10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington D.C. 20549

FORM 10-Q

(Mark One)

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

For the quarterly period ended September 30, 2022

or

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

For the transition period from                      to                     

Commission File Number: 0-24260 

AMEDISYS, INC.

(Exact Name of Registrant as Specified in its Charter)

Delaware	11-3131700
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

3854 American Way, Suite A, Baton Rouge, LA 70816

(Address of principal executive offices, including zip code)

(225) 292-2031 or (800) 467-2662

(Registrant’s telephone number, including area code)

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 $0.001 per share	AMED	The NASDAQ Global Select Market

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 (§232.405 of this chapter) 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. (Check one):

 

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 Rule 12b-2 of the Exchange Act).    Yes  ☐  No  ☒

The number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date, is as follows: Common stock, $0.001 par value, 32,491,988 shares outstanding as of October 21, 2022.

TABLE OF CONTENTS

SPECIAL CAUTION CONCERNING FORWARD-LOOKING STATEMENTS		1
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PART I.	FINANCIAL INFORMATION
ITEM 1.	FINANCIAL STATEMENTS:
	CONDENSED CONSOLIDATED BALANCE SHEETS AS OF SEPTEMBER 30, 2022 (UNAUDITED) AND DECEMBER 31, 2021	2
	CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE THREE AND NINE-MONTH PERIODS ENDED SEPTEMBER 30, 2022 AND 2021 (UNAUDITED)	3
	CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY FOR THE THREE AND NINE-MONTH PERIODS ENDED SEPTEMBER 30, 2022 AND 2021 (UNAUDITED)	4
	CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE NINE-MONTH PERIODS ENDED SEPTEMBER 30, 2022 AND 2021 (UNAUDITED)	5
ITEM 2.	MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS	28
ITEM 3	QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK	49
ITEM 4.	CONTROLS AND PROCEDURES	49
PART II. OTHER INFORMATION
ITEM 1.	LEGAL PROCEEDINGS	51
ITEM 1A.	RISK FACTORS	51
ITEM 2.	UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS	51
ITEM 3.	DEFAULTS UPON SENIOR SECURITIES	51
ITEM 4.	MINE SAFETY DISCLOSURES	51
ITEM 5.	OTHER INFORMATION	51
ITEM 6.	EXHIBITS	52
SIGNATURES		53

SPECIAL CAUTION CONCERNING FORWARD-LOOKING STATEMENTS

When included in this Quarterly Report on Form 10-Q, or in other documents that we file with the Securities and Exchange Commission (“SEC”) or in statements made by or on behalf of the Company, words like “believes,” “belief,” “expects,” “strategy,” “plans,” “anticipates,” “intends,” “projects,” “estimates,” “may,” “might,” “will,” “could,” “would,” “should” and similar expressions are intended to identify forward-looking statements as defined by the Private Securities Litigation Reform Act of 1995. These forward-looking statements involve a variety of risks and uncertainties that could cause actual results to differ materially from those described therein. These risks and uncertainties include, but are not limited to, the following: the impact of the novel coronavirus pandemic ("COVID-19"), including the measures that have been and may be taken by governmental authorities to mitigate it, on our business, financial condition and results of operations; the impact of current and proposed federal, state and local vaccine mandates; staffing shortages driven by the competitive labor market; changes in or our failure to comply with existing federal and state laws or regulations or the inability to comply with new government regulations on a timely basis; changes in Medicare and other medical payment levels; our ability to open care centers, acquire additional care centers and integrate and operate these care centers effectively; competition in the healthcare industry; changes in the case mix of our patients, the episodic versus non-episodic mix of our payors or payment methodologies; changes in estimates and judgments associated with critical accounting policies; our ability to maintain or establish new patient referral sources; our ability to consistently provide high-quality care; our ability to attract and retain qualified personnel; our ability to keep our patients and employees safe; changes in payments and covered services by federal and state governments; future cost containment initiatives undertaken by third-party payors; our access to financing; our ability to meet debt service requirements and comply with covenants in debt agreements; business disruptions due to natural disasters, climate change or acts of terrorism, widespread protests or civil unrest; our ability to integrate, manage and keep our information systems secure; the impact of inflation; our ability to realize the anticipated benefits of acquisitions, investments and joint ventures; and changes in laws or developments with respect to any litigation relating to the Company, including various other matters, many of which are beyond our control.

Because forward-looking statements are inherently subject to risks and uncertainties, some of which cannot be predicted or quantified, you should not rely on any forward-looking statement as a prediction of future events. We expressly disclaim any obligation or undertaking and we do not intend to release publicly any updates or changes in our expectations concerning the forward-looking statements or any changes in events, conditions or circumstances upon which any forward-looking statement may be based, except as required by law. For a discussion of some of the factors discussed above as well as additional factors, see our Annual Report on Form 10-K for the year ended December 31, 2021, filed with the SEC on February 24, 2022, particularly, Part I, Item 1A - Risk Factors therein, which are incorporated herein by reference, and Part II, Item 1A. Risk Factors of this Quarterly Report on Form 10-Q. Additional risk factors may also be described in reports that we file from time to time with the SEC.

Available Information

Our company website address is www.amedisys.com. We use our website as a channel of distribution for important company information. Important information, including press releases, analyst presentations and financial information regarding our company, is routinely posted on and accessible on the Investor Relations subpage of our website, which is accessible by clicking on the tab labeled “Investors” on our website home page. Visitors to our website can also register to receive automatic e-mail and other notifications alerting them when new information is made available on the Investor Relations subpage of our website. In addition, we make available on the Investor Relations subpage of our website (under the link “SEC filings”), free of charge, our annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K, ownership reports on Forms 3, 4 and 5 and any amendments to those reports as soon as reasonably practicable after we electronically file or furnish such reports with the SEC. Further, copies of our Certificate of Incorporation and Bylaws, our Code of Conduct, our Corporate Governance Guidelines and the charters for the Audit, Compensation, Quality of Care, Compliance and Ethics and Nominating and Corporate Governance Committees of our Board are also available on the Investor Relations subpage of our website (under the link “Governance”). Reference to our website does not constitute incorporation by reference of the information contained on the website and should not be considered part of this document. Our electronically filed reports can also be obtained on the SEC’s internet site at http://www.sec.gov.

1

PART I. FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

AMEDISYS, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(Amounts in thousands, except share data)

	September 30, 2022 (Unaudited)		December 31, 2021
ASSETS
Current assets:
Cash and cash equivalents	$	17,956	$	42,694
Restricted cash	13,504		3,075
Patient accounts receivable	302,470		274,961
Prepaid expenses	17,011		10,356
Other current assets	37,839		25,598
Total current assets	388,780		356,684
Property and equipment, net of accumulated depreciation of $102,407 and $96,937	17,248		18,435
Operating lease right of use assets	105,843		101,257
Goodwill	1,285,455		1,196,090
Intangible assets, net of accumulated amortization of $11,891 and $19,900	103,678		111,190
Deferred income tax assets	—		289
Other assets	81,123		73,023
Total assets	$	1,982,127	$	1,856,968
LIABILITIES AND EQUITY
Current liabilities:
Accounts payable	$	45,527	$	38,217
Payroll and employee benefits	145,073		141,001
Accrued expenses	130,100		150,836
Current portion of long-term obligations	12,628		12,995
Current portion of operating lease liabilities	33,872		31,233
Total current liabilities	367,200		374,282
Long-term obligations, less current portion	443,431		432,075
Operating lease liabilities, less current portion	72,030		69,309
Deferred income tax liabilities	15,983		—
Other long-term obligations	13,873		4,979
Total liabilities	912,517		880,645
Commitments and Contingencies—Note 6
Equity:
Preferred stock, $0.001 par value, 5,000,000 shares authorized; none issued or outstanding	—		—
Common stock, $0.001 par value, 60,000,000 shares authorized; 37,852,059 and 37,674,868 shares issued; and 32,479,475 and 32,509,969 shares outstanding	38		38
Additional paid-in capital	750,914		728,118
Treasury stock, at cost 5,372,584 and 5,164,899 shares of common stock	(461,168)		(435,868)
Retained earnings	725,955		639,063
Total Amedisys, Inc. stockholders’ equity	1,015,739		931,351
Noncontrolling interests	53,871		44,972
Total equity	1,069,610		976,323
Total liabilities and equity	$	1,982,127	$	1,856,968

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

2

AMEDISYS, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(Amounts in thousands, except per share data)

(Unaudited)

 

	For the Three-Month  Periods Ended September 30,				For the Nine-Month  Periods Ended September 30,
	2022		2021		2022		2021
Net service revenue	$	557,988	$	553,485	$	1,661,135	$	1,654,795
Other operating income	—		(4)		—		13,300
Cost of service, excluding depreciation and amortization	322,227		310,294		943,258		916,188
General and administrative expenses:
Salaries and benefits	125,550		119,373		376,788		349,533
Non-cash compensation	3,495		4,397		15,990		17,860
Other	59,299		55,158		167,851		158,995
Depreciation and amortization	5,477		7,487		19,705		21,763
Investment impairment	3,009		—		3,009		—
Operating expenses	519,057		496,709		1,526,601		1,464,339
Operating income	38,931		56,772		134,534		203,756
Other income (expense):
Interest income	59		—		108		49
Interest expense	(4,963)		(2,730)		(16,447)		(6,734)
Equity in earnings (loss) from equity method investments	302		1,444		(442)		3,932
Gain on equity method investments	—		—		—		31,092
Miscellaneous, net	491		490		1,155		1,253
Total other (expense) income, net	(4,111)		(796)		(15,626)		29,592
Income before income taxes	34,820		55,976		118,908		233,348
Income tax expense	(9,417)		(10,731)		(32,755)		(57,192)
Net income	25,403		45,245		86,153		176,156
Net loss (income) attributable to noncontrolling interests	239		(239)		739		(1,131)
Net income attributable to Amedisys, Inc.	$	25,642	$	45,006	$	86,892	$	175,025
Basic earnings per common share:
Net income attributable to Amedisys, Inc. common stockholders	$	0.79	$	1.38	$	2.67	$	5.36
Weighted average shares outstanding	32,482		32,607		32,519		32,658
Diluted earnings per common share:
Net income attributable to Amedisys, Inc. common stockholders	$	0.79	$	1.37	$	2.66	$	5.30
Weighted average shares outstanding	32,616		32,899		32,680		33,021

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

3

AMEDISYS, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY

(Amounts in thousands, except common stock shares)

(Unaudited)

	For the Three-Months Ended September 30, 2022
	Total		Common Stock			Additional Paid-in Capital		Treasury Stock		Retained Earnings		Noncontrolling Interests
			Shares	Amount
Balance, June 30, 2022	$	1,038,995	37,780,242	$	38	$	743,276	$	(457,981)	$	700,313	$	53,349
Issuance of stock – employee stock purchase plan	966		10,814	—		966		—		—		—
Issuance/(cancellation) of non-vested stock	—		57,420	—		—		—		—		—
Exercise of stock options	306		3,583	—		306		—		—		—
Non-cash compensation	3,495		—	—		3,495		—		—		—
Surrendered shares	(3,187)		—	—		—		(3,187)		—		—
Noncontrolling interest contributions	1,148		—	—		—		—		—		1,148
Noncontrolling interest distributions	(450)		—	—		—		—		—		(450)
Sale of noncontrolling interest	2,934		—	—		2,871		—		—		63
Net income (loss)	25,403		—	—		—		—		25,642		(239)
Balance, September 30, 2022	$	1,069,610	37,852,059	$	38	$	750,914	$	(461,168)	$	725,955	$	53,871
	For the Three-Months Ended September 30, 2021
	Total		Common Stock			Additional Paid-in Capital		Treasury Stock		Retained Earnings		Noncontrolling Interests
			Shares	Amount
Balance, June 30, 2021	$	875,887	37,553,355	$	38	$	714,334	$	(400,110)	$	560,010	$	1,615
Issuance of stock – employee stock purchase plan	1,061		5,095	—		1,061		—		—		—
Issuance/(cancellation) of non-vested stock	—		87,460	—		—		—		—		—
Exercise of stock options	1,083		13,374	—		1,083		—		—		—
Non-cash compensation	4,397		—	—		4,397		—		—		—
Surrendered shares	(9,750)		—	—		—		(9,750)		—		—
Shares repurchased	(10,805)		—	—		—		(10,805)		—		—
Noncontrolling interest distributions	(459)		—	—		—		—		—		(459)
Acquired noncontrolling interest	42,142		—	—		—		—		—		42,142
Net income	45,245		—	—		—		—		45,006		239
Balance, September 30, 2021	$	948,801	37,659,284	$	38	$	720,875	$	(420,665)	$	605,016	$	43,537
	For the Nine-Months Ended September 30, 2022
	Total		Common Stock			Additional Paid-in Capital		Treasury Stock		Retained Earnings		Noncontrolling Interests
			Shares	Amount
Balance, December 31, 2021	$	976,323	37,674,868	$	38	$	728,118	$	(435,868)	$	639,063	$	44,972
Issuance of stock – employee stock purchase plan	2,857		24,159	—		2,857		—		—		—
Issuance/(cancellation) of non-vested stock	—		141,726	—		—		—		—		—
Exercise of stock options	1,078		11,306	—		1,078		—		—		—
Non-cash compensation	15,990		—	—		15,990		—		—		—
Surrendered shares	(7,949)		—	—		—		(7,949)		—		—
Shares repurchased	(17,351)		—	—		—		(17,351)		—		—
Noncontrolling interest contributions	11,000		—	—		—		—		—		11,000
Noncontrolling interest distributions	(1,425)		—	—		—		—		—		(1,425)
Sale of noncontrolling interest	2,934		—	—		2,871		—		—		63
Net income (loss)	86,153		—	—		—		—		86,892		(739)
Balance, September 30, 2022	$	1,069,610	37,852,059	$	38	$	750,914	$	(461,168)	$	725,955	$	53,871
	For the Nine-Months Ended September 30, 2021
	Total		Common Stock			Additional Paid-in Capital		Treasury Stock		Retained Earnings		Noncontrolling Interests
			Shares	Amount
Balance, December 31, 2020	$	810,741	37,470,212	$	38	$	698,287	$	(319,092)	$	429,991	$	1,517
Issuance of stock – employee stock purchase plan	3,022		13,357	—		3,022		—		—		—
Issuance/(cancellation) of non-vested stock	—		148,529	—		—		—		—		—
Exercise of stock options	1,706		27,186	—		1,706		—		—		—
Non-cash compensation	17,860		—	—		17,860		—		—		—
Surrendered shares	(16,694)		—	—		—		(16,694)		—		—
Shares repurchased	(84,879)		—	—		—		(84,879)		—		—
Noncontrolling interest distributions	(1,253)		—	—		—		—		—		(1,253)
Acquired noncontrolling interest	42,142		—	—		—		—		—		42,142
Net income	176,156		—	—		—		—		175,025		1,131
Balance, September 30, 2021	$	948,801	37,659,284	$	38	$	720,875	$	(420,665)	$	605,016	$	43,537

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

4

AMEDISYS, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Amounts in thousands)

(Unaudited)

	For the Nine-Month  Periods Ended September 30,
	2022		2021
Cash Flows from Operating Activities:
Net income	$	86,153	$	176,156
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	19,705		21,763
Non-cash compensation	15,990		17,860
Amortization and impairment of operating lease right of use assets	34,782		30,181
Loss (gain) on disposal of property and equipment	507		(64)
Gain on equity method investments	—		(31,092)
Deferred income taxes	19,031		34,729
Equity in loss (earnings) from equity method investments	442		(3,932)
Amortization of deferred debt issuance costs/debt discount	743		669
Return on equity method investments	3,798		4,268
Investment impairment	3,009		—
Changes in operating assets and liabilities, net of impact of acquisitions:
Patient accounts receivable	(18,266)		(17,638)
Other current assets	(19,929)		(6,219)
Other assets	283		(938)
Accounts payable	5,886		(1,192)
Accrued expenses	(26,790)		(9,363)
Other long-term obligations	243		(1,785)
Operating lease liabilities	(30,864)		(27,372)
Operating lease right of use assets	(2,323)		(2,304)
Net cash provided by operating activities	92,400		183,727
Cash Flows from Investing Activities:
Proceeds from the sale of deferred compensation plan assets	89		126
Proceeds from the sale of property and equipment	66		140
Purchases of property and equipment	(4,338)		(5,187)
Investments in technology assets	(848)		(147)
Investment in equity method investee	(637)		—
Purchase of cost method investment	(15,000)		—
Acquisitions of businesses, net of cash acquired	(71,952)		(264,872)
Net cash used in investing activities	(92,620)		(269,940)
Cash Flows from Financing Activities:
Proceeds from issuance of stock upon exercise of stock options	1,078		1,706
Proceeds from issuance of stock to employee stock purchase plan	2,857		3,022
Shares withheld to pay taxes on non-cash compensation	(7,949)		(16,694)
Noncontrolling interest contributions	2,100		—
Noncontrolling interest distributions	(1,425)		(1,253)
Proceeds from sale of noncontrolling interest	3,941		—
Proceeds from borrowings under term loan	—		290,312
Proceeds from borrowings under revolving line of credit	484,000		500,700
Repayments of borrowings under revolving line of credit	(465,500)		(551,700)
Principal payments of long-term obligations	(10,126)		(5,893)
Debt issuance costs	—		(2,792)
Purchase of company stock	(17,351)		(84,879)
Payment of accrued contingent consideration	(5,714)		—
Provider relief fund advance	—		(1,465)
Net cash (used in) provided by financing activities	(14,089)		131,064
Net (decrease) increase in cash, cash equivalents and restricted cash	(14,309)		44,851
Cash, cash equivalents and restricted cash at beginning of period	45,769		83,357
Cash, cash equivalents and restricted cash at end of period	$	31,460	$	128,208

5

	For the Nine-Month  Periods Ended September 30,
	2022		2021
Supplemental Disclosures of Cash Flow Information:
Cash paid for interest	$	9,153	$	3,479
Cash paid for Infinity ZPIC interest	$	11,544	$	—
Cash paid for income taxes, net of refunds received	$	23,582	$	25,482
Cash paid for operating lease liabilities	$	33,187	$	29,676
Cash paid for finance lease liabilities	$	1,074	$	1,509
Supplemental Disclosures of Non-Cash Activity:
Right of use assets obtained in exchange for operating lease liabilities	$	36,980	$	34,881
Right of use assets obtained in exchange for finance lease liabilities	$	1,846	$	814
Reductions to right of use assets resulting from reductions to operating lease liabilities	$	3,387	$	1,183
Reductions to right of use assets resulting from reductions to finance lease liabilities	$	564	$	—
Accrued contingent consideration	$	19,195	$	—
Noncontrolling interest contribution	$	8,900	$	—

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

6

AMEDISYS, INC. AND SUBSIDIARIES

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

1. NATURE OF OPERATIONS, CONSOLIDATION AND PRESENTATION OF FINANCIAL STATEMENTS

Amedisys, Inc., a Delaware corporation (together with its consolidated subsidiaries, referred to herein as “Amedisys,” “we,” “us,” or “our”), is a multi-state provider of home health, hospice, personal care and high acuity care services with approximately 74% of our consolidated net service revenue derived from Medicare for the three and nine-month periods ended September 30, 2022 and approximately 75% of our consolidated net service revenue derived from Medicare for the three and nine-month periods ended September 30, 2021. As of September 30, 2022, we owned and operated 353 Medicare-certified home health care centers, 172 Medicare-certified hospice care centers, 14 personal-care care centers and 8 admitting high acuity care joint ventures in 36 states within the United States and the District of Columbia.

Basis of Presentation

In our opinion, the accompanying unaudited condensed consolidated financial statements contain all adjustments (consisting solely of normal recurring adjustments) necessary to present fairly our financial position, our results of operations and our cash flows in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) for interim financial reporting. Our results of operations for the interim periods presented are not necessarily indicative of the results of our operations for the entire year and have not been audited by our independent auditors.

This report should be read in conjunction with our consolidated financial statements and related notes included in our Annual Report on Form 10-K for the year ended December 31, 2021, as filed with the Securities and Exchange Commission (“SEC”) on February 24, 2022 (the “Form 10-K”), which includes information and disclosures not included herein. Certain information and footnote disclosures normally included in annual financial statements prepared in accordance with U.S. GAAP have been condensed or omitted from the interim financial information presented, as allowed by SEC rules and regulations.

Use of Estimates

Our accounting and reporting policies conform with U.S. GAAP. In preparing the unaudited condensed consolidated financial statements, we are required to make estimates and assumptions that impact the amounts reported in the condensed consolidated financial statements and accompanying notes. Actual results could differ from those estimates.

Principles of Consolidation

These unaudited condensed consolidated financial statements include the accounts of Amedisys, Inc. and our wholly-owned subsidiaries. All significant intercompany accounts and transactions have been eliminated in our accompanying unaudited condensed consolidated financial statements and business combinations accounted for as purchases have been included in our condensed consolidated financial statements from their respective dates of acquisition. In addition to our wholly-owned subsidiaries, we also have certain equity investments that are accounted for as set forth below.

Investments

We consolidate investments when the entity is a variable interest entity ("VIE") and we are the primary beneficiary or if we have controlling interests in the entity, which is generally ownership in excess of 50%. Third-party equity interests in our consolidated joint ventures are reflected as noncontrolling interests in our condensed consolidated financial statements.

We account for investments in entities in which we have the ability to exercise significant influence under the equity method if we hold 50% or less of the voting stock and the entity is not a VIE in which we are the primary beneficiary. The book value of investments that we account for under the equity method of accounting was $41.5 million and $48.1 million as of September 30, 2022 and December 31, 2021, respectively, and is reflected in other assets within our condensed consolidated balance sheets.

We account for investments in entities in which we have less than 20% ownership interest under the cost method of accounting if we do not have the ability to exercise significant influence over the investee. During the three-month period ended March 31, 2022, we made a $15.0 million investment in an entity accounted for under the cost method. The book value of investments that we account for under the cost method of accounting was $20.0 million and $5.0 million as of September 30, 2022 and December 31, 2021, respectively, and is reflected in other assets within our condensed consolidated balance sheets.

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(Unaudited)

During the three-month period ended September 30, 2022, we sold a 30% interest in two of our home health care centers while maintaining a controlling interest in the newly formed joint venture. We are consolidating this joint venture. The total cash consideration received for the 30% noncontrolling interest was $3.9 million. In connection with the transaction, we recorded an after-tax gain of $2.9 million; this gain was recorded in additional paid-in capital within our condensed consolidated balance sheet.

During 2021, a third-party acquired a majority of the issued and outstanding membership interests of one of our equity method investments, Medalogix, for cash, with the remaining membership interests rolling over into a newly formed entity that includes Medalogix as well as another healthcare predictive data and analytics company. We rolled over 100% of our ownership interest in Medalogix to the newly formed entity, and in connection with this transaction, we recognized a $31.1 million gain based on the purchase price of Medalogix during the three-month period ended June 30, 2021, which is reflected in gain on equity method investments within our condensed consolidated statements of operations.

Our high acuity care segment includes interests in several joint ventures with health system partners and a professional corporation that employs clinicians. Each of these entities meets the criteria to be classified as a VIE. As of September 30, 2022, we are consolidating all of our admitting joint ventures with health system partners as well as the professional corporation as we have concluded that we are the primary beneficiary of these VIEs. We have management agreements in place with each of these entities whereby we manage the entities and run the day-to-day operations. As such, we possess the power to direct the activities that most significantly impact the economic performance of the VIEs. The significant activities include, but are not limited to, negotiating provider and payor contracts, establishing patient care policies and protocols, making employment and compensation decisions, developing the operating and capital budgets, performing marketing activities and providing accounting support. We also have the obligation to absorb any expected losses and the right to receive benefits. Additionally, from time to time, we may be required to provide joint venture funding. Our high acuity care segment also includes one non-admitting joint venture with a health system partner that is accounted for under the equity method of accounting. We are in the process of winding down the operations of this joint venture.

The terms of the agreements with each VIE prohibit us from using the assets of the VIE to satisfy the obligations of other entities. The carrying amount of the VIEs’ assets and liabilities included in our condensed consolidated balance sheets are as follows (amounts in millions):

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NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

	As of September 30, 2022		As of December 31, 2021
ASSETS
Current assets:
Cash and cash equivalents	$	13.0	$	3.1
Patient accounts receivable	5.4		2.4
Other current assets	0.9		0.1
Total current assets	19.3		5.6
Property and equipment	0.2		0.1
Operating lease right of use assets	0.1		—
Goodwill	8.5		—
Intangible assets	0.4		—
Other assets	0.1		—
Total assets	$	28.6	$	5.7
LIABILITIES
Current liabilities:
Accounts payable	$	0.3	$	—
Payroll and employee benefits	0.6		0.3
Accrued expenses	5.1		3.4
Current portion of long-term obligations	0.2		0.8
Total current liabilities	6.2		4.5
Other long-term obligations	—		—
Total liabilities	$	6.2	$	4.5

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Revenue Recognition

We account for revenue from contracts with customers in accordance with Accounting Standards Codification ("ASC") 606, Revenue from Contracts with Customers, and as such, we recognize revenue in the period in which we satisfy our performance obligations under our contracts by transferring our promised services to our customers in amounts that reflect the consideration to which we expect to be entitled in exchange for providing patient care, which are the transaction prices allocated to the distinct services. Our cost of obtaining contracts is not material.

Revenues are recognized as performance obligations are satisfied, which varies based on the nature of the services provided. Our performance obligation is the delivery of patient care services in accordance with the nature and frequency of services outlined in physicians' orders, which are determined by a physician based on a patient's specific goals.

Our performance obligations relate to contracts with a duration of less than one year; therefore, we have elected to apply the optional exemption provided by ASC 606 and are not required to disclose the aggregate amount of the transaction price allocated to performance obligations that are unsatisfied or partially unsatisfied as of the end of the reporting period. The unsatisfied or partially unsatisfied performance obligations are generally completed when the patients are discharged, which generally occurs within days or weeks of the end of the reporting period.

We determine the transaction price based on gross charges for services provided, reduced by estimates for contractual and non-contractual revenue adjustments. Contractual revenue adjustments are recorded for the difference between our standard rates and the contracted rates to be realized from patients, third-party payors and others for services provided. Non-contractual revenue adjustments include discounts provided to self-pay, uninsured patients or other payors, adjustments resulting from payment reviews and adjustments arising from our inability to obtain appropriate billing documentation, authorizations or face-

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(Unaudited)

to-face documentation. Subsequent changes to the estimate of the transaction price are recorded as adjustments to net service revenue in the period of change.

Non-contractual revenue adjustments are recorded for self-pay, uninsured patients and other payors by major payor class based on our historical collection experience, aged accounts receivable by payor and current economic conditions. The non-contractual revenue adjustments represent the difference between amounts billed and amounts we expect to collect based on our collection history with similar payors. We assess our ability to collect for the healthcare services provided at the time of patient admission based on our verification of the patient's insurance coverage under Medicare, Medicaid and other commercial or managed care insurance programs. Medicare represented approximately 74% of our consolidated net service revenue for the three and nine-month periods ended September 30, 2022 and approximately 75% of our consolidated net service revenue for the three and nine-month periods ended September 30, 2021.

Amounts due from third-party payors, primarily commercial health insurers and government programs (Medicare and Medicaid), include variable consideration for retroactive revenue adjustments due to settlements of audits and payment reviews. We determine our estimates for non-contractual revenue adjustments related to audits and payment reviews based on our historical experience and success rates in the claim appeals and adjudication process.

We determine our estimates for non-contractual revenue adjustments related to our inability to obtain appropriate billing documentation, authorizations or face-to-face documentation based on our historical experience which primarily includes a historical collection rate of over 99% on Medicare claims. Revenue is recorded at amounts we estimate to be realizable for services provided.

Revenue by payor class as a percentage of total net service revenue is as follows:

	For the Three-Month Periods Ended September 30,				For the Nine-Month Periods Ended September 30,
	2022		2021		2022		2021
Home Health:
Medicare	40	%	41	%	40	%	41	%
Non-Medicare - Episodic-based	7	%	8	%	8	%	8	%
Non-Medicare - Non-episodic based	13	%	12	%	13	%	12	%
Hospice:
Medicare	34	%	34	%	33	%	34	%
Non-Medicare	2	%	2	%	2	%	2	%
Personal Care	3	%	3	%	3	%	3	%
High Acuity Care (1)	1	%	—	%	1	%	—	%
	100	%	100	%	100	%	100	%

(1) Acquired Contessa Health on August 1, 2021.

Home Health Revenue Recognition

Medicare Revenue

Effective January 1, 2020, the Centers for Medicare and Medicaid Services ("CMS") implemented a revised case-mix adjustment methodology, the Patient-Driven Groupings Model ("PDGM"). PDGM uses 30-day periods of care rather than 60-day episodes of care as the unit of payment, eliminates the use of the number of therapy visits provided in determining payment and relies more heavily on clinical characteristics and other patient information.

All Medicare contracts are required to have a signed plan of care which represents a single performance obligation, comprised of the delivery of a series of distinct services that are substantially similar and have a similar pattern of transfer to the customer. Accordingly, we account for the series of services ("episode") as a single performance obligation satisfied over time, as the customer simultaneously receives and consumes the benefits of the goods and services provided. An episode starts the first day a billable visit is performed and ends 60 days later or upon discharge, if earlier, with multiple continuous episodes allowed. Each 60-day episode includes two 30-day periods of care.

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NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

Net service revenue is recorded based on the established Federal Medicare home health payment rate for a 30-day period of care. ASC 606 notes that if an entity has a right to consideration from a customer in an amount that corresponds directly with the value of the entity’s performance completed to date, the entity may recognize revenue in the amount to which the entity has a right to invoice. We have elected to apply the "right to invoice" practical expedient and therefore, our revenue recognition is based on the reimbursement we are entitled to for each 30-day period of care. We utilize our historical average length of stay for each 30-day period of care as the measure of progress towards the satisfaction of our performance obligation.

PDGM uses timing, admission source, functional impairment levels and principal and other diagnoses to case-mix adjust payments. The case-mix adjusted payment for a 30-day period of care is subject to additional adjustments based on certain variables, including, but not limited to (a) an outlier payment if our patient's care was unusually costly (capped at 10% of total reimbursement per provider number); (b) a low utilization payment adjustment (“LUPA”) if the number of visits provided was less than the established threshold, which ranges from two to six visits and varies for every case-mix group; (c) a partial payment if a patient is transferred to another provider or from another provider before completing the 30-day period of care; and (d) the applicable geographic wage index. Payments for routine and non-routine supplies are included in the 30-day payment rate.

Medicare can also make various adjustments to payments received if we are unable to produce appropriate billing documentation or acceptable authorizations. We estimate the impact of such adjustments based on our historical experience, which primarily includes a historical collection rate of over 99% on Medicare claims, and record this estimate during the period in which services are rendered to revenue with a corresponding reduction to patient accounts receivable.

Amounts due from Medicare include variable consideration for retroactive revenue adjustments due to settlements of audits and payment reviews. We determine our estimates for non-contractual revenue adjustments related to audits and payment reviews based on our historical experience and success rates in the claim appeals and adjudication process.

The Medicare home health benefit requires that beneficiaries be homebound (meaning that the beneficiary is unable to leave his/her home without a considerable and taxing effort), require intermittent skilled nursing, physical therapy or speech therapy services, and receive treatment under a plan of care established and periodically reviewed by a physician. In order to provide greater flexibility during the novel coronavirus pandemic ("COVID-19"), CMS relaxed the definition of homebound status through the duration of the public health emergency. During the pandemic, a beneficiary is considered homebound if they have been instructed by a physician not to leave their home because of a confirmed or suspected COVID-19 diagnosis or if the patient has a condition that makes them more susceptible to contracting COVID-19. Therefore, if a beneficiary is homebound due to COVID-19 and requires skilled services, the services will be covered under the Medicare home health benefit.

Non-Medicare Revenue

Episodic-based Revenue. We recognize revenue in a similar manner as we recognize Medicare revenue for amounts that are paid by other insurance carriers, including Medicare Advantage programs; however, these amounts can vary based upon the negotiated terms, the majority of which range from 95% to 100% of Medicare rates.

Non-episodic based Revenue. For our per visit contracts, gross revenue is recorded on an accrual basis based upon the date of service at amounts equal to our established or estimated per-visit rates. For our case rate contracts, gross revenue is recorded over our historical average length of stay using the established case rate for each admission. Contractual revenue adjustments are recorded for the difference between our standard rates and the contracted rates to be realized from patients, third parties and others for services provided and are deducted from gross revenue to determine net service revenue. We also make non-contractual revenue adjustments to non-episodic revenue based on our historical experience to reflect the estimated transaction price. We receive a minimal amount of our net service revenue from patients who are either self-insured or are obligated for an insurance co-payment.

Under our case rate contracts, we may receive reimbursement before all services are rendered. Any cash received that exceeds the associated revenue earned is recorded to deferred revenue in accrued expenses within our condensed consolidated balance sheets.

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NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

Hospice Revenue Recognition

Hospice Medicare Revenue

Gross revenue is recorded on an accrual basis based upon the date of service at amounts equal to the estimated payment rates. The estimated payment rates are predetermined daily or hourly rates for each of the four levels of care we deliver. The four levels of care are routine care, general inpatient care, continuous home care and respite care. Routine care accounted for 97% of our total Medicare hospice service revenue for the three and nine-month periods ended September 30, 2022 and 2021. There are two separate payment rates for routine care: payments for the first 60 days of care and care beyond 60 days. In addition to the two routine rates, we may also receive a service intensity add-on (“SIA”). The SIA is based on visits made in the last seven days of life by a registered nurse or medical social worker for patients in a routine level of care.

The performance obligation is the delivery of hospice services to the patient, as determined by a physician, each day the patient is on hospice care.

We make adjustments to Medicare revenue for non-contractual revenue adjustments, which include our inability to obtain appropriate billing documentation or acceptable authorizations and other reasons unrelated to credit risk. We estimate the impact of these non-contractual revenue adjustments based on our historical experience, which primarily includes a historical collection rate of over 99% on Medicare claims, and record it during the period services are rendered.

Amounts due from Medicare include variable consideration for retroactive revenue adjustments due to settlements of audits and payment reviews. We determine our estimates for non-contractual revenue adjustments related to audits and payment reviews based on our historical experience and success rates in the claim appeals and adjudication process.

Additionally, our hospice service revenue is subject to certain limitations on payments from Medicare which are considered variable consideration. We are subject to an inpatient cap limit and an overall Medicare payment cap for each provider number. We monitor these caps on a provider-by-provider basis and estimate amounts due back to Medicare if we estimate a cap has been exceeded. We record these adjustments as a reduction to revenue and an increase in accrued expenses within our condensed consolidated balance sheets. Providers are required to self-report and pay their estimated cap liability by February 28th of the following year. Prior to the 2016 final rule, the cap year began on November 1st and ended on October 31st. Effective with the 2016 final rule, the cap year was changed to align with the federal fiscal year which begins on October 1st and ends on September 30th. As of September 30, 2022, we have recorded $4.1 million for estimated amounts due back to Medicare in accrued expenses for the Federal cap years ended October 31, 2016 through September 30, 2022. As of December 31, 2021, we had recorded $4.5 million for estimated amounts due back to Medicare in accrued expenses for the Federal cap years ended October 31, 2016 through September 30, 2022.

Hospice Non-Medicare Revenue

Gross revenue is recorded on an accrual basis based upon the date of service at amounts equal to our established rates or estimated per day rates, as applicable. Contractual revenue adjustments are recorded for the difference between our standard rates and the contractual rates to be realized from patients, third-party payors and others for services provided and are deducted from gross revenue to determine our net service revenue. We also make non-contractual adjustments to non-Medicare revenue based on our historical experience to reflect the estimated transaction price.

Personal Care Revenue Recognition

Personal Care Revenue

We generate net service revenues by providing our services directly to patients based on authorized hours, visits or units determined by the relevant agency, at a rate that is either contractual or fixed by legislation. Net service revenue is recognized at the time services are rendered based on gross charges for the services provided, reduced by estimates for contractual and non-contractual revenue adjustments. We receive payment for providing such services from payors, including state and local governmental agencies, managed care organizations, commercial insurers and private consumers. Payors include the following elder service agencies: Aging Services Access Points ("ASAPs"), Senior Care Options ("SCOs"), Program of All-Inclusive Care for the Elderly ("PACE") and the Veterans Administration ("VA").

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NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

High Acuity Care Revenue Recognition

High Acuity Care Revenue

Our revenues are derived from contracts with (1) health insurance plans for the coordination and provision of home recovery care services to clinically-eligible patients who are enrolled members in those insurance plans, (2) health system partners for the coordination and provision of home recovery care services to clinically-eligible patients who are discharged early from a health system facility to complete their inpatient stay at home and (3) Medicare and other payors for the provision of home health services.

Under our health insurance plan contracts, we provide home recovery care services, which include hospital-equivalent ("H@H") and skilled nursing facility ("SNF") equivalent services ("SNF@H"), for high acuity care patients on a full risk basis whereby we assume the financial risk for the coordination and payment of all hospital or SNF replacement medical services necessary to treat the medical condition for which the patient was diagnosed in a home-based setting for a 30-day (H@H) or 60-day (SNF@H) episode of care in exchange for a fixed contracted bundled rate. For H@H programs, the fixed rate is based on the assigned diagnosis related group ("DRG") and the 30-day post-discharge related spend. For SNF@H programs, the fixed rate is based on the 60-day post-discharge related spend. Our performance obligation is the coordination and provision of patient care in accordance with physicians’ orders over either a 30-day or 60-day episode of care. The majority of our care coordination services and direct patient care is provided in the first five to seven days of the episode period (the "acute phase"). Monitoring services and follow-up direct patient care, as deemed necessary by the treating physician, are provided throughout the remainder of the episode. Since the majority of our services are provided during the acute phase, we recognize net service revenues over the acute phase based on gross charges for the services provided per the applicable managed care contract rates, reduced by estimates for revenue adjustments.

Under our contracts with health system partners, we provide home recovery care services for high acuity patients on a limited risk basis whereby we assume the risk for certain healthcare services during the remainder of an inpatient acute stay serviced at the patient’s home in exchange for a contracted per diem rate. The performance obligation is the coordination and provision of required medical services, as determined by the treating physician, for each day the patient receives inpatient-equivalent care at home. As such, revenues are recognized as services are administered and as our performance obligations are satisfied on a per diem basis, reduced by estimates for revenue adjustments.

We recognize adjustments to revenue during the period in which changes to estimates of assigned patient diagnoses or episode terminations become known, in accordance with the applicable managed care contracts. For certain health insurance plans, revenue is reduced by amounts owed by enrollees to healthcare providers under deductible, coinsurance or copay provisions of health insurance plan policies, since those amounts are repaid to the health insurance plans by us as part of a retrospective reconciliation process.

In March 2022, our high acuity care segment entered into a transaction in which one of our health system partners contributed its home health operations to one of our existing high acuity care joint ventures. We recognize Medicare and non-Medicare revenue in a manner that is consistent with our home health segment revenue recognition policy described above.

Government Grants

We account for government grants in accordance with Accounting Standards Update ("ASU") 2021-10, Government Assistance (Topic 832), by applying the grant model in accordance with International Accounting Standard ("IAS") 20, Accounting for Government Grants and Disclosure of Government Assistance, and as such, we recognize grant income on a systematic basis in line with the recognition of expenses or the loss of revenues for which the grants are intended to compensate. We recognize grants once both of the following conditions are met: (1) we are able to comply with the relevant conditions of the grant and (2) the grant will be received. See Note 3 – Novel Coronavirus Pandemic ("COVID-19") for additional information on our accounting for government funds received under the Coronavirus Aid, Relief and Economic Security Act ("CARES Act").

Cash, Cash Equivalents and Restricted Cash

Cash and cash equivalents include certificates of deposit and all highly liquid debt instruments with maturities of three months or less when purchased. Restricted cash includes cash that is not available for ordinary business use. As of September 30, 2022 and December 31, 2021, we had $13.5 million and $3.1 million, respectively, classified as restricted cash related to funds placed into escrow accounts in connection with the indemnity, closing payment and other provisions within the purchase agreements of our acquisitions. The increase in restricted cash from December 31, 2021 to September 30, 2022 is related to our

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AMEDISYS, INC. AND SUBSIDIARIES

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

acquisitions of Evolution Health, LLC ("Evolution") and AssistedCare Home Health, Inc. and RH Homecare Services, LLC ("AssistedCare") on April 1, 2022. See Note 4 – Acquisitions for additional information.

The following table summarizes the balances related to our cash, cash equivalents and restricted cash (amounts in millions):

	As of September 30, 2022		As of December 31, 2021
Cash and cash equivalents	$	18.0	$	42.7
Restricted cash	13.5		3.1
Cash, cash equivalents and restricted cash	$	31.5	$	45.8

Patient Accounts Receivable

We report accounts receivable from services rendered at their estimated transaction price, which includes contractual and non-contractual revenue adjustments based on the amounts expected to be due from payors. Our patient accounts receivable are uncollateralized and consist of amounts due from Medicare, Medicaid, other third-party payors and patients. Our non-Medicare third-party payor base is comprised of a diverse group of payors that are geographically dispersed across the country. As of September 30, 2022, there is no single payor, other than Medicare, that accounts for more than 10% of our total outstanding patient receivables. Thus, we believe there are no other significant concentrations of receivables that would subject us to any significant credit risk in the collection of our patient accounts receivable. We write off accounts on a monthly basis once we have exhausted our collection efforts and deem an account to be uncollectible. We believe the collectability risk associated with our Medicare accounts, which represented 65% and 68% of our patient accounts receivable at September 30, 2022 and December 31, 2021, respectively, is limited due to our historical collection rate of over 99% from Medicare and the fact that Medicare is a U.S. government payor.

We do not believe there are any significant concentrations of revenues from any payor that would subject us to any significant credit risk in the collection of our accounts receivable.

Medicare Home Health

For our home health patients (within both our home health and high acuity care segments), our pre-billing process includes verifying that we are eligible for payment from Medicare for the services that we provide to our patients. Our Medicare billing begins with a process to ensure that our billings are accurate through the utilization of an electronic Medicare claim review. We bill Medicare following the end of each 30-day period of care or upon discharge, if earlier, for the services provided to the patient.

Medicare Hospice

For our hospice patients, our pre-billing process includes verifying that we are eligible for payment from Medicare for the services that we provide to our patients. Our Medicare billing begins with a process to ensure that our billings are accurate through the utilization of an electronic Medicare claim review. We bill Medicare on a monthly basis for the services provided to the patient.

Non-Medicare Home Health, Hospice, Personal Care and High Acuity Care

For our non-Medicare patients, our pre-billing process primarily begins with verifying a patient’s eligibility for services with the applicable payor. Once the patient has been confirmed for eligibility, we will provide services to the patient and bill the applicable payor. Our review and evaluation of non-Medicare accounts receivable includes a detailed review of outstanding balances and special consideration to concentrations of receivables from particular payors or groups of payors with similar characteristics that would subject us to any significant credit risk.

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NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

Business Combinations

We account for acquisitions using the acquisition method of accounting in accordance with ASC 805, Business Combinations. Acquisitions are accounted for as purchases and are included in our condensed consolidated financial statements from their respective acquisition dates. Assets acquired, liabilities assumed and noncontrolling interests, if any, are measured at fair value on the acquisition date using the appropriate valuation method. Goodwill generated from acquisitions is recognized for the excess of the purchase price over tangible and identifiable intangible assets. In determining the fair value of identifiable intangible assets and noncontrolling interests, we use various valuation techniques including the income approach, the cost approach and the market approach. These valuation methods require us to make estimates and assumptions surrounding projected revenues and costs, growth rates and discount rates.

Fair Value of Financial Instruments

The following details our financial instruments where the carrying value and the fair value differ (amounts in millions):

	Fair Value at Reporting Date Using
Financial Instrument	Carrying Value as of September 30, 2022		Quoted Prices in Active Markets for Identical Items (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
Long-term obligations	$	457.4	$	—	$	473.4	$	—

The fair value hierarchy is based on three levels of inputs, of which the first two are considered observable and the last unobservable, that may be used to measure fair value. The three levels of inputs are as follows:

•Level 1 – Quoted prices in active markets for identical assets and liabilities.

•Level 2 – Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities, quoted prices in markets that are not active or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities.

•Level 3 – Unobservable inputs that are supported by little or no market activity and are significant to the fair value of the assets or liabilities.

Our deferred compensation plan assets are recorded at fair value and are considered a level 2 measurement. For our other financial instruments, including our cash and cash equivalents, patient accounts receivable, accounts payable, payroll and employee benefits and accrued expenses, we estimate the carrying amounts approximate fair value.

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NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

Weighted-Average Shares Outstanding

Net income per share attributable to Amedisys, Inc. common stockholders, calculated on the treasury stock method, is based on the weighted average number of shares outstanding during the period. The following table sets forth, for the periods indicated, shares used in our computation of weighted-average shares outstanding, which are used to calculate our basic and diluted net income attributable to Amedisys, Inc. common stockholders (amounts in thousands):

	For the Three- Month Periods Ended September 30,		For the Nine- Month Periods Ended September 30,
	2022	2021	2022	2021
Weighted average number of shares outstanding - basic	32,482	32,607	32,519	32,658
Effect of dilutive securities:
Stock options	38	113	50	135
Non-vested stock and stock units	96	179	111	228
Weighted average number of shares outstanding - diluted	32,616	32,899	32,680	33,021
Anti-dilutive securities	202	141	276	82

3. NOVEL CORONAVIRUS PANDEMIC ("COVID-19")

In March 2020, the World Health Organization declared COVID-19 a pandemic. As a healthcare at home company, we have been and will continue to be impacted by the effects of COVID-19; however, we remain committed to carrying out our mission of caring for our patients. We will continue to closely monitor the impact of COVID-19 on all aspects of our business, including the impacts to our employees, patients and suppliers; however, at this time, we are unable to estimate the ultimate impact the pandemic will have on our consolidated financial condition, results of operations or cash flows.

On March 27, 2020, the CARES Act was signed into legislation. The CARES Act provided for $175 billion to healthcare providers, including hospitals on the front lines of the COVID-19 pandemic. Of this total allocated amount, $30 billion was distributed immediately to providers based on their proportionate share of Medicare fee-for-service reimbursements in 2019. Healthcare providers were required to sign an attestation confirming receipt of the Provider Relief Fund ("PRF") funds and agree to the terms and conditions of payment. Our home health and hospice segments received approximately $100 million from the first $30 billion of funds distributed to healthcare providers in April 2020, which is inclusive of $2 million related to our joint venture care centers (equity method investments). We also acquired approximately $6 million of PRF funds in connection with the acquisition of AseraCare Hospice ("AseraCare"). Under the terms and conditions for receipt of the payment, we were allowed to use the funds to cover lost revenues and health care costs related to COVID-19 through June 30, 2021, and we were required to properly and fully document the use of these funds in reports to the U.S. Department of Health and Human Services ("HHS"). All required reporting was completed during the three-month period ended September 30, 2021, and our audit report was submitted to HHS on September 26, 2022.

For our wholly-owned subsidiaries, we utilized PRF funds to the extent we had qualifying COVID-19 expenses; we did not use PRF funds to cover lost revenues resulting from COVID-19. The grant income associated with the COVID-19 expenses incurred through June 30, 2021 is reflected in other operating income within our condensed consolidated statements of operations.

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NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

We did not fully utilize the PRF funds received; all unutilized funds were repaid in October 2021. In summary, the total funds that we received from the CARES Act PRF were accounted for as follows (amounts in millions):

	Amount
Funds utilized through June 30, 2021 by consolidated entities	$	46.6
Funds repaid to the government by consolidated entities (excludes $0.2 million of interest repaid)	58.3
Funds utilized through June 30, 2021 by unconsolidated joint ventures	1.3
Funds repaid to the government by unconsolidated joint ventures	0.6
	$	106.8

The CARES Act also provided for the temporary suspension of the automatic 2% reduction of Medicare claim reimbursements ("sequestration") for the period May 1, 2020 through December 31, 2020. During 2020 and 2021, Congress passed additional COVID-19 relief legislation which extended the 2% suspension of sequestration through March 31, 2022; sequestration was reinstated as a 1% reduction to Medicare claim reimbursements effective April 1, 2022 and as a 2% reduction to Medicare claim reimbursements effective July 1, 2022. Due to the reinstatement of sequestration on July 1, 2022, we did not receive a benefit to net service revenue during the three-month period ended September 30, 2022; however, we recognized a $9 million benefit to net service revenue during the three-month period ended September 30, 2021. During the nine-month periods ended September 30, 2022 and 2021, we recognized benefits to net service revenue totaling $13 million and $27 million, respectively.

Additionally, the CARES Act provided for the deferral of the employer share of social security tax (6.2%), effective for payments due after the enactment date through December 31, 2020. During 2020, we deferred approximately $55 million of social security taxes. Approximately $27 million was paid during December 2021; the remaining balance is due on December 31, 2022 and is reflected in payroll and employee benefits within our condensed consolidated balance sheet.

17

AMEDISYS, INC. AND SUBSIDIARIES

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

4. ACQUISITIONS

We complete acquisitions from time to time in order to pursue our strategy of increasing our market presence by expanding our service base and enhancing our position in certain geographic areas as a leading provider of home health, hospice, personal care and high acuity care services. The purchase price paid for acquisitions is negotiated through arm’s length transactions, with consideration based on our analysis of, among other things, comparable acquisitions and expected cash flows. Acquisitions are accounted for as purchases and are included in our condensed consolidated financial statements from their respective acquisition dates. Goodwill generated from acquisitions is recognized for the excess of the purchase price over tangible and identifiable intangible assets because of the expected contributions of the acquisitions to our overall corporate strategy. We typically engage outside appraisal firms to assist in the fair value determination of identifiable intangible assets for significant acquisitions. The preliminary purchase price allocation is adjusted, as necessary, up to one year after the acquisition closing date if management obtains more information regarding asset valuations and liabilities assumed.

2022 Acquisitions

On March 23, 2022, we entered into a transaction with one of our high acuity care health system partners in which we contributed cash and our health system partner contributed its home health operations to one of our existing high acuity care joint ventures. As a result of this transaction, we recorded goodwill of $8.5 million, other intangibles of $0.4 million (certificate of need and licenses) and noncontrolling interest of $8.9 million within our condensed consolidated balance sheet. The fair value of noncontrolling interest was determined using an income approach and a market approach.

On April 1, 2022, we acquired 15 home health care centers from Evolution Health, LLC, a division of Envision Healthcare, doing business as Guardian Healthcare, Gem City, and Care Connection of Cincinnati ("Evolution"), for an estimated purchase price of $67.8 million. A portion of the purchase price ($51.1 million) was paid to the seller with cash on hand and proceeds from borrowings under our Revolving Credit Facility. The remainder ($16.7 million) was placed into an escrow account in accordance with the closing payment, indemnity and other provisions within the purchase agreement and recorded as restricted cash within our condensed consolidated balance sheet. Corresponding liabilities were also recorded to accrued expenses and other long-term obligations within our condensed consolidated balance sheet related to these contingent consideration arrangements.

Of the total $16.7 million placed into escrow, $1.0 million was set aside for the closing payment adjustment. The closing payment calculated on the acquisition date included estimates for cash, working capital and various other items. Under the purchase agreement, the purchase price was subject to an adjustment for any differences between estimated amounts included in the closing payment and actual amounts at close. The closing payment adjustment, which was finalized during the three-month period ended September 30, 2022, decreased the purchase price by $1.3 million from $67.8 million to $66.5 million. The remaining $15.7 million placed into escrow relates to certain outstanding matters existing as of the acquisition date as well as potential losses the Company may incur for which the seller has an obligation to indemnify the Company. This amount will either be paid to third parties as outstanding matters are resolved or to the seller at certain intervals in the future. As of September 30, 2022, $5.7 million of the $16.7 million has been released from escrow.

We expect $15 million of goodwill recorded for this acquisition to be deductible for income tax purposes over approximately 15 years.

Evolution contributed $10.1 million in net service revenue and an operating loss of $1.9 million during the three-month period ended September 30, 2022 and $21.4 million in net service revenue and an operating loss of $3.8 million during the nine-month period ended September 30, 2022.

The Company is in the process of reviewing the fair value of the assets acquired and liabilities assumed. During the three-month period ended September 30, 2022, total assets acquired decreased by $0.4 million and total liabilities assumed (specifically, the deferred income tax liability) decreased by $0.5 million as a result of our review. These adjustments combined with the closing payment adjustment of $1.3 million described above resulted in a $1.4 million decrease in goodwill. Based on the Company's preliminary valuation, which may be revised as additional information becomes available during the measurement period, the total consideration of $66.5 million has been allocated to assets acquired and liabilities assumed as of the acquisition date as follows (amounts in millions):

18

AMEDISYS, INC. AND SUBSIDIARIES

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

	Amount
ASSETS
Patient accounts receivable	$	9.3
Prepaid expenses	0.2
Other current assets	0.1
Property and equipment	1.9
Operating lease right of use assets	3.2
Intangible assets (licenses)	1.3
Other assets	0.1
Total assets acquired	$	16.1
LIABILITIES AND EQUITY
Accounts payable	$	(0.8)
Payroll and employee benefits	(2.7)
Accrued expenses	(2.3)
Operating lease liabilities	(2.8)
Deferred income tax liability	—
Current portion of long-term obligations	(0.6)
Total liabilities assumed	(9.2)
Net identifiable assets acquired	$	6.9
Goodwill	59.6
Total consideration	$	66.5

On April 1, 2022, we acquired two home health locations from AssistedCare Home Health, Inc. and RH Homecare Services, LLC, doing business as AssistedCare Home Health and AssistedCare of the Carolinas ("AssistedCare"), respectively, for a purchase price of $24.7 million. A portion of the purchase price ($22.2 million) was paid to the seller with cash on hand and proceeds from borrowings under our Revolving Credit Facility. The remainder ($2.5 million) was placed into an escrow account in accordance with the indemnity provisions within the purchase agreement and is reflected in restricted cash within our condensed consolidated balance sheet. A corresponding liability was also recorded to other long-term obligations within our condensed consolidated balance sheet related to this contingent consideration arrangement. The $2.5 million will either be paid to third parties or to the seller at certain intervals in the future.

Based on the Company's preliminary valuation, we recorded goodwill of $24.0 million and other intangibles of $0.7 million in connection with the acquisition. Intangible assets acquired include licenses ($0.5 million), certificates of need ($0.2 million) and acquired names ($0.1 million). The acquired names will be amortized over a weighted average period of one year.

We expect the entire amount of goodwill recorded for this acquisition to be deductible for income tax purposes over approximately 15 years.

AssistedCare contributed $1.9 million in net service revenue and an operating loss of less than $0.1 million during the three-month period ended September 30, 2022 and $4.5 million in net service revenue and operating income of $0.6 million during the nine-month period ended September 30, 2022.

2021 Acquisitions

On August 1, 2021, we acquired Contessa, a leader in hospital-at-home and skilled nursing facility at-home services for an estimated purchase price of $240.7 million, net of cash acquired. The Contessa purchase price included estimates for cash, working capital and other items. Under the purchase agreement, the purchase price was subject to a closing payment adjustment for any differences between estimated amounts included in the closing payment and actual amounts at close. The closing payment adjustment, which was finalized during the three-month period ended December 31, 2021, increased the purchase price by $0.6 million from $240.7 million to $241.3 million.

19

AMEDISYS, INC. AND SUBSIDIARIES

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

The Company has finalized its valuation of the assets acquired, liabilities assumed and noncontrolling interests. During the three-month period ended September 30, 2022, the deferred income liability was adjusted downward by $2.8 million resulting in a $2.8 million decrease in goodwill. The total consideration of $241.3 million has been allocated to assets acquired, liabilities assumed and noncontrolling interests as of the acquisition date as follows (amounts in millions):

	Amount
ASSETS
Patient accounts receivable	$	1.5
Prepaid expenses	0.3
Other current assets	0.1
Property and equipment	0.3
Operating lease right of use assets	0.8
Intangible assets	54.3
Other assets	3.1
Total assets acquired	$	60.4
LIABILITIES AND EQUITY
Accounts payable	$	(0.1)
Payroll and employee benefits	(0.6)
Accrued expenses	(3.4)
Operating lease liabilities	(0.8)
Deferred income tax liability	(0.3)
Current portion of long-term obligations	(0.9)
Other long-term obligations	(0.2)
Total liabilities assumed	(6.3)
Noncontrolling interests	(43.9)
Total equity assumed	(43.9)
Total liabilities and equity assumed	$	(50.2)
Net identifiable assets acquired	$	10.2
Goodwill	231.1
Total consideration	$	241.3

Intangible assets acquired include acquired names ($28.3 million), technology ($19.8 million) and non-compete agreements ($6.2 million). The non-compete agreements will be amortized over a weighted-average period of 2.0 years, and the technology will be amortized over a weighted-average period of 7.0 years. The fair value of noncontrolling interest ($43.9 million) was determined using an income approach.

We do not expect any of the goodwill recorded for this acquisition to be deductible for income tax purposes.

Contessa contributed $5.5 million in net service revenue and an operating loss of $12.4 million (inclusive of technology intangibles amortization totaling $0.7 million) during the three-month period ended September 30, 2022 and $12.6 million in net service revenue and an operating loss of $29.8 million (inclusive of technology intangibles amortization totaling $2.2 million) during the nine-month period ended September 30, 2022. During the three and nine-month periods ended September 30, 2021, Contessa contributed $1.5 million in net service revenue and an operating loss of $3.8 million (inclusive of technology intangibles amortization totaling $0.5 million).

For details regarding the Company's 2021 acquisitions, see Note 4 to the audited consolidated financial statements in our 2021 Annual Report on Form 10-K.

20

AMEDISYS, INC. AND SUBSIDIARIES

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

5. LONG-TERM OBLIGATIONS

Long-term debt consists of the following for the periods indicated (amounts in millions):

	September 30, 2022		December 31, 2021
$450.0 million Term Loan; interest rate at Base Rate plus Applicable Rate or Eurodollar Rate plus Applicable Rate (4.6% at September 30, 2022); due July 30, 2026	$	438.7	$	447.2
$550.0 million Revolving Credit Facility; interest only payments; interest rate at Base Rate plus Applicable Rate or Eurodollar Rate plus Applicable Rate (4.6% at September 30, 2022); due July 30, 2026	18.5		—
Promissory notes	0.2		0.8
Finance leases	2.4		1.6
Principal amount of long-term obligations	459.8		449.6
Deferred debt issuance costs	(3.8)		(4.5)
	456.0		445.1
Current portion of long-term obligations	(12.6)		(13.0)
Total	$	443.4	$	432.1

Second Amendment to the Credit Agreement

On July 30, 2021, we entered into the Second Amendment to our Credit Agreement (as amended by the Second Amendment, the "Second Amended Credit Agreement"). The Second Amended Credit Agreement provides for a senior secured credit facility in an initial aggregate principal amount of up to $1.0 billion, which includes a $550.0 million Revolving Credit Facility and a term loan facility with a principal amount of up to $450.0 million (the "Amended Term Loan Facility" and collectively with the Revolving Credit Facility, the "Amended Credit Facility").

Net proceeds from the $450.0 million Amended Term Loan Facility were used to fund the Contessa acquisition.

The loans issued under the Amended Credit Facility bear interest on a per annum basis, at our election, at either: (i) the Base Rate plus the Applicable Rate or (ii) the Eurodollar Rate plus the Applicable Rate. The “Base Rate” means a fluctuating rate per annum equal to the highest of (a) the federal funds rate plus 0.50% per annum, (b) the prime rate of interest established by the Administrative Agent, and (c) the Eurodollar Rate plus 1% per annum. The “Eurodollar Rate” means the quoted rate per annum equal to the London Interbank Offered Rate (“LIBOR”) or a comparable successor rate approved by the Administrative Agent for an interest period of one, three or six months (as selected by us). The “Applicable Rate” is based on the consolidated leverage ratio and is presented in the table below. As of September 30, 2022, the Applicable Rate is 0.50% per annum for Base Rate loans and 1.50% per annum for Eurodollar Rate loans. We are also subject to a commitment fee and letter of credit fee under the terms of the Second Amended Credit Agreement, as presented in the table below.

Pricing Tier	Consolidated Leverage Ratio	Base Rate Loans	Eurodollar Rate Loans and Daily Floating LIBOR Rate Loans	Commitment Fee	Letter of Credit Fee
I	> 3.00 to 1.0	1.00%	2.00%	0.30%	1.75%
II	< 3.00 to 1.0 but > 2.00 to 1.0	0.75%	1.75%	0.25%	1.50%
III	< 2.00 to 1.0 but > 0.75 to 1.0	0.50%	1.50%	0.20%	1.25%
IV	< 0.75 to 1.0	0.25%	1.25%	0.15%	1.00%

The final maturity date of the Amended Credit Facility is July 30, 2026. The Revolving Credit Facility will terminate and be due and payable as of the final maturity date. The Amended Term Loan Facility, however, is subject to quarterly amortization of principal in the amount of (i) 0.625% for the period commencing on July 30, 2021 and ending on September 30, 2023, and (ii) 1.250% for the period commencing on October 1, 2023 and ending on July 30, 2026. The remaining balance of the Amended Term Loan Facility must be paid upon the final maturity date. In addition to the scheduled amortization of the Amended Term Loan Facility, and subject to customary exceptions and reinvestment rights, we are required to prepay the Amended Term Loan Facility first and the Revolving Credit Facility second with 100% of all net cash proceeds received by any

21

AMEDISYS, INC. AND SUBSIDIARIES

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

loan party or any subsidiary thereof in connection with (a) any asset sale or disposition where such loan party receives net cash proceeds in excess of $5 million or (b) any debt issuance that is not permitted under the Second Amended Credit Agreement.

The Second Amended Credit Agreement requires maintenance of two financial covenants: (i) a consolidated leverage ratio of funded indebtedness to Earnings Before Interest, Taxes, Depreciation and Amortization ("EBITDA"), as defined in the Second Amended Credit Agreement, and (ii) a consolidated interest coverage ratio of EBITDA to cash interest charges, as defined in the Second Amended Credit Agreement. Each of these covenants is calculated over rolling four-quarter periods and also is subject to certain exceptions and baskets. The Second Amended Credit Agreement also contains customary covenants, including, but not limited to, restrictions on: incurrence of liens, incurrence of additional debt, sales of assets and other fundamental corporate changes, investments and declarations of dividends. These covenants contain customary exclusions and baskets as detailed in the Second Amended Credit Agreement. In connection with our entry into the Second Amended Credit Agreement, we recorded $2.8 million in deferred debt issuance costs as long-term obligations, less current portion within our condensed consolidated balance sheet during the three-month period ended September 30, 2021.

The Revolving Credit Facility is guaranteed by substantially all of our wholly-owned direct and indirect subsidiaries. The Second Amended Credit Agreement requires at all times that we (i) provide guarantees from wholly-owned subsidiaries that in the aggregate represent not less than 95% of our consolidated net revenues and adjusted EBITDA from all wholly-owned subsidiaries and (ii) provide guarantees from subsidiaries that in the aggregate represent not less than 70% of consolidated adjusted EBITDA, subject to certain exceptions.

Our weighted average interest rate for borrowings under our $550.0 million Revolving Credit Facility was 4.2% and 3.2% for the three and nine-month periods ended September 30, 2022, respectively, and 2.9% and 1.9% for the three and nine-month periods ended September 30, 2021, respectively. Our weighted average interest rate for borrowings under our Amended Term Loan Facility was 3.8% and 2.6% for the three and nine-month periods ended September 30, 2022, respectively, and 1.6% and 1.5% for the three and nine-month periods ended September 30, 2021, respectively.

As of September 30, 2022, our consolidated leverage ratio was 1.8, our consolidated interest coverage ratio was 13.3 and we are in compliance with our covenants under the Second Amended Credit Agreement. In the event we are not in compliance with our debt covenants in the future, we would pursue various alternatives in an attempt to successfully resolve the non-compliance, which might include, among other things, seeking debt covenant waivers or amendments.

As of September 30, 2022, our availability under our $550.0 million Revolving Credit Facility was $503.7 million as we have $18.5 million outstanding in borrowings and $27.8 million outstanding in letters of credit.

Joinder Agreements

In connection with the Compassionate Care Hospice ("CCH") acquisition, we entered into a Joinder Agreement, dated as of February 4, 2019 (the “CCH Joinder”), pursuant to which CCH and its subsidiaries were made parties to, and became subject to the terms and conditions of, the Amended Credit Agreement (now the Second Amended Credit Agreement), the Amended and Restated Security Agreement, dated as of June 29, 2018 (the “Amended and Restated Security Agreement”), and the Amended and Restated Pledge Agreement, dated as of June 29, 2018 (the “Amended and Restated Pledge Agreement”). In connection with the AseraCare acquisition, we entered into a Joinder Agreement, dated as of June 12, 2020, pursuant to which the AseraCare entities were made parties to, and became subject to the terms and conditions of, the Amended Credit Agreement (now the Second Amended Credit Agreement), the Amended and Restated Security Agreement and the Amended and Restated Pledge Agreement (the “AseraCare Joinder"). In connection with the Contessa acquisition and the Second Amendment, we entered into a Joinder Agreement, dated as of September 3, 2021, pursuant to which Contessa and its subsidiaries and Asana Hospice ("Asana"), which we acquired on January 1, 2020, and its subsidiaries were made parties to, and became subject to the terms and conditions of, the Second Amended Credit Agreement, the Amended and Restated Security Agreement and the Amended and Restated Pledge Agreement (the “Contessa and Asana Joinder,” and together with the CCH Joinder and the AseraCare Joinder, the “Joinders”).

Pursuant to the Joinders, the Amended and Restated Security Agreement and the Amended and Restated Pledge Agreement, CCH and its subsidiaries, the AseraCare entities, Contessa and its subsidiaries and Asana and its subsidiaries granted in favor of the Administrative Agent a first lien security interest in substantially all of their personal property assets and pledged to the Administrative Agent each of their respective subsidiaries' issued and outstanding equity interests. CCH and its subsidiaries, the AseraCare entities, Contessa and its subsidiaries and Asana and its subsidiaries also guaranteed our obligations, whether now existing or arising after the respective effective dates of the Joinders, under the Second Amended Credit Agreement pursuant to the terms of the Joinders and the Second Amended Credit Agreement.

22

AMEDISYS, INC. AND SUBSIDIARIES

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

6. COMMITMENTS AND CONTINGENCIES

Legal Proceedings - Ongoing

We are involved in legal actions in the normal course of business, some of which seek monetary damages, including claims for punitive damages. Based on information available to us as of the date of this filing, we do not believe that these normal course actions, when finally concluded and determined, will have a material impact on our consolidated financial condition, results of operations or cash flows.

Legal fees related to all legal matters are expensed as incurred.

Legal Proceedings - Completed

Subpoena Duces Tecum and Civil Investigative Demands Issued by the U.S. Department of Justice

On May 7, 2021, the U.S. Department of Justice notified the Company that they were closing their investigation into the below-referenced Subpoena Duces Tecum ("Subpoena") and civil investigative demands ("CIDs"). At the time, we had $6.5 million recorded to accrued expenses in our condensed consolidated balance sheets related to these matters. We reversed this accrual during the three-month period ended June 30, 2021.

On May 21, 2015, we received a Subpoena issued by the U.S. Department of Justice. The Subpoena requested the delivery of information regarding 53 identified hospice patients to the United States Attorney’s Office for the District of Massachusetts. It also requested the delivery of documents relating to our hospice clinical and business operations and related compliance activities. The Subpoena generally covered the period from January 1, 2011 through May 21, 2015.

On November 3, 2015, we received a CID issued by the U.S. Department of Justice pursuant to the federal False Claims Act relating to claims submitted to Medicare and/or Medicaid for hospice services provided through designated facilities in the Morgantown, West Virginia area. The CID requested the delivery of information to the United States Attorney’s Office for the Northern District of West Virginia regarding 66 identified hospice patients, as well as documents relating to our hospice clinical and business operations in the Morgantown area. The CID generally covered the period from January 1, 2009 through August 31, 2015.

On June 27, 2016, we received a CID issued by the U.S. Department of Justice pursuant to the federal False Claims Act relating to claims submitted to Medicare and/or Medicaid for hospice services provided through designated facilities in the Parkersburg, West Virginia area. The CID requested the delivery of information to the United States Attorney’s Office for the Southern District of West Virginia regarding 68 identified hospice patients, as well as documents relating to our hospice clinical and business operations in the Parkersburg area. The CID generally covered the period from January 1, 2011 through June 20, 2016.

Third Party Audits - Ongoing

From time to time, in the ordinary course of business, we are subject to audits under various governmental programs in which third party firms engaged by CMS, including Recovery Audit Contractors (“RACs”), Zone Program Integrity Contractors (“ZPICs”), Uniform Program Integrity Contractors (“UPICs”), Program Safeguard Contractors (“PSCs”), Medicaid Integrity Contractors (“MICs”), Supplemental Medical Review Contractors (“SMRCs”) and the Office of the Inspector General (“OIG”), conduct extensive reviews of claims data to identify potential improper payments. We cannot predict the ultimate outcome of any regulatory reviews or other governmental audits and investigations.

23

AMEDISYS, INC. AND SUBSIDIARIES

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

In July 2010, our subsidiary that provides hospice services in Florence, South Carolina received from a ZPIC a request for records regarding a sample of 30 beneficiaries who received services from the subsidiary during the period of January 1, 2008 through March 31, 2010 (the “Review Period”) to determine whether the underlying services met pertinent Medicare payment requirements. We acquired the hospice operations subject to this review on August 1, 2009; the Review Period covers time periods both before and after our ownership of these hospice operations. Based on the ZPIC’s findings for 16 beneficiaries, which were extrapolated to all claims for hospice services provided by the Florence subsidiary billed during the Review Period, on June 6, 2011, the Medicare Administrative Contractor (“MAC”) for the subsidiary issued a notice of overpayment seeking recovery from our subsidiary of an alleged overpayment. We dispute these findings, and our Florence subsidiary has filed appeals through the Original Medicare Standard Appeals Process, in which we are seeking to have those findings overturned. An administrative law judge ("ALJ") hearing was held in early January 2015. On January 18, 2016, we received a letter dated January 6, 2016 referencing the ALJ hearing decision for the overpayment issued on June 6, 2011. The decision was partially favorable with a new overpayment amount of $3.7 million with a balance owed of $5.6 million, including interest, based on 9 disputed claims (originally 16). We filed an appeal to the Medicare Appeals Council on the remaining 9 disputed claims and also argued that the statistical method used to select the sample was not valid. No assurances can be given as to the timing or outcome of the Medicare Appeals Council decision. As of September 30, 2022, Medicare has withheld payments of $5.7 million (including additional interest) as part of their standard procedures once this level of the appeal process has been reached. In the event we are not able to recoup this alleged overpayment, we are entitled to be indemnified by the prior owners of the hospice operations for amounts relating to the period prior to August 1, 2009. On January 10, 2019, an arbitration panel from the American Health Lawyers Association determined that the prior owners' liability for their indemnification obligation was $2.8 million. This amount is recorded as an indemnity receivable within other assets in our condensed consolidated balance sheets.

In July 2016, the Company received a request for medical records from SafeGuard Services, L.L.C (“SafeGuard”), a ZPIC, related to services provided by some of the care centers that the Company acquired from Infinity Home Care, L.L.C. The review period covered time periods both before and after our ownership of the care centers, which were acquired on December 31, 2015. In August 2017, the Company received Requests for Repayment from Palmetto GBA, LLC ("Palmetto") regarding Infinity Home Care of Lakeland, LLC ("Lakeland Care Centers") and Infinity Home Care of Pinellas, LLC ("Clearwater Care Center"). The Palmetto letters were based on a statistical extrapolation performed by SafeGuard which alleged an extrapolated overpayment of $34.0 million for the Lakeland Care Centers on a universe of 72 Medicare claims totaling $0.2 million in actual claims payments using a 100% error rate and an extrapolated overpayment of $4.8 million for the Clearwater Care Center on a universe of 70 Medicare claims totaling $0.2 million in actual claims payments using a 100% error rate.

The Lakeland Request for Repayment covered claims between January 2, 2014 and September 13, 2016. The Clearwater Request for Repayment covered claims between January 2, 2015 and December 9, 2016. As a result of partially successful Level I and Level II Administrative Appeals, the alleged overpayment for the Lakeland Care Centers was reduced to $26.0 million and the alleged overpayment for the Clearwater Care Center was reduced to $3.3 million. The Company filed Level III Administrative Appeals, and the ALJ hearings regarding the Lakeland Request for Repayment and the Clearwater Request for Repayment were held in April 2022.

The Company received the results of the ALJ hearing for the Clearwater Care Center and the Lakeland Care Centers on June 23, 2022 and June 30, 2022, respectively. The ALJ decisions for both the Clearwater Care Center and the Lakeland Care Centers were partially favorable for the claims that were reviewed, but the extrapolations were upheld. As a result, we increased our total accrual related to these matters from $17.4 million to $25.8 million during the three-month period ended June 30, 2022. The net of these two amounts, $8.4 million, was recorded as a reduction to net service revenue in our condensed consolidated statement of operations during the three-month period ended June 30, 2022. We received demands for repayment from Palmetto for both the Clearwater Care Center and the Lakeland Care Centers during the three-month period ended September 30, 2022. The demands were slightly less than our estimated accrual of $25.8 million. During the three-month period ended September 30, 2022, we adjusted our accrual to $25.2 million to reflect the final amounts owed, excluding interest. The repayment for the Lakeland Care Centers totaling $34.3 million ($22.8 million extrapolated repayment plus $11.5 million accrued interest) was made during the three-month period ended September 30, 2022. The repayment for the Clearwater Care Center totaling $3.7 million ($2.4 million extrapolated repayment plus $1.2 million accrued interest) was made on October 3, 2022. Additionally, we wrote off $1.5 million of receivables that were impacted by these matters. We expect to be indemnified by the prior owners, upon exhaustion of the parties' appeal rights, for approximately $10.9 million and have recorded this amount within other assets in our condensed consolidated balance sheets.

24

AMEDISYS, INC. AND SUBSIDIARIES

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

Insurance

We are obligated for certain costs associated with our insurance programs, including employee health, workers’ compensation and professional liability. While we maintain various insurance programs to cover these risks, we are self-insured for a substantial portion of our potential claims. We recognize our obligations associated with these costs, up to specified deductible limits, in the period in which a claim is incurred, including with respect to both reported claims and claims incurred but not reported. These costs have generally been estimated based on historical data of our claims experience. Such estimates, and the resulting reserves, are reviewed and updated by us on a quarterly basis.

Our health insurance has an exposure limit of $1.3 million for any individual covered life. Our workers’ compensation insurance has a retention limit of $2.0 million per incident, and our professional liability insurance has a retention limit of $0.3 million per incident.

7. SEGMENT INFORMATION

Our operations involve servicing patients through our four reportable business segments: home health, hospice, personal care and high acuity care. Our home health segment delivers a wide range of services in the homes of individuals who may be recovering from an illness, injury or surgery. Our hospice segment provides care that is designed to provide comfort and support for those who are facing a terminal illness. Our personal care segment provides patients with assistance with the essential activities of daily living. Our high acuity care segment, which was established with the acquisition of Contessa on August 1, 2021, delivers the essential elements of inpatient hospital and SNF care to patients in their homes. The “other” column in the following tables consists of costs relating to executive management and administrative support functions, primarily information services, accounting, finance, billing and collections, legal, compliance, risk management, procurement, marketing, clinical administration, training, human resources and administration.

Management evaluates performance and allocates resources based on the operating income of the reportable segments, which includes an allocation of corporate expenses directly attributable to the specific segment and includes revenues and all other costs directly attributable to the specific segment. Segment assets are not reviewed by the company’s chief operating decision maker and therefore are not disclosed below (amounts in millions).

25

AMEDISYS, INC. AND SUBSIDIARIES

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

	For the Three-Month Period Ended September 30, 2022
	Home Health		Hospice		Personal Care		High Acuity Care		Other		Total
Net service revenue	$	337.2	$	198.7	$	16.6	$	5.5	$	—	$	558.0
Cost of service, excluding depreciation and amortization	195.3		109.4		12.2		5.3		—		322.2
General and administrative expenses	88.3		49.1		2.4		8.8		39.8		188.4
Depreciation and amortization	0.9		0.5		—		0.8		3.3		5.5
Investment impairment	—		—		—		3.0		—		3.0
Operating expenses	284.5		159.0		14.6		17.9		43.1		519.1
Operating income (loss)	$	52.7	$	39.7	$	2.0	$	(12.4)	$	(43.1)	$	38.9
	For the Three-Month Period Ended September 30, 2021
	Home Health		Hospice		Personal Care		High Acuity Care		Other		Total
Net service revenue	$	338.6	$	197.5	$	15.9	$	1.5	$	—	$	553.5
Other operating income	—		—		—		—		—		—
Cost of service, excluding depreciation and amortization	190.1		107.6		11.7		0.9		—		310.3
General and administrative expenses	82.4		49.5		2.6		3.9		40.5		178.9
Depreciation and amortization	1.1		0.7		0.1		0.5		5.1		7.5
Operating expenses	273.6		157.8		14.4		5.3		45.6		496.7
Operating income (loss)	$	65.0	$	39.7	$	1.5	$	(3.8)	$	(45.6)	$	56.8
	For the Nine-Month Period Ended September 30, 2022
	Home Health		Hospice		Personal Care		High Acuity Care		Other		Total
Net service revenue	$	1,012.8	$	590.2	$	45.5	$	12.6	$	—	$	1,661.1
Cost of service, excluding depreciation and amortization	573.3		323.2		34.5		12.3		—		943.3
General and administrative expenses	259.3		152.1		6.8		24.7		117.7		560.6
Depreciation and amortization	3.3		1.7		0.1		2.4		12.2		19.7
Investment impairment	—		—		—		3.0		—		3.0
Operating expenses	835.9		477.0		41.4		42.4		129.9		1,526.6
Operating income (loss)	$	176.9	$	113.2	$	4.1	$	(29.8)	$	(129.9)	$	134.5
	For the Nine-Month Period Ended September 30, 2021
	Home Health		Hospice		Personal Care		High Acuity Care		Other		Total
Net service revenue	$	1,016.5	$	586.9	$	49.9	$	1.5	$	—	$	1,654.8
Other operating income	7.3		6.0		—		—		—		13.3
Cost of service, excluding depreciation and amortization	563.5		314.4		37.4		0.9		—		916.2
General and administrative expenses	243.8		144.4		8.8		3.9		125.5		526.4
Depreciation and amortization	3.3		2.0		0.2		0.5		15.8		21.8
Operating expenses	810.6		460.8		46.4		5.3		141.3		1,464.4
Operating income (loss)	$	213.2	$	132.1	$	3.5	$	(3.8)	$	(141.3)	$	203.7

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AMEDISYS, INC. AND SUBSIDIARIES

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

8. SHARE REPURCHASES

On December 23, 2020, we announced that our Board of Directors authorized a stock repurchase program, under which we could repurchase up to $100 million of our outstanding common stock through December 31, 2021 (the "2021 Share Repurchase Program").

Under the terms of the 2021 Share Repurchase Program, we were allowed to repurchase shares from time to time through open market purchases, unsolicited or solicited privately negotiated transactions, an accelerated stock repurchase program, and/or a trading plan in compliance with Exchange Act Rule 10b5-1. The timing and the amount of the repurchases were determined by management based on a number of factors, including but not limited to share price, trading volume and general market conditions, as well as on working capital requirements, general business conditions and other factors.

Pursuant to this program, we repurchased 54,609 shares of our common stock at a weighted average price of $197.84 per share and a total cost of approximately $11 million during the three-month period ended September 30, 2021 and 351,714 shares of our common stock at a weighted average price of $241.30 per share and a total cost of approximately $85 million during the nine-month period ended September 30, 2021. The repurchased shares were classified as treasury shares. The 2021 Share Repurchase Program expired on December 31, 2021.

On August 2, 2021, our Board of Directors authorized a share repurchase program, under which we may repurchase up to $100 million of our outstanding common stock through December 31, 2022. This program commenced upon the completion of the Company's 2021 Share Repurchase Program (the "New Share Repurchase Program").

Under the terms of the New Share Repurchase Program, we are allowed to repurchase shares from time to time through open market purchases, unsolicited or solicited privately negotiated transactions, an accelerated stock repurchase program, and/or a trading plan in compliance with Exchange Act Rule 10b5-1. The timing and the amount of the repurchases will be determined by management based on a number of factors, including but not limited to share price, trading volume and general market conditions, as well as on working capital requirements, general business conditions and other factors.

Pursuant to this program, we repurchased 150,000 shares of our common stock at a weighted average price of $115.64 per share and a total cost of approximately $17 million during the nine-month period ended September 30, 2022. There were no shares repurchased during the three-month period ended September 30, 2022. The repurchased shares are classified as treasury shares.

9. RELATED PARTY TRANSACTIONS

We have an investment in Medalogix, a healthcare predictive data and analytics company, which is accounted for under the equity method. We incurred costs totaling $2.4 million and $7.1 million during the three and nine-month periods ended September 30, 2022, respectively, and $1.4 million and $4.1 million during the three and nine-month periods ended September 30, 2021, respectively, in connection with our usage of Medalogix's analytics platforms. We believe that the terms of these transactions are consistent with those negotiated at arm's length.

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ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following discussion and analysis provides information we believe is relevant to an assessment and understanding of our results of operations and financial condition for the three and nine-month periods ended September 30, 2022. This discussion should be read in conjunction with the condensed consolidated financial statements and notes thereto included herein and the consolidated financial statements and notes and the related Management’s Discussion and Analysis of Financial Condition and Results of Operations in our Annual Report on Form 10-K for the year ended December 31, 2021 filed with the Securities and Exchange Commission (“SEC”) on February 24, 2022 (the “Form 10-K”), which are incorporated herein by this reference. Historical results that appear in the condensed consolidated financial statements should not be interpreted as being indicative of future operations.

Unless otherwise provided, “Amedisys,” “we,” “our,” and “the Company” refer to Amedisys, Inc. and our consolidated subsidiaries.

Overview

We are a provider of high-quality in-home healthcare and related services to the chronic, co-morbid, aging American population, with approximately 74% of our consolidated net service revenue derived from Medicare for the three and nine-month periods ended September 30, 2022 and approximately 75% of our consolidated net service revenue derived from Medicare for the three and nine-month periods ended September 30, 2021.

Our operations involve servicing patients through our four reportable business segments: home health, hospice, personal care and high acuity care. Our home health segment delivers a wide range of services in the homes of individuals who may be recovering from an illness, injury or surgery. Our hospice segment provides care that is designed to provide comfort and support for those who are facing a terminal illness. Our personal care segment provides patients assistance with the essential activities of daily living. Our high acuity care segment, which was established with the acquisition of Contessa Health ("Contessa") on August 1, 2021, delivers the essential elements of inpatient hospital and skilled nursing facility ("SNF") care to patients in their homes. As of September 30, 2022, we owned and operated 353 Medicare-certified home health care centers, 172 Medicare-certified hospice care centers, 14 personal-care care centers and 8 admitting high acuity care joint ventures in 36 states within the United States and the District of Columbia.

Care Centers Summary (Includes Unconsolidated Joint Ventures)

 

	Home Health	Hospice	Personal Care	High Acuity Care
As of December 31, 2021	331	175	14	8
Acquisitions/Startups/Denovos	24	—	—	1
Closed/Consolidated	(2)	(3)	—	(1)
As of September 30, 2022	353	172	14	8

Recent Developments

Acquisitions

On April 1, 2022, we acquired fifteen home health care centers from Evolution Health, LLC, a division of Envision Healthcare, doing business as Guardian Healthcare, Gem City and Care Connection of Cincinnati ("Evolution"), for a purchase price of $68 million.

Additionally, on April 1, 2022, we acquired two home health locations from AssistedCare Home Health, Inc. and RH Homecare Services, LLC, doing business as AssistedCare Home Health and AssistedCare of the Carolinas ("AssistedCare"), respectively, for a purchase price of $25 million.

Governmental Inquiries and Investigations and Other Litigation

See Note 6 – Commitments and Contingencies to our condensed consolidated financial statements for a discussion of and updates regarding legal proceedings and investigations we are involved in. No assurances can be given as to the timing or outcome of these items.

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The Centers for Medicare and Medicaid Services ("CMS") Payment Updates

Hospice

On July 29, 2021, CMS issued the final rule to update hospice payment rates and the wage index for fiscal year 2022, effective for services provided beginning October 1, 2021. CMS estimated hospices serving Medicare beneficiaries would see a 2.0% increase in payments. This increase was the result of a 2.7% market basket adjustment as required under the Patient Protection and Affordable Health Care Act and the Health Care and Education Reconciliation Act (collectively, "PPACA") less a 0.7% productivity adjustment. Additionally, CMS increased the aggregate cap amount by 2.0% to $31,298. The final rule also rebased the labor shares for all four levels of care, included updates to the hospice conditions of participation ("COPs"), which made permanent certain flexibilities allowed during the novel coronavirus pandemic ("COVID-19") public health emergency, and finalized changes to the Hospice Quality Reporting Program. Based on our analysis of the final rule, we estimated that our impact would be in line with the 2.0% increase.

On July 27, 2022, CMS issued the final rule to update hospice payment rates and the wage index for fiscal year 2023, effective for services provided beginning October 1, 2022. CMS estimates hospices serving Medicare beneficiaries will see a 3.8% increase in payments. This increase is the result of a 4.1% market basket adjustment as required under PPACA less a 0.3% productivity adjustment. Additionally, CMS increased the aggregate cap amount by 3.8% to $32,487. Based on our analysis of the final rule, we expect our impact to be in line with the 3.8% increase, which will result in an increase to net service revenue of approximately $7 million in the fourth quarter.

Home Health

On November 2, 2021, CMS issued the Home Health Final Rule for Medicare home health providers for calendar year 2022. CMS estimated that the final rule would result in a 3.2% increase in payments to home health providers. This increase was the result of a 2.6% payment update (3.1% market basket adjustment less a 0.5% productivity adjustment) plus a 0.7% fixed-dollar loss ratio adjustment, reduced by 0.1% for the rural add-on. Based on our analysis of the final rule, we estimated that our impact would be in line with the 3.2% increase.

The final rule also provided for the expansion of the Home Health Value-Based Purchasing ("HHVBP") model to all 50 states beginning January 1, 2023 with calendar year 2023 being the first performance year and calendar year 2025 being the first payment year with a proposed maximum payment adjustment, up or down, of 5%.

On June 17, 2022, CMS issued a proposed payment change for Medicare home health providers for calendar year 2023. CMS estimates that the proposed rule will result in a 4.2% decrease in payments to home health providers. This decrease is the result of a 2.9% payment update (3.3% market basket adjustment less a 0.4% productivity adjustment) less a permanent adjustment of 6.9% (derived from a 7.69% behavioral assumption adjustment), reduced by 0.2% for the update to the fixed-dollar loss ratio used in determining outlier payments. This rule also proposes a permanent 5% cap on negative wage index changes for home health agencies. Based on our preliminary analysis of the proposed rule, we expect our impact to be in line with the 4.2% rate cut.

In addition to the 6.9% permanent adjustment, CMS is also considering a temporary adjustment of approximately $2 billion to offset overpayments in calendar years 2020 and 2021. CMS is not proposing to apply the temporary adjustment to calendar year 2023; however, CMS is soliciting comments on how to best apply the adjustment in the future.

In late July 2022, a group of bipartisan lawmakers introduced The Preserving Access to Home Health Act of 2022 in the U.S. House of Representatives and the U.S. Senate. Upon enactment, this legislation would pause the implementation of any temporary or permanent adjustments to the Medicare home health base payment rate until 2026. This would delay the cuts currently proposed by CMS and would allow time for the industry and CMS to work on a more reasonable methodology to determine budget neutrality that adequately measures the impact of the transition to PDGM and fully accounts for the impacts that COVID-19 has had on utilization, patient mix and the level of care provided by home health agencies.

Furthermore, Amedisys submitted formal comments to the calendar year 2023 Home Health proposed rule in mid-August and joined industry stakeholders in requesting that CMS use an alternative methodology to determine budget neutrality.

Sequestration

In March 2020, Congress passed the bipartisan Coronavirus Aid, Relief and Economic Security Act ("CARES Act") which provided for the suspension of the automatic 2% reduction of Medicare claim reimbursements ("sequestration") for the period May 1, 2020 through December 31, 2020. During 2020 and 2021, Congress passed additional COVID-19 relief legislation which extended the 2% suspension of sequestration through March 31, 2022; sequestration was reinstated as a 1% reduction to Medicare claim reimbursements for the period April 1, 2022 through June 30, 2022 and has been fully reinstated as a 2% reduction to Medicare claim reimbursements effective July 1, 2022. The reinstatement of sequestration has resulted in a reduction of our net service revenue.

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Novel Coronavirus Pandemic ("COVID-19")

Our operations and financial performance continue to be impacted by COVID-19. The financial impacts of COVID-19 are discussed in further detail under "Results of Operations" below. While we currently believe that we have a reasonable view of operations, the uncertainty created by COVID-19 could alter our outlook of the pandemic's impact on our consolidated financial condition, results of operations or cash flows. The following factors could potentially impact our performance: the increase or decrease in the number of COVID-19 cases nationwide; the severity and impacts of new variants of the virus; uncertainty regarding vaccine utilization rates and efficacy; staffing shortages due to clinician quarantines, the competitive labor market and federal, state and local vaccine mandates; the utilization of elective procedures; the ability to have access to our patients in their homes and in facilities; supply chain disruption and our ability to find suitable alternative products at reasonable prices and other federal, state and local requirements. Potential impacts of COVID-19 on our results include lower revenue; higher salary and wage expense related to quarantine pay, contract clinicians, wage inflation, increased costs to hire and retain employees and training; and increased supply costs related to supply chain constraints, PPE and COVID-19 testing. The impacts to net service revenue may consist of the following:

•lower volumes due to interruption of the operations of our referral sources, patients' unwillingness to accept services and restrictions on access to facilities for hospice services;

•lower reimbursement due to missed visits resulting in an increase in low utilization payment adjustments ("LUPAs") and lost billing periods; and

•lower hospice average daily census due to a decline in our average length of stay.

See Note 3 – Novel Coronavirus Pandemic ("COVID-19") to our condensed consolidated financial statements for additional information regarding COVID-19 and the CARES Act.

Results of Operations

Three-Month Period Ended September 30, 2022 Compared to the Three-Month Period Ended September 30, 2021

Consolidated

The following table summarizes our consolidated results of operations (amounts in millions):

 

	For the Three-Month Periods Ended September 30,
	2022			2021
Net service revenue	$	558.0		$	553.5
Cost of service, excluding depreciation and amortization	322.2			310.3
Gross margin, excluding depreciation and amortization	235.8			243.2
% of revenue	42.3		%	43.9		%
Other operating expenses	188.4			178.9
% of revenue	33.8		%	32.3		%
Depreciation and amortization	5.5			7.5
Investment impairment	3.0			—
Operating income	38.9			56.8
Total other expense	(4.1)			(0.8)
Income tax expense	(9.4)			(10.7)
Effective income tax rate	27.0		%	19.2		%
Net income	25.4			45.2
Net loss (income) attributable to noncontrolling interests	0.2			(0.2)
Net income attributable to Amedisys, Inc.	$	25.6		$	45.0

During the quarter, we began to execute on our plan to centralize and reorganize our operating structure in order to drive more consistency and efficiency in our operations. As such, we recognized $4 million in severance and lease termination costs associated with these efforts. We are in the early stages of this project and anticipate more costs as these initiatives continue.

On a consolidated basis, our operating income decreased $18 million on a $5 million increase in net service revenue. Our year over year results were impacted by the acquisitions of Contessa on August 1, 2021 and Evolution and AssistedCare on April 1,

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2022 (which combined contributed $17 million in net service revenue and an operating loss of $14 million in the current year and $2 million in net service revenue and an operating loss of $4 million in the prior year), a $9 million benefit recognized in prior year net service revenue associated with the suspension of sequestration at 2% and a $1 million reduction in current year net service revenue related to our Infinity HomeCare, L.L.C. Zone Program Integrity Contractor ("Infinity ZPIC") audits. Excluding these items, our operating income increased $2 million on a $1 million decrease in net service revenue primarily due to rate increases, improvements in home health clinician utilization and reductions in our hospice staffing levels. These items were partially offset by a decrease in our episodic home health revenue as a percentage of total net service revenue and an increase in our cost of service resulting from planned wage increases and wage inflation. Additionally, our volumes have been and continue to be impacted by staffing shortages resulting from the competitive labor market.

Our operating results reflect a $10 million increase in our other operating expenses compared to prior year. Excluding our acquisitions, our other operating expenses were flat as planned wage increases, higher information technology and professional fees and severance and lease termination costs related to centralization and reorganization initiatives were offset by higher gains on the sale of fleet vehicles and lower incentive compensation costs.

Total other expense includes the following items (amounts in millions):

	For the Three-Month Periods Ended September 30,
	2022		2021
Interest expense, net	$	(4.9)	$	(2.7)
Equity in earnings from equity method investments	0.3		1.4
Miscellaneous, net	0.5		0.5
Total other expense	$	(4.1)	$	(0.8)

Interest expense, net increased $2 million year over year as a result of increased borrowings and higher interest rates under our Second Amended Credit Agreement (see Note 5 – Long-Term Obligations to our condensed consolidated financial statements for additional information regarding our Second Amended Credit Agreement).

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Home Health Segment

The following table summarizes our home health segment results of operations:

 

	For the Three-Month Periods Ended September 30,
	2022			2021
Financial Information (in millions):
Medicare	$	222.4		$	228.2
Non-Medicare	114.8			110.4
Net service revenue	337.2			338.6
Cost of service	195.3			190.1
Gross margin	141.9			148.5
Other operating expenses	88.3			82.4
Depreciation and amortization	0.9			1.1
Operating income	$	52.7		$	65.0
Same Store Growth (1):
Medicare revenue	(6		%)	2		%
Non-Medicare revenue	(1		%)	6		%
Total admissions	5		%	1		%
Total volume (2)	1		%	1		%
Key Statistical Data - Total (3):
Admissions	94,992			86,732
Recertifications	44,985			46,919
Total volume	139,977			133,651
Medicare completed episodes	75,891			78,318
Average Medicare revenue per completed episode (4)	$	2,989		$	2,969
Medicare visits per completed episode (5)	12.7			13.8
Visiting clinician cost per visit	$	101.22		$	94.24
Clinical manager cost per visit	11.33			9.85
Total cost per visit	$	112.55		$	104.09
Visits	1,735,015			1,826,505

(1) Same store information represents the percent change in our Medicare, Non-Medicare and Total revenue, admissions or volume for the period as a percent of the Medicare, Non-Medicare and Total revenue, admissions or volume of the prior period. Same store is defined as care centers that we have operated for at least the last twelve months and startups that are an expansion of a same store care center.

(2) Total volume includes all admissions and recertifications.

(3) Total includes acquisitions, start-ups and denovos.

(4) Average Medicare revenue per completed episode is the average Medicare revenue earned for each Medicare completed episode of care. Average Medicare revenue per completed episode reflects the suspension of sequestration for the three-month period ended September 30, 2021 and the reinstatement of sequestration at 2% for the three-month period ended September 30, 2022.

(5) Medicare visits per completed episode are the home health Medicare visits on completed episodes divided by the home health Medicare episodes completed during the period.

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Operating Results

Overall, our operating income decreased $12 million on a $1 million decrease in net service revenue. Our year over year results were impacted by the April 1, 2022 acquisitions of Evolution and AssistedCare (which contributed net service revenue of $12 million and an operating loss of $1 million to the quarter), a $5 million benefit recognized in prior year net service revenue associated with the suspension of sequestration and a $1 million reduction in current year net service revenue related to our Infinity ZPIC audits. Excluding these items, our operating income decreased $5 million on a $7 million decrease in net service revenue primarily due to a decrease in our episodic revenue as a percentage of total net service revenue, planned wage increases, wage inflation and increases in other operating expenses. These items were partially offset by the increase in reimbursement as well as improvements in clinician utilization.

Net Service Revenue

Our net service revenue decreased $1 million. Excluding our April 1, 2022 acquisitions of Evolution and AssistedCare, the sequestration benefit in the prior year and the Infinity ZPIC audits, our net service revenue decreased $7 million. Despite an overall increase in same store total admissions (5%) and volume (1%), we experienced a year over year decline in episodic volumes, which generate higher revenue, resulting in a year over year decline in our net service revenue. Additionally, our volumes have been impacted by staffing shortages driven by the competitive labor market. Partially offsetting these items, our net service revenue was favorably impacted by the 3.2% increase in reimbursement effective January 1, 2022.

The 0.7% increase in our Medicare revenue per episode was driven by the 3.2% increase in reimbursement effective January 1, 2022 which was partially offset by the reinstatement of sequestration at 2.0% and an increase in low utilization payment adjustments ("LUPAs") and lost billing periods ("LBPs").

Cost of Service, Excluding Depreciation and Amortization

Our cost of service consists of costs associated with direct clinician care in the homes of our patients as well as the cost of clinical managers who monitor the overall delivery of care. Overall, our total cost of service increased 3% primarily due to an 8% increase in our total cost per visit partially offset by a 5% decrease in total visits, resulting from improvements in clinician utilization, as evidenced by a decline of 1.1 visits per Medicare completed episode year over year. The 8% increase in our total cost per visit is primarily due to planned wage increases, wage inflation, an increase in salaried employees, visit mix and higher fuel prices and mileage reimbursements. In addition, while we compensate our clinicians on a per visit basis, there is a fixed cost component of our cost structure which also resulted in an increase in our cost per visit due to the significant decline in visits year over year.

Other Operating Expenses

Other operating expenses increased $6 million. Excluding our acquisitions, other operating expenses increased $3 million primarily due to planned wage increases, the addition of resources to support volume growth, higher information technology fees and additional costs related to our centralization and reorganization initiatives which will result in future cost reductions partially offset by lower incentive compensation costs.

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Hospice Segment

The following table summarizes our hospice segment results of operations:

 

	For the Three-Month Periods Ended September 30,
	2022			2021
Financial Information (in millions):
Medicare	$	187.8		$	187.8
Non-Medicare	10.9			9.7
Net service revenue	198.7			197.5
Cost of service	109.4			107.6
Gross margin	89.3			89.9
Other operating expenses	49.1			49.5
Depreciation and amortization	0.5			0.7
Operating income	$	39.7		$	39.7
Same Store Growth (1):
Medicare revenue	—		%	(1		%)
Hospice admissions	(3		%)	1		%
Average daily census	1		%	(5		%)
Key Statistical Data - Total (2):
Hospice admissions	12,782			13,292
Average daily census	13,314			13,272
Revenue per day, net	$	162.24		$	161.74
Cost of service per day	$	89.36		$	88.06
Average discharge length of stay	92			94

(1) Same store information represents the percent change in our Medicare revenue, Hospice admissions or average daily census for the period as a percent of the Medicare revenue, Hospice admissions or average daily census of the prior period. Same store is defined as care centers that we have operated for at least the last twelve months and startups that are an expansion of a same store care center.

(2) Total includes acquisitions and denovos.

Operating Results

Overall, our operating income remained flat on a $1 million increase in net service revenue. The increase in reimbursement effective October 1, 2021, growth in our average daily census and a reduction in our hospice staffing levels were offset by the reinstatement of sequestration at 2% which benefited the prior year by $4 million, planned wage increases and wage inflation. Our results were also impacted by $1 million of centralization and reorganization costs which will result in future cost reductions.

Net Service Revenue

Our net service revenue increased $1 million primarily due to the 2% increase in reimbursement effective October 1, 2021 and growth in our average daily census partially offset by the reinstatement of sequestration at 2%. Our average daily census, which is the main driver of hospice revenue, was impacted by lower admissions as well as a decline in our length of stay over the past year resulting from a delay in the timing of patients coming onto service and an increase in the discharge rate of our patients. We have recently seen an increase in our length of stay, which has helped to drive quarter over quarter increases in our average daily census in each of the last two quarters.

Cost of Service, Excluding Depreciation and Amortization

Our hospice cost of service increased 2% primarily due to a 1% increase in our cost of service per day and an increase in our average daily census. The increase in our cost of service per day is due to planned wage increases, wage inflation, increased costs to hire and retain employees, severance costs associated with centralization and reorganization initiatives and higher fuel prices and mileage reimbursements partially offset by lower COVID-19 costs and reductions in staffing levels.

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Other Operating Expenses

Other operating expenses remained flat as planned wage increases, higher information technology fees and lease termination costs associated with centralization and reorganization initiatives were offset by reductions in staffing levels and spend across various cost categories.

Personal Care Segment

The following table summarizes our personal care segment results of operations:

 

	For the Three-Month Periods Ended September 30,
	2022		2021
Financial Information (in millions):
Medicare	$	—	$	—
Non-Medicare	16.6		15.9
Net service revenue	16.6		15.9
Cost of service	12.2		11.7
Gross margin	4.4		4.2
Other operating expenses	2.4		2.6
Depreciation and amortization	—		0.1
Operating income	$	2.0	$	1.5
Key Statistical Data - Total:
Billable hours	474,365		558,227
Clients served	7,771		8,697
Shifts	202,638		240,736
Revenue per hour	$	34.98	$	28.44
Revenue per shift	$	81.89	$	65.95
Hours per shift	2.3		2.3

Operating Results

Operating income related to our personal care segment increased $1 million on a $1 million increase in net service revenue. The increases are due to the recognition of temporary supplemental funding during the quarter. Our personal care segment continues to be impacted by staffing shortages driven by the competitive labor market.

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High Acuity Care Segment

The following table summarizes our high acuity care segment results of operations:

 

	For the Three-Month Periods Ended September 30,
	2022		2021
Financial Information (in millions):
Medicare	$	1.6	$	—
Non-Medicare	3.9		1.5
Net service revenue	5.5		1.5
Cost of service	5.3		0.9
Gross margin	0.2		0.6
Other operating expenses	8.8		3.9
Depreciation and amortization	0.8		0.5
Investment impairment	3.0		—
Operating loss	$	(12.4)	$	(3.8)
Key Statistical Data - Total:
Full risk admissions	130		46
Limited risk admissions	300		188
Total admissions	430		234
Full risk revenue per episode	$	11,615	$	9,191
Limited risk revenue per episode	$	5,580	$	5,524
Number of admitting joint ventures	8		8

Operating Results

Our high acuity care segment results include a full quarter of operations in the current year compared to two months of operations in the prior year. Our year over year results reflect revenue growth, an increase in other operating expense driven by additional investments in the business and an impairment charge recorded in connection with the wind down of the operations of one of our joint ventures. Although we expect our high acuity care segment to continue to generate operating losses, we also expect improvement in our operating income as we leverage our operating structure through growth in current and future joint ventures and expansion into new lines of business such as palliative care at home.

Net Service Revenue

Our high acuity care segment provides home recovery care services for high acuity patients on either a full risk or limited risk basis, each with different reimbursement arrangements. Full risk admissions are admissions for which we assume the financial risk for all related healthcare services during a 30-day or 60-day episodic period in exchange for a fixed contracted bundled rate. Limited risk admissions are admissions for which we assume the risk for certain healthcare services during a shorter acute phase period (equivalent to an inpatient hospital stay) in exchange for a contracted per diem payment.

Additionally, on March 23, 2022, our high acuity care segment entered into a transaction in which one of our health system partners contributed its home health operations to one of our existing joint ventures. As a result, our high acuity care segment includes revenue totaling approximately $2 million related to this joint venture's home health operations.

Cost of Service, Excluding Depreciation and Amortization

Our cost of service consists primarily of medical costs associated with direct clinician care provided to our patients during the applicable episode period, whether such care was provided on the day of program admission, in the patients’ homes or via telehealth, as well as costs associated with our virtual care unit (“VCU”), which enables us to provide monitoring services and facilitates virtual patient rounding visits via telehealth. We continue to invest in the infrastructure of our VCU in anticipation of future growth.

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Other Operating Expenses

Other operating expenses primarily consist of salaries and benefits. We have made significant investments to build the clinical, operational and technological infrastructure necessary to support the development and future growth of home recovery care programs on a national scale. We have also invested in resources to support future palliative care at home programs. We have employees at both the local market level and at our corporate offices.

Corporate

The following table summarizes our corporate results of operations:

 

	For the Three-Month Periods Ended September 30,
	2022		2021
Financial Information (in millions):
Other operating expenses	$	39.8	$	40.5
Depreciation and amortization	3.3		5.1
Total operating expenses	$	43.1	$	45.6

Corporate expenses consist of costs related to our executive management and corporate and administrative support functions, primarily information services, accounting, finance, billing and collections, legal, compliance, risk management, procurement, marketing, clinical administration, training, human resources and administration.

Corporate other operating expenses decreased approximately $1 million during the three-month period ended September 30, 2022 primarily due to higher gains on the sale of fleet vehicles and lower incentive compensation costs partially offset by planned wage increases, higher professional fees and lease termination costs associated with our centralization and reorganization initiatives.

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Nine-Month Period Ended September 30, 2022 Compared to the Nine-Month Period Ended September 30, 2021

Consolidated

The following table summarizes our consolidated results of operations (amounts in millions):

 

	For the Nine-Month Periods Ended September 30,
	2022			2021
Net service revenue	$	1,661.1		$	1,654.8
Other operating income	—			13.3
Cost of service, excluding depreciation and amortization	943.3			916.2
Gross margin, excluding depreciation and amortization	717.8			751.9
% of revenue	43.2		%	45.4		%
Other operating expenses	560.6			526.4
% of revenue	33.7		%	31.8		%
Depreciation and amortization	19.7			21.8
Investment impairment	3.0			—
Operating income	134.5			203.7
Total other (expense) income	(15.6)			29.6
Income tax expense	(32.8)			(57.2)
Effective income tax rate	27.5		%	24.5		%
Net income	86.2			176.1
Net loss (income) attributable to noncontrolling interests	0.7			(1.1)
Net income attributable to Amedisys, Inc.	$	86.9		$	175.0

On a consolidated basis, our operating income decreased $69 million on a $6 million increase in net service revenue. The year over year decrease in operating income is primarily due to the acquisitions of Contessa on August 1, 2021 and Evolution and AssistedCare on April 1, 2022 (which combined contributed $38 million in net service revenue and an operating loss of $33 million in the current year and $2 million in net service revenue and an operating loss of $4 million in the prior year), a $9 million reduction to net service revenue related to our Infinity ZPIC audits, a $7 million favorable adjustment recorded in the prior year related to our U.S. Department of Justice ("DOJ") matters (see Note 6 – Commitments and Contingencies to our condensed consolidated financial statements for additional information regarding both the ZPIC and DOJ matters) and a greater benefit recognized in the prior year totaling $14 million associated with the suspension of sequestration.

Excluding our acquisitions, the Infinity ZPIC audits, the DOJ matters and the incremental sequestration benefit recognized in the prior year, our operating income decreased $10 million while net service revenue remained flat. The decrease in operating income is primarily due to a decrease in our episodic home health revenue as a percentage of total net service revenue, a decline in our hospice average daily census, which is the main driver of hospice revenue, a decrease in our other operating income due to the expiration of the CARES Act PRF funds, an increase in our cost of service resulting from planned wage increases and wage inflation and an increase in our other operating expenses. Additionally, our volumes have been and continue to be impacted by staffing shortages resulting from the competitive labor market. Partially offsetting these items, our results were positively impacted by rate increases, improvements in clinician utilization and reductions in hospice staffing levels.

As noted above, we received CARES Act PRF funds in 2020 which were used to cover COVID-19 expenses incurred by our home health and hospice segments through June 30, 2021. We recorded income related to these funds totaling $13 million in other operating income within our condensed consolidated statements of operations during the nine-month period ended September 30, 2021. This income fully offset the COVID-19 costs incurred during the six-month period June 30, 2021, which totaled $13 million; however, we were not able to recognize any operating income during the three-month period ended September 30, 2021 to offset the $4 million of COVID-19 costs incurred during this period. Additionally, we were not able to recognize any operating income during the nine-month period ended September 30, 2022 to offset the $8 million of COVID-19 costs incurred during this period.

Our operating results reflect a $34 million increase in our other operating expenses compared to prior year. Excluding our acquisitions, our other operating expenses increased $5 million (1%) due to the addition of resources to support growth, planned wage increases, higher travel and training spend, higher acquisition and integration costs, severance and lease termination costs

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related to centralization and reorganization initiatives and increased information technology fees partially offset by higher gains on the sale of fleet vehicles, a favorable legal settlement and lower incentive compensation costs.

Total other (expense) income includes the following items (amounts in millions):

	For the Nine-Month Periods Ended September 30,
	2022		2021
Interest expense, net	$	(16.3)	$	(6.7)
Equity in (loss) earnings from equity method investments	(0.4)		3.9
Gain on equity method investments	—		31.1
Miscellaneous, net	1.1		1.3
Total other (expense) income	$	(15.6)	$	29.6

Interest expense, net increased $10 million year over year as a result of interest accrued in conjunction with the Infinity ZPIC audits discussed above and increased borrowings and higher interest rates under our Second Amended Credit Agreement (see Note 5 – Long-Term Obligations to our condensed consolidated financial statements for additional information regarding our Second Amended Credit Agreement). Gain on equity method investments for the prior year includes a $31 million gain related to our investment in Medalogix (see Note 1 – Nature of Operations, Consolidation and Presentation of Financial Statements to our condensed consolidated financial statements for additional information).

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Home Health Segment

The following table summarizes our home health segment results of operations:

 

	For the Nine-Month Periods Ended September 30,
	2022			2021
Financial Information (in millions):
Medicare	$	668.4		$	684.4
Non-Medicare	344.4			332.1
Net service revenue	1,012.8			1,016.5
Other operating income	—			7.3
Cost of service	573.3			563.5
Gross margin	439.5			460.3
Other operating expenses	259.3			243.8
Depreciation and amortization	3.3			3.3
Operating income	$	176.9		$	213.2
Same Store Growth (1):
Medicare revenue	(5		%)	10		%
Non-Medicare revenue	—		%	10		%
Total admissions	2		%	8		%
Total volume (2)	—		%	6		%
Key Statistical Data - Total (3):
Admissions	280,266			265,933
Recertifications	133,555			136,744
Total volume	413,821			402,677
Medicare completed episodes	228,177			232,838
Average Medicare revenue per completed episode (4)	$	3,017		$	2,962
Medicare visits per completed episode (5)	13.0			14.0
Visiting clinician cost per visit	$	98.63		$	91.94
Clinical manager cost per visit	10.87			9.54
Total cost per visit	$	109.50		$	101.48
Visits	5,235,922			5,553,423

(1) Same store information represents the percent change in our Medicare, Non-Medicare and Total revenue, admissions or volume for the period as a percent of the Medicare, Non-Medicare and Total revenue, admissions or volume of the prior period. Same store is defined as care centers that we have operated for at least the last twelve months and startups that are an expansion of a same store care center.

(2) Total volume includes all admissions and recertifications.

(3) Total includes acquisitions, start-ups and denovos.

(4) Average Medicare revenue per completed episode is the average Medicare revenue earned for each Medicare completed episode of care. Average Medicare revenue per completed episode reflects the suspension of sequestration for the period January 1, 2021 through March 31, 2022 and the reinstatement of sequestration at 1% effective April 1, 2022 and at 2% effective July 1, 2022.

(5) Medicare visits per completed episode are the home health Medicare visits on completed episodes divided by the home health Medicare episodes completed during the period.

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Operating Results

Overall, our operating income decreased $36 million on a $4 million decrease in net service revenue. Our year over year results were impacted by the April 1, 2022 acquisitions of Evolution and AssistedCare (which contributed net service revenue of $26 million and an operating loss of $2 million to the nine-month period ended September 30, 2022), a $9 million reduction in net service revenue related to our Infinity ZPIC audits and a greater benefit recognized in the prior year totaling $8 million associated with the suspension of sequestration. Excluding these items, our operating income decreased $17 million on a $13 million decrease in net service revenue primarily due to a decrease in episodic revenue as a percentage of total net service revenue, higher revenue adjustments, the expiration of the CARES Act PRF funds, planned wage increases, wage inflation and an increase in our other operating expenses. These items were partially offset by the increase in reimbursement as well as improvement in our operating performance driven by improvements in clinician utilization.

Net Service Revenue

Our net service revenue decreased $4 million (less than 1%). Excluding our April 1, 2022 acquisitions of Evolution and AssistedCare, the Infinity ZPIC audits and the incremental sequestration benefit recognized in the prior year, our net service revenue decreased $13 million. We have experienced a year over year decline in our episodic volumes, which generate higher revenue than our non-episodic volumes. Additionally, our volumes have been impacted by staffing shortages driven by the competitive labor market. These items, as well as an increase in revenue adjustments, have resulted in a year over year decline in our net service revenue which was partially offset by the 3.2% increase in reimbursement effective January 1, 2022.

Other Operating Income

Other operating income consists of the recognition of funds received from the CARES Act PRF, which were available for use through June 30, 2021. We recorded income related to these funds totaling $7 million in other operating income within our condensed consolidated statement of operations during the nine-month period ended September 30, 2021. This income fully offset the COVID-19 costs incurred during the six-month period ended June 30, 2021, which totaled $7 million; however, we were not able to recognize any operating income during the three-month period ended September 30, 2021 to offset the $2 million of COVID-19 costs incurred during this period. Additionally, we were not able to recognize any operating income during the nine-month period ended September 30, 2022 to offset the $5 million of COVID-19 costs incurred during this period. The COVID-19 costs were associated with the purchase of PPE, premiums paid to contract clinicians, quarantine pay and COVID-19 testing and have been recorded to cost of service within our condensed consolidated statements of operations.

Cost of Service, Excluding Depreciation and Amortization

Overall, our total cost of service increased 2% primarily due to an 8% increase in our total cost per visit partially offset by a 6% decrease in total visits, resulting from improvements in clinician utilization, as evidenced by a decline of 1.0 visits per Medicare completed episode year over year. The 8% increase in our total cost per visit is primarily due to planned wage increases, higher new hire pay, an increase in salaried employees (partially due to our recent acquisitions), wage inflation, increased costs to hire and retain employees, visit mix and higher fuel prices and mileage reimbursements partially offset by a decrease in COVID-19 costs. In addition, while we compensate our clinicians on a per visit basis, there is a fixed cost component of our cost structure which also resulted in an increase in our cost per visit due to the significant decline in visits year over year.

Other Operating Expenses

Other operating expenses increased $16 million. Excluding our acquisitions, other operating expenses increased $9 million primarily due to planned wage increases, the addition of resources to support volume growth, higher travel and training spend, higher information technology fees and severance related to centralization and reorganization initiatives partially offset by lower incentive compensation costs.

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Hospice Segment

The following table summarizes our hospice segment results of operations:

 

	For the Nine-Month Periods Ended September 30,
	2022			2021
Financial Information (in millions):
Medicare	$	557.8		$	556.2
Non-Medicare	32.4			30.7
Net service revenue	590.2			586.9
Other operating income	—			6.0
Cost of service	323.2			314.4
Gross margin	267.0			278.5
Other operating expenses	152.1			144.4
Depreciation and amortization	1.7			2.0
Operating income	$	113.2		$	132.1
Same Store Growth (1):
Medicare revenue	—		%	—		%
Hospice admissions	1		%	3		%
Average daily census	(1		%)	(4		%)
Key Statistical Data - Total (2):
Hospice admissions	40,027			39,650
Average daily census	13,163			13,282
Revenue per day, net	$	164.24		$	161.87
Cost of service per day	$	89.94		$	86.68
Average discharge length of stay	90			95

(1) Same store information represents the percent change in our Medicare revenue, Hospice admissions or average daily census for the period as a percent of the Medicare revenue, Hospice admissions or average daily census of the prior period. Same store is defined as care centers that we have operated for at least the last twelve months and startups that are an expansion of a same store care center.

(2) Total includes acquisitions and denovos.

Operating Results

Overall, our operating income decreased $19 million on a $3 million increase in net service revenue. Excluding a $7 million favorable adjustment recorded in the prior year related to our DOJ matters (see Note 6 – Commitments and Contingencies to our condensed consolidated financial statements for additional information) and a $6 million greater benefit recognized in the prior year associated with the suspension of sequestration, operating income decreased $6 million primarily due to planned wage increases, wage inflation, a decrease in other operating income due to the expiration of the CARES Act PRF funds and an increase in our other operating expenses. These items were partially offset by the increase in reimbursement effective October 1, 2021, lower revenue adjustments and reductions in staffing levels.

Net Service Revenue

Excluding the DOJ matters and incremental sequestration benefit recognized in the prior year, our net service revenue increased $16 million primarily due to the increase in reimbursement effective October 1, 2021 as well as lower revenue adjustments partially offset by a decline in our average daily census, which is the main driver of hospice revenue. Our same store average daily census was down 1% year over year primarily due to a decline in our length of stay resulting from a delay in the timing of patients coming onto service and an increase in the discharge rate of our patients.

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Other Operating Income

Other operating income consists of the recognition of funds received from the CARES Act PRF, which were available for use through June 30, 2021. We recorded income related to these funds totaling $6 million in other operating income within our condensed consolidated statement of operations during the nine-month period ended September 30, 2021. This income fully offset the COVID-19 costs incurred during the six-month period ended June 30, 2021, which totaled $6 million; however, we were not able to recognize any operating income during the three-month period ended September 30, 2021 to offset the $1 million of COVID-19 costs incurred during this period. Additionally, we were not able to recognize any operating income during the nine-month period ended September 30, 2022 to offset the $2 million of COVID-19 costs incurred during this period. The COVID-19 costs were associated with the purchase of PPE, quarantine pay and COVID-19 testing and have been recorded to cost of service within our condensed consolidated statements of operations.

Cost of Service, Excluding Depreciation and Amortization

Our hospice cost of service increased 3% primarily due to a 4% increase in our cost of service per day partially offset by a 1% decline in our average daily census. The increase in our cost of service per day is due to planned wage increases, wage inflation, increased costs to hire and retain employees, severance costs associated with centralization and reorganization initiatives and higher fuel prices and mileage reimbursements partially offset by lower COVID-19 costs and reductions in staffing levels.

Other Operating Expenses

Other operating expenses increased $8 million primarily due to planned wage increases, the addition of resources to support volume growth, higher travel and training spend, higher information technology fees and severance and lease termination costs associated with centralization and reorganization initiatives.

Personal Care Segment

The following table summarizes our personal care segment results of operations:

 

	For the Nine-Month Periods Ended September 30,
	2022		2021
Financial Information (in millions):
Medicare	$	—	$	—
Non-Medicare	45.5		49.9
Net service revenue	45.5		49.9
Other operating income	—		—
Cost of service	34.5		37.4
Gross margin	11.0		12.5
Other operating expenses	6.8		8.8
Depreciation and amortization	0.1		0.2
Operating income	$	4.1	$	3.5
Key Statistical Data - Total:
Billable hours	1,397,919		1,774,965
Clients served	9,530		11,597
Shifts	598,376		759,242
Revenue per hour	$	32.53	$	28.11
Revenue per shift	$	76.00	$	65.71
Hours per shift	2.3		2.3

Operating Results

Operating income related to our personal care segment increased $1 million on a $4 million decrease in net service revenue. The decrease in net service revenue is due to the impact of COVID-19 and staffing shortages partially offset by rate increases. These impacts have been mitigated by a reduction in our cost of service as most of our personal care employees are paid on an hourly basis as well as a reduction in our other operating expenses.

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High Acuity Care Segment

The following table summarizes our high acuity care segment results of operations:

 

	For the Nine-Month Periods Ended September 30,
	2022		2021
Financial Information (in millions):
Medicare	$	3.3	$	—
Non-Medicare	9.3		1.5
Net service revenue	12.6		1.5
Other operating income	—		—
Cost of service	12.3		0.9
Gross margin	0.3		0.6
Other operating expenses	24.7		3.9
Depreciation and amortization	2.4		0.5
Investment impairment	3.0		—
Operating loss	$	(29.8)	$	(3.8)
Key Statistical Data - Total:
Full risk admissions	339		46
Limited risk admissions	768		188
Total admissions	1,107		234
Full risk revenue per episode	$	11,018	$	9,191
Limited risk revenue per episode	$	5,556	$	5,524
Number of admitting joint ventures	8		8

Operating Results

Our high acuity care segment results include a full year of operations in the current year compared to two months of operations in the prior year. Our year over year results reflect revenue growth, an increase in other operating expense driven by additional investments in the business and an impairment charge recorded in connection with the wind down of the operations of one of our joint ventures. Although we expect our high acuity care segment to continue to generate operating losses, we also expect improvement in our operating income as we leverage our operating structure through growth in current and future joint ventures and expansion into new lines of business such as palliative care at home.

Net Service Revenue

Our high acuity care segment provides home recovery care services for high acuity patients on either a full risk or limited risk basis, each with different reimbursement arrangements. Full risk admissions are admissions for which we assume the financial risk for all related healthcare services during a 30-day or 60-day episodic period in exchange for a fixed contracted bundled rate. Limited risk admissions are admissions for which we assume the risk for certain healthcare services during a shorter acute phase period (equivalent to an inpatient hospital stay) in exchange for a contracted per diem payment.

Additionally, on March 23, 2022, our high acuity care segment entered into a transaction in which one of our health system partners contributed its home health operations to one of our existing joint ventures. As a result, our high acuity care segment includes revenue totaling approximately $4 million related to this joint venture's home health operations.

Cost of Service, Excluding Depreciation and Amortization

Our cost of service consists primarily of medical costs associated with direct clinician care provided to our patients during the applicable episode period, whether such care was provided on the day of program admission, in the patients’ homes or via telehealth, as well as costs associated with our VCU, which enables us to provide monitoring services and facilitates virtual patient rounding visits via telehealth. We continue to invest in the infrastructure of our VCU in anticipation of future growth.

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Other Operating Expenses

Other operating expenses primarily consist of salaries and benefits. We have made significant investments to build the clinical, operational and technological infrastructure necessary to support the development and future growth of home recovery care programs on a national scale. We have also invested in resources to support future palliative care at home programs. We have employees at both the local market level and at our corporate offices.

Corporate

The following table summarizes our corporate results of operations:

 

	For the Nine-Month Periods Ended September 30,
	2022		2021
Financial Information (in millions):
Other operating expenses	$	117.7	$	125.5
Depreciation and amortization	12.2		15.8
Total operating expenses	$	129.9	$	141.3

Corporate other operating expenses decreased approximately $8 million during the nine-month period ended September 30, 2022. Excluding our acquisitions, other operating expenses decreased $9 million primarily due to higher gains on the sale of fleet vehicles, lower incentive compensation costs, a favorable legal settlement and lower spend in various cost categories partially offset by planned wage increases, lease termination costs associated with our centralization and reorganization initiatives and higher acquisition and integration costs.

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Liquidity and Capital Resources

Cash Flows

The following table summarizes our cash flows for the periods indicated (amounts in millions):

 

	For the Nine-Month Periods Ended September 30,
	2022		2021
Cash provided by operating activities	$	92.4	$	183.7
Cash used in investing activities	(92.6)		(269.9)
Cash (used in) provided by financing activities	(14.1)		131.1
Net (decrease) increase in cash, cash equivalents and restricted cash	(14.3)		44.9
Cash, cash equivalents and restricted cash at beginning of period	45.8		83.3
Cash, cash equivalents and restricted cash at end of period	$	31.5	$	128.2

Cash provided by operating activities decreased $91.3 million during the nine-month period ended September 30, 2022 compared to the nine-month period ended September 30, 2021 primarily due to the payment of a full year of operating expenses for our high acuity care segment compared to only two months in the prior year, the repayment of $34.3 million in connection with our Infinity ZPIC audits (see Note 6 – Commitments and Contingencies to our condensed consolidated financial statements for additional information), lower collections due to the reinstatement of sequestration and higher cash outflows resulting from increases in our cost of service, other operating expenses and interest on borrowings.

Our cash used in investing activities primarily consists of the purchase of property and equipment, investments and acquisitions. Cash used in investing activities decreased $177.3 million during the nine-month period ended September 30, 2022 compared to the nine-month period ended September 30, 2021 as a result of a reduction in acquisition spend.

Our financing activities primarily consist of borrowings under our term loan and/or revolving credit facility, repayments of borrowings, the remittance of taxes associated with shares withheld on non-cash compensation, proceeds related to the exercise of stock options, proceeds related to the purchase of stock under our employee stock purchase plan and our purchase of company stock under our stock repurchase program. Cash used in financing activities totaled $14.1 million during the nine-month period ended September 30, 2022 primarily due to the remittance of taxes associated with shares withheld on non-cash compensation, the repurchase of company stock and the payment of accrued contingent consideration partially offset by net borrowings under our Second Amended Credit Agreement. Cash provided by financing activities totaled $131.1 million during the nine-month period ended September 30, 2021 primarily due to net borrowings under our Second Amended Credit Agreement to fund acquisitions partially offset by the repurchase of company stock and the remittance of taxes associated with shares withheld on non-cash compensation.

Liquidity

Typically, our principal source of liquidity is the collection of our patient accounts receivable, primarily through the Medicare program. In addition to our collection of patient accounts receivable, from time to time, we can and do obtain additional sources of liquidity by the incurrence of additional indebtedness.

During the nine-month period ended September 30, 2022, we spent $4.3 million in capital expenditures as compared to $5.2 million during the nine-month period ended September 30, 2021. Our capital expenditures for 2022 are expected to be approximately $6.0 million to $7.0 million, excluding the impact of any future acquisitions.

Additionally, during the nine-month period ended September 30, 2022, pursuant to our authorized stock repurchase program, we repurchased 150,000 shares of our common stock at a weighted average price of $115.64 per share and a total cost of approximately $17 million. The repurchased shares are classified as treasury shares.

As of September 30, 2022, we had $18.0 million in cash and cash equivalents and $503.7 million in availability under our $550.0 million Revolving Credit Facility. We used cash on hand and proceeds from borrowings under our Revolving Credit Facility to fund the acquisitions of Evolution and AssistedCare on April 1, 2022 (see Note 4 – Acquisitions to our condensed consolidated financial statements for additional information).

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Based on our operating forecasts and our expected debt service requirements, we believe we will have sufficient liquidity to fund our operations, capital requirements and debt service requirements for the next twelve months and beyond.

Outstanding Patient Accounts Receivable

Our patient accounts receivable increased $27.5 million from December 31, 2021. Our Medicare patient accounts receivable increased $9.7 million primarily due to the ongoing resolution of Medicare penalties on late submitted Notice of Admissions (“NOAs”) due to patient changes of coverage and delays in billing resulting from required pre-billing determination by the CMS Medicare Administrative Contractors (“MACs”) for the five Review Choice Demonstration states before a claim can be submitted for reimbursement. Earlier in 2022, CMS issued revised guidance to the MACs to allow an exception to the late NOA penalty when a patient’s change of coverage was identified retrospectively after admission. The reconsideration of late NOAs with these exceptions is ongoing. Our non-Medicare patient accounts receivable increased $17.8 million as a result of the transition of private episodic payor reimbursement models to per visit reimbursement methods with the introduction of third-party utilization management conveners. Our cash collection as a percentage of revenue was 104% for the nine-month periods ended September 30, 2022 and 2021. Our days revenue outstanding at September 30, 2022 was 47.3 days, which is an increase of 4.1 days from December 31, 2021 and an increase of 3.8 days from September 30, 2021.

Our patient accounts receivable includes unbilled receivables and are aged based upon our initial service date. We monitor unbilled receivables on a care center by care center basis to ensure that all efforts are made to bill claims within timely filing deadlines. Our unbilled patient accounts receivable may be impacted by pre-bill patient account submissions required by the MACs in the five Review Choice Demonstration states in order to obtain billing affirmation, voluntary pre-bill edits and reviews, efforts to secure needed documentation to bill (orders, consents, etc.), integrations of recent acquisitions and changes of ownership and any regulatory and procedural updates impacting claim submission. The timely filing deadline for Medicare is one year from the date of the last billable service in the 30-day billing period and varies by state for Medicaid-reimbursable services and among insurance companies and other private payors.

The following schedules detail our patient accounts receivable, by payor class, aged based upon initial date of service (amounts in millions, except days revenue outstanding):

	0-90		91-180		181-365		Over 365		Total
At September 30, 2022:
Medicare patient accounts receivable	$	176.4	$	14.5	$	5.4	$	0.1	$	196.4
Other patient accounts receivable:
Medicaid	16.1		1.3		0.5		—		17.9
Private	74.0		9.7		4.5		—		88.2
Total	$	90.1	$	11.0	$	5.0	$	—	$	106.1
Total patient accounts receivable									$	302.5
Days revenue outstanding (1)									47.3
	0-90		91-180		181-365		Over 365		Total
At December 31, 2021:
Medicare patient accounts receivable	$	176.7	$	7.5	$	1.1	$	1.4	$	186.7
Other patient accounts receivable:
Medicaid	16.0		1.5		0.7		—		18.2
Private	59.7		8.7		1.7		—		70.1
Total	$	75.7	$	10.2	$	2.4	$	—	$	88.3
Total patient accounts receivable									$	275.0
Days revenue outstanding (1)									43.2

(1)Our calculation of days revenue outstanding is derived by dividing our ending patient accounts receivable at September 30, 2022 and December 31, 2021 by our average daily net service revenue for the three-month periods ended September 30, 2022 and December 31, 2021, respectively.

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Indebtedness

Second Amendment to the Credit Agreement

On July 30, 2021, we entered into the Second Amendment to our Credit Agreement (as amended by the Second Amendment, the "Second Amended Credit Agreement"). The Second Amended Credit Agreement provides for a senior secured credit facility in an initial aggregate principal amount of up to $1.0 billion, which includes a $550.0 million Revolving Credit Facility and a term loan facility with a principal amount of up to $450.0 million (the "Amended Term Loan Facility" and collectively with the Revolving Credit Facility, the "Amended Credit Facility").

Net proceeds from the $450.0 million Amended Term Loan Facility were used to fund the Contessa acquisition.

Our weighted average interest rate for borrowings under our $550.0 million Revolving Credit Facility was 4.2% and 3.2% for the three and nine-month periods ended September 30, 2022, respectively, and 2.9% and 1.9% for the three and nine-month periods ended September 30, 2021, respectively. Our weighted average interest rate for borrowings under our Amended Term Loan Facility was 3.8% and 2.6% for the three and nine-month periods ended September 30, 2022, respectively, and 1.6% and 1.5% for the three and nine-month periods ended September 30, 2021, respectively.

As of September 30, 2022, our consolidated leverage ratio was 1.8, our consolidated interest coverage ratio was 13.3 and we are in compliance with our covenants under the Second Amended Credit Agreement.

As of September 30, 2022, our availability under our $550.0 million Revolving Credit Facility was $503.7 million as we have $18.5 million outstanding in borrowings and $27.8 million outstanding in letters of credit.

See Note 5 – Long Term Obligations to our condensed consolidated financial statements for additional details on our outstanding long-term obligations.

Stock Repurchase Program

On December 23, 2020, we announced that our Board of Directors authorized a stock repurchase program, under which we could repurchase up to $100 million of our outstanding common stock through December 31, 2021 (the "2021 Share Repurchase Program").

Under the terms of the 2021 Share Repurchase Program, we were allowed to repurchase shares from time to time through open market purchases, unsolicited or solicited privately negotiated transactions, an accelerated stock repurchase program, and/or a trading plan in compliance with Exchange Act Rule 10b5-1. The timing and the amount of the repurchases were determined by management based on a number of factors, including but not limited to share price, trading volume and general market conditions, as well as on working capital requirements, general business conditions and other factors.

Pursuant to this program, we repurchased 54,609 shares of our common stock at a weighted average price of $197.84 per share and a total cost of approximately $11 million during the three-month period ended September 30, 2021 and 351,714 shares of our common stock at a weighted average price of $241.30 per share and a total cost of approximately $85 million during the nine-month period ended September 30, 2021. The repurchased shares were classified as treasury shares. The 2021 Share Repurchase Program expired on December 31, 2021.

On August 2, 2021, our Board of Directors authorized a share repurchase program, under which we may repurchase up to $100 million of our outstanding common stock through December 31, 2022. This program commenced upon the completion of the Company's 2021 Share Repurchase Program (the "New Share Repurchase Program").

Under the terms of the New Share Repurchase Program, we are allowed to repurchase shares from time to time through open market purchases, unsolicited or solicited privately negotiated transactions, an accelerated stock repurchase program, and/or a trading plan in compliance with Exchange Act Rule 10b5-1. The timing and the amount of the repurchases will be determined by management based on a number of factors, including but not limited to share price, trading volume and general market conditions, as well as on working capital requirements, general business conditions and other factors.

Pursuant to this program, we repurchased 150,000 shares of our common stock at a weighted average price of $115.64 per share and a total cost of approximately $17 million during the nine-month period ended September 30, 2022. There were no shares repurchased during the three-month period ended September 30, 2022. The repurchased shares are classified as treasury shares.

Inflation

Our operations have been materially impacted by the current inflationary environment as we have experienced higher labor costs and increases in supply costs, fuel costs and mileage reimbursements. We expect inflation to continue to impact our operations in 2023. As of September 30, 2022, the impacts of inflation on our results of operations have been partially mitigated

48

by rate increases, improvements in clinician utilization and reductions in hospice staffing levels. No assurance can be given as to our ability to continue to offset the impacts of inflation in the future.

Critical Accounting Estimates

See Part II, Item 7 – Critical Accounting Estimates and our consolidated financial statements and related notes in Part II, Item 8 of our 2021 Annual Report on Form 10-K for accounting policies and related estimates we believe are the most critical to understanding our condensed consolidated financial statements, financial condition and results of operations and which require complex management judgment and assumptions or involve uncertainties. These critical accounting estimates include revenue recognition, business combinations and goodwill and other intangible assets. There have not been any changes to our significant accounting policies or their application since we filed our 2021 Annual Report on Form 10-K.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

We are exposed to market risk from fluctuations in interest rates. Our Term Loan and Revolving Credit Facility carry a floating interest rate which is tied to the Eurodollar rate (i.e. LIBOR) and the Prime Rate, and therefore, our condensed consolidated statements of operations and our condensed consolidated statements of cash flows are exposed to changes in interest rates. Our Second Amended Credit Agreement provides for the replacement of LIBOR with the daily or term secured overnight financing rate ("SOFR") in the event LIBOR is discontinued. As of September 30, 2022, the total amount of outstanding debt subject to interest rate fluctuations was $457.2 million. A 1.0% interest rate change would cause interest expense to change by approximately $4.6 million annually, assuming the Company makes no principal repayments.

ITEM 4. CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures

We have established disclosure controls and procedures which are designed to provide reasonable assurance of achieving their objectives and to ensure that information required to be disclosed in our reports filed under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), is recorded, processed, summarized, disclosed and reported within the time periods specified in the Securities and Exchange Commission's rules and forms. This information is also accumulated and communicated to our management and Board of Directors to allow timely decisions regarding required disclosure.

In connection with the preparation of this Quarterly Report on Form 10-Q, as of September 30, 2022, under the supervision and with the participation of our management, including our principal executive officer and principal financial officer, we conducted an evaluation of the effectiveness of our disclosure controls and procedures, as such term is defined under Rules 13a-15(e) and 15d-15(e) promulgated under the Exchange Act.

Based on this evaluation, our principal executive officer and principal financial officer concluded that our disclosure controls and procedures were effective at a reasonable assurance level as of September 30, 2022, the end of the period covered by this Quarterly Report.

Changes in Internal Controls

There have been no changes in our internal control over financial reporting (as defined in Exchange Act Rule 13a-15(f)) that have occurred during the quarter ended September 30, 2022, that have materially impacted, or are reasonably likely to materially impact, our internal control over financial reporting.

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Inherent Limitations on Effectiveness of Controls

Our management, including our principal executive officer and principal financial officer, does not expect that our disclosure controls or our internal controls over financial reporting will prevent or detect all errors and all fraud. A control system, no matter how well designed and operated, can provide only reasonable, not absolute, assurance that the control system’s objectives will be met. The design of a control system must reflect the fact that there are resource constraints, and the benefits of controls must be considered relative to their costs. Further, because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that misstatements due to error or fraud will not occur or that all control issues and instances of fraud, if any, have been detected. These inherent limitations include the realities that judgments in decision-making can be faulty and that breakdowns can occur because of simple error or mistake. Controls can also be circumvented by the individual acts of some persons, by collusion of two or more people, or by management override of the controls. The design of any system of controls is based in part on certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions. Projections of any evaluation of controls’ effectiveness to future periods are subject to risks. Over time, controls may become inadequate because of changes in conditions or deterioration in the degree of compliance with policies and procedures. Our disclosure controls and procedures are designed to provide reasonable assurance of achieving their objectives and, based on an evaluation of our controls and procedures, our principal executive officer and our principal financial officer concluded our disclosure controls and procedures were effective at a reasonable assurance level as of September 30, 2022, the end of the period covered by this Quarterly Report.

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PART II. OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

See Note 6 – Commitments and Contingencies to the condensed consolidated financial statements for information concerning our legal proceedings.

ITEM 1A. RISK FACTORS

There have been no material changes in the risk factors described in our Annual Report on Form 10-K for the year ended December 31, 2021.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

The following table provides the information with respect to purchases made by us of shares of our common stock during each of the months during the three-month period ended September 30, 2022:

 

Period	(a) Total Number of Shares (or Units) Purchased		(b) Average Price Paid per Share (or Unit)		(c) Total Number of Shares (or Units) Purchased as Part of Publicly Announced Plans or Programs	(d) Maximum Number (or Approximate Dollar Value) of Shares (or Units) That May Yet Be Purchased Under the Plans or Programs
July 1, 2022 to July 31, 2022	24,743		$	128.18	—	$	82,648,900
August 1, 2022 to August 31, 2022	126		120.97		—	82,648,900
September 1, 2022 to September 30, 2022	—		—		—	82,648,900
	24,869	(1)	$	128.14	—	$	82,648,900

(1)Includes shares of common stock surrendered to us by certain employees to satisfy tax withholding and/or strike price obligations in connection with the vesting of non-vested stock and exercise of stock options previously awarded to such employees under our 2008 and 2018 Omnibus Incentive Compensation Plans.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

None.

ITEM 4. MINE SAFETY DISCLOSURES

Not applicable.

ITEM 5. OTHER INFORMATION

None.

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ITEM 6. EXHIBITS

The exhibits marked with the cross symbol (†) are filed and the exhibits marked with a double cross (††) are furnished with this Form 10-Q. Any exhibits marked with the asterisk symbol (*) are management contracts or compensatory plans or arrangements filed pursuant to Item 601(b)(10)(iii) of Regulation S-K.

Exhibit Number	Document Description	Report or Registration Statement	SEC File or Registration Number	Exhibit or Other Reference
3.1	Composite of Certificate of Incorporation of the Company inclusive of all amendments through June 14, 2007	The Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2007	0-24260	3.1
3.2	Composite of By-Laws of the Company inclusive of all amendments through October 20, 2021	The Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2021	0-24260	3.2
†*10.1	Mutual Separation Agreement and General Release, by and between Amedisys, Inc. and David L. Kemmerly (including the Consulting Services Agreement attached as Exhibit A thereto)
†31.1	Certification of Christopher T. Gerard, President and Chief Executive Officer (principal executive officer), pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
†31.2	Certification of Scott G. Ginn, Executive Vice President and Chief Financial Officer (principal financial officer), pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
††32.1	Certification of Christopher T. Gerard, President and Chief Executive Officer (principal executive officer), pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
††32.2	Certification of Scott G. Ginn, Executive Vice President and Chief Financial Officer (principal financial officer), pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
†101.INS	Inline XBRL Instance - The instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
†101.SCH	Inline XBRL Taxonomy Extension Schema Document
†101.CAL	Inline XBRL Taxonomy Extension Calculation Linkbase Document
†101.DEF	Inline XBRL Taxonomy Extension Definition Linkbase
†101.LAB	Inline XBRL Taxonomy Extension Labels Linkbase Document
†101.PRE	Inline XBRL Taxonomy Extension Presentation Linkbase Document
104	Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

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SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

AMEDISYS, INC. (Registrant)
By:	/s/ SCOTT G. GINN
	Scott G. Ginn,
	Principal Financial Officer and
	Duly Authorized Officer

Date: October 27, 2022

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EX-10.1

Exhibit 10.1

MUTUAL SEPARATION AGREEMENT AND GENERAL RELEASE

This MUTUAL SEPARATION AGREEMENT AND GENERAL RELEASE (“Agreement”) hereby is made and entered into by and between David L. Kemmerly (“Executive”) and Amedisys, Inc. (the “Company” or “Amedisys” and together with Executive, collectively the “Parties,” and individually a “Party”), and to and for the benefit of the stockholders, directors, officers, successors, subsidiaries, employees, supervisors, advisors, attorneys, affiliates, lenders, heirs, assigns, agents, parents, employee retirement benefit plans, and non-retirement employee benefit plans of the Company and of Amedisys Holding, L.L.C. (collectively, “Releasees”).

RECITALS

WHEREAS, Executive and Amedisys have mutually agreed that Executive will tender his resignation from employment with the Company effective September 23, 2022, and Executive and Amedisys desire that their employer/employee relationship terminate as of that date in order to transition to an independent consulting relationship;

WHEREAS, Executive’s termination of employment shall constitute a termination with “Good Reason” as defined in the Amedisys Holding, L.L.C. Amended and Restated Severance Plan for Executive Officers (the “Severance Plan”);

WHEREAS, the Parties desire to end their employment relationship amicably and forever resolve all employment-related issues, if there are any, which have arisen or may arise up to the Effective Date (as defined below) of this Agreement;

WHEREAS, Executive, as a senior executive of Amedisys, has provided business and professional covenants to the Company and had access to “Confidential Information” (defined below and in documents incorporated herein by reference) of the Company;

WHEREAS, the Company desires that Executive reaffirm all of his existing covenants to the Company and protect its Confidential Information, and Executive reaffirms his ongoing contractual covenants to the Company including but not limited to the Amedisys, Inc. Dispute Resolution Agreement (“DRA”), his Executive Protective Covenants Agreement (“EPCA”), and his professional obligations as an attorney to refrain from using or disclosing the Company’s Confidential Information, privileged communications, and attorney-work product; and

WHEREAS, based on Executive’s valuable knowledge, skills and experience, the Company desires to compensate Executive for the benefits of Executive’s future consulting services in the field of governmental, legislative, regulatory and healthcare-related policy development and, pursuant to this Agreement, will engage Executive in a Consulting Agreement for these purposes.

AGREEMENT

In consideration of the premises, promises and other items contained herein, the receipt and sufficiency of which are hereby acknowledged, Executive and the Company agree as follows:

1.Separation of Employment. Pursuant to Executive’s voluntary resignation from the Company, Executive’s employment as Chief Legal and Governmental Affairs Officer with the Company is hereby terminated as of September 23, 2022 (the “Separation Date”), on which date he will relinquish all rights, privileges, duties, responsibilities, and authority of his position with the Company except for Executive’s contractual and professional covenants and obligations that survive his employment with the Company. The “Effective Date” of this Agreement is the eighth day after the date on which it is signed by Executive if not revoked in accordance with Section 12 below. The Parties agree that Executive will not sign the Agreement before the Separation Date.

2.Non-Contingent Payments and Benefits. Regardless of whether Executive signs this Agreement, Amedisys (a) will pay his regular base salary through September 23, 2022, and (b) will reimburse all reasonable, necessary and preauthorized business expenses incurred prior to September 23, 2022. Executive shall submit all requests to the Company for expense reimbursements on or before the Separation Date. Any requests submitted thereafter shall not be eligible for reimbursement, unless required by applicable law.

3.Severance Payment. Subject to Executive’s execution of and non-revocation of this Agreement and Executive’s releases set forth in Section 7 of this Agreement, the Company hereby agrees to pay Executive a cash amount equal to $743,750 (the “Severance Payment”), less legally required withholdings, which Severance Payment shall be payable in substantially equal monthly installments in accordance with the Company’s normal payroll practices as of the Separation Date for a period of twelve (12) months beginning in the month following the month of Executive’s termination of service as a consultant under the Consulting Agreement (which termination must constitute a separation from service under Section 409A); provided, however, if Executive’s termination as a consultant occurs prior to April 1, 2023, then (i) payments shall not commence until the seventh (7th) month following Executive’s termination as a consultant, (ii) any payment that otherwise would have been made during the six (6) month period following the Executive’s termination as a consultant shall be accumulated and paid in a lump sum during such seventh (7th) month (or such earlier date upon which such amount can be paid under Section 409A without resulting in a prohibited distribution, including as a result of Executive’s death), and (iii) all remaining installment payments shall be made as provided in the normal course under the provisions of this Section 3.

4.Compensation under Agreement and Related Benefits. Subject to Executive’s execution and non-revocation of this Agreement, Executive’s releases set forth in Section 7 of the Agreement, his performance of his covenants and obligations under this Agreement, and subject to the Company’s rights and remedies provided in Section 13(a) below, the Company hereby agrees to pay or provide Executive the compensation and/or benefits outlined below. The specific terms of the amounts to be paid to Executive hereunder are as follows:

a. The compensation committee of the Company’s board of directors has approved a waiver of the continued service requirement set forth in those certain restricted share unit award agreements (time-based vesting), with grant dates of February 20, 2019, February 12, 2020, February 17, 2021 and February 17, 2022,

and performance-based restricted share unit award agreements, with grant dates of February 20, 2019 and February 12, 2020, each by and between the Company and Executive (collectively, the “RSU Award Agreements”), solely with respect to the tranches of such restricted stock unit (“RSU”) awards that are scheduled to vest in February 2023 (the “2023 Tranche RSUs”). For the avoidance of doubt, the 2023 Tranche RSUs consist of a total of (i) 1,030 time-based RSUs (332 RSUs from the 2019 grant, 212 RSUs from the 2020 grant, 159 RSUs from the 2021 grant and 327 RSUs from the 2022 grant) and (ii) 2,171 performance-based RSUs (1,323 from the 2019 grant and 848 from the 2020 grant). Accordingly, except as provided in Section 13 of this Agreement, Executive’s 2023 Tranche RSUs shall vest and settle into shares of common stock of the Company on their scheduled vesting dates set forth in the respective RSU Award Agreements despite the fact that Executive will not be continuously employed by the Company on such dates. As modified by the foregoing, Executive’s 2023 Tranche RSUs shall continue to be governed by the applicable RSU Award Agreements according to their terms. Executive understands and agrees that, as of the Effective Date, Executive forfeits all rights to any other restricted stock units and any other equity awards not specifically permitted to vest pursuant to this Section 4(a). Executive further understands and agrees that, pursuant to Section 13, in the event Executive breaches any provision of Sections 8 through 11 of this Agreement, Executive shall forfeit all rights to the 2023 Tranche RSUs and will be required to repay the Company for the value of all 2023 Tranche RSUs previously settled and paid to Executive under this Section 4(a).

b. Executive understands and agrees that if he elects COBRA by taking the actions required to do so upon receiving notice, he is entitled to continuation of health, dental, and vision benefits under COBRA starting October 1, 2022 in accordance with the terms of documents governing such benefits. The Company has paid the Company’s portion of Executive’s group health, dental and vision plan coverage premiums through September 30, 2022, after which, at his expense, Executive may exercise his rights to continuation coverage under COBRA. The Company’s COBRA administrator has or will timely notify Executive of the procedures to follow to make such an election for continuation of coverage. If Executive has timely and properly exercised his rights to elect continuation coverage, Executive will be responsible as of October 1, 2022 for paying the total applicable monthly premium cost to have continued group health, dental and/or vision plan coverage under COBRA. Subject to compliance with Sections 8 through 11 of this Agreement, the Company will pay Executive monthly an amount equal to the employer portion of the monthly health, dental, and vision plan premium that the Company pays on Executive’s behalf (determined as of the date of Executive’s termination of employment) (the “Health Payments”) in cash, less applicable withholdings, for a period of six (6) months commencing in November 2022. Executive's right to receive the Health Payments shall terminate early in the event that (i) Executive breaches any provision of Sections 8 through 11 of this Agreement; (ii) this Agreement or the Consulting Agreement is terminated; or (iii) Executive becomes eligible to receive group health, dental, or vision coverage (as applicable) from another employer’s group plan. Additionally, pursuant to Section 13, any amount previously paid under this

Section 3(b) shall be subject to repayment in the event of a breach by Executive under any provision of Sections 8 through 11 of this Agreement.

c. The execution of this Agreement and/or the payment of the Severance Payment shall not affect Executive’s vested rights, if any, under the Company’s 401(k) Plan (the “401(k) Plan”) as of the Separation Date. Executive is not a participant in any other retirement plan at Amedisys. It is understood and agreed that, after the Separation Date, Executive may not make or receive on his behalf any further contributions or benefit accruals under the Company's 401(k) Plan (except as may be attributable to service performed prior to the Separation Date) because, as a former employee, he will not meet the eligibility requirements of the 401(k) Plan.

d. The parties will enter into a consulting agreement (“Consulting Agreement”), attached hereto as Exhibit A, for a term of twenty-four (24) months (the “Consulting Term”), pursuant to which the Executive will provide certain government relations services to the Company (as specified on a schedule to the Consulting Agreement) in exchange for the consulting fees set forth in, and subject to the terms and conditions of, the Consulting Agreement.

e. Other than the foregoing payments and benefits described in the preceding terms and provisions of Section 3 and Sections 4 (a), (b), (c), and (d), Executive understands and agrees that he will neither receive nor be entitled to any other compensation, equity payments or benefits from the Company now or in the future. Executive acknowledges and agrees that the foregoing payments and benefits provide Executive with valuable consideration beyond that to which Executive is otherwise entitled if Executive had not entered into this Agreement.

5.Executive Bears the Tax Liabilities. Other than withholdings from his “Non-Contingent Payments and Benefits” set forth in Section 2, the Severance Payment provided in Section 3, and the Health Payments provided in Section 4(b), Executive agrees that to the extent that any federal, state, or local taxes, interest or penalties of any kind may be due or payable as a result of (i) payments made hereunder to Executive or on his behalf and/or (ii) benefits of any kind made available hereunder to Executive or on his behalf, Executive will be solely responsible for the payment of such taxes and will hold Company harmless, and will indemnify Company, from and against all claims, penalties, fees, assessments, fines or other costs arising from said payments.

6.Surrender of Property. Executive warrants and guarantees that he has returned to the Company on or before September 23, 2022 all originals, duplicates and images of all Company property and information, including but not limited to Company documents, disks, computers, files, software and credit cards that Executive received in connection with his employment with the Company. The “property and information” surrendered hereunder shall include all emails, text messages, photographs, written communications, images, collected records and other materials of any kind that relate in any way to, or have as their subject, any current or former director, officer and/or employee of the Company that is in the possession, access or control of Executive. Executive agrees that he will not retain any copies, duplicates, reproductions or excerpts thereof and consistent

with his previous certifications, shall never disclose them to anyone in any manner in the future.

7.Release of Claims. For all of the purposes of this Section 7, the term “Company” shall be deemed to include the Releasees defined above. Executive hereby unconditionally agrees to release, discharge, and hold harmless Company from any and all claims that may arise out of Executive’s employment, relationship and affiliation with Company and its directors, executive officers and agents and/or the termination of said employment. In consideration of the above described promises and payments, Executive agrees on behalf of himself and all persons who may claim through him to hereby irrevocably and unconditionally release, acquit and forever discharge the Company from any and all charges, complaints, claims, liabilities, obligations, promises, agreements, controversies, damages, actions, causes of actions, suits, rights, demands, costs, losses, wages, salary, benefits, compensation, debts or expenses of any kind whatsoever, known or unknown, suspected or unsuspected, which Executive now has, owns or holds or which Executive at any time heretofore had, owned, or held, including but not limited to (i) all claims based on alleged or actual rights arising under any federal, state, or local laws prohibiting race, sex, religion, age, disability or other forms of discrimination or retaliation, including without limitation, (A) the Age Discrimination in Employment Act of 1967, as amended (“ADEA”) and the Older Workers Benefits Protection Act (“OWBPA”), (B) the Tennessee Human Rights Act (Tenn. Code Ann. § 4-21-101 et seq.) (“THRA”), (C) Tennessee Disability Act (“TDA”) (Tenn. Code Ann. § 8-5-103 et seq.), (D) Tennessee Public Protection Act (“TPPA”) (Tenn. Code Ann. § 50-1-304), (E) Title VII of the Civil Rights Act of 1964, as amended, (F) the Occupational Safety and Health Act, (G) the Americans With Disabilities Act, as amended (H) the Family and Medical Leave Act, (I) all written Employment Agreements, (J) the Employee Retirement Income Security Act of 1974, as amended, and/or (K) any other federal, state or local laws relating to or otherwise regulating Executive’s employment with Company, (ii) any claims of any nature based on or arising out of (A) Executive’s employment with Company or the cessation of such employment, including but not limited to whistleblower and unlawful retaliation claims, and/or (B) any alleged oral or written employment agreement or contract, or (iii) any claims based on fraud, tort, contract, negligence, recklessness or intent of any nature whatsoever. Except as specifically provided herein, Executive hereby releases any and all rights, claims, entitlements, compensation, equity or other privileges under the Severance Plan and the Amedisys, Inc. 2018 Omnibus Incentive Compensation Plan, as amended to date. It is the intention of Executive and Company that this Agreement constitute a complete and general release of all of Executive’s claims of every nature arising on or before the Effective Date and shall be effective as an affirmative defense to any and all such claims or potential claims of any kind whatsoever, whether known or unknown. Executive represents and warrants that he has not filed any civil action, suit, arbitration, administrative civil action, or legal proceeding against Company, that he has not assigned, pledged, or hypothecated his claims to any person, and that no other person has an interest in the claims that Executive is releasing herein. Nothing in this Section 7 or in any other part of this Agreement shall be construed to release either party from obligations under this Agreement, the Consulting Agreement or under any applicable terms and provisions of the Company’s 401(k) Plan. Nothing in this Agreement limits or terminates Executive’s right to file a charge or complaint with or participate in an investigation conducted by the Equal Employment Opportunity

Commission (“EEOC”), the National Labor Relations Board (“NLRB”), or any other federal, state, or local governmental agency (collectively, the “Governmental Agencies”). However, by signing this Agreement, Executive is waiving the right to any monetary recovery or other relief should the Governmental Agencies pursue any claims on Executive’s behalf and assigns any such recovery to the Company.

8.Executive’s Covenants to the Company.

a.Executive’s Covenants and Obligations. Executive acknowledges and agrees that pursuant to his employment with the Company as Chief Legal and Government Affairs Officer he has accepted several professional, contractual and other binding covenants and obligations that inured to the benefit of the Company both during his employment and following the termination of his employment. Executive recognizes that his fulfillment of all such covenants and obligations is a significant and material factor in the Company’s desire to enter into this Agreement. Executive, in recognition of the reasonableness of the scope and terms of all such covenants that survive the termination of his employment, hereby reaffirms and agrees following the Effective Date to perform and fulfill all covenants and obligations to the Company that are contained in the EPCA, the DRA, the Amedisys Policy Manual (including the Company’s Information Security Policy (“ISP”)) (“Policy Manual”), and all other legal, professional and contractual covenants and obligations that he has to the Company. The EPCA and its definitions, terms, conditions, covenants, remedies, and other provisions are incorporated herein by reference as if set forth fully herein. To the extent that the post-employment temporal duration of any such covenant in the EPCA to which Executive has been subject prior to the Effective Date of this Agreement are different from the covenant’s temporal duration stated in this Agreement, the longer temporal duration stated in this Agreement shall apply and govern the covenant(s). It is expressly understood and agreed by Executive that although Executive considers the restrictions in this Agreement to be reasonable, if a final determination is made by a court of competent jurisdiction or an arbitrator that the time or territory or any other restriction contained in the Agreement is an unenforceable restriction against Executive, the provisions of this Agreement shall not be rendered void but shall be deemed amended to apply as to such maximum time and territory and to such maximum extent as such court or arbitrator may determine or indicate to be enforceable. Without limiting the generality of the foregoing promises, Executive reaffirms, accepts and/or promises to fulfill the following specific covenants and obligations:

i.Confidentiality and Non-Disclosure of Information: those non-disclosure and confidentiality covenants (as more fully articulated in Paragraph 2 of the Company’s EPCA) and Executive’s other certifications will survive in perpetuity, along with the professional responsibilities of someone who served as Chief Legal Officer to protect a client’s confidential and privileged information. The duty to maintain the confidentiality of any particular information will end when such information is in the public domain by means other than a breach of confidentiality or non-disclosure by Executive.

ii.Non-Competition with Company (as more fully articulated in Paragraph 3.a of the EPCA) for the duration of the Consulting Agreement or the length of Paragraph 3.a of the EPCA, whichever is longer.

iii.Non-Solicitation of Business (as more fully articulated in Paragraph 3.b of the EPCA) for the duration of the Consulting Agreement or the length of Paragraph 3.b of the EPCA, whichever is longer.

iv.Non-Solicitation of Employees (as more fully articulated in Paragraph 3.c of the EPCA) for the duration of the Consulting Agreement or the length of Paragraph 3.c of the EPCA, whichever is longer.

v.Non-Disparagement: Executive will not make any disparaging statements to current, former or prospective Company customers, contractors, vendors, stockholders, directors or executive officers, or to any media representatives or any other person about the Company, its affiliates or subsidiaries, or their current or former officers, directors or employees. This covenant continues for three (3) years from the Effective Date. This additional covenant is stated more completely in Section 11 below.

vi.Any and all other covenants of the Executive that are currently in place and, by their terms, survive Executive’s term of employment will continue in accordance with their stated terms. The Consulting Agreement to which Executive has become a party as “Contractor,” includes additional binding covenants on the part of Contractor that are reasonable and customary in such agreements.

b.Company’s Neutral Reference. Executive shall direct all third parties inquiring or reasonably likely to inquire about Executive’s employment with the Company to The Work Number at 800-367-2884 or www.theworknumber.com (Employer Code: 15071). In response to such inquiries received by such person, the Company will communicate only the Executive’s dates of employment and last position held with the Company.

9.Confidentiality.

a.Executive agrees that any and all negotiations leading up to this Agreement are strictly confidential. Executive agrees to take all reasonable efforts to preserve the confidentiality of all discussions and negotiations leading to the Parties’ entry into this Agreement. The attorneys who have been in these negotiations are understood and agreed to be bound to confidentiality of the discussions and negotiations of the terms of the Agreement.

b.Without the prior written consent of Company, and subject to the exception in Section 9(c) below, Executive agrees not to disclose, discuss or reveal any “Confidential Information” (as defined or described in the EPCA, the Amedisys Policy Manual and the ISP), in the absence of a subpoena, summons, or court

order. Without limiting the generality or breadth of the scope of Executive’s obligations to preserve in perpetuity the absolute privacy and confidentiality of Confidential Information, Executive is obligated to maintain the complete confidentiality of all matters in which, during the term of his employment at the Company, he has collected information, emails, texts, and attachments thereto that involve or relate in any way to the board of directors, stockholders, executives, and/or employees of Amedisys. In order to allow the Company to preserve the confidentiality of attorney-client communications or attorney work product or any other legally protected Confidential Information as defined or described in the EPCA, the Amedisys Policy Manual and/or the ISP, such as trade secrets, Executive further agrees that, if he receives any subpoena, summons or court order requiring him to testify in a proceeding involving the Company, he will use commercially reasonable efforts to inform the Company within five (5) business days of receipt of such request or demand, or at least three (3) days before the date requested for such testimony, whichever is earlier. In the event a subpoena, summons or court order is served on Executive requiring him to testify without at least three (3) days’ notice, he will use commercially reasonable efforts to inform the Company as soon as reasonably practicable (e.g., by email or telephone, if that is the most expedient manner under the circumstances), and Executive shall cooperate in any proceeding at the Company’s expense. Executive shall not disclose any attorney-client communications or attorney work product information to which the Company has a good faith claim of privilege without first complying with the procedure set forth in this Section 9(b). Executive shall have no authority to waive the Company’s attorney-client or attorney work product privileges and all bar rules governing an attorney’s professional responsibility that apply to Executive as a lawyer remain in full force and effect.

c.Nothing in this Section 9 or otherwise in this Agreement prevents Executive from complying with any applicable laws, cooperating fully in any investigation by any governmental agency or providing any information to any governmental agency or governmental investigator acting in an official capacity.

10. Consultation and Assistance. Executive agrees that for the Term of the Consulting Agreement he will remain reasonably accessible and available to the Company for consultation as the Company may request or desire from time to time, and provide all reasonable assistance to the Company and its counsel regarding any business, legal or other matters (including but not limited to litigation, arbitration, investigations or governmental proceedings) in which Executive’s participation and/or involvement is necessary or desirable, all in a timely fashion and at such times as may be mutually agreeable to the parties concerned. Such assistance shall include appearing from time to time at the office of the Company or its counsel for conferences and interviews and, in general, providing the Company and its counsel with the full benefit of Executive’s knowledge, in a complete, candid, and truthful manner, with respect to any matter involving or arising out of his employment with the Company, and shall include the obligation to testify truthfully in connection with any such matter.

11. Non-Disparagement.

a.Executive’s Covenant of Non-Disparagement. Subject to the provisions of Section 9, including the provisions of Section 9(c) which allow full cooperation with any lawful government investigation, Executive agrees that he will not make any disparaging statements to current, former or prospective Company customers, contractors, vendors, stockholders, board members or executive officers, or to any media representatives or any other person about the Company, its affiliates or subsidiaries, or the Company’s or their employees, officers or directors. As used in this Agreement, “disparaging statement” means any communication, statement, dissemination of information, or other representation, oral, written or otherwise, directly or indirectly, which would cause or tend to cause the recipient of the communication to question the business condition, integrity, competence, fairness or good character of the person or entity to whom the communication relates. Notwithstanding the foregoing, this covenant of nondisparagement shall not preclude Executive from making truthful statements that are, as a matter of law, required to be made in a public setting by applicable law, regulation or process. Executive’s covenant of nondisparagement shall remain in full force and effect for a period of three (3) years after the Effective Date.

b.Non-Disparaging Directors’ and Officers’ Covenant of Non-Disparagement. The Company agrees that the Company’s current board of directors, consisting of Vickie L. Capps, Molly Coye, MD, Christopher T. Gerard, Julie D. Klapstein, Paul B. Kusserow, Teresa L. Kline, Bruce D. Perkins, Jeffrey A. Rideout, MD, and Ivanetta D. Samuels, and the Company’s current Corporate Secretary, Jennifer Guckert Griffin (collectively, the “Nondisparaging Directors and Officers”), will not make any material disparaging statements about Executive to current, former or prospective Company customers, contractors (not including Executive himself), vendors, or stockholders (who are not also directors, officers or employees), or to any media representatives or any other person not presently affiliated with the Company who can reasonably be expected to influence Executive’s reputation or employment prospects in the healthcare field for a period of two (2) years after the Effective Date. Notwithstanding the foregoing, the Nondisparaging Directors’ and Officers’ covenant of nondisparagement herein is limited and shall not apply to the Nondisparaging Directors and Officers when they make truthful statements when and if compelled by court order, or otherwise if, as a matter of law, required by applicable law, regulation or other legal process. And further, these Nondisparaging Directors and Officers shall not be in violation of this covenant when or if they make statements to Company directors, officers or employees about the Executive in the ordinary course of business where such statement is reasonably necessary to protect the legitimate business interests of the Company, to perform their respective duties for the Company and/or to evaluate and administer the performance of the Executive as Contractor under the Consulting Agreement.

12. Right to Review and Revoke. Executive acknowledges and agrees that he has a period of twenty-one (21) days beginning on the day when he received the original form of the Company’s proposal of this Agreement to consider, negotiate, execute, and deliver this Agreement (as it was revised, prior to execution) to the Company. Executive further

acknowledges, understands and agrees that for a period of seven (7) days following the execution of this Agreement, he may revoke this Agreement in writing and that such revocation must be timely received by Christopher T. Gerard, President and Chief Executive Officer, Amedisys, Inc., 49 Music Square West, Suite 410, Nashville, Tennessee 37203. The twenty-eight (28) day period described in this Section 12 that includes the maximum consideration and revocation period shall be referred to as the “Release Execution Period” for purposes of this Agreement.

13. Equitable and Legal Remedies.

a.General Company Rights and Remedies. In the event of Executive’s breach or violation of, or Executive’s failure to completely and timely perform any of Sections 8, 9, 10 or 11 of this Agreement in any respect, (i) the Company’s obligation to perform any of its remaining obligations hereunder (except as provided below), including the obligation to provide any further compensation under any provision of Section 4(a), (b), and/or (d), above, shall immediately terminate and (ii) Executive shall be required to repay to the Company, as Liquidated Damages, all prior compensation, COBRA premium payments, Consulting Fees (Base and Additional), and RSU awards benefits (not including vested 401(k) retirement benefits and not including the Severance Payment from Section 3 above) paid by the Company to Executive, as of the date of the breach or violation, pursuant to Section 4(a), (b), and/or (d) of this Agreement and/or the Consulting Agreement (Executive’s repayment obligation is referred to and regarded as “Liquidated Damages”), which repayment shall be made by Executive within thirty (30) calendar days after the date of the Company’s written notice to Executive notifying Executive of such breach or violation. To the extent that Executive does not make a required repayment to the Company pursuant to this Section 13 within thirty (30) calendar days following demand by the Company, or any shares of the Company’s common stock underlying any of the 2023 Tranche RSUs have been sold by Executive, the Company shall have the right to reduce, cancel or withhold against outstanding equity-based compensation, or require a substitute form of repayment, in each case to the maximum extent permitted under applicable law. For the avoidance of doubt, Executive’s releases set forth above in Section 7 and all of Executive’s other restrictive covenants and obligations stated or incorporated herein by reference shall remain in full force and effect following any such breach or violation by Executive. The Company shall be entitled under the Agreement to stop making any further payments or awards to Executive, excluding the Severance Payment, and to recover or claw back all such other payments or awards that have been made prior to the Company’s actual discovery of the Executive’s breach or violation when and if the Company proves the Executive’s breach or violation of any of Sections 8, 9, 10 or 11 of this Agreement. Executive agrees that the Company shall not have any requirement of any kind to allege or prove in court or arbitration that any damages were actually inflicted upon or suffered by the Company as a result of the Executive’s breach or violation in order to be entitled to recover Liquidated Damages under Section 13(a). Damage to the Company being caused by any such breach or violation shall be presumed as a matter of law with regard to Liquidated Damages.

(i) De Minimis Exception. The Company agrees that with regard to Executive’s covenants in subsections (i), (ii), (iii), (iv), and (v) of Section 8.(a), Executive will have a de minimis exception defense to the Executive’s actionable breach or violation of such covenant, such that to invoke and benefit from the exception Executive shall bear the burden of proof in both court and arbitration that Executive’s breach or violation was truly, as a matter of fact and of law, de minimis under the totality of the circumstances, which include, for example, among other relevant indicia, that Executive’s breach or violation was unintentional, inadvertent, never known in the public domain, or potential competition or solicitation was never realized.

b. Parties’ Equitable Relief. Each of the Parties shall have the right to enforce its rights, if any, to equitable relief hereunder through any one or more of the following mechanisms, which may be pursued by a Party at any time and at such Party’s sole discretion: judicial action before any court of competent jurisdiction in Davidson County Tennessee to obtain equitable remedies and/or judicial action before any court of competent jurisdiction in Davidson County, Tennessee to obtain temporary and/or permanent injunctive relief. In the event a Party breaches or violates, or threatens to breach or violate, any of the provisions of this Agreement, the other Party shall have the right to have the provisions of this Agreement specifically enforced by any court having equity jurisdiction, it being acknowledged and agreed that any such breach or violation or threatened breach or violation may possibly cause irreparable injury to the other Party and that money damages may not provide the other Party with an adequate remedy. Such equitable rights and remedies shall be in addition to, and not in lieu of, any other legal rights/remedies available to a Party under law in arbitration as provided herein below. The Parties recognize and agree that a Party’s remedy at law for breach or violation of this Agreement might be inadequate, and further agrees that, for breach or violation of such provisions, a Party may be entitled to equitable remedies.

c. Parties’ Legal Relief. Except for the specific equitable remedies provided above, any dispute, controversy, or claim arising out of or related to this Agreement or any breach, violation or termination of this Agreement, including but not limited to the covenants Executive provides to the Company, the consideration the Company provides to Executive, and any alleged violation of any federal, state, or local statute, regulation, common law, or public policy, whether sounding in contract, tort, or statute, shall be submitted by either or both Parties to and decided solely by binding private confidential arbitration. Arbitration shall be administered by a single neutral arbitrator mutually agreeable to Executive and the Company or, if the Parties are not able to reach mutual agreement in the selection of the arbitrator, with the American Arbitration Association using the Employment Arbitration Rules and Mediation Procedures and held in Davidson County Tennessee. Any arbitral award determination shall be final and binding upon the Parties and to the maximum extent legally permissible, private and confidential. Judgment on the arbitrator's award may be entered in any court of competent jurisdiction. Arbitration shall proceed only on an individual basis. The Parties waive all rights to have their legal disputes (without limiting the equitable remedies provided above) heard or decided by a jury or in a court trial and the right to pursue any class or collective claims against each other in court, arbitration, or any other proceeding. Each party shall only submit their own individual claims against the other and will not seek to represent the interests of any other person. The arbitrator shall have no jurisdiction or authority to compel any class or collective claim, or to

consolidate different arbitration proceedings with or join any other party to an arbitration between the Parties. The arbitrator, not any court, shall have exclusive authority to resolve any dispute, except those involving the equitable remedies provided above, relating to the enforceability or formation of this Agreement and the arbitrability of any legal damages dispute between the Parties, except for any dispute relating to the enforceability or scope of the class and collective action waiver, which shall be determined by a court of competent jurisdiction. Further, in the event of any litigation for equitable relief in court and/or litigation for legal remedies in arbitration arising out of or in connection with a breach or violation of this Agreement by either Party, the prevailing Party shall be entitled to recover from the non-prevailing Party, the prevailing Party’s reasonable attorneys' fees and expenses. Subject to Section 409A and the governing principles for avoidance of taxation thereunder, upon a determination by a court or arbitrator as a matter of law and of fact or, if not disputed, then upon acknowledgment in writing by the Company (the date of such determination or acknowledgment of disparagement, in either case, the “Determination Date”) that the Company has breached or violated the covenant of non-disparagement as provided in Section 11(b) above, then the entire unpaid balance of the Additional Consulting Fee for the remainder of the twenty-four (24) month Term of the Consulting Agreement shall be paid to Executive in a lump sum within thirty (30) days following the Determination Date; provided, however, in the event that Executive “separates from service” pursuant to the terms of Section 10.4 of the Consulting Agreement, prior to the Determination Date hereunder, then any payment of any portion of the Additional Consulting Fee shall be made solely in accordance with the terms of Section 10.4 of the Consulting Agreement, and no amount shall be paid pursuant to this Section 13(c); provided, further that if Executive “separates from service” pursuant to the terms of Section 10.4 of the Consulting Agreement after the Determination Date hereunder, then any payment of any portion of the Additional Consulting Fee shall be made in accordance with the terms of this Section 13(c) and no amount of the Additional Consulting Fee shall paid under the terms of Section 10.4 of the Consulting Agreement. For the avoidance of doubt, the terms of this Section 13(c) shall not affect the payment of the Base Consulting Fee pursuant to Sections 3.1 or 10.1 of the Consulting Agreement.

14. Construction and Entire Agreement. This Agreement is not and cannot be construed as an admission by the Company or Executive that either has acted wrongfully with respect to the other or that either of them has any claim whatsoever against the other. This Agreement is governed by and is to be construed in accordance with the law of the State of Tennessee. The provisions of this Agreement are severable and, if any part of it is found to be unenforceable, the other Sections and/or provisions shall remain fully valid and enforceable. No provision of this Agreement may be modified, amended or revoked, except in a writing signed by Executive and an authorized officer of the Company. This Agreement, except as specifically provided hereinabove, supersedes, terminates and replaces any and all previous or contemporaneous written or oral communications or agreements relating to Executive’s employment and the period thereof, and the parties, except as specifically provided hereinabove, hereby acknowledge that no other contracts, arrangements or understandings exist that pertain to any of the subjects, matters or issues addressed by this Agreement.

15. No Reliance. Each Party represents, acknowledges and agrees that, in executing this Agreement, such Party does not rely and has not relied upon any promise, representation or statement not expressly set forth herein made by the other Party or, in the case of the Company, its executive officers, board of directors or agents with regard to the subject matter, basis or effect of this Agreement or otherwise, and each Party further represents, acknowledges and agrees that there have been no such representations, promises, or statements made by the other Party, except as specifically set forth in this Agreement.

16. Code Section 409A Compliance

. The compensation and benefits payable pursuant this Agreement are intended to be exempt from, or comply with, as applicable, the requirements of Internal Revenue Code Section 409A and Department of Treasury regulations and other interpretative guidance issued thereunder, including without limitation any such regulations or other such guidance that may be issued after the Effective Date (collectively, “Section 409A”). To the extent applicable, this Agreement shall be interpreted in accordance with Section 409A. Notwithstanding any other provision of this Agreement to the contrary, if Executive is a “specified employee” within the meaning of Section 409A, and a payment or benefit provided for in this Agreement would be subject to additional tax under Section 409A if such payment or benefit is paid within six (6) months after Executive’s “separation from service” (within the meaning of Section 409A), then such payment or benefit required under this Agreement shall not be paid (or commence) during the six-month period immediately following Executive’s separation from service. If the payment of any such amount is delayed in accordance with the previous sentence, then any payments or benefits that would otherwise have been made or provided during such six-month period and which would have incurred such additional tax under Section 409A shall instead be paid to Executive in a lump-sum cash payment in the seventh month following Executive’s separation from service (or such earlier date upon which such amount can be paid under Section 409A without resulting in a prohibited distribution, including as a result of Executive’s death). If Executive’s termination of employment hereunder does not constitute a “separation from service” within the meaning of Section 409A, then any amounts payable hereunder on account of a termination of Executive’s employment and which are subject to Section 409A (or any exemption therefrom that requires the occurrence of a “separation from service” as a condition to payment) shall not be paid until Executive has experienced a“separation from service” within the meaning of Section 409A. In addition, no reimbursement or in-kind benefit shall be subject to liquidation or exchange for another benefit and the amount available for reimbursement, or in-kind benefits provided, during any calendar year shall not affect the amount available for reimbursement, or in-kind benefits to be provided, in a subsequent calendar year. Any reimbursement to which Executive is entitled hereunder shall be made no later than the last day of the calendar year following the calendar year in which such expenses were incurred. Notwithstanding any provision of this Agreement to the contrary, in the event that following the Effective Date, the Company or the Executive reasonably determines that any compensation or benefits payable under this Agreement may be subject to Section 409A, the Company and Executive shall cooperate in good faith to adopt such amendments to this Agreement or adopt other policies or procedures (including amendments, policies and procedures with retroactive effect), or take any other actions that the Parties determine are reasonably necessary or appropriate to preserve the intended tax treatment of the compensation and benefits payable hereunder, including without limitation actions intended to (i) exempt the compensation and benefits payable under this Agreement from Section 409A, and/or (ii) comply with the requirements of Section 409A, provided, that this Section 15 does not, and shall not be construed so as to, create any obligation on the part of the Company or any affiliate

or Executive to adopt any such amendments, policies or procedures or to take any other such actions. Notwithstanding anything herein to the contrary, neither the Company nor any of its affiliates shall have any liability to Executive or to any other person if the payments and benefits provided in this Agreement that are intended to be exempt from, or compliant with, Section 409A are not so exempt or compliant or for any taxes, interest or penalties imposed under Section 409A or any corresponding provision of state or local law. Each payment payable hereunder in series of installments, including without limitation any payment of the Severance Payment or other benefits, shall be treated as a separate payment in a series of payments within the meaning of, and for purposes of, Section 409A.

17. Non-Interference. Notwithstanding anything in this Agreement to the contrary, nothing in this Agreement prohibits the Executive from confidentially or otherwise communicating or filing a charge or complaint with a governmental or regulatory entity, participating in a governmental or regulatory entity investigation, or giving truthful testimony or statements to a governmental or regulatory entity, or from responding if properly subpoenaed or otherwise required to do so under applicable law.

18. Consultation with Attorney.Executive is advised in writing by the Company to consult with an attorney prior to executing the Agreement. Executive, who is represented in the negotiation of this Agreement by legal counsel of his own choosing and is himself a licensed attorney, represents and agrees he has carefully read and fully understands all the provisions of this Agreement and that he is voluntarily entering into this Agreement. Executive further acknowledges and agrees (i) the Company’s position is that the compensation and benefits he will receive hereunder exceed what he may otherwise be entitled to receive, and (ii) that the above Section 7 of this Agreement includes a release and waiver of any and all claims of age discrimination Executive may have under the Age Discrimination in Employment Act (ADEA) and the Older Worker Benefits Protection Act (“OWBPA”). Executive understands that Executive does not waive rights or claims under the ADEA that may arise after the date this Agreement is Effective.

(signature page follows)

PLEASE READ CAREFULLY. THIS IS A RELEASE OF ALL CLAIMS, KNOWN OR UNKNOWN.

Executed this 23rd day of September, 2022.

EXECUTIVE

_/s/ David L. Kemmerly_____________________

David L. Kemmerly

Executed this 23 day of September, 2022.

AMEDISYS, INC. (“company”)

By:__/s/ Chris Gerard_______________________

Name: Chris Gerard

Title: President and CEO

Exhibit A

Consulting Agreement

CONSULTING SERVICES AGREEMENT

This Consulting Services Agreement (herein, the “Consulting Agreement”) sets forth the terms and conditions whereby David L. Kemmerly (“Contractor”) agrees to provide certain governmental relations consulting services (as described in Schedule 1) to Amedisys, Inc., located in Baton Rouge, Louisiana and Nashville, Tennessee, a Delaware corporation (the “Company” and together with Contractor, the “Parties” and individually, a “Party”). The Consulting Agreement is entered into pursuant to the terms of the Mutual Separation Agreement and General Release entered into by and between the Parties on or about September 23, 2022 (the “Separation Agreement”).

1.SERVICES.

1.1 The Company hereby engages Contractor, and Contractor hereby accepts such engagement, as an independent contractor to provide certain governmental relations and client strategy consulting services to the Company on the terms and conditions set forth in this Consulting Agreement.

1.2 Contractor shall provide to the Company the governmental relations and client strategy consulting services set forth in the attached Schedule 1 (the “Services”).

1.3 The Company does not and shall not control or direct the manner or means by which Contractor performs the Services, including but not limited to the time and place Contractor performs the Services. The objectives and circumstances of the particular governmental relations consulting services will create their own requirements for the time, place and manner in which the Services are provided.

1.4 The Company shall provide Contractor with reasonable access to its premises, materials, information, and systems to the extent necessary for the performance of the Services. Contractor shall furnish, at Contractor’s own expense, the materials, equipment, and other resources necessary to perform the Services.

1.5 Contractor shall comply with all third-party access rules and procedures communicated to Contractor in writing by the Company, including the Company’s Information Security Policy and those related to safety, security, and confidentiality and shall perform and fulfill all of his contractual covenants and obligations to the Company during the Term.

2.TERM. The term of this Consulting Agreement shall commence on September 24, 2022 and shall continue for a period of twenty-four (24) months until September 23, 2024 unless earlier terminated in accordance with Section 10 (the “Term”). Any extension of the Term will be subject to mutual written agreement between the Parties.

3.FEES AND EXPENSES.

3.1 As full compensation for the Services and the rights granted to the Company in this Consulting Agreement, and subject to the terms and conditions of this Consulting Agreement, the Company shall pay Contractor Thirty Thousand

Dollars ($30,000.00) per month during the Term for the Services (the “Base Consulting Fee”). In addition, and subject to the other terms and conditions of this Consulting Agreement, the Company will pay Contractor an additional Twenty Thousand Dollars ($20,000.00) per month during the Term for the Services (the “Additional Consulting Fee”) so long as Contractor’s Services are fully performed in a professional manner and such Services are provided exclusively to the Company and to no other clients or customers during the Term. The potentially twenty-four (24) monthly consulting fee payments, subject to the termination and related rights of the Parties as set forth herein, shall be paid to Contractor during the Term on or before the fifth (5th) day of each month beginning October 5, 2022 and continuing until September 5, 2024. Contractor acknowledges that during the Term he will receive an IRS Form 1099-NEC from the Company, and that he shall be solely responsible for all federal, state, and local taxes, as set out in Section 4.2.

3.2 Contractor is solely responsible for any travel or other costs or expenses incurred in connection with the performance of the Services, except that the Company will reimburse Contractor for costs or expenses that are reasonable, necessary and preauthorized by the Company in writing.

4.RELATIONSHIP OF THE PARTIES.

4.1 Contractor is an independent contractor of the Company, and this Consulting Agreement shall not be construed to create any association, partnership, joint venture, employment, or agency relationship between Contractor and the Company for any purpose. Contractor has no authority (and shall not hold himself out as having authority) to bind the Company and Contractor shall not make any agreements or representations on the Company's behalf without the Company's prior written consent.

4.2 Without limiting Section 4.1, Contractor will not be eligible to participate in any vacation, group medical or life insurance, disability, profit sharing, equity compensation or retirement benefits, or any other fringe benefits or benefit plans offered by the Company to its employees, and the Company will not be responsible for withholding or paying any income, payroll, Social Security, or other federal, state, or local taxes, making any insurance contributions, including for unemployment or disability, or obtaining workers' compensation insurance on Contractor’s behalf. Contractor shall be responsible for, and shall indemnify the Company against, all such taxes or contributions, including penalties and interest, that result from the payment of compensation under this Consulting Agreement. Any persons employed or engaged by Contractor in connection with the performance of the Services shall be Contractor’s employees or contractors and Contractor shall be fully responsible for them and indemnify the Company against any claims made by or on behalf of any such employee or contractor.

5.INTELLECTUAL PROPERTY RIGHTS.

5.1 All results and proceeds of the Services performed under this Consulting Agreement (collectively, the “Deliverables”) and all other writings, technology, inventions, discoveries, processes, techniques, methods, ideas, concepts, research, proposals, and materials, and all other work product of any nature whatsoever, that are created, prepared, produced, authored, edited, modified, conceived, or reduced to practice in the course of performing the Services (collectively, and including the Deliverables, “Work Product”), and all patents, copyrights, trademarks (together with the goodwill symbolized thereby), trade secrets, know-how, and other confidential or proprietary information, and other intellectual property rights (collectively, “Intellectual Property Rights”) therein, shall be owned exclusively by the Company.

5.2 Any patent application for or application for registration of any Intellectual Property Rights in any Work Product that Contractor may file during the Term or within one year thereafter will belong to the Company, and Contractor hereby irrevocably assigns to the Company, for no additional consideration, his entire right, title, and interest in and to such application, all Intellectual Property Rights disclosed or claimed therein, and any patent or registration issuing or resulting therefrom.

5.3 As between Contractor and the Company, the Company is, and will remain, the sole and exclusive owner of all right, title, and interest in and to any documents, specifications, data, know-how, methodologies, software, and other materials provided to Contractor by the Company (“Company Materials”), and all Intellectual Property Rights therein. Contractor has no right or license to reproduce or use any Company Materials except solely during the Term to the extent necessary to perform his obligations under this Consulting Agreement. All other rights in and to the Company Materials are expressly reserved by the Company. Contractor has no right or license to use the Company's trademarks, service marks, trade names, logos, symbols, or brand names without the prior written consent of an executive officer of the Company.

5.4 Contractor shall require each of his employees and contractors, if any, to execute written agreements containing obligations of confidentiality and non-use and assignment of inventions and other work product consistent with the provisions of this Section 5 prior to such employee or contractor providing any Services under this Consulting Agreement.

6.CONFIDENTIALITY.

6.1 Contractor acknowledges that he will have access to information that is treated as confidential and proprietary by the Company. Confidential Information shall have the meaning set forth in the Company’s Executive Protective Covenants Agreement and the Amedisys Policy Manual. The Company’s exchange of information with a third party in confidence for business purposes will not remove it from protection under this Consulting Agreement. Any Confidential Information that Contractor accesses or develops in connection with the Services, including but not limited to any Work Product, shall be subject to the terms and

conditions of this clause. Contractor agrees to treat all Confidential Information as strictly confidential, not to disclose Confidential Information or permit it to be disclosed, in whole or part, to any third party without the prior written consent of the Company in each instance, and not to use any Confidential Information for any purpose except as required in the performance of the Services. Contractor shall notify the Company immediately in the event he becomes aware of any loss or disclosure of any Confidential Information.

6.2 Confidential Information shall not include any data or information that has been voluntarily disclosed to the public by the Company (except where such public disclosures has been made by Contactor without authorization) or that has been independently developed and disclosed by others, or that otherwise enters the public domain through lawful means. Contractor acknowledges that the Confidential Information items are valuable assets of the Company that gain economic value, actual or potential, from not being generally known to the public or others who could use them, and thus should be treated as trade secrets of the Company.

6.3 Nothing herein shall be construed to prevent disclosure of Confidential Information as may be required by applicable law or regulation, or pursuant to the valid order of a court of competent jurisdiction or an authorized government agency, provided that the disclosure does not exceed the extent of disclosure required by such law, regulation, or order. Contractor agrees to provide written notice of any such order to an authorized officer of the Company within three (3) days of receiving such order, but in any event sufficiently in advance of making any disclosure to permit the Company to contest the order or seek confidentiality protections, as determined in the Company's sole discretion.

7.REPRESENTATIONS AND WARRANTIES.

7.1 Contractor represents and warrants to the Company that:

a.Contractor has the right to enter into this Consulting Agreement, to grant the rights granted herein, and to perform fully all of his obligations in this Consulting Agreement;

b.Contractor’s entering into this Consulting Agreement with the Company and his performance of the Services does not and will not conflict with or result in any breach or default under any other agreement to which he is subject;

c.Contractor has the required skill, experience, and qualifications to perform the Services, shall perform the Services in a professional manner in accordance with industry standards for similar services, and Contractor shall devote at least sufficient resources to ensure that the Services are performed in accordance with industry standards for similar services;

d.Contractor shall perform the Services in compliance with all applicable federal, state, and local laws and regulations, including by maintaining all licenses, permits, and registrations required to perform the Services;

e.The Company will receive good and valid title to all Work Product, free and clear of all encumbrances and liens of any kind; and

f.All Work Product is and shall be Contractor’s original work (except for material in the public domain or provided by the Company) and does not and will not violate or infringe upon the intellectual property right or any other right whatsoever of any person, firm, corporation, or other entity.

7.2 The Company hereby represents and warrants to Contractor that:

a.It has the full right, power, and authority to enter into this Consulting Agreement and to perform its obligations hereunder; and

b.The execution of this Consulting Agreement by its representative whose signature is set forth at the end of this Consulting Agreement has been duly authorized by all necessary corporate action.

8.RESERVED.

9.RESERVED.

10.TERMINATION AND RELATED OBLIGATIONS.

10.1 Without Cause. Contractor or the Company may terminate this Consulting Agreement without Cause (as defined below) upon thirty (30) calendar days' written notice to the other party to this Consulting Agreement. In the event of termination pursuant to this clause, the Company shall pay Contractor on a pro-rata basis any fees then due and payable for any Services completed up to and including the date of such termination. If either Party terminates this Consulting Agreement without Cause during the Term, where such termination constitutes a “separation from service” under Section 409A (as defined in Section 16.7), the Company shall pay the unpaid balance of the Base Consulting Fee to Contractor within thirty (30) calendar days of such termination; provided, however, in the event that this Consulting Agreement is terminated without Cause by either Party pursuant to this Section 10.1 prior to April 1, 2023, then (a) any payments for the Base Consulting Fee due to be paid prior to March 15, 2023, but for such termination, shall be accelerated and paid within thirty (30) calendar days of such termination as described above, but in no event later than March 15, 2023, and (b) any payments for the Base Consulting Fee due to be paid after March 15, 2023, but for such termination, shall be paid in a lump sum in the seventh (7th) month following termination without Cause by either Party (or such earlier date upon which such amount can be paid under Section 409A without resulting in a prohibited distribution, including as a result of Contractor’s death). For the avoidance of doubt, in the event the Company or Contractor terminates the

Consulting Agreement without Cause during the Term, the Company shall not owe and will not pay any further portion of the Additional Consulting Fee after the date of termination.

10.2 Termination by Company With Cause. The Company may terminate this Consulting Agreement with Cause, effective immediately upon written notice to Contractor. “Cause” for purposes of this Section 10.2 shall be defined as any singular or multiple violations of or failures to fulfill any of the covenants or obligations of Contractor, David L. Kemmerly, set forth in (i) the Separation Agreement and/or (ii) this Consulting Agreement. In the event that the Company’s Cause to terminate the Consulting Agreement would be solely and exclusively a breach of this Consulting Agreement under Section 10.2(ii), and such breach is reasonably subject to cure by Contractor, then the Company shall provide notice to Contractor of such breach of the Consulting Agreement within sixty (60) days of the Company’s initial discovery of such breach, and if Contractor fails to cure such breach within fifteen (15) days of such notice from the Company, then the Consulting Agreement may still be terminated by the Company for Cause as of the sixteenth (16th) day after such notice to Contractor. In the event Contractor timely cures the noticed breach, then such breach shall not be Cause for the Company to terminate the Consulting Agreement. Although a single event of poor job performance alone by Contractor of the Services under the Consulting Agreement shall not be Cause for the Company to terminate the Consulting Agreement, any chronic or repeated poor job performance following the Company’s written notice of such poor performance shall be Cause for termination of the Consulting Agreement. In the event that the Company terminates the Consulting Agreement with Cause, the Company shall not owe and will have no obligation to pay any further amounts of the Base Consulting Fee or the Additional Consulting Fee to Contractor. In addition, if the Company terminates the Consulting Agreement during the Term with Cause solely and exclusively under Section 10.2(ii) above, Contractor will be required immediately to repay to the Company, without any allegation or evidence from the Company of actual damages caused to the Company by the “Cause,” any and all amounts previously paid to him under this Consulting Agreement for the Additional Consulting Fee (referred to herein as “Liquidated Damages”). The Severance Payment provided to Contractor under Section 3 of the Separation Agreement, the restricted stock units that were permitted to continue to vest under the Separation Agreement, and the payments made to Contractor, if any, for COBRA coverage under Sections 4(a), (b) and (d) of the Separation Agreement are not included in Liquidated Damages for the purpose of this Section 10.2. Nothing in this Section 10.2 shall alter or affect the definition of Liquidated Damages in the Separation Agreement.

10.3 Upon expiration or termination of this Consulting Agreement for any reason, or at any other time upon the Company's written request, Contractor shall within five business days after such expiration or termination:

a.deliver to the Company all Deliverables (whether complete or incomplete) and all materials, equipment, and other property provided for Contractor’s use by the Company;

b.deliver to the Company all tangible documents and other media, including any copies, containing, reflecting, incorporating, or based on the Confidential Information;

c.permanently erase all Confidential Information from Contractor’s computer systems; and

d.certify in writing to the Company that Contractor has complied with the requirements of this clause.

10.4 Termination by Contractor With Cause. Contractor may terminate this Consulting Agreement with Cause, effective immediately upon written notice to the Company. “Cause” for purposes of this Section 10.4 shall be defined as any action or inaction that constitutes a material breach by the Company of this Consulting Agreement; provided, that (i) Contractor provides notice to the Company of such breach within ninety (90) days of the initial existence of such breach, (ii) the Company fails to cure such breach within thirty (30) days of such notice, and (iii) such termination occurs no later than two (2) years following the initial existence of any material breach of this Consulting Agreement by the Company without the consent of Contractor. In the event that Contractor terminates this Consulting Agreement with Cause, where such termination constitutes a “separation from service” under Section 409A (as defined in Section 16.7), the Company shall pay the entire unpaid balance of the Additional Consulting Fee for the remainder of the twenty-four (24) month Term in a lump sum to Contractor within thirty (30) calendar days of such termination. For the avoidance of doubt, in the event Contractor terminates this Consulting Agreement with Cause, the Base Consulting Fee shall be paid in the manner provided in Section 10.1. For the additional avoidance of doubt, in the event the payment of any portion of the Additional Consulting Fee has been triggered by the Determination Date under the terms of Section 13(c) of the Separation Agreement prior to Contractor’s “separation from service” pursuant to this Section 10.4, then payment shall be made solely in accordance with the terms of Section 13(c) of the Separation Agreement, and no amount shall be paid pursuant to this Section 10.4; provided, however, that if Contractor “separates from service” pursuant to the terms of this Section 10.4 prior to the Determination Date under Section 13(c) of the Separation Agreement, then any payment of any portion of the Additional Consulting Fee shall be made in accordance with the terms of this Section 10.4, and no amount of the Additional Consulting Fee shall paid under the terms of Section 13(c) of the Consulting Agreement.

10.5 The terms and conditions of this clause and Section 4, Section 5, Section 6, Section 7, Section 8, Section 11, Section 12, Section 13, Section 14, Section 15, and Section 16 shall survive the expiration or termination of this Consulting Agreement.

11.OTHER BUSINESS ACTIVITIES. Contractor agrees that, during the Term of this Consulting Agreement, he shall not perform Services for any entity engaged in the business of home health, hospice, personal care, hospital at home or high acuity care, other than the Company. Contractor agrees that he is not, and during the Term of this Consulting Agreement shall not be, engaged or employed in any business, trade, profession, or other activity that would create a conflict of interest with the Company. If any such actual or potential conflict arises during the Term of this Consulting Agreement, Contractor shall immediately notify the Company in writing. If the Company determines, in its sole discretion, that the conflict is material, the Company may terminate the Consulting Agreement immediately with Cause. In the event that, during the Term, Contractor learns of a work opportunity that might constitute a conflict as contemplated in this Section 11, Contractor may promptly present the material terms of such opportunity to the Company and receive approval or non-approval of the opportunity from the Company, and if and only if approved, then Contractor’s pursuit of such opportunity shall not constitute a breach of this Consulting Agreement.

12.ASSIGNMENT. Contractor shall not assign any rights or delegate or subcontract any obligations under this Consulting Agreement without the Company's prior written consent. Any assignment in violation of the foregoing shall be deemed null and void. The Company may freely assign its rights and obligations under this Consulting Agreement at any time. Subject to the limits on assignment stated above, this Consulting Agreement will inure to the benefit of, be binding on, and be enforceable against each of the Parties hereto and their respective successors and assigns.

13.EQUITABLE AND LEGAL REMEDIES. In addition to all remedies provided to the Company in the Separation Agreement, which are in full force and effect, in the event Contractor breaches or threatens to breach Section 6 or any subpart thereof of this Consulting Agreement, Contractor hereby acknowledges and agrees that money damages would not afford an adequate remedy and that the Company shall be entitled to seek a temporary or permanent injunction or other equitable relief restraining such breach or threatened breach from any court of competent jurisdiction in Davidson County, Tennessee without the necessity of showing any actual damages, and without the necessity of posting any bond or other security. Any equitable relief shall be in addition to, not in lieu of, legal remedies, monetary damages, or other available forms of relief. Without limiting the remedies that are available to the Company, the Liquidated Damages that would be owed and recoverable in Section 10.2 for breach of Contractor’s covenants to the Company are an additional defined remedy for the Company. Further, in the event of any litigation arising out of or in connection with a breach of this Consulting Agreement by either Party, the prevailing Party shall be entitled to recover from the non-prevailing Party, the prevailing Party’s reasonable attorneys' fees and expenses.

14.ARBITRATION.

14.1 Except for the equitable remedies provided in Section 13 above, any dispute, controversy, or claim arising out of or related to this Consulting Agreement or any breach or termination of this Consulting Agreement, including but not limited to the Services Contractor provides to the Company, and any alleged violation of

any federal, state, or local statute, regulation, common law, or public policy, whether sounding in contract, tort, or statute, shall be submitted to and decided by binding arbitration. Arbitration, which shall be private and confidential to the extent permissible by governing law, shall be administered by a neutral arbitrator mutually agreeable to Contractor and the Company or, if the Parties are not mutually agreeable to an arbitrator, with the American Arbitration Association. Arbitration shall be held in Nashville, Davidson County, Tennessee before a single arbitrator, in accordance with the American Arbitration Association's rules, regulations, and requirements. Any arbitral award determination shall be final and binding upon the Parties. Judgment on the arbitrator's award may be entered in any court of competent jurisdiction.

14.2 Arbitration shall proceed only on an individual basis. The Parties waive all rights to have their legal disputes heard or decided by a jury or in a court trial and the right to pursue any class or collective claims against each other in court, arbitration, or any other proceeding. Each Party shall only submit their own individual claims against the other and will not seek to represent the interests of any other person. The arbitrator shall have no jurisdiction or authority to compel any class or collective claim, or to consolidate different arbitration proceedings with or join any other party to an arbitration between the Parties. The arbitrator, not any court, shall have exclusive authority to resolve any dispute relating to the enforceability or formation of this Consulting Agreement and the arbitrability of any dispute between the Parties, except for any dispute relating to the enforceability or scope of the class and collective action waiver, which shall be determined by a court of competent jurisdiction in Davidson County, Tennessee.

15.GOVERNING LAW, JURISDICTION, AND VENUE. This Consulting Agreement and all related documents and all matters arising out of or relating to this Consulting Agreement and the Services provided hereunder, whether sounding in contract, tort, or statute, for all purposes shall be governed by and construed in accordance with the laws of the State of Tennessee, without giving effect to any conflict of laws principles that would cause the laws of any other jurisdiction to apply. Any action or proceeding by either of the Parties to enforce this Consulting Agreement shall be brought only in the state or federal court located in the State of Tennessee, County of Davidson. The Parties hereby irrevocably submit to the exclusive jurisdiction of the arbitrator and waive the defense of inconvenient forum to the maintenance of any action or proceeding in such venue.

16.MISCELLANEOUS.

16.1 Contractor shall not export, directly or indirectly, any technical data acquired from the Company, or any products utilizing any such data, to any country in violation of any applicable export laws or regulations.

16.2 All notices, requests, consents, claims, demands, waivers, and other communications hereunder (each, a “Notice”) shall be in writing and addressed to the Parties at the addresses that may be designated in writing and delivered to the other party by the receiving party from time to time. All Notices shall be delivered

by personal delivery, nationally recognized overnight courier (with all fees prepaid), email or certified or registered mail (in each case, return receipt requested, postage prepaid). Except as otherwise provided in this Consulting Agreement, a Notice is effective only if: (a) the receiving party has received the Notice; and (b) the party giving the Notice has complied with the requirements of this Section.

16.3 This Consulting Agreement, together with the Separation Agreement and any other documents incorporated herein or therein by reference and related exhibits and schedules, constitute the sole and entire agreement of the Parties to this Consulting Agreement with respect to the subject matter contained herein, and supersedes all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral, with respect to such subject matter.

16.4 This Consulting Agreement may only be amended, modified, or supplemented by an agreement in writing signed by each Party hereto, and any of the terms thereof may be waived, only by a written document signed by each Party to this Consulting Agreement or, in the case of waiver, by the Party or Parties waiving compliance.

16.5 If any term or provision of this Consulting Agreement is invalid, illegal, or unenforceable in any jurisdiction, such invalidity, illegality, or unenforceability shall not affect any other term or provision of this Consulting Agreement or invalidate or render unenforceable such term or provision in any other jurisdiction.

16.6 This Consulting Agreement may be executed in multiple counterparts and by electronic signature, each of which shall be deemed an original and all of which together shall constitute one instrument.

16.7 Code Section 409A Compliance. The compensation payable pursuant to this Consulting Agreement are intended to be exempt from, or comply with, as applicable, the requirements of Internal Revenue Code Section 409A and Department of Treasury regulations and other interpretative guidance issued thereunder, including without limitation any such regulations or other such guidance that may be issued after the commencement of the Term (collectively, “Section 409A”). To the extent applicable, this Consulting Agreement shall be interpreted in accordance with Section 409A. Notwithstanding any other provision of this Consulting Agreement to the contrary, if Contractor is a “specified employee” within the meaning of Section 409A, and a payment provided for in this Consulting Agreement would be subject to additional tax under Section 409A if such payment is paid within six (6) months after Contractor’s “separation from service” (within the meaning of Section 409A), then such payment required under this Consulting Agreement shall not be paid (or commence) during the six-month period immediately following Contractor’s separation from service. If the payment of any such amount is delayed in accordance with the previous sentence, then any payments that would otherwise

have been made or provided during such six-month period and which would have incurred such additional tax under Section 409A shall instead be paid to Contractor in a lump-sum cash payment in the seventh month following Contractor’s separation from service (or such earlier date upon which such amount can be paid under Section 409A without resulting in a prohibited distribution, including as a result of Contractor’s death). If Contractor’s termination of service hereunder does not constitute a “separation from service” within the meaning of Section 409A, then any amounts payable hereunder on account of a termination of Contractor’s service and which are subject to Section 409A (or any exemption therefrom that requires the occurrence of a “separation from service” as a condition to payment) shall not be paid until Contractor has experienced a “separation from service” within the meaning of Section 409A. In addition, no reimbursement or in-kind benefit shall be subject to liquidation or exchange for another benefit and the amount available for reimbursement, or in-kind benefits provided, during any calendar year shall not affect the amount available for reimbursement, or in-kind benefits to be provided, in a subsequent calendar year. Any reimbursement to which Contractor is entitled hereunder shall be made no later than the last day of the calendar year following the calendar year in which such expenses were incurred. Notwithstanding any provision of this Consulting Agreement to the contrary, in the event that following the commencement of the Term, the Company or Contractor reasonably determines that any compensation payable under this Consulting Agreement may be subject to Section 409A, the Company and Contractor shall cooperate in good faith to adopt such amendments to this Consulting Agreement or adopt other policies or procedures (including amendments, policies and procedures with retroactive effect), or take any other actions that the Parties determine are reasonably necessary or appropriate to preserve the intended tax treatment of the compensation payable hereunder, including without limitation actions intended to (i) exempt the compensation payable under this Consulting Agreement from Section 409A, and/or (ii) comply with the requirements of Section 409A, provided, that this Section 16.7 does not, and shall not be construed so as to, create any obligation on the part of the Company or any affiliate or Contractor to adopt any such amendments, policies or procedures or to take any other such actions. Notwithstanding anything herein to the contrary, neither the Company nor any of its affiliates shall have any liability to Contractor or to any other person if the payments provided in this Consulting Agreement that are intended to be exempt from, or compliant with, Section 409A are not so exempt or compliant or for any taxes, interest or penalties imposed under Section 409A or any corresponding provision of state or local law. Each payment payable hereunder in series of installments, including without limitation any payment of the Base Consulting Fee and/or Additional Consulting Fee, shall be treated as a separate payment in a series of payments within the meaning of, and for purposes of, Section 409A.

ACCEPTED AND AGREED

BY THE PARTIES:

AMEDISYS, INC.

BY:./s/ Chris Gerard......................................

Name: Chris Gerard

Its: President and CEO

Date: September 23, 2022

“CONTRACTOR”

BY: ../s/David L. Kemmerly....................

David L. Kemmerly

Date: September 23, 2022

SCHEDULE 1 TO CONSULTING AGREEMENT

SERVICES

Government Relations Services:

•Identify and advise the company on state and federal public policy issues favorably or adversely impacting Amedisys home health, hospice, personal care, and high acuity care divisions.

•Develop strategies to obtain and maintain favorable state and federal legislative and regulatory public policy affecting the Amedisys home health, hospice, personal care, and high acuity care divisions.

•Interact and maintain relationships, where appropriate and as directed by the company, with Amedisys and industry government affairs consultants, trade associations, and advocacy coalitions with common interests to inform and promote the public policy positions of the company.

•Engage in direct lobbying, as directed by the company, of Members of Congress, congressional staff, and executive branch leadership and staff.

•Engage in direct lobbying, as directed by the company, of state legislators, legislative staff, and executive branch leadership and staff.

•Review, interpret and advise regarding proposed federal or state legislation and rulemaking impacting the company.

•Provide drafting assistance for legislation proposed or supported by the company.

•Provide strategic advice on the use of Amedisys corporate political contributions and Amedisys Political Action Committee donations to statewide and legislative candidates

•Provide strategic advice on the use of Amedisys Political Action Committee (PAC) donations to candidates for Congress and to other federal PACs.

•Provide advice and assist in developing and coordinating state and federal grassroots efforts.

•In coordination and collaboration with the SVP, Government Affairs develop and implement plans to favorably resolve state and federal regulatory issues confronting the company

•Undertake legislative, regulatory, and political activities as directed by the SVP, Government Affairs and/or the CEO of the company.

Client Strategy Services:

•As requested by the company, provide advice and strategic guidance regarding oral, written, or digital external communications with elected officials, congressional staff, legislative staff, regulatory leadership and staff, press, investors, stock analysts, or any other target audience.

•As requested by the company, provided advice and strategic guidance on opportunities to raise the profile of Amedisys and its leadership with key policy makers, the home health and hospice industry, and within the broader healthcare industry.

•As requested by the company, provide advice and strategic guidance on government investigations, litigation, or settlement discussions.

•As requested by the company, provide advice and strategic guidance on current or proposed contracts and issues with managed care companies.

•As requested by the company, provide advice and strategic guidance on Regulatory Reporting issues.

•As requested by the company, provide advice and strategic guidance on Supply Chain Management initiatives and issues.

•As requested by the company, provide advice and strategic guidance to the Amedisys Foundation.

EX-31.1

Exhibit 31.1

CERTIFICATION

I, Christopher T.Gerard, certify that:

1. I have reviewed this Quarterly Report on Form 10-Q for the quarter ended September 30, 2022, of Amedisys, Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a. Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b. Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, 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;

c. Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d. Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a. All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b. Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: October 27, 2022

/S/ Christopher T. Gerard

Christopher T. Gerard

President and Chief Executive Officer
(Principal Executive Officer)

EX-31.2

Exhibit 31.2

CERTIFICATION

I, Scott G. Ginn, certify that:

1. I have reviewed this Quarterly Report on Form 10-Q for the quarter ended September 30, 2022, of Amedisys, Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a. Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b. Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, 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;

c. Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d. Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a. All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b. Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: October 27, 2022

/S/ Scott G. Ginn

Scott G. Ginn
Executive Vice President and Chief Financial Officer

(Principal Financial Officer)

EX-32.1

Exhibit 32.1

CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER PURSUANT TO 18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Amedisys, Inc. (the “Company”) on Form 10-Q for the quarter ended September 30, 2022 (the “Report”), I, Christopher T. Gerard, Chief Executive Officer of the Company, hereby certify to my knowledge, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

(1) The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company as of and for the periods presented in the Report.

Date: October 27, 2022

/S/ Christopher T. Gerard

Christopher T. Gerard
President and Chief Executive Officer

(Principal Executive Officer)

EX-32.2

Exhibit 32.2

CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER PURSUANT TO 18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Amedisys, Inc. (the “Company”) on Form 10-Q for the quarter ended September 30, 2022 (the “Report”), I, Scott G. Ginn, Executive Vice President and Chief Financial Officer of the Company, hereby certify to my knowledge, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

(1) The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company as of and for the periods presented in the Report.

Date: October 27, 2022

/S/ Scott G. Ginn

Scott G. Ginn
Executive Vice President and Chief Financial Officer

(Principal Financial Officer)

XML

Cover - shares	9 Months Ended
	Sep. 30, 2022	Oct. 21, 2022
Cover [Abstract]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Sep. 30, 2022
Document Transition Report	false
Entity File Number	0-24260
Entity Registrant Name	AMEDISYS INC
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	11-3131700
Entity Address, Street Name	3854 American Way
Entity Address, Suite	Suite A
Entity Address, City	Baton Rouge
Entity Address, State	LA
Entity Address, Postal Zip Code	70816
City Area Code	225
Local Phone Number	292-2031
Title of each class	Common Stock, par value $0.001 per share
Trading Symbol	AMED
Name of each exchange on which registered	NASDAQ
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Large Accelerated Filer
Entity Emerging Growth Company	false
Entity Small Business	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		32,491,988
Amendment Flag	false
Document Fiscal Year Focus	2022
Document Fiscal Period Focus	Q3
Entity Central Index Key	0000896262
Current Fiscal Year End Date	--12-31

XML

CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Current assets:
Cash and cash equivalents	$ 17,956	$ 42,694
Restricted cash	13,504	3,075
Patient accounts receivable	302,470	274,961
Prepaid expenses	17,011	10,356
Other current assets	37,839	25,598
Total current assets	388,780	356,684
Property and equipment, net of accumulated depreciation of $102,407 and $96,937	17,248	18,435
Operating lease right of use assets	105,843	101,257
Goodwill	1,285,455	1,196,090
Intangible assets, net of accumulated amortization of $11,891 and $19,900	103,678	111,190
Deferred income tax assets	0	289
Other assets	81,123	73,023
Total assets	1,982,127	1,856,968
Current liabilities:
Accounts payable	45,527	38,217
Payroll and employee benefits	145,073	141,001
Accrued expenses	130,100	150,836
Current portion of long-term obligations	12,628	12,995
Current portion of operating lease liabilities	33,872	31,233
Total current liabilities	367,200	374,282
Long-term obligations, less current portion	443,431	432,075
Operating lease liabilities, less current portion	72,030	69,309
Deferred income tax liabilities	15,983	0
Other long-term obligations	13,873	4,979
Total liabilities	912,517	880,645
Commitments and Contingencies—Note 6
Equity:
Preferred stock, $0.001 par value, 5,000,000 shares authorized; none issued or outstanding	0	0
Common stock, $0.001 par value, 60,000,000 shares authorized; 37,852,059 and 37,674,868 shares issued; and 32,479,475 and 32,509,969 shares outstanding	38	38
Additional paid-in capital	750,914	728,118
Treasury stock, at cost 5,372,584 and 5,164,899 shares of common stock	(461,168)	(435,868)
Retained earnings	725,955	639,063
Total Amedisys, Inc. stockholders’ equity	1,015,739	931,351
Noncontrolling interests	53,871	44,972
Total equity	1,069,610	976,323
Total liabilities and equity	$ 1,982,127	$ 1,856,968

XML

CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Statement of Financial Position [Abstract]
Property and equipment, accumulated depreciation	$ 102,407	$ 96,937
Intangible assets, accumulated amortization	$ 11,891	$ 19,900
Preferred stock, par value (usd per share)	$ 0.001	$ 0.001
Preferred stock, authorized (shares)	5,000,000	5,000,000
Preferred stock, issued (shares)	0	0
Preferred stock, outstanding (shares)	0	0
Common stock, par value (usd per share)	$ 0.001	$ 0.001
Common stock, authorized (shares)	60,000,000	60,000,000
Common stock, issued (shares)	37,852,059	37,674,868
Common stock, outstanding (shares)	32,479,475	32,509,969
Treasury stock at cost (shares)	5,372,584	5,164,899

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CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Income Statement [Abstract]
Net service revenue	$ 557,988	$ 553,485	$ 1,661,135	$ 1,654,795
Other operating income	0	(4)	0	13,300
Cost of service, excluding depreciation and amortization	322,227	310,294	943,258	916,188
General and administrative expenses:
Salaries and benefits	125,550	119,373	376,788	349,533
Non-cash compensation	3,495	4,397	15,990	17,860
Other	59,299	55,158	167,851	158,995
Depreciation and amortization	5,477	7,487	19,705	21,763
Investment impairment	3,009	0	3,009	0
Operating expenses	519,057	496,709	1,526,601	1,464,339
Operating income	38,931	56,772	134,534	203,756
Other income (expense):
Interest income	59	0	108	49
Interest expense	(4,963)	(2,730)	(16,447)	(6,734)
Equity in earnings (loss) from equity method investments	302	1,444	(442)	3,932
Gain on equity method investments	0	0	0	31,092
Miscellaneous, net	491	490	1,155	1,253
Total other (expense) income, net	(4,111)	(796)	(15,626)	29,592
Income before income taxes	34,820	55,976	118,908	233,348
Income tax expense	(9,417)	(10,731)	(32,755)	(57,192)
Net income	25,403	45,245	86,153	176,156
Net loss (income) attributable to noncontrolling interests	239	(239)	739	(1,131)
Net income attributable to Amedisys, Inc.	$ 25,642	$ 45,006	$ 86,892	$ 175,025
Basic earnings per common share:
Net income attributable to Amedisys, Inc. common stockholders, basic (usd per share)	$ 0.79	$ 1.38	$ 2.67	$ 5.36
Weighted average shares outstanding, basic (shares)	32,482	32,607	32,519	32,658
Diluted earnings per common share:
Net income attributable to Amedisys, Inc. common stockholders, diluted (usd per share)	$ 0.79	$ 1.37	$ 2.66	$ 5.30
Weighted average shares outstanding, diluted (shares)	32,616	32,899	32,680	33,021

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CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY Statement - USD ($) $ in Thousands	Total	Common Stock	Additional Paid-in Capital	Treasury Stock	Retained Earnings	Noncontrolling Interests
Balance, Stockholders Equity at Dec. 31, 2020	$ 810,741	$ 38	$ 698,287	$ (319,092)	$ 429,991	$ 1,517
Balance (in shares) at Dec. 31, 2020		37,470,212
Issuance of stock - employee stock purchase plan	3,022		3,022
Issuance of stock - employee stock purchase plan (shares)		13,357
Issuance/(cancellation) of non-vested stock	0	$ 0	0
Issuance/(cancellation) of non-vested stock (shares)		148,529
Exercise of stock options	1,706		1,706
Exercise of stock options (in shares)		27,186
Non-cash compensation	17,860		17,860
Surrendered Shares	(16,694)			(16,694)
Shares repurchased	(84,879)			(84,879)
Noncontrolling interest distributions	(1,253)					(1,253)
Acquired noncontrolling interest	42,142					42,142
Net income (loss)	176,156				175,025	1,131
Balance, Stockholders Equity at Sep. 30, 2021	948,801	$ 38	720,875	(420,665)	605,016	43,537
Balance (in shares) at Sep. 30, 2021		37,659,284
Balance, Stockholders Equity at Jun. 30, 2021	875,887	$ 38	714,334	(400,110)	560,010	1,615
Balance (in shares) at Jun. 30, 2021		37,553,355
Issuance of stock - employee stock purchase plan	1,061		1,061
Issuance of stock - employee stock purchase plan (shares)		5,095
Issuance/(cancellation) of non-vested stock	0	$ 0	0
Issuance/(cancellation) of non-vested stock (shares)		87,460
Exercise of stock options	1,083		1,083
Exercise of stock options (in shares)		13,374
Non-cash compensation	4,397		4,397
Surrendered Shares	(9,750)			(9,750)
Shares repurchased	(10,805)			(10,805)
Noncontrolling interest distributions	(459)					(459)
Acquired noncontrolling interest	42,142					42,142
Net income (loss)	45,245				45,006	239
Balance, Stockholders Equity at Sep. 30, 2021	948,801	$ 38	720,875	(420,665)	605,016	43,537
Balance (in shares) at Sep. 30, 2021		37,659,284
Balance, Stockholders Equity at Dec. 31, 2021	976,323	$ 38	728,118	(435,868)	639,063	44,972
Balance (in shares) at Dec. 31, 2021		37,674,868
Issuance of stock - employee stock purchase plan	2,857		2,857
Issuance of stock - employee stock purchase plan (shares)		24,159
Issuance/(cancellation) of non-vested stock	0	$ 0	0
Issuance/(cancellation) of non-vested stock (shares)		141,726
Exercise of stock options	1,078		1,078
Exercise of stock options (in shares)		11,306
Non-cash compensation	15,990		15,990
Surrendered Shares	(7,949)			(7,949)
Shares repurchased	(17,351)			(17,351)
Noncontrolling interest contributions	11,000		0			11,000
Noncontrolling interest distributions	(1,425)					(1,425)
Sale of noncontrolling interest	2,934		2,871			63
Net income (loss)	86,153				86,892	(739)
Balance, Stockholders Equity at Sep. 30, 2022	1,069,610	$ 38	750,914	(461,168)	725,955	53,871
Balance (in shares) at Sep. 30, 2022		37,852,059
Balance, Stockholders Equity at Jun. 30, 2022	1,038,995	$ 38	743,276	(457,981)	700,313	53,349
Balance (in shares) at Jun. 30, 2022		37,780,242
Issuance of stock - employee stock purchase plan	966		966
Issuance of stock - employee stock purchase plan (shares)		10,814
Issuance/(cancellation) of non-vested stock	0	$ 0	0
Issuance/(cancellation) of non-vested stock (shares)		57,420
Exercise of stock options	306		306
Exercise of stock options (in shares)		3,583
Non-cash compensation	3,495		3,495
Surrendered Shares	(3,187)			(3,187)
Noncontrolling interest contributions	1,148					1,148
Noncontrolling interest distributions	(450)					(450)
Sale of noncontrolling interest	2,934		2,871			63
Net income (loss)	25,403				25,642	(239)
Balance, Stockholders Equity at Sep. 30, 2022	$ 1,069,610	$ 38	$ 750,914	$ (461,168)	$ 725,955	$ 53,871
Balance (in shares) at Sep. 30, 2022		37,852,059

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CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021
Cash Flows from Operating Activities:
Net income	$ 86,153	$ 176,156
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	19,705	21,763
Non-cash compensation	15,990	17,860
Amortization and impairment of operating lease right of use assets	34,782	30,181
Loss (gain) on disposal of property and equipment	507	(64)
Gain on equity method investments	0	(31,092)
Deferred income taxes	19,031	34,729
Equity in loss (earnings) from equity method investments	442	(3,932)
Amortization of deferred debt issuance costs/debt discount	743	669
Return on equity method investments	3,798	4,268
Investment impairment	3,009	0
Changes in operating assets and liabilities, net of impact of acquisitions:
Patient accounts receivable	(18,266)	(17,638)
Other current assets	(19,929)	(6,219)
Other assets	283	(938)
Accounts payable	5,886	(1,192)
Accrued expenses	(26,790)	(9,363)
Other long-term obligations	243	(1,785)
Operating lease liabilities	(30,864)	(27,372)
Operating lease right of use assets	(2,323)	(2,304)
Net cash provided by operating activities	92,400	183,727
Cash Flows from Investing Activities:
Proceeds from the sale of deferred compensation plan assets	89	126
Proceeds from the sale of property and equipment	66	140
Purchases of property and equipment	(4,338)	(5,187)
Investments in technology assets	(848)	(147)
Investment in equity method investee	(637)	0
Purchase of cost method investment	(15,000)	0
Acquisitions of businesses, net of cash acquired	(71,952)	(264,872)
Net cash used in investing activities	(92,620)	(269,940)
Cash Flows from Financing Activities:
Proceeds from issuance of stock upon exercise of stock options	1,078	1,706
Proceeds from issuance of stock to employee stock purchase plan	2,857	3,022
Shares withheld to pay taxes on non-cash compensation	(7,949)	(16,694)
Noncontrolling interest contributions	2,100	0
Noncontrolling interest distributions	(1,425)	(1,253)
Proceeds from sale of noncontrolling interest	3,941	0
Proceeds from borrowings under term loan	0	290,312
Proceeds from borrowings under revolving line of credit	484,000	500,700
Repayments of borrowings under revolving line of credit	(465,500)	(551,700)
Principal payments of long-term obligations	(10,126)	(5,893)
Debt issuance costs	0	(2,792)
Purchase of company stock	(17,351)	(84,879)
Payment of accrued contingent consideration	(5,714)	0
Provider relief fund advance	0	(1,465)
Net cash (used in) provided by financing activities	(14,089)	131,064
Net (decrease) increase in cash, cash equivalents and restricted cash	(14,309)	44,851
Cash, cash equivalents and restricted cash at beginning of period	45,769	83,357
Cash, cash equivalents and restricted cash at end of period	31,460	128,208
Supplemental Disclosures of Cash Flow Information:
Cash paid for interest	9,153	3,479
Cash paid for Infinity ZPIC interest	11,544	0
Cash paid for income taxes, net of refunds received	23,582	25,482
Cash paid for operating lease liabilities	33,187	29,676
Cash paid for finance lease liabilities	1,074	1,509
Supplemental Disclosures of Non-Cash Activity:
Right of use assets obtained in exchange for operating lease liabilities	36,980	34,881
Right of use assets obtained in exchange for finance lease liabilities	1,846	814
Reductions to right of use assets resulting from reductions to operating lease liabilities	3,387	1,183
Reductions to right of use assets resulting from reductions to finance lease liabilities	564	0
Accrued contingent consideration	19,195	0
Noncontrolling interest contribution	$ 8,900	$ 0

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NATURE OF OPERATIONS, CONSOLIDATION AND PRESENTATION OF FINANCIAL STATEMENTS

9 Months Ended

Sep. 30, 2022

Organization, Consolidation and Presentation of Financial Statements [Abstract]

NATURE OF OPERATIONS, CONSOLIDATION AND PRESENTATION OF FINANCIAL STATEMENTS

NATURE OF OPERATIONS, CONSOLIDATION AND PRESENTATION OF FINANCIAL STATEMENTS

Amedisys, Inc., a Delaware corporation (together with its consolidated subsidiaries, referred to herein as “Amedisys,” “we,” “us,” or “our”), is a multi-state provider of home health, hospice, personal care and high acuity care services with approximately 74% of our consolidated net service revenue derived from Medicare for the three and nine-month periods ended September 30, 2022 and approximately 75% of our consolidated net service revenue derived from Medicare for the three and nine-month periods ended September 30, 2021. As of September 30, 2022, we owned and operated 353 Medicare-certified home health care centers, 172 Medicare-certified hospice care centers, 14 personal-care care centers and 8 admitting high acuity care joint ventures in 36 states within the United States and the District of Columbia.

Basis of Presentation

In our opinion, the accompanying unaudited condensed consolidated financial statements contain all adjustments (consisting solely of normal recurring adjustments) necessary to present fairly our financial position, our results of operations and our cash flows in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) for interim financial reporting. Our results of operations for the interim periods presented are not necessarily indicative of the results of our operations for the entire year and have not been audited by our independent auditors.

This report should be read in conjunction with our consolidated financial statements and related notes included in our Annual Report on Form 10-K for the year ended December 31, 2021, as filed with the Securities and Exchange Commission (“SEC”) on February 24, 2022 (the “Form 10-K”), which includes information and disclosures not included herein. Certain information and footnote disclosures normally included in annual financial statements prepared in accordance with U.S. GAAP have been condensed or omitted from the interim financial information presented, as allowed by SEC rules and regulations.

Use of Estimates

Our accounting and reporting policies conform with U.S. GAAP. In preparing the unaudited condensed consolidated financial statements, we are required to make estimates and assumptions that impact the amounts reported in the condensed consolidated financial statements and accompanying notes. Actual results could differ from those estimates.

Principles of Consolidation

These unaudited condensed consolidated financial statements include the accounts of Amedisys, Inc. and our wholly-owned subsidiaries. All significant intercompany accounts and transactions have been eliminated in our accompanying unaudited condensed consolidated financial statements and business combinations accounted for as purchases have been included in our condensed consolidated financial statements from their respective dates of acquisition. In addition to our wholly-owned subsidiaries, we also have certain equity investments that are accounted for as set forth below.

Investments

We consolidate investments when the entity is a variable interest entity ("VIE") and we are the primary beneficiary or if we have controlling interests in the entity, which is generally ownership in excess of 50%. Third-party equity interests in our consolidated joint ventures are reflected as noncontrolling interests in our condensed consolidated financial statements.

We account for investments in entities in which we have the ability to exercise significant influence under the equity method if we hold 50% or less of the voting stock and the entity is not a VIE in which we are the primary beneficiary. The book value of investments that we account for under the equity method of accounting was $41.5 million and $48.1 million as of September 30, 2022 and December 31, 2021, respectively, and is reflected in other assets within our condensed consolidated balance sheets.

We account for investments in entities in which we have less than 20% ownership interest under the cost method of accounting if we do not have the ability to exercise significant influence over the investee. During the three-month period ended March 31, 2022, we made a $15.0 million investment in an entity accounted for under the cost method. The book value of investments that we account for under the cost method of accounting was $20.0 million and $5.0 million as of September 30, 2022 and December 31, 2021, respectively, and is reflected in other assets within our condensed consolidated balance sheets.

During the three-month period ended September 30, 2022, we sold a 30% interest in two of our home health care centers while maintaining a controlling interest in the newly formed joint venture. We are consolidating this joint venture. The total cash consideration received for the 30% noncontrolling interest was $3.9 million. In connection with the transaction, we recorded an after-tax gain of $2.9 million; this gain was recorded in additional paid-in capital within our condensed consolidated balance sheet.

During 2021, a third-party acquired a majority of the issued and outstanding membership interests of one of our equity method investments, Medalogix, for cash, with the remaining membership interests rolling over into a newly formed entity that includes Medalogix as well as another healthcare predictive data and analytics company. We rolled over 100% of our ownership interest in Medalogix to the newly formed entity, and in connection with this transaction, we recognized a $31.1 million gain based on the purchase price of Medalogix during the three-month period ended June 30, 2021, which is reflected in gain on equity method investments within our condensed consolidated statements of operations.

Our high acuity care segment includes interests in several joint ventures with health system partners and a professional corporation that employs clinicians. Each of these entities meets the criteria to be classified as a VIE. As of September 30, 2022, we are consolidating all of our admitting joint ventures with health system partners as well as the professional corporation as we have concluded that we are the primary beneficiary of these VIEs. We have management agreements in place with each of these entities whereby we manage the entities and run the day-to-day operations. As such, we possess the power to direct the activities that most significantly impact the economic performance of the VIEs. The significant activities include, but are not limited to, negotiating provider and payor contracts, establishing patient care policies and protocols, making employment and compensation decisions, developing the operating and capital budgets, performing marketing activities and providing accounting support. We also have the obligation to absorb any expected losses and the right to receive benefits. Additionally, from time to time, we may be required to provide joint venture funding. Our high acuity care segment also includes one non-admitting joint venture with a health system partner that is accounted for under the equity method of accounting. We are in the process of winding down the operations of this joint venture.

The terms of the agreements with each VIE prohibit us from using the assets of the VIE to satisfy the obligations of other entities. The carrying amount of the VIEs’ assets and liabilities included in our condensed consolidated balance sheets are as follows (amounts in millions):

	As of September 30, 2022		As of December 31, 2021
ASSETS
Current assets:
Cash and cash equivalents	$	13.0	$	3.1
Patient accounts receivable	5.4		2.4
Other current assets	0.9		0.1
Total current assets	19.3		5.6
Property and equipment	0.2		0.1
Operating lease right of use assets	0.1		—
Goodwill	8.5		—
Intangible assets	0.4		—
Other assets	0.1		—
Total assets	$	28.6	$	5.7
LIABILITIES
Current liabilities:
Accounts payable	$	0.3	$	—
Payroll and employee benefits	0.6		0.3
Accrued expenses	5.1		3.4
Current portion of long-term obligations	0.2		0.8
Total current liabilities	6.2		4.5
Other long-term obligations	—		—
Total liabilities	$	6.2	$	4.5

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SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

9 Months Ended

Sep. 30, 2022

Accounting Policies [Abstract]

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Revenue Recognition

We account for revenue from contracts with customers in accordance with Accounting Standards Codification ("ASC") 606, Revenue from Contracts with Customers, and as such, we recognize revenue in the period in which we satisfy our performance obligations under our contracts by transferring our promised services to our customers in amounts that reflect the consideration to which we expect to be entitled in exchange for providing patient care, which are the transaction prices allocated to the distinct services. Our cost of obtaining contracts is not material.

Revenues are recognized as performance obligations are satisfied, which varies based on the nature of the services provided. Our performance obligation is the delivery of patient care services in accordance with the nature and frequency of services outlined in physicians' orders, which are determined by a physician based on a patient's specific goals.

Our performance obligations relate to contracts with a duration of less than one year; therefore, we have elected to apply the optional exemption provided by ASC 606 and are not required to disclose the aggregate amount of the transaction price allocated to performance obligations that are unsatisfied or partially unsatisfied as of the end of the reporting period. The unsatisfied or partially unsatisfied performance obligations are generally completed when the patients are discharged, which generally occurs within days or weeks of the end of the reporting period.

We determine the transaction price based on gross charges for services provided, reduced by estimates for contractual and non-contractual revenue adjustments. Contractual revenue adjustments are recorded for the difference between our standard rates and the contracted rates to be realized from patients, third-party payors and others for services provided. Non-contractual revenue adjustments include discounts provided to self-pay, uninsured patients or other payors, adjustments resulting from payment reviews and adjustments arising from our inability to obtain appropriate billing documentation, authorizations or face-

to-face documentation. Subsequent changes to the estimate of the transaction price are recorded as adjustments to net service revenue in the period of change.

Non-contractual revenue adjustments are recorded for self-pay, uninsured patients and other payors by major payor class based on our historical collection experience, aged accounts receivable by payor and current economic conditions. The non-contractual revenue adjustments represent the difference between amounts billed and amounts we expect to collect based on our collection history with similar payors. We assess our ability to collect for the healthcare services provided at the time of patient admission based on our verification of the patient's insurance coverage under Medicare, Medicaid and other commercial or managed care insurance programs. Medicare represented approximately 74% of our consolidated net service revenue for the three and nine-month periods ended September 30, 2022 and approximately 75% of our consolidated net service revenue for the three and nine-month periods ended September 30, 2021.

Amounts due from third-party payors, primarily commercial health insurers and government programs (Medicare and Medicaid), include variable consideration for retroactive revenue adjustments due to settlements of audits and payment reviews. We determine our estimates for non-contractual revenue adjustments related to audits and payment reviews based on our historical experience and success rates in the claim appeals and adjudication process.

We determine our estimates for non-contractual revenue adjustments related to our inability to obtain appropriate billing documentation, authorizations or face-to-face documentation based on our historical experience which primarily includes a historical collection rate of over 99% on Medicare claims. Revenue is recorded at amounts we estimate to be realizable for services provided.

Revenue by payor class as a percentage of total net service revenue is as follows:

	For the Three-Month Periods Ended September 30,				For the Nine-Month Periods Ended September 30,
	2022		2021		2022		2021
Home Health:
Medicare	40	%	41	%	40	%	41	%
Non-Medicare - Episodic-based	7	%	8	%	8	%	8	%
Non-Medicare - Non-episodic based	13	%	12	%	13	%	12	%
Hospice:
Medicare	34	%	34	%	33	%	34	%
Non-Medicare	2	%	2	%	2	%	2	%
Personal Care	3	%	3	%	3	%	3	%
High Acuity Care (1)	1	%	—	%	1	%	—	%
	100	%	100	%	100	%	100	%

(1) Acquired Contessa Health on August 1, 2021.

Home Health Revenue Recognition

Medicare Revenue

Effective January 1, 2020, the Centers for Medicare and Medicaid Services ("CMS") implemented a revised case-mix adjustment methodology, the Patient-Driven Groupings Model ("PDGM"). PDGM uses 30-day periods of care rather than 60-day episodes of care as the unit of payment, eliminates the use of the number of therapy visits provided in determining payment and relies more heavily on clinical characteristics and other patient information.

All Medicare contracts are required to have a signed plan of care which represents a single performance obligation, comprised of the delivery of a series of distinct services that are substantially similar and have a similar pattern of transfer to the customer. Accordingly, we account for the series of services ("episode") as a single performance obligation satisfied over time, as the customer simultaneously receives and consumes the benefits of the goods and services provided. An episode starts the first day a billable visit is performed and ends 60 days later or upon discharge, if earlier, with multiple continuous episodes allowed. Each 60-day episode includes two 30-day periods of care.

Net service revenue is recorded based on the established Federal Medicare home health payment rate for a 30-day period of care. ASC 606 notes that if an entity has a right to consideration from a customer in an amount that corresponds directly with the value of the entity’s performance completed to date, the entity may recognize revenue in the amount to which the entity has a right to invoice. We have elected to apply the "right to invoice" practical expedient and therefore, our revenue recognition is based on the reimbursement we are entitled to for each 30-day period of care. We utilize our historical average length of stay for each 30-day period of care as the measure of progress towards the satisfaction of our performance obligation.

PDGM uses timing, admission source, functional impairment levels and principal and other diagnoses to case-mix adjust payments. The case-mix adjusted payment for a 30-day period of care is subject to additional adjustments based on certain variables, including, but not limited to (a) an outlier payment if our patient's care was unusually costly (capped at 10% of total reimbursement per provider number); (b) a low utilization payment adjustment (“LUPA”) if the number of visits provided was less than the established threshold, which ranges from two to six visits and varies for every case-mix group; (c) a partial payment if a patient is transferred to another provider or from another provider before completing the 30-day period of care; and (d) the applicable geographic wage index. Payments for routine and non-routine supplies are included in the 30-day payment rate.

Medicare can also make various adjustments to payments received if we are unable to produce appropriate billing documentation or acceptable authorizations. We estimate the impact of such adjustments based on our historical experience, which primarily includes a historical collection rate of over 99% on Medicare claims, and record this estimate during the period in which services are rendered to revenue with a corresponding reduction to patient accounts receivable.

Amounts due from Medicare include variable consideration for retroactive revenue adjustments due to settlements of audits and payment reviews. We determine our estimates for non-contractual revenue adjustments related to audits and payment reviews based on our historical experience and success rates in the claim appeals and adjudication process.

The Medicare home health benefit requires that beneficiaries be homebound (meaning that the beneficiary is unable to leave his/her home without a considerable and taxing effort), require intermittent skilled nursing, physical therapy or speech therapy services, and receive treatment under a plan of care established and periodically reviewed by a physician. In order to provide greater flexibility during the novel coronavirus pandemic ("COVID-19"), CMS relaxed the definition of homebound status through the duration of the public health emergency. During the pandemic, a beneficiary is considered homebound if they have been instructed by a physician not to leave their home because of a confirmed or suspected COVID-19 diagnosis or if the patient has a condition that makes them more susceptible to contracting COVID-19. Therefore, if a beneficiary is homebound due to COVID-19 and requires skilled services, the services will be covered under the Medicare home health benefit.

Non-Medicare Revenue

Episodic-based Revenue. We recognize revenue in a similar manner as we recognize Medicare revenue for amounts that are paid by other insurance carriers, including Medicare Advantage programs; however, these amounts can vary based upon the negotiated terms, the majority of which range from 95% to 100% of Medicare rates.

Non-episodic based Revenue. For our per visit contracts, gross revenue is recorded on an accrual basis based upon the date of service at amounts equal to our established or estimated per-visit rates. For our case rate contracts, gross revenue is recorded over our historical average length of stay using the established case rate for each admission. Contractual revenue adjustments are recorded for the difference between our standard rates and the contracted rates to be realized from patients, third parties and others for services provided and are deducted from gross revenue to determine net service revenue. We also make non-contractual revenue adjustments to non-episodic revenue based on our historical experience to reflect the estimated transaction price. We receive a minimal amount of our net service revenue from patients who are either self-insured or are obligated for an insurance co-payment.

Under our case rate contracts, we may receive reimbursement before all services are rendered. Any cash received that exceeds the associated revenue earned is recorded to deferred revenue in accrued expenses within our condensed consolidated balance sheets.

Hospice Revenue Recognition

Hospice Medicare Revenue

Gross revenue is recorded on an accrual basis based upon the date of service at amounts equal to the estimated payment rates. The estimated payment rates are predetermined daily or hourly rates for each of the four levels of care we deliver. The four levels of care are routine care, general inpatient care, continuous home care and respite care. Routine care accounted for 97% of our total Medicare hospice service revenue for the three and nine-month periods ended September 30, 2022 and 2021. There are two separate payment rates for routine care: payments for the first 60 days of care and care beyond 60 days. In addition to the two routine rates, we may also receive a service intensity add-on (“SIA”). The SIA is based on visits made in the last seven days of life by a registered nurse or medical social worker for patients in a routine level of care.

The performance obligation is the delivery of hospice services to the patient, as determined by a physician, each day the patient is on hospice care.

We make adjustments to Medicare revenue for non-contractual revenue adjustments, which include our inability to obtain appropriate billing documentation or acceptable authorizations and other reasons unrelated to credit risk. We estimate the impact of these non-contractual revenue adjustments based on our historical experience, which primarily includes a historical collection rate of over 99% on Medicare claims, and record it during the period services are rendered.

Amounts due from Medicare include variable consideration for retroactive revenue adjustments due to settlements of audits and payment reviews. We determine our estimates for non-contractual revenue adjustments related to audits and payment reviews based on our historical experience and success rates in the claim appeals and adjudication process.

Additionally, our hospice service revenue is subject to certain limitations on payments from Medicare which are considered variable consideration. We are subject to an inpatient cap limit and an overall Medicare payment cap for each provider number. We monitor these caps on a provider-by-provider basis and estimate amounts due back to Medicare if we estimate a cap has been exceeded. We record these adjustments as a reduction to revenue and an increase in accrued expenses within our condensed consolidated balance sheets. Providers are required to self-report and pay their estimated cap liability by February 28th of the following year. Prior to the 2016 final rule, the cap year began on November 1st and ended on October 31st. Effective with the 2016 final rule, the cap year was changed to align with the federal fiscal year which begins on October 1st and ends on September 30th. As of September 30, 2022, we have recorded $4.1 million for estimated amounts due back to Medicare in accrued expenses for the Federal cap years ended October 31, 2016 through September 30, 2022. As of December 31, 2021, we had recorded $4.5 million for estimated amounts due back to Medicare in accrued expenses for the Federal cap years ended October 31, 2016 through September 30, 2022.

Hospice Non-Medicare Revenue

Gross revenue is recorded on an accrual basis based upon the date of service at amounts equal to our established rates or estimated per day rates, as applicable. Contractual revenue adjustments are recorded for the difference between our standard rates and the contractual rates to be realized from patients, third-party payors and others for services provided and are deducted from gross revenue to determine our net service revenue. We also make non-contractual adjustments to non-Medicare revenue based on our historical experience to reflect the estimated transaction price.

Personal Care Revenue Recognition

Personal Care Revenue

We generate net service revenues by providing our services directly to patients based on authorized hours, visits or units determined by the relevant agency, at a rate that is either contractual or fixed by legislation. Net service revenue is recognized at the time services are rendered based on gross charges for the services provided, reduced by estimates for contractual and non-contractual revenue adjustments. We receive payment for providing such services from payors, including state and local governmental agencies, managed care organizations, commercial insurers and private consumers. Payors include the following elder service agencies: Aging Services Access Points ("ASAPs"), Senior Care Options ("SCOs"), Program of All-Inclusive Care for the Elderly ("PACE") and the Veterans Administration ("VA").

High Acuity Care Revenue Recognition

High Acuity Care Revenue

Our revenues are derived from contracts with (1) health insurance plans for the coordination and provision of home recovery care services to clinically-eligible patients who are enrolled members in those insurance plans, (2) health system partners for the coordination and provision of home recovery care services to clinically-eligible patients who are discharged early from a health system facility to complete their inpatient stay at home and (3) Medicare and other payors for the provision of home health services.

Under our health insurance plan contracts, we provide home recovery care services, which include hospital-equivalent ("H@H") and skilled nursing facility ("SNF") equivalent services ("SNF@H"), for high acuity care patients on a full risk basis whereby we assume the financial risk for the coordination and payment of all hospital or SNF replacement medical services necessary to treat the medical condition for which the patient was diagnosed in a home-based setting for a 30-day (H@H) or 60-day (SNF@H) episode of care in exchange for a fixed contracted bundled rate. For H@H programs, the fixed rate is based on the assigned diagnosis related group ("DRG") and the 30-day post-discharge related spend. For SNF@H programs, the fixed rate is based on the 60-day post-discharge related spend. Our performance obligation is the coordination and provision of patient care in accordance with physicians’ orders over either a 30-day or 60-day episode of care. The majority of our care coordination services and direct patient care is provided in the first five to seven days of the episode period (the "acute phase"). Monitoring services and follow-up direct patient care, as deemed necessary by the treating physician, are provided throughout the remainder of the episode. Since the majority of our services are provided during the acute phase, we recognize net service revenues over the acute phase based on gross charges for the services provided per the applicable managed care contract rates, reduced by estimates for revenue adjustments.

Under our contracts with health system partners, we provide home recovery care services for high acuity patients on a limited risk basis whereby we assume the risk for certain healthcare services during the remainder of an inpatient acute stay serviced at the patient’s home in exchange for a contracted per diem rate. The performance obligation is the coordination and provision of required medical services, as determined by the treating physician, for each day the patient receives inpatient-equivalent care at home. As such, revenues are recognized as services are administered and as our performance obligations are satisfied on a per diem basis, reduced by estimates for revenue adjustments.

We recognize adjustments to revenue during the period in which changes to estimates of assigned patient diagnoses or episode terminations become known, in accordance with the applicable managed care contracts. For certain health insurance plans, revenue is reduced by amounts owed by enrollees to healthcare providers under deductible, coinsurance or copay provisions of health insurance plan policies, since those amounts are repaid to the health insurance plans by us as part of a retrospective reconciliation process.

In March 2022, our high acuity care segment entered into a transaction in which one of our health system partners contributed its home health operations to one of our existing high acuity care joint ventures. We recognize Medicare and non-Medicare revenue in a manner that is consistent with our home health segment revenue recognition policy described above.

Government Grants

We account for government grants in accordance with Accounting Standards Update ("ASU") 2021-10, Government Assistance (Topic 832), by applying the grant model in accordance with International Accounting Standard ("IAS") 20, Accounting for Government Grants and Disclosure of Government Assistance, and as such, we recognize grant income on a systematic basis in line with the recognition of expenses or the loss of revenues for which the grants are intended to compensate. We recognize grants once both of the following conditions are met: (1) we are able to comply with the relevant conditions of the grant and (2) the grant will be received. See Note 3 – Novel Coronavirus Pandemic ("COVID-19") for additional information on our accounting for government funds received under the Coronavirus Aid, Relief and Economic Security Act ("CARES Act").

Cash, Cash Equivalents and Restricted Cash

Cash and cash equivalents include certificates of deposit and all highly liquid debt instruments with maturities of three months or less when purchased. Restricted cash includes cash that is not available for ordinary business use. As of September 30, 2022 and December 31, 2021, we had $13.5 million and $3.1 million, respectively, classified as restricted cash related to funds placed into escrow accounts in connection with the indemnity, closing payment and other provisions within the purchase agreements of our acquisitions. The increase in restricted cash from December 31, 2021 to September 30, 2022 is related to our

acquisitions of Evolution Health, LLC ("Evolution") and AssistedCare Home Health, Inc. and RH Homecare Services, LLC ("AssistedCare") on April 1, 2022. See Note 4 – Acquisitions for additional information.

The following table summarizes the balances related to our cash, cash equivalents and restricted cash (amounts in millions):

	As of September 30, 2022		As of December 31, 2021
Cash and cash equivalents	$	18.0	$	42.7
Restricted cash	13.5		3.1
Cash, cash equivalents and restricted cash	$	31.5	$	45.8

Patient Accounts Receivable

We report accounts receivable from services rendered at their estimated transaction price, which includes contractual and non-contractual revenue adjustments based on the amounts expected to be due from payors. Our patient accounts receivable are uncollateralized and consist of amounts due from Medicare, Medicaid, other third-party payors and patients. Our non-Medicare third-party payor base is comprised of a diverse group of payors that are geographically dispersed across the country. As of September 30, 2022, there is no single payor, other than Medicare, that accounts for more than 10% of our total outstanding patient receivables. Thus, we believe there are no other significant concentrations of receivables that would subject us to any significant credit risk in the collection of our patient accounts receivable. We write off accounts on a monthly basis once we have exhausted our collection efforts and deem an account to be uncollectible. We believe the collectability risk associated with our Medicare accounts, which represented 65% and 68% of our patient accounts receivable at September 30, 2022 and December 31, 2021, respectively, is limited due to our historical collection rate of over 99% from Medicare and the fact that Medicare is a U.S. government payor.

We do not believe there are any significant concentrations of revenues from any payor that would subject us to any significant credit risk in the collection of our accounts receivable.

Medicare Home Health

For our home health patients (within both our home health and high acuity care segments), our pre-billing process includes verifying that we are eligible for payment from Medicare for the services that we provide to our patients. Our Medicare billing begins with a process to ensure that our billings are accurate through the utilization of an electronic Medicare claim review. We bill Medicare following the end of each 30-day period of care or upon discharge, if earlier, for the services provided to the patient.

Medicare Hospice

For our hospice patients, our pre-billing process includes verifying that we are eligible for payment from Medicare for the services that we provide to our patients. Our Medicare billing begins with a process to ensure that our billings are accurate through the utilization of an electronic Medicare claim review. We bill Medicare on a monthly basis for the services provided to the patient.

Non-Medicare Home Health, Hospice, Personal Care and High Acuity Care

For our non-Medicare patients, our pre-billing process primarily begins with verifying a patient’s eligibility for services with the applicable payor. Once the patient has been confirmed for eligibility, we will provide services to the patient and bill the applicable payor. Our review and evaluation of non-Medicare accounts receivable includes a detailed review of outstanding balances and special consideration to concentrations of receivables from particular payors or groups of payors with similar characteristics that would subject us to any significant credit risk.

Business Combinations

We account for acquisitions using the acquisition method of accounting in accordance with ASC 805, Business Combinations. Acquisitions are accounted for as purchases and are included in our condensed consolidated financial statements from their respective acquisition dates. Assets acquired, liabilities assumed and noncontrolling interests, if any, are measured at fair value on the acquisition date using the appropriate valuation method. Goodwill generated from acquisitions is recognized for the excess of the purchase price over tangible and identifiable intangible assets. In determining the fair value of identifiable intangible assets and noncontrolling interests, we use various valuation techniques including the income approach, the cost approach and the market approach. These valuation methods require us to make estimates and assumptions surrounding projected revenues and costs, growth rates and discount rates.

Fair Value of Financial Instruments

The following details our financial instruments where the carrying value and the fair value differ (amounts in millions):

	Fair Value at Reporting Date Using
Financial Instrument	Carrying Value as of September 30, 2022		Quoted Prices in Active Markets for Identical Items (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
Long-term obligations	$	457.4	$	—	$	473.4	$	—

The fair value hierarchy is based on three levels of inputs, of which the first two are considered observable and the last unobservable, that may be used to measure fair value. The three levels of inputs are as follows:

•Level 1 – Quoted prices in active markets for identical assets and liabilities.

•Level 2 – Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities, quoted prices in markets that are not active or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities.

•Level 3 – Unobservable inputs that are supported by little or no market activity and are significant to the fair value of the assets or liabilities.

Our deferred compensation plan assets are recorded at fair value and are considered a level 2 measurement. For our other financial instruments, including our cash and cash equivalents, patient accounts receivable, accounts payable, payroll and employee benefits and accrued expenses, we estimate the carrying amounts approximate fair value.

Weighted-Average Shares Outstanding

Net income per share attributable to Amedisys, Inc. common stockholders, calculated on the treasury stock method, is based on the weighted average number of shares outstanding during the period. The following table sets forth, for the periods indicated, shares used in our computation of weighted-average shares outstanding, which are used to calculate our basic and diluted net income attributable to Amedisys, Inc. common stockholders (amounts in thousands):

	For the Three- Month Periods Ended September 30,		For the Nine- Month Periods Ended September 30,
	2022	2021	2022	2021
Weighted average number of shares outstanding - basic	32,482	32,607	32,519	32,658
Effect of dilutive securities:
Stock options	38	113	50	135
Non-vested stock and stock units	96	179	111	228
Weighted average number of shares outstanding - diluted	32,616	32,899	32,680	33,021
Anti-dilutive securities	202	141	276	82

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NOVEL CORONAVIRUS PANDEMIC "COVID-19"

9 Months Ended

Sep. 30, 2022

Unusual or Infrequent Items, or Both [Abstract]

COVID-19

NOVEL CORONAVIRUS PANDEMIC ("COVID-19")

In March 2020, the World Health Organization declared COVID-19 a pandemic. As a healthcare at home company, we have been and will continue to be impacted by the effects of COVID-19; however, we remain committed to carrying out our mission of caring for our patients. We will continue to closely monitor the impact of COVID-19 on all aspects of our business, including the impacts to our employees, patients and suppliers; however, at this time, we are unable to estimate the ultimate impact the pandemic will have on our consolidated financial condition, results of operations or cash flows.

On March 27, 2020, the CARES Act was signed into legislation. The CARES Act provided for $175 billion to healthcare providers, including hospitals on the front lines of the COVID-19 pandemic. Of this total allocated amount, $30 billion was distributed immediately to providers based on their proportionate share of Medicare fee-for-service reimbursements in 2019. Healthcare providers were required to sign an attestation confirming receipt of the Provider Relief Fund ("PRF") funds and agree to the terms and conditions of payment. Our home health and hospice segments received approximately $100 million from the first $30 billion of funds distributed to healthcare providers in April 2020, which is inclusive of $2 million related to our joint venture care centers (equity method investments). We also acquired approximately $6 million of PRF funds in connection with the acquisition of AseraCare Hospice ("AseraCare"). Under the terms and conditions for receipt of the payment, we were allowed to use the funds to cover lost revenues and health care costs related to COVID-19 through June 30, 2021, and we were required to properly and fully document the use of these funds in reports to the U.S. Department of Health and Human Services ("HHS"). All required reporting was completed during the three-month period ended September 30, 2021, and our audit report was submitted to HHS on September 26, 2022.

For our wholly-owned subsidiaries, we utilized PRF funds to the extent we had qualifying COVID-19 expenses; we did not use PRF funds to cover lost revenues resulting from COVID-19. The grant income associated with the COVID-19 expenses incurred through June 30, 2021 is reflected in other operating income within our condensed consolidated statements of operations.

We did not fully utilize the PRF funds received; all unutilized funds were repaid in October 2021. In summary, the total funds that we received from the CARES Act PRF were accounted for as follows (amounts in millions):

	Amount
Funds utilized through June 30, 2021 by consolidated entities	$	46.6
Funds repaid to the government by consolidated entities (excludes $0.2 million of interest repaid)	58.3
Funds utilized through June 30, 2021 by unconsolidated joint ventures	1.3
Funds repaid to the government by unconsolidated joint ventures	0.6
	$	106.8

The CARES Act also provided for the temporary suspension of the automatic 2% reduction of Medicare claim reimbursements ("sequestration") for the period May 1, 2020 through December 31, 2020. During 2020 and 2021, Congress passed additional COVID-19 relief legislation which extended the 2% suspension of sequestration through March 31, 2022; sequestration was reinstated as a 1% reduction to Medicare claim reimbursements effective April 1, 2022 and as a 2% reduction to Medicare claim reimbursements effective July 1, 2022. Due to the reinstatement of sequestration on July 1, 2022, we did not receive a benefit to net service revenue during the three-month period ended September 30, 2022; however, we recognized a $9 million benefit to net service revenue during the three-month period ended September 30, 2021. During the nine-month periods ended September 30, 2022 and 2021, we recognized benefits to net service revenue totaling $13 million and $27 million, respectively.

Additionally, the CARES Act provided for the deferral of the employer share of social security tax (6.2%), effective for payments due after the enactment date through December 31, 2020. During 2020, we deferred approximately $55 million of social security taxes. Approximately $27 million was paid during December 2021; the remaining balance is due on December 31, 2022 and is reflected in payroll and employee benefits within our condensed consolidated balance sheet.

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ACQUISITIONS

9 Months Ended

Sep. 30, 2022

Business Combinations [Abstract]

ACQUISITIONS

ACQUISITIONS

We complete acquisitions from time to time in order to pursue our strategy of increasing our market presence by expanding our service base and enhancing our position in certain geographic areas as a leading provider of home health, hospice, personal care and high acuity care services. The purchase price paid for acquisitions is negotiated through arm’s length transactions, with consideration based on our analysis of, among other things, comparable acquisitions and expected cash flows. Acquisitions are accounted for as purchases and are included in our condensed consolidated financial statements from their respective acquisition dates. Goodwill generated from acquisitions is recognized for the excess of the purchase price over tangible and identifiable intangible assets because of the expected contributions of the acquisitions to our overall corporate strategy. We typically engage outside appraisal firms to assist in the fair value determination of identifiable intangible assets for significant acquisitions. The preliminary purchase price allocation is adjusted, as necessary, up to one year after the acquisition closing date if management obtains more information regarding asset valuations and liabilities assumed.

2022 Acquisitions

On March 23, 2022, we entered into a transaction with one of our high acuity care health system partners in which we contributed cash and our health system partner contributed its home health operations to one of our existing high acuity care joint ventures. As a result of this transaction, we recorded goodwill of $8.5 million, other intangibles of $0.4 million (certificate of need and licenses) and noncontrolling interest of $8.9 million within our condensed consolidated balance sheet. The fair value of noncontrolling interest was determined using an income approach and a market approach.

On April 1, 2022, we acquired 15 home health care centers from Evolution Health, LLC, a division of Envision Healthcare, doing business as Guardian Healthcare, Gem City, and Care Connection of Cincinnati ("Evolution"), for an estimated purchase price of $67.8 million. A portion of the purchase price ($51.1 million) was paid to the seller with cash on hand and proceeds from borrowings under our Revolving Credit Facility. The remainder ($16.7 million) was placed into an escrow account in accordance with the closing payment, indemnity and other provisions within the purchase agreement and recorded as restricted cash within our condensed consolidated balance sheet. Corresponding liabilities were also recorded to accrued expenses and other long-term obligations within our condensed consolidated balance sheet related to these contingent consideration arrangements.

Of the total $16.7 million placed into escrow, $1.0 million was set aside for the closing payment adjustment. The closing payment calculated on the acquisition date included estimates for cash, working capital and various other items. Under the purchase agreement, the purchase price was subject to an adjustment for any differences between estimated amounts included in the closing payment and actual amounts at close. The closing payment adjustment, which was finalized during the three-month period ended September 30, 2022, decreased the purchase price by $1.3 million from $67.8 million to $66.5 million. The remaining $15.7 million placed into escrow relates to certain outstanding matters existing as of the acquisition date as well as potential losses the Company may incur for which the seller has an obligation to indemnify the Company. This amount will either be paid to third parties as outstanding matters are resolved or to the seller at certain intervals in the future. As of September 30, 2022, $5.7 million of the $16.7 million has been released from escrow.

We expect $15 million of goodwill recorded for this acquisition to be deductible for income tax purposes over approximately 15 years.

Evolution contributed $10.1 million in net service revenue and an operating loss of $1.9 million during the three-month period ended September 30, 2022 and $21.4 million in net service revenue and an operating loss of $3.8 million during the nine-month period ended September 30, 2022.

The Company is in the process of reviewing the fair value of the assets acquired and liabilities assumed. During the three-month period ended September 30, 2022, total assets acquired decreased by $0.4 million and total liabilities assumed (specifically, the deferred income tax liability) decreased by $0.5 million as a result of our review. These adjustments combined with the closing payment adjustment of $1.3 million described above resulted in a $1.4 million decrease in goodwill. Based on the Company's preliminary valuation, which may be revised as additional information becomes available during the measurement period, the total consideration of $66.5 million has been allocated to assets acquired and liabilities assumed as of the acquisition date as follows (amounts in millions):

	Amount
ASSETS
Patient accounts receivable	$	9.3
Prepaid expenses	0.2
Other current assets	0.1
Property and equipment	1.9
Operating lease right of use assets	3.2
Intangible assets (licenses)	1.3
Other assets	0.1
Total assets acquired	$	16.1
LIABILITIES AND EQUITY
Accounts payable	$	(0.8)
Payroll and employee benefits	(2.7)
Accrued expenses	(2.3)
Operating lease liabilities	(2.8)
Deferred income tax liability	—
Current portion of long-term obligations	(0.6)
Total liabilities assumed	(9.2)
Net identifiable assets acquired	$	6.9
Goodwill	59.6
Total consideration	$	66.5

On April 1, 2022, we acquired two home health locations from AssistedCare Home Health, Inc. and RH Homecare Services, LLC, doing business as AssistedCare Home Health and AssistedCare of the Carolinas ("AssistedCare"), respectively, for a purchase price of $24.7 million. A portion of the purchase price ($22.2 million) was paid to the seller with cash on hand and proceeds from borrowings under our Revolving Credit Facility. The remainder ($2.5 million) was placed into an escrow account in accordance with the indemnity provisions within the purchase agreement and is reflected in restricted cash within our condensed consolidated balance sheet. A corresponding liability was also recorded to other long-term obligations within our condensed consolidated balance sheet related to this contingent consideration arrangement. The $2.5 million will either be paid to third parties or to the seller at certain intervals in the future.

Based on the Company's preliminary valuation, we recorded goodwill of $24.0 million and other intangibles of $0.7 million in connection with the acquisition. Intangible assets acquired include licenses ($0.5 million), certificates of need ($0.2 million) and acquired names ($0.1 million). The acquired names will be amortized over a weighted average period of one year.

We expect the entire amount of goodwill recorded for this acquisition to be deductible for income tax purposes over approximately 15 years.

AssistedCare contributed $1.9 million in net service revenue and an operating loss of less than $0.1 million during the three-month period ended September 30, 2022 and $4.5 million in net service revenue and operating income of $0.6 million during the nine-month period ended September 30, 2022.

2021 Acquisitions

On August 1, 2021, we acquired Contessa, a leader in hospital-at-home and skilled nursing facility at-home services for an estimated purchase price of $240.7 million, net of cash acquired. The Contessa purchase price included estimates for cash, working capital and other items. Under the purchase agreement, the purchase price was subject to a closing payment adjustment for any differences between estimated amounts included in the closing payment and actual amounts at close. The closing payment adjustment, which was finalized during the three-month period ended December 31, 2021, increased the purchase price by $0.6 million from $240.7 million to $241.3 million.

The Company has finalized its valuation of the assets acquired, liabilities assumed and noncontrolling interests. During the three-month period ended September 30, 2022, the deferred income liability was adjusted downward by $2.8 million resulting in a $2.8 million decrease in goodwill. The total consideration of $241.3 million has been allocated to assets acquired, liabilities assumed and noncontrolling interests as of the acquisition date as follows (amounts in millions):

	Amount
ASSETS
Patient accounts receivable	$	1.5
Prepaid expenses	0.3
Other current assets	0.1
Property and equipment	0.3
Operating lease right of use assets	0.8
Intangible assets	54.3
Other assets	3.1
Total assets acquired	$	60.4
LIABILITIES AND EQUITY
Accounts payable	$	(0.1)
Payroll and employee benefits	(0.6)
Accrued expenses	(3.4)
Operating lease liabilities	(0.8)
Deferred income tax liability	(0.3)
Current portion of long-term obligations	(0.9)
Other long-term obligations	(0.2)
Total liabilities assumed	(6.3)
Noncontrolling interests	(43.9)
Total equity assumed	(43.9)
Total liabilities and equity assumed	$	(50.2)
Net identifiable assets acquired	$	10.2
Goodwill	231.1
Total consideration	$	241.3

Intangible assets acquired include acquired names ($28.3 million), technology ($19.8 million) and non-compete agreements ($6.2 million). The non-compete agreements will be amortized over a weighted-average period of 2.0 years, and the technology will be amortized over a weighted-average period of 7.0 years. The fair value of noncontrolling interest ($43.9 million) was determined using an income approach.

We do not expect any of the goodwill recorded for this acquisition to be deductible for income tax purposes.

Contessa contributed $5.5 million in net service revenue and an operating loss of $12.4 million (inclusive of technology intangibles amortization totaling $0.7 million) during the three-month period ended September 30, 2022 and $12.6 million in net service revenue and an operating loss of $29.8 million (inclusive of technology intangibles amortization totaling $2.2 million) during the nine-month period ended September 30, 2022. During the three and nine-month periods ended September 30, 2021, Contessa contributed $1.5 million in net service revenue and an operating loss of $3.8 million (inclusive of technology intangibles amortization totaling $0.5 million).

For details regarding the Company's 2021 acquisitions, see Note 4 to the audited consolidated financial statements in our 2021 Annual Report on Form 10-K.

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LONG-TERM OBLIGATIONS

9 Months Ended

Sep. 30, 2022

Debt Disclosure [Abstract]

LONG-TERM OBLIGATIONS

LONG-TERM OBLIGATIONS

Long-term debt consists of the following for the periods indicated (amounts in millions):

	September 30, 2022		December 31, 2021
$450.0 million Term Loan; interest rate at Base Rate plus Applicable Rate or Eurodollar Rate plus Applicable Rate (4.6% at September 30, 2022); due July 30, 2026	$	438.7	$	447.2
$550.0 million Revolving Credit Facility; interest only payments; interest rate at Base Rate plus Applicable Rate or Eurodollar Rate plus Applicable Rate (4.6% at September 30, 2022); due July 30, 2026	18.5		—
Promissory notes	0.2		0.8
Finance leases	2.4		1.6
Principal amount of long-term obligations	459.8		449.6
Deferred debt issuance costs	(3.8)		(4.5)
	456.0		445.1
Current portion of long-term obligations	(12.6)		(13.0)
Total	$	443.4	$	432.1

Second Amendment to the Credit Agreement

On July 30, 2021, we entered into the Second Amendment to our Credit Agreement (as amended by the Second Amendment, the "Second Amended Credit Agreement"). The Second Amended Credit Agreement provides for a senior secured credit facility in an initial aggregate principal amount of up to $1.0 billion, which includes a $550.0 million Revolving Credit Facility and a term loan facility with a principal amount of up to $450.0 million (the "Amended Term Loan Facility" and collectively with the Revolving Credit Facility, the "Amended Credit Facility").

Net proceeds from the $450.0 million Amended Term Loan Facility were used to fund the Contessa acquisition.

The loans issued under the Amended Credit Facility bear interest on a per annum basis, at our election, at either: (i) the Base Rate plus the Applicable Rate or (ii) the Eurodollar Rate plus the Applicable Rate. The “Base Rate” means a fluctuating rate per annum equal to the highest of (a) the federal funds rate plus 0.50% per annum, (b) the prime rate of interest established by the Administrative Agent, and (c) the Eurodollar Rate plus 1% per annum. The “Eurodollar Rate” means the quoted rate per annum equal to the London Interbank Offered Rate (“LIBOR”) or a comparable successor rate approved by the Administrative Agent for an interest period of one, three or six months (as selected by us). The “Applicable Rate” is based on the consolidated leverage ratio and is presented in the table below. As of September 30, 2022, the Applicable Rate is 0.50% per annum for Base Rate loans and 1.50% per annum for Eurodollar Rate loans. We are also subject to a commitment fee and letter of credit fee under the terms of the Second Amended Credit Agreement, as presented in the table below.

Pricing Tier	Consolidated Leverage Ratio	Base Rate Loans	Eurodollar Rate Loans and Daily Floating LIBOR Rate Loans	Commitment Fee	Letter of Credit Fee
I	> 3.00 to 1.0	1.00%	2.00%	0.30%	1.75%
II	< 3.00 to 1.0 but > 2.00 to 1.0	0.75%	1.75%	0.25%	1.50%
III	< 2.00 to 1.0 but > 0.75 to 1.0	0.50%	1.50%	0.20%	1.25%
IV	< 0.75 to 1.0	0.25%	1.25%	0.15%	1.00%

The final maturity date of the Amended Credit Facility is July 30, 2026. The Revolving Credit Facility will terminate and be due and payable as of the final maturity date. The Amended Term Loan Facility, however, is subject to quarterly amortization of principal in the amount of (i) 0.625% for the period commencing on July 30, 2021 and ending on September 30, 2023, and (ii) 1.250% for the period commencing on October 1, 2023 and ending on July 30, 2026. The remaining balance of the Amended Term Loan Facility must be paid upon the final maturity date. In addition to the scheduled amortization of the Amended Term Loan Facility, and subject to customary exceptions and reinvestment rights, we are required to prepay the Amended Term Loan Facility first and the Revolving Credit Facility second with 100% of all net cash proceeds received by any

loan party or any subsidiary thereof in connection with (a) any asset sale or disposition where such loan party receives net cash proceeds in excess of $5 million or (b) any debt issuance that is not permitted under the Second Amended Credit Agreement.

The Second Amended Credit Agreement requires maintenance of two financial covenants: (i) a consolidated leverage ratio of funded indebtedness to Earnings Before Interest, Taxes, Depreciation and Amortization ("EBITDA"), as defined in the Second Amended Credit Agreement, and (ii) a consolidated interest coverage ratio of EBITDA to cash interest charges, as defined in the Second Amended Credit Agreement. Each of these covenants is calculated over rolling four-quarter periods and also is subject to certain exceptions and baskets. The Second Amended Credit Agreement also contains customary covenants, including, but not limited to, restrictions on: incurrence of liens, incurrence of additional debt, sales of assets and other fundamental corporate changes, investments and declarations of dividends. These covenants contain customary exclusions and baskets as detailed in the Second Amended Credit Agreement. In connection with our entry into the Second Amended Credit Agreement, we recorded $2.8 million in deferred debt issuance costs as long-term obligations, less current portion within our condensed consolidated balance sheet during the three-month period ended September 30, 2021.

The Revolving Credit Facility is guaranteed by substantially all of our wholly-owned direct and indirect subsidiaries. The Second Amended Credit Agreement requires at all times that we (i) provide guarantees from wholly-owned subsidiaries that in the aggregate represent not less than 95% of our consolidated net revenues and adjusted EBITDA from all wholly-owned subsidiaries and (ii) provide guarantees from subsidiaries that in the aggregate represent not less than 70% of consolidated adjusted EBITDA, subject to certain exceptions.

Our weighted average interest rate for borrowings under our $550.0 million Revolving Credit Facility was 4.2% and 3.2% for the three and nine-month periods ended September 30, 2022, respectively, and 2.9% and 1.9% for the three and nine-month periods ended September 30, 2021, respectively. Our weighted average interest rate for borrowings under our Amended Term Loan Facility was 3.8% and 2.6% for the three and nine-month periods ended September 30, 2022, respectively, and 1.6% and 1.5% for the three and nine-month periods ended September 30, 2021, respectively.

As of September 30, 2022, our consolidated leverage ratio was 1.8, our consolidated interest coverage ratio was 13.3 and we are in compliance with our covenants under the Second Amended Credit Agreement. In the event we are not in compliance with our debt covenants in the future, we would pursue various alternatives in an attempt to successfully resolve the non-compliance, which might include, among other things, seeking debt covenant waivers or amendments.

As of September 30, 2022, our availability under our $550.0 million Revolving Credit Facility was $503.7 million as we have $18.5 million outstanding in borrowings and $27.8 million outstanding in letters of credit.

Joinder Agreements

In connection with the Compassionate Care Hospice ("CCH") acquisition, we entered into a Joinder Agreement, dated as of February 4, 2019 (the “CCH Joinder”), pursuant to which CCH and its subsidiaries were made parties to, and became subject to the terms and conditions of, the Amended Credit Agreement (now the Second Amended Credit Agreement), the Amended and Restated Security Agreement, dated as of June 29, 2018 (the “Amended and Restated Security Agreement”), and the Amended and Restated Pledge Agreement, dated as of June 29, 2018 (the “Amended and Restated Pledge Agreement”). In connection with the AseraCare acquisition, we entered into a Joinder Agreement, dated as of June 12, 2020, pursuant to which the AseraCare entities were made parties to, and became subject to the terms and conditions of, the Amended Credit Agreement (now the Second Amended Credit Agreement), the Amended and Restated Security Agreement and the Amended and Restated Pledge Agreement (the “AseraCare Joinder"). In connection with the Contessa acquisition and the Second Amendment, we entered into a Joinder Agreement, dated as of September 3, 2021, pursuant to which Contessa and its subsidiaries and Asana Hospice ("Asana"), which we acquired on January 1, 2020, and its subsidiaries were made parties to, and became subject to the terms and conditions of, the Second Amended Credit Agreement, the Amended and Restated Security Agreement and the Amended and Restated Pledge Agreement (the “Contessa and Asana Joinder,” and together with the CCH Joinder and the AseraCare Joinder, the “Joinders”).

Pursuant to the Joinders, the Amended and Restated Security Agreement and the Amended and Restated Pledge Agreement, CCH and its subsidiaries, the AseraCare entities, Contessa and its subsidiaries and Asana and its subsidiaries granted in favor of the Administrative Agent a first lien security interest in substantially all of their personal property assets and pledged to the Administrative Agent each of their respective subsidiaries' issued and outstanding equity interests. CCH and its subsidiaries, the AseraCare entities, Contessa and its subsidiaries and Asana and its subsidiaries also guaranteed our obligations, whether now existing or arising after the respective effective dates of the Joinders, under the Second Amended Credit Agreement pursuant to the terms of the Joinders and the Second Amended Credit Agreement.

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COMMITMENTS AND CONTINGENCIES

9 Months Ended

Sep. 30, 2022

Commitments and Contingencies Disclosure [Abstract]

COMMITMENTS AND CONTINGENCIES

COMMITMENTS AND CONTINGENCIES

Legal Proceedings - Ongoing

We are involved in legal actions in the normal course of business, some of which seek monetary damages, including claims for punitive damages. Based on information available to us as of the date of this filing, we do not believe that these normal course actions, when finally concluded and determined, will have a material impact on our consolidated financial condition, results of operations or cash flows.

Legal fees related to all legal matters are expensed as incurred.

Legal Proceedings - Completed

Subpoena Duces Tecum and Civil Investigative Demands Issued by the U.S. Department of Justice

On May 7, 2021, the U.S. Department of Justice notified the Company that they were closing their investigation into the below-referenced Subpoena Duces Tecum ("Subpoena") and civil investigative demands ("CIDs"). At the time, we had $6.5 million recorded to accrued expenses in our condensed consolidated balance sheets related to these matters. We reversed this accrual during the three-month period ended June 30, 2021.

On May 21, 2015, we received a Subpoena issued by the U.S. Department of Justice. The Subpoena requested the delivery of information regarding 53 identified hospice patients to the United States Attorney’s Office for the District of Massachusetts. It also requested the delivery of documents relating to our hospice clinical and business operations and related compliance activities. The Subpoena generally covered the period from January 1, 2011 through May 21, 2015.

On November 3, 2015, we received a CID issued by the U.S. Department of Justice pursuant to the federal False Claims Act relating to claims submitted to Medicare and/or Medicaid for hospice services provided through designated facilities in the Morgantown, West Virginia area. The CID requested the delivery of information to the United States Attorney’s Office for the Northern District of West Virginia regarding 66 identified hospice patients, as well as documents relating to our hospice clinical and business operations in the Morgantown area. The CID generally covered the period from January 1, 2009 through August 31, 2015.

On June 27, 2016, we received a CID issued by the U.S. Department of Justice pursuant to the federal False Claims Act relating to claims submitted to Medicare and/or Medicaid for hospice services provided through designated facilities in the Parkersburg, West Virginia area. The CID requested the delivery of information to the United States Attorney’s Office for the Southern District of West Virginia regarding 68 identified hospice patients, as well as documents relating to our hospice clinical and business operations in the Parkersburg area. The CID generally covered the period from January 1, 2011 through June 20, 2016.

Third Party Audits - Ongoing

From time to time, in the ordinary course of business, we are subject to audits under various governmental programs in which third party firms engaged by CMS, including Recovery Audit Contractors (“RACs”), Zone Program Integrity Contractors (“ZPICs”), Uniform Program Integrity Contractors (“UPICs”), Program Safeguard Contractors (“PSCs”), Medicaid Integrity Contractors (“MICs”), Supplemental Medical Review Contractors (“SMRCs”) and the Office of the Inspector General (“OIG”), conduct extensive reviews of claims data to identify potential improper payments. We cannot predict the ultimate outcome of any regulatory reviews or other governmental audits and investigations.

In July 2010, our subsidiary that provides hospice services in Florence, South Carolina received from a ZPIC a request for records regarding a sample of 30 beneficiaries who received services from the subsidiary during the period of January 1, 2008 through March 31, 2010 (the “Review Period”) to determine whether the underlying services met pertinent Medicare payment requirements. We acquired the hospice operations subject to this review on August 1, 2009; the Review Period covers time periods both before and after our ownership of these hospice operations. Based on the ZPIC’s findings for 16 beneficiaries, which were extrapolated to all claims for hospice services provided by the Florence subsidiary billed during the Review Period, on June 6, 2011, the Medicare Administrative Contractor (“MAC”) for the subsidiary issued a notice of overpayment seeking recovery from our subsidiary of an alleged overpayment. We dispute these findings, and our Florence subsidiary has filed appeals through the Original Medicare Standard Appeals Process, in which we are seeking to have those findings overturned. An administrative law judge ("ALJ") hearing was held in early January 2015. On January 18, 2016, we received a letter dated January 6, 2016 referencing the ALJ hearing decision for the overpayment issued on June 6, 2011. The decision was partially favorable with a new overpayment amount of $3.7 million with a balance owed of $5.6 million, including interest, based on 9 disputed claims (originally 16). We filed an appeal to the Medicare Appeals Council on the remaining 9 disputed claims and also argued that the statistical method used to select the sample was not valid. No assurances can be given as to the timing or outcome of the Medicare Appeals Council decision. As of September 30, 2022, Medicare has withheld payments of $5.7 million (including additional interest) as part of their standard procedures once this level of the appeal process has been reached. In the event we are not able to recoup this alleged overpayment, we are entitled to be indemnified by the prior owners of the hospice operations for amounts relating to the period prior to August 1, 2009. On January 10, 2019, an arbitration panel from the American Health Lawyers Association determined that the prior owners' liability for their indemnification obligation was $2.8 million. This amount is recorded as an indemnity receivable within other assets in our condensed consolidated balance sheets.

In July 2016, the Company received a request for medical records from SafeGuard Services, L.L.C (“SafeGuard”), a ZPIC, related to services provided by some of the care centers that the Company acquired from Infinity Home Care, L.L.C. The review period covered time periods both before and after our ownership of the care centers, which were acquired on December 31, 2015. In August 2017, the Company received Requests for Repayment from Palmetto GBA, LLC ("Palmetto") regarding Infinity Home Care of Lakeland, LLC ("Lakeland Care Centers") and Infinity Home Care of Pinellas, LLC ("Clearwater Care Center"). The Palmetto letters were based on a statistical extrapolation performed by SafeGuard which alleged an extrapolated overpayment of $34.0 million for the Lakeland Care Centers on a universe of 72 Medicare claims totaling $0.2 million in actual claims payments using a 100% error rate and an extrapolated overpayment of $4.8 million for the Clearwater Care Center on a universe of 70 Medicare claims totaling $0.2 million in actual claims payments using a 100% error rate.

The Lakeland Request for Repayment covered claims between January 2, 2014 and September 13, 2016. The Clearwater Request for Repayment covered claims between January 2, 2015 and December 9, 2016. As a result of partially successful Level I and Level II Administrative Appeals, the alleged overpayment for the Lakeland Care Centers was reduced to $26.0 million and the alleged overpayment for the Clearwater Care Center was reduced to $3.3 million. The Company filed Level III Administrative Appeals, and the ALJ hearings regarding the Lakeland Request for Repayment and the Clearwater Request for Repayment were held in April 2022.

The Company received the results of the ALJ hearing for the Clearwater Care Center and the Lakeland Care Centers on June 23, 2022 and June 30, 2022, respectively. The ALJ decisions for both the Clearwater Care Center and the Lakeland Care Centers were partially favorable for the claims that were reviewed, but the extrapolations were upheld. As a result, we increased our total accrual related to these matters from $17.4 million to $25.8 million during the three-month period ended June 30, 2022. The net of these two amounts, $8.4 million, was recorded as a reduction to net service revenue in our condensed consolidated statement of operations during the three-month period ended June 30, 2022. We received demands for repayment from Palmetto for both the Clearwater Care Center and the Lakeland Care Centers during the three-month period ended September 30, 2022. The demands were slightly less than our estimated accrual of $25.8 million. During the three-month period ended September 30, 2022, we adjusted our accrual to $25.2 million to reflect the final amounts owed, excluding interest. The repayment for the Lakeland Care Centers totaling $34.3 million ($22.8 million extrapolated repayment plus $11.5 million accrued interest) was made during the three-month period ended September 30, 2022. The repayment for the Clearwater Care Center totaling $3.7 million ($2.4 million extrapolated repayment plus $1.2 million accrued interest) was made on October 3, 2022. Additionally, we wrote off $1.5 million of receivables that were impacted by these matters. We expect to be indemnified by the prior owners, upon exhaustion of the parties' appeal rights, for approximately $10.9 million and have recorded this amount within other assets in our condensed consolidated balance sheets.

Insurance

We are obligated for certain costs associated with our insurance programs, including employee health, workers’ compensation and professional liability. While we maintain various insurance programs to cover these risks, we are self-insured for a substantial portion of our potential claims. We recognize our obligations associated with these costs, up to specified deductible limits, in the period in which a claim is incurred, including with respect to both reported claims and claims incurred but not reported. These costs have generally been estimated based on historical data of our claims experience. Such estimates, and the resulting reserves, are reviewed and updated by us on a quarterly basis.

Our health insurance has an exposure limit of $1.3 million for any individual covered life. Our workers’ compensation insurance has a retention limit of $2.0 million per incident, and our professional liability insurance has a retention limit of $0.3 million per incident.

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SEGMENT INFORMATION

9 Months Ended

Sep. 30, 2022

Segment Reporting [Abstract]

SEGMENT INFORMATION

SEGMENT INFORMATION

Our operations involve servicing patients through our four reportable business segments: home health, hospice, personal care and high acuity care. Our home health segment delivers a wide range of services in the homes of individuals who may be recovering from an illness, injury or surgery. Our hospice segment provides care that is designed to provide comfort and support for those who are facing a terminal illness. Our personal care segment provides patients with assistance with the essential activities of daily living. Our high acuity care segment, which was established with the acquisition of Contessa on August 1, 2021, delivers the essential elements of inpatient hospital and SNF care to patients in their homes. The “other” column in the following tables consists of costs relating to executive management and administrative support functions, primarily information services, accounting, finance, billing and collections, legal, compliance, risk management, procurement, marketing, clinical administration, training, human resources and administration.

Management evaluates performance and allocates resources based on the operating income of the reportable segments, which includes an allocation of corporate expenses directly attributable to the specific segment and includes revenues and all other costs directly attributable to the specific segment. Segment assets are not reviewed by the company’s chief operating decision maker and therefore are not disclosed below (amounts in millions).

	For the Three-Month Period Ended September 30, 2022
	Home Health		Hospice		Personal Care		High Acuity Care		Other		Total
Net service revenue	$	337.2	$	198.7	$	16.6	$	5.5	$	—	$	558.0
Cost of service, excluding depreciation and amortization	195.3		109.4		12.2		5.3		—		322.2
General and administrative expenses	88.3		49.1		2.4		8.8		39.8		188.4
Depreciation and amortization	0.9		0.5		—		0.8		3.3		5.5
Investment impairment	—		—		—		3.0		—		3.0
Operating expenses	284.5		159.0		14.6		17.9		43.1		519.1
Operating income (loss)	$	52.7	$	39.7	$	2.0	$	(12.4)	$	(43.1)	$	38.9
	For the Three-Month Period Ended September 30, 2021
	Home Health		Hospice		Personal Care		High Acuity Care		Other		Total
Net service revenue	$	338.6	$	197.5	$	15.9	$	1.5	$	—	$	553.5
Other operating income	—		—		—		—		—		—
Cost of service, excluding depreciation and amortization	190.1		107.6		11.7		0.9		—		310.3
General and administrative expenses	82.4		49.5		2.6		3.9		40.5		178.9
Depreciation and amortization	1.1		0.7		0.1		0.5		5.1		7.5
Operating expenses	273.6		157.8		14.4		5.3		45.6		496.7
Operating income (loss)	$	65.0	$	39.7	$	1.5	$	(3.8)	$	(45.6)	$	56.8
	For the Nine-Month Period Ended September 30, 2022
	Home Health		Hospice		Personal Care		High Acuity Care		Other		Total
Net service revenue	$	1,012.8	$	590.2	$	45.5	$	12.6	$	—	$	1,661.1
Cost of service, excluding depreciation and amortization	573.3		323.2		34.5		12.3		—		943.3
General and administrative expenses	259.3		152.1		6.8		24.7		117.7		560.6
Depreciation and amortization	3.3		1.7		0.1		2.4		12.2		19.7
Investment impairment	—		—		—		3.0		—		3.0
Operating expenses	835.9		477.0		41.4		42.4		129.9		1,526.6
Operating income (loss)	$	176.9	$	113.2	$	4.1	$	(29.8)	$	(129.9)	$	134.5
	For the Nine-Month Period Ended September 30, 2021
	Home Health		Hospice		Personal Care		High Acuity Care		Other		Total
Net service revenue	$	1,016.5	$	586.9	$	49.9	$	1.5	$	—	$	1,654.8
Other operating income	7.3		6.0		—		—		—		13.3
Cost of service, excluding depreciation and amortization	563.5		314.4		37.4		0.9		—		916.2
General and administrative expenses	243.8		144.4		8.8		3.9		125.5		526.4
Depreciation and amortization	3.3		2.0		0.2		0.5		15.8		21.8
Operating expenses	810.6		460.8		46.4		5.3		141.3		1,464.4
Operating income (loss)	$	213.2	$	132.1	$	3.5	$	(3.8)	$	(141.3)	$	203.7

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SHARE REPURCHASE SHARE REPURCHASE

9 Months Ended

Sep. 30, 2022

Equity [Abstract]

SHARE REPURCHASE

SHARE REPURCHASES

On December 23, 2020, we announced that our Board of Directors authorized a stock repurchase program, under which we could repurchase up to $100 million of our outstanding common stock through December 31, 2021 (the "2021 Share Repurchase Program").

Under the terms of the 2021 Share Repurchase Program, we were allowed to repurchase shares from time to time through open market purchases, unsolicited or solicited privately negotiated transactions, an accelerated stock repurchase program, and/or a trading plan in compliance with Exchange Act Rule 10b5-1. The timing and the amount of the repurchases were determined by management based on a number of factors, including but not limited to share price, trading volume and general market conditions, as well as on working capital requirements, general business conditions and other factors.

Pursuant to this program, we repurchased 54,609 shares of our common stock at a weighted average price of $197.84 per share and a total cost of approximately $11 million during the three-month period ended September 30, 2021 and 351,714 shares of our common stock at a weighted average price of $241.30 per share and a total cost of approximately $85 million during the nine-month period ended September 30, 2021. The repurchased shares were classified as treasury shares. The 2021 Share Repurchase Program expired on December 31, 2021.

On August 2, 2021, our Board of Directors authorized a share repurchase program, under which we may repurchase up to $100 million of our outstanding common stock through December 31, 2022. This program commenced upon the completion of the Company's 2021 Share Repurchase Program (the "New Share Repurchase Program").

Under the terms of the New Share Repurchase Program, we are allowed to repurchase shares from time to time through open market purchases, unsolicited or solicited privately negotiated transactions, an accelerated stock repurchase program, and/or a trading plan in compliance with Exchange Act Rule 10b5-1. The timing and the amount of the repurchases will be determined by management based on a number of factors, including but not limited to share price, trading volume and general market conditions, as well as on working capital requirements, general business conditions and other factors.

Pursuant to this program, we repurchased 150,000 shares of our common stock at a weighted average price of $115.64 per share and a total cost of approximately $17 million during the nine-month period ended September 30, 2022. There were no shares repurchased during the three-month period ended September 30, 2022. The repurchased shares are classified as treasury shares.

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RELATED PARTY TRANSACTIONS RELATED PARTY TRANSACTIONS	9 Months Ended
	Sep. 30, 2022
Related Party Transactions [Abstract]
RELATED PARTY TRANSACTIONS	RELATED PARTY TRANSACTIONSWe have an investment in Medalogix, a healthcare predictive data and analytics company, which is accounted for under the equity method. We incurred costs totaling $2.4 million and $7.1 million during the three and nine-month periods ended September 30, 2022, respectively, and $1.4 million and $4.1 million during the three and nine-month periods ended September 30, 2021, respectively, in connection with our usage of Medalogix's analytics platforms. We believe that the terms of these transactions are consistent with those negotiated at arm's length.

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SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)

9 Months Ended

Sep. 30, 2022

Accounting Policies [Abstract]

Basis of Presentation

Basis of Presentation

In our opinion, the accompanying unaudited condensed consolidated financial statements contain all adjustments (consisting solely of normal recurring adjustments) necessary to present fairly our financial position, our results of operations and our cash flows in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) for interim financial reporting. Our results of operations for the interim periods presented are not necessarily indicative of the results of our operations for the entire year and have not been audited by our independent auditors.

This report should be read in conjunction with our consolidated financial statements and related notes included in our Annual Report on Form 10-K for the year ended December 31, 2021, as filed with the Securities and Exchange Commission (“SEC”) on February 24, 2022 (the “Form 10-K”), which includes information and disclosures not included herein.

Use of Estimates

Use of Estimates

Our accounting and reporting policies conform with U.S. GAAP. In preparing the unaudited condensed consolidated financial statements, we are required to make estimates and assumptions that impact the amounts reported in the condensed consolidated financial statements and accompanying notes. Actual results could differ from those estimates.

Principles of Consolidation

Principles of Consolidation

These unaudited condensed consolidated financial statements include the accounts of Amedisys, Inc. and our wholly-owned subsidiaries. All significant intercompany accounts and transactions have been eliminated in our accompanying unaudited condensed consolidated financial statements and business combinations accounted for as purchases have been included in our condensed consolidated financial statements from their respective dates of acquisition. In addition to our wholly-owned subsidiaries, we also have certain equity investments that are accounted for as set forth below.

Investments

Investments

We consolidate investments when the entity is a variable interest entity ("VIE") and we are the primary beneficiary or if we have controlling interests in the entity, which is generally ownership in excess of 50%. Third-party equity interests in our consolidated joint ventures are reflected as noncontrolling interests in our condensed consolidated financial statements.

We account for investments in entities in which we have the ability to exercise significant influence under the equity method if we hold 50% or less of the voting stock and the entity is not a VIE in which we are the primary beneficiary. The book value of investments that we account for under the equity method of accounting was $41.5 million and $48.1 million as of September 30, 2022 and December 31, 2021, respectively, and is reflected in other assets within our condensed consolidated balance sheets.

We account for investments in entities in which we have less than 20% ownership interest under the cost method of accounting if we do not have the ability to exercise significant influence over the investee. During the three-month period ended March 31, 2022, we made a $15.0 million investment in an entity accounted for under the cost method. The book value of investments that we account for under the cost method of accounting was $20.0 million and $5.0 million as of September 30, 2022 and December 31, 2021, respectively, and is reflected in other assets within our condensed consolidated balance sheets.

During the three-month period ended September 30, 2022, we sold a 30% interest in two of our home health care centers while maintaining a controlling interest in the newly formed joint venture. We are consolidating this joint venture. The total cash consideration received for the 30% noncontrolling interest was $3.9 million. In connection with the transaction, we recorded an after-tax gain of $2.9 million; this gain was recorded in additional paid-in capital within our condensed consolidated balance sheet.

During 2021, a third-party acquired a majority of the issued and outstanding membership interests of one of our equity method investments, Medalogix, for cash, with the remaining membership interests rolling over into a newly formed entity that includes Medalogix as well as another healthcare predictive data and analytics company. We rolled over 100% of our ownership interest in Medalogix to the newly formed entity, and in connection with this transaction, we recognized a $31.1 million gain based on the purchase price of Medalogix during the three-month period ended June 30, 2021, which is reflected in gain on equity method investments within our condensed consolidated statements of operations.

Our high acuity care segment includes interests in several joint ventures with health system partners and a professional corporation that employs clinicians. Each of these entities meets the criteria to be classified as a VIE. As of September 30, 2022, we are consolidating all of our admitting joint ventures with health system partners as well as the professional corporation as we have concluded that we are the primary beneficiary of these VIEs. We have management agreements in place with each of these entities whereby we manage the entities and run the day-to-day operations. As such, we possess the power to direct the activities that most significantly impact the economic performance of the VIEs. The significant activities include, but are not limited to, negotiating provider and payor contracts, establishing patient care policies and protocols, making employment and compensation decisions, developing the operating and capital budgets, performing marketing activities and providing accounting support. We also have the obligation to absorb any expected losses and the right to receive benefits. Additionally, from time to time, we may be required to provide joint venture funding. Our high acuity care segment also includes one non-admitting joint venture with a health system partner that is accounted for under the equity method of accounting. We are in the process of winding down the operations of this joint venture.

The terms of the agreements with each VIE prohibit us from using the assets of the VIE to satisfy the obligations of other entities. The carrying amount of the VIEs’ assets and liabilities included in our condensed consolidated balance sheets are as follows (amounts in millions):

	As of September 30, 2022		As of December 31, 2021
ASSETS
Current assets:
Cash and cash equivalents	$	13.0	$	3.1
Patient accounts receivable	5.4		2.4
Other current assets	0.9		0.1
Total current assets	19.3		5.6
Property and equipment	0.2		0.1
Operating lease right of use assets	0.1		—
Goodwill	8.5		—
Intangible assets	0.4		—
Other assets	0.1		—
Total assets	$	28.6	$	5.7
LIABILITIES
Current liabilities:
Accounts payable	$	0.3	$	—
Payroll and employee benefits	0.6		0.3
Accrued expenses	5.1		3.4
Current portion of long-term obligations	0.2		0.8
Total current liabilities	6.2		4.5
Other long-term obligations	—		—
Total liabilities	$	6.2	$	4.5

Revenue Recognition

Revenue Recognition

We account for revenue from contracts with customers in accordance with Accounting Standards Codification ("ASC") 606, Revenue from Contracts with Customers, and as such, we recognize revenue in the period in which we satisfy our performance obligations under our contracts by transferring our promised services to our customers in amounts that reflect the consideration to which we expect to be entitled in exchange for providing patient care, which are the transaction prices allocated to the distinct services. Our cost of obtaining contracts is not material.

Revenues are recognized as performance obligations are satisfied, which varies based on the nature of the services provided. Our performance obligation is the delivery of patient care services in accordance with the nature and frequency of services outlined in physicians' orders, which are determined by a physician based on a patient's specific goals.

Our performance obligations relate to contracts with a duration of less than one year; therefore, we have elected to apply the optional exemption provided by ASC 606 and are not required to disclose the aggregate amount of the transaction price allocated to performance obligations that are unsatisfied or partially unsatisfied as of the end of the reporting period. The unsatisfied or partially unsatisfied performance obligations are generally completed when the patients are discharged, which generally occurs within days or weeks of the end of the reporting period.

We determine the transaction price based on gross charges for services provided, reduced by estimates for contractual and non-contractual revenue adjustments. Contractual revenue adjustments are recorded for the difference between our standard rates and the contracted rates to be realized from patients, third-party payors and others for services provided. Non-contractual revenue adjustments include discounts provided to self-pay, uninsured patients or other payors, adjustments resulting from payment reviews and adjustments arising from our inability to obtain appropriate billing documentation, authorizations or face-

to-face documentation. Subsequent changes to the estimate of the transaction price are recorded as adjustments to net service revenue in the period of change.

Non-contractual revenue adjustments are recorded for self-pay, uninsured patients and other payors by major payor class based on our historical collection experience, aged accounts receivable by payor and current economic conditions. The non-contractual revenue adjustments represent the difference between amounts billed and amounts we expect to collect based on our collection history with similar payors. We assess our ability to collect for the healthcare services provided at the time of patient admission based on our verification of the patient's insurance coverage under Medicare, Medicaid and other commercial or managed care insurance programs. Medicare represented approximately 74% of our consolidated net service revenue for the three and nine-month periods ended September 30, 2022 and approximately 75% of our consolidated net service revenue for the three and nine-month periods ended September 30, 2021.

Amounts due from third-party payors, primarily commercial health insurers and government programs (Medicare and Medicaid), include variable consideration for retroactive revenue adjustments due to settlements of audits and payment reviews. We determine our estimates for non-contractual revenue adjustments related to audits and payment reviews based on our historical experience and success rates in the claim appeals and adjudication process.

We determine our estimates for non-contractual revenue adjustments related to our inability to obtain appropriate billing documentation, authorizations or face-to-face documentation based on our historical experience which primarily includes a historical collection rate of over 99% on Medicare claims. Revenue is recorded at amounts we estimate to be realizable for services provided.

Revenue by payor class as a percentage of total net service revenue is as follows:

	For the Three-Month Periods Ended September 30,				For the Nine-Month Periods Ended September 30,
	2022		2021		2022		2021
Home Health:
Medicare	40	%	41	%	40	%	41	%
Non-Medicare - Episodic-based	7	%	8	%	8	%	8	%
Non-Medicare - Non-episodic based	13	%	12	%	13	%	12	%
Hospice:
Medicare	34	%	34	%	33	%	34	%
Non-Medicare	2	%	2	%	2	%	2	%
Personal Care	3	%	3	%	3	%	3	%
High Acuity Care (1)	1	%	—	%	1	%	—	%
	100	%	100	%	100	%	100	%

(1) Acquired Contessa Health on August 1, 2021.

Home Health Revenue Recognition

Medicare Revenue

Effective January 1, 2020, the Centers for Medicare and Medicaid Services ("CMS") implemented a revised case-mix adjustment methodology, the Patient-Driven Groupings Model ("PDGM"). PDGM uses 30-day periods of care rather than 60-day episodes of care as the unit of payment, eliminates the use of the number of therapy visits provided in determining payment and relies more heavily on clinical characteristics and other patient information.

All Medicare contracts are required to have a signed plan of care which represents a single performance obligation, comprised of the delivery of a series of distinct services that are substantially similar and have a similar pattern of transfer to the customer. Accordingly, we account for the series of services ("episode") as a single performance obligation satisfied over time, as the customer simultaneously receives and consumes the benefits of the goods and services provided. An episode starts the first day a billable visit is performed and ends 60 days later or upon discharge, if earlier, with multiple continuous episodes allowed. Each 60-day episode includes two 30-day periods of care.

Net service revenue is recorded based on the established Federal Medicare home health payment rate for a 30-day period of care. ASC 606 notes that if an entity has a right to consideration from a customer in an amount that corresponds directly with the value of the entity’s performance completed to date, the entity may recognize revenue in the amount to which the entity has a right to invoice. We have elected to apply the "right to invoice" practical expedient and therefore, our revenue recognition is based on the reimbursement we are entitled to for each 30-day period of care. We utilize our historical average length of stay for each 30-day period of care as the measure of progress towards the satisfaction of our performance obligation.

PDGM uses timing, admission source, functional impairment levels and principal and other diagnoses to case-mix adjust payments. The case-mix adjusted payment for a 30-day period of care is subject to additional adjustments based on certain variables, including, but not limited to (a) an outlier payment if our patient's care was unusually costly (capped at 10% of total reimbursement per provider number); (b) a low utilization payment adjustment (“LUPA”) if the number of visits provided was less than the established threshold, which ranges from two to six visits and varies for every case-mix group; (c) a partial payment if a patient is transferred to another provider or from another provider before completing the 30-day period of care; and (d) the applicable geographic wage index. Payments for routine and non-routine supplies are included in the 30-day payment rate.

Medicare can also make various adjustments to payments received if we are unable to produce appropriate billing documentation or acceptable authorizations. We estimate the impact of such adjustments based on our historical experience, which primarily includes a historical collection rate of over 99% on Medicare claims, and record this estimate during the period in which services are rendered to revenue with a corresponding reduction to patient accounts receivable.

Amounts due from Medicare include variable consideration for retroactive revenue adjustments due to settlements of audits and payment reviews. We determine our estimates for non-contractual revenue adjustments related to audits and payment reviews based on our historical experience and success rates in the claim appeals and adjudication process.

The Medicare home health benefit requires that beneficiaries be homebound (meaning that the beneficiary is unable to leave his/her home without a considerable and taxing effort), require intermittent skilled nursing, physical therapy or speech therapy services, and receive treatment under a plan of care established and periodically reviewed by a physician. In order to provide greater flexibility during the novel coronavirus pandemic ("COVID-19"), CMS relaxed the definition of homebound status through the duration of the public health emergency. During the pandemic, a beneficiary is considered homebound if they have been instructed by a physician not to leave their home because of a confirmed or suspected COVID-19 diagnosis or if the patient has a condition that makes them more susceptible to contracting COVID-19. Therefore, if a beneficiary is homebound due to COVID-19 and requires skilled services, the services will be covered under the Medicare home health benefit.

Non-Medicare Revenue

Episodic-based Revenue. We recognize revenue in a similar manner as we recognize Medicare revenue for amounts that are paid by other insurance carriers, including Medicare Advantage programs; however, these amounts can vary based upon the negotiated terms, the majority of which range from 95% to 100% of Medicare rates.

Non-episodic based Revenue. For our per visit contracts, gross revenue is recorded on an accrual basis based upon the date of service at amounts equal to our established or estimated per-visit rates. For our case rate contracts, gross revenue is recorded over our historical average length of stay using the established case rate for each admission. Contractual revenue adjustments are recorded for the difference between our standard rates and the contracted rates to be realized from patients, third parties and others for services provided and are deducted from gross revenue to determine net service revenue. We also make non-contractual revenue adjustments to non-episodic revenue based on our historical experience to reflect the estimated transaction price. We receive a minimal amount of our net service revenue from patients who are either self-insured or are obligated for an insurance co-payment.

Under our case rate contracts, we may receive reimbursement before all services are rendered. Any cash received that exceeds the associated revenue earned is recorded to deferred revenue in accrued expenses within our condensed consolidated balance sheets.

Hospice Revenue Recognition

Hospice Medicare Revenue

Gross revenue is recorded on an accrual basis based upon the date of service at amounts equal to the estimated payment rates. The estimated payment rates are predetermined daily or hourly rates for each of the four levels of care we deliver. The four levels of care are routine care, general inpatient care, continuous home care and respite care. Routine care accounted for 97% of our total Medicare hospice service revenue for the three and nine-month periods ended September 30, 2022 and 2021. There are two separate payment rates for routine care: payments for the first 60 days of care and care beyond 60 days. In addition to the two routine rates, we may also receive a service intensity add-on (“SIA”). The SIA is based on visits made in the last seven days of life by a registered nurse or medical social worker for patients in a routine level of care.

The performance obligation is the delivery of hospice services to the patient, as determined by a physician, each day the patient is on hospice care.

We make adjustments to Medicare revenue for non-contractual revenue adjustments, which include our inability to obtain appropriate billing documentation or acceptable authorizations and other reasons unrelated to credit risk. We estimate the impact of these non-contractual revenue adjustments based on our historical experience, which primarily includes a historical collection rate of over 99% on Medicare claims, and record it during the period services are rendered.

Amounts due from Medicare include variable consideration for retroactive revenue adjustments due to settlements of audits and payment reviews. We determine our estimates for non-contractual revenue adjustments related to audits and payment reviews based on our historical experience and success rates in the claim appeals and adjudication process.

Additionally, our hospice service revenue is subject to certain limitations on payments from Medicare which are considered variable consideration. We are subject to an inpatient cap limit and an overall Medicare payment cap for each provider number. We monitor these caps on a provider-by-provider basis and estimate amounts due back to Medicare if we estimate a cap has been exceeded. We record these adjustments as a reduction to revenue and an increase in accrued expenses within our condensed consolidated balance sheets. Providers are required to self-report and pay their estimated cap liability by February 28th of the following year. Prior to the 2016 final rule, the cap year began on November 1st and ended on October 31st. Effective with the 2016 final rule, the cap year was changed to align with the federal fiscal year which begins on October 1st and ends on September 30th. As of September 30, 2022, we have recorded $4.1 million for estimated amounts due back to Medicare in accrued expenses for the Federal cap years ended October 31, 2016 through September 30, 2022. As of December 31, 2021, we had recorded $4.5 million for estimated amounts due back to Medicare in accrued expenses for the Federal cap years ended October 31, 2016 through September 30, 2022.

Hospice Non-Medicare Revenue

Gross revenue is recorded on an accrual basis based upon the date of service at amounts equal to our established rates or estimated per day rates, as applicable. Contractual revenue adjustments are recorded for the difference between our standard rates and the contractual rates to be realized from patients, third-party payors and others for services provided and are deducted from gross revenue to determine our net service revenue. We also make non-contractual adjustments to non-Medicare revenue based on our historical experience to reflect the estimated transaction price.

Personal Care Revenue Recognition

Personal Care Revenue

We generate net service revenues by providing our services directly to patients based on authorized hours, visits or units determined by the relevant agency, at a rate that is either contractual or fixed by legislation. Net service revenue is recognized at the time services are rendered based on gross charges for the services provided, reduced by estimates for contractual and non-contractual revenue adjustments. We receive payment for providing such services from payors, including state and local governmental agencies, managed care organizations, commercial insurers and private consumers. Payors include the following elder service agencies: Aging Services Access Points ("ASAPs"), Senior Care Options ("SCOs"), Program of All-Inclusive Care for the Elderly ("PACE") and the Veterans Administration ("VA").

High Acuity Care Revenue Recognition

High Acuity Care Revenue

Our revenues are derived from contracts with (1) health insurance plans for the coordination and provision of home recovery care services to clinically-eligible patients who are enrolled members in those insurance plans, (2) health system partners for the coordination and provision of home recovery care services to clinically-eligible patients who are discharged early from a health system facility to complete their inpatient stay at home and (3) Medicare and other payors for the provision of home health services.

Under our health insurance plan contracts, we provide home recovery care services, which include hospital-equivalent ("H@H") and skilled nursing facility ("SNF") equivalent services ("SNF@H"), for high acuity care patients on a full risk basis whereby we assume the financial risk for the coordination and payment of all hospital or SNF replacement medical services necessary to treat the medical condition for which the patient was diagnosed in a home-based setting for a 30-day (H@H) or 60-day (SNF@H) episode of care in exchange for a fixed contracted bundled rate. For H@H programs, the fixed rate is based on the assigned diagnosis related group ("DRG") and the 30-day post-discharge related spend. For SNF@H programs, the fixed rate is based on the 60-day post-discharge related spend. Our performance obligation is the coordination and provision of patient care in accordance with physicians’ orders over either a 30-day or 60-day episode of care. The majority of our care coordination services and direct patient care is provided in the first five to seven days of the episode period (the "acute phase"). Monitoring services and follow-up direct patient care, as deemed necessary by the treating physician, are provided throughout the remainder of the episode. Since the majority of our services are provided during the acute phase, we recognize net service revenues over the acute phase based on gross charges for the services provided per the applicable managed care contract rates, reduced by estimates for revenue adjustments.

Under our contracts with health system partners, we provide home recovery care services for high acuity patients on a limited risk basis whereby we assume the risk for certain healthcare services during the remainder of an inpatient acute stay serviced at the patient’s home in exchange for a contracted per diem rate. The performance obligation is the coordination and provision of required medical services, as determined by the treating physician, for each day the patient receives inpatient-equivalent care at home. As such, revenues are recognized as services are administered and as our performance obligations are satisfied on a per diem basis, reduced by estimates for revenue adjustments.

We recognize adjustments to revenue during the period in which changes to estimates of assigned patient diagnoses or episode terminations become known, in accordance with the applicable managed care contracts. For certain health insurance plans, revenue is reduced by amounts owed by enrollees to healthcare providers under deductible, coinsurance or copay provisions of health insurance plan policies, since those amounts are repaid to the health insurance plans by us as part of a retrospective reconciliation process.

In March 2022, our high acuity care segment entered into a transaction in which one of our health system partners contributed its home health operations to one of our existing high acuity care joint ventures. We recognize Medicare and non-Medicare revenue in a manner that is consistent with our home health segment revenue recognition policy described above.

Government Grants

Government Grants

We account for government grants in accordance with Accounting Standards Update ("ASU") 2021-10, Government Assistance (Topic 832), by applying the grant model in accordance with International Accounting Standard ("IAS") 20, Accounting for Government Grants and Disclosure of Government Assistance, and as such, we recognize grant income on a systematic basis in line with the recognition of expenses or the loss of revenues for which the grants are intended to compensate. We recognize grants once both of the following conditions are met: (1) we are able to comply with the relevant conditions of the grant and (2) the grant will be received. See Note 3 – Novel Coronavirus Pandemic ("COVID-19") for additional information on our accounting for government funds received under the Coronavirus Aid, Relief and Economic Security Act ("CARES Act").

Cash, Cash Equivalents and Restricted Cash

Cash, Cash Equivalents and Restricted Cash

Cash and cash equivalents include certificates of deposit and all highly liquid debt instruments with maturities of three months or less when purchased. Restricted cash includes cash that is not available for ordinary business use. As of September 30, 2022 and December 31, 2021, we had $13.5 million and $3.1 million, respectively, classified as restricted cash related to funds placed into escrow accounts in connection with the indemnity, closing payment and other provisions within the purchase agreements of our acquisitions. The increase in restricted cash from December 31, 2021 to September 30, 2022 is related to our

acquisitions of Evolution Health, LLC ("Evolution") and AssistedCare Home Health, Inc. and RH Homecare Services, LLC ("AssistedCare") on April 1, 2022. See Note 4 – Acquisitions for additional information.

The following table summarizes the balances related to our cash, cash equivalents and restricted cash (amounts in millions):

	As of September 30, 2022		As of December 31, 2021
Cash and cash equivalents	$	18.0	$	42.7
Restricted cash	13.5		3.1
Cash, cash equivalents and restricted cash	$	31.5	$	45.8

Patient Accounts Receivable

Patient Accounts Receivable

We report accounts receivable from services rendered at their estimated transaction price, which includes contractual and non-contractual revenue adjustments based on the amounts expected to be due from payors. Our patient accounts receivable are uncollateralized and consist of amounts due from Medicare, Medicaid, other third-party payors and patients. Our non-Medicare third-party payor base is comprised of a diverse group of payors that are geographically dispersed across the country. As of September 30, 2022, there is no single payor, other than Medicare, that accounts for more than 10% of our total outstanding patient receivables. Thus, we believe there are no other significant concentrations of receivables that would subject us to any significant credit risk in the collection of our patient accounts receivable. We write off accounts on a monthly basis once we have exhausted our collection efforts and deem an account to be uncollectible. We believe the collectability risk associated with our Medicare accounts, which represented 65% and 68% of our patient accounts receivable at September 30, 2022 and December 31, 2021, respectively, is limited due to our historical collection rate of over 99% from Medicare and the fact that Medicare is a U.S. government payor.

We do not believe there are any significant concentrations of revenues from any payor that would subject us to any significant credit risk in the collection of our accounts receivable.

Medicare Home Health

For our home health patients (within both our home health and high acuity care segments), our pre-billing process includes verifying that we are eligible for payment from Medicare for the services that we provide to our patients. Our Medicare billing begins with a process to ensure that our billings are accurate through the utilization of an electronic Medicare claim review. We bill Medicare following the end of each 30-day period of care or upon discharge, if earlier, for the services provided to the patient.

Medicare Hospice

For our hospice patients, our pre-billing process includes verifying that we are eligible for payment from Medicare for the services that we provide to our patients. Our Medicare billing begins with a process to ensure that our billings are accurate through the utilization of an electronic Medicare claim review. We bill Medicare on a monthly basis for the services provided to the patient.

Non-Medicare Home Health, Hospice, Personal Care and High Acuity Care

For our non-Medicare patients, our pre-billing process primarily begins with verifying a patient’s eligibility for services with the applicable payor. Once the patient has been confirmed for eligibility, we will provide services to the patient and bill the applicable payor. Our review and evaluation of non-Medicare accounts receivable includes a detailed review of outstanding balances and special consideration to concentrations of receivables from particular payors or groups of payors with similar characteristics that would subject us to any significant credit risk.

Business Combinations

Business Combinations

We account for acquisitions using the acquisition method of accounting in accordance with ASC 805, Business Combinations. Acquisitions are accounted for as purchases and are included in our condensed consolidated financial statements from their respective acquisition dates. Assets acquired, liabilities assumed and noncontrolling interests, if any, are measured at fair value on the acquisition date using the appropriate valuation method. Goodwill generated from acquisitions is recognized for the excess of the purchase price over tangible and identifiable intangible assets. In determining the fair value of identifiable intangible assets and noncontrolling interests, we use various valuation techniques including the income approach, the cost approach and the market approach. These valuation methods require us to make estimates and assumptions surrounding projected revenues and costs, growth rates and discount rates.

Fair Value of Financial Instruments

Fair Value of Financial Instruments

The following details our financial instruments where the carrying value and the fair value differ (amounts in millions):

	Fair Value at Reporting Date Using
Financial Instrument	Carrying Value as of September 30, 2022		Quoted Prices in Active Markets for Identical Items (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
Long-term obligations	$	457.4	$	—	$	473.4	$	—

The fair value hierarchy is based on three levels of inputs, of which the first two are considered observable and the last unobservable, that may be used to measure fair value. The three levels of inputs are as follows:

•Level 1 – Quoted prices in active markets for identical assets and liabilities.

•Level 2 – Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities, quoted prices in markets that are not active or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities.

•Level 3 – Unobservable inputs that are supported by little or no market activity and are significant to the fair value of the assets or liabilities.

Our deferred compensation plan assets are recorded at fair value and are considered a level 2 measurement. For our other financial instruments, including our cash and cash equivalents, patient accounts receivable, accounts payable, payroll and employee benefits and accrued expenses, we estimate the carrying amounts approximate fair value.

Weighted-Average Shares Outstanding

Weighted-Average Shares OutstandingNet income per share attributable to Amedisys, Inc. common stockholders, calculated on the treasury stock method, is based on the weighted average number of shares outstanding during the period.

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NATURE OF OPERATIONS, CONSOLIDATION AND PRESENTATION OF FINANCIAL STATEMENTS - (Tables)

9 Months Ended

Sep. 30, 2022

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Schedule of Variable Interest Entities

The carrying amount of the VIEs’ assets and liabilities included in our condensed consolidated balance sheets are as follows (amounts in millions):

	As of September 30, 2022		As of December 31, 2021
ASSETS
Current assets:
Cash and cash equivalents	$	13.0	$	3.1
Patient accounts receivable	5.4		2.4
Other current assets	0.9		0.1
Total current assets	19.3		5.6
Property and equipment	0.2		0.1
Operating lease right of use assets	0.1		—
Goodwill	8.5		—
Intangible assets	0.4		—
Other assets	0.1		—
Total assets	$	28.6	$	5.7
LIABILITIES
Current liabilities:
Accounts payable	$	0.3	$	—
Payroll and employee benefits	0.6		0.3
Accrued expenses	5.1		3.4
Current portion of long-term obligations	0.2		0.8
Total current liabilities	6.2		4.5
Other long-term obligations	—		—
Total liabilities	$	6.2	$	4.5

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SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables)

9 Months Ended

Sep. 30, 2022

Accounting Policies [Abstract]

Schedule of Revenue by Payor Class

Revenue by payor class as a percentage of total net service revenue is as follows:

	For the Three-Month Periods Ended September 30,				For the Nine-Month Periods Ended September 30,
	2022		2021		2022		2021
Home Health:
Medicare	40	%	41	%	40	%	41	%
Non-Medicare - Episodic-based	7	%	8	%	8	%	8	%
Non-Medicare - Non-episodic based	13	%	12	%	13	%	12	%
Hospice:
Medicare	34	%	34	%	33	%	34	%
Non-Medicare	2	%	2	%	2	%	2	%
Personal Care	3	%	3	%	3	%	3	%
High Acuity Care (1)	1	%	—	%	1	%	—	%
	100	%	100	%	100	%	100	%

(1) Acquired Contessa Health on August 1, 2021.

Schedule of Cash Cash Equivalents and Restricted Cash

The following table summarizes the balances related to our cash, cash equivalents and restricted cash (amounts in millions):

	As of September 30, 2022		As of December 31, 2021
Cash and cash equivalents	$	18.0	$	42.7
Restricted cash	13.5		3.1
Cash, cash equivalents and restricted cash	$	31.5	$	45.8

Schedule of Fair Value of Financial Instruments

The following details our financial instruments where the carrying value and the fair value differ (amounts in millions):

	Fair Value at Reporting Date Using
Financial Instrument	Carrying Value as of September 30, 2022		Quoted Prices in Active Markets for Identical Items (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
Long-term obligations	$	457.4	$	—	$	473.4	$	—

Schedule of Weighted-Average Shares Outstanding

The following table sets forth, for the periods indicated, shares used in our computation of weighted-average shares outstanding, which are used to calculate our basic and diluted net income attributable to Amedisys, Inc. common stockholders (amounts in thousands):

	For the Three- Month Periods Ended September 30,		For the Nine- Month Periods Ended September 30,
	2022	2021	2022	2021
Weighted average number of shares outstanding - basic	32,482	32,607	32,519	32,658
Effect of dilutive securities:
Stock options	38	113	50	135
Non-vested stock and stock units	96	179	111	228
Weighted average number of shares outstanding - diluted	32,616	32,899	32,680	33,021
Anti-dilutive securities	202	141	276	82

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NOVEL CORONAVIRUS PANDEMIC "COVID-19" (Tables)

9 Months Ended

Sep. 30, 2022

Unusual or Infrequent Items, or Both [Abstract]

Schedule of Cares Act Provider Relief Funds

In summary, the total funds that we received from the CARES Act PRF were accounted for as follows (amounts in millions):

	Amount
Funds utilized through June 30, 2021 by consolidated entities	$	46.6
Funds repaid to the government by consolidated entities (excludes $0.2 million of interest repaid)	58.3
Funds utilized through June 30, 2021 by unconsolidated joint ventures	1.3
Funds repaid to the government by unconsolidated joint ventures	0.6
	$	106.8

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ACQUISITIONS (Tables)

9 Months Ended

Sep. 30, 2022

Business Combinations [Abstract]

Schedule of Business Acquisitions, Evolution

Based on the Company's preliminary valuation, which may be revised as additional information becomes available during the measurement period, the total consideration of $66.5 million has been allocated to assets acquired and liabilities assumed as of the acquisition date as follows (amounts in millions):

	Amount
ASSETS
Patient accounts receivable	$	9.3
Prepaid expenses	0.2
Other current assets	0.1
Property and equipment	1.9
Operating lease right of use assets	3.2
Intangible assets (licenses)	1.3
Other assets	0.1
Total assets acquired	$	16.1
LIABILITIES AND EQUITY
Accounts payable	$	(0.8)
Payroll and employee benefits	(2.7)
Accrued expenses	(2.3)
Operating lease liabilities	(2.8)
Deferred income tax liability	—
Current portion of long-term obligations	(0.6)
Total liabilities assumed	(9.2)
Net identifiable assets acquired	$	6.9
Goodwill	59.6
Total consideration	$	66.5

Schedule of Business Acquisitions, Contessa

The total consideration of $241.3 million has been allocated to assets acquired, liabilities assumed and noncontrolling interests as of the acquisition date as follows (amounts in millions):

	Amount
ASSETS
Patient accounts receivable	$	1.5
Prepaid expenses	0.3
Other current assets	0.1
Property and equipment	0.3
Operating lease right of use assets	0.8
Intangible assets	54.3
Other assets	3.1
Total assets acquired	$	60.4
LIABILITIES AND EQUITY
Accounts payable	$	(0.1)
Payroll and employee benefits	(0.6)
Accrued expenses	(3.4)
Operating lease liabilities	(0.8)
Deferred income tax liability	(0.3)
Current portion of long-term obligations	(0.9)
Other long-term obligations	(0.2)
Total liabilities assumed	(6.3)
Noncontrolling interests	(43.9)
Total equity assumed	(43.9)
Total liabilities and equity assumed	$	(50.2)
Net identifiable assets acquired	$	10.2
Goodwill	231.1
Total consideration	$	241.3

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LONG-TERM OBLIGATIONS LONG-TERM OBLIGATIONS (Tables)

9 Months Ended

Sep. 30, 2022

Debt Disclosure [Abstract]

Schedule of Long-Term Debt

Long-term debt consists of the following for the periods indicated (amounts in millions):

	September 30, 2022		December 31, 2021
$450.0 million Term Loan; interest rate at Base Rate plus Applicable Rate or Eurodollar Rate plus Applicable Rate (4.6% at September 30, 2022); due July 30, 2026	$	438.7	$	447.2
$550.0 million Revolving Credit Facility; interest only payments; interest rate at Base Rate plus Applicable Rate or Eurodollar Rate plus Applicable Rate (4.6% at September 30, 2022); due July 30, 2026	18.5		—
Promissory notes	0.2		0.8
Finance leases	2.4		1.6
Principal amount of long-term obligations	459.8		449.6
Deferred debt issuance costs	(3.8)		(4.5)
	456.0		445.1
Current portion of long-term obligations	(12.6)		(13.0)
Total	$	443.4	$	432.1

Schedule of Commitment Fee Under Credit Facilities

We are also subject to a commitment fee and letter of credit fee under the terms of the Second Amended Credit Agreement, as presented in the table below.

Pricing Tier	Consolidated Leverage Ratio	Base Rate Loans	Eurodollar Rate Loans and Daily Floating LIBOR Rate Loans	Commitment Fee	Letter of Credit Fee
I	> 3.00 to 1.0	1.00%	2.00%	0.30%	1.75%
II	< 3.00 to 1.0 but > 2.00 to 1.0	0.75%	1.75%	0.25%	1.50%
III	< 2.00 to 1.0 but > 0.75 to 1.0	0.50%	1.50%	0.20%	1.25%
IV	< 0.75 to 1.0	0.25%	1.25%	0.15%	1.00%

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SEGMENT INFORMATION (Tables)

9 Months Ended

Sep. 30, 2022

Segment Reporting [Abstract]

Schedule of Operating Income of Reportable Segments

Segment assets are not reviewed by the company’s chief operating decision maker and therefore are not disclosed below (amounts in millions).

	For the Three-Month Period Ended September 30, 2022
	Home Health		Hospice		Personal Care		High Acuity Care		Other		Total
Net service revenue	$	337.2	$	198.7	$	16.6	$	5.5	$	—	$	558.0
Cost of service, excluding depreciation and amortization	195.3		109.4		12.2		5.3		—		322.2
General and administrative expenses	88.3		49.1		2.4		8.8		39.8		188.4
Depreciation and amortization	0.9		0.5		—		0.8		3.3		5.5
Investment impairment	—		—		—		3.0		—		3.0
Operating expenses	284.5		159.0		14.6		17.9		43.1		519.1
Operating income (loss)	$	52.7	$	39.7	$	2.0	$	(12.4)	$	(43.1)	$	38.9
	For the Three-Month Period Ended September 30, 2021
	Home Health		Hospice		Personal Care		High Acuity Care		Other		Total
Net service revenue	$	338.6	$	197.5	$	15.9	$	1.5	$	—	$	553.5
Other operating income	—		—		—		—		—		—
Cost of service, excluding depreciation and amortization	190.1		107.6		11.7		0.9		—		310.3
General and administrative expenses	82.4		49.5		2.6		3.9		40.5		178.9
Depreciation and amortization	1.1		0.7		0.1		0.5		5.1		7.5
Operating expenses	273.6		157.8		14.4		5.3		45.6		496.7
Operating income (loss)	$	65.0	$	39.7	$	1.5	$	(3.8)	$	(45.6)	$	56.8
	For the Nine-Month Period Ended September 30, 2022
	Home Health		Hospice		Personal Care		High Acuity Care		Other		Total
Net service revenue	$	1,012.8	$	590.2	$	45.5	$	12.6	$	—	$	1,661.1
Cost of service, excluding depreciation and amortization	573.3		323.2		34.5		12.3		—		943.3
General and administrative expenses	259.3		152.1		6.8		24.7		117.7		560.6
Depreciation and amortization	3.3		1.7		0.1		2.4		12.2		19.7
Investment impairment	—		—		—		3.0		—		3.0
Operating expenses	835.9		477.0		41.4		42.4		129.9		1,526.6
Operating income (loss)	$	176.9	$	113.2	$	4.1	$	(29.8)	$	(129.9)	$	134.5
	For the Nine-Month Period Ended September 30, 2021
	Home Health		Hospice		Personal Care		High Acuity Care		Other		Total
Net service revenue	$	1,016.5	$	586.9	$	49.9	$	1.5	$	—	$	1,654.8
Other operating income	7.3		6.0		—		—		—		13.3
Cost of service, excluding depreciation and amortization	563.5		314.4		37.4		0.9		—		916.2
General and administrative expenses	243.8		144.4		8.8		3.9		125.5		526.4
Depreciation and amortization	3.3		2.0		0.2		0.5		15.8		21.8
Operating expenses	810.6		460.8		46.4		5.3		141.3		1,464.4
Operating income (loss)	$	213.2	$	132.1	$	3.5	$	(3.8)	$	(141.3)	$	203.7

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NATURE OF OPERATIONS, CONSOLIDATION AND PRESENTATION OF FINANCIAL STATEMENTS - Narrative (Details) $ in Thousands	3 Months Ended				9 Months Ended
	Sep. 30, 2022 USD ($) care_center numberOfJointVentures state	Mar. 31, 2022 USD ($)	Sep. 30, 2021	Jun. 30, 2021 USD ($)	Sep. 30, 2022 USD ($) care_center numberOfJointVentures state	Sep. 30, 2021 USD ($)	Dec. 31, 2021 USD ($)
Organization, Consolidation and Presentation of Financial Statements [Line Items]
Number of states with facilities | state	36				36
Minimum ownership percentage for controlling interest (percent)	50.00%				50.00%
Maximum ownership percentage for equity method investment (percent)	50.00%				50.00%
Equity method investment, aggregate cost	$ 41,500				$ 41,500		$ 48,100
Maximum ownership percentage for cost method investment (percent)	20.00%				20.00%
Purchase of cost method investment		$ 15,000			$ 15,000	$ 0
Investment Owned, at Cost	$ 20,000				20,000		5,000
Cash and cash equivalents	17,956				17,956		42,694
Patient accounts receivable	302,470				302,470		274,961
Other current assets	37,839				37,839		25,598
Total current assets	388,780				388,780		356,684
Property and equipment	17,248				17,248		18,435
Operating lease right of use assets	105,843				105,843		101,257
Goodwill	1,285,455				1,285,455		1,196,090
Intangible assets	103,678				103,678		111,190
Other assets	81,123				81,123		73,023
Total assets	1,982,127				1,982,127		1,856,968
Accounts payable	45,527				45,527		38,217
Payroll and employee benefits	145,073				145,073		141,001
Accrued expenses	130,100				130,100		150,836
Current portion of long-term obligations	12,628				12,628		12,995
Total current liabilities	367,200				367,200		374,282
Other long-term obligations	13,873				13,873		4,979
Total liabilities	912,517				912,517		880,645
Gain on equity method investments					0	31,092
Proceeds from sale of noncontrolling interest					3,941	$ 0
Gain Related to Sale of Noncontrolling Interest, Net of Tax	2,900
Medalogix [Member]
Organization, Consolidation and Presentation of Financial Statements [Line Items]
Gain on equity method investments				$ 31,100
30% Interest Sold in Two Care Centers
Organization, Consolidation and Presentation of Financial Statements [Line Items]
Proceeds from sale of noncontrolling interest	3,900
Variable Interest Entity, Primary Beneficiary
Organization, Consolidation and Presentation of Financial Statements [Line Items]
Cash and cash equivalents	13,000				13,000		3,100
Patient accounts receivable	5,400				5,400		2,400
Other current assets	900				900		100
Total current assets	19,300				19,300		5,600
Property and equipment	200				200		100
Operating lease right of use assets	100				100		0
Goodwill	8,500				8,500		0
Intangible assets	400				400		0
Other assets	100				100		0
Total assets	28,600				28,600		5,700
Accounts payable	300				300		0
Payroll and employee benefits	600				600		300
Accrued expenses	5,100				5,100		3,400
Current portion of long-term obligations	200				200		800
Total current liabilities	6,200				6,200		4,500
Other long-term obligations	0				0		0
Total liabilities	$ 6,200				$ 6,200		$ 4,500
Home Health [Member]
Organization, Consolidation and Presentation of Financial Statements [Line Items]
Number of owned and operated care centers | care_center	353				353
Home Health [Member] | Evolution Health
Organization, Consolidation and Presentation of Financial Statements [Line Items]
Goodwill	$ 59,600				$ 59,600
Hospice [Member]
Organization, Consolidation and Presentation of Financial Statements [Line Items]
Number of owned and operated care centers | care_center	172				172
Personal Care [Member]
Organization, Consolidation and Presentation of Financial Statements [Line Items]
Number of owned and operated care centers | care_center	14				14
High Acuity Care
Organization, Consolidation and Presentation of Financial Statements [Line Items]
Number of Joint Ventures | numberOfJointVentures	8				8
Revenue from Contract with Customer [Member] | Product Concentration Risk | Medicare Revenue [Member]
Organization, Consolidation and Presentation of Financial Statements [Line Items]
Percent of net services revenue	74.00%		75.00%		74.00%	75.00%

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SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Revenue Recognition Narrative (Details) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2022 USD ($)	Sep. 30, 2021	Sep. 30, 2022 USD ($) visit	Sep. 30, 2021	Dec. 31, 2021 USD ($)
Revenue Recognition, Multiple-deliverable Arrangements [Line Items]
Net service revenue period of care payment rate (days)			30 days
Percentage of total reimbursement of outlier payment			10.00%
Historical collection rate from Medicare			99.00%
Hospice Medicare revenue rate accounted for routine care	97.00%	97.00%	97.00%	97.00%
Net service revenue episode payment rate			60 days
Home Health [Member]
Revenue Recognition, Multiple-deliverable Arrangements [Line Items]
Historical collection rate from Medicare			99.00%
Home Health [Member] | Minimum [Member]
Revenue Recognition, Multiple-deliverable Arrangements [Line Items]
Low utilization payment adjustment, maximum number of visits			2
Non-Medicare revenue term rates			95.00%
Home Health [Member] | Maximum [Member]
Revenue Recognition, Multiple-deliverable Arrangements [Line Items]
Low utilization payment adjustment, maximum number of visits			6
Non-Medicare revenue term rates			100.00%
Hospice [Member]
Revenue Recognition, Multiple-deliverable Arrangements [Line Items]
Historical collection rate from Medicare			99.00%
High Acuity Care | Minimum [Member]
Revenue Recognition, Multiple-deliverable Arrangements [Line Items]
Net service revenue episode payment rate			30 days
Acute Phase for High Acuity Care Services			5 days
High Acuity Care | Maximum [Member]
Revenue Recognition, Multiple-deliverable Arrangements [Line Items]
Net service revenue episode payment rate			60 days
Acute Phase for High Acuity Care Services			7 days
Cap Year 2016 Through 2022
Revenue Recognition, Multiple-deliverable Arrangements [Line Items]
Estimated amounts due back to Medicare | $	$ 4.1		$ 4.1		$ 4.5
Product Concentration Risk | Revenue from Contract with Customer [Member] | Medicare Revenue [Member]
Revenue Recognition, Multiple-deliverable Arrangements [Line Items]
Percent of net services revenue	74.00%	75.00%	74.00%	75.00%

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SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Revenue by Payor Class (Details)	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Revenue Recognition, Multiple-deliverable Arrangements [Line Items]
Revenue by payor class as a percentage of total net service revenue	100.00%	100.00%	100.00%	100.00%
Home Health Medicare [Member]
Revenue Recognition, Multiple-deliverable Arrangements [Line Items]
Revenue by payor class as a percentage of total net service revenue	40.00%	41.00%	40.00%	41.00%
Home Health Non-Medicare - Episodic Based [Member]
Revenue Recognition, Multiple-deliverable Arrangements [Line Items]
Revenue by payor class as a percentage of total net service revenue	7.00%	8.00%	8.00%	8.00%
Home Health Non-Medicare - Non-Episodic Based [Member]
Revenue Recognition, Multiple-deliverable Arrangements [Line Items]
Revenue by payor class as a percentage of total net service revenue	13.00%	12.00%	13.00%	12.00%
Hospice Medicare [Member]
Revenue Recognition, Multiple-deliverable Arrangements [Line Items]
Revenue by payor class as a percentage of total net service revenue	34.00%	34.00%	33.00%	34.00%
Hospice Non-Medicare [Member]
Revenue Recognition, Multiple-deliverable Arrangements [Line Items]
Revenue by payor class as a percentage of total net service revenue	2.00%	2.00%	2.00%	2.00%
Personal Care [Member]
Revenue Recognition, Multiple-deliverable Arrangements [Line Items]
Revenue by payor class as a percentage of total net service revenue	3.00%	3.00%	3.00%	3.00%
High Acuity Care
Revenue Recognition, Multiple-deliverable Arrangements [Line Items]
Revenue by payor class as a percentage of total net service revenue	1.00%	0.00%	1.00%	0.00%

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SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Cash and Cash Equivalents (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021	Sep. 30, 2021	Dec. 31, 2020
Restricted Cash and Cash Equivalents Items [Line Items]
Cash and cash equivalents	$ 17,956	$ 42,694
Restricted cash	13,504	3,075
Cash, Cash Equivalents and Restricted Cash	31,460	45,769	$ 128,208	$ 83,357
Various acquisitions
Restricted Cash and Cash Equivalents Items [Line Items]
Restricted cash	$ 13,500	$ 3,100

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SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Patient Accounts Receivable Narrative (Details)	9 Months Ended
	Sep. 30, 2022	Dec. 31, 2021
Concentration Risk [Line Items]
Accounts receivable derived from Medicare	65.00%	68.00%
Net service revenue period of care payment rate (days)	30 days
Percentage of patient receivables outstanding	10.00%
Historical collection rate from Medicare	99.00%

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SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Fair Value of Financial Instruments (Details)	Sep. 30, 2022 USD ($)
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Debt Instrument Carrying Amount Excluding Finance Leases	$ 457,400,000
Fair Value, Inputs, Level 1 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Long-term Debt, Fair Value	0
Fair Value, Inputs, Level 2 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Long-term Debt, Fair Value	473,400,000
Fair Value, Inputs, Level 3 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Long-term Debt, Fair Value	$ 0

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SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Weighted-Average Shares Outstanding (Details) - shares shares in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Accounting Policies [Abstract]
Weighted average number of shares outstanding - basic (shares)	32,482	32,607	32,519	32,658
Effect of dilutive securities:
Stock options (shares)	38	113	50	135
Non-vested stock and stock units (shares)	96	179	111	228
Weighted average number of shares outstanding - diluted (shares)	32,616	32,899	32,680	33,021
Anti-dilutive securities (shares)	202	141	276	82

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NOVEL CORONAVIRUS PANDEMIC "COVID-19" (Details) - USD ($) $ in Thousands	1 Months Ended	3 Months Ended	9 Months Ended		12 Months Ended	15 Months Ended
	Apr. 30, 2020	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021	Dec. 31, 2021	Jun. 30, 2021	Oct. 31, 2021	Dec. 31, 2020	Mar. 27, 2020
NOVEL CORONAVIRUS PANDEMIC "COVID-19" [Line Items]
Funding for Healthcare Providers, Including Hospitals									$ 175,000,000
Funding Immediately Distributed to Healthcare Providers Based on Their 2019 Medicare Fee-For-Service Reimbursements									$ 30,000,000
Funding Received From CARES Act	$ 100,000
CARES Act Provider Relief Funds Utilized						$ 46,600
CARES Act Provider Relief Fund Amounts Repaid							$ 58,300
CARES Act Provider Relief Funds Utilized By Unconsolidated Joint Ventures						$ 1,300
CARES Act Provider Relief Fund Amounts Repaid By Unconsolidated Joint Ventures							600
Total CARES Act Provider Relief Funds Received					$ 106,800
CARES Act Interest Repaid to Government							$ 200
Payroll and employee benefits			$ 145,073		141,001
Extension of Temporary Suspension of Sequestration, Revenue Impact		$ 9,000	13,000	$ 27,000
COVID-19 Deferral of Social Security
NOVEL CORONAVIRUS PANDEMIC "COVID-19" [Line Items]
CARES Act Deferral of Employer Share Social Security Tax								$ 55,000
Payroll and employee benefits			$ 27,000
Payment Of Deferred Social Security Tax Under CARES Act					$ 27,000
AseraCare Hospice [Member]
NOVEL CORONAVIRUS PANDEMIC "COVID-19" [Line Items]
Funding Received From CARES Act	6,000
Equity Method Investments [Member]
NOVEL CORONAVIRUS PANDEMIC "COVID-19" [Line Items]
Funding Received From CARES Act	$ 2,000

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ACQUISITIONS - Narrative (Details) $ in Thousands			3 Months Ended			9 Months Ended
	Apr. 01, 2022 USD ($) care_center	Aug. 01, 2021 USD ($)	Sep. 30, 2022 USD ($)	Dec. 31, 2021 USD ($)	Sep. 30, 2021 USD ($)	Sep. 30, 2022 USD ($)	Sep. 30, 2021 USD ($)	Mar. 23, 2022 USD ($)
Business Acquisition [Line Items]
Goodwill			$ 1,285,455	$ 1,196,090		$ 1,285,455
Net service revenue			557,988		$ 553,485	1,661,135	$ 1,654,795
Operating Income (Loss)			38,931		56,772	134,534	203,756
Restricted cash			13,504	3,075		13,504
Accrued contingent consideration						19,195	0
Hospice [Member]
Business Acquisition [Line Items]
Net service revenue			198,700		197,500	590,200	586,900
Operating Income (Loss)			39,700		39,700	113,200	132,100
Home Health [Member]
Business Acquisition [Line Items]
Net service revenue			337,200		338,600	1,012,800	1,016,500
Operating Income (Loss)			52,700		65,000	176,900	213,200
High Acuity Care
Business Acquisition [Line Items]
Net service revenue			5,500		1,500	12,600	1,500
Operating Income (Loss)			(12,400)		(3,800)	(29,800)	(3,800)
2022 New Joint Venture
Business Acquisition [Line Items]
Business Combination, Acquired Noncontrolling Interest								$ 8,900
Goodwill								8,500
2022 New Joint Venture | Certificate of Need and Licenses
Business Acquisition [Line Items]
Acquisition, other intangibles recorded								$ 400
Evolution Health | Home Health [Member]
Business Acquisition [Line Items]
Total purchase price for acquisition	$ 67,800
Payments to acquire business	$ 51,100
Acquisition, number of care centers acquired | care_center	15
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Assets, Receivables			9,300			9,300
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Assets, Prepaid Expense			200			200
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Assets, Other			100			100
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Property, Plant, and Equipment			1,900			1,900
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Operating lease right of use assets			3,200			3,200
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Other Noncurrent Assets			100			100
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets			16,100			16,100
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities, Accounts Payable			(800)			(800)
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities, Payroll and Employee Benefits			(2,700)			(2,700)
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities, Accrued Expenses			(2,300)			(2,300)
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Operating Lease Liabilities			(2,800)			(2,800)
Business Combination Recognized Identifiable Assets Acquired and Liabilities Assumed, Deferred Tax Liabilities			0			0
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities, Long-term Debt			(600)			(600)
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Liabilities			(9,200)			(9,200)
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Net			6,900			6,900
Goodwill			59,600			59,600
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net			66,500			66,500
Net service revenue			10,100			21,400
Operating Income (Loss)			(1,900)			(3,800)
Goodwill, Other Increase (Decrease)			(1,400)
Business Acquisition Closing Payment Adjustment			1,300
GoodwillDeductibleForIncomeTaxPurposesPeriod	15 years
Restricted cash	$ 16,700
Accrued contingent consideration	15,700
Amount Released From Escrow			5,700			5,700
Increase (Decrease) in Assets Acquired			(400)
Increase (Decrease) in Liabilities Assumed			(500)
Business Acquisition, Goodwill, Expected Tax Deductible Amount	15,000
Evolution Health | Home Health [Member] | Potential Closing Payment Adjustment
Business Acquisition [Line Items]
Accrued contingent consideration	1,000
Evolution Health | Home Health [Member] | Licenses
Business Acquisition [Line Items]
Acquisition, other intangibles recorded			1,300			1,300
AssistedCare Home Health | Home Health [Member]
Business Acquisition [Line Items]
Total purchase price for acquisition	24,700
Payments to acquire business	$ 22,200
Acquisition, number of care centers acquired | care_center	2
Acquisition, other intangibles recorded	$ 700
Goodwill	$ 24,000
Net service revenue			1,900			4,500
Operating Income (Loss)			(100)			600
GoodwillDeductibleForIncomeTaxPurposesPeriod	15 years
Restricted cash	$ 2,500
Accrued contingent consideration	2,500
Business Acquisition, Goodwill, Expected Tax Deductible Amount	$ 24,000
AssistedCare Home Health | Home Health [Member] | Acquired Names [Member]
Business Acquisition [Line Items]
Weighted-average amortization period	1 year
Acquisition, other intangibles recorded	$ 100
AssistedCare Home Health | Home Health [Member] | Certificates Of Need
Business Acquisition [Line Items]
Acquisition, other intangibles recorded	200
AssistedCare Home Health | Home Health [Member] | Licenses
Business Acquisition [Line Items]
Acquisition, other intangibles recorded	$ 500
Contessa Health | High Acuity Care
Business Acquisition [Line Items]
Total purchase price for acquisition		$ 240,700
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Assets, Receivables			1,500			1,500
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Assets, Prepaid Expense			300			300
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Assets, Other			100			100
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Property, Plant, and Equipment			300			300
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Operating lease right of use assets			800			800
Acquisition, other intangibles recorded			54,300			54,300
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Other Noncurrent Assets			3,100			3,100
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets			60,400			60,400
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities, Accounts Payable			(100)			(100)
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities, Payroll and Employee Benefits			(600)			(600)
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities, Accrued Expenses			(3,400)			(3,400)
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Operating Lease Liabilities			(800)			(800)
Business Combination Recognized Identifiable Assets Acquired and Liabilities Assumed, Deferred Tax Liabilities			(300)			(300)
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities, Long-term Debt			(900)			(900)
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Noncurrent Liabilities, Other			(200)			(200)
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Liabilities			(6,300)			(6,300)
Business Combination, Acquisition of Less than 100 Percent, Noncontrolling Interest, Fair Value			(43,900)			(43,900)
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Equity			(43,900)			(43,900)
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Liabilities and Equity			(50,200)			(50,200)
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Net			10,200			10,200
Goodwill			231,100			231,100
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Less Noncontrolling Interest			241,300			241,300
Net service revenue			5,500		1,500	12,600	1,500
Operating Income (Loss)			(12,400)		(3,800)	(29,800)	(3,800)
Goodwill, Other Increase (Decrease)			(2,800)
Business Acquisition Closing Payment Adjustment				$ 600
Increase (Decrease) in Liabilities Assumed			(2,800)
Contessa Health | High Acuity Care | Noncompete Agreements [Member]
Business Acquisition [Line Items]
Weighted-average amortization period		2 years
Acquisition, other intangibles recorded		$ 6,200
Contessa Health | High Acuity Care | Acquired Names [Member]
Business Acquisition [Line Items]
Acquisition, other intangibles recorded		$ 28,300
Contessa Health | High Acuity Care | Technology-Based Intangible Assets
Business Acquisition [Line Items]
Weighted-average amortization period		7 years
Acquisition, other intangibles recorded		$ 19,800
Depreciation and amortization			$ 700		$ 500	$ 2,200	$ 500

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LONG-TERM OBLIGATIONS - Schedule of Long-Term Debt (Details) - USD ($) $ in Millions	Sep. 30, 2022	Dec. 31, 2021
Debt Instrument [Line Items]
Principal amount	$ 459.8	$ 449.6
Deferred debt issuance costs	(3.8)	(4.5)
Long-term obligations, including current portion	456.0	445.1
Current portion of long-term obligations	(12.6)	(13.0)
Long-term obligations, less current portion	443.4	432.1
Term Loan [Member] | Four Hundred Fifty Million Term Loan Facility
Debt Instrument [Line Items]
Principal amount	438.7	447.2
Revolving Credit Facility [Member] | Five Hundred Fifty Million Revolving Credit Facility [Member]
Debt Instrument [Line Items]
Principal amount	18.5	0.0
Promissory Notes [Member]
Debt Instrument [Line Items]
Principal amount	0.2	0.8
Finance leases [Member]
Debt Instrument [Line Items]
Principal amount	$ 2.4	$ 1.6

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LONG-TERM OBLIGATIONS - Schedule of Long-Term Debt Additional Information (Details) $ in Millions	9 Months Ended
	Sep. 30, 2022 USD ($)
Term Loan [Member] | Four Hundred Fifty Million Term Loan Facility
Debt Instrument [Line Items]
Debt instrument, face amount	$ 450.0
Maturity Date	Jul. 30, 2026
Term Loan [Member] | Four Hundred Fifty Million Term Loan Facility | Eurodollar [Member]
Debt Instrument [Line Items]
Debt Instrument Interest Rate at Period End	4.60%
Revolving Credit Facility [Member] | Five Hundred Fifty Million Revolving Credit Facility [Member]
Debt Instrument [Line Items]
Debt instrument, face amount	$ 550.0
Maturity Date	Jul. 30, 2026
Revolving Credit Facility [Member] | Five Hundred Fifty Million Revolving Credit Facility [Member] | Eurodollar [Member]
Debt Instrument [Line Items]
Debt Instrument Interest Rate at Period End	4.60%

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LONG-TERM OBLIGATIONS - Fees and Rates Under Credit Facilities (Details)	9 Months Ended
	Sep. 30, 2022
Consolidated Leverage Ratio: Greater Than 3.00 to 1.0
Line of Credit Facility [Line Items]
Commitment fee percentage	0.30%
Letter Of Credit Fee	1.75%
Consolidated Leverage Ratio: Greater Than 3.00 to 1.0 | Eurodollar [Member]
Line of Credit Facility [Line Items]
Basis spread on variable rate	2.00%
Consolidated Leverage Ratio: Greater Than 3.00 to 1.0 | Base Rate [Member]
Line of Credit Facility [Line Items]
Basis spread on variable rate	1.00%
Consolidated Leverage Ratio: Less Than Equal To 3.00 to 1.0 but Greater Than 2.00 to 1.0
Line of Credit Facility [Line Items]
Commitment fee percentage	0.25%
Letter Of Credit Fee	1.50%
Consolidated Leverage Ratio: Less Than Equal To 3.00 to 1.0 but Greater Than 2.00 to 1.0 | Eurodollar [Member]
Line of Credit Facility [Line Items]
Basis spread on variable rate	1.75%
Consolidated Leverage Ratio: Less Than Equal To 3.00 to 1.0 but Greater Than 2.00 to 1.0 | Base Rate [Member]
Line of Credit Facility [Line Items]
Basis spread on variable rate	0.75%
Consolidated Leverage Ratio: Less Than Equal To 2.00 to 1.0 but Greater Than 0.75 to 1.0
Line of Credit Facility [Line Items]
Commitment fee percentage	0.20%
Letter Of Credit Fee	1.25%
Consolidated Leverage Ratio: Less Than Equal To 2.00 to 1.0 but Greater Than 0.75 to 1.0 | Eurodollar [Member]
Line of Credit Facility [Line Items]
Basis spread on variable rate	1.50%
Consolidated Leverage Ratio: Less Than Equal To 2.00 to 1.0 but Greater Than 0.75 to 1.0 | Base Rate [Member]
Line of Credit Facility [Line Items]
Basis spread on variable rate	0.50%
Consolidated Leverage Ratio: Less Than Equal To 0.75 to 1.0
Line of Credit Facility [Line Items]
Commitment fee percentage	0.15%
Letter Of Credit Fee	1.00%
Consolidated Leverage Ratio: Less Than Equal To 0.75 to 1.0 | Eurodollar [Member]
Line of Credit Facility [Line Items]
Basis spread on variable rate	1.25%
Consolidated Leverage Ratio: Less Than Equal To 0.75 to 1.0 | Base Rate [Member]
Line of Credit Facility [Line Items]
Basis spread on variable rate	0.25%
Minimum [Member] | Consolidated Leverage Ratio: Greater Than 3.00 to 1.0
Line of Credit Facility [Line Items]
Consolidated Leverage Ratio	3.00
Minimum [Member] | Consolidated Leverage Ratio: Less Than Equal To 3.00 to 1.0 but Greater Than 2.00 to 1.0
Line of Credit Facility [Line Items]
Consolidated Leverage Ratio	2.00
Minimum [Member] | Consolidated Leverage Ratio: Less Than Equal To 2.00 to 1.0 but Greater Than 0.75 to 1.0
Line of Credit Facility [Line Items]
Consolidated Leverage Ratio	0.75
Maximum [Member] | Consolidated Leverage Ratio: Less Than Equal To 3.00 to 1.0 but Greater Than 2.00 to 1.0
Line of Credit Facility [Line Items]
Consolidated Leverage Ratio	3.00
Maximum [Member] | Consolidated Leverage Ratio: Less Than Equal To 2.00 to 1.0 but Greater Than 0.75 to 1.0
Line of Credit Facility [Line Items]
Consolidated Leverage Ratio	2.00
Maximum [Member] | Consolidated Leverage Ratio: Less Than Equal To 0.75 to 1.0
Line of Credit Facility [Line Items]
Consolidated Leverage Ratio	0.75

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LONG-TERM OBLIGATIONS - Narrative (Details) - USD ($) $ in Thousands		3 Months Ended		9 Months Ended		26 Months Ended	34 Months Ended	60 Months Ended
	Jul. 30, 2021	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2023	Jul. 30, 2026	Jul. 30, 2026	Dec. 31, 2021
Debt Instrument [Line Items]
Consolidated leverage ratio		1.8		1.8
Consolidated interest coverage ratio		13.3		13.3
Principal amount		$ 459,800		$ 459,800					$ 449,600
Payments of Debt Issuance Costs				0	$ 2,792
Term Loan [Member] | Four Hundred Fifty Million Term Loan Facility
Debt Instrument [Line Items]
Debt instrument, face amount		$ 450,000		$ 450,000
Weighted average interest rate (percent)		3.80%	1.60%	2.60%	1.50%
Maturity Date				Jul. 30, 2026
Principal amount		$ 438,700		$ 438,700					447,200
Revolving Credit Facility [Member] | Five Hundred Fifty Million Revolving Credit Facility [Member]
Debt Instrument [Line Items]
Debt instrument, face amount		$ 550,000		$ 550,000
Weighted average interest rate (percent)		4.20%	2.90%	3.20%	1.90%
Maturity Date				Jul. 30, 2026
Remaining availability under revolving credit facility		$ 503,700		$ 503,700
Principal amount		18,500		18,500					$ 0
Line of Credit [Member] | Five Hundred Fifty Million Revolving Credit Facility [Member]
Debt Instrument [Line Items]
Outstanding letters of credit		$ 27,800		$ 27,800
Second Amended Credit Agreement
Debt Instrument [Line Items]
Credit facility, maximum borrowing capacity	$ 1,000,000
Additional interest rate above Federal Fund rate	0.50%
Additional interest rate above Eurodollar rate	1.00%
Percentage of consolidated revenue and adjusted EBITDA that guarantor wholly-owned subsidiaries represent	95.00%
Percentage of adjusted EBITDA that guarantor subsidiaries represent	70.00%
Payments of Debt Issuance Costs			$ 2,800
Second Amended Credit Agreement | Five Hundred Fifty Million Revolving Credit Facility [Member]
Debt Instrument [Line Items]
Debt instrument, face amount	$ 550,000
Second Amended Credit Agreement | Four Hundred Fifty Million Term Loan Facility
Debt Instrument [Line Items]
Debt instrument, face amount	$ 450,000
Base Rate [Member] | Second Amended Credit Agreement
Debt Instrument [Line Items]
Description of variable rate basis	Fluctuating rate per annum equal to the highest of (a) the federal funds rate plus 0.50% per annum, (b) the prime rate of interest established by the Administrative Agent, and (c) the Eurodollar Rate for an interest period of one month plus 1% per annum.
Base Rate [Member] | Second Amended Credit Agreement
Debt Instrument [Line Items]
Basis spread on variable rate				0.50%
Eurodollar [Member] | Second Amended Credit Agreement
Debt Instrument [Line Items]
Description of variable rate basis	Rate at which Eurodollar deposits in the London interbank market for an interest period of one, two, three or six months
Eurodollar [Member] | Term Loan [Member] | Four Hundred Fifty Million Term Loan Facility
Debt Instrument [Line Items]
Debt Instrument Interest Rate at Period End		4.60%		4.60%
Eurodollar [Member] | Revolving Credit Facility [Member] | Five Hundred Fifty Million Revolving Credit Facility [Member]
Debt Instrument [Line Items]
Debt Instrument Interest Rate at Period End		4.60%		4.60%
Eurodollar [Member] | Second Amended Credit Agreement
Debt Instrument [Line Items]
Basis spread on variable rate				1.50%
Minimum [Member] | Second Amended Credit Agreement
Debt Instrument [Line Items]
Proceeds Received From Loan Party Of Subsidiary	$ 5,000
Subsequent Event | Second Amended Credit Agreement
Debt Instrument [Line Items]
Maturity Date								Jul. 30, 2026
Subsequent Event | Second Amended Credit Agreement | Four Hundred Fifty Million Term Loan Facility
Debt Instrument [Line Items]
Debt Instrument Periodic Payment Percentage						0.625%	1.25%

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COMMITMENTS AND CONTINGENCIES - Narrative (Details) $ in Thousands							1 Months Ended	3 Months Ended		9 Months Ended	27 Months Ended
	Oct. 03, 2022 USD ($)	Jun. 27, 2016 patient	Jan. 18, 2016 USD ($) claim	Nov. 03, 2015 patient	May 21, 2015 patient	Jun. 06, 2011 beneficiary	Aug. 31, 2017 USD ($) claim	Sep. 30, 2022 USD ($)	Jun. 30, 2022 USD ($)	Sep. 30, 2022 USD ($)	Mar. 31, 2010 beneficiary	Mar. 31, 2022 USD ($)	Dec. 31, 2021 USD ($)	Jun. 30, 2021 USD ($)	Mar. 31, 2021 USD ($)	Jan. 10, 2019 USD ($)
Loss Contingencies [Line Items]
Patient accounts receivable								$ 302,470		$ 302,470			$ 274,961
Health insurance retention limit										1,300
Workers compensation insurance retention limit										2,000
Professional liability insurance retention limit										300
South Carolina | Hospice [Member]
Loss Contingencies [Line Items]
Number of beneficiaries | beneficiary											30
Indemnity receivable								2,800		2,800
Indemnification amount																$ 2,800
South Carolina | Hospice [Member] | Extrapolated [Member]
Loss Contingencies [Line Items]
Number of beneficiaries | beneficiary						16
South Carolina | Hospice [Member] | Unfavorable [Member]
Loss Contingencies [Line Items]
Recovery amount of overpayment made to subsidiary			$ 3,700
Recovery amount of overpayment made to subsidiary including interest			$ 5,600
Number of claims submitted by subsidiary | claim			9
Recovery amount of over payment made to subsidiary including interest withheld								5,700		5,700
US Department of Justice | Hospice [Member]
Loss Contingencies [Line Items]
Loss contingency accrual															$ 6,500
Reversal of Loss Contingency Accrual														$ 6,500
US Department of Justice | Massachusetts | Hospice [Member]
Loss Contingencies [Line Items]
Number of patients | patient					53
US Department of Justice | Morgantown, West Virginia | Hospice [Member]
Loss Contingencies [Line Items]
Number of patients | patient				66
US Department of Justice | Parkersburg, West Virginia | Hospice [Member]
Loss Contingencies [Line Items]
Number of patients | patient		68
Safeguard Zone Program Integrity Contractor | Florida
Loss Contingencies [Line Items]
Loss contingency accrual								25,200	$ 25,800	25,200		$ 17,400
Indemnity receivable								10,900		10,900
Reduction to Net Service Revenue									$ 8,400
Accounts Receivable, Allowance for Credit Loss, Writeoff								1,500
Safeguard Zone Program Integrity Contractor | Lakeland, Florida | Home Health [Member]
Loss Contingencies [Line Items]
Recovery amount of overpayment made to subsidiary							$ 34,000	26,000		26,000
Number of claims submitted by subsidiary | claim							72
Actual claims payment							$ 200
Error rate (percent)							100.00%
Litigation Settlement Interest								11,500
Total Legal Settlement Payment								34,300
Legal Settlement Payment Less Interest								22,800
Safeguard Zone Program Integrity Contractor | Clearwater, Florida | Home Health [Member]
Loss Contingencies [Line Items]
Recovery amount of overpayment made to subsidiary							$ 4,800	$ 3,300		$ 3,300
Number of claims submitted by subsidiary | claim							70
Actual claims payment							$ 200
Error rate (percent)							100.00%
Safeguard Zone Program Integrity Contractor | Clearwater, Florida | Home Health [Member] | Subsequent Event
Loss Contingencies [Line Items]
Litigation Settlement Interest	$ 1,200
Total Legal Settlement Payment	3,700
Legal Settlement Payment Less Interest	$ 2,400

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SEGMENT INFORMATION - Narrative (Details)	9 Months Ended
	Sep. 30, 2022 Segments
Segment Reporting [Abstract]
Number of reportable business segments	4

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SEGMENT INFORMATION - Operating Income of Reportable Segments (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Segment Reporting Information [Line Items]
Net service revenue	$ 557,988	$ 553,485	$ 1,661,135	$ 1,654,795
Other operating income	0	(4)	0	13,300
Cost of service, excluding depreciation and amortization	322,227	310,294	943,258	916,188
General and administrative expenses	188,400	178,900	560,600	526,400
Depreciation and amortization	5,477	7,487	19,705	21,763
Investment impairment	3,009	0	3,009	0
Operating expenses	519,057	496,709	1,526,601	1,464,339
Operating income (loss)	38,931	56,772	134,534	203,756
Home Health [Member]
Segment Reporting Information [Line Items]
Net service revenue	337,200	338,600	1,012,800	1,016,500
Other operating income		0		7,300
Cost of service, excluding depreciation and amortization	195,300	190,100	573,300	563,500
General and administrative expenses	88,300	82,400	259,300	243,800
Depreciation and amortization	900	1,100	3,300	3,300
Investment impairment	0		0
Operating expenses	284,500	273,600	835,900	810,600
Operating income (loss)	52,700	65,000	176,900	213,200
Hospice [Member]
Segment Reporting Information [Line Items]
Net service revenue	198,700	197,500	590,200	586,900
Other operating income		0		6,000
Cost of service, excluding depreciation and amortization	109,400	107,600	323,200	314,400
General and administrative expenses	49,100	49,500	152,100	144,400
Depreciation and amortization	500	700	1,700	2,000
Investment impairment	0		0
Operating expenses	159,000	157,800	477,000	460,800
Operating income (loss)	39,700	39,700	113,200	132,100
Personal Care [Member]
Segment Reporting Information [Line Items]
Net service revenue	16,600	15,900	45,500	49,900
Other operating income		0		0
Cost of service, excluding depreciation and amortization	12,200	11,700	34,500	37,400
General and administrative expenses	2,400	2,600	6,800	8,800
Depreciation and amortization	0	100	100	200
Investment impairment	0		0
Operating expenses	14,600	14,400	41,400	46,400
Operating income (loss)	2,000	1,500	4,100	3,500
High Acuity Care
Segment Reporting Information [Line Items]
Net service revenue	5,500	1,500	12,600	1,500
Other operating income		0		0
Cost of service, excluding depreciation and amortization	5,300	900	12,300	900
General and administrative expenses	8,800	3,900	24,700	3,900
Depreciation and amortization	800	500	2,400	500
Investment impairment	3,000		3,000
Operating expenses	17,900	5,300	42,400	5,300
Operating income (loss)	(12,400)	(3,800)	(29,800)	(3,800)
Other
Segment Reporting Information [Line Items]
Net service revenue	0	0	0	0
Other operating income		0		0
Cost of service, excluding depreciation and amortization	0	0	0	0
General and administrative expenses	39,800	40,500	117,700	125,500
Depreciation and amortization	3,300	5,100	12,200	15,800
Investment impairment	0		0
Operating expenses	43,100	45,600	129,900	141,300
Operating income (loss)	$ (43,100)	$ (45,600)	$ (129,900)	$ (141,300)

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SHARE REPURCHASE Narrative (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended	9 Months Ended		12 Months Ended	17 Months Ended
	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021	Dec. 31, 2021	Dec. 31, 2022	Aug. 02, 2021	Dec. 23, 2020
Share Repurchase [Line Items]
Purchase of company stock		$ 17,351	$ 84,879
2021 Share Repurchase Program
Share Repurchase [Line Items]
Stock Repurchase Program, Authorized Amount							$ 100,000
Stock Repurchase Program Expiration Date				Dec. 31, 2021
Shares repurchased (shares)	54,609		351,714
Purchase of company stock	$ 11,000		$ 85,000
Treasury Stock Acquired, Average Cost Per Share	$ 197.84		$ 241.30
New Share Repurchase Program
Share Repurchase [Line Items]
Stock Repurchase Program, Authorized Amount						$ 100,000
Shares repurchased (shares)		150,000
Purchase of company stock		$ 17,000
Treasury Stock Acquired, Average Cost Per Share		$ 115.64
New Share Repurchase Program | Subsequent Event
Share Repurchase [Line Items]
Stock Repurchase Program Expiration Date					Dec. 31, 2022

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RELATED PARTY TRANSACTIONS Narrative (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Medalogix [Member]
Related Party Transaction [Line Items]
Related Party Transaction, Amounts of Transaction	$ 2.4	$ 1.4	$ 7.1	$ 4.1