives. Senior executive leadership also engage in ad-hoc discussions with management on cybersecurity topics.
Members of the Audit Committee receive updates, as warranted, including quarterly updates from our Chief Information Security Officer (“CISO”) regarding matters of cybersecurity, such as key risks facing the healthcare industry and our company, core topics, review of incidents, as well as progress against key information security initiatives.
Added
However, costs and damages associated with cybersecurity incidents could exceed our commercial insurance coverage which could have a material adverse effect on our business, financial position and results of operations. Third parties who provide services and solutions to our organization are also a source of cyber risk.

Item 2. Properties

Properties — owned and leased real estate

11 edited+3 added−0 removed6 unchanged
Biggest changeClairsville, Ohio 100 Owned Fremont Hospital Fremont, California 148 Owned Friends Hospital (13) Philadelphia, Pennsylvania 219 Owned Fuller Hospital Attleboro, Massachusetts 109 Owned Garfield Park Behavioral Hospital Chicago, Illinois 88 Owned Glen Oaks Hospital Greenville, Texas 54 Owned Granite Hills Hospital West Allis, Wisconsin 120 Leased Gulf Coast Treatment Center Fort Walton Beach, Florida 28 Owned Gulfport Behavioral Health System Gulfport, Mississippi 109 Owned Hampton Behavioral Health Center Westhampton, New Jersey 120 Owned Harbour Point Behavioral Health Center Portsmouth, Virginia 186 Owned Hartgrove Behavioral Health System Chicago, Illinois 160 Owned Havenwyck Hospital Auburn Hills, Michigan 243 Owned Heartland Behavioral Health Services Nevada, Missouri 121 Owned Heritage Oaks Hospital Sacramento, California 125 Owned Heritage Oaks Patient Enrichment Center Sacramento, California 16 Owned Hermitage Hall Nashville, Tennessee 111 Owned Hickory Trail Hospital DeSoto, Texas 86 Owned Highlands Behavioral Health System Littleton, Colorado 86 Owned Hill Crest Behavioral Health Services Birmingham, Alabama 221 Owned Holly Hill Hospital Raleigh, North Carolina 296 Owned The Horsham Clinic Ambler, Pennsylvania 206 Owned HRI Hospital Brookline, Massachusetts 66 Owned The Hughes Center Danville, Virginia 96 Owned Inland Northwest Behavioral Health (9) Spokane, Washington 100 Owned Intermountain Hospital Boise, Idaho 155 Owned Kempsville Center of Behavioral Health Norfolk, Virginia 106 Owned KeyStone Center Wallingford, Pennsylvania 153 Owned Kingwood Pines Hospital Kingwood, Texas 116 Owned La Amistad Behavioral Health Services Maitland, Florida 85 Owned Lakeside Behavioral Health System Memphis, Tennessee 373 Owned Lancaster Behavioral Health Hospital (8) Lancaster, Pennsylvania 126 Owned Laurel Heights Hospital Atlanta, Georgia 124 Owned Laurel Oaks Behavioral Health Center Dothan, Alabama 118 Owned Laurel Ridge Treatment Center San Antonio, Texas 330 Owned Liberty Point Behavioral Healthcare Stauton, Virginia 58 Owned Lighthouse Behavioral Health Hospital Conway, South Carolina 105 Owned Lighthouse Care Center of Augusta Augusta, Georgia 82 Owned Lincoln Prairie Behavioral Health Center Springfield, Illinois 97 Owned Lincoln Trail Behavioral Health System Radcliff, Kentucky 140 Owned Mayhill Hospital Denton, Texas 59 Leased McDowell Center for Children Dyersburg, Tennessee 32 Owned The Meadows Psychiatric Center Centre Hall, Pennsylvania 119 Owned Meridell Achievement Center Austin, Texas 134 Owned Mesilla Valley Hospital Las Cruces, New Mexico 120 Owned Michael’s House Palm Springs, California 110 Owned Michiana Behavioral Health Plymouth, Indiana 83 Owned Midwest Center for Youth and Families Kouts, Indiana 74 Owned Millwood Hospital Arlington, Texas 134 Leased Mountain Youth Academy Mountain City, Tennessee 90 Owned Natchez Trace Youth Academy Waverly, Tennessee 115 Owned Newport News Behavioral Health Center Newport News, Virginia 132 Owned 31 United States: Name of Facility Location Number of Beds Real Property Ownership Interest North Spring Behavioral Healthcare Leesburg, Virginia 127 Leased North Star Bragaw Anchorage, Alaska 30 Owned North Star DeBarr Residential Treatment Center Anchorage, Alaska 30 Owned North Star Hospital Anchorage, Alaska 74 Owned North Star Palmer Residential Treatment Center Palmer, Alaska 30 Owned Oak Plains Academy Ashland City, Tennessee 20 Owned Okaloosa Youth Academy Crestview, Florida 72 Leased Old Vineyard Behavioral Health Services Winston-Salem, North Carolina 164 Owned Palmetto Lowcountry Behavioral Health North Charleston, South Carolina 108 Owned Palmetto Summerville Behavioral Health Summerville, South Carolina 64 Leased Palm Point Behavioral Health Titusville, FL 74 Owned Palm Shores Behavioral Health Center Bradenton, Florida 65 Owned Palo Verde Behavioral Health Tucson, Arizona 84 Leased Parkwood Behavioral Health System Olive Branch, Mississippi 148 Owned The Pavilion Behavioral Health System Champaign, Illinois 122 Owned Peachford Hospital Atlanta, Georgia 246 Owned Pembroke Hospital Pembroke, Massachusetts 120 Owned Pinnacle Pointe Behavioral Healthcare System Little Rock, Arkansas 127 Owned Poplar Springs Hospital Petersburg, Virginia 208 Owned Prairie St John’s Fargo, North Dakota 132 Owned PRIDE Institute Eden Prairie, Minnesota 42 Owned Provo Canyon School Provo, Utah 250 Owned Psychiatric Institute of Washington Washington, D.C. 130 Owned Quail Run Behavioral Health Phoenix, Arizona 116 Owned The Recovery Center Wichita Falls, Texas 34 Leased The Ridge Behavioral Health System Lexington, Kentucky 110 Owned Rivendell Behavioral Health Hospital Bowling Green, Kentucky 125 Owned Rivendell Behavioral Health Services of Arkansas Benton, Arkansas 80 Owned River Crest Hospital San Angelo, Texas 80 Owned River Oaks Hospital Harahan, Louisiana 126 Owned River Park Hospital Huntington, West Virginia 187 Owned River Point Behavioral Health Jacksonville, Florida 84 Owned River Vista Behavioral Health Madera, California 128 Owned Riveredge Hospital Forest Park, Illinois 210 Owned Rockford Center Newark, Delaware 148 Owned Rolling Hills Hospital Franklin, Tennessee 130 Owned Roxbury Treatment Center Shippensburg, Pennsylvania 112 Owned Saint Simons By-The-Sea Saint Simons Island, Georgia 101 Owned Salt Lake Behavioral Health Salt Lake City, Utah 118 Leased San Marcos Treatment Center San Marcos, Texas 265 Owned SandyPines Residential Treatment Center Jupiter, Florida 149 Owned Sierra Vista Hospital Sacramento, California 171 Owned Skywood Recovery Augusta, Michigan 100 Owned Southeast Behavioral Health (15) Cape Girardeau, Missouri 102 Owned Spring Mountain Sahara Las Vegas, Nevada 30 Owned Spring Mountain Treatment Center Las Vegas, Nevada 110 Owned Springwoods Behavioral Health Fayetteville, Arkansas 80 Owned Stonington Institute North Stonington, Connecticut 64 Owned Streamwood Behavioral Healthcare System Streamwood, Illinois 178 Owned Summit Oaks Hospital Summit, New Jersey 126 Owned SummitRidge Hospital Lawrenceville, Georgia 106 Owned Suncoast Behavioral Health Center Bradenton, Florida 60 Owned Texas NeuroRehab Center Austin, Texas 137 Owned Three Rivers Behavioral Health West Columbia, South Carolina 129 Owned Three Rivers Midlands West Columbia, South Carolina 64 Owned 32 United States: Name of Facility Location Number of Beds Real Property Ownership Interest Turning Point Care Center Moultrie, Georgia 79 Owned University Behavioral Center Orlando, Florida 112 Owned University Behavioral Health of Denton Denton, Texas 104 Owned Valle Vista Health System Greenwood, Indiana 140 Owned Valley Hospital Phoenix, Arizona 122 Owned Via Linda Behavioral Hospital (12) Scottsdale, Arizona 120 Leased The Vines Hospital Ocala, Florida 98 Owned Virginia Beach Psychiatric Center Virginia Beach, Virginia 100 Owned Wekiva Springs Center Jacksonville, Florida 120 Owned Wellstone Regional Hospital Jeffersonville, Indiana 100 Owned West Oaks Hospital Houston, Texas 176 Owned Willow Springs Center Reno, Nevada 116 Owned Windmoor Healthcare of Clearwater Clearwater, Florida 144 Owned Windsor Laurelwood Center for Behavioral Medicine Willoughby, Ohio 160 Leased Wyoming Behavioral Institute Casper, Wyoming 129 Owned United Kingdom: Name of Facility Location Number of Beds Real Property Ownership Interest Adarna House Bradford, UK 9 Owned Adele Cottages Rainworth, UK 4 Owned Amberwood Lodge Dorset, UK 9 Owned Ashbrook Birmingham, UK 16 Owned Ashfield House Huddersfield, UK 6 Owned Beacon House Lower Bradford, UK 8 Owned Beacon House Upper Bradford, UK 8 Owned Beckly Halifax, UK 12 Owned Beeches Retford, UK 12 Owned Birches Newark, UK 6 Owned Broughton House Lincolnshire, UK 34 Owned Broughton Lodge Macclesfield, UK 20 Owned Chaseways Sawbridgeworth, UK 6 Owned Cherry Tree House Mansfield Woodhouse, UK 6 Owned Conifers Derby, UK 7 Owned Cygnet Acer Chesterfield, UK 14 Owned Cygnet Acer 2 Chesterfield, UK 14 Owned Cygnet Alders Clinic Gloucester, UK 20 Owned Cygnet Appletree Meadowfield, UK 26 Owned Cygnet Aspen Clinic Doncaster, UK 16 Owned Cygnet Aspen House Doncaster, UK 20 Owned Cygnet Bostall House Abbey Wood, UK 6 Owned Cygnet Brunel Bristol, UK 32 Owned Cygnet Cedars Birmingham, UK 24 Owned Cygnet Cedar Vale East Bridgeford, UK 16 Owned Cygnet Churchill London, UK 57 Owned Cygnet Delfryn House Flintshire, UK 28 Owned Cygnet Delfryn Lodge Flintshire, UK 24 Owned Cygnet Elms Birmingham, UK 10 Owned Cygnet Fountains Blackburn, UK 34 Owned Cygnet Grange Sutton-in-Ashfield, UK 8 Owned Cygnet Heathers West Bromwich, UK 20 Owned Cygnet Hospital—Beckton London, UK 62 Owned 33 United Kingdom: Name of Facility Location Number of Beds Real Property Ownership Interest Cygnet Hospital—Bierley Bradford, UK 63 Owned Cygnet Hospital—Blackheath London, UK 32 Leased Cygnet Hospital—Bury Bury, UK 187 Owned Cygnet Hospital—Clifton Nottingham, UK 25 Owned Cygnet Hospital—Derby Derby, UK 50 Owned Cygnet Hospital—Ealing Ealing, UK 26 Owned Cygnet Hospital—Godden Green Sevenoaks, UK 39 Owned Cygnet Hospital—Harrogate Middlesex, UK 36 Owned Cygnet Hospital—Harrow Harrow, UK 60 Owned Cygnet Hospital—Hexham Northumberland, UK 27 Owned Cygnet Hospital—Kewstoke Weston-super-Mare, UK 72 Owned Cygnet Hospital—Maidstone Maidstone, UK 65 Owned Cygnet Hospital—Sheffield Sheffield, UK 57 Owned Cygnet Hospital—Sherwood Mansfield, UK 44 Owned Cygnet Hospital—Stevenage Stevenage, UK 88 Owned Cygnet Hospital—Taunton Taunton, UK 57 Owned Cygnet Hospital—Woking Woking, UK 62 Owned Cygnet Hospital—Wyke Bradford, UK 52 Owned Cygnet Hospital Colchester - Highwoods Colchester, UK 20 Owned Cygnet Hospital Colchester - Larch Court Essex, UK 4 Owned Cygnet Hospital Colchester - Oak Court Essex, UK 12 Owned Cygnet Hospital Colchester - Ramsey Colchester, UK 21 Owned Cygnet Joyce Parker Hospital Coventry, UK 57 Owned Cygnet Lodge Sutton-in-Ashfield, UK 8 Owned Cygnet Lodge—Brighouse Brighouse, UK 25 Owned Cygnet Lodge—Kenton Middlesex, UK 15 Owned Cygnet Lodge—Lewisham London, UK 17 Owned Cygnet Lodge—Salford Manchester, UK 24 Owned Cygnet Lodge—Woking Woking, UK 31 Owned Cygnet Manor Shirebrook, UK 20 Owned Cygnet Newham House Middlesbrough, UK 20 Owned Cygnet Nield House Crewe, UK 30 Owned Cygnet Oaks Barnsley, UK 35 Owned Cygnet Pindar House Barnsley, UK 22 Owned Cygnet Raglan House West Midlands, UK 25 Owned Cygnet Sedgley House Wolverhampton, UK 20 Owned Cygnet Sedgley Lodge Wolverhampton, UK 14 Owned Cygnet Sherwood House Mansfield, UK 30 Owned Cygnet Sherwood Lodge Mansfield, UK 17 Owned Cygnet St.
Biggest changeClairsville, Ohio 100 Owned Fremont Hospital Fremont, California 148 Owned Friends Hospital (13) Philadelphia, Pennsylvania 219 Owned Fuller Hospital Attleboro, Massachusetts 109 Owned Garfield Park Behavioral Hospital Chicago, Illinois 88 Owned Glen Oaks Hospital Greenville, Texas 54 Owned Granite Hills Hospital West Allis, Wisconsin 120 Leased Gulf Coast Treatment Center Fort Walton Beach, Florida 28 Owned Gulfport Behavioral Health System Gulfport, Mississippi 109 Owned Hampton Behavioral Health Center Westampton, New Jersey 120 Owned Harbor Point Behavioral Health Center Portsmouth, Virginia 186 Owned Hartgrove Behavioral Health System Chicago, Illinois 160 Owned Havenwyck Hospital Auburn Hills, Michigan 253 Owned Heartland Behavioral Health Services Nevada, Missouri 137 Owned Heritage Oaks Hospital Sacramento, California 125 Owned Heritage Oaks Patient Enrichment Center Sacramento, California 16 Owned Hermitage Hall Nashville, Tennessee 111 Owned Hickory Trail Hospital DeSoto, Texas 86 Owned Highlands Behavioral Health System Littleton, Colorado 86 Owned Hill Crest Behavioral Health Services Birmingham, Alabama 221 Owned Holly Hill Hospital Raleigh, North Carolina 296 Owned The Horsham Clinic Ambler, Pennsylvania 206 Owned HRI Hospital Brookline, Massachusetts 66 Owned The Hughes Center Danville, Virginia 96 Owned Inland Northwest Behavioral Health (9) Spokane, Washington 100 Owned Intermountain Hospital Boise, Idaho 155 Owned Kempsville Center for Behavioral Health Norfolk, Virginia 106 Owned KeyStone Center Chester, Pennsylvania 153 Owned Kingwood Pines Hospital Kingwood, Texas 116 Owned La Amistad Behavioral Health Services Maitland, Florida 85 Owned Lakeside Behavioral Health System Memphis, Tennessee 373 Owned Lancaster Behavioral Health Hospital (8) Lancaster, Pennsylvania 126 Owned Laurel Heights Hospital Atlanta, Georgia 132 Owned Laurel Oaks Behavioral Health Center Dothan, Alabama 118 Owned Laurel Ridge Treatment Center San Antonio, Texas 330 Owned Liberty Point Behavioral Healthcare Stauton, Virginia 42 Owned Lighthouse Behavioral Health Hospital Conway, South Carolina 105 Owned Lighthouse Care Center of Augusta Augusta, Georgia 82 Owned Lincoln Prairie Behavioral Health Center Springfield, Illinois 97 Owned Lincoln Trail Behavioral Health System Radcliff, Kentucky 140 Owned Mayhill Hospital Denton, Texas 59 Leased McDowell Center for Children Dyersburg, Tennessee 32 Owned The Meadows Psychiatric Center Centre Hall, Pennsylvania 119 Owned Meridell Achievement Center Liberty Hill, Texas 134 Owned Mesilla Valley Hospital Las Cruces, New Mexico 120 Owned Michael’s House Palm Springs, California 60 Owned Michiana Behavioral Health Plymouth, Indiana 83 Owned Midwest Center for Youth and Families Kouts, Indiana 75 Owned Millwood Hospital Arlington, Texas 134 Leased Mountain Youth Academy Mountain City, Tennessee 122 Owned Newport News Behavioral Health Center Newport News, Virginia 132 Owned 30 United States: Name of Facility Location Number of Beds Real Property Ownership Interest North Spring Behavioral Healthcare Leesburg, Virginia 127 Leased North Star Hospital Anchorage, Alaska 74 Owned Chris Kyle Patriots Hospital Anchorage, Alaska 66 Owned North Star DeBarr Residential Treatment Center Anchorage, Alaska 30 Owned North Star Palmer Residential Treatment Center Palmer, Alaska 30 Owned Oak Plains Academy Ashland City, Tennessee 60 Owned Okaloosa Youth Academy Crestview, Florida 72 Leased Old Vineyard Behavioral Health Services Winston-Salem, North Carolina 164 Owned Palm Point Behavioral Health Titusville, FL 74 Owned Palm Shores Behavioral Health Center Bradenton, Florida 65 Owned Palmetto Lowcountry Behavioral Health North Charleston, South Carolina 108 Owned Palo Verde Behavioral Health Tucson, Arizona 84 Owned Parkwood Behavioral Health System Olive Branch, Mississippi 148 Owned The Pavilion Behavioral Health System Champaign, Illinois 122 Owned Peachford Hospital Atlanta, Georgia 246 Owned Pembroke Hospital Pembroke, Massachusetts 120 Owned Pinnacle Pointe Behavioral Healthcare System Little Rock, Arkansas 127 Owned Poplar Springs Hospital Petersburg, Virginia 208 Owned Prairie St John’s Fargo, North Dakota 132 Owned PRIDE Institute Eden Prairie, Minnesota 42 Owned Provo Canyon School Provo, Utah 250 Owned Psychiatric Institute of Washington Washington, D.C. 130 Owned Quail Run Behavioral Health Phoenix, Arizona 116 Owned The Ridge Behavioral Health System Lexington, Kentucky 110 Owned Rivendell Behavioral Health Hospital Bowling Green, Kentucky 125 Owned Rivendell Behavioral Health Services of Arkansas Benton, Arkansas 80 Owned River Oaks Hospital Harahan, Louisiana 126 Owned River Park Hospital Huntington, West Virginia 187 Owned River Point Behavioral Health Jacksonville, Florida 84 Owned River Vista Behavioral Health Madera, California 128 Owned Riveredge Hospital Forest Park, Illinois 210 Owned Rockford Center Newark, Delaware 148 Owned Rolling Hills Hospital Franklin, Tennessee 130 Owned Roxbury Treatment Center Shippensburg, Pennsylvania 112 Owned Saint Simons By-The-Sea Saint Simons Island, Georgia 101 Owned Salt Lake Behavioral Health Salt Lake City, Utah 118 Leased San Marcos Treatment Center San Marcos, Texas 265 Owned SandyPines Residential Treatment Center Jupiter, Florida 149 Owned Sierra Vista Hospital Sacramento, California 171 Owned Skywood Recovery Augusta, Michigan 100 Owned Southeast Behavioral Health (15) Cape Girardeau, Missouri 102 Owned Spring Mountain Sahara Las Vegas, Nevada 30 Owned Spring Mountain Treatment Center Las Vegas, Nevada 110 Owned Springwoods Behavioral Health Fayetteville, Arkansas 80 Owned Stonington Institute North Stonington, Connecticut 64 Owned Streamwood Behavioral Healthcare System Streamwood, Illinois 178 Owned Summit Oaks Hospital Summit, New Jersey 126 Owned SummitRidge Hospital Lawrenceville, Georgia 106 Owned Suncoast Behavioral Health Center Bradenton, Florida 60 Owned Texas NeuroRehab Center Austin, Texas 137 Owned Three Rivers Behavioral Health West Columbia, South Carolina 129 Owned Three Rivers Midlands West Columbia, South Carolina 64 Owned Turning Point Care Center Moultrie, Georgia 79 Owned University Behavioral Center Orlando, Florida 112 Owned University Behavioral Health of Denton Denton, Texas 104 Owned 31 United States: Name of Facility Location Number of Beds Real Property Ownership Interest Valle Vista Health System Greenwood, Indiana 140 Owned Valley Hospital Phoenix, Arizona 122 Owned Via Linda Behavioral Hospital (12) Scottsdale, Arizona 120 Leased The Vines Hospital Ocala, Florida 98 Owned Virginia Beach Psychiatric Center Virginia Beach, Virginia 100 Owned Wekiva Springs Center Jacksonville, Florida 120 Owned Wellstone Regional Hospital Jeffersonville, Indiana 100 Owned West Oaks Hospital Houston, Texas 176 Owned Willow Springs Center Reno, Nevada 116 Owned Windmoor Healthcare of Clearwater Clearwater, Florida 144 Owned Windsor Laurelwood Center for Behavioral Medicine Willoughby, Ohio 160 Leased Wyoming Behavioral Institute Casper, Wyoming 137 Owned United Kingdom: Name of Facility Location Number of Beds Real Property Ownership Interest Adarna House Bradford, UK 9 Owned Adele Cottages Rainworth, UK 4 Owned Amberwood Lodge Dorset, UK 9 Owned Ashbrook Birmingham, UK 16 Owned Ashfield House Huddersfield, UK 6 Owned Beacon House Lower Bradford, UK 8 Owned Beacon House Upper Bradford, UK 8 Owned Beckly Halifax, UK 12 Owned Beeches Retford, UK 12 Owned Birches Newark, UK 6 Owned Broughton House Lincolnshire, UK 34 Owned Broughton Lodge Macclesfield, UK 20 Owned Chaseways Sawbridgeworth, UK 6 Owned Cherry Tree House Mansfield Woodhouse, UK 6 Owned Colchester – Chestnut Court Essex, UK 8 Owned Conifers Derby, UK 7 Owned Cygnet Acer Chesterfield, UK 14 Owned Cygnet Acer 2 Chesterfield, UK 14 Owned Cygnet Alders Clinic Gloucester, UK 20 Owned Cygnet Appletree Meadowfield, UK 26 Owned Cygnet Aspen Clinic Doncaster, UK 16 Owned Cygnet Aspen House Doncaster, UK 20 Owned Cygnet Bostall House Abbey Wood, UK 6 Owned Cygnet Brunel Bristol, UK 32 Owned Cygnet Cedar Vale East Bridgeford, UK 16 Owned Cygnet Cedars Birmingham, UK 24 Owned Cygnet Churchill London, UK 57 Owned Cygnet Delfryn House Flintshire, UK 28 Owned Cygnet Delfryn Lodge Flintshire, UK 24 Owned Cygnet Elms Birmingham, UK 10 Owned Cygnet Fountains Blackburn, UK 34 Owned Cygnet Grange Sutton-in-Ashfield, UK 8 Owned Cygnet Heathers West Bromwich, UK 20 Owned Cygnet Hospital—Beckton London, UK 62 Owned Cygnet Hospital—Bierley Bradford, UK 63 Owned Cygnet Hospital—Blackheath London, UK 32 Leased 32 United Kingdom: Name of Facility Location Number of Beds Real Property Ownership Interest Cygnet Hospital—Bury Bury, UK 187 Owned Cygnet Hospital—Clifton Nottingham, UK 25 Owned Cygnet Hospital—Derby Derby, UK 50 Owned Cygnet Hospital—Ealing Ealing, UK 26 Owned Cygnet Hospital—Godden Green Sevenoaks, UK 39 Owned Cygnet Hospital—Harrogate Harrogate, UK 36 Owned Cygnet Hospital—Harrow Harrow, UK 64 Owned Cygnet Hospital—Hexham Hexham, UK 27 Owned Cygnet Hospital—Kewstoke Kewstoke, UK 72 Owned Cygnet Hospital—Maidstone Maidstone, UK 65 Owned Cygnet Hospital—Oldbury .
(12) We manage and hold a 51% ownership interest in this facility. The remaining 49% ownership interest is held by an unaffiliated third party. (13) We manage and hold a 80% ownership interest in this facility. The remaining 20% ownership interest is held by an unaffiliated third party. (14) We manage and hold a 70% ownership interest in this facility.
(12) We manage and hold a 51% ownership interest in this facility. The remaining 49% ownership interest is held by an unaffiliated third party. (13) We manage and hold an 80% ownership interest in this facility. The remaining 20% ownership interest is held by an unaffiliated third party. (14) We manage and hold a 70% ownership interest in this facility.
(5) We own a noncontrolling ownership interest of approximately 50% in the entity that operates this facility that is managed by a third-party. (6) We hold an 93% ownership interest in this facility through both general and limited partnership interests. The remaining 7% ownership interest is held by unaffiliated third parties. (7) Land of this facility is leased.
(5) We own a noncontrolling ownership interest of approximately 50% in the entity that operates this facility that is managed by a third-party. (6) We hold a 93% ownership interest in this facility through both general and limited partnership interests. The remaining 7% ownership interest is held by unaffiliated third parties. (7) Land of this facility is leased.
Williams Darlington, UK 12 Owned Cygnet Storthfield House Derbyshire, UK 22 Owned Cygnet Victoria House Darlington, UK 26 Owned Cygnet Views Matlock, UK 10 Owned Cygnet Wallace Hospital Dundee, UK 10 Owned Cygnet Wast Hills Birmingham, UK 26 Owned Dene Brook Rotherham, UK 13 Owned Devon Lodge Southampton, UK 12 Owned Dove Valley Mews Barnsley, UK 10 Owned Ducks Halt Essex, UK 5 Owned Eleni House Essex, UK 8 Owned Ellen Mhor Dundee, UK 12 Owned Elston House Newark, UK 8 Owned Fairways Ipswich, UK 8 Owned 34 United Kingdom: Name of Facility Location Number of Beds Real Property Ownership Interest The Fields Sheffield, UK 54 Owned Gables Essex, UK 7 Owned Gledcliffe Road Huddersfield, UK 6 Owned Gledholt Huddersfield, UK 9 Owned Gledholt Mews Huddersfield, UK 21 Owned Glyn House Stoke on Trent, UK 5 Owned Hansa Lodge Rainham, UK 5 Owned Hawkstone Keighley, UK 10 Owned Hollyhurst Darlington, UK 19 Owned Hope House Hartlepool, UK 11 Owned Kirkside House Leeds, UK 7 Owned Kirkside Lodge Leeds, UK 8 Owned Langdale Coach House Huddersfield, UK 3 Owned Langdale House Huddersfield, UK 8 Owned Lindsay House Dundee, UK 2 Owned Longfield House Bradford, UK 9 Owned Lowry House Hyde, UK 12 Owned Malborn & Teroan Mansfield, UK 6 Owned Marion House Derby, UK 5 Owned Meadows Mews Tipton, UK 10 Owned Morgan House Stoke on Trent, UK 5 Owned Nightingale Dorset, UK 10 Owned Norcott House Liversedge, UK 11 Owned Norcott Lodge Liversedge, UK 9 Owned Oakhurst Lodge Hampshire, UK 8 Owned Oaklands Northumberland, UK 19 Owned Old Leigh House Essex, UK 7 Leased The Orchards Essex, UK 5 Owned Outwood Leeds, UK 10 Owned Oxley Lodge Huddersfield, UK 4 Owned Oxley Woodhouse Huddersfield, UK 13 Owned Pines Mansfield Woodhouse, UK 7 Owned Ranaich House Dunblane, UK 14 Owned Redlands Darlington, UK 5 Owned Rhyd Alyn Flintshire, UK 6 Owned River View Darlington, UK 4 Owned Shear Meadow Hemel Hempstead, UK 4 Owned Sherwood Lodge Step Down Mansfield, UK 9 Owned The Squirrels Hampshire, UK 9 Owned 4, 5, 7 The Sycamores South Normanton, UK 6 Owned 15 The Sycamores South Normanton, UK 4 Owned Tabley House Nursing Home Knutsford, UK 51 Leased Thistle House Dundee, UK 10 Owned Thornfield Grange Bishop Auckland, UK 9 Owned Thornfield House Bradford, UK 7 Owned Thors Park Essex, UK 14 Owned Toller Road Leicestershire, UK 8 Owned Trinity House Galloway, UK 13 Owned Trinity Lodge Lockerbie, UK 6 Owned Tupwood Gate Nursing Home Caterham, UK 33 Owned Ty Alarch Merthyr Tydfil 6 Owned 1Vincent Court Lancashire, UK 5 Owned Walkern Lodge Stevenage, UK 4 Owned Willow House Birmingham, UK 8 Owned Woodcross & Turls Hill Wolverhampton, UK 8 Owned 35 United Kingdom: Name of Facility Location Number of Beds Real Property Ownership Interest Woodrow House Stockport, UK 9 Owned Puerto Rico: Name of Facility Location Number of Beds Real Property Ownership Interest First Hospital Panamericano—Cidra Cidra, Puerto Rico 165 Owned First Hospital Panamericano—Ponce Ponce, Puerto Rico 30 Owned First Hospital Panamericano—San Juan San Juan, Puerto Rico 45 Owned Outpatient Behavioral Health Care Facilities United States: Name of Facility Location Real Property Ownership Interest Arbour Counseling Services Rockland, Massachusetts Owned The Canyon at Santa Monica Los Angeles, California Leased Foundations San Francisco San Francisco, California Leased Michael’s House Outpatient Palm Springs, California Leased The Pointe Outpatient Behavioral Health Services Little Rock, Arkansas Leased Saint Louis Behavioral Medicine Institute St.
Williams Darlington, UK 12 Owned Cygnet Storthfield House Derbyshire, UK 22 Owned Cygnet Victoria House Darlington, UK 26 Owned Cygnet Views Matlock, UK 10 Owned Cygnet Wallace Hospital Dundee, UK 10 Owned Cygnet Wast Hills Birmingham, UK 26 Owned Dene Brook Rotherham, UK 13 Owned Devon Lodge Southampton, UK 12 Owned Dove Valley Mews Barnsley, UK 10 Owned Ducks Halt Essex, UK 5 Owned Ellen Mhor Dundee, UK 12 Owned Elston House Newark, UK 8 Owned Fairways Ipswich, UK 8 Owned 33 United Kingdom: Name of Facility Location Number of Beds Real Property Ownership Interest The Fields Sheffield, UK 54 Owned Gables Essex, UK 7 Owned Gledcliffe Road Huddersfield, UK 6 Owned Gledholt Huddersfield, UK 9 Owned Gledholt Mews Huddersfield, UK 21 Owned Glyn House Stoke on Trent, UK 5 Owned Hansa Lodge Rainham, UK 5 Owned Hawkstone Keighley, UK 10 Owned Hollyhurst Darlington, UK 19 Owned Hope House Hartlepool, UK 11 Owned Kirkside House Leeds, UK 7 Owned Kirkside Lodge Leeds, UK 8 Owned Langdale Coach House Huddersfield, UK 3 Owned Langdale House Huddersfield, UK 8 Owned Lindsay House Dundee, UK 2 Owned Longfield House Bradford, UK 9 Owned Lowry House Hyde, UK 12 Owned Malborn & Teroan Mansfield, UK 6 Owned Marion House Derby, UK 5 Owned Meadows Mews Tipton, UK 10 Owned Morgan House Stoke on Trent, UK 5 Owned Nightingale Dorset, UK 10 Owned Norcott House Liversedge, UK 11 Owned Norcott Lodge Liversedge, UK 9 Owned Oakhurst Lodge Hampshire, UK 8 Owned Oaklands Northumberland, UK 19 Owned Old Leigh House Essex, UK 7 Leased The Orchards Essex, UK 5 Owned Outwood Leeds, UK 10 Owned Oxley Lodge Huddersfield, UK 4 Owned Oxley Woodhouse Huddersfield, UK 13 Owned Pines Mansfield Woodhouse, UK 7 Owned Ranaich House Dunblane, UK 14 Owned Redlands Darlington, UK 5 Owned Rhyd Alyn Flintshire, UK 6 Owned River View Darlington, UK 4 Owned Shear Meadow Hemel Hempstead, UK 4 Owned Sherwood Lodge Step Down Mansfield, UK 9 Owned The Squirrels Hampshire, UK 9 Owned 4, 5, 7 The Sycamores South Normanton, UK 6 Owned 15 The Sycamores South Normanton, UK 4 Owned Tabley House Nursing Home Knutsford, UK 51 Leased Thistle House Dundee, UK 10 Owned Thornfield Grange Bishop Auckland, UK 9 Owned Thornfield House Bradford, UK 7 Owned Thors Park Essex, UK 14 Owned Toller Road Leicestershire, UK 8 Owned Trinity House Lockerbie, UK 13 Owned Trinity Lodge Lockerbie, UK 6 Owned Tupwood Gate Nursing Home Caterham, UK 33 Owned Ty Alarch Merthyr Tydfil 6 Owned 1Vincent Court Lancashire, UK 5 Owned Walkern Lodge Stevenage, UK 4 Owned Willow House Birmingham, UK 8 Owned Woodcross & Turls Hill Wolverhampton, UK 8 Owned 34 United Kingdom: Name of Facility Location Number of Beds Real Property Ownership Interest Woodrow House Stockport, UK 9 Owned Puerto Rico: Name of Facility Location Number of Beds Real Property Ownership Interest First Hospital Panamericano—Cidra Cidra, Puerto Rico 165 Owned First Hospital Panamericano—Ponce Ponce, Puerto Rico 30 Owned First Hospital Panamericano—San Juan San Juan, Puerto Rico 45 Owned Outpatient Behavioral Health Care Facilities United States: Name of Facility Location Real Property Ownership Interest Arbour Counseling Services Rockland, Massachusetts Owned The Canyon at Santa Monica Los Angeles, California Leased Foundations Health High Point High Point, North Carolina Leased Foundations San Francisco San Francisco, California Leased Michael’s House Outpatient Palm Springs, California Leased The Pointe Outpatient Behavioral Health Services Little Rock, Arkansas Leased The Recovery Center Wichita Falls, Texas Leased Saint Louis Behavioral Medicine Institute St.
Facilities The following tables set forth the name, location, type of facility and, for acute care hospitals and behavioral health care facilities, the number of licensed beds: Acute Care Hospitals Name of Facility Location Number of Beds Real Property Ownership Interest Aiken Regional Medical Centers (1) Aiken, South Carolina 211 Leased Aurora Pavilion Behavioral Health Services (1) Aiken, South Carolina 62 Leased ER at Sweetwater North Augusta, South Carolina — Owned Centennial Hills Hospital Medical Center Las Vegas, Nevada 339 Owned ER at Valley Vista North Las Vegas, Nevada — Owned ER at West Craig Las Vegas, Nevada — Owned Corona Regional Medical Center Corona, California 259 Owned Desert View Hospital Pahrump, Nevada 25 Owned Doctors Hospital of Laredo (6) Laredo, Texas 183 Owned Doctors Hospital Emergency Room Saunders Laredo, Texas — Owned Doctors Hospital Emergency Room South Laredo, Texas — Leased Fort Duncan Regional Medical Center Eagle Pass, Texas 101 Owned The George Washington University Hospital (17) Washington, D.C. 395 Leased Henderson Hospital Henderson, Nevada 303 Owned ER at Green Valley Ranch Henderson, Nevada — Owned 28 Name of Facility Location Number of Beds Real Property Ownership Interest Lakewood Ranch Medical Center Lakewood Ranch, Florida 120 Owned ER at Fruitville Sarasota, Florida — Owned Manatee Memorial Hospital Bradenton, Florida 295 Owned ER at Sun City Center Wimauma, Florida −− Owned Manatee ER at Bayshore Gardens Bradenton, Florida −− Owned Northern Nevada Medical Center Sparks, Nevada 124 Owned ER at Damonte Ranch Reno, Nevada — Owned ER at McCarran NW Reno, Nevada — Owned Northern Nevada Sierra Medical Center Reno, Nevada 158 Owned ER at Spanish Springs Sparks, Nevada — Owned Northwest Texas Healthcare System Amarillo, Texas 405 Owned Northwest Texas Healthcare System Behavioral Health Amarillo, Texas 90 Owned Northwest Emergency at Town Square Amarillo, Texas — Owned Northwest Emergency on Georgia Amarillo, Texas — Owned Palmdale Regional Medical Center Palmdale, California 184 Owned South Texas Health System (2) South Texas Health System Edinburg/South Texas Health System Children’s (2) Edinburg, Texas 294 Owned South Texas Health System Behavioral (2) McAllen, Texas 134 Owned South Texas Health System Heart (2) McAllen, Texas 60 Owned South Texas Health System McAllen (1) (2) McAllen, Texas 431 Leased South Texas Health System ER Alamo (2) Alamo, Texas — Owned South Texas Health System ER McColl (2) Edinburg, Texas — Owned South Texas Health System ER Mission (1) (2) Mission, Texas — Leased South Texas Health System ER Monte Cristo (2) Edinburg, Texas — Owned South Texas Health System ER Ware Road (2) McAllen, Texas — Owned South Texas Health System ER Weslaco (1) (2) Weslaco, Texas — Leased Southwest Healthcare System Southwest Healthcare Inland Valley Hospital Wildomar, California 120 Owned Southwest Healthcare Rancho Springs Hospital Murrieta, California 120 Owned Spring Valley Hospital Medical Center Las Vegas, Nevada 364 Owned ER at Blue Diamond Las Vegas, Nevada — Owned Valley Health Specialty Hospital Las Vegas, Nevada 66 Owned St.
Facilities The following tables set forth the name, location, type of facility and, for acute care hospitals and behavioral health care facilities, the number of licensed beds: Acute Care Hospitals Name of Facility Location Number of Beds Real Property Ownership Interest Aiken Regional Medical Centers (1) Aiken, South Carolina 211 Leased Aurora Pavilion Behavioral Health Services (1) Aiken, South Carolina 62 Leased ER at Sweetwater North Augusta, South Carolina — Owned Centennial Hills Hospital Medical Center Las Vegas, Nevada 339 Owned ER at Valley Vista North Las Vegas, Nevada — Owned ER at West Craig Las Vegas, Nevada — Owned Corona Regional Medical Center Corona, California 259 Owned Desert View Hospital Pahrump, Nevada 25 Owned Doctors Hospital of Laredo (6) Laredo, Texas 183 Owned Doctors Hospital Emergency Room Saunders Laredo, Texas — Owned Doctors Hospital Emergency Room South Laredo, Texas — Leased Doctors Hospital Emergency Room Wright Ranch Laredo, Texas — Owned Fort Duncan Regional Medical Center Eagle Pass, Texas 101 Owned The George Washington University Hospital (17) Washington, D.C. 395 Leased Henderson Hospital Henderson, Nevada 303 Owned ER at Cadence Henderson, Nevada — Owned ER at Green Valley Ranch Henderson, Nevada — Owned Lakewood Ranch Medical Center Lakewood Ranch, Florida 120 Owned ER at Fruitville Sarasota, Florida — Owned Manatee Memorial Hospital Bradenton, Florida 295 Owned ER at Palma Sola Bradenton, Florida — Owned ER at Sun City Center Wimauma, Florida — Owned Manatee ER at Bayshore Gardens Bradenton, Florida — Owned Northern Nevada Medical Center Sparks, Nevada 124 Owned 27 Name of Facility Location Number of Beds Real Property Ownership Interest Northwest Specialty Hospital (Behavioral Health) Reno, Nevada 70 Owned Sierra Medical Center Reno, Nevada 158 Owned ER at Damonte Ranch Reno, Nevada — Owned ER at McCarran NW Reno, Nevada — Owned ER at Spanish Springs Sparks, Nevada — Owned Northwest Texas Healthcare System Amarillo, Texas 405 Owned Northwest Texas Healthcare System Behavioral Health Amarillo, Texas 90 Owned Northwest Emergency at Tascosa Amarillo, Texas — Owned Northwest Emergency at Town Square Amarillo, Texas — Owned Northwest Emergency on Georgia Amarillo, Texas — Owned Palmdale Regional Medical Center Palmdale, California 184 Owned South Texas Health System (2) South Texas Health System Edinburg/South Texas Health System Children’s (2) Edinburg, Texas 294 Owned South Texas Health System Behavioral (2) Edinburg, Texas 134 Owned South Texas Health System Heart (2) McAllen, Texas 60 Owned South Texas Health System McAllen (1) (2) McAllen, Texas 431 Leased South Texas Health System ER Alamo (2) Alamo, Texas — Owned South Texas Health System ER McColl (2) Edinburg, Texas — Owned South Texas Health System ER Mission (1) (2) Mission, Texas — Leased South Texas Health System ER Monte Cristo (2) Edinburg, Texas — Owned South Texas Health System ER Pharr (2) Pharr, Texas — Owned South Texas Health System ER Ware Road (2) McAllen, Texas — Owned South Texas Health System ER Weslaco (1) (2) Weslaco, Texas — Leased Southwest Healthcare System Southwest Healthcare Inland Valley Hospital Wildomar, California 120 Owned Southwest Healthcare Rancho Springs Hospital Murrieta, California 120 Owned Spring Valley Hospital Medical Center Las Vegas, Nevada 364 Owned ER at Blue Diamond Las Vegas, Nevada — Owned Valley Health Specialty Hospital Las Vegas, Nevada 66 Owned St.
The remaining 30% ownership interest is held by an unaffiliated third party. (15) We manage and hold a 75% ownership interest in this facility. The remaining 25% ownership interest is held by an unaffiliated third party. (16) We manage and hold a 74% ownership interest in this facility. The remaining 26% ownership interest is held by an unaffiliated third party.
The remaining 30% ownership interest is held by an unaffiliated third party. (15) We manage and hold a 75% ownership interest in this facility. The remaining 25% ownership interest is held by an unaffiliated third party. (16) We manage and hold a 75% ownership interest in this facility. The remaining 25% ownership interest is held by an unaffiliated third party.
Johns, Michigan 54 Owned Cedar Grove Residential Treatment Center Murfreesboro, Tennessee 45 Owned Cedar Hills Hospital (7) Portland, Oregon 98 Owned Cedar Ridge Behavioral Hospital Oklahoma City, Oklahoma 60 Owned Cedar Ridge Residential Treatment Center Oklahoma City, Oklahoma 56 Owned Cedar Ridge Behavioral Hospital at Bethany Bethany, Oklahoma 56 Owned Cedar Springs Hospital Colorado Springs, Colorado 110 Owned Centennial Peaks Hospital Louisville, Colorado 104 Owned Center for Change Orem, Utah 58 Owned Central Florida Behavioral Hospital Orlando, Florida 174 Owned Chris Kyle Patriots Hospital Anchorage, Alaska 36 Owned Clarion Psychiatric Center Clarion, Pennsylvania 112 Owned Clive Behavioral Health (1) (11) Clive, Iowa 100 Leased Coastal Behavioral Health Savannah, Georgia 50 Owned Coastal Harbor Treatment Center Savannah, Georgia 145 Owned Columbus Behavioral Center for Children and Adolescents Columbus, Indiana 57 Owned Compass Intervention Center Memphis, Tennessee 148 Owned Copper Hills Youth Center West Jordan, Utah 197 Owned Coral Shores Behavioral Health Stuart, Florida 80 Owned Cumberland Hall Hospital Hopkinsville, Kentucky 97 Owned Cumberland Hospital for Children and Adolescents New Kent, Virginia 108 Owned Cypress Creek Hospital Houston, Texas 128 Owned Del Amo Behavioral Health System Torrance, California 166 Owned Diamond Grove Center Louisville, Mississippi 57 Owned Dover Behavioral Health System Dover, Delaware 104 Owned El Paso Behavioral Health System El Paso, Texas 166 Owned Emerald Coast Behavioral Hospital Panama City, Florida 86 Owned Fairfax Fairfax Behavioral Health Kirkland, Washington 157 Owned Fairfax Behavioral Health—Everett Everett, Washington 30 Leased Fairfax Behavioral Health—Monroe Monroe, Washington 34 Leased Fairmount Behavioral Health System Philadelphia, Pennsylvania 239 Owned Forest View Hospital Grand Rapids, Michigan 108 Owned 30 United States: Name of Facility Location Number of Beds Real Property Ownership Interest Fort Lauderdale Behavioral Health Center Fort Lauderdale, Florida 182 Owned Foundations Behavioral Health Doylestown, Pennsylvania 122 Leased Foundations for Living Mansfield, Ohio 84 Owned Fox Run Center St.
Johns, Michigan 69 Owned Cedar Hills Hospital (7) Portland, Oregon 98 Owned Cedar Ridge Behavioral Hospital Oklahoma City, Oklahoma 60 Owned Cedar Ridge Behavioral Hospital at Bethany Bethany, Oklahoma 56 Owned Cedar Ridge Residential Treatment Center Oklahoma City, Oklahoma 56 Owned Cedar Springs Hospital Colorado Springs, Colorado 110 Owned Centennial Peaks Hospital Louisville, Colorado 104 Owned Center for Change Orem, Utah 66 Owned Central Florida Behavioral Hospital Orlando, Florida 174 Owned Clarion Psychiatric Center Clarion, Pennsylvania 112 Owned Clive Behavioral Health (1) (11) Clive, Iowa 100 Leased Coastal Behavioral Health Savannah, Georgia 50 Owned Coastal Harbor Treatment Center Savannah, Georgia 145 Owned Columbus Behavioral Center for Children and Adolescents Columbus, Indiana 57 Owned Compass Intervention Center Memphis, Tennessee 148 Owned Copper Hills Youth Center West Jordan, Utah 164 Owned Coral Shores Behavioral Health Stuart, Florida 80 Owned Cumberland Hall Hospital Hopkinsville, Kentucky 97 Owned Cumberland Hospital for Children and Adolescents New Kent, Virginia 108 Owned Cypress Creek Hospital Houston, Texas 128 Owned Del Amo Behavioral Health System Torrance, California 166 Owned Diamond Grove Center Louisville, Mississippi 61 Owned Dover Behavioral Health System Dover, Delaware 104 Owned El Paso Behavioral Health System El Paso, Texas 166 Owned Emerald Coast Behavioral Hospital Panama City, Florida 86 Owned Fairfax Fairfax Behavioral Health Kirkland, Washington 157 Owned Fairfax Behavioral Health—Everett Everett, Washington 30 Leased Fairfax Behavioral Health—Monroe Monroe, Washington 34 Leased Fairmount Behavioral Health System Philadelphia, Pennsylvania 239 Owned 29 United States: Name of Facility Location Number of Beds Real Property Ownership Interest Forest View Hospital Grand Rapids, Michigan 108 Owned Fort Lauderdale Behavioral Health Center Fort Lauderdale, Florida 182 Owned Foundations Behavioral Health Doylestown, Pennsylvania 122 Leased Foundations for Living Mansfield, Ohio 84 Owned Fox Run Center St.
Mary’s Regional Medical Center Enid, Oklahoma 229 Owned Summerlin Hospital Medical Center Las Vegas, Nevada 490 Owned Temecula Valley Hospital Temecula, California 140 Owned Texoma Medical Center Denison, Texas 354 Owned TMC Behavioral Health Center Denison, Texas 60 Owned ER at Anna Anna, Texas — Owned ER at Sherman Sherman, Texas — Owned Valley Hospital Medical Center Las Vegas, Nevada 306 Owned Elite Medical Center (ER) Las Vegas, Nevada 0 Owned ER at Desert Springs Las Vegas, Nevada — Owned ER at North Las Vegas North Las Vegas, Nevada — Owned Wellington Regional Medical Center (1) Wellington, Florida 235 Leased ER at Westlake Westlake, Florida — Leased Inpatient Behavioral Health Care Facilities United States: Name of Facility Location Number of Beds Real Property Ownership Interest Alabama Clinical Schools Birmingham, Alabama 80 Owned Alliance Health Center Meridian, Mississippi 214 Owned Anchor Hospital Atlanta, Georgia 122 Owned 29 United States: Name of Facility Location Number of Beds Real Property Ownership Interest Arbour Hospital Jamaica Plain, Massachusetts 138 Owned Arrowhead Behavioral Health (14) Maumee, Ohio 48 Owned Aspen Grove Behavioral Hospital Orem, Utah 80 Owned Austin Oaks Hospital Austin, Texas 80 Owned Beaumont Behavioral Health (16) Dearborn, Michigan 137 Leased Behavioral Hospital of Bellaire Houston, Texas 124 Leased Belmont Pines Hospital Youngstown, Ohio 127 Owned Benchmark Behavioral Health Systems Woods Cross, Utah 94 Owned BHC Alhambra Hospital Rosemead, California 115 Owned Black Bear Lodge Sautee Nacoochee, Georgia 115 Owned Bloomington Meadows Hospital Bloomington, Indiana 78 Owned Brentwood Behavioral Healthcare Flowood, Mississippi 121 Owned Brentwood Hospital Shreveport, Louisiana 260 Owned The Bridgeway North Little Rock, Arkansas 127 Owned The Brook Hospital—Dupont Louisville, Kentucky 88 Owned The Brook Hospital—KMI Louisville, Kentucky 110 Owned Brooke Glen Behavioral Hospital Fort Washington, Pennsylvania 146 Owned Brynn Marr Hospital Jacksonville, North Carolina 102 Owned Calvary Healing Center Phoenix, Arizona 68 Owned Canyon Creek Behavioral Health (1) Temple, Texas 102 Leased Canyon Ridge Hospital Chino, California 157 Owned The Carolina Center for Behavioral Health Greer, South Carolina 156 Owned Cedar Creek Hospital St.
Henderson, Nevada 150 Owned Inpatient Behavioral Health Care Facilities 28 United States: Name of Facility Location Number of Beds Real Property Ownership Interest Alabama Clinical Schools Birmingham, Alabama 80 Owned Alliance Health Center Meridian, Mississippi 214 Owned Anchor Hospital Atlanta, Georgia 122 Owned Arbour Hospital Jamaica Plain, Massachusetts 142 Owned Arrowhead Behavioral Health (14) Maumee, Ohio 48 Owned Aspen Grove Behavioral Hospital Orem, Utah 80 Owned Austin Oaks Hospital Austin, Texas 80 Owned Beaumont Behavioral Health (16) Dearborn, Michigan 144 Leased Behavioral Hospital of Bellaire Houston, Texas 124 Leased Belmont Pines Hospital Youngstown, Ohio 127 Owned Benchmark Behavioral Health Systems Woods Cross, Utah 94 Owned BHC Alhambra Hospital Rosemead, California 115 Owned Black Bear Lodge Sautee Nacoochee, Georgia 115 Owned Bloomington Meadows Hospital Bloomington, Indiana 78 Owned Brentwood Behavioral Healthcare Flowood, Mississippi 133 Owned Brentwood Hospital Shreveport, Louisiana 260 Owned The Bridgeway North Little Rock, Arkansas 127 Owned The Brook Hospital—Dupont Louisville, Kentucky 88 Owned The Brook Hospital—KMI Louisville, Kentucky 110 Owned Brooke Glen Behavioral Hospital Fort Washington, Pennsylvania 146 Owned Brynn Marr Hospital Jacksonville, North Carolina 102 Owned Calvary Healing Center Phoenix, Arizona 68 Owned Canyon Creek Behavioral Health (1) Temple, Texas 102 Leased Canyon Ridge Hospital Chino, California 157 Owned The Carolina Center for Behavioral Health Greer, South Carolina 156 Owned Cedar Creek Hospital St.
Louis, Missouri Owned Skywood Outpatient Bingham Farms, Michigan Leased Talbott Recovery Atlanta, Georgia Owned United Kingdom: Name of Facility Location Real Property Ownership Interest Long Eaton Day Services Nottingham, UK Owned Sheffield Day Services Sheffield, UK Owned Outpatient Centers and Surgical Hospital Name of Facility Location Real Property Ownership Interest Cancer Care Institute of Carolina Aiken, South Carolina Owned Cedar Hill Urgent Care Washington, DC Leased Cornerstone Regional Hospital (3) Edinburg, Texas Leased Las Vegas Institute for Advanced Surgery Las Vegas, NV Leased Manatee Diagnostic Center Bradenton, Florida Leased Palms Westside Clinic ASC (5) Royal Palm Beach, Florida Leased Personalized Radiation Oncology (18) Reno, Nevada Leased Quail Surgical and Pain Management Center (10) Reno, Nevada Leased Riverside Medical Clinic Surgery Center Riverside, California Leased The Surgery Center of Aiken Aiken, South Carolina Owned Temecula Valley Day Surgery (4) Murrieta, California Leased 36 (1) Real property leased from Universal Health Realty Income Trust.
Louis, Missouri Owned Skywood Outpatient Royal Oak, Michigan Leased Talbott Recovery Atlanta, Georgia Owned Thousand Branches Wellness, Arden Hills Arden Hills, Minnesota Leased Thousand Branches Wellness, Chicago Loop Chicago, Illinois Leased Thousand Branches Wellness, Houston Houston, Texas Leased Thousand Branches Wellness, Mission Valley San Diego, California Leased United Kingdom: Name of Facility Location Real Property Ownership Interest Long Eaton Day Services Nottingham, UK Owned Sheffield Day Services Sheffield, UK Owned Outpatient Centers and Surgical Hospital Name of Facility Location Real Property Ownership Interest Cancer Care Institute of Carolina Aiken, South Carolina Owned Cardiovascular Institute of Amarillo (19) Amarillo, TX Leased Cornerstone Regional Hospital (3) Edinburg, Texas Leased Las Vegas Institute for Advanced Surgery (19) Las Vegas, NV Leased 35 Outpatient Centers and Surgical Hospital Name of Facility Location Real Property Ownership Interest Manatee Diagnostic Center Bradenton, Florida Leased Palms Wellington Surgical Center (5) Royal Palm Beach, Florida Leased Personalized Radiation Oncology (18) Reno, Nevada Leased Quail Surgical and Pain Management Center (10) Reno, Nevada Leased Riverside Medical Clinic Surgery Center Riverside, California Leased The Surgery Center of Aiken Aiken, South Carolina Owned Temecula Valley Day Surgery (4) Murrieta, California Leased (1) Real property leased from Universal Health Realty Income Trust.
The aggregate lease payments on facilities leased by us were $107 million in 2023, $104 million in 2022 and $93 million in 2021. ITEM 3. Legal Proceedings The information regarding our legal proceedings is contained in Note 8 to the Consolidated Financial Statements - Commitments and Contingencies , as included this Form 10-K, is incorporated herein by reference.
Legal Proceedings The information regarding our legal proceedings is contained in Note 8 to the Consolidated Financial Statements - Commitments and Contingencies , as included this Form 10-K, is incorporated herein by reference.
We own or lease medical office buildings adjoining some of our hospitals. We believe that the leases on the facilities, medical office buildings and other real estate leased or owned by us do not impose any material limitation on our operations.
We believe that the leases on the facilities, medical office buildings and other real estate leased or owned by us do not impose any material limitation on our operations. The aggregate lease payments on facilities leased by us were $110 million in 2024, $107 million in 2023 and $104 million in 2022. ITEM 3.
Added
Mary’s Regional Medical Center Enid, Oklahoma 229 Owned Summerlin Hospital Medical Center Las Vegas, Nevada 490 Owned ER at South Summerlin Las Vegas, Nevada — Owned Temecula Valley Hospital Temecula, California 140 Owned Texoma Medical Center Denison, Texas 354 Owned TMC Behavioral Health Center Sherman, Texas 60 Owned ER at Anna Anna, Texas — Owned ER at Sherman Sherman, Texas — Owned Valley Hospital Medical Center Las Vegas, Nevada 306 Owned Elite Medical Center (ER) Las Vegas, Nevada — Owned ER at Desert Springs Las Vegas, Nevada — Owned ER at North Las Vegas North Las Vegas, Nevada — Owned Wellington Regional Medical Center (1) Wellington, Florida 235 Leased ER at Westlake Westlake, Florida — Leased West Henderson Hospital…………………………………..
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Oldbury, UK 27 Owned Cygnet Hospital—Sheffield Sheffield, UK 57 Owned Cygnet Hospital—Sherwood Mansfield, UK 44 Owned Cygnet Hospital—Stevenage Stevenage, UK 88 Owned Cygnet Hospital—Taunton Taunton, UK 57 Owned Cygnet Hospital—Woking Woking, UK 62 Owned Cygnet Hospital—Wolverhampton Wolverhampton, UK 29 Owned Cygnet Hospital—Wyke Bradford, UK 52 Owned Cygnet Hospital Colchester - Highwoods Colchester, UK 20 Owned Cygnet Hospital Colchester - Larch Court Essex, UK 4 Owned Cygnet Hospital Colchester - Oak Court Essex, UK 12 Owned Cygnet Hospital Colchester - Ramsey Colchester, UK 21 Owned Cygnet Joyce Parker Hospital Coventry, UK 57 Owned Cygnet Lodge Sutton-in-Ashfield, UK 8 Owned Cygnet Lodge—Brighouse Brighouse, UK 25 Owned Cygnet Lodge—Kenton Middlesex, UK 15 Owned Cygnet Lodge—Lewisham London, UK 17 Owned Cygnet Lodge—Salford Manchester, UK 24 Owned Cygnet Lodge—Woking Woking, UK 32 Owned Cygnet Manor Shirebrook, UK 20 Owned Cygnet Newham House Middlesbrough, UK 20 Owned Cygnet Nield House Crewe, UK 30 Owned Cygnet Oaks Barnsley, UK 35 Owned Cygnet Paddocks Widnes, UK 30 Owned Cygnet Pindar House Barnsley, UK 22 Owned Cygnet Raglan House West Midlands, UK 25 Owned Cygnet Sedgley House Wolverhampton, UK 20 Owned Cygnet Sedgley Lodge Wolverhampton, UK 14 Owned Cygnet Sherwood House Mansfield, UK 30 Owned Cygnet Sherwood Lodge Mansfield, UK 17 Owned Cygnet St.
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(19) We hold a 51% ownership interest in this facility. The remaining 49% ownership interest is held by unaffiliated third parties. We own or lease medical office buildings adjoining some of our hospitals.

Item 3. Legal Proceedings

Legal Proceedings — active lawsuits and investigations

88 edited+14 added−40 removed101 unchanged
Biggest changeOn December 31, 2021, we entered into an asset purchase and sale agreement with the Trust, which was amended during the first quarter of 2022, pursuant to the terms of which: • a wholly-owned subsidiary of ours purchased from the Trust, the real estate assets of the Inland Valley Campus of Southwest Healthcare System located in Wildomar, California, at its fair market value of $79.6 million. • two wholly-owned subsidiaries of ours transferred to the Trust, the real estate assets of the following properties: o Aiken Regional Medical Center (“Aiken”), located in Aiken, South Carolina (which includes a 211-bed acute care hospital and a 62-bed behavioral health facility), at its fair-market value of approximately $57.7 million, and; o Canyon Creek Behavioral Health (“Canyon Creek”), a 102-bed facility located in Temple, Texas, at its fair-market value of approximately $26.0 million. • in connection with this transaction, since the fair-market value of Aiken and Canyon Creek, which totaled approximately $83.7 million in the aggregate, exceeded the $79.6 million fair-market value of the Inland Valley Campus of Southwest Healthcare System, we received approximately $4.1 million in cash from the Trust.
Biggest changeOn December 31, 2021, we entered into an asset purchase and sale agreement with the Trust, which was amended during the first quarter of 2022, pursuant to the terms of which: (i) a wholly-owned subsidiary of ours purchased from the Trust the real estate assets of the Inland Valley Campus of Southwest Healthcare System located in Wildomar, California, at its fair market value; (ii) two wholly-owned subsidiaries of ours transferred to the Trust, at their respective fair-market values, the real estate assets of Aiken Regional Medical Center (“Aiken”), located in Aiken, South Carolina (which includes a 211-bed acute care hospital and a 62-bed behavioral health facility), and Canyon Creek Behavioral Health (“Canyon Creek”), located in Temple, Texas, and; (iii) we received approximately $4.1 million in cash from the Trust.
In some markets, certain of our competitors may have greater financial resources, be better equipped and offer a broader range of services than we offer. The number of inpatient facilities, as well as outpatient surgical and diagnostic centers, many of which are 15 fully or partially owned by physicians, in the geographic areas in which we operate has increased significantly.
In some markets, certain of our competitors may have greater financial resources, be better equipped and offer a broader range of services than we offer. The number of inpatient facilities, as well as outpatient surgical and diagnostic centers, many of which are fully or partially owned by physicians, in the geographic areas in which we operate has increased significantly.
See Note 9 to the Consolidated Financial Statements- Relationship with Universal Health Realty Income Trust and Other Related Party Transactions for additional disclosure regarding the Company’s group purchasing organization agreement with Premier, Inc. Marc D. Miller is the son of Alan B. Miller, our Executive Chairman of the Board. 13 Mr. Alan B.
See Note 9 to the Consolidated Financial Statements- Relationship with Universal Health Realty Income Trust and Other Related Party Transactions for additional disclosure regarding the Company’s group purchasing organization agreement with Premier, Inc. Marc D. Miller is the son of Alan B. Miller, our Executive Chairman of the Board. Mr. Alan B.
To the extent that significant changes in the climate occur in areas where our facilities are located, we may experience increased frequency of severe 24 weather conditions or natural disasters or other changes to weather patterns, all of which may result in physical damage to or a decrease in demand for properties affected by these conditions.
To the extent that significant changes in the climate occur in areas where our facilities are located, we may experience increased frequency of severe weather conditions or natural disasters or other changes to weather patterns, all of which may result in physical damage to or a decrease in demand for properties affected by these conditions.
The failure of one or more large employer or the closure or substantial reduction in the number of individuals employed at facilities located in or near the communities where our hospitals operate, could cause affected employees to move elsewhere to seek employment or lose insurance coverage that was otherwise available to them.
The failure of one or more large employer or the closure or 16 substantial reduction in the number of individuals employed at facilities located in or near the communities where our hospitals operate, could cause affected employees to move elsewhere to seek employment or lose insurance coverage that was otherwise available to them.
In those states 10 that do not have CON laws or which set relatively high levels of expenditures before they become reviewable by state authorities, competition in the form of new services, facilities and capital spending is more prevalent.
In those states that do not have CON laws or which set relatively high levels of expenditures before they become reviewable by state authorities, competition in the form of new services, facilities and capital spending is more prevalent.
Learning key attributes of our Service Excellence standards, which include continuous improvement, employee development, ethical and fair treatment of all, teamwork, compassion and innovation in service delivery, provides newly hired employees a thorough understanding of our company culture.
Learning key attributes of our Service Excellence standards, which include continuous improvement, employee development, ethical and fair treatment of all, teamwork, quality, compassion and innovation in service delivery, provides newly hired employees a thorough understanding of our company culture.
We have accounted for the asset exchange and substitution transaction with the Trust as a financing arrangement and, since we did not derecognize the real property related to Aiken and Canyon Creek, we will continue to depreciate the assets.
We have accounted for the asset exchange and substitution transaction with the Trust as a financing arrangement and, since we did not derecognize the real property related to Aiken 11 and Canyon Creek, we will continue to depreciate the assets.
We are 7 also subject to a highly regulated business environment, and failure to comply with the various laws and regulations applicable to us could lead to substantial penalties and other adverse effects on our business.
We are also subject to a highly regulated business environment, and failure to comply with the various laws and regulations applicable to us could lead to substantial penalties and other adverse effects on our business.
As a result, the success and competitive advantage of our hospitals depends, in part, on the number and quality of the physicians on the medical staffs of our hospitals, the admitting practices of those physicians and our maintenance of good relations with those physicians.
As a result, the success and competitive advantage of our hospitals depends, in part, on the number and quality of the physicians on 15 the medical staffs of our hospitals, the admitting practices of those physicians and our maintenance of good relations with those physicians.
Members of the medical staffs of our hospitals also serve on the medical staffs of hospitals not owned by us and may terminate their affiliation with our hospitals at any time. In addition, within our behavioral health division, approximately 500 physicians are employed by subsidiaries of ours either directly or through contracts with affiliated group practices structured as 501A corporations.
Members of the medical staffs of our hospitals also serve on the medical staffs of hospitals not owned by us and may terminate their affiliation with our hospitals at any time. In addition, within our behavioral health division, approximately 510 physicians are employed by subsidiaries of ours either directly or through contracts with affiliated group practices structured as 501A corporations.
We intend to selectively seek opportunities to expand our base of operations by adhering to our disciplined program of rational growth, but may not be successful in accomplishing acquisitions on favorable terms. Relationship with Universal Health Realty Income Trust At December 31, 2023, we held approximately 5.7% of the outstanding shares of Universal Health Realty Income Trust (the “Trust”).
We intend to selectively seek opportunities to expand our base of operations by adhering to our disciplined program of rational growth, but may not be successful in accomplishing acquisitions on favorable terms. Relationship with Universal Health Realty Income Trust At December 31, 2024, we held approximately 5.7% of the outstanding shares of Universal Health Realty Income Trust (the “Trust”).
Diversity and Inclusion We value each member of our team and are committed to treating everyone with dignity and respect. Our commitment to diversity, equality and inclusion includes regularly monitoring employment practices to ensure equity, regardless of an employee’s gender, race or ethnicity and championing for inclusive behaviors through leadership example, policies and procedures, training and special events.
We value each member of our team and are committed to treating everyone with dignity and respect. Our commitment to diversity, equity, and inclusion includes regularly monitoring employment practices to ensure inclusivity regardless of an employee’s gender, race or ethnicity and championing for inclusive behaviors through leadership example, policies and procedures, training and special events.
During 2023, we strengthened our recruitment efforts, improved the overall hiring and onboarding experience (89% very satisfied/satisfied with overall recruitment process), expanded the training resources employees need to do their jobs effectively and safely, facilitated more teamwork and collaboration, addressed burnout, expanded mentorship and increased employee engagement.
During 2024, we strengthened our recruitment efforts, improved the overall hiring and onboarding experience (89% very satisfied/satisfied with overall recruitment process), expanded the training resources employees need to do their jobs effectively and safely, facilitated more teamwork and collaboration, addressed burnout, expanded mentorship and increased employee engagement.
We receive annual Medicaid revenues of approximately $100 million, or greater, from each of Texas, California, Nevada, Illinois, Pennsylvania, Washington, D.C., Florida, Kentucky, Massachusetts and Virginia. We also receive Medicaid disproportionate share hospital payments from certain states including, most significantly, Texas.
We receive annual Medicaid revenues of approximately $100 million, or greater, from each of Texas, Nevada, California, Illinois, Pennsylvania, Washington, D.C., Kentucky, Florida, Virginia, Massachusetts and Mississippi. We also receive Medicaid disproportionate share hospital payments from certain states including, most significantly, 14 Texas.
We have partnered with Chamberlin University and Drexel University to provide their students with opportunities to earn clinical experience at our healthcare facilities. In 2023, Chamberlin University students participated in more than 1,000 clinical rotations at various acute care and behavioral health care facilities of ours nationwide.
We have partnered with Chamberlin University and Drexel University to provide their students with opportunities to earn clinical experience at our healthcare facilities. In 2024, Chamberlin University students participated in more than 1,000 clinical rotations at various acute care and behavioral health care facilities of ours nationwide.
In addition, we have been experiencing increasing rates of denied claims (“denials”) from managed care payers which have reduced our net revenues and increased our operating costs as we devote additional resources to enhanced documentation and collection efforts.
In addition, we have been experiencing increasing rates of denied claims (“denials”) from managed care payers, including managed Medicare, which have reduced our net revenues and increased our operating costs as we devote additional resources to enhanced documentation and collection efforts.
He was formerly employed at UnitedHealth Group for 11 years serving in various capacities including Chief Operating Officer for OptumGovernment, a health services and technology company, as well as various other Senior Vice President/Vice President roles. In addition to his civilian business career, Mr. Peterson also serves in the Air National Guard ("ANG"), U.S.
He was formerly employed at UnitedHealth Group for 11 years serving in various capacities including Chief Operating Officer for OptumGovernment, a health services and technology company, as well as various other Senior Vice President/Vice President roles. In addition to his civilian business career, Mr. Peterson served in the Air National Guard ("ANG"), U.S.
During the first quarter of 2023, the Trust substantially completed construction on a new 86,000 rentable square feet multi-tenant MOB that is located on the campus of Northern Nevada Sierra Medical Center in Reno, Nevada.
During the first quarter of 2023, the Trust substantially completed construction on a new 86,000 rentable square foot multi-tenant MOB that is located on the campus of Northern Nevada Sierra Medical Center in Reno, Nevada.
Within our acute care division, approximately 380 physicians are employed by physician practice management subsidiaries of ours either directly or through contracts with affiliated group practices structured as 501A corporations.
Within our acute care division, approximately 370 physicians are employed by physician practice management subsidiaries of ours either directly or through contracts with affiliated group practices structured as 501A corporations.
We believe that physicians refer patients to a hospital primarily on the basis of the patient’s needs, the quality of other physicians on the medical staff, the location of the hospital and the breadth and scope of services offered at the hospital’s facilities.
We believe that physicians refer patients to a hospital primarily on the basis of the patient’s needs and insurance coverage, the quality of other physicians on the medical staff, the location of the hospital and the breadth and scope of services offered at the hospital’s facilities.
The advisory agreement was renewed by the Trust for 2024 at the same rate in place for 2023, 2022 and 2021, providing for an advisory computation at 0.70% of the Trust’s average invested real estate assets.
The advisory agreement was renewed by the Trust for 2025 at the same rate in place for 2024, 2023 and 2022, providing for an advisory computation at 0.70% of the Trust’s average invested real estate assets.
A master lease was executed between a wholly-owned subsidiary of ours and the Trust, pursuant to the terms of which our subsidiary will master lease 100% of the rentable square feet of the MOB at an initial minimum rent of $624,000 annually. The master lease commenced during August, 2023 and is scheduled to expire in twelve years.
A master lease was executed between a wholly-owned subsidiary of ours and the Trust, pursuant to the terms of which our subsidiary will master lease 100% of the rentable square feet of the MOB at an initial minimum rent of $624,000 annually. The master lease commenced during August, 2023 and is scheduled to expire in twelve years from that date.
Our pre-tax share of income from the Trust was $874,000 during 2023, $1.2 million during 2022 and $6.2 million during 2021, which are included in other income (expense), net, on the accompanying consolidated statements of income for each year. We received dividends from the Trust amounting to $2.3 million during 2023 and $2.2 million during each of 2022 and 2021.
Our pre-tax share of income from the Trust was $1.1 million during 2024, $874,000 during 2023 and $1.2 million during 2022, which are included in other income (expense), net, on the accompanying consolidated statements of income for each year. We received dividends from the Trust amounting to $2.3 million during each of 2024 and 2023 and $2.2 million during 2022.
California: We own 5 inpatient acute care hospitals, 2 acute outpatient centers, 9 inpatient behavioral healthcare facilities and 3 behavioral healthcare outpatient facilities as listed in Item 2. Properties . On a combined basis, these facilities contributed 11% our consolidated net revenues during both 2023 and 2022, respectively.
California: We own 5 inpatient acute care hospitals, 2 acute outpatient centers, 9 inpatient behavioral healthcare facilities and 3 behavioral healthcare outpatient facilities as listed in Item 2. Properties . On a combined basis, these facilities contributed 11% of our consolidated net revenues during both 2024 and 2023, respectively.
We earned an advisory fee from the Trust, which is included in net revenues in the accompanying consolidated statements of income, of approximately $5.3 million during 2023, approximately $5.1 million during 2022 and $4.4 million during 2021. In addition, certain of our officers and directors are also officers and/or directors of the Trust.
We earned an advisory fee from the Trust, which is included in net revenues in the accompanying consolidated statements of income, of approximately $5.5 million during 2024, approximately $5.3 million during 2023 and $5.1 million during 2022. In addition, certain of our officers and directors are also officers and/or directors of the Trust.
On a combined basis, after deducting an allocation for corporate overhead expense, these facilities generated 12% in 2023 and 15% in 2022, of our income from operations after net income attributable to noncontrolling interest. This geographic concentration makes us particularly sensitive to regulatory, economic, public health, environmental and competitive conditions in those states.
On a combined basis, after deducting an allocation for corporate overhead expense, these facilities generated 12% in both 2024 and 2023, of our income from operations after net income attributable to noncontrolling interest. This geographic concentration makes us particularly sensitive to regulatory, economic, public health, environmental and competitive conditions in those states.
In addition, certain of our subsidiaries are tenants in various medical office buildings (“MOBs”) and two free-standing emergency departments owned by the Trust or by limited liability companies in which the Trust holds 95% to 100% of the ownership interest.
In addition, certain of our subsidiaries are tenants in several medical office buildings (“MOBs”) and two free-standing emergency departments ("FED") owned by the Trust or by limited liability companies in which the Trust holds 95% to 100% of the ownership interest.
In addition, certain of our facilities and our operations in those states may be adversely impacted by wildfires, winter storms, and other severe weather conditions, which adverse weather conditions may be more frequent and/or severe as the result of climate change.
In addition, certain of our facilities and our operations in those states may be adversely impacted by wildfires (most particularly in California), winter storms, and other severe weather conditions, which adverse weather conditions may be more frequent and/or severe as the result of climate change.
The aggregate rent payable to the Trust in connection with the leases on McAllen Medical Center, Wellington Regional Medical Center, Aiken Regional Medical Center and Canyon Creek Behavioral Health was approximately $20.6 million during 2023 and $20.2 million during 2022.
The aggregate rent payable to the Trust in connection with the leases on McAllen Medical Center, Wellington Regional Medical Center, Aiken Regional Medical Center and Canyon Creek Behavioral Health was approximately $21.2 million during 2024 and $20.6 million during 2023.
Certain hospitals that are located in the areas served by our facilities are specialty or large hospitals that provide medical, surgical and behavioral health services, facilities and equipment that are not available at our hospitals. The increase in outpatient treatment and diagnostic facilities, including outpatient surgical centers and addiction treatment centers, also increases competition for us.
Certain hospitals that are located in the areas served by our facilities are specialty or large hospitals that provide medical, surgical and behavioral health services, facilities and equipment that are not available at our hospitals. The increase in outpatient treatment and diagnostic facilities, including outpatient surgical centers and addiction treatment centers offering medically assisted treatments, also increases competition for us.
The real property of this facility, which was completed and opened in late 2020, is also leased from the Trust (annual rental of approximately $2.7 million, $2.6 million and $2.5 million during 2023, 2022 and 2021, respectively) pursuant to the lease terms as provided in the table below.
The real property of this facility, which was completed and opened in late 2020, is also leased from the Trust (annual rental of approximately $2.8 million, $2.7 million and $2.6 million during 2024, 2023 and 2022, respectively) pursuant to the lease terms as provided in the table below.
Executive Officers of the Registrant The executive officers, whose terms will expire at such time as their successors are elected, are as follows: Name and Age Present Position with the Company Marc D. Miller (53) Chief Executive Officer, President and Director Alan B. Miller (86) Executive Chairman of the Board Steve G.
Executive Officers of the Registrant The executive officers, whose terms will expire at such time as their successors are elected, are as follows: Name and Age Present Position with the Company Marc D. Miller (54) Chief Executive Officer, President and Director Alan B. Miller (87) Executive Chairman of the Board Steve G.
If the rates paid or the scope of services covered by governmental payers in the United States or United Kingdom are reduced, there could be a material adverse effect on our business, financial position and results of operations.
If the rates paid or the scope of services covered by governmental payers in the United States or United Kingdom are reduced, there could be a material adverse effect on our business, financial position and results of operations. As discussed in Item 7.
Each of our hospitals is managed on a day-to-day basis by a managing director employed by a subsidiary of ours. In addition, a Board of Governors, including members of the hospital’s medical staff, governs the medical, professional and ethical practices at each hospital. We believe that our relations with our employees are satisfactory.
Each of our hospitals is managed on a day-to-day basis by a chief executive officer employed by a subsidiary of ours. In addition, a Board of Governors, including members of the hospital’s medical staff, governs the medical, professional and ethical practices at each hospital. We believe that our relations with our employees are satisfactory.
Employee Assistance We continue to support the overall health and financial well-being of our employees across the extensive programs and benefit plans that we offer. In 2023, we continued to expand the UHS Resource Guide which provides details on access to the benefits, resources and support tools available to employees throughout our organization.
Employee Assistance We continue to support the overall health and financial well-being of our employees across the extensive programs and benefit plans that we offer. Employees can access the UHS Resource Guide which provides details on access to the benefits, resources and support tools available to employees throughout our organization.
We conducted a Pulse Employee Engagement Survey and had an overall participation rate of 67% across the organization. 81% of staff indicated “I feel included on my team/work unit.” Engagement efforts such as services awards, safety programs and employee-led service excellence/culture committees has assisted with increased employee retention.
We conducted an Employee Engagement Survey and had an overall participation rate of 72% across the organization. 83% of staff indicated “I feel included on my team/work unit.” Engagement efforts such as services awards, safety programs and employee-led service excellence/culture committees has assisted with increased employee retention.
Labor Relations Approximately 535 of our employees at four of our hospitals are unionized. At Valley Hospital Medical Center, housekeeping and dietary employees are represented by the Culinary Workers Union, Local 226, and engineers are represented by the International Union of Operating Engineers.
Labor Relations Approximately 970 of our employees at three of our hospitals are unionized. At Valley Hospital Medical Center, housekeeping and dietary employees are represented by the Culinary Workers Union, Local 226, and engineers are represented by the International Union of Operating Engineers.
The carrying value of our investment in the Trust was $7.0 million and $8.4 million at December 31, 2023 and 2022, respectively, and is included in other assets in the accompanying consolidated balance sheets.
The carrying value of our investment in the Trust was $5.8 million and $7.0 million at December 31, 2024 and 2023, respectively, and is included in other assets in the accompanying consolidated balance sheets.
The market value of our investment in the Trust was $34.1 million at December 31, 2023 and $37.6 million at December 31, 2022, based on the closing price of the Trust’s stock on the respective dates. The Trust commenced operations in 1986 by purchasing certain hospital properties from us and immediately leasing the properties back to our respective subsidiaries.
The market value of our investment in the Trust was $29.3 million at December 31, 2024 and $34.1 million at December 31, 2023, based on the closing price of the Trust’s stock on the respective dates. The Trust commenced operations in 1986 by purchasing certain hospital properties from us and immediately leasing the properties back to our respective subsidiaries.
Increases in these physician related expenses could continue to have an unfavorable material impact on our results of operations for the foreseeable future. If we do not continually enhance our hospitals with the most recent technological advances in diagnostic and surgical equipment, our ability to maintain and expand our markets will be adversely affected.
However, significant increases in these physician related expenses could have a material unfavorable impact on our future results of operations. If we do not continually enhance our hospitals with the most recent technological advances in diagnostic and surgical equipment, our ability to maintain and expand our markets will be adversely affected.
On a combined basis, these facilities contributed 17% of our consolidated net revenues during both 2023 and 2022, respectively. On a combined basis, after deducting an allocation for corporate overhead expense, these facilities generated 26% in 2023 and 27% in 2022, of our income from operations after net income attributable to noncontrolling interest.
On a combined basis, these facilities contributed 16% and 17% of our consolidated net revenues during 2024 and 2023, respectively. On a combined basis, after deducting an allocation for corporate overhead expense, these facilities generated 21% in 2024 and 26% in 2023, of our income from operations after net income attributable to noncontrolling interest.
Risks Related to Business Operations A significant portion of our revenue is produced by facilities located in Texas, Nevada and California. Texas: We own 7 inpatient acute care hospitals, 12 free-standing emergency departments and 21 inpatient behavioral healthcare facilities as listed in Item 2. Properties .
Risks Related to Business Operations A significant portion of our revenue is produced by facilities located in Texas, Nevada and California. Texas: We own 7 inpatient acute care hospitals, 13 free-standing emergency departments, 1 acute outpatient center and 20 inpatient behavioral healthcare facilities as listed in Item 2. Properties .
This staffing shortage may require us to further enhance wages and benefits to recruit and retain nurses and other clinical staff and support personnel or require us to hire expensive temporary personnel.
Personnel shortages may require us to further enhance wages and benefits to recruit and retain nurses and other clinical staff and support personnel or require us to hire expensive temporary personnel.
Filton (66) Executive Vice President, Chief Financial Officer and Secretary Matthew J. Peterson (54) Executive Vice President, President of Behavioral Health Division Edward H. Sim (52) Executive Vice President, President of Acute Care Division Mr. Marc D. Miller was appointed Chief Executive Officer and President effective January 1, 2021.
Filton (67) Executive Vice President, Chief Financial Officer and Secretary Matthew J. Peterson (55) Executive Vice President, President of Behavioral Health Division Edward H. Sim (53) Executive Vice President, President of Acute Care Division Mr. Marc D. Miller was appointed Chief Executive Officer and President effective January 1, 2021.
Nevada: We own 9 inpatient acute care hospitals, 9 free-standing emergency departments, 3 acute outpatient centers and 3 inpatient behavioral healthcare facilities as listed in Item 2. Properties . On a combined basis, these facilities contributed 16% and 17% of our consolidated net revenues during 2023 and 2022, respectively.
Nevada: We own 10 inpatient acute care hospitals, 11 free-standing emergency departments, 3 acute outpatient centers and 4 inpatient behavioral healthcare facilities as listed in Item 2. Properties . On a combined basis, these facilities contributed 18% and 16% of our consolidated net revenues during 2024 and 2023, respectively.
In particular, like others in the healthcare industry, we continue to experience a shortage of nurses and other clinical staff and support personnel at our acute care and behavioral health care hospitals in many geographic areas, which shortage has been exacerbated by the COVID‑19 pandemic.
In particular, like others in the healthcare industry, we experienced a shortage of nurses and other clinical staff and support personnel at our acute care and behavioral health care hospitals in many geographic areas which was exacerbated by the COVID‑19 pandemic.
Our consolidated balance sheets as of December 31, 2023 and 2022 reflect a financial liability of $77.5 million and $80.9 million, respectively, which is included in debt, for the fair value of real estate assets that we exchanged as part of the transaction.
Our consolidated balance sheets as of December 31, 2024 and December 31, 2023 reflects a financial liability of $73.8 million and $77.5 million, respectively, which is included in debt, for the fair value of real estate assets that we exchanged as part of the transaction.
(c) We have seven 5-year renewal options at fair market value lease rates (2034 through 2068). On each January 1 st through 2033, the annual rent will increase by 2.25% on a cumulative and compounded basis.
(b) We have one 5-year renewal option at fair market value lease rates (through 2031). On each January 1 st through 2026, the annual rent will increase by 2.50% on a cumulative and compounded basis. (c) We have seven 5-year renewal options at fair market value lease rates (2034 through 2068).
Such exemptions and support are not available to us. While our facilities tend to be located in fast growing, concentrated geographies, in some markets, certain of our competitors may have greater financial resources, be better equipped and offer a broader range of services than us.
Such exemptions and support are not available to us. In some markets, certain of our competitors may have greater financial resources, be better equipped and offer a broader range of services than us.
Certified facilitators foster the Service Excellence culture and deliver training at their facilities. In 2023, we held 13 workshops with 134 individuals certified as Service Excellence Facilitators.
Certified facilitators foster the Service Excellence culture and deliver training at their facilities. In 2024, we held 12 workshops with 137 individuals certified as Service Excellence Facilitators.
We are treating patients with COVID‑19 in our facilities and, in some areas, the increased demand for care is putting a strain on our resources and staff, which has required us to utilize higher‑cost temporary labor and pay premiums above standard compensation for essential workers.
In some areas, the increased demand for care during the COVID-19 pandemic put a strain on our resources and staff, which required us to utilize higher‑cost temporary labor and pay premiums above standard compensation for essential workers.
Additionally, the joint venture has rights of first offer to purchase the facility prior to any third-party sale. 12 The table below provides certain details for each of the hospitals leased from the Trust as of January 1, 2024: Hospital Name Annual Minimum Rent End of Lease Term Renewal Term (years) McAllen Medical Center $ 5,485,000 December, 2026 5 (a) Wellington Regional Medical Center $ 6,639,000 December, 2026 5 (b) Aiken Regional Medical Center/Aurora Pavilion Behavioral Health Services $ 4,072,000 December, 2033 35 (c) Canyon Creek Behavioral Health $ 1,841,000 December, 2033 35 (c) Clive Behavioral Health $ 2,775,000 December, 2040 50 (d) (a) We have one 5-year renewal option at existing lease rates (through 2031).
The table below provides certain details for each of the hospitals leased from the Trust as of January 1, 2025: Hospital Name Annual Minimum Rent End of Lease Term Renewal Term (years) McAllen Medical Center $ 5,485,000 December, 2026 5 (a) Wellington Regional Medical Center $ 6,805,000 December, 2026 5 (b) Aiken Regional Medical Center/Aurora Pavilion Behavioral Health Services $ 4,164,000 December, 2033 35 (c) Canyon Creek Behavioral Health $ 1,882,000 December, 2033 35 (c) Clive Behavioral Health $ 2,851,000 December, 2040 50 (d) (a) We have one 5-year renewal option at existing lease rates (through 2031).
If our general labor and related expenses increase, we may not be able to raise our rates correspondingly. Our failure to either recruit and retain qualified hospital management, nurses and other medical support personnel or control our labor costs could harm our results of operations. Increased labor union activity is another factor that could adversely affect our labor costs.
Our failure to either recruit and retain qualified hospital management, nurses and other medical support personnel or control our labor costs could harm our results of operations. Increased labor union activity is another factor that could adversely affect our labor costs.
He was formerly employed as Chief Operating Officer at Centura Health, since 2017. Prior to joining Centura Health, Mr. Sim served in senior leadership roles of increasing responsibility for 11 years at Baptist Health. ITEM 1A. Ri sk Factors We are subject to numerous known and unknown risks, many of which are described below and elsewhere in this Annual Report.
Sim served in senior leadership roles of increasing responsibility for 11 years at Baptist Health. 13 ITEM 1A. Ri sk Factors We are subject to numerous known and unknown risks, many of which are described below and elsewhere in this Annual Report.
The program is designed to ensure safe water throughout our buildings and meets ANSI/ASHRAE 9 Standard 188 ( Legionellosis: Risk Management for Building Water Systems) . The program also manages domestic potable, process water and utility water.
The WPM is designed to ensure safe water throughout our buildings and meets ANSI/ASHRAE Standard 188 (Legionellosis: Risk Management for Building Water Systems).
Additionally, the Patient Protection and Affordable Care Act (the “Legislation”) requires all hospitals to annually establish, update and make public a list of their standard charges for products and services.
Federal law provides for the future expansion of the number of quality measures that must be reported. Additionally, the Patient Protection and Affordable Care Act (the “Legislation”) requires all hospitals to annually establish, update and make public a list of their standard charges for products and services.
Our leadership teams actively manage opportunities and risks related to our facilities, including those related to climate change and other environmental risks. Revenue and volume trends may be affected by seasonal and severe weather conditions, including the effects of extreme low temperatures, hurricanes and tornadoes, earthquakes, climate change, current local economic and demographic changes.
Revenue and volume trends may be affected by seasonal and severe weather conditions, including the effects of extreme low temperatures, hurricanes and tornadoes, earthquakes, climate change, current local economic and demographic changes.
Most of these facilities also undergo retro-commissioning and monitoring-based commissioning. • Our newly built facilities, or those undergoing major renovations, are required to meet or exceed all federal, state and local energy efficiency stands and energy codes, and use mechanical-electrical-plumbing systems to optimize energy efficiencies and water conservation.
Most of these facilities also utilize retro-commissioning and monitoring-based commissioning. • All of our newly built facilities, or those undergoing major renovation, are required to meet, or exceed, all federal, state and local energy efficient codes, use mechanical-electrical-plumbing systems to optimize energy efficiencies and water conservation and be equipped with 100% emergency back-up generators, with 96 hours of fuel.
If these states increase mandatory nurse-staffing ratios or additional states in which we operate adopt mandatory nurse-staffing ratios, such changes could significantly affect labor costs and have an adverse impact on revenues if we are required to limit admissions in order to meet the required ratios. 16 We cannot predict the degree to which we will be affected by the future availability or cost of attracting and retaining talented medical support staff.
If these states increase mandatory nurse-staffing ratios or additional states in which we operate adopt mandatory nurse-staffing ratios, such changes could significantly affect labor costs and have an adverse impact on revenues if we are required to limit admissions in order to meet the required ratios.
Human Capital Management Employees and Medical Staff As of December 31, 2023, we had approximately 96,700 total employees consisting of: (i) approximately 84,450 employees located in the U.S., of which approximately 61,100 were employed full-time, and; (ii) approximately 12,250 employees located in the U.K.
Human Capital Management Employees and Medical Staff As of December 31, 2024, we had approximately 99,000 total employees consisting of: (i) approximately 86,000 employees located in the U.S., of which approximately 63,000 were employed full-time, and; (ii) approximately 13,000 employees located in the U.K.
Centers for Medicare and Medicaid Services (“CMS”) publishes performance data related to quality measures and data on patient satisfaction surveys that hospitals submit in connection with the Medicare program. Federal law provides for the future expansion of the number of quality measures that must be reported.
In recent years, the number of quality measures that hospitals are required to report publicly has increased. Centers for Medicare and Medicaid Services (“CMS”) publishes performance data related to quality measures and data on patient satisfaction surveys that hospitals submit in connection with the Medicare program.
Such wildfires, storms or other severe weather conditions may cause considerable disruptions in our operations due to property damage or electrical outages experienced in affected areas by our personnel, payers, vendors and others. Our revenues and results of operations are significantly affected by payments received from the government and other third party payers.
Such wildfires, storms or other severe weather conditions may cause considerable disruptions in our operations due to property damage or electrical outages experienced in affected areas by our personnel, payers, vendors and others, and may cause our commercial property insurance premiums and/or self-insured retentions to increase significantly.
On each January 1 st through 2033, the annual rental will increase by 2.25% on a cumulative and compounded basis. As a result of the purchase options within the lease agreements for Aiken and Canyon Creek, the asset purchase and sale transaction is accounted for as a failed sale leaseback in accordance with U.S. GAAP.
As a result of the purchase options within the lease agreements for Aiken and Canyon Creek, the asset purchase and sale transaction is accounted for as a failed sale leaseback in accordance with U.S. GAAP.
(d) This facility is operated by a joint venture in which we are the managing, majority member and an unrelated third-party holds a minority ownership interest.
On each January 1 st through 2033, the annual rent will increase by 2.25% on a cumulative and compounded basis. (d) This facility is operated by a joint venture in which we are the managing, majority member and an unrelated third-party holds a minority ownership interest.
On a combined basis, after deducting an allocation for corporate overhead expense, these facilities generated 16% in 2023 and 14% in 2022, of our income from operations after net income attributable to noncontrolling interest. Excluding the impact of the $57.6 million provision for asset impairment recorded during 2022, as discussed in Item 7.
On a combined basis, after deducting an allocation for corporate overhead expense, these facilities generated 27% in 2024 and 16% in 2023, of our income from operations after net income attributable to noncontrolling interest.
At HRI Hospital in Boston, registered nurses, licensed practical nurses, certain technicians and some clerical employees are represented by the SEIU. At Brooke Glen Behavioral Hospital, unionized employees are represented by the Teamsters, and registered nurses are represented by the Northwestern Nurses Association/Pennsylvania Association of Staff Nurses and Allied Professionals.
At Brooke Glen Behavioral Hospital, unionized employees are represented by the Teamsters, and registered nurses are represented by the Northwestern Nurses Association/Pennsylvania Association of Staff Nurses and Allied Professionals. At the George Washington University Hospital, registered nurses are represented by the District of Columbia Nurses Association.
We strive to retain and attract qualified doctors by maintaining high ethical and professional standards and providing adequate support personnel, technologically advanced equipment and facilities that meet the needs of those physicians.
We strive to retain and attract qualified doctors by maintaining high ethical and professional standards and providing adequate support personnel, technologically advanced equipment and facilities that meet the needs of those physicians. 10 In addition, we depend on the efforts, abilities, and experience of our medical support personnel, including our nurses and other health care professionals, as well as non-professionals such as mental health technicians.
We derive a significant portion of our revenue from third-party payers, including the Medicare and Medicaid programs. Changes in these government programs in recent years have resulted in limitations on reimbursement and, in some cases, reduced 14 levels of reimbursement for healthcare services.
Changes in these government programs in recent years have resulted in limitations on reimbursement and, in some cases, reduced levels of reimbursement for healthcare services.
United Kingdom Regulation: Our operations in the United Kingdom are also subject to a high level of regulation relating to registration and licensing requirements, employee regulation, clinical standards, environmental rules as well as other areas.
Financial arrangements with physicians and other referral sources, including compliance with anti-kickback and Stark laws and emergency department treatment and transfer requirements are also the focus of policy and training, standardized documentation requirements, and review and audit. 7 United Kingdom Regulation: Our operations in the United Kingdom are also subject to a high level of regulation relating to registration and licensing requirements, employee regulation, clinical standards, environmental rules as well as other areas.
In our acute care segment, we have experienced a significant increase in hospital based physician related expenses (especially in the areas of emergency room care and anesthesiology) which has had a material unfavorable impact on our results of operations during 2023.
In our acute care segment, during the past few years we experienced significant increases in hospital-based physician related expenses, especially in the areas of emergency room care and anesthesiology. We have implemented various initiatives to mitigate the increased expense, to the degree possible, which has moderated the rate of increase experienced during 2024 and 2023.
Private payers, including managed care organizations, increasingly are demanding that we accept lower rates of payment. We expect continued third-party efforts to aggressively manage reimbursement levels and cost controls. Reductions in reimbursement amounts received from third-party payers could have a material adverse effect on our financial position and our results of operations.
In addition to changes in government reimbursement programs, our ability to negotiate favorable contracts with private payers, including managed care organizations, significantly affects the revenues and operating results of our hospitals. Private payers, including managed care organizations, increasingly are demanding that we accept lower rates of payment. We expect continued third-party efforts to aggressively manage reimbursement levels and cost controls.
In connection with this MOB, a ground lease and a master flex lease was executed between a wholly-owned subsidiary of ours and the Trust, pursuant to the terms of which our subsidiary will master lease approximately 68% of the rentable square feet of the MOB at an initial minimum rent of $1.3 million annually plus a pro-rata share of the common area maintenance expenses.
In connection with this MOB, a ten-year master flex lease was executed between a wholly-owned subsidiary of ours and the Trust (scheduled to expire in March, 2033), pursuant to the terms of which our subsidiary initially agreed to master lease up to approximately 68% of the rentable square feet of the MOB.
The application process for approval of additional covered services, new facilities, changes in operations and capital expenditures is, therefore, highly competitive in these states.
We compete with other health care providers in recruiting and retaining qualified hospital management, nurses and other medical personnel. Certain states in which we operate hospitals have CON laws. The application process for approval of additional covered services, new facilities, changes in operations and capital expenditures is, therefore, highly competitive in these states.
The Budget Control Act of 2011 (the “Budget Control Act”) mandated significant reductions in federal spending for fiscal years 2012-2021, including a reduction of 2% on all Medicare payments during this period. Subsequent legislation enacted by Congress eliminated the 2% reduction through 2021 but extended these reductions through 2030 in exchange.
Risks Related to the Regulatory Environment Reductions or changes in Medicare and Medicaid funding could have a material adverse effect on our future results of operations. The Budget Control Act of 2011 (the “Budget Control Act”) mandated significant reductions in federal spending for fiscal years 2012-2021, including a reduction of 2% on all Medicare payments during this period.
In 2023, the UHS Foundation continued to support employees and their families who suffered losses due to natural disasters across the country, including tornados in Arkansas and Hurricane Ian. Environmental We have implemented environmentally sustainable practices and we comply with applicable legal and regulatory environmental standards to protect our patients, visitors, staff and local communities.
Environmental We have implemented environmentally sustainable practices and we comply with applicable legal and regulatory environmental standards to protect our patients, visitors, staff and local communities.
Our environmental stewardship includes following best practices when managing energy usage, constructing and designing new builds and/or major renovations and protecting the local environment. • Our facilities located in the U.S. utilize a centralized utility billing management system to monitor energy usage and detect significant deviations from normal usage consumption patterns.
Our environmental stewardship includes following best practices when managing energy usage, constructing and designing new builds and/or major renovations and protecting the local environment. • Smart building technology and automation are used across our enterprise to monitor and inform energy management decisions.
Airforce, and was recently promoted to Brigadier General. He has also served for over 25 years with the ANG as a Healthcare Executive/Medical Service Corps Officer and has held numerous leadership roles. Mr. Sim's employment with us commenced in December, 2022 as Executive Vice President and President of our Acute Care Division.
Airforce, and was promoted to Brigadier General prior to his retirement from the ANG in August, 2024. Mr. Sim's employment with us commenced in December, 2022 as Executive Vice President and President of our Acute Care Division. He was formerly employed as Chief Operating Officer at Centura Health, since 2017. Prior to joining Centura Health, Mr.
If we are not able to provide high quality medical care at a reasonable price, patients may choose to receive their health care from our competitors. In recent years, the number of quality measures that hospitals are required to report publicly has increased.
Reductions in reimbursement amounts received from third-party payers could have a material adverse effect on our financial position and our results of operations. If we are not able to provide high quality medical care at a reasonable price, patients may choose to receive their health care from our competitors.
Newly constructed acute care facilities are expected to achieve an ENERGY STAR® Portfolio Manager Score of 90 or higher. In addition, all new construction or major renovation projects costing $20 million or more are required to be assessed for Green Globes and/or U.S.
New construction or major renovation projects costing at least $20 million are required to be assessed for Green Globes® and/or U.S. Green Building Council’s Leadership in Energy and Environmental Design certifications.

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Item 4. Mine Safety Disclosures

Mine Safety Disclosures — required of mining issuers

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Biggest changeAlso includes 40, 46 and 543 restricted shares that were forfeited and canceled by former employees pursuant to the terms of our restricted stock purchase plan during October, November and December, 2023, respectively. (2) The only publicly announced program pursuant to which the shares were repurchased was the share repurchase program described above.
Biggest change(2) The only publicly announced program pursuant to which the shares were repurchased was the share repurchase program described above. There is no other plan or program that has expired during this time period.
Dividend equivalents are accrued on unvested restricted stock units and are paid upon vesting of the restricted stock unit. Our Credit Agreement contains covenants that include limitations on, among other things, dividends and stock repurchases (see below in Capital Resources-Credit Facilities and Outstanding Debt Securities ). 38 Equity Compensation Refer to Item 12.
Dividend equivalents are accrued on unvested restricted stock units and are paid upon vesting of the restricted stock unit. Our Credit Agreement contains covenants that include limitations on, among other things, dividends and stock repurchases (see below in Capital Resources-Credit Facilities and Outstanding Debt Securities ). 37 Equity Compensation Refer to Item 12.
ITEM 4. Mine Saf ety Disclosures Not applicable. 37 PART II ITEM 5 . Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities Our Class B Common Stock is traded on the New York Stock Exchange under the symbol UHS.
ITEM 4. Mine Saf ety Disclosures Not applicable. 36 PART II ITEM 5 . Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities Our Class B Common Stock is traded on the New York Stock Exchange under the symbol UHS.
The graph assumes an investment of $100 made in our common stock and each Index as of January 1, 2019 and has been weighted based on market capitalization. Note that our common stock price performance shown below should not be viewed as being indicative of future performance.
The graph assumes an investment of $100 made in our common stock and each Index as of January 1, 2020 and has been weighted based on market capitalization. Note that our common stock price performance shown below should not be viewed as being indicative of future performance.
Stock Price Performance Graph The following graph compares the cumulative total stockholder return on our common stock with the cumulative total return on the stock included in the Standard & Poor’s 500 Index and a Peer Group Index during the five-year period ended December 31, 2023.
Stock Price Performance Graph The following graph compares the cumulative total stockholder return on our common stock with the cumulative total return on the stock included in the Standard & Poor’s 500 Index and a Peer Group Index during the five-year period ended December 31, 2024.
There is no other plan or program that has expired during this time period. Also, there is no other plan or program that we have determined to terminate prior to expiration, or under which we do not intend to make further purchases. Dividends During the year ended December 31, 2023 we paid dividends of $0.80 per share.
Also, there is no other plan or program that we have determined to terminate prior to expiration, or under which we do not intend to make further purchases. Dividends During the year ended December 31, 2024 we paid dividends of $0.80 per share.
In addition, for the year ended December 31, 2023, 164,649 shares were repurchased in connection with income tax withholding obligations resulting from stock-based compensation programs. As of December 31, 2023, we had an aggregate available repurchase authorization of $422.88 million pursuant to our stock repurchase program.
In addition, for the year ended December 31, 2024, 375,248 shares were repurchased in connection with income tax withholding obligations resulting from stock-based compensation programs. As of December 31, 2024, we had an aggregate available repurchase authorization of $824.4 million pursuant to our stock repurchase program.
Pursuant to this program, shares of our Class B Common Stock may be repurchased, from time to time as conditions allow, on the open market or in negotiated private transactions. There is no expiration date for our stock repurchase programs.
In July, 2024, our Board of Directors authorized a $1.0 billion increase in our stock repurchase program. Pursuant to this program, shares of our Class B Common Stock may be repurchased, from time to time as conditions allow, on the open market or in negotiated private transactions. There is no expiration date for our stock repurchase programs.
The number of stockholders of record as of January 31, 2024, were as follows: Class A Common 17 Class B Common 656 Class C Common 1 Class D Common 81 Stock Repurchase Programs As of January 1, 2023, we had an aggregate available repurchase authorization of $947.37 million under our stock repurchase program.
The number of stockholders of record as of January 31, 2025, were as follows: Class A Common 17 Class B Common 230 Class C Common 1 Class D Common 80 Stock Repurchase Programs As of January 1, 2024, we had an aggregate available repurchase authorization of $422.9 million under our stock repurchase program.
As reflected below, during the fourth quarter of 2023, we have repurchased approximately 1.13 million shares at an aggregate cost of approximately $157.32 million (approximately $139.28 per share) pursuant to the terms of our stock repurchase program.
As reflected below, during the fourth quarter of 2024, we have repurchased approximately 1.25 million shares at an aggregate cost of approximately $249.6 million (average price of $199.42 per share) pursuant to the terms of our stock repurchase program.
In addition, during the three-month period ended December 31, 2023, 32,019 shares were repurchased in connection with income tax withholding obligations resulting from stock-based compensation programs. For the year ended December 31, 2023, we have repurchased approximately 3.86 million shares at an aggregate cost of approximately $524.48 million (approximately $136.05 per share).
In addition, during the three-month period ended December 31, 2024, 2,653 shares were repurchased in connection with income tax withholding obligations resulting from stock-based compensation programs. For the year ended December 31, 2024, we have repurchased approximately 2.98 million shares at an aggregate cost of approximately $598.5 million (average price of $200.65 per share).
During the period of October 1, 2023 through December 31, 2023, we repurchased the following shares: Additional Dollars Authorized For Repurchase (in thousands) Total number of shares purchased (1) Total number of shares cancelled Average price paid per share for forfeited restricted shares Total Number of shares purchased as part of publicly announced programs (2) Average price paid per share for shares purchased as part of publicly announced program Aggregate purchase price paid (in thousands) Maximum number of dollars that may yet be purchased under the program (in thousands) October, 2023 — 388 40 $ 0.01 — $ — $ — $ 580,204 November, 2023 — 681,009 46 $ 0.01 679,495 $ 131.47 $ 89,334 $ 490,870 December, 2023 — 480,746 543 $ 0.01 450,000 $ 151.08 $ 67,987 $ 422,883 Total October through December $ — 1,162,143 629 $ 0.01 1,129,495 $ 139.28 $ 157,321 (1) Includes shares that were repurchased in connection with income tax withholding obligations resulting from the exercise of stock options and the vesting of restricted stock grants.
During the period of October 1, 2024 through December 31, 2024, we repurchased the following shares: Additional Dollars Authorized For Repurchase (in thousands) Total number of shares purchased (1) Total number of shares cancelled Average price paid per share for forfeited restricted shares Total Number of shares purchased as part of publicly announced programs (2) Average price paid per share for shares purchased as part of publicly announced program Aggregate purchase price paid (in thousands) Maximum number of dollars that may yet be purchased under the program (in thousands) October, 2024 — 255,848 — $ 0.01 255,000 $ 205.85 $ 52,491 $ 1,021,490 November, 2024 — 747,874 — $ 0.01 746,745 $ 203.71 $ 152,121 $ 869,369 December, 2024 — 250,676 — $ 0.01 250,000 $ 180.03 $ 45,008 $ 824,361 Total October through December $ — 1,254,398 — $ 0.01 1,251,745 $ 199.42 $ 249,620 (1) Includes shares that were repurchased in connection with income tax withholding obligations resulting from the exercise of stock options and the vesting of restricted stock grants.
Removed
Company Name / Index 2018 Base 2019 2020 2021 2022 2023 Universal Health Services, Inc. $ 100.00 $ 123.62 $ 118.67 $ 112.54 $ 123.09 $ 133.96 S&P 500 Index $ 100.00 $ 131.49 $ 155.68 $ 200.37 $ 164.08 $ 207.21 Peer Group $ 100.00 $ 124.34 $ 141.81 $ 224.60 $ 207.65 $ 237.61
Added
Company Name / Index 2019 Base 2020 2021 2022 2023 2024 Universal Health Services, Inc. $ 100.00 $ 96.00 $ 91.04 $ 99.57 $ 108.37 $ 128.07 S&P 500 Index $ 100.00 $ 118.40 $ 152.39 $ 124.79 $ 157.59 $ 197.02 Peer Group $ 100.00 $ 114.05 $ 180.63 $ 167.00 $ 191.10 $ 213.16

Item 6. [Reserved]

Selected Financial Data — reserved (removed by SEC in 2021)

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Biggest changeNet revenues from our acute care hospitals, outpatient facilities and commercial health insurer accounted for 57% of our consolidated net revenues during each of 2023 and 2022. Net revenues from our behavioral health care facilities and commercial health insurer accounted for 43% of our consolidated net revenues during each of 2023 and 2022.
Biggest changeNet revenues from our acute care hospitals, outpatient facilities and commercial health insurer accounted for 56% of our consolidated net revenues during 2024 and 57% during 2023. Net revenues from our behavioral health care facilities and commercial health insurer accounted for 44% of our consolidated net revenues during 2024 and 43% during 2023.
Forward-looking statements include, among other things, the information concerning our possible future results of operations, business and growth 40 strategies, financing plans, expectations that regulatory developments or other matters will or will not have a material adverse effect on our business or financial condition, our competitive position and the effects of competition, the projected growth of the industry in which we operate, and the benefits and synergies to be obtained from our completed and any future acquisitions, and statements of our goals and objectives, and other similar expressions concerning matters that are not historical facts.
Forward-looking statements include, among other things, the information concerning our possible future results of operations, business and growth 39 strategies, financing plans, expectations that regulatory developments or other matters will or will not have a material adverse effect on our business or financial condition, our competitive position and the effects of competition, the projected growth of the industry in which we operate, and the benefits and synergies to be obtained from our completed and any future acquisitions, and statements of our goals and objectives, and other similar expressions concerning matters that are not historical facts.
Management’s Discussion and Analysis of Financial Condition and Results of Operations in our Annual Report on Form 10-K for the year ended December 31, 2022, as filed with the Securities and Exchange Commission on February 27, 2023. Overview Our principal business is owning and operating, through our subsidiaries, acute care hospitals and outpatient facilities and behavioral health care facilities.
Management’s Discussion and Analysis of Financial Condition and Results of Operations in our Annual Report on Form 10-K for the year ended December 31, 2023, as filed with the Securities and Exchange Commission on February 27, 2024. Overview Our principal business is owning and operating, through our subsidiaries, acute care hospitals and outpatient facilities and behavioral health care facilities.
Forward-Looking Statements and Risk Factors You should carefully review the information contained in this Annual Report, and should particularly consider any risk factors that we set forth in this Annual Report on Form 10-K for the year ended December 31, 2023, and in other reports or documents that we file from time to time with the Securities and Exchange Commission (the “SEC”).
Forward-Looking Statements and Risk Factors You should carefully review the information contained in this Annual Report, and should particularly consider any risk factors that we set forth in this Annual Report on Form 10-K for the year ended December 31, 2024, and in other reports or documents that we file from time to time with the Securities and Exchange Commission (the “SEC”).
This section generally discusses our results of operations for the year ended December 31, 2023, as compared to the year ended December 31, 2022. For discussion of our result of operations and changes in our financial condition for the year ended December 31, 2022 as compared to the year ended December 31, 2021, please refer to Part II, Item 7.
This section generally discusses our results of operations for the year ended December 31, 2024, as compared to the year ended December 31, 2023. For discussion of our result of operations and changes in our financial condition for the year ended December 31, 2023 as compared to the year ended December 31, 2022, please refer to Part II, Item 7.
ITEM 6. [RESERVED] 39 ITEM 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations The following Management’s Discussion and Analysis of Financial Condition and Results of Operations (“MD&A”) is intended to promote an understanding of our operating results and financial condition.
ITEM 6. [RESERVED] 38 ITEM 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations The following Management’s Discussion and Analysis of Financial Condition and Results of Operations (“MD&A”) is intended to promote an understanding of our operating results and financial condition.
Our behavioral health care facilities located in the U.K. generated net revenues of approximately $761 million in 2023 and $685 million in 2022. Total assets at our U.K. behavioral health care facilities were approximately $1.327 billion as of December 31, 2023 and $1.235 billion as of December 31, 2022.
Our behavioral health care facilities located in the U.K. generated net revenues of approximately $880 million in 2024 and $761 million in 2023. Total assets at our U.K. behavioral health care facilities were approximately $1.358 billion as of December 31, 2024 and $1.327 billion as of December 31, 2023.
As of February 27, 2024, we owned and/or operated 360 inpatient facilities and 48 outpatient and other facilities, including the following, located in 39 states, Washington, D.C., the United Kingdom and Puerto Rico: Acute care facilities located in the U.S.: • 27 inpatient acute care hospitals; • 27 free-standing emergency departments, and; • 10 outpatient centers & 1 surgical hospital.
As of February 26, 2025, we owned and/or operated 359 inpatient facilities and 60 outpatient and other facilities, including the following, located in 39 states, Washington, D.C., the United Kingdom and Puerto Rico: Acute care facilities located in the U.S.: • 28 inpatient acute care hospitals; • 33 free-standing emergency departments, and; • 10 outpatient centers & 1 surgical hospital.
Behavioral health care facilities (333 inpatient facilities and 10 outpatient facilities): Located in the U.S.: • 186 inpatient behavioral health care facilities, and; • 8 outpatient behavioral health care facilities. Located in the U.K.: • 144 inpatient behavioral health care facilities, and; • 2 outpatient behavioral health care facilities. Located in Puerto Rico: • 3 inpatient behavioral health care facilities.
Behavioral health care facilities (331 inpatient facilities and 16 outpatient facilities): Located in the U.S.: • 181 inpatient behavioral health care facilities, and; • 14 outpatient behavioral health care facilities. Located in the U.K.: • 147 inpatient behavioral health care facilities, and; • 2 outpatient behavioral health care facilities. Located in Puerto Rico: • 3 inpatient behavioral health care facilities.

Item 7. Management's Discussion & Analysis

Management's Discussion & Analysis (MD&A) — revenue / margin commentary

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Biggest changeWe are unable to predict the outcome of these matters or to reasonably estimate the amount or range of any such loss; however, these lawsuits and the related publicity and news articles that have been published concerning these matters could have a material adverse effect on our business, financial condition, results of operations and/or cash flows which in turn could cause a decline in our stock price.
Biggest changeIn the event the resolution of the Pavilion and/or Cumberland matters exhausts all or a significant portion of the remaining commercial insurance coverage available to the Company and its subsidiaries related to other matters that occurred in 2020, or the Pavilion and Cumberland matters cause the posting of large bonds or other collateral during the appeal processes, our future results of operations and capital resources would be materially adversely impacted. 21 We are unable to predict the outcome of these matters or to reasonably estimate the amount or range of any such loss; however, these lawsuits and the related publicity and news articles that have been published concerning these matters could have a material adverse effect on our business, financial condition, results of operations and/or cash flows which in turn could cause a decline in our stock price.
However, if any of our or our third-party service providers’ systems are damaged, fail to function properly or otherwise become unavailable, we may incur substantial costs to repair or replace them, and may experience loss or corruption of critical data such as protected health information or other data subject to privacy laws and proprietary business information and interruptions or disruptions and delays in our ability to perform critical functions, which could materially and adversely affect our businesses and results of operations and could result in significant penalties or fines, litigation, loss of customers, significant damage to our reputation and business, and other losses.
If any of our or our third-party service providers’ systems are damaged, fail to function properly or otherwise become unavailable, we may incur substantial costs to repair or replace them, and may experience loss or corruption of critical data such as protected health information or other data subject to privacy laws and proprietary business information and interruptions or disruptions and delays in our ability to perform critical functions, which could materially and adversely affect our businesses and results of operations and could result in significant penalties or fines, litigation, loss of customers, significant damage to our reputation and business, and other losses.
On November 27, 2019, CMS published a final rule on “Price Transparency Requirements for Hospitals to Make Standard Charges Public.” This rule took effect on January 1, 2021 and requires all hospitals to also make public 20 their payer-specific negotiated rates, minimum negotiated rates, maximum negotiated rates and cash for all items and services, including individual items and services and service packages, that could be provided by a hospital to a patient.
On November 27, 2019, CMS published a final rule on “Price Transparency Requirements for Hospitals to Make Standard Charges Public.” This rule took effect on January 1, 2021 and requires all hospitals to also make public their payer-specific negotiated rates, minimum negotiated rates, maximum negotiated rates and cash for all items and services, including individual items and services and service packages, that could be provided by a hospital to a patient.
Risks Related to Information Technology 23 A cyber security incident could cause a violation of HIPAA, breach of patient or other persons privacy, or other negative impacts. We rely extensively on our information technology (“IT”) systems to manage clinical and financial data, communicate with our patients, payers, vendors and other third parties and summarize and analyze operating results.
Risks Related to Information Technology A cyber security incident could cause a violation of HIPAA, breach of patient or other persons privacy, or other negative impacts. We rely extensively on our information technology (“IT”) systems to manage clinical and financial data, communicate with our patients, payers, vendors and other third parties and summarize and analyze operating results.
Among these laws are the federal False Claims Act, the Health Insurance Portability and Accountability Act of 1996, (“HIPAA”), the federal anti-kickback statute and the provision of the Social Security Act commonly known as the “Stark Law.” These laws, and particularly the anti-kickback statute and the Stark Law, impact the relationships that we may have with physicians and 21 other referral sources.
Among these laws are the federal False Claims Act, the Health Insurance Portability and Accountability Act of 1996, (“HIPAA”), the federal anti-kickback statute and the provision of the Social Security Act commonly known as the “Stark Law.” These laws, and particularly the anti-kickback statute and the Stark Law, impact the relationships that we may have with physicians and other referral sources.
The case was appealed to the U.S. Supreme Court which ultimately held in California v. Texas that the plaintiffs lacked standing to challenge the Legislation’s requirement to obtain minimum essential health insurance coverage, or the individual mandate. The Court dismissed the case without specifically ruling on the constitutionality of the Legislation.
The case was appealed to the U.S. Supreme Court which ultimately held in California v. Texas that the plaintiffs lacked standing to challenge the Legislation’s requirement to obtain minimum essential health insurance coverage, or the individual mandate. The Court dismissed the case without 18 specifically ruling on the constitutionality of the Legislation.
In the event a holder of Class C or Class D Common Stock holds a number of shares of Class A or Class B Common Stock, respectively, less than ten times the number of shares of Class C or Class D Common Stock that holder holds, then that holder will be entitled to only one vote for every share of Class C Common Stock, or one-tenth of a vote for every share of Class D Common Stock, which that holder holds in excess of one-tenth the number of shares of Class A or Class B Common Stock, respectively, held by that holder.
In the event a holder of Class C or Class D Common Stock holds a number of shares of Class A or Class B Common Stock, respectively, less than ten times the number of shares of Class C or Class D Common Stock that holder holds, then that holder will be entitled to only one vote for every share of Class C Common Stock, or one-tenth of a vote for every share of Class D Common Stock, 25 which that holder holds in excess of one-tenth the number of shares of Class A or Class B Common Stock, respectively, held by that holder.
If we fail to comply with those standards, we may be subject to sanctions and penalties that could harm our business and results of operations. 22 We are subject to pending legal actions, purported stockholder class actions, governmental investigations and regulatory actions.
If we fail to comply with those standards, we may be subject to sanctions and penalties that could harm our business and results of operations. We are subject to pending legal actions, purported stockholder class actions, governmental investigations and regulatory actions.
Given the location of our facilities, 24 we are particularly susceptible to revenue loss, cost increase, or damage caused by severe weather conditions or natural disasters such as hurricanes, wildfires, earthquakes, or tornadoes.
Given the location of our facilities, we are particularly susceptible to revenue loss, cost increase, or damage caused by severe weather conditions or natural disasters such as hurricanes, wildfires, earthquakes, or tornadoes.
We have a high concentration of facilities in various geographic areas, including states that have a potentially higher risk of experiencing events such as severe weather conditions and earthquakes.
We have a high concentration of facilities in various geographic areas, including states that have 23 a potentially higher risk of experiencing events such as severe weather conditions and earthquakes.
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations, Sources of Revenue-Medicare , for additional disclosure. Beginning in 2024 and continuing through 2027, the Medicaid disproportionate share hospital (“DSH”) allotment to the states from federal funds will be reduced.
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations, Sources of Revenue-Medicare , for additional disclosure. Beginning in 2025 and continuing through 2027, the Medicaid disproportionate share hospital (“DSH”) allotment to the states from federal funds will be reduced.
Our operations in the United Kingdom are also subject to a high level of regulation relating to registration and licensing requirements employee regulation, clinical standards, environmental rules as well as other areas.
Our operations in the United Kingdom are also subject to a high level of regulation relating to registration and licensing requirements employee regulation, clinical standards, environmental rules, data protection as well as other areas.
As a result, many states, including Texas, have not expanded their Medicaid programs without the threat of loss of federal funding. CMS had granted section 1115 demonstration waivers providing for work and community engagement requirements for certain Medicaid eligible individuals.
As a result, many states, including Texas, have not expanded their Medicaid programs without the threat of loss of federal funding. In the past, CMS has granted section 1115 demonstration waivers providing for work and community engagement requirements for certain Medicaid eligible individuals.
Constitution and that the coverage of certain HIV prevention medication violates the Religious Freedom Restoration Act. The government has appealed the decision to the U.S. Circuit Court of Appeals for the Fifth Circuit. We are unable to predict the outcome of this litigation or its potential impact at this time.
Constitution and that the coverage of certain HIV prevention medication violates the Religious Freedom Restoration Act. The government has appealed the decision to the U.S. Supreme Court. We are unable to predict the outcome of this litigation or its potential impact at this time.
If the number of indigent and charity care patients with emergency medical conditions we treat increases significantly, or if regulations expanding our obligations to inpatients under EMTALA is proposed and adopted, our results of operations will be harmed.
Our obligations under EMTALA may increase substantially going forward. If the number of indigent and charity care patients with emergency medical conditions we treat increases significantly, or if regulations expanding our obligations to inpatients under EMTALA is proposed and adopted, our results of operations will be harmed.
The cost of construction materials and labor has significantly increased. As we continue to invest in modern technologies, emergency rooms and operating room expansions, the construction of medical office buildings for physician expansion and reconfiguring the flow of patient care, we spend large amounts of money generated from our operating cash flow or borrowed funds.
As we continue to invest in modern technologies, emergency rooms and operating room expansions, the construction of medical office buildings for physician expansion and reconfiguring the flow of patient care, we spend large amounts of money generated from our operating cash flow or borrowed funds.
And as of that date, the shares of Class B and Class D Common Stock (excluding shares issuable upon exercise of options) constituted 89.7% of the outstanding shares of our Common Stock, had the right to elect two members of the Board of Directors and constituted 9.6% of our general voting power as of that date.
Also as of that date, the shares of Class B and Class D Common Stock (excluding shares issuable upon exercise of options), which constituted 89.2% of the outstanding shares of our Common Stock, had the right to elect two members of the Board of Directors and constituted 9.5% of our general voting power as of that date.
At December 31, 2023, 20.5 million shares of Class B Common Stock were reserved for issuance upon conversion of shares of Class A, C and D Common Stock outstanding, for issuance upon exercise of options to purchase Class B Common Stock and for issuance of stock under other incentive plans.
At December 31, 2024, 24.4 million shares of Class B Common Stock were reserved for issuance upon conversion of shares of Class A, C and D Common Stock outstanding, for issuance upon exercise of options to purchase Class B Common Stock and for issuance of stock under other incentive plans.
Such reductions have been delayed several times, most recently under the CAA, which further delays the DSH reductions through 2024. During the reduction period, state Medicaid DSH allotments from federal funds will be reduced by $8 billion annually. Reductions are imposed on states based on percentage of uninsured individuals, Medicaid utilization and uncompensated care.
Such reductions have been delayed several times, most recently under the American Relief Act 2025, which delayed the DSH reductions through March 31, 2025. During the reduction period, state Medicaid DSH allotments from federal funds will be reduced by $8 billion annually. Reductions are imposed on states based on percentage of uninsured individuals, Medicaid utilization and uncompensated care.
Pursuant to our stock repurchase program, shares of our Class B Common Stock may be repurchased, from time to time as conditions allow, on the open market or in negotiated private transactions. There is no expiration date for our stock repurchase programs.
Pursuant to our stock repurchase program, shares of our Class B Common Stock may be repurchased, from time to time as conditions allow, on the open market or in negotiated private transactions. There is no expiration date for our stock repurchase programs. In July 2024, our Board of Directors authorized a $1.0 billion increase to our stock repurchase program.
As of March 22, 2023, the shares of Class A and Class C Common Stock constituted 10.3% of the aggregate outstanding shares of our Common Stock, had the right to elect five members of the Board of Directors and constituted 90.4% of our general voting 26 power as of that date.
As of March 18, 2024, the shares of Class A and Class C Common Stock, which constituted 10.8% of the aggregate outstanding shares of our Common Stock, had the right to elect five members of the Board of Directors and constituted 90.5% of our general voting power as of that date.
During 2023, in conjunction with our stock repurchase program, we have repurchased approximately 3.9 million shares at an aggregate cost of approximately $525 million. As of December 31, 2023, we had an aggregate available repurchase authorization of approximately $423 million.
During 2024, in conjunction with this program, we have repurchased approximately 3.0 million shares at an aggregate cost of approximately $599 million. As of December 31, 2024, we had an aggregate available repurchase authorization of approximately $824 million.
As cyber criminals continue to become more sophisticated through evolution of their tactics, techniques and procedures, we have taken, and will continue to take, additional preventive measures to strengthen the cyber defenses of our networks and data.
An attack, breach or other system disruption affecting any of these third parties could similarly harm our business. As cyber criminals continue to become more sophisticated through evolution of their tactics, techniques and procedures, we have taken, and will continue to take, additional preventive measures to strengthen the cyber defenses of our networks and data.
Any of these effects of Brexit, and others we cannot anticipate, could harm our business, financial condition or results of operations. 25 We continue to see rising costs in construction materials and labor. Such increased costs could have an adverse effect on the cash flow return on investment relating to our capital projects.
We continue to see rising costs in construction materials and labor. Such increased costs could have an adverse effect on the cash flow return on investment relating to our capital projects. The cost of construction materials and labor has significantly increased.
The Legislation also imposes certain compliance and disclosure requirements upon existing physician-owned hospitals and restricts the ability of physician-owned hospitals to expand the capacity of their facilities.
The Legislation also imposes certain compliance and disclosure requirements upon existing physician-owned hospitals and restricts the ability of physician-owned hospitals to expand the capacity of their facilities. A repeal of the Legislation, in whole or in relevant part, may result in physicians being able to expand ownership interest in hospitals.
Our patient volumes, revenues and financial results depend significantly on the universe of patients with health insurance, which to a large extent is dependent on the employment status of individuals in our markets. Worsening of economic conditions, including inflation and rising interest rates, may result in a higher unemployment rate which may increase the number of individuals without health insurance.
A worsening of economic and employment conditions in the United States could materially affect our business and future results of operations. Our patient volumes, revenues and financial results depend significantly on the universe of patients with health insurance, which to a large extent is dependent on the employment status of individuals in our markets.
Legislation has already been enacted that has eliminated the penalty for failing to maintain health coverage that was part of the original Legislation.
The ultimate outcomes of legislative attempts to repeal or amend the Legislation and legal challenges to the Legislation are unknown. Legislation has already been enacted that has eliminated the penalty for failing to maintain health coverage that was an integral part of the original Legislation.
If we fail to comply with extensive laws and government regulations, we could suffer civil or criminal penalties or be required to make significant changes to our operations that could reduce our revenue and profitability.
Failure of our acute care hospitals to continue to meet the applicable criteria would have an adverse effect on our future net revenues and results of operations. 19 If we fail to comply with extensive laws and government regulations, we could suffer civil or criminal penalties or be required to make significant changes to our operations that could reduce our revenue and profitability.
These amendments also make it easier for severe fines and penalties to be imposed on healthcare providers that violate applicable laws and regulations. We have partnered with local physicians in the ownership of certain of our facilities. These investments have been permitted under an exception to the physician self-referral law.
We have partnered with local physicians in the ownership of certain of our facilities. These investments have been permitted under an exception to the physician self-referral law.
The IRA also continued the expanded subsidies for individuals to obtain private health insurance under the Legislation through 2025. The effect of IRA on hospitals and the healthcare industry in general is not yet known.
The IRA also continued certain subsidies for individuals to obtain private health insurance under the Legislation through 2025. The effect of the 2024 federal elections on IRA price negotiation provisions or on the likelihood of extended health insurance enrollment subsidies beyond 2025 is not yet known.
To fund all or a portion of our future financing needs, we rely on borrowings from various sources including fixed rate, long-term debt as well as borrowings pursuant to our revolving credit facility and accounts receivable securitization program.
We cannot predict, however, whether financing for our growth plans and capital expenditure programs will be available to us on satisfactory terms when needed, which could harm our business. 24 To fund all or a portion of our future financing needs, we rely on borrowings from various sources including fixed rate, long-term debt as well as borrowings pursuant to our revolving credit facility.
We are subject to uncertainties regarding health care reform. On March 23, 2010, President Obama signed into law the Legislation. Two primary goals of the Legislation are to provide for increased access to coverage for healthcare and to reduce healthcare-related expenses.
Two primary goals of the Legislation are to provide for increased access to coverage for healthcare and to reduce healthcare-related expenses.
In addition, as of December 31, 2023, we had approximately $3.9 billion of goodwill recorded on our consolidated balance sheets.
These factors could have a material unfavorable impact on our future patient volumes, revenues and operating results. In addition, as of December 31, 2024, we had approximately $3.9 billion of goodwill recorded on our consolidated balance sheets.
The Legislation provides that a healthcare provider that retains an overpayment in excess of 60 days is subject to the 19 federal civil False Claims Act, although certain final regulations implementing this statutory requirement remain pending. The Legislation also expands the Recovery Audit Contractor program to Medicaid.
The Legislation provides that a healthcare provider that retains an overpayment in excess of 60 days is subject to the federal civil False Claims Act. The Legislation also expanded the Recovery Audit Contractor program to Medicaid. These amendments also make it easier for severe fines and penalties to be imposed on healthcare providers that violate applicable laws and regulations.
Conversely, certain facilities will receive reduced reimbursement for failing to meet quality parameters; such hospitals will include those with excessive readmission or hospital-acquired condition rates. It remains unclear what portions of that legislation may remain, or what any replacement or alternative programs may be created by future legislation. A 2012 U.S.
Conversely, certain facilities will receive reduced reimbursement for failing to meet quality parameters; such hospitals will include those with excessive readmission or hospital-acquired condition rates. As a result of the 2024 federal elections and the Braidwood Management v. Becerra litigation currently before the U.S.
As a result, our facilities may experience a decrease in patient volumes, particularly in less intense, more elective service lines, or an increase in services provided to uninsured patients. These factors could have a material unfavorable impact on our future patient volumes, revenues and operating results.
Worsening of economic conditions, including inflation and rising interest rates, may result in a higher unemployment rate which may increase the number of individuals without health insurance. As a result, our facilities may experience a decrease in patient volumes, particularly in less intense, more elective service lines, or an increase in services provided to uninsured patients.
We believe that, based on our past experience and actuarial estimates, our insurance coverage is adequate considering the claims arising from the operations of our hospitals. While we continuously monitor our coverage, our ultimate liability for professional and general liability claims could change materially from our current estimates.
While we continuously monitor these factors, our ultimate liability for professional and general liability claims could change materially from our current estimates due to inherent uncertainties involved in making this estimate.
The legislation prohibits surprise billing when out-of-network emergency services or out-of-network services at an in-network facility are provided, unless informed consent is received. In these circumstances providers are prohibited from billing the patient for any amounts that exceed in-network cost-sharing requirements.
The legislation prohibits surprise billing when out-of-network emergency services or out-of-network services at an in-network facility are provided, unless informed consent is received. The law provides for a 30-day negotiation period for providers and payers to settle out-of-network claims. If no agreement is reached after this period, either party may opt for a binding independent dispute resolution (“IDR”) process.
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However, most recently, the Biden Administration has expressed disfavor with Medicaid program work requirements, with the understanding that such requirements pose a substantial risk that many potential demonstration beneficiaries would be prevented from initially enrolling in coverage or that the requirements would lead to a sizable number of eligibility suspensions and eventual disenrollments among beneficiaries who are initially able to enroll.
Added
We receive Medicaid DSH payments in certain states including, most significantly, Texas. We are therefore particularly sensitive to potential reductions in Medicaid and other state-based revenue programs as well as regulatory, economic, environmental and competitive changes in those states.
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Accordingly, CMS has recently revoked certain State Medicaid program approvals including work requirements. The various provisions in the Legislation that directly or indirectly affect Medicare and Medicaid reimbursement are scheduled to take effect over a number of years.
Added
We can provide no assurance that reductions to revenues earned pursuant to these programs, particularly in the above-mentioned states, will not have a material adverse effect on our future results of operations. 17 We are subject to uncertainties regarding health care reform. On March 23, 2010, President Obama signed into law the Legislation.
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The impact of the Legislation on healthcare providers will be subject to implementing regulations, interpretive guidance and possible future legislation or legal challenges. Certain Legislation provisions, such as that creating the Medicare Shared Savings Program, create uncertainty in how healthcare may be reimbursed by federal programs in the future.
Added
Supreme Court, it remains unclear what portions of that legislation may remain, or what any replacement or alternative programs may be created by future legislation. A 2012 U.S.
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Thus, we cannot predict the impact of the Legislation on our future reimbursement at this time and we can provide no assurance that the Legislation will not have a material adverse effect on our future results of operations. The Legislation also contained provisions aimed at reducing fraud and abuse in healthcare.
Added
The previous Trump administration's section 1115 waiver policy emphasized work requirements, eligibility restrictions on Medicaid, and capped funding. The second Trump administration may, again, take a similar approach. The Legislation also contained provisions aimed at reducing fraud and abuse in healthcare.
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As discussed below, should the Legislation be repealed in its entirety, this aspect of the Legislation would also be repealed restoring physician ownership of hospitals and expansion right to its position and practice as it existed prior to the Legislation. The impact of the Legislation on each of our hospitals may vary.
Added
Initiatives to repeal or modify the Legislation, in whole or in part, have been persistent. While President Trump did not campaign on repeal of the Legislation, executive and legislative efforts to eliminate or reduce the effect of certain Legislation provisions may yet occur.
Removed
Initiatives to repeal the Legislation, in whole or in part, to delay elements of implementation or funding, and to offer amendments or supplements to modify its provisions have been persistent. The ultimate outcomes of legislative attempts to repeal or amend the Legislation and legal challenges to the Legislation are unknown.
Added
The Legislation and its implementation have been, and remain, politically controversial.
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In addition, Congress has considered legislation that would, if enacted, in material part: (i) eliminate the large employer mandate to obtain or provide health insurance coverage, respectively; (ii) permit insurers to impose a surcharge up to 30 percent on individuals who go uninsured for more than two months and then purchase coverage; (iii) provide tax credits towards the purchase of health insurance, with a phase-out of tax credits accordingly to income level; (iv) expand health savings accounts; (v) impose a per capita cap on federal funding of state Medicaid programs, or, if elected by a state, transition federal funding to block grants, and; (vi) permit states to seek a waiver of certain federal requirements that would allow such state to define essential health benefits differently from federal standards and that would allow certain commercial health plans to take health status, including pre-existing conditions, into account in setting premiums.
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The Trump administration has already taken steps to undo certain Biden-era executive orders, including those intended to lower drug costs for beneficiaries, and to freeze funding for federal programs.
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While the results of the 2020 elections potentially reduce the risk of the Legislation being eliminated in whole or in part, the continued uncertainties regarding implementation of the Legislation create unpredictability for the strategic and business planning efforts of health care providers, which in itself constitutes a risk.
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While the administration’s initial freeze has since been rescinded, the administration is likely to make other attempts to reduce federal program expenditures and can generally be expected to oppose increases in ACA and Medicaid enrollment.
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On March 11, 2021, President Biden signed the American Rescue Plan (“ARP”) into law. The ARP extends eligibility for Legislation health insurance subsidies to people buying their own health coverage on the Marketplace who have household incomes above 400% of the federal poverty level.
Added
CMS regulations and guidance implementing the IDR process has been subject to a significant amount of provider-initiated litigation. As a result, portions of those regulations and guidance materials have been vacated by a federal district court, causing CMS to, on several occasions, pause and resume IDR process operations, causing significant delay in the processing of claims.
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ARP also increased the amount of financial assistance for people at lower incomes who were already eligible under the Legislation.
Added
Additionally, arguments made by the plaintiffs in such litigation have included allegations that CMS’s regulations and guidance materials are favorable to payers. For these reasons, there can be no assurances that we will receive timely payments in connection with this process. We are required to treat patients with emergency medical conditions regardless of ability to pay.
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HHS, the Department of Labor and the Department of the Treasury have issued interim final rules that begin to implement the legislation.
Added
United Kingdom data protection laws, including the UK Data Protection Act and legislation commonly referred to as the UK GDPR, has required us to implement, and in the future may require us 20 to implement, additional costly, technical and organizational measures designed to protect the privacy and security of each of our patient’s health and related financial information, and other personal information.
Removed
The rules have limited the ability of our hospital-based physicians to receive payments for services at usually higher out-of-network rates in certain circumstances, and, as a result, have caused us to increase subsidies to these physicians or to replace their services at a higher cost level.
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For example, as discussed elsewhere herein: • On March 28, 2024, a jury returned a verdict for compensatory damages of $60 million and punitive damages of $475 million and a related judgment was entered against The Pavilion Behavioral Health System (the “Pavilion”), an indirect subsidiary of the Company.
Removed
On February 28, 2022, a district judge in the Eastern District of Texas invalidated portions of the rule governing aspects of the Independent Dispute Resolution (“IDR”) process.
Added
In an order dated October 10, 2024, the trial court ordered a remittitur of punitive damages from $475 million to $120 million. The court denied the Pavilion’s request for reduction of compensatory damages. The Pavilion has filed an appeal of the remaining judgment and the Plaintiff filed a cross appeal of the remittitur of punitive damages.
Removed
In light of this decision, the government issued a final rule on August 19, 2022 eliminating the rebuttable presumption in favor of the qualifying payment amount (“QPA”) by the IDR entity and providing additional factors the IDR entity should consider when choosing between two competing offers.
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Plaintiff has filed and served a Citation to Discover Assets ("Citation") on the Pavilion as well as Universal Health Services, Inc., and UHS of Delaware, Inc. ("UHS Entities") for the purported purpose of executing on the judgment during the pendency of the appeal.
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On September 22, 2022, the Texas Medical Association filed a lawsuit challenging the IDR process provided in the updated final rule and alleging that the final rule unlawfully elevates the QPA above other factors the IDR entity must consider. On February 6, 2023, a federal judge vacated parts of the rule, including provisions related to considerations of the QPA.
Added
We are currently contesting the Citation as to the UHS Entities who were not parties to the litigation as well as the breadth and scope of the Citation issued to the Pavilion. • Cumberland Hospital for Children and Adolescents (“Cumberland”), an indirect subsidiary of the Company, is a defendant in multi-plaintiff lawsuits filed in the Circuit Court for Richmond, Virginia (the “Cumberland Litigation”), relating to allegations of inappropriate sexual contact during medical examinations by Dr.
Removed
The government's appeal of the district court's order is pending in the U.S. Court of Appeals for the Fifth Circuit. We are required to treat patients with emergency medical conditions regardless of ability to pay.
Added
Daniel Davidow, an independent contractor and the former medical director for Cumberland. The Company and UHS of Delaware, Inc., our administrative services subsidiary (“UHS Delaware”), were also named as co-defendants in the Cumberland Litigation. Plaintiffs have asserted claims of negligence, assault and battery (against Dr.
Removed
Our obligations under EMTALA may increase substantially going forward; CMS has sought stakeholder comments concerning the potential applicability of EMTALA to hospital inpatients and the responsibilities of hospitals with specialized capabilities, respectively, but has yet to issue further guidance in response to that request.
Added
Davidow), false imprisonment, violations of the Virginia Consumer Protection Act (“VCPA”), and vicarious liability for Dr. Davidow’s conduct against Cumberland, the Company, and UHS Delaware. The Company and UHS Delaware were dismissed from the action during the trial, which occurred in September, 2024. On September 27, 2024, a jury entered a verdict finding Dr.
Removed
Failure of our acute care hospitals to continue to meet the applicable meaningful use criteria would have an adverse effect on our future net revenues and results of operations.
Added
Davidow and Cumberland liable and awarded these three plaintiffs combined compensatory damages of $60 million for all liability theories, an additional combined $180 million in trebled damages for violation of the VCPA, and an additional combined $120 million in punitive damages.
Removed
Aspects of United Kingdom data protection law, including the UK Data Protection Act and legislation commonly referred to as the UK GDPR, remain unclear following the United Kingdom’s exit from the European Union, including with respect to data transfers between the United Kingdom and other jurisdictions.
Added
Cumberland is evaluating all legal options and intends to challenge this verdict, including the amounts awarded in the verdict, in post-trial proceedings and on appeal. Based upon Virginia law, we expect that the punitive damage amount should be reduced to a combined maximum of $1.05 million as a matter of law.
Removed
We cannot fully predict how the Data Protection Act, the UK GDPR, and other United Kingdom data protection laws or regulations may develop in the medium to longer term nor the effects of divergent laws and guidance regarding data transfers.
Added
There are approximately 40 additional plaintiffs making similar allegations with claims pending in the Cumberland Litigation. We expect that the trials for the remaining plaintiffs, as well as any additional plaintiffs, will be scheduled at various times over the next several years and will continue to be tried in small groups.
Removed
If such policy limitations should be partially or fully exhausted in the future, or payments of claims exceed our estimates or are not covered by our insurance, it could have a material adverse effect on our operations.
Added
We are uncertain as to the ultimate financial exposure related to the Pavilion and Cumberland matters (which relate to occurrences in the 2020 policy year) and we can make no assurances regarding timing or substance of their outcome, or the amount of damages that may be ultimately held recoverable after post-judgment proceedings and appeals.

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Item 7A. Quantitative and Qualitative Disclosures About Market Risk

Market Risk — interest-rate, FX, commodity exposure

4 edited+0 added−1 removed9 unchanged
Biggest changeWe consider those inputs to be “level 2” in the fair value hierarchy as outlined in the authoritative guidance for disclosures in connection with derivative instruments and hedging activities. 75 The table below presents information about our long-term financial instruments that are sensitive to changes in interest rates as of December 31, 2023.
Biggest changeThe fair value of our interest rate swaps is based on quotes from our counterparties. We consider those inputs to be “level 2” in the fair value hierarchy as outlined in the authoritative guidance for disclosures in connection with derivative instruments and hedging activities.
Although we do not anticipate nonperformance by our counterparties to interest rate swap agreements, the counterparties expose us to credit risk in the event of nonperformance. We do not hold or issue derivative financial instruments for trading purposes. When applicable, we measure our interest rate swaps at fair value on a recurring basis.
Although we do not anticipate nonperformance by our counterparties to interest rate swap agreements, the counterparties expose us to credit risk in the event of nonperformance. We do not hold or issue derivative financial instruments for trading purposes. 75 When applicable, we measure our interest rate swaps at fair value on a recurring basis.
Maturity Date, Fiscal Year Ending December 31 (dollar amounts in thousands) 2024 2025 2026 2027 2028 Thereafter Total Long-term debt: Fixed rate: Debt $ 6,686 $ 6,345 $ 702,847 $ 7,191 $ 7,751 $ 1,431,774 $ 2,162,594 Average interest rates 2.4 % 2.4 % 2.4 % 2.8 % 2.8 % 3.2 % 2.7 % Variable rate: Debt $ 120,000 $ 120,000 2,509,875 0 0 0 $ 2,749,875 Average interest rates 7.0 % 7.0 % 7.0 % 0.0 % 0.0 % 0.0 % 7.0 % Interest rate swaps: Notional amount Average interest rates As calculated based upon our variable rate debt outstanding as of December 31, 2023 that is subject to interest rate fluctuations, each 1% change in interest rates would impact our pre-tax income by approximately $27 million.
Maturity Date, Fiscal Year Ending December 31 (dollar amounts in thousands) 2025 2026 2027 2028 2029 Thereafter Total Long-term debt: Fixed rate: Debt $ 10,059 $ 708,317 $ 11,501 $ 12,402 $ 508,665 $ 1,931,356 $ 3,182,300 Average interest rates 3.2 % 3.2 % 3.7 % 3.6 % 3.6 % 3.8 % 3.5 % Variable rate: Debt $ 30,000 $ 30,000 60,000 60,000 1,142,241 0 $ 1,322,241 Average interest rates 5.8 % 5.8 % 5.8 % 5.8 % 5.8 % 0.0 % 5.8 % Interest rate swaps: Notional amount Average interest rates As calculated based upon our variable rate debt outstanding as of December 31, 2024 that is subject to interest rate fluctuations, each 1% change in interest rates would impact our pre-tax income by approximately $13 million.
For debt obligations, the table presents principal cash flows and related weighted-average interest rates by contractual maturity dates.
The table below presents information about our long-term financial instruments that are sensitive to changes in interest rates as of December 31, 2024. For debt obligations, the table presents principal cash flows and related weighted-average interest rates by contractual maturity dates.
Removed
The fair value of our interest rate swaps is based on quotes from our counterparties.

Other UHS 10-K year-over-year comparisons