U S PHYSICAL THERAPY INC /NV - 10-K filing on 2017-06-07

Selected Quarterly Financial Data (Unaudited) (Tables)

12 Months Ended

Dec. 31, 2016

Selected Quarterly Financial Data (Unaudited) [Abstract]

Summary of Selected Quarterly Financial Data

	Q1 2016 (as restated)		Q2 2016 (as restated)		Q3 2016 (as restated)			Q4 2016
Net patient revenues	$	85,049	$	88,433	$	86,411	$	88,946
Net revenues	$	86,908	$	90,430	$	88,344	$	90,864
Operating income	$	11,491	$	15,033	$	12,055	$	10,954
Net income	$	5,953	$	7,671	$	6,134	$	6,510
Net income attributable to USPH shareholders	$	4,488	$	6,012	$	4,804	$	5,247

Basic and diluted earnings per share attributable to common shareholders:	$	0.36	$	0.48	$	0.38	$	0.42

Shares used in computation - basic and diluted		12,448		12,511		12,520		12,519

	Q1 2015 (as restated)		Q2 2015 (as restated)		Q3 2015 (as restated)		Q4 2015 (as restated)
Net patient revenues	$	75,807	$	81,451	$	82,154	$	84,881
Net revenues	$	77,241	$	83,288	$	84,049	$	86,724
Operating income	$	9,185	$	13,549	$	11,949	$	12,611
Net income	$	5,293	$	7,957	$	6,974	$	6,265
Net income attributable to USPH shareholders	$	4,014	$	6,334	$	5,506	$	4,761

Basic and diluted earnings per share attributable to common shareholders:	$	0.33	$	0.51	$	0.44	$	0.38

Shares used in computation - basic and diluted		12,313		12,409		12,421		12,421

Error Corrections and Prior Period Adjustments

Consolidated Balance Sheet as of September 30, 2016:

	As Reported September 30, 2016			Adjustments			As Restated September 30, 2016
ASSETS
Current assets:
Cash and cash equivalents	$	15,024		$	-		$	15,024
Patient accounts receivable, less allowance for doubtful accounts of $1,770		38,522			-			38,522
Accounts receivable - other		2,272			-			2,272
Other current assets		10,800			816			11,616
Total current assets		66,618			816			67,434
Fixed assets:
Furniture and equipment		46,996			-			46,996
Leasehold improvements		26,206			-			26,206
Fixed assets, gross		73,202			-			73,202
Less accumulated depreciation and amortization		55,760			-			55,760
Fixed assets, net		17,442			-			17,442
Goodwill		191,231			23,826			215,057
Other identifiable intangible assets, net		33,389			-			33,389
Other assets		1,221			-			1,221
Total assets	$	309,901		$	24,642		$	334,543
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities:
Accounts payable - trade	$	2,181		$	-		$	2,181
Accrued expenses		23,216			-			23,216
Current portion of notes payable		986			-			986
Total current liabilities		26,383			-			26,383
Notes payable		4,546			-			4,546
Revolving line of credit		36,000			-			36,000
Mandatorily redeemable non-controlling interests		-			61,276			61,276
Deferred rent		1,313			-			1,313
Deferred taxes		13,727			5,009			18,736
Other long-term liabilities		860			54			914
Total liabilities		82,829			66,339			149,168
Commitments and contingencies
Redeemable non-controlling interests		8,334			(8,334	)		-
U.S. Physical Therapy, Inc. ("USPH") shareholders’ equity:
Preferred stock, $.01 par value, 500,000 shares authorized, no shares issued and outstanding		-			-			-
Common stock, $.01 par value, 20,000,000 shares authorized, 14,734,963 shares issued		147			-			147
Additional paid-in capital		49,506			18,987			68,493
Retained earnings		160,746			(13,523	)		147,223
Treasury stock at cost, 2,214,737 shares		(31,628	)		-			(31,628	)
Total USPH shareholders’ equity		178,771			5,464			184,235
Non-controlling interests		39,967			(38,827	)		1,140
Total equity		218,738			(33,363	)		185,375
Total liabilities and equity	$	309,901		$	24,642		$	334,543

Consolidated Balance Sheet as of June 30, 2016:

	As Reported June 30, 2016			Adjustments			As Restated June 30, 2016
ASSETS
Current assets:
Cash and cash equivalents	$	20,453		$	-		$	20,453
Patient accounts receivable, less allowance for doubtful accounts of $1,672		39,356			-			39,356
Accounts receivable - other		2,335			-			2,335
Other current assets		8,220			574			8,794
Total current assets		70,364			574			70,938
Fixed assets:
Furniture and equipment		46,747			-			46,747
Leasehold improvements		25,733			-			25,733
Fixed assets, gross		72,480			-			72,480
Less accumulated depreciation and amortization		55,642			-			55,642
Fixed assets, net		16,838			-			16,838
Goodwill		191,268			23,826			215,094
Other identifiable intangible assets, net		33,909			-			33,909
Other assets		1,219			-			1,219
Total assets	$	313,598		$	24,400		$	337,998
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities:
Accounts payable - trade	$	1,668		$	-		$	1,668
Accrued expenses		26,273			-			26,273
Current portion of notes payable		1,044			-			1,044
Total current liabilities		28,985			-			28,985
Notes payable		4,547			-			4,547
Revolving line of credit		42,500			-			42,500
Mandatorily redeemable non-controlling interests		-			59,932			59,932
Deferred rent		1,285			-			1,285
Deferred taxes		12,361			5,792			18,153
Other long-term liabilities		869			54			923
Total liabilities		90,547			65,778			156,325
Commitments and contingencies
Redeemable non-controlling interests		8,641			(8,641	)		-
U.S. Physical Therapy, Inc. ("USPH") shareholders’ equity:
Preferred stock, $.01 par value, 500,000 shares authorized, no shares issued and outstanding		-			-			-
Common stock, $.01 par value, 20,000,000 shares authorized, 14,734,963 shares issued		147			-			147
Additional paid-in capital		48,236			18,987			67,223
Retained earnings		157,161			(12,614	)		144,547
Treasury stock at cost, 2,214,737 shares		(31,628	)		-			(31,628	)
Total USPH shareholders’ equity		173,916			6,373			180,289
Non-controlling interests		40,494			(39,110	)		1,384
Total equity		214,410			(32,737	)		181,673
Total liabilities and equity	$	313,598		$	24,400		$	337,998

Consolidated Balance Sheet as of March 31, 2016:

	As Reported March 31, 2016			Adjustments			As Restated March 31, 2016
ASSETS
Current assets:
Cash and cash equivalents	$	19,206		$	-		$	19,206
Patient accounts receivable, less allowance for doubtful accounts of $1,568		38,217			-			38,217
Accounts receivable - other		2,345			-			2,345
Other current assets		8,298			483			8,781
Total current assets		68,066			483			68,549
Fixed assets:
Furniture and equipment		45,654			-			45,654
Leasehold improvements		25,547			-			25,547
Fixed assets, gross		71,201			-			71,201
Less accumulated depreciation and amortization		54,512			-			54,512
Fixed assets, net		16,689			-			16,689
Goodwill		191,051			23,826			214,877
Other identifiable intangible assets, net		34,428			-			34,428
Other assets		1,200			-			1,200
Total assets	$	311,434		$	24,309		$	335,743
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities:
Accounts payable - trade	$	2,244		$	-		$	2,244
Accrued expenses		20,684			-			20,684
Current portion of notes payable		1,253			-			1,253
Total current liabilities		24,181			-			24,181
Notes payable		4,621			-			4,621
Revolving line of credit		52,500			-			52,500
Mandatorily redeemable non-controlling interests		-			58,481			58,481
Deferred rent		1,391			-			1,391
Deferred taxes		10,789			6,573			17,362
Other long-term liabilities		914			54			968
Total liabilities		94,396			65,108			159,504
Commitments and contingencies
Redeemable non-controlling interests		7,591			(7,591	)		-
U.S. Physical Therapy, Inc. ("USPH") shareholders’ equity:
Preferred stock, $.01 par value, 500,000 shares authorized, no shares issued and outstanding		-			-			-
Common stock, $.01 par value, 20,000,000 shares authorized, 14,717,463 shares issued		147			-			147
Additional paid-in capital		46,563			18,987			65,550
Retained earnings		152,219			(11,555	)		140,664
Treasury stock at cost, 2,214,737 shares		(31,628	)		-			(31,628	)
Total USPH shareholders’ equity		167,301			7,432			174,733
Non-controlling interests		42,146			(40,640	)		1,506
Total equity		209,447			(33,208	)		176,239
Total liabilities and equity	$	311,434		$	24,309		$	335,743

Consolidated Balance Sheet as of September 30, 2015:

	As Reported September 30, 2015			Adjustments			As Restated September 30, 2015
ASSETS
Current assets:
Cash and cash equivalents	$	20,558		$	-		$	20,558
Patient accounts receivable, less allowance for doubtful accounts of $1,556		35,106			-			35,106
Accounts receivable - other		1,939			-			1,939
Other current assets		6,058			-			6,058
Total current assets		63,661			-			63,661
Fixed assets:
Furniture and equipment		44,157			-			44,157
Leasehold improvements		25,006			-			25,006
Fixed assets, gross		69,163			-			69,163
Less accumulated depreciation and amortization		52,501			-			52,501
Fixed assets, net		16,662			-			16,662
Goodwill		170,849			23,826			194,675
Other identifiable intangible assets, net		23,798			-			23,798
Other assets		1,175			-			1,175
Total assets	$	276,145		$	23,826		$	299,971
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities:
Accounts payable - trade	$	1,662		$	-		$	1,662
Accrued expenses		18,287			-			18,287
Current portion of notes payable		1,412			-			1,412
Total current liabilities		21,361			-			21,361
Notes payable		1,679			-			1,679
Revolving line of credit		46,000			-			46,000
Mandatorily redeemable non-controlling interests		-			45,323			45,323
Deferred rent		1,192			-			1,192
Deferred taxes		-			13,276			13,276
Other long-term liabilities		10,769			(7,995	)		2,774
Total liabilities		81,001			50,604			131,605
Commitments and contingencies
Redeemable non-controlling interests		9,024			(9,024	)		-
U.S. Physical Therapy, Inc. ("USPH") shareholders’ equity:
Preferred stock, $.01 par value, 500,000 shares authorized, no shares issued and outstanding		-			-			-
Common stock, $.01 par value, 20,000,000 shares authorized, 14,635,874 shares issued		146			-			146
Additional paid-in capital		45,536			17,382			62,918
Retained earnings		144,888			(9,485	)		135,403
Treasury stock at cost, 2,214,737 shares		(31,628	)		-			(31,628	)
Total USPH shareholders’ equity		158,942			7,897			166,839
Non-controlling interests		27,178			(25,651	)		1,527
Total equity		186,120			(17,754	)		168,366
Total liabilities and equity	$	276,145		$	23,826		$	299,971

Consolidated Balance Sheet as of June 30, 2015:

	As Reported June 30, 2015			Adjustments			As Restated June 30, 2015
ASSETS
Current assets:
Cash and cash equivalents	$	12,972		$	-		$	12,972
Patient accounts receivable, less allowance for doubtful accounts of $1,618		34,830			-			34,830
Accounts receivable - other		1,338			-			1,338
Other current assets		6,509			-			6,509
Total current assets		55,649			-			55,649
Fixed assets:
Furniture and equipment		43,495			-			43,495
Leasehold improvements		24,107			-			24,107
Fixed assets, gross		67,602			-			67,602
Less accumulated depreciation and amortization		51,098			-			51,098
Fixed assets, net		16,504			-			16,504
Goodwill		170,914			23,826			194,740
Other identifiable intangible assets, net		24,167			-			24,167
Other assets		1,086			-			1,086
Total assets	$	268,320		$	23,826		$	292,146
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities:
Accounts payable - trade	$	1,451		$	-		$	1,451
Accrued expenses		19,446			-			19,446
Current portion of notes payable		800			-			800
Total current liabilities		21,697			-			21,697
Notes payable		1,059			-			1,059
Revolving line of credit		41,000			-			41,000
Mandatorily redeemable non-controlling interests		-			49,166			49,166
Deferred rent		1,040			-			1,040
Deferred taxes		-			12,027			12,027
Other long-term liabilities		10,925			(7,995	)		2,930
Total liabilities		75,721			53,198			128,919
Commitments and contingencies
Redeemable non-controlling interests		10,585			(10,585	)		-
U.S. Physical Therapy, Inc. ("USPH") shareholders’ equity:
Preferred stock, $.01 par value, 500,000 shares authorized, no shares issued and outstanding		-			-			-
Common stock, $.01 par value, 20,000,000 shares authorized, 14,635,674 shares issued		146			-			146
Additional paid-in capital		45,829			15,222			61,051
Retained earnings		140,933			(9,173	)		131,760
Treasury stock at cost, 2,214,737 shares		(31,628	)		-			(31,628	)
Total USPH shareholders’ equity		155,280			6,049			161,329
Non-controlling interests		26,734			(24,836	)		1,898
Total equity		182,014			(18,787	)		163,227
Total liabilities and equity	$	268,320		$	23,826		$	292,146

Consolidated Balance Sheet as of March 31, 2015:

	As Reported March 31, 2015			Adjustments			As Restated March 31, 2015
ASSETS
Current assets:
Cash and cash equivalents	$	14,557		$	-		$	14,557
Patient accounts receivable, less allowance for doubtful accounts of $1,633		34,673			-			34,673
Accounts receivable - other		1,378			-			1,378
Other current assets		5,291			-			5,291
Total current assets		55,899			-			55,899
Fixed assets:
Furniture and equipment		42,542			-			42,542
Leasehold improvements		23,565			-			23,565
Fixed assets, gross		66,107			-			66,107
Less accumulated depreciation and amortization		50,212			-			50,212
Fixed assets, net		15,895			-			15,895
Goodwill		159,176			23,826			183,002
Other identifiable intangible assets, net		24,537			-			24,537
Other assets		1,916			-			1,916
Total assets	$	257,423		$	23,826		$	281,249
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities:
Accounts payable - trade	$	2,292		$	-		$	2,292
Accrued expenses		18,178			-			18,178
Current portion of notes payable		932			-			932
Total current liabilities		21,402			-			21,402
Notes payable		483			-			483
Revolving line of credit		41,500			-			41,500
Mandatorily redeemable non-controlling interests		-			45,578			45,578
Deferred rent		984			-			984
Deferred taxes		-			12,009			12,009
Other long-term liabilities		9,480			(7,995	)		1,485
Total liabilities		73,849			49,592			123,441
Commitments and contingencies
Redeemable non-controlling interests		7,373			(7,373	)		-
U.S. Physical Therapy, Inc. ("USPH") shareholders’ equity:
Preferred stock, $.01 par value, 500,000 shares authorized, no shares issued and outstanding		-			-			-
Common stock, $.01 par value, 20,000,000 shares authorized, 14,613,374 shares issued		145			-			145
Additional paid-in capital		45,080			15,222			60,302
Retained earnings		136,491			(9,203	)		127,288
Treasury stock at cost, 2,214,737 shares		(31,628	)		-			(31,628	)
Total USPH shareholders’ equity		150,088			6,019			156,107
Non-controlling interests		26,113			(24,412	)		1,701
Total equity		176,201			(18,393	)		157,808
Total liabilities and equity	$	257,423		$	23,826		$	281,249

Consolidated Statement of Net Income as of September 30, 2016:

	For the Three Months Ended									For the Nine Months Ended
	As Reported September 30, 2016			Adjustments			As Restated September 30, 2016			As Reported September 30, 2016			Adjustments			As Restated September 30, 2016

Net patient revenues	$	86,411		$	-		$	86,411		$	259,893		$	-		$	259,893
Other revenues		1,933			-			1,933			5,789			-			5,789
Net revenues		88,344			-			88,344			265,682			-			265,682
Clinic operating costs:
Salaries and related costs		49,868			-			49,868			146,509			-			146,509
Rent, clinic supplies, contract labor and other		17,885			-			17,885			52,938			-			52,938
Provision for doubtful accounts		917			-			917			2,962			-			2,962
Closure costs		9			-			9			54			-			54
Total clinic operating costs		68,679			-			68,679			202,463			-			202,463

Gross margin		19,665			-			19,665			63,219			-			63,219

Corporate office costs		7,610			-			7,610			24,640			-			24,640
Operating income		12,055			-			12,055			38,579			-			38,579

Interest and other income, net		21			-			21			62			-			62
Interest expense
Mandatorily redeemable non-controlling interests - change in redemption value		-			(1,934	)		(1,934	)		-			(6,056	)		(6,056	)
Mandatorily redeemable non-controlling interests - earnings allocable		-			(929	)		(929	)		-			(3,146	)		(3,146	)
Debt and other		(326	)		-			(326	)		(954	)		-			(954	)
Total interest expense		(326	)		(2,863	)		(3,189	)		(954	)		(9,202	)		(10,156	)

Income before taxes		11,750			(2,863	)		8,887			37,687			(9,202	)		28,485

Provision for income taxes		3,778			(1,025	)		2,753			11,975			(3,248	)		8,727

Net income		7,972			(1,838	)		6,134			25,712			(5,954	)		19,758

Less: net income attributable to non-controlling interests		(2,259	)		929			(1,330	)		(7,600	)		3,146			(4,454	)

Net income attributable to USPH shareholders	$	5,713		$	(909	)	$	4,804		$	18,112		$	(2,808	)	$	15,304

Basic and diluted earnings per share attributable to USPH shareholders	$	0.46		$	(0.08	)	$	0.38		$	1.45		$	(0.23	)	$	1.22

Shares used in computation - basic		12,520						12,520			12,494						12,494

Shares used in computation - diluted		12,520						12,520			12,494						12,494

Dividends declared per common share	$	0.17					$	0.17		$	0.51					$	0.51

Consolidated Statement of Net Income as of June 30, 2016:

	For the Three Months Ended									For the Six Months Ended
	As Reported June 30, 2016			Adjustments			As Restated June 30, 2016			As Reported June 30, 2016			Adjustments			As Restated June 30, 2016

Net patient revenues	$	88,433		$	-		$	88,433		$	173,482		$	-		$	173,482
Other revenues		1,997			-			1,997			3,856			-			3,856
Net revenues		90,430			-			90,430			177,338			-			177,338
Clinic operating costs:
Salaries and related costs		48,837			-			48,837			96,641			-			96,641
Rent, clinic supplies, contract labor and other		17,546			-			17,546			35,053			-			35,053
Provision for doubtful accounts		956			-			956			2,045			-			2,045
Closure costs		32			-			32			45			-			45
Total clinic operating costs		67,371			-			67,371			133,784			-			133,784

Gross margin		23,059			-			23,059			43,554			-			43,554

Corporate office costs		8,026			-			8,026			17,030			-			17,030
Operating income		15,033			-			15,033			26,524			-			26,524

Interest and other income, net		21			-			21			41			-			41
Interest expense
Mandatorily redeemable non-controlling interests - change in redemption value		-			(1,931	)		(1,931	)		-			(4,122	)		(4,122	)
Mandatorily redeemable non-controlling interests - earnings allocable		-			(1,330	)		(1,330	)		-			(2,217	)		(2,217	)
Debt and other		(320	)		-			(320	)		(628	)		-			(628	)
Total interest expense		(320	)		(3,261	)		(3,581	)		(628	)		(6,339	)		(6,967	)

Income before taxes		14,734			(3,261	)		11,473			25,937			(6,339	)		19,598

Provision for income taxes		4,674			(872	)		3,802			8,197			(2,223	)		5,974

Net income		10,060			(2,389	)		7,671			17,740			(4,116	)		13,624

Less: net income attributable to non-controlling interests		(2,989	)		1,330			(1,659	)		(5,341	)		2,217			(3,124	)

Net income attributable to USPH shareholders	$	7,071		$	(1,059	)	$	6,012		$	12,399		$	(1,899	)	$	10,500

Basic and diluted earnings per share attributable to USPH shareholders	$	0.57		$	(0.09	)	$	0.48		$	0.99		$	(0.15	)	$	0.84

Shares used in computation - basic		12,511						12,511			12,480						12,480

Shares used in computation - diluted		12,511						12,511			12,480						12,480

Dividends declared per common share	$	0.17					$	0.17		$	0.34					$	0.34

Consolidated Statement of Net Income as of March 31, 2016:

	For the Three Months Ended
	As Reported March 31, 2016			Adjustments			As Restated March 31, 2016

Net patient revenues	$	85,049		$	-		$	85,049
Other revenues		1,859			-			1,859
Net revenues		86,908			-			86,908
Clinic operating costs:
Salaries and related costs		47,804			-			47,804
Rent, clinic supplies, contract labor and other		17,507			-			17,507
Provision for doubtful accounts		1,089			-			1,089
Closure costs		13			-			13
Total clinic operating costs		66,413			-			66,413

Gross margin		20,495			-			20,495

Corporate office costs		9,004			-			9,004
Operating income		11,491			-			11,491

Interest and other income, net		20			-			20
Interest expense
Mandatorily redeemable non-controlling interests - change in redemption value		-			(2,191	)		(2,191	)
Mandatorily redeemable non-controlling interests - earnings allocable		-			(887	)		(887	)
Debt and other		(308	)		-			(308	)
Total interest expense		(308	)		(3,078	)		(3,386	)

Income before taxes		11,203			(3,078	)		8,125

Provision for income taxes		3,523			(1,351	)		2,172

Net income		7,680			(1,727	)		5,953

Less: net income attributable to non-controlling interests		(2,352	)		887			(1,465	)

Net income attributable to USPH shareholders	$	5,328		$	(840	)	$	4,488

Basic and diluted earnings per share attributable to USPH shareholders	$	0.43		$	(0.07	)	$	0.36

Shares used in computation - basic		12,448						12,448

Shares used in computation - diluted		12,448						12,448

Dividends declared per common share	$	0.17					$	0.17

Consolidated Statement of Net Income as of September 30, 2015:

	For the Three Months Ended									For the Nine Months Ended
	As Reported September 30, 2015			Adjustments			As Restated September 30, 2015			As Reported September 30, 2015			Adjustments			As Restated September 30, 2015

Net patient revenues	$	82,154		$	-		$	82,154		$	239,412		$	-		$	239,412
Other revenues		1,895			-			1,895			5,166			-			5,166
Net revenues		84,049			-			84,049			244,578			-			244,578
Clinic operating costs:
Salaries and related costs		46,594			-			46,594			134,044			-			134,044
Rent, clinic supplies, contract labor and other		17,428			-			17,428			50,434			-			50,434
Provision for doubtful accounts		1,067			-			1,067			3,119			-			3,119
Closure costs		88			-			88			125			-			125
Total clinic operating costs		65,177			-			65,177			187,722			-			187,722

Gross margin		18,872			-			18,872			56,856			-			56,856

Corporate office costs		6,923			-			6,923			22,173			-			22,173
Operating income		11,949			-			11,949			34,683			-			34,683

Interest and other income, net		24			-			24			48			-			48
Interest expense
Mandatorily redeemable non-controlling interests - change in redemption value		-			(501	)		(501	)		-			(697	)		(697	)
Mandatorily redeemable non-controlling interests - earnings allocable		-			(778	)		(778	)		-			(2,674	)		(2,674	)
Debt and other		(255	)		-			(255	)		(765	)		-			(765	)
Total interest expense		(255	)		(1,279	)		(1,534	)		(765	)		(3,371	)		(4,136	)

Income before taxes		11,718			(1,279	)		10,439			33,966			(3,371	)		30,595

Provision for income taxes		3,654			(189	)		3,465			10,634			(263	)		10,371

Net income		8,064			(1,090	)		6,974			23,332			(3,108	)		20,224

Less: net income attributable to non-controlling interests		(2,246	)		778			(1,468	)		(7,044	)		2,674			(4,370	)

Net income attributable to USPH shareholders	$	5,818		$	(312	)	$	5,506		$	16,288		$	(434	)	$	15,854

Basic and diluted earnings per share attributable to USPH shareholders	$	0.47		$	(0.03	)	$	0.44		$	1.29		$	(0.01	)	$	1.28

Shares used in computation - basic		12,421						12,421			12,382						12,382

Shares used in computation - diluted		12,421						12,421			12,382						12,382

Dividends declared per common share	$	0.15					$	0.15		$	0.45					$	0.45

Consolidated Statement of Net Income as of June 30, 2015:

	For the Three Months Ended									For the Six Months Ended
	As Reported June 30, 2015			Adjustments			As Restated June 30, 2015			As Reported June 30, 2015			Adjustments			As Restated June 30, 2015

Net patient revenues	$	81,451		$	-		$	81,451		$	157,258		$	-		$	157,258
Other revenues		1,837			-			1,837			3,271			-			3,271
Net revenues		83,288			-			83,288			160,529			-			160,529
Clinic operating costs:
Salaries and related costs		44,398			-			44,398			87,450			-			87,450
Rent, clinic supplies, contract labor and other		16,681			-			16,681			33,006			-			33,006
Provision for doubtful accounts		1,062			-			1,062			2,052			-			2,052
Closure costs		5			-			5			37			-			37
Total clinic operating costs		62,146			-			62,146			122,545			-			122,545

Gross margin		21,142			-			21,142			37,984			-			37,984

Corporate office costs		7,593			-			7,593			15,250			-			15,250
Operating income		13,549			-			13,549			22,734			-			22,734

Interest and other income, net		16			-			16			24			-			24
Interest expense
Mandatorily redeemable non-controlling interests - change in redemption value		-			48			48			-			(196	)		(196	)
Mandatorily redeemable non-controlling interests - earnings allocable		-			(1,190	)		(1,190	)		-			(1,896	)		(1,896	)
Debt and other		(245	)		-			(245	)		(510	)		-			(510	)
Total interest expense		(245	)		(1,142	)		(1,387	)		(510	)		(2,092	)		(2,602	)

Income before taxes		13,320			(1,142	)		12,178			22,248			(2,092	)		20,156

Provision for income taxes		4,203			18			4,221			6,980			(74	)		6,906

Net income		9,117			(1,160	)		7,957			15,268			(2,018	)		13,250

Less: net income attributable to non-controlling interests		(2,813	)		1,190			(1,623	)		(4,798	)		1,896			(2,902	)

Net income attributable to USPH shareholders	$	6,304		$	30		$	6,334		$	10,470		$	(122	)	$	10,348

Basic and diluted earnings per share attributable to USPH shareholders	$	0.48		$	0.03		$	0.51		$	0.82		$	0.02		$	0.84

Shares used in computation - basic		12,409						12,409			12,362						12,362

Shares used in computation - diluted		12,409						12,409			12,362						12,362

Dividends declared per common share	$	0.15					$	0.15		$	0.30					$	0.30

Consolidated Statement of Net Income as of March 31, 2015:

	For the Three Months Ended
	As Reported March 31, 2015			Adjustments			As Restated March 31, 2015

Net patient revenues	$	75,807		$	-		$	75,807
Other revenues		1,434			-			1,434
Net revenues		77,241			-			77,241
Clinic operating costs:
Salaries and related costs		43,052			-			43,052
Rent, clinic supplies, contract labor and other		16,325			-			16,325
Provision for doubtful accounts		990			-			990
Closure costs		32			-			32
Total clinic operating costs		60,399			-			60,399

Gross margin		16,842			-			16,842

Corporate office costs		7,657			-			7,657
Operating income		9,185			-			9,185

Interest and other income, net		8			-			8
Interest expense
Mandatorily redeemable non-controlling interests - change in redemption value		-			(244	)		(244	)
Mandatorily redeemable non-controlling interests - earnings allocable		-			(706	)		(706	)
Debt and other		(265	)		-			(265	)
Total interest expense		(265	)		(950	)		(1,215	)

Income before taxes		8,928			(950	)		7,978

Provision for income taxes		2,777			(92	)		2,685

Net income		6,151			(858	)		5,293

Less: net income attributable to non-controlling interests		(1,985	)		706			(1,279	)

Net income attributable to USPH shareholders	$	4,166		$	(152	)	$	4,014

Basic and diluted earnings per share attributable to USPH shareholders	$	0.34		$	(0.01	)	$	0.33

Shares used in computation - basic		12,313						12,313

Shares used in computation - diluted		12,313						12,313

Dividends declared per common share	$	0.15					$	0.15

Consolidated Statement of Cash Flows as of September 30, 2016:

	For the Nine Months Ended
	As Reported						As Restated
	September 30, 2016			Adjustments			September 30, 2016
OPERATING ACTIVITIES
Net income including non-controlling interests	$	25,712		$	(5,954	)	$	19,758
Adjustments to reconcile net income including non-controlling interests to net cash provided by operating activities:
Depreciation and amortization		6,210			-			6,210
Provision for doubtful accounts		2,962			-			2,962
Equity-based awards compensation expense		3,748			-			3,748
Loss (gain) on sale of fixed assets		31			-			31
Excess tax benefit from equity-based awards		(798	)		798			-
Deferred income tax		5,688			(2,450	)		3,238
Other		-			-			-
Changes in operating assets and liabilities:								-
Increase in patient accounts receivable		(2,548	)		-			(2,548	)
(Increase) decrease in accounts receivable - other		116			-			116
Decrease (increase) in other assets		(4,979	)		-			(4,979	)
Increase (decrease) in accounts payable and accrued expenses		5,178			(1,596	)		3,582
Increase (decrease) in mandatorily redeemable non-controlling interests		-			5,372			5,372
(Decrease) increase in other liabilities		708			-			708
Net cash provided by operating activities		42,028			(3,830	)		38,198

INVESTING ACTIVITIES
Purchase of fixed assets		(5,620	)		-			(5,620	)
Purchase of businesses, net of cash acquired		(12,958	)		-			(12,958	)
Acquisitions of non-controlling interests		(1,800	)		1,136			(664	)
Proceeds on sale of fixed assets, net		42			-			42
Net cash used in investing activities		(20,336	)		1,136			(19,200	)

FINANCING ACTIVITIES
Distributions to non-controlling interests		(8,271	)		3,830			(4,441	)
Cash dividends to shareholders - funded		(6,382	)		-			(6,382	)
Proceeds from revolving line of credit		128,000			-			128,000
Payments on revolving line of credit		(136,000	)		-			(136,000	)
Payments to settle mandatorily redeemable non-controlling interests		-			(1,136	)		(1,136	)
Principal payments on notes payable		(592	)		-			(592	)
Tax benefit from equity-based awards		798			-			798
Other		1			-			1
Net cash used in financing activities		(22,446	)		2,694			(19,752	)

Net increase in cash and cash equivalents		(754	)		-			(754	)
Cash and cash equivalents - beginning of period		15,778			-			15,778
Cash and cash equivalents - end of period	$	15,024		$	-		$	15,024

SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION
Cash paid during the period for:
Income taxes	$	10,051					$	10,051
Interest	$	770					$	770
Non-cash investing and financing transactions during the period:
Purchase of business - seller financing portion	$	500					$	500
Acquisition of non-controlling interest - seller financing portion	$	514					$	388
Payment to settle redeemable non-controlling interest - financing portion	$	-					$	126
Sale of non-controlling interests	$	(148	)				$	(148	)

Consolidated Statement of Cash Flows as of June 30, 2016:

	For the Six Months Ended
	As Reported						As Restated
	June 30, 2016			Adjustments			June 30, 2016
OPERATING ACTIVITIES
Net income including non-controlling interests	$	17,740		$	(4,116	)	$	13,624
Adjustments to reconcile net income including non-controlling interests to net cash provided by operating activities:
Depreciation and amortization		4,158			-			4,158
Provision for doubtful accounts		2,045			-			2,045
Equity-based awards compensation expense		2,484			-			2,484
Loss (gain) on sale of fixed assets		-			-			-
Excess tax benefit from equity-based awards		(556	)		556			-
Deferred income tax		4,170			(1,667	)		2,503
Other		-			-			-
Changes in operating assets and liabilities:								-
Increase in patient accounts receivable		(2,449	)		-			(2,449	)
(Increase) decrease in accounts receivable - other		53			-			53
Decrease (increase) in other assets		(2,443	)		-			(2,443	)
Increase (decrease) in accounts payable and accrued expenses		7,715			(1,112	)		6,603
Increase (decrease) in mandatorily redeemable non-controlling interests		-			4,028			4,028
(Decrease) increase in other liabilities		447			-			447
Net cash provided by operating activities		33,364			(2,311	)		31,053

INVESTING ACTIVITIES
Purchase of fixed assets		(3,453	)		-			(3,453	)
Purchase of businesses, net of cash acquired		(12,958	)		-			(12,958	)
Acquisitions of non-controlling interests, net of sales		(1,386	)		1,136			(250	)
Proceeds on sale of fixed assets, net		42			-			42
Net cash used in investing activities		(17,755	)		1,136			(16,619	)

FINANCING ACTIVITIES
Distributions to non-controlling interests		(5,204	)		2,311			(2,893	)
Cash dividends to shareholders - funded		(4,254	)		-			(4,254	)
Proceeds from revolving line of credit		93,000			-			93,000
Payments on revolving line of credit		(94,500	)		-			(94,500	)
Payments to settle mandatorily redeemable non-controlling interests		-			(1,136	)		(1,136	)
Principal payments on notes payable		(533	)		-			(533	)
Tax benefit from equity-based awards		556			-			556
Other		1			-			1
Net cash used in financing activities		(10,934	)		1,175			(9,759	)

Net increase in cash and cash equivalents		4,675			-			4,675
Cash and cash equivalents - beginning of period		15,778			-			15,778
Cash and cash equivalents - end of period	$	20,453		$	-		$	20,453

SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION
Cash paid during the period for:
Income taxes	$	5,513					$	5,513
Interest	$	512					$	512
Non-cash investing and financing transactions during the period:
Purchase of business - seller financing portion	$	500					$	500
Acquisition of non-controlling interest - seller financing portion	$	514					$	388
Payment to settle redeemable non-controlling interest - financing portion	$	-					$	126
Sale of non-controlling interests	$	(148	)				$	(148	)

Consolidated Statement of Cash Flows as of March 31, 2016:

	For the Three Months Ended
	As Reported						As Restated
	March 31, 2016			Adjustments			March 31, 2016
OPERATING ACTIVITIES
Net income including non-controlling interests	$	7,680		$	(1,727	)	$	5,953
Adjustments to reconcile net income including non-controlling interests to net cash provided by operating activities:
Depreciation and amortization		2,091			-			2,091
Provision for doubtful accounts		1,089			-			1,089
Equity-based awards compensation expense		1,221			-			1,221
Loss (gain) on sale of fixed assets		(19	)		-			(19	)
Excess tax benefit from equity-based awards		(323	)		465			142
Deferred income tax		2,709			(886	)		1,823
Other		-			-			-
Changes in operating assets and liabilities:								-
Increase in patient accounts receivable		(2,185	)		-			(2,185	)
(Increase) decrease in accounts receivable - other		43			-			43
Decrease (increase) in other assets		(2,282	)		-			(2,282	)
Increase (decrease) in accounts payable and accrued expenses		4,322			(930	)		3,392
Increase (decrease) in mandatorily redeemable non-controlling interests		-			2,578			2,578
(Decrease) increase in other liabilities		365			-			365
Net cash provided by operating activities		14,711			(500	)		14,211

INVESTING ACTIVITIES
Purchase of fixed assets		(1,738	)		-			(1,738	)
Purchase of businesses, net of cash acquired		(12,899	)		-			(12,899	)
Acquisitions of non-controlling interests		(1,524	)		1,136			(388	)
Proceeds on sale of fixed assets, net		42			-			42
Net cash used in investing activities		(16,119	)		1,136			(14,983	)

FINANCING ACTIVITIES
Distributions to non-controlling interests		(1,613	)		500			(1,113	)
Cash dividends to shareholders - funded		(2,125	)		-			(2,125	)
Proceeds from revolving line of credit		49,000			-			49,000
Payments on revolving line of credit		(40,500	)		-			(40,500	)
Payments to settle mandatorily redeemable non-controlling interests		-			(1,136	)		(1,136	)
Principal payments on notes payable		(250	)		-			(250	)
Tax benefit from equity-based awards		323			-			323
Other		1			-			1
Net cash used in financing activities		4,836			(636	)		4,200

Net increase in cash and cash equivalents		3,428			-			3,428
Cash and cash equivalents - beginning of period		15,778			-			15,778
Cash and cash equivalents - end of period	$	19,206		$	-		$	19,206

SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION
Cash paid during the period for:
Income taxes	$	2,265					$	2,265
Interest	$	248					$	248
Non-cash investing and financing transactions during the period:
Purchase of business - seller financing portion	$	500					$	500
Acquisition of non-controlling interest - seller financing portion	$	514					$	388
Payment to settle redeemable non-controlling interest - financing portion	$	-					$	126

Consolidated Statement of Cash Flows as of September 30, 2015:

	For the Nine Months Ended
	As Reported September 30, 2015			Adjustments			As Restated September 30, 2015
OPERATING ACTIVITIES
Net income including non-controlling interests	$	23,332		$	(3,108	)	$	20,224
Adjustments to reconcile net income including non-controlling interests to net cash provided by operating activities:
Depreciation and amortization		5,656			-			5,656
Provision for doubtful accounts		3,119			-			3,119
Equity-based awards compensation expense		3,368			-			3,368
Loss (gain) on sale of fixed assets		3			-			3
Excess tax benefit from equity-based awards		(816	)		-			(816	)
Deferred income tax		3,181			(263	)		2,918
Other		180			-			180
Changes in operating assets and liabilities:								-
Increase in patient accounts receivable		(4,148	)		-			(4,148	)
(Increase) decrease in accounts receivable - other		(145	)		-			(145	)
Decrease (increase) in other assets		(1,485	)		-			(1,485	)
Increase (decrease) in accounts payable and accrued expenses		(3,766	)		-			(3,766	)
Increase (decrease) in mandatorily redeemable non-controlling interests		-			683			683
(Decrease) increase in other liabilities		380			-			380
Net cash provided by operating activities		28,859			(2,688	)		26,171

INVESTING ACTIVITIES
Purchase of fixed assets		(4,690	)		-			(4,690	)
Purchase of businesses, net of cash acquired		(14,434	)		-			(14,434	)
Acquisitions of non-controlling interests		(2,802	)		1,860			(942	)
Proceeds on sale of fixed assets, net		71			-			71
Net cash used in investing activities		(21,855	)		1,860			(19,995	)

FINANCING ACTIVITIES
Distributions to non-controlling interests		(6,836	)		2,688			(4,148	)
Cash dividends to shareholders - funded		(5,586	)		-			(5,586	)
Proceeds from revolving line of credit		75,000			-			75,000
Payments on revolving line of credit		(63,500	)		-			(63,500	)
Payments to settle mandatorily redeemable non-controlling interests		-			(1,860	)		(1,860	)
Principal payments on notes payable		(616	)		-			(616	)
Tax benefit from equity-based awards		816			-			816
Other		5			-			5
Net cash (used) in provided by financing activities		(717	)		828			111

Net increase in cash and cash equivalents		6,287			-			6,287
Cash and cash equivalents - beginning of period		14,271			-			14,271
Cash and cash equivalents - end of period	$	20,558		$	-		$	20,558

SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION
Cash paid during the period for:
Income taxes	$	5,659					$	5,659
Interest	$	616					$	616
Non-cash investing and financing transactions during the period:
Purchase of business - seller financing portion	$	1,350					$	1,350
Acquisition of non-controlling interest - seller financing portion	$	1,240					$	-
Payment to settle redeemable non-controlling interest - financing portion	$	-					$	1,240
Revaluation of madatorily redeemable non-controlling interests	$	627					$	697

Consolidated Statement of Cash Flows as of June 30, 2015:

	For the Six Months Ended
	As Reported June 30, 2015			Adjustments			As Restated June 30, 2015
OPERATING ACTIVITIES
Net income including non-controlling interests	$	15,268		$	(2,018	)	$	13,250
Adjustments to reconcile net income including non-controlling interests to net cash provided by operating activities:
Depreciation and amortization		3,674			-			3,674
Provision for doubtful accounts		2,052			-			2,052
Equity-based awards compensation expense		2,206			-			2,206
Loss (gain) on sale of fixed assets		(13	)		-			(13	)
Excess tax benefit from equity-based awards		(430	)		-			(430	)
Deferred income tax		2,130			(74	)		2,056
Other		111			-			111
Changes in operating assets and liabilities:
Increase in patient accounts receivable		(2,880	)		-			(2,880	)
(Increase) decrease in accounts receivable - other		165			-			165
Decrease (increase) in other assets		(13	)		-			(13	)
Increase (decrease) in accounts payable and accrued expenses		(3,958	)		-			(3,958	)
Increase (decrease) in mandatorily redeemable non-controlling interests		-			90			90
(Decrease) increase in other liabilities		927			-			927
Net cash provided by operating activities		19,239			(2,002	)		17,237

INVESTING ACTIVITIES
Purchase of fixed assets		(2,873	)		-			(2,873	)
Purchase of businesses, net of cash acquired		(14,467	)		-			(14,467	)
Acquisitions of non-controlling interests		(968	)		-			(968	)
Proceeds on sale of fixed assets, net		72			-			72
Net cash used in investing activities		(18,236	)		-			(18,236	)

FINANCING ACTIVITIES
Distributions to non-controlling interests		(4,906	)		2,002			(2,904	)
Cash dividends to shareholders - funded		(3,723	)		-			(3,723	)
Proceeds from revolving line of credit		51,000			-			51,000
Payments on revolving line of credit		(44,500	)		-			(44,500	)
Principal payments on notes payable		(608	)		-			(608	)
Tax benefit from equity-based awards		430			-			430
Other		5			-			5
Net cash used in financing activities		(2,302	)		2,002			(300	)

Net increase in cash and cash equivalents		(1,299	)		-			(1,299	)
Cash and cash equivalents - beginning of period		14,271			-			14,271
Cash and cash equivalents - end of period	$	12,972		$	-		$	12,972

SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION
Cash paid during the period for:
Income taxes	$	3,835					$	3,835
Interest	$	460					$	460
Non-cash investing and financing transactions during the period:
Purchase of business - seller financing portion	$	1,350					$	1,350
Revaluation of madatorily redeemable non-controlling interests	$	627					$	196

Consolidated Statement of Cash Flows as of March 31, 2015:

	For the Three Months Ended
	As Reported March 31, 2015			Adjustments			As Restated March 31, 2015
OPERATING ACTIVITIES
Net income including non-controlling interests	$	6,151		$	(858	)	$	5,293
Adjustments to reconcile net income including non-controlling interests to net cash provided by operating activities:
Depreciation and amortization		1,807			-			1,807
Provision for doubtful accounts		990			-			990
Equity-based awards compensation expense		991			-			991
Loss (gain) on sale of fixed assets		17			-			17
Excess tax benefit from equity-based awards		(271	)		-			(271	)
Deferred income tax		565			(92	)		473
Other		34			-			34
Changes in operating assets and liabilities:
Increase in patient accounts receivable		(2,185	)		-			(2,185	)
(Increase) decrease in accounts receivable - other		125			-			125
Decrease (increase) in other assets		106			-			106
Increase (decrease) in accounts payable and accrued expenses		(5,976	)		-			(5,976	)
Increase (decrease) in mandatorily redeemable non-controlling interests		-			406			406
(Decrease) increase in other liabilities		665			-			665
Net cash provided by operating activities		3,019			(544	)		2,475

INVESTING ACTIVITIES
Purchase of fixed assets		(1,419	)		-			(1,419	)
Purchase of businesses, net of cash acquired		(6,445	)		-			(6,445	)
Acquisitions of non-controlling interests		(359	)		-			(359	)
Proceeds on sale of fixed assets, net		8			-			8
Net cash used in investing activities		(8,215	)		-			(8,215	)

FINANCING ACTIVITIES
Distributions to non-controlling interests		(1,589	)		544			(1,045	)
Proceeds from revolving line of credit		34,000			-			34,000
Payments on revolving line of credit		(27,000	)		-			(27,000	)
Principal payments on notes payable		(200	)		-			(200	)
Tax benefit from equity-based awards		271			-			271
Net cash used in financing activities		5,482			544			6,026

Net increase in cash and cash equivalents		286			-			286
Cash and cash equivalents - beginning of period		14,271			-			14,271
Cash and cash equivalents - end of period	$	14,557		$	-		$	14,557

SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION
Cash paid during the period for:
Income taxes	$	1,275					$	1,275
Interest	$	235					$	235
Non-cash investing and financing transactions during the period:
Purchase of business - seller financing portion	$	500					$	500
Revaluation of madatorily redeemable non-controlling interests	$	-					$	244