ehc-20250331

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

______________________________

FORM 10-Q


☒			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2025


☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Commission File Number 001-10315

______________________________

Encompass Health Corporation

(Exact name of Registrant as specified in its Charter)


Delaware			63-0860407
(State or Other Jurisdiction of Incorporation or Organization)			(I.R.S. Employer Identification No.)

9001 Liberty Parkway

Birmingham, Alabama 35242

(Address of Principal Executive Offices)

(205) 967-7116

(Registrant’s telephone number)

Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, par value $0.01 per share	EHC	New York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer

☒

Accelerated filer

☐

Non-Accelerated filer

☐

Smaller reporting company

☐

Emerging growth company

☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Exchange Act Rule 12b-2). Yes ☐ No ☒

The registrant had 100,796,925 shares of common stock outstanding, net of treasury shares, as of April 23, 2025.

TABLE OF CONTENTS


		Page
PART I	Financial Information

Item 1.	Financial Statements (Unaudited)	1
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	16

Item 4.	Controls and Procedures	29

PART II	Other Information

Item 1.	Legal Proceedings	30
Item 1A.	Risk Factors	30
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	31
Item 5.	Other Information	31
Item 6.	Exhibits	31
	Exhibit Index

NOTE TO READERS

As used in this report, the terms “Encompass Health,” “we,” “us,” “our,” and the “Company” refer to Encompass Health Corporation and its consolidated subsidiaries, unless otherwise stated or indicated by context. This drafting style is suggested by the Securities and Exchange Commission and is not meant to imply that Encompass Health Corporation, the publicly traded parent company, owns or operates any specific asset, business, or property. The hospitals, operations, and businesses described in this filing are primarily owned and operated by subsidiaries of the parent company. In addition, we use the term “Encompass Health Corporation” to refer to Encompass Health Corporation alone wherever a distinction between Encompass Health Corporation and its subsidiaries is required or aids in the understanding of this filing.

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS

This quarterly report contains historical information, as well as forward-looking statements that involve known and unknown risks and relate to, among other things, future events, changes to Medicare reimbursement and other healthcare laws and regulations from time to time, our business strategy, labor cost trends, our dividend and stock repurchase strategies, our financial plans, our growth plans, our future financial performance, our projected business results, or our projected capital expenditures. In some cases, the reader can identify forward-looking statements by terminology such as “may,” “will,” “should,” “could,” “expects,” “plans,” “anticipates,” “believes,” “estimates,” “predicts,” “targets,” “potential,” or “continue” or the negative of these terms or other comparable terminology. Such forward-looking statements are necessarily estimates based upon current information and involve a number of risks and uncertainties, many of which are beyond our control. Any forward-looking statement is based on information current as of the date of this report and speaks only as of the date on which such statement is made. Actual events or results may differ materially from the results anticipated in these forward-looking statements as a result of a variety of factors. While it is impossible to identify all such factors, the factors described below could cause, and in the case of the COVID-19 pandemic has already caused, actual results to differ materially from those estimated by us.

•Each of the factors discussed in Item 1A, Risk Factors, of our Annual Report on Form 10-K for the year ended December 31, 2024, as well as uncertainties and factors discussed elsewhere in this Form 10-Q, including in the “Executive Overview—Key Challenges” section of Part I, Item 2, Management’s Discussion and Analysis of Financial Condition and Results of Operations, in our other filings from time to time with the SEC, or in materials incorporated therein by reference.

•We are highly concentrated in our primary line of business, particularly with respect to Medicare regulations and reimbursement.

•Reductions or delays in, or suspension of, reimbursement for our services by governmental or private payors, including our inability to obtain and retain favorable arrangements with third-party payors, could decrease our revenues and adversely affect other operating results.

•Restrictive interpretations of the regulations governing the claims that are reimbursable by Medicare could decrease our revenues and adversely affect other operating results.

•Reimbursement claims are subject to various audits and such audits may lead to assertions that we have been overpaid or have submitted improper claims, and these assertions have in the past and will in the future require us to incur additional costs to respond to requests for records and defend the validity of payments and to refund any amounts determined to have been overpaid.

•The use by governmental agencies and contractors of statistical sampling and extrapolation may substantially expand claims of overpayment or noncompliance.

•Substantive and procedural deficiencies in the administrative appeals process associated with denied Medicare reimbursement claims, including from various Medicare audit programs, have in the past and could in the future delay or reduce our reimbursement for services previously provided, including through recoupment from other claims due to us from Medicare.

•Efforts to reduce payments to healthcare providers undertaken by third-party payors and conveners could adversely affect our revenues or profitability.

•Changes in our payor mix or the acuity of our patients could reduce our revenues or profitability.

•Changes in the rules and regulations of the healthcare industry at the federal, state, and local levels, including those contemplated now and in the future as part of healthcare reform and deficit reduction (such as the Inpatient Rehabilitation Facility Review Choice Demonstration, the re-basing of payment systems, the introduction of site neutral payments or case-mix weightings across post-acute settings, and other payment system reforms) could decrease revenues and increase the costs of complying with the rules and regulations and have done so in the past from time to time.

•Alternative payment models and value-based purchasing initiatives could decrease our patient volumes and reimbursement rate or increase costs associated with our operations.

•Compliance with the extensive and frequently changing laws and regulations applicable to healthcare providers, including those related to patient care, coding and billing, data privacy and security, consumer protection, anti-trust, and employment practices, requires substantial time, effort and expense, and if we fail to comply, we could incur

penalties and significant costs of investigating and defending asserted claims, whether meritorious or not, or be required to make significant changes to our operations.

•Our inability to maintain proper local, state and federal licensing, including compliance with the Medicare conditions of participation and provider enrollment requirements could decrease our revenues.

•Incidents affecting the proper operation, availability, or security of our or our payors’, vendors’ or partners’ information systems, including the patient information stored there, or business continuity could cause substantial losses and adversely affect our operations and governmental mandates to increase use of electronic records and interoperability exacerbate that risk.

•Any adverse outcome of various lawsuits, claims, and legal or regulatory proceedings, including disclosed and undisclosed qui tam suits, could be difficult to predict and could adversely affect our financial results or condition or our operations, and we could experience increased costs of defending and insuring against alleged professional liability and other claims.

•Our inability to successfully complete and integrate de novo developments, acquisitions, investments, and joint ventures consistent with our growth strategy, including realization of anticipated revenues, cost savings, productivity improvements arising from the related operations and avoidance of unanticipated difficulties, costs or liabilities that could arise from acquisitions or integrations could adversely affect our financial results or condition.

•Our inability to attract and retain nurses, therapists, and other healthcare professionals in a highly competitive environment with often severe staffing shortages and potential union activity could increase staffing costs and adversely affect other financial and operating results and has done so in the past.

•Competitive pressures in the healthcare industry, including from large acute-care hospitals that would typically serve as referral sources for us, and our response to those pressures could adversely affect our revenues or other financial results.

•Medicare quality reporting requirements could adversely affect our operating costs or Medicare reimbursement.

•Our inability to provide a consistently high quality of care, including as represented in metrics published by Medicare, could decrease our revenues.

•Our inability to maintain or develop relationships with patient referral sources, including our joint venture hospitals, or managed care payors could decrease our revenues.

•Acute-care hospitals that participate in joint ventures with us may experience, and in the past some have experienced, operational or financial challenges that, in turn, affect our joint venture inpatient rehabilitation hospitals.

•A pandemic, epidemic, or other widespread outbreak of an infectious disease or other public health crisis, and governmental responses to those events, could decrease our patient volumes, pricing, and revenues, lead to staffing and supply shortages and associated cost increases, otherwise interrupt operations, or lead to increased litigation risk and, in the case of the COVID-19 pandemic, has already done so in many instances.

•Regional, particularly Texas or Florida, or global socio-political, weather, or other catastrophic events have previously severely disrupted, and could again in the future disrupt, our business, including indirectly by affecting the patient population and referral sources in our markets.

•Regulatory and other efforts to promote a transition to a lower-carbon economy may result in significant operational and financial challenges for us.

•Our inability to maintain infectious disease prevention and control efforts that are required and effectively minimize the spread among patients and employees could decrease our patient volumes and revenues, lead to staffing shortages or otherwise interrupt operations, or lead to increased litigation risk.

•Our debt and the associated restrictive covenants could have negative consequences for our business and limit our ability to execute aspects of our business plan successfully.

•The price of our common stock could adversely affect our willingness and ability to repurchase shares.

•We may be unable or unwilling to continue to declare and pay dividends on our common stock.

iii

•General conditions in the economy and capital markets, including inflation (such as impacts from tariffs), any disruption, instability, or uncertainty related to armed conflict or an act of terrorism, a governmental impasse over approval of the United States federal budget or an increase to the debt ceiling, an international trade war, or a sovereign debt crisis could adversely affect our financial results or condition, including access to the capital markets.

The cautionary statements referred to in this section also should be considered in connection with any subsequent written or oral forward-looking statements that may be issued by us or persons acting on our behalf. We undertake no duty to update these forward-looking statements, even though our situation may change in the future. Furthermore, we cannot guarantee future results, events, levels of activity, performance, or achievements.

PART I. FINANCIAL INFORMATION

Item 1.Financial Statements (Unaudited)

Encompass Health Corporation and Subsidiaries

Condensed Consolidated Statements of Comprehensive Income

(Unaudited)


	Three Months Ended March 31,
	2025		2024
	(In Millions, Except Per Share Data)
Net operating revenues	$	1,455.4	$	1,316.0
Operating expenses:
Salaries and benefits	762.3		711.6
Other operating expenses	217.5		203.9
Occupancy costs	14.9		14.0
Supplies	62.2		58.5
General and administrative expenses	52.3		50.2
Depreciation and amortization	79.2		70.3
Total operating expenses	1,188.4		1,108.5

Interest expense and amortization of debt discounts and fees	31.8		35.2
Other income	(2.5)		(5.4)
Equity in net income of nonconsolidated affiliates	(0.9)		(0.7)
Income from continuing operations before income tax expense	238.6		178.4
Provision for income tax expense	41.6		38.3
Income from continuing operations	197.0		140.1
Loss from discontinued operations, net of tax	(0.5)		(1.3)
Net and comprehensive income	196.5		138.8


Less: Net and comprehensive income attributable to noncontrolling interests	(45.0)		(26.3)
Net and comprehensive income attributable to Encompass Health	$	151.5	$	112.5

Weighted average common shares outstanding:
Basic	100.5		99.8
Diluted	102.1		102.2
Earnings per common share:
Basic earnings per share attributable to Encompass Health common shareholders:
Continuing operations	$	1.50	$	1.13
Discontinued operations	—		(0.01)
Net income	$	1.50	$	1.12
Diluted earnings per share attributable to Encompass Health common shareholders:
Continuing operations	$	1.48	$	1.11
Discontinued operations	—		(0.01)
Net income	$	1.48	$	1.10

Amounts attributable to Encompass Health common shareholders:
Income from continuing operations	$	152.0	$	113.8
Loss from discontinued operations, net of tax	(0.5)		(1.3)
Net income attributable to Encompass Health	$	151.5	$	112.5

The accompanying notes to condensed consolidated financial statements are an integral part of these condensed statements.

Encompass Health Corporation and Subsidiaries

Condensed Consolidated Balance Sheets

(Unaudited)


	March 31, 2025		December 31, 2024
	(In Millions)
Assets
Current assets:
Cash and cash equivalents	$	95.8	$	85.4
Restricted cash	27.0		37.7
Accounts receivable	623.4		598.8
Other current assets	164.7		165.0
Total current assets	910.9		886.9
Property and equipment, net	3,723.7		3,643.1
Operating lease right-of-use assets	218.7		203.7
Goodwill	1,284.0		1,284.0
Intangible assets, net	294.5		297.8

Other long-term assets	209.5		219.2
Total assets(1)	$	6,641.3	$	6,534.7
Liabilities and Shareholders’ Equity
Current liabilities:
Current portion of long-term debt	$	138.7	$	138.6
Current operating lease liabilities	26.7		26.3
Accounts payable	159.1		171.0

Accrued expenses and other current liabilities	531.5		505.1
Total current liabilities	856.0		841.0
Long-term debt, net of current portion	2,333.2		2,359.2
Long-term operating lease liabilities	204.2		189.7
Deferred income tax liabilities	114.0		105.2
Other long-term liabilities	196.3		190.4
Total liabilities(1)	3,703.7		3,685.5
Commitments and contingencies
Redeemable noncontrolling interests	56.1		56.5
Shareholders’ equity:
Encompass Health shareholders’ equity	2,159.1		2,067.0
Noncontrolling interests	722.4		725.7
Total shareholders’ equity	2,881.5		2,792.7
Total liabilities(1) and shareholders’ equity	$	6,641.3	$	6,534.7

(1)Our consolidated assets as of March 31, 2025 and December 31, 2024 include total assets of variable interest entities of $208.2 million and $208.1 million, respectively, which cannot be used by us to settle the obligations of other entities. Our consolidated liabilities as of March 31, 2025 and December 31, 2024 include total liabilities of the variable interest entities of $44.2 million and $45.0 million, respectively. See Note 2, Variable Interest Entities.

The accompanying notes to condensed consolidated financial statements are an integral part of these condensed statements.

Encompass Health Corporation and Subsidiaries

Condensed Consolidated Statements of Shareholders’ Equity

(Unaudited)


	Three Months Ended March 31, 2025
	(In Millions)
	Encompass Health Common Shareholders
	Number of Common Shares Outstanding	Common Stock		Capital in Excess of Par Value		Accumulated Income		Treasury Stock		Noncontrolling Interests		Total
Balance at beginning of period	100.8	$	1.2	$	1,847.0	$	796.7	$	(577.9)	$	725.7	$	2,792.7
Net income	—	—		—		151.5		—		42.6		194.1
Issuance of restricted stock	0.7	—		(27.7)		—		27.7		—		—
Receipt of treasury stock	(0.2)	—		—		—		(19.8)		—		(19.8)
Dividends declared ($0.17 per share)	—	—		—		(17.4)		—		—		(17.4)

Stock-based compensation	—	—		9.5		—		—		—		9.5


Distributions declared	—	—		—		—		—		(45.9)		(45.9)



Repurchases of common stock in open market	(0.3)	—		—		—		(32.1)		—		(32.1)



Other	(0.1)	—		0.7		—		(0.3)		—		0.4
Balance at end of period	100.9	$	1.2	$	1,829.5	$	930.8	$	(602.4)	$	722.4	$	2,881.5


	Three Months Ended March 31, 2024
	(In Millions)
	Encompass Health Common Shareholders
	Number of Common Shares Outstanding	Common Stock		Capital in Excess of Par Value		Accumulated Income		Treasury Stock		Noncontrolling Interests		Total
Balance at beginning of period	100.3	$	1.2	$	1,787.0	$	406.5	$	(547.2)	$	607.7	$	2,255.2
Net income	—	—		—		112.5		—		24.8		137.3

Receipt of treasury stock	(0.2)	—		—		—		(12.1)		—		(12.1)
Dividends declared ($0.15 per share)	—	—		0.1		(15.4)		—		—		(15.3)


Stock-based compensation	—	—		9.3		—		—		—		9.3


Distributions declared	—	—		—		—		—		(30.5)		(30.5)
Capital contributions from consolidated affiliates	—	—		—		—		—		18.4		18.4





Other	0.6	—		0.8		0.1		(0.9)		—		—
Balance at end of period	100.7	$	1.2	$	1,797.2	$	503.7	$	(560.2)	$	620.4	$	2,362.3

The accompanying notes to condensed consolidated financial statements are an integral part of these condensed statements.

Encompass Health Corporation and Subsidiaries

Condensed Consolidated Statements of Cash Flows

(Unaudited)


	Three Months Ended March 31,
	2025		2024
	(In Millions)
Cash flows from operating activities:
Net income	$	196.5	$	138.8
Loss from discontinued operations, net of tax	0.5		1.3
Adjustments to reconcile net income to net cash provided by operating activities—

Depreciation and amortization	79.2		70.3



Stock-based compensation	9.5		9.3
Deferred tax expense	8.8		6.5


Other, net	2.3		14.9
Change in assets and liabilities, net of acquisitions—
Accounts receivable	(24.7)		(7.7)
Other assets	0.7		(16.0)
Accounts payable	(2.1)		(3.8)


Other liabilities	18.6		25.9
Net cash used in operating activities of discontinued operations	(0.7)		(0.7)
Total adjustments	91.6		98.7
Net cash provided by operating activities	288.6		238.8
Cash flows from investing activities:

Purchases of property, equipment, and intangible assets	(163.1)		(139.4)


Proceeds from sale of restricted investments	11.0		16.0

Other, net	(6.4)		(6.3)

Net cash used in investing activities	(158.5)		(129.7)




Cash flows from financing activities:



Borrowings on revolving credit facility	60.0		50.0
Payments on revolving credit facility	(80.0)		(50.0)


Taxes paid on behalf of employees for shares withheld	(19.8)		(12.1)
Contributions from noncontrolling interests of consolidated affiliates	—		18.4
Dividends paid on common stock	(18.0)		(15.9)
Distributions paid to noncontrolling interests of consolidated affiliates	(32.9)		(24.7)
Repurchases of common stock, including fees and expenses	(32.1)		—

Other, net	(7.6)		(6.3)

Net cash used in financing activities	(130.4)		(40.6)





(Decrease) increase in cash, cash equivalents, and restricted cash	(0.3)		68.5
Cash, cash equivalents, and restricted cash at beginning of period	123.1		104.2
Cash, cash equivalents, and restricted cash at end of period	$	122.8	$	172.7

The accompanying notes to condensed consolidated financial statements are an integral part of these condensed statements.

Encompass Health Corporation and Subsidiaries

Condensed Consolidated Statements of Cash Flows (Continued)

(Unaudited)


	Three Months Ended March 31,
	2025		2024
	(In Millions)
Reconciliation of Cash, Cash Equivalents, and Restricted Cash
Cash and cash equivalents at beginning of period	$	85.4	$	69.1
Restricted cash at beginning of period	37.7		35.1


Cash, cash equivalents, and restricted cash at beginning of period	$	123.1	$	104.2

Cash and cash equivalents at end of period	$	95.8	$	134.4
Restricted cash at end of period	27.0		38.3


Cash, cash equivalents, and restricted cash at end of period	$	122.8	$	172.7

Supplemental schedule of noncash operating, investing, and financing activities:


Operating lease adjustments	22.3		0.9

The accompanying notes to condensed consolidated financial statements are an integral part of these condensed statements.

Encompass Health Corporation and Subsidiaries

Notes to Condensed Consolidated Financial Statements

1.Basis of Presentation

Encompass Health Corporation (the “Company” or “Encompass Health”), incorporated in Delaware in 1984, including its subsidiaries, is a provider of inpatient rehabilitation services. Our national network of inpatient rehabilitation hospitals stretches across 38 states and Puerto Rico, with concentrations of hospitals in Florida and Texas. As of March 31, 2025, we operated 167 inpatient rehabilitation hospitals. We are the sole owner of 101 of these hospitals. We retain 50.0% to 97.5% ownership in the remaining 66 jointly owned hospitals.

The accompanying unaudited condensed consolidated financial statements of Encompass Health Corporation and Subsidiaries should be read in conjunction with the consolidated financial statements and accompanying notes contained in Encompass Health’s Annual Report on Form 10-K filed with the United States Securities and Exchange Commission on February 28, 2025 (the “2024 Form 10‑K”). The unaudited condensed consolidated financial statements have been prepared in accordance with the rules and regulations of the SEC applicable to interim financial information. Certain information and note disclosures included in financial statements prepared in accordance with generally accepted accounting principles in the United States of America have been omitted in these interim statements, as allowed by such SEC rules and regulations. The condensed consolidated balance sheet as of December 31, 2024 has been derived from audited financial statements, but it does not include all disclosures required by GAAP. However, we believe the disclosures are adequate to make the information presented not misleading. Certain prior year amounts may have been reclassified for comparative purposes to conform to the current-year financial statement presentation.

The unaudited results of operations for the interim periods shown in these financial statements are not necessarily indicative of operating results for the entire year. In our opinion, the accompanying condensed consolidated financial statements recognize all adjustments of a normal recurring nature considered necessary to fairly state the financial position, results of operations, and cash flows for each interim period presented.

Net Operating Revenues—

Our Net operating revenues disaggregated by payor source are as follows (in millions):

Three Months Ended March 31,

SEC Form 10-Q filed by Encompass Health Corporation