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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Board of Directors and Shareholders of Universal Health Services, Inc.: In our opinion, the consolidated financial statements listed in the accompanying inde

Key Takeaway: REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Board of Directors and Universal Health Services, Inc.: In our opinion, the consolidated financial statements listed in the accompanying index present fairly, in all material respects, the financial position of Uni

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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Board of Directors and
Universal Health Services, Inc.:
In our opinion, the consolidated financial statements listed in the accompanying index present fairly, in all material respects, the financial position of Universal Health Services, Inc. at
December 31, 2010 and 2009, and the results of their operations and their cash flows for each of the three years in the period ended December 31, 2010, in conformity with accounting principles generally accepted in the United States of
America. In addition, in our opinion, the financial statement schedule presents fairly, in all material respects, the information set forth therein when read in conjunction with the related consolidated financial statements. Also in our opinion, the
Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2010, based on criteria established in Internal Control Integrated Framework issued by the Committee of Sponsoring
Organizations of the Treadway Commission (COSO). The Company s management is responsible for these financial statements, financial statement schedule, and for maintaining effective internal control over financial reporting and for its
assessment of the effectiveness of internal control over financial reporting, included under item 9A, of the Company s annual report on Form 10-K for the year ended December 31, 2010, as Management s Report on Internal Control over
Financial Reporting (not presented herein). Our responsibility is to express opinions on these financial statements, on the financial statement schedule, and on the Company s internal control over financial reporting based on our integrated
audits. We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial
statements are free of material misstatement and whether effective internal control over financial reporting was maintained in all material respects. Our audits of the financial statements included examining, on a test basis, evidence supporting the
amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. Our audit of internal control over financial
reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the
assessed risk. Our audits also included performing such other procedures as we considered necessary in the circumstances. We believe that our audits provide a reasonable basis for our opinions.
A company s internal control over financial reporting is a process designed to provide reasonable assurance regarding the
reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company s internal control over financial reporting includes those policies and
procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (ii) provide reasonable assurance that transactions are
recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management
and directors of the company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company s assets that could have a material effect on the financial
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also,
projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
As described in item 9A, of the Company s annual report on Form 10-K for the year ended December 31, 2010, Management s
Report on Internal Control over Financial Reporting (not presented herein), management has excluded Psychiatric Solutions, Inc. and its subsidiaries from its assessment of internal control over financial reporting as of December 31, 2010
because it was acquired by the Company in a purchase business combination during 2010. We have also excluded Psychiatric Solutions, Inc. from our audit of internal control over financial reporting. Psychiatric Solutions, Inc. and its subsidiaries
are wholly owned subsidiaries whose total assets and total revenues represent 40% and 4%, respectively, of the related consolidated financial statement amounts as of and for the year ended December 31, 2010.
February 28, 2011, except with respect to our opinion on the consolidated financial statements insofar as it relates to the
condensed consolidating financial information included in Note 13, as to which the date is April 1, 2011
UNIVERSAL HEALTH SERVICES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
Year Ended December 31,
2010 2009 2008
(in thousands, except per share data)
Net revenues $ 5,568,185 $ 5,202,379 $ 5,022,417
Operating charges:
Salaries, wages and benefits 2,423,102 2,204,422 2,133,181
Other operating expenses 1,005,288 994,923 1,044,278
Supplies expense 733,093 699,249 694,477
Provision for doubtful accounts 546,909 508,603 476,745
Depreciation and amortization 223,915 204,703 193,635
Lease and rental expense 76,961 69,947 69,882
Transaction costs 53,220 0 0
5,062,488 4,681,847 4,612,198
Income from operations 505,697 520,532 410,219
Interest expense, net 77,600 45,810 53,207
Income from continuing operations before income taxes 428,097 474,722 357,012
Provision for income taxes 152,302 170,475 123,378
Income from continuing operations 275,795 304,247 233,634
Income from discontinued operations, net of income tax expense of $4.0 million during 2008 6,436
Net income 275,795 304,247 240,070
Less: Net income attributable to noncontrolling interests 45,612 43,874 40,693
Net income attributable to UHS $ 230,183 $ 260,373 $ 199,377
Basic earnings per share attributable to UHS:
From continuing operations $ 2.37 $ 2.65 $ 1.90
From discontinued operations 0.06
Total basic earnings per share $ 2.37 $ 2.65 $ 1.96
Diluted earnings per share attributable to UHS:
From continuing operations $ 2.34 $ 2.64 $ 1.90
From discontinued operations 0.06
Total diluted earnings per share $ 2.34 $ 2.64 $ 1.96
Weighted average number of common shares basic 96,786 97,794 101,222
Add: Other share equivalents 1,187 481 196
Weighted average number of common shares and equivalents diluted 97,973 98,275 101,418
UNIVERSAL HEALTH SERVICES, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
December 31,
2010 2009 (A)
(Dollar amounts in thousands)
Assets
Current assets:
Cash and cash equivalents $ 29,474 $ 9,180
Accounts receivable, net 837,820 602,559
Supplies 94,330 84,272
Deferred income taxes 120,834 51,336
Other current assets 130,060 27,270
Assets of facilities held for sale 118,598 21,580
Total current assets 1,331,116 796,197
Property and Equipment
Land 376,567 219,057
Buildings and improvements 3,057,313 2,098,164
Equipment 1,165,635 1,013,245
Property under capital lease 38,711 40,497
4,638,226 3,370,963
Accumulated depreciation (1,601,005 ) (1,423,580 )
3,037,221 1,947,383
Construction-in-progress 215,746 367,855
3,252,967 2,315,238
Other assets:
Goodwill 2,589,914 732,685
Deferred charges 108,660 8,643
Other 245,279 111,700
2,943,853 853,028
$ 7,527,936 $ 3,964,463
Liabilities and Stockholders Equity
Current liabilities:
Current maturities of long-term debt $ 3,449 $ 2,573
Accounts payable 252,487 194,969
Liabilities of facilities held for sale 3,516 0
Accrued liabilities
Compensation and related benefits 249,429 157,509
Interest 14,160 5,791
Taxes other than income 35,175 23,614
Other 268,083 196,734
Current federal and state income taxes 0 1,627
Total current liabilities 826,299 582,817
Other noncurrent liabilities 380,649 375,580
Long-term debt 3,912,102 956,429
Deferred income taxes 173,354 60,091
Commitments and contingencies (Note 8)
Reedemable noncontrolling interest 211,761 197,152
Equity:
Class A Common Stock, voting, $.01 par value; authorized 12,000,000 shares: issued and outstanding 6,656,308 shares in 2010 and 6,656,808 shares in 2009 67 67
Class B Common Stock, limited voting, $.01 par value; authorized 150,000,000 shares: issued and outstanding 90,093,562 shares in 2010 and 89,554,143 shares in 2009 897 896
Class C Common Stock, voting, $.01 par value; authorized 1,200,000 shares: issued and outstanding 665,400 shares in 2010 and 665,400 shares in 2009 7 7
Class D Common Stock, limited voting, $.01 par value; authorized 5,000,000 shares: issued and outstanding 35,218 shares in 2010 and 37,678 shares in 2009
Cumulative dividends (128,049 ) (108,627 )
Retained earnings 2,125,989 1,879,981
Accumulated other comprehensive loss (20,139 ) (21,253 )
Universal Health Services, Inc. common stockholders equity 1,978,772 1,751,071
Noncontrolling interest 44,999 41,323
Total Equity 2,023,771 1,792,394
$ 7,527,936 $ 3,964,463
The accompanying notes are an integral part of these consolidated financial statements.
UNIVERSAL HEALTH SERVICES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
For the Years Ended December 31, 2010, 2009 and 2008
except per share data)
Redeemable Interest (a) Class A Common Class B Common Class C Common Class D Common Capital in Excess of Par Value Cumulative Dividends Retained Earnings Accumulated Other Comprehensive Income (Loss) UHS Common Stockholders Equity Noncontrolling Interest Total
Balance, January 1, 2008 $ 176,726 $ 33 $ 489 $ 3 $ 0 $ 0 ($75,771 ) $ 1,599,326 ($6,881 ) $ 1,517,199 $ 33,459 $ 1,550,658
Common Stock
Issued/(converted) including tax benefits from exercise of stock options 2 2,547 2,549 2,549
Repurchased (33 ) (149,371 ) (149,404 ) (149,404 )
Restricted share-based compensation expense 4,678 4,678 4,678
Dividends (16,150 ) (16,150 ) (16,150 )
Stock option expense 10,416 10,416 10,416
Distributions to noncontrolling interests (27,706 ) (3,381 ) (3,381 )
Capital contributions from noncontrolling interests 2,107 226 226
Purchase of minority ownership interests in majority owned businesses (1,058 ) (1,058 )
Other 5,670 5,670
Comprehensive income:
Net income 34,970 199,377 199,377 5,722 205,099
Amortization of terminated hedge (net of income tax effect of $120) (216 ) (216 ) (216 )
Unrealized derivative losses on cash flow hedges (net of income tax effect of $3,644) (5,891 ) (5,891 ) (5,891 )
Minimum pension liability (net of income tax effect of $11,572) (18,708 ) (18,708 ) (18,708 )
Subtotal comprehensive income 34,970 199,377 (24,815 ) 174,562 5,722 180,284
Balance, January 1, 2009 186,097 33 458 3 (91,921 ) 1,666,973 (31,696 ) 1,543,850 40,638 1,584,488
revision related to redeemable noncontrolling interest.
UNIVERSAL HEALTH SERVICES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY (Continued)
For the Years Ended December 31, 2010, 2009 and 2008
(in thousands, except per share data)
Redeemable Interest (a) Class A Common Class B Common Class C Common Class D Common Capital in Excess of Par Value Cumulative Dividends Retained Earnings Accumulated Other Comprehensive Income (Loss) UHS Common Stockholders Equity Noncontrolling Interest Total
Common Stock
Issued/(converted) including tax benefits from exercise of stock options 2 3,285 3,287 3,287
Repurchased (15 ) (63,275 ) (63,290 ) (63,290 )
Restricted share-based compensation expense 3,174 3,174 3,174
Dividends (16,706 ) (16,706 ) (16,706 )
Stock dividend 34 451 4 (489 )
Stock option expense 9,940 9,940 9,940
Distributions to noncontrolling interests (23,130 ) (6,736 ) (6,736 )
Capital contributions from noncontrolling interests 121 121
Purchase of minority ownership interests in majority owned businesses (229 ) (229 )
Other (2,160 ) (2,160 )
Comprehensive income:
Net income 34,185 260,373 260,373 9,689 270,062
Amortization of terminated hedge (net of income tax effect of $126) (216 ) (216 ) (216 )
Unrealized derivative losses on cash flow hedges (net of income tax effect of $899) 1,477 1,477 1,477
Minimum pension liability (net of income tax effect of $5,667) 9,182 9,182 9,182
Subtotal comprehensive income 34,185 260,373 10,443 270,816 9,689 280,505
Balance, January 1, 2010 197,152 67 896 7 (108,627 ) 1,879,981 (21,253 ) 1,751,071 41,323 1,792,394
revision related to redeemable noncontrolling interest.
UNIVERSAL HEALTH SERVICES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY (Continued)
For the Years Ended December 31, 2010, 2009 and 2008
(in thousands, except per share data)
Redeemable Interest (a) Class A Common Class B Common Class C Common Class D Common Capital in Excess of Par Value Cumulative Dividends Retained Earnings Accumulated Other Comprehensive Income (Loss) UHS Common Stockholders Equity Noncontrolling Interest Total
Common Stock
Issued/(converted) including tax benefits from exercise of stock options 4 10,890 10,894 10,894
Repurchased (3 ) (11,525 ) (11,528 ) (11,528 )
Restricted share-based compensation expense 3,139 3,139 3,139
Dividends (19,422 ) (19,422 ) (19,422 )
Stock option expense 13,321 13,321 13,321
Distributions to noncontrolling interests (23,777 ) (8,662 ) (8,662 )
Capital contributions from noncontrolling interests
Purchase of minority ownership interests in majority owned businesses 600 600
Other 4,512
Comprehensive income:
Net income 33,874 230,183 230,183 11,738 241,921
Amortization of terminated hedge (net of income tax effect of $120) (216 ) (216 ) (216 )
Unrealized derivative losses on cash flow hedges (net of income tax effect of $528) 868 868 868
Minimum pension liability (net of income tax effect of $281) 462 462 462
Subtotal comprehensive income 33,874 230,183 1,114 231,297 11,738 243,035
Balance, December 31, 2010 211,761 $ 67 $ 897 $ 7 ($128,049 ) $ 2,125,989 ($20,139 ) $ 1,978,772 $ 44,999 $ 2,023,771
See Note 1 for revision related to redeemable noncontrolling interest.
The accompanying notes are an integral part of these consolidated financial statements.
UNIVERSAL HEALTH SERVICES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
Year Ended December 31,
2010 2009 2008
(Amounts in thousands)
Cash Flows from Operating Activities:
Net income $ 275,795 $ 304,247 $ 240,070
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation & amortization 223,997 204,703 195,766
Gains on sales of assets and businesses, net of losses (1,993 ) (1,346 ) (21,464 )
Stock based compensation expense 16,799 13,096 14,125
Provision for settlements 25,000
Changes in assets & liabilities, net of effects from acquisitions and dispositions:
Accounts receivable 22,726 (1,402 ) 22,445
Construction management and other receivable 29,519 (20,693 )
Accrued interest 8,408 357 (123 )
Accrued and deferred income taxes 132 14,930 (3,483 )
Other working capital accounts (26,437 ) (18,828 ) 3,878
Other assets and deferred charges 11,539 6,699 21,003
Other 812 755 2,811
Accrued insurance expense, net of commercial premiums paid 19,739 44,314 73,413
Payments made in settlement of self-insurance claims (50,173 ) (55,782 ) (58,561 )
Net cash provided by operating activities 501,344 541,262 494,187
Cash Flows from Investing Activities:
Property and equipment additions, net of disposals (239,274 ) (379,748 ) (354,537 )
Acquisition of property and businesses (1,958,298 ) (12,499 ) (23,481 )
Proceeds received from sales of assets and businesses 21,460 9,770 82,062
Costs incurred for purchase and implementation of electronic health records application (17,971 ) (7,957 )
Settlement proceeds received related to prior year acquisition, net of expenses 1,539
Investment in joint-venture (1,249 )
Net cash used in investing activities (2,194,083 ) (390,434 ) (295,666 )
Cash Flows from Financing Activities:
Reduction of long-term debt (1,392,086 ) (66,499 ) (166,557 )
Additional borrowings 3,266,146 26,069 151,129
Financing costs (101,815 ) (975 )
Repurchase of common shares (11,528 ) (63,288 ) (149,404 )
Dividends paid (19,422 ) (16,706 ) (16,150 )
Issuance of common stock 3,594 3,290 2,354
Profit distributions to noncontrolling interests (32,456 ) (29,866 ) (31,087 )
Proceeds from sale of noncontrolling interests in majority owned business 600
Capital contributions from noncontrolling interests 121 2,333
Purchase of noncontrolling interests in majority owned businesses (229 ) (1,058 )
Net cash provided by (used in) financing activities 1,713,033 (147,108 ) (209,415 )
Increase (decrease) in cash and cash equivalents 20,294 3,720 (10,894 )
Cash and cash equivalents, beginning of period 9,180 5,460 16,354
Cash and cash equivalents, end of period $ 29,474 $ 9,180 $ 5,460
Supplemental Disclosures of Cash Flow Information:
Interest paid $ 76,900 $ 57,018 $ 62,285
Income taxes paid, net of refunds $ 152,088 $ 155,368 $ 130,379
Supplemental Disclosures of Noncash Investing and Financing Activities:
See Notes 2, 4 and 7
The accompanying notes are an integral part of these consolidated financial statements.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
1) BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Services provided by our hospitals, all of which are operated by subsidiaries of ours include general and specialty surgery, internal medicine, obstetrics, emergency room care, radiology, oncology,
diagnostic care, coronary care, pediatric services, pharmacy services and/or behavioral health services. We, through our subsidiaries, provide capital resources as well as a variety of management services to our facilities, including central
purchasing, information services, finance and control systems, facilities planning, physician recruitment services, administrative personnel management, marketing and public relations.
The more significant accounting policies follow:
A) Principles of Consolidation: The consolidated financial statements include the accounts of our majority-owned subsidiaries and partnerships controlled by us or our subsidiaries as the
managing general partner. All significant intercompany accounts and transactions have been eliminated.
Recognition: We record revenues and related receivables for health care services at the time the services are provided. Medicare and Medicaid revenues represented 38% of our net patient revenues during each of 2010, 2009 and 2008. Revenues
from managed care entities, including health maintenance organizations and managed Medicare and Medicaid programs accounted for 46% of our net patient revenues during each of 2010, 2009 and 2008.
We report net patient service revenue at the estimated net realizable amounts from patients and third-party payors and others for
services rendered. We have agreements with third-party payors that provide for payments to us at amounts different from our established rates. Payment arrangements include prospectively determined rates per discharge, reimbursed costs, discounted
charges and per diem payments. Estimates of contractual allowances under managed care plans are based upon the payment terms specified in the related contractual agreements. We closely monitor our historical collection rates, as well as changes in
applicable laws, rules and regulations and contract terms, to assure that provisions are made using the most accurate information available. However, due to the complexities involved in these estimations, actual payments from payors may be different
from the amounts we estimate and record.
We estimate our Medicare and Medicaid revenues using the latest available financial
information, patient utilization data, government provided data and in accordance with applicable Medicare and Medicaid payment rules and regulations. The laws and regulations governing the Medicare and Medicaid programs are extremely complex and
subject to interpretation and as a result, there is at least a reasonable possibility that recorded estimates will change by material amounts in the near term. Certain types of payments by the Medicare program and state Medicaid programs (e.g.
Medicare Disproportionate Share Hospital, Medicare Allowable Bad Debts and Inpatient Psychiatric Services) are subject to retroactive adjustment in future periods as a result of administrative review and audit and our estimates may vary from the
final settlements. Such amounts are included in accounts receivable, net, on our Consolidated Balance Sheets. The funding of both federal Medicare and state Medicaid programs are subject to legislative and regulatory changes. As such, we can not
provide any assurance that future legislation and regulations, if enacted, will not have a material impact on our future Medicare and Medicaid reimbursements. Adjustments related to the final settlement of these retrospectively determined amounts
did not materially impact our results in 2010, 2009 or 2008.
We provide care to patients who meet certain financial or
economic criteria without charge or at amounts substantially less than our established rates. Because we do not pursue collection of amounts determined to qualify as charity care, they are not reported in net revenues or in accounts receivable, net.
Our acute care hospitals provided charity care and uninsured discounts, based on charges at established rates, amounting to $807 million during 2010, $671 million during 2009 and $609 million during 2008.
C) Provision for Doubtful Accounts: Collection of receivables from
third-party payers and patients is our primary source of cash and is critical to our operating performance. Our primary collection risks relate to uninsured patients and the portion of the bill which is the patient s responsibility, primarily
co-payments and deductibles. We estimate our provisions for doubtful accounts based on general factors such as payer mix, the agings of the receivables and historical collection experience. We routinely review accounts receivable balances in
conjunction with these factors and other economic conditions which might ultimately affect the collectability of the patient accounts and make adjustments to our allowances as warranted. At our acute care hospitals, third party liability accounts
are pursued until all payments and adjustments are posted to the patient account. For those accounts with a patient balance after third party liability is finalized or accounts for uninsured patients, the patient is sent a series of statements and
collection letters. Patients that express an inability to pay are reviewed for potential sources of assistance including our charity care policy. If the patient is deemed unwilling to pay, the account is written-off as bad debt and transferred to an
outside collection agency for additional collection effort. Our accounts receivable are recorded net of established charity care reserves of $99 million as of December 31, 2010 and $61 million as of December 31, 2009.
Uninsured patients that do not qualify as charity patients are extended an uninsured discount of at least 20% of total charges. During
the collection process the hospital establishes a partial reserve in the allowance for doubtful accounts for self-pay balances outstanding for greater than 60 days from the date of discharge. All self-pay accounts at the hospital level are fully
reserved if they have been outstanding for greater than 90 days from the date of discharge. Third party liability accounts are fully reserved in the allowance for doubtful accounts when the balance ages past 180 days from the date of discharge.
Potential charity accounts are fully reserved when it is determined the patient may be unable to pay.
basis, we monitor our total self-pay receivables to ensure that the total allowance for doubtful accounts provides adequate coverage based on historical collection experience. At December 31, 2010 and December 31, 2009, accounts receivable
are recorded net of allowance for doubtful accounts of $249 million and $169 million, respectively.
of Revenues: Our five majority owned acute care hospitals in the Las Vegas, Nevada market contributed, on a combined basis, 21% in 2010 and 22% in each of 2009 and 2008, of our consolidated net revenues. On a combined basis, our facilities
in the McAllen/Edinburg, Texas market (consisting of three acute care facilities, a children s hospital and a behavioral health facility) contributed 6% in 2010 and 7% in each of 2009 and 2008 of our consolidated net revenues.
Last updated: Apr 1, 2011